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## BEFORE THE DEPARTMENT OF TRANSPORTATION

WASHINGTON, D.C.

Application of

COMLUX ARUBA N.V. for an exemption pursuant to 49 U.S.C. § 40109 and a foreign air carrier permit pursuant to 49 U.S.C. § 41301 (Aruba-U.S. open-skies) ) ) ) ) ) ) ) Docket DOT-OST-2013-______

APPLICATION OF COMLUX ARUBA N.V. FOR AN EXEMPTION AND A FOREIGN AIR CARRIER PERMIT

Communications with respect to this document should be addressed to: Sheryl R. Israel HOGAN LOVELLS US LLP Columbia Square 555 Thirteenth Street, NW Washington, DC 20004 Telephone: +1 202 637 8898 Facsimile: +1 866 728 1992 E-mail: sheryl.israel@hoganlovells.com Counsel for COMLUX ARUBA N.V.

July 24, 2013

NOTICE: Any person may support or oppose this application by filing an answer

and serving a copy of that answer on counsel for Comlux Aruba N.V. and all persons served with this application. Answers to the exemption request are due August 8, 2013, and answers to the permit request are due August 14, 2013.

## TABLE OF CONTENTS Page

APPLICATION.................................................................................................................1 Fitness Information Required Under 14 C.F.R. § 211.20......................................3 § 211.20(a)...............................................................................................3 § 211.20(b)...............................................................................................3 § 211.20(c)...............................................................................................4 § 211.20(d)...............................................................................................4 § 211.20(e)...............................................................................................5 Request for Ownership/Control Waiver................................................................6 § 211.20(f)................................................................................................7 § 211.20(g)...............................................................................................8 § 211.20(h)...............................................................................................8 § 211.20(i)................................................................................................9 § 211.20(j)................................................................................................9 § 211.20(k).............................................................................................14 § 211.20(l)..............................................................................................14 § 211.20(m)............................................................................................15 § 211.20(n).............................................................................................15 § 211.20(o).............................................................................................15 § 211.20(p).............................................................................................15 § 211.20(q).............................................................................................16 § 211.20(r)..............................................................................................16 § 211.20(s).............................................................................................17 § 211.20(t)..............................................................................................17

Additional Information ........................................................................................17

EXHIBIT LIST Exhibits CXB-1 through CXB-5

CERTIFICATE OF SERVICE\\DC - 041091/000002 - 3335727 v3 

## BEFORE THE DEPARTMENT OF TRANSPORTATION

WASHINGTON, D.C.

Application of

COMLUX ARUBA N.V. for an exemption pursuant to 49 U.S.C. § 40109 and a foreign air carrier permit pursuant to 49 U.S.C. § 41301 (Aruba-U.S. open-skies) ) ) ) ) ) ) ) Docket DOT-OST-2013-______

July 24, 2013

APPLICATION OF COMLUX ARUBA N.V.

FOR AN EXEMPTION AND A FOREIGN AIR CARRIER PERMIT

Comlux Aruba N.V. (“Comlux Aruba”) hereby applies under 49 U.S.C. §§ 41301, 41302 and 40109, Subparts B and C of the Department’s Rules of Practice (14 C.F.R §§ 302.201 and 302.301, et seq.), Part 211 of the Department’s Economic Regulations (14 C.F.R. Part 211), and the Department’s August 23, 2005 Notice in Docket DOT-OST-2005-22228 (the “Streamlined Licensing Procedures Notice”) for an exemption and a foreign air carrier permit authorizing Comlux Aruba to conduct the following services:

 foreign charter air transportation of persons, property, and mail between any point or points in Aruba and any point or points in the United States, and between any point or points in the United States and any point or points in any third country or countries, provided that, except with respect to cargo charters, such service constitutes part of a continuous operation, with or without change of aircraft, that includes service to Aruba for purpose of carrying local traffic between Aruba and the United States; and

### Application of Comlux Aruba N.V. Page 2

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##  other charters pursuant to the prior approval requirements set forth in the Department’s regulations governing charters. Comlux Aruba requests that the Department grant this application under the show-cause procedures described in the Streamlined Licensing Procedures Notice. Specifically, Comlux Aruba requests that the Department issue a single Order (a) granting the requested exemption authority for a period of two years, or until the effective date of Comlux Aruba’s final foreign air carrier permit, whichever occurs first, and (b) tentatively awarding the foreign air carrier permit. As soon as possible thereafter, Comlux Aruba requests that the Department release a Final Order awarding Comlux Aruba its Aruba-U.S. open-skies foreign air carrier permit for a period of

indefinite duration. In support of this application, Comlux Aruba submits the following information: 1. Comlux Aruba is an Aruban on-demand air carrier holding an Air Operator Certificate (“AOC”) issued by the Department of Civil Aviation Aruba (“DCA-Aruba”). Comlux Aruba commenced charter service in 2011 under its AOC using a single Boeing 767-200ER business jet in “VVIP” passenger configuration (“767BBJ”). The interior configuration, seating capacity, and ultra-long range of the 767BBJ enable Comlux Aruba to offer a unique category of air transportation in a highly specialized customer market serving world leaders, royal families, and other groups of passengers with demanding travel requirements in terms of capacity, comfort, flexibility, and privacy. Comlux Aruba makes the 767BBJ available for single-entity charter service on a worldwide basis for these and other categories of charterers. Comlux Aruba anticipates adding service with other jets of various sizes in the future and is eager to obtain DOT exemption authority and a foreign air carrier permit so that it is able to offer and provide

