EX-10.8





 Exhibit 10.8 
  


							
	
AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT
	 	1. CONTRACT ID CODE  	 	PAGE  	 	OF
	 	 	 	  

    1    
	 	  

    2    



									
	 2.
AMENDMENT/MODIFICATION NO.
 148
	 	 3. EFFECTIVE DATE  

11/26/2018
	 	4. REQUISITION/PURCHASE REQ. NO.    	 	5. PROJECT NO. (If applicable) 
	6. ISSUED BY                         
                      CODE  	 	5ACAAQ	 	7. ADMINISTERED BY (IF OTHER THAN ITEM 6)	 	CODE  	 	5ACAAQ
	 DALE D. PARSAN

Cargo Air Acquisitions
 Air Transportation CMC

United States Postal Service
 475 L’Enfant Plaza SW, Room
1P650
 Washington DC 20260-0650
 (202) 268-2223  
  
	 	 Cargo Air Acquisitions

Air Transportation CMC
 United States Postal Service

475 L’Enfant Plaza SW, Room 1P650
 Washington DC
20260-0650



											
	8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, 
State, and Zip Code)	 	 	 	    (x)      	 	9A. AMENDMENT OF SOLICITATION NO.
	  
 FEDERAL EXPRESS
CORPORATION
	 		 		 		 	 	 	 
	 3610 HACKS CROSS ROAD

MEMPHIS TN 38125-8800
	 		 		 		 	 	 	 9B. DATED (SEE ITEM 11)

 

	 	 	 

    
	 	      x      

 
	 	 10A. MODIFICATION OF CONTRACT/ORDER NO.

ACN-13-FX
  

	 	 	 	 	 	 	 	 		 	10B. DATED (SEE ITEM 13)
	SUPPLIER CODE:      000389122	 	FACILITY CODE                	 	 	 	 	 	04/23/2013
	11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF
SOLICITATIONS     


					
	☐	 		  	    ☐  is extended,        ☐  is not 
extended.


													
	  
 Offers must acknowledge receipt of this amendment prior to
the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing items 8 and 15, and returning                 
copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment number. FAILURE OF YOUR ACKNOWLEDGEMENT
TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such change may be made by
telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

 



					
	 12. ACCOUNTING AND
APPROPRIATION DATA (If required.)
 See Schedule
	 	 Net Increase:      [*]
	  	 


			
	 13. THIS ITEM APPLIES ONLY TO
MODIFICATIONS OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.
  
	 	 


									
	(x)  	 	A. THIS CHANGE BY CLAUSE IS ISSUED PURSUANT TO: (Specify clause) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT
ORDER NO. IN ITEM 10A.	 		 	 
	☐  	 		 	 
	  

☐  
	 	 B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT
THE ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation date, etc.) SET FORTH IN ITEM 14.
  
	 	 	 	 
	  

☐  
	 	 C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO THE AUTHORITY OF: THE CHANGES
SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM 10A.
  
	 	 	 	 
	☒  	 	 D. OTHER (such as no cost change/cancellation, termination, etc.) (Specify type of
modification and authority): THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM 10A.
 Mutual Agreement of the Contracting
Parties
  
	 	 	 	 


			
	  

E. IMPORTANT: Contractor      ☐    is
not,      ☒    is required to sign this document and return         1     copies to the
issuing office.
  
	 	 
	 14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings,
including solicitation/contract subject matter where feasible.)
 The purpose of this modification is to incorporate Operating Period 63 (December 2018)

Charters into the ACN-13-FX contract, with the following conditions:
  

A) Once the Charters are scheduled they cannot be canceled.
  

B) All Service and Scan penalties (reductions in payment), related to the Day Network only, will be eliminated. This relief does not apply to the Night
Network.
  
 C) Volume will be inducted into the network at the Memphis Hub and will
incur appropriate tier pricing and will be processed normally.
  

Continued...
	 	 


			
	 Except as provided herein, all terms and conditions of the document referenced in
Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.
  
	 	 


											
	 15A. NAME AND TITLE OF SIGNER (Type or print)

 
     Ron D. Stevens, Vice President
	 	 16A. NAME
AND TITLE OF CONTRACTING OFFICER (Type or print)
  
     Brian
Mckain

	 15B. CONTRACTOR/OFFEROR

 
 /s/  RON D. STEVENS

(Signature of person authorized to sign) 
	 	 	 	 15C. DATE SIGNED  

 
 2-5-19
	 	 16B. CONTRACT AUTHORITY
  

/s/ BRIAN MCKAIN

(Signature of Contracting Officer) 
	 	 	 	 16C. DATE SIGNED

 
 2/7/19


  

	*	 Blank spaces contained confidential information which has been filed separately with the Securities and Exchange
Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. 