### Application of Comlux Aruba N.V. Page 3

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## a variety of ad hoc charter services to and from the United States as its fleet expands, in accordance with the Aruba-U.S. Air Transport Agreement. 2. Comlux Aruba is fit, willing and able to provide the foreign air transportation described in this application and to conform to the provisions of Title 49 of the United States Code and the applicable rules, regulations and requirements of the DOT and other Federal governmental agencies. Comlux Aruba has been found to be competent to conduct commercial air transportation by the DCA-Aruba and has been issued the necessary authority for global operations. Additional fitness information as required under 14 C.F.R. § 211.20 establishing the qualifications of Comlux Aruba to hold a foreign air carrier permit (and an exemption in the interim) is as follows:

(a) The name and address of the Applicant, the nature of its organization and the country under the laws of which it is organized.

Comlux Aruba N.V. L.G. Smith Blvd. 62, Floor 3 Oranjestad Aruba Comlux Aruba is a Naamloze Vennootschap (Corporation) registered in and formed under the laws of Aruba. In accordance with the Trade Registry Ordinance, art. 4 (nld), Comlux Aruba has been registered as KvK number 40949.0 with the Aruba Chamber of Commerce and Industry.

(b) Name and address of the government air transport authority with regulatory jurisdiction over the Applicant.

Ministry of Tourism, Transportation and Labour Department of Civil Aviation Sabana Berde 73-B Oranjestad Aruba

### Application of Comlux Aruba N.V. Page 4

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## (c) Statement of the authority requested and a description of the services proposed. Comlux Aruba requests issuance of an exemption and, as soon as possible thereafter, a foreign air carrier permit authorizing Comlux Aruba to engage in charter foreign air transportation of persons, property, and mail to and from points in the United States to the full extent permitted by the Aruba-U.S. Air Transport Agreement, as well as other charters pursuant to the prior approval requirements set forth in the Department’s regulations (14 C.F.R. Part 212). Comlux Aruba is currently authorized to conduct a limited number of planeload charter flights to the United States under the terms of a DOT Special Authorization originally granted to it on October 26, 2011, and renewed on November 6, 2012. To maximize its ability to offer its specialized charter air transportation to and from points in the United States, Comlux Aruba is now pursuing DOT exemption/permit authority and subsequently intends to apply for Part 129 Operations Specifications from the FAA. Comlux Aruba is fully prepared and qualified to provide service to points in the United States, as dictated by the marketplace and the requirements of its charter customers.

(d) Information concerning the directors, officers and key management personnel of the Applicant. Comlux Aruba’s current directors, officers, and key management personnel are listed below. To the best of Comlux Aruba’s knowledge and belief, none of the listed individuals are related by blood or marriage. The business address of the listed directors, officers, and key management personnel is care of Comlux Aruba’s affiliate, Comlux Aviation AG (“Comlux Aviation”), located at Gate 14, Oberfeldstrasse 14, CH-8202 Kloten, Switzerland.

### Application of Comlux Aruba N.V. Page 5

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## Title Name Residence Nationality President Chairman of the Board Richard Gaona France French

Director Frederic Dubant France French Director Joseph Huber Switzerland Swiss CEO & Director Andrea Zanetto Switzerland Italian Accountable Manager Director Christophe Lapierre Aruba French CFO Christopher Borg Malta Maltese Flight Operations Manager Hubert van Nuffel Bahrain Belgian Ground Operations Manager Daniele Travaglia Bahrain Italian - Australian Manager of Maintenance & Engineering Bernardus Veltman Malta Dutch Quality Manager Michael Holzapfel Switzerland Swiss Head of Crew Training and Standards Timothy Cumberland Bahrain Australian

In light of the control exerted by non-Aruban nationals, Comlux Aruba is seeking a waiver of the Department’s ownership and control policy, as detailed under subparagraph (e), below.

(e) Information concerning the ownership of the Applicant. Comlux Aruba is a wholly owned subsidiary of Fly Comlux Limited (“Fly Comlux”), a company registered in and formed under the laws of Malta. Fly Comlux functions as a division of Comlux The Aviation Group (the “Comlux Group”) that oversees the Comlux Group’s worldwide VIP aircraft operations. Fly Comlux, in turn, is owned by: (i) Anoa Capital Ltd. (40%), a company organized in Malta, whose ultimate beneficial owner is Joseph Huber, a Swiss national and Managing Board Member of Comlux Aruba; (ii) Editorial Ltd. (40%), a company organized in the British Virgin Islands whose ultimate beneficial owner is also a Swiss individual; and (iii) Loxley Logistics Ltd. (20%), a company organized in the British Virgin Islands, whose ultimate beneficial owner is a

Kazakhstani individual.

### Application of Comlux Aruba N.V. Page 6

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## Request for Ownership/Control Waiver

Comlux Aruba is substantially owned and effectively controlled primarily by citizens of EU Member States and Switzerland. In terms of day-to-day operations of the air carrier, Comlux Aruba has not been able to recruit qualified airline management personnel from among the Dutch permanent residents of Aruba, thereby requiring a greater level of involvement by non-Dutch/Aruban nationals from the Comlux Group. However, although Aruba is an autonomous member of the Kingdom of the Netherlands (an EU Member State), it is not included within the EU-U.S. open-skies framework. Consequently, its ownership and control may not be analyzed under the EU-U.S. Air Transport Agreement. Given that the operational and managerial oversight and ownership by non-Dutch/Aruban personnel indicates that effective control of Comlux Aruba does not rest with Dutch/Aruban nationals, Comlux Aruba hereby requests a waiver of the Department’s ownership and control policy. Nothing in the ownership or control of Comlux Aruba would be inimical to U.S. policy or interests, nor would granting a waiver place U.S. carriers at a competitive disadvantage in any specific market. Such a finding would be fully consistent with recent and longstanding DOT precedents concerning ownership/control waivers, particularly in cases that involve carrier applicants and participants from countries that maintain open-skies or other liberal aviation relationships with the United States. See, e.g. , Inselair Aruba N.V., Order 2013-5-16, at 2-3; Comlux Malta Ltd., Order 2008-12-15, at 3; Jet Aviation Business Jets AG, Order 2008-3-17, at 2-3; Nicaraguense de Aviacion S.A. (NICA), Order 92-7-6, at 4, fn. 6. Notably, Aruba has an open-skies relationship with the United States, as does the homeland of each foreign director, officer, and key management official

### Application of Comlux Aruba N.V. Page 7

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## of Comlux Aruba (France, Switzerland, Italy, Malta, Belgium, the Netherlands, and Australia). Similarly, 80% of the shares of Comlux Aruba are ultimately held by nationals of Switzerland, an open-skies nation. Furthermore, the Department has acknowledged “...that in countries of small population, such as [Aruba], it can be difficult to form airlines which are substantially owned and effectively controlled by homeland nationals. This is a factor that must be taken into account when an application is otherwise in the public interest and its ownership and control does not appear to raise questions or harm to U.S. aviation interests.” Cargolux Airlines International S.A. (Luxembourg), Order 85-6-87, at 5. Indeed, since Aruba is a small island with a population of just over 100,000 and a relatively low rate of unemployment, it is understandable that a new operator such as Comlux Aruba would need to rely toa great degree on non-homeland involvement to launch and oversee a widebody jet operation. Given these circumstances, the Department’s grant of an ownership/control waiver would be entirely appropriate.

(f) Other ownership interests. As noted, Comlux Aruba is owned by Fly Comlux and is thus closely affiliated, under common ownership and management, with various other companies within the Comlux Group. Specifically, in addition to owning Comlux Aruba, Fly Comlux is the holding company for (i) Comlux Aviation AG (previously, an air carrier of Switzerland, which still oversees certain activities of the Fly Comlux companies), (ii) Comlux Malta Ltd. (an air carrier of Malta, which holds authority to serve the United States), (iii) 51% of Comlux KZ LLC (an air carrier of Kazakhstan), and (iv) other Comlux-branded companies engaged in

### Application of Comlux Aruba N.V. Page 8

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## VIP aircraft charter, sales and management activities. Andrea Zanetto, an Italian citizen, is CEO of Fly Comlux (and of Comlux Aruba). A separate Comlux Group holding company, Comlux Holding Ltd. (Malta), owns Comlux Management AG (Switzerland), which manages the activities of the Comlux Group including the Fly Comlux companies, and Comlux America LLC and Comlux Aviation Services LLC, which comprise an aircraft completions and maintenance center in Indianapolis, along with other Comlux companies engaged in aviation-related activities. Richard Gaona, President of Comlux Management and Executive Chairman and President of both Fly Comlux and Comlux Holding, manages the entire Comlux Group with the support of a Management Team consisting of executives from various companies within the Group.

(g) Relationship between the Applicant and its homeland government. Aside from the regulatory oversight of various Aruban governmental entities over Comlux Aruba, the Aruban government is not involved in the ownership, management or operations of Comlux Aruba.

(h) Evidence that the Applicant’s insurance coverage meets or exceeds the liability limits of 14 C.F.R. Part 205. Exhibit CXB-1 contains a copy of OST Form 6411, Foreign Air Carrier Certificate of Insurance, confirming that Comlux Aruba’s insurance coverage for its first aircraft meets the liability limits of 14 C.F.R. Part 205. This insurance certificate, as well as certificates covering other aircraft added to Comlux Aruba’s fleet in the future, will be submitted to the FAA.

### Application of Comlux Aruba N.V. Page 9

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## (i) Evidence of the Applicant’s homeland operating authority. Attached as Exhibit CXB-2 are Comlux Aruba’s license for irregular air transport (No. DL/121421A) issued by the Aruban Minister of Tourism, Transport and Labor on September 21, 2012 (accompanied by an English translation), and its Air Operator Certificate (AOC) (# CXBAPN002) issued by DCA-Aruba on March 26, 2013, authorizing Comlux Aruba to conduct commercial air operations. Comlux Aruba will obtain appropriate amendments to the license, AOC, and associated Operations Specification, and will renew these documents

as necessary.

(j) Operating history of the Applicant. The Comlux Group is a leader in VIP charter services operating worldwide with the highest standards of safety and quality. In addition to conducting charter operations on a global scale under Air Operator Certificates issued to three affiliates, the Comlux Group offers a comprehensive set of personal and professional services to VIP aircraft owners. These services include exclusive aircraft management, sales and acquisitions, cabin design and completion, and maintenance and engineering services, with many of the Group’s completion, maintenance, and engineering services being carried out by U.S. affiliates based in Indianapolis. Comlux Aruba was founded in 2011 as an initiative of the Comlux Group to expand its global reach and enhance alternatives for the management and commercial operation of a growing portfolio of VIP jet aircraft. The timing of the company’s establishment was influenced by the anticipated entry into service of a uniquely-configured extended-range 767BBJ, which had been undergoing refurbishment at Comlux America, the Comlux Group’s VIP airliner completion

### Application of Comlux Aruba N.V. Page 10

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## center in Indianapolis. Following a rigorous and aggressive certification process, Comlux Aruba was awarded its initial AOC on September 30, 2011, and limited operations with the 767BBJ subsequently ensued. Comlux Aruba intends to build on its successful launch by maximizing its 767BBJ charter service offerings. With the aircraft’s extended range, it is an ideal choice for medium to long range missions involving destinations throughout the globe. Comlux Aruba’s one-of-a-kind 767BBJ service has particular appeal for specialized categories of travelers within governments, royal families and other organizations that require an in-flight suite of executive services and amenities as well as sufficient seating accommodations for a full entourage and abundant baggage space. Comlux Aruba is poised to offer its unique charter service to the United States pursuant to long term economic authority granted by DOT, initially with the 767BBJ and subsequently with various other business jets in the future. Comlux routinely receives requests for Comlux Aruba’s 767BBJ charter service, with multiple expressions of interest involving service to U.S. points, and as the Comlux Aruba fleet expands over time, demand for its luxury charter service is expected to increase. Although Comlux Aruba is a relatively new operator, its officers, directors and key management personnel bring extensive, directly relevant air transportation and managerial experience to the company, as follows:

 Richard Gaona is Chairman of the Board and President of the Comlux Group, and also serves as President and Chairman of the Board of Comlux Aruba. Prior to joining Comlux in 2007, Mr. Gaona was Vice President Executive and Private Aviation with Airbus SAS (“Airbus”),

### Application of Comlux Aruba N.V. Page 11

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## having previously held various management and executive positions

with Airbus, beginning in 1989. Mr. Gaona created the Comlux Group structure, which has thrived under his leadership.

 Frederic Dubant serves as a Managing Director of Comlux Aruba. Mr. Dubant is also SVP Legal of the Comlux Group, overseeing legal and contractual matters within the Group during its expansion. Mr. Dubant began his legal career in 1993 as legal counsel for an aircraft and automotive equipment manufacturer, working in Chicago and Paris. He subsequently joined Airbus in 1998, where he served as Legal Counsel Procurement, Senior Legal Counsel Corporate, and Senior Legal Counsel Aircraft Sales. In this latter position, Mr. Dubant was responsible for all legal matters concerning the sale of Airbus aircraft worldwide. Mr. Dubant joined Comlux in early 2009.

 Joseph Huber also serves as a Managing Director of Comlux Aruba. Mr. Huber joined Comlux in 2007 to oversee the finances of the company and is presently CFO of the Comlux Group. Mr. Huber possesses over 30 years of experience in business accounting and expertise in other financial and commercial services, including substantial experience in aircraft transactions.

 Andrea Zanetto is CEO of Fly Comlux and also serves as CEO and a Director of Comlux Aruba. Mr. Zanetto began his aviation career as an engineer for Embraer in 1987. He joined Eurofly in 1989 and ran the technical department for 13 years until being appointed Chief Operations Officer in 2005. He was part of the management team during the merger of Meridiana and Eurofly, becoming the COO of

### Application of Comlux Aruba N.V. Page 12

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## Meridiana Fly. Mr. Zanetto joined Comlux in January 2011 as CEO of

Fly Comlux.

 Christophe Lapierre , Accountable Manager and a Director of Comlux Aruba, has been with the Comlux Group since March 2009. He started his career in the French Air Force, where he attended the officer academy, obtained an engineering degree and served on various transport aircraft and in military operations worldwide. In 2002, Mr. Lapierre joined the French Air Force flight academy as an instructor and examiner. Starting in 2004, he served in the French Presidential Flight Squadron as Airbus Chief Pilot and overseer of fleet renewal projects, until joining Comlux in 2009 as Lead Captain, followed by Head of Division, then Vice President.

 Christopher Borg joined Comlux earlier this year as Head of Finance for the Fly Comlux companies, including Comlux Aruba. He started his career at PricewaterhouseCoopers as a manager, then as an auditor setting up internal audits. In 2004, he joined the insurance group MAPFRE, where he served in positions from internal chief auditor to Vice President. In addition to his role with Fly Comlux, Mr. Borg is currently Chairman of the Malta Forum for Internal

Auditors.

 Captain Hubert van Nuffel , Comlux Aruba’s Flight Operations Manager, possesses extensive worldwide training and operations management experience. He began his career with Sabena in 1977, serving on B737 and subsequently B767 aircraft, was promoted to instructor in 1991, and was also involved in the development of CRM

### Application of Comlux Aruba N.V. Page 13

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## programs. Since 2004, he continued to fly for various European air

carriers until joining Comlux in 2011, and has been actively involved in aircraft entry into service and certification projects.

 Daniele Travaglia is a qualified dispatcher and supervisor within the Comlux Group who began serving as Comlux Aruba’s Ground Operations Manager in September 2011. After receiving dispatcher and flight planning training from Jeppesen Academy in Dubai and Germany and airline operations and safety training from IATA Center in Geneva, Mr. Travaglia began his aviation ground operations career in 2006 as a duty manager and flight dispatcher for Farnair AG, a Swiss cargo and passenger airline. He subsequently joined Comlux Aviation in 2008 as an aircraft dispatcher and was promoted to the position of Fuel Supervisor for the entire Fly Comlux fleet in April 2009.

 Bernardus Veltman , Comlux Aruba’s Manager of Maintenance & Engineering, started his aviation career in 1995 as a mechanic and continued as a licensed engineer and team leader, working for various European air carriers. In 2008, he joined SGI Aviation, where he served as a technical consultant managing aircraft and records during entry into and exit from service. Mr. Veltman joined Comlux in 2011 as engineering manager and became head of the department the same year.

 Michael Holzapfel , Comlux Aruba’s Quality Manager, has a diverse aviation background, performing numerous ground and flight operations duties and consulting services for a variety of operators.

### Application of Comlux Aruba N.V. Page 14

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## Mr. Holzapfel has also served as Quality Manager for

Comlux Aviation since 2003, and for Comlux Malta Ltd. since 2008.

 Captain Tim Cumberland , Comlux Aruba’s Head of Crew Training and Standards, possesses a degree in Vocational Education and Training and extensive experience in worldwide operations and training. He began his career with Qantas in 1989. In 2007, he joined DHL as a B767 Captain and subsequently became an instructor. Captain Cumberland joined Comlux in 2011, and has been actively involved in aircraft entry into service and certification projects.

(k) List of the aircraft owned, leased and operated by the Applicant. Comlux Aruba currently offers charter service with the following airplane: Airplane Reg. # Registered to Boeing 767-2DX P4-CLA Comlux Aruba N.V. L.G. Smith Blvd. # 60 Oranjestad, Aruba

Comlux Aruba initially intends to offer charter service to and from the United States only with this 767BBJ. Comlux Aruba anticipates other business jets will be added to its charter fleet in the future.

(l) Aircraft maintenance information. Maintenance on Comlux Aruba’s 767BBJ will be performed by SR Technics and Abu Dhabi Aircraft Technologies. Comlux Aruba’s maintenance program complies with ICAO Pilots and Airmen Annexes 1, 6 (Part 1) and 7. The Kingdom of the Netherlands is a contracting state of the Convention on International Civil Aviation.

### Application of Comlux Aruba N.V. Page 15

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## (m) Description of any agreements or cooperative working arrangements. There are no agreements or cooperative working arrangements between Comlux Aruba and any U.S. or foreign air carrier relevant to the economic authority Comlux Aruba is seeking for its proposed services to the United States ( e.g. , wet lease or blocked space agreements).

(n) Financial data summaries. Exhibit CXB-3 contains Comlux Aruba’s Income Statement & Balance Sheet for the year ended December 31, 2012. This confidential and proprietary financial information is not otherwise disclosed to the public and is being filed under seal, accompanied by a motion for confidential treatment under 14 C.F.R. § 302.12.

(o) Financial assistance received or expected from the Applicant’s homeland government, if any. Comlux Aruba does not receive or expect to receive financial assistance from its homeland government.

(p) An estimate showing the total traffic and the financial results of the proposed services for the first full year of normal operations. Comlux Aruba intends to hold out and provide charter air transportation

services on an ad hoc , on-demand basis, which will include flights to and from the United States based on the requirements of its customers. In light of the unpredictable nature of the proposed charter services and the unique category of charter business proposed by Comlux Aruba, it is difficult to provide definitive forecasts for the first full year of normal operations. Nonetheless, Comlux Aruba estimates that it could operate at least 15 flights to and from the United States

### Application of Comlux Aruba N.V. Page 16

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## during the first full year of operations under DOT exemption/permit authority, generating approximately $6 million in gross revenues.

(q) Issues relating to the air transport agreement between the United States and the Applicant’s homeland. Issuance of the requested exemption and foreign air carrier permit to Comlux Aruba is consistent with the Air Transport Agreement between the United States and the Kingdom of the Netherlands in respect of Aruba relating to Air Transport between Aruba and the United States (“Aruba-U.S. open-skies agreement”), signed September 18, 1997. Comlux Aruba anticipates that it will soon be designated to conduct charter services under Annex II of the Aruba-U.S. open-skies agreement. To the extent that passenger charter services will be provided between points other than Aruba and points in the United States, Comlux Aruba anticipates that the DCA-Aruba will readily furnish the Department with appropriate written confirmations of reciprocity.

(r) The policy of the Applicant’s homeland government with respect to U.S. carriers’ applications for scheduled and charter authority, including whether the homeland government grants fifth-freedom traffic rights to U.S. carriers. To the best of Comlux Aruba’s knowledge, the government of Aruba has fully honored the liberal route rights, including fifth freedom traffic rights, that are available to U.S. carriers under the Aruba-U.S. open-skies agreement. As the Department is aware, a number of U.S. carriers currently exercise their rights to provide scheduled and charter service to and from Aruba. Comlux Aruba is unaware of any instances of disharmony within the bilateral relationship betweenAruba and the United States that may cause concern that prospective extrabilateral rights would not be granted to U.S. carriers on the basis of reciprocity

### Application of Comlux Aruba N.V. Page 17

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## and comity. Aruba has maintained an open-skies agreement with the United States since 1997, and the harmonious aviation relationship with the United States has extended back at least that far.

(s) Statement as to whether the Applicant has, for the preceding 5 years, been involved in any safety or tariff violations or any fatal accidents. Comlux Aruba has not been involved in any safety or tariff violations or any fatal accidents since its inception in 2011.

(t) Submission of OST Form 4523 (Waiver of liability limits under the Warsaw Convention). A copy of completed OST Form 4523 is provided as Exhibit CXB-4. Comlux Aruba will file the signed form in Docket DOT-OST-1995-236.

ADDITIONAL INFORMATION. 3. In light of the relatively limited nature of its anticipated operations to the United States, the introduction of the charter services proposed by Comlux Aruba is not expected to involve a near-term net annual change in aircraft fuel consumption exceeding 10 million gallons, meaning approval of this application would not constitute a “major regulatory action” under the Energy Policy and Conservation Act, as implemented by 14 C.F.R. Part 313. Comlux Aruba does not anticipate encountering any difficulty in obtaining adequate supplies of fuel for its proposed ad hoc services from existing sources. 4. Pursuant to 49 U.S.C. § 41313(c), Comlux Aruba will submit to the Department (in Docket DOT-OST-1998-3304) and the National Transportation Safety Board a plan to address the needs of families of passengers involved in aircraft

accidents.

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## 5. Similarly, pursuant to 14 C.F.R. § 243.13, Comlux Aruba will file a brief statement with the Department (in Docket DOT-OST-1998-3305) summarizing how it will collect the passenger manifest information required by Part 243 and transmit the information to the Department of State in the event of an aviation disaster. 6. In conclusion, Comlux Aruba is poised and qualified to provide unique and beneficial VIP charter services to and from the United States that are consistent with the Aruba-U.S. open-skies agreement and the public interest. Comlux Aruba respectfully requests that this application be granted without delay to provide Comlux Aruba with the full measure of charter rights available to Aruban carriers under the open-skies agreement.

WHEREFORE, Comlux Aruba N.V. respectfully requests that the Department promptly approve this application and issue exemption authority and a foreign air carrier permit pursuant to the Streamlined Licensing Procedures Notice authorizing charter air transportation under the Aruba-U.S. open-skies agreement, as described herein, and grant such further and additional relief as the public interest may require.

Respectfully submitted,

__________________________________ Sheryl R. Israel HOGAN LOVELLS US LLP Columbia Square 555 Thirteenth Street, NW Washington, DC 20004 Telephone: +1 202 637 8898 Facsimile: +1 866 728 1992 E-mail: sheryl.israel@hoganlovells.com Counsel for COMLUX ARUBA N.V.

### Application of Comlux Aruba N.V. for an Exemption and a Foreign Air Carrier Permit

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## EXHIBIT LIST

Exhibit CXB-1 Response to § 211.20(h) – OST Form 6411, Foreign Air Carrier

Certificate of Insurance CXB-2 Response to § 211.20(i) – Irregular Air Transport License and

Air Operator Certificate CXB-3 Response to § 211.20(n) – Financial Information CXB-4 Response to § 211.20(t) – OST Form 4523, Waiver of Liability

Limits under the Warsaw Convention CXB-5 Verification Required by § 211.11

### Application of Comlux Aruba N.V. for an Exemption and a Foreign Air Carrier Permit

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## Exhibit CXB-1

Response to § 211.20(h) – OST Form 6411, Foreign Air Carrier Certificate of InsuranceOffice of the

Secretary of Transportation AGENCY DISPLAY OF ESTIMATED BURDEN

The public reporting burden for this collection of information is estimated to average 30 minutes per response. If you wish to comment on the accuracy of the estimate or make s uggestions for reducing this burden, please direct your comments to: U.S. Department of Transportation, Office of Aviation Analysis, X

- 56, 400 7 th St., SW,., Washington, D.C. 20590. According to the Paperwork Reduction Act of 1995, no persons are require d to respond to a collection of information unless it displays a valid OMB control number.

NOTE : For information on where to file completed copies of this form, see FILING INSTRUCTIONS below.

OMB No. 2106

- 0030 Expires 9

- 30

- 2007 FOREIGN AIR CAR RIERS - CERTIFICATE OF INSURANCE POLICIES OF INSURANCE FOR AIRCRAFT ACCIDENT BODILY INJURY

AND PROPERTY DAMAGE LIABILITY FILING INSTRUCTIONS : File a signed original of this form with the Federal Aviation Administration, Air Transportation Div., AFS

- 260, 800 Independence Ave., SW., Washington, DC 20591. (See EXCEPTION below.) EXCEPTION : If Section 2.A. is filled in because the insured is a Canadian Charter Air Taxi Operator , file an original of this form with the U.S. Department of Transportation, Specia l Authorities Division (X

- 46), 400 7 th Street, SW, Washington, D.C. 20590 (Please type information, except signatures.) THIS CERTIFIES THAT: WILLIS LIMITED on behalf of Insurers (Name of Insurer) has issued a policy or policies of Aircraft Liabilit y Insurance to : COMLUX ARUBA N.V. L.G

. Smith Boulevard, #62, 3 rd Floor, Oranjestad, Aruba.

F AA Certificate Number________________

(Name, address and FAA Certificate number of Insured Foreign Air Carrier)

effective from November 1 , 201 2 12:01 am Local Standard Time until ten (10) days after written notice from the insurer or carrier of the intent to terminate coverage is received by the Department of Transportation. NOTE: Part 205 of the Department’s Regulations does not allow for a predetermined ter mination date, and a certificate showing such a date is unacceptable.

1. The Insurer (

Check One

) :  is licensed to issue aircraft insurance policies in the United States; X is licensed or approved by the government of the UNITED KINGDOM to issue aircr aft insurance policies; or  is an approved surplus line insurer in the State(s) of _________________________

2. The insurer assumes, under the policy or policies listed below, aircraft accident liability insured to minimums at least equa l to the foll owing during operation, maintenance, or use of aircraft in “foreign air transportation” as that term is defined in 49 U.S.C. 40102. ( Complete applicable section A, B, or C below ): A. CANADIAN CHARTER AIR TAXI OPERATORS WITH PART 294 AUTHORITY ONLY The air craft covered by this policy have: (1) 30 or fewer passenger seats and a maximum payload capacity of 7,500 pounds or less; and/or (2) a maximum authorized takeoff weight on wheels of no more than 35,000 pounds. ( Complete separate or combined coverage as appropriate ) :

 Separate Coverages Minimum Limit

Policy No. Type of Liability Each person Each Occurrence

__________________ Combined Bodily Injury (Excluding Passengers other than cargo attendants ) and Property Damage Liability $75,000 $2,000,000*(See note)

__________________ Passenger Bodily Injury $75,000 $75,000 x 75% of total number of passenger seats installedin aircraft

 Combined Coverage: This combined coverage is a single limit of liability for each occurrence at least equal to the required minimums stated above for bodily i njury (excluding passengers), property damage, and passenger bodily injury. Policy No.

__________________________________ Amount of Coverage_____________________U.S. Dollars

 This policy covers CARGO operations only and excludes passenger liability insu rance.

___________________________________________________________________________________________________________ NOTE : If the aircraft covered by this policy have more than 30 passenger seats or more than a maximum payload capacity of 7,500 pounds, the minimum limit per occurrence shall be $20,000,000.OST Form 6411

B. FOREIGN AIR CARRIERS OPERATING SMALL AIRCRAFT The aircraft covered by this policy are SMALL AIRCRAFT (i.e., with 60 or fewer passenger seats or with a maximum payload capacity of 18,000 pounds or less). ( Complete separate or combined coverage as appropriate ) :  Separate Coverages: Minimum Limit

Policy No. Type of Liability Each person Each Occurre nce

__________________ Combined Bodily Injury (Excluding Passengers other than cargo attendants) and Property Damage Liability $300,000 $2,000,000

__________________ Passenger Bodily Injury $300,000 $300,000 x 75% of tota l number of passenger seats installed in aircraft X Combined Coverage: This combined coverage is a single limit of liability for each occurrence at least equal to the required minimums stated above for bodily injury (excl uding passengers), property damaged, and passenger bodily injury. Policy No

. Amount of Coverage

 This policy covers CARGO operations only and excludes passenger liability insurance. C. FOREIGN AIR CARRIERS OPERATING LARGE AIRCRAFT The aircraft cover ed by this policy are LARGE AIRCRAFT (i.e., with more than 60 passenger seats or with a maximum payload capacity of more than 18,000 pounds). ( Complete separate or combined coverage as appropriate ) :  Separate Coverages: Minimum Limit

Policy No

. Type of Liability Each person Each Occurrence

__________________ Combined Bodily Injury (Excluding Passengers other than cargo attendants) and Proper ty Damage Liability $300,000 $20,000,000

__________________ P assenger Bodily Injury $300,000 $300,000 x 75% of total number of passenger seats installed in aircraft X Combined Coverage: This com bined coverage is a single limit of liability for each occurrence at least equal to the required minimums stated above for bodily injury (excluding passengers), property damaged, and passenger bodily injury. Policy No

. 16 166 A12 Amount of Coverage 8 00,000, 000 U.S. Dollars

 This policy covers CARGO operations only and excludes passenger liability insurance.

3. The policy or policies listed in this certificate insure(s) ( Check One

) : Make and Model FAA or Foreign Flag Registration No.  Operat ions conducted with all aircraft operated by the insured  Operations conducted with the following types of aircraft: X Operations with the following aircraft: (Use additional page if necessary) SEE ATTACHMENT

4. Each policy listed in this certificate meets or exceeds the requirements in 14 CFR Part 205. GLOBAL AEROSPACE UNDERWRITING MANAGERS LTD WILLIS LIMITED (Name of Insurer) (Name of Broker, if applicable) C/O WILLIS LIMITED 51 LIME STREET, LONDON EC3M 7DQ, (Address) UNITED KINGDOM (Address) C

. DAVIE T. MCCARTHY Contact (person who can verify the eff ectiveness of the coverage) (Officer or authorized representative) +44 (0) 20 3124 6900 +44 (0)20 3124 7688 +44 (0 )20 3124 6196 +44 (0) 20 312 4 7688 (Area Code, Phone Number) (Area Code, Fax Number) (Area Code, Phone Number) (Area Code, Fax Number)

(Signature, if applicable) (Signature) 2 9 October 201 2 2 9 October 201 2 (Date) (Da te)

## ATTACHMENT

NAME OF AIR CARRIER: COMLUX ARUBA N.V. The Air Carrier has been insured against the risks described in this certificate under Policy No. 16 166 A1 2 which is issued on the following conditions: (a) the aircraft are as described, and are insured for the amounts shown, in the Schedule below; (b) the aircraft will be used for the following purposes: COMMERCIAL USE

SCHEDULE OF AIRCRAFT

Registration Marking Type and model No. of Passenger Seats Insured Combined Single Limit of Liabili ty

P4

- CLA B767 60 USD 800 ,000,000

### Application of Comlux Aruba N.V. for an Exemption and a Foreign Air Carrier Permit

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## Exhibit CXB-2 Response to § 211.20(i) – Irregular Air Transport License and Air Operator Certificate

### Application of Comlux Aruba N.V. for an Exemption and a Foreign Air Carrier Permit

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## Exhibit CXB-3 Response to § 211.20(n) – Financial Information [Submitted Under Seal – Confidential Treatment Requested

Pursuant to 14 C.F.R. § 302.12]

### Application of Comlux Aruba N.V. for an Exemption and a Foreign Air Carrier Permit

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## Exhibit CXB-4

Response to § 211.20(t) – OST Form 4523, Waiver of Liability Limits under the Warsaw Convention

### Application of Comlux Aruba N.V. for an Exemption and a Foreign Air Carrier Permit

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## Exhibit CXB-5

Verification\\DC - 041091/000002 - 3335727 v3 

## CERTIFICATE OF SERVICE

I hereby certify that a copy of the foregoing Application of Comlux Aruba N.V. for an Exemption and a Foreign Air Carrier Permit has been served this 24th day of July, 2013, on the following addressees:

Kris Urs Deputy Assistant Secretary for Transportation Affairs Bureau of Economic and Business Affairs Department of State 2201 C Street, NW Washington, D.C. 20520 urskr@state.gov

James Jelinski Office Manager Miami International Field Office Federal Aviation Administration 2895 S.W. 145 Ave., Suite 221 Miramar, FL 33027 james.r.jelinski@faa.gov

Jocelyne Croes Minister Plenipotentiary for Aruba The Royal Netherlands Embassy 4200 Linnean Avenue NW Washington, DC 20008 jocelyne.croes@minabuza.nl

Jonathan Echmalian