															
	 CONTINUATION SHEET
	 	REQUISITION NO.	 	 PAGE

 
 2
	 	     OF

 
     2
	 	                
  



															
	 CONTRACT/ORDER NO.
  

ACN-13-FX/148
	 	 AWARD/ EFFECTIVE DATE  

 
 11/26/2018
	 	MASTER/AGENCY CONTRACT NO    	 	SOLICITATION NO.                	 	 SOLICITATION           
ISSUE DATE



											
	 	 	 	 	 	 
	
    ITEM NO     
	 	 SCHEDULE OF SUPPLIES/SERVICES

 
	 	 QUANTITY 

 
	 	  UNIT 

 
	 	
    UNIT PRICE    

 
	 	 AMOUNT

 

	 	 	 	 	 	
	 	 	 FedEx will notify the Postal Service if the tender requirement is different than what is currently
in the contract. Delivery does not change. Payments for said charters will be paid as part of the Operating Period reconciliation.
  

—
 Sub Rept Req’d: Y Carrier Code: FX Route Termini

S: Various Route Termini End: Various Payment
 Terms: SEE
CONTRACT
 Delivery: 03/23/2018
 Discount Terms:

                          
        See Schedule
 Accounting Info:

BFN: 670167
 FOB: Destination

Period of Performance: 09/30/2013 to 09/29/2024
  

Change Item 9 to read as follows:
  
	 	 	 	 	 	 	 	
	9	 	 Ad Hoc Charter Option

Account Number: 53703
	 	 	 	 	 	 	 	    [*]
	 	 	 	 	 	
	 	 	 This value is for estimation purposes only.

 
  
	 	 	 	 	 	 	 	 

  

	*	 Blank spaces contained confidential information which has been filed separately with the Securities and Exchange
Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. 














 December 18 Operating Period 

Charter Request and Accounting 
  

																																																					
	Week 1
	Origin	 	 	 Operating Day 	 	 	 
	 Cubic Feet 
Requested 	 
 	 	 


	 Mon

 (11/26) 
	

 
	 	 


	 Tue

 (11/27) 
	

 
	 	 


	 Wed

 (11/28) 
	

 
	 	 


	 Thu

 (11/29) 
	

 
	 	 


	 Fri

 (11/30) 
	

 
	 	 


	 Sat

 (12/01) 
	

 
	 	 


	 Sun

 (12/02) 
	

 
	 	 Weekly 

 Total 
	 	 
	A/C Type
      Equivalent     
 	
 	 	 	 Rate 	 	 	 


	 Unplanned

Charters 
	

 
	 	 Total

Ad Hoc

 Charters 

	MEM -SJU	 	 	Wed	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-11	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	MEM -SJU	 	 	Fri	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-11	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	MEM - SJU	 	 	Sat	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-11	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	SLC - S	 	 	Sat	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	757	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	OAK	 	 	Sun	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	767	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	DEN	 	 	Sun	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	757	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	SLC - S	 	 	Sun	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	A-300	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	Week 1 Total	
 
	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	 	 	 	 	 	 	 	 	[*]	 	 	[*]
	 	 	 	 	 	 	 	 	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	  

Week 2

	Origin	 	 	 Operating Day 	 	 	 
	 Cubic Feet 
 Requested 	 
 	 	 


	 Mon

 (12/03) 
	

 
	 	 


	 Tue

 (12/04) 
	

 
	 	 


	 Wed

 (12/05) 
	

 
	 	 


	 Thu

 (12/06) 
	

 
	 	 


	 Fri

 (12/07) 
	

 
	 	 


	 Sat

 (12/08) 
	

 
	 	 


	 Sun

 (12/09) 
	

 
	 	 Weekly 

Total 
	 	 
	A/C Type
      Equivalent     
 	 
 	 	 	 Rate 	 	 	 
	 Unplanned
Charters 	 
 	 	 Total

Ad Hoc
 Charters 

	LAX	 	 	Mon	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-11	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	LAX	 	 	Mon	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-11	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	MEM - SJU	 	 	Fri	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-10	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	MEM - SJU	 	 	Sat	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-11	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	OAK	 	 	Sat	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	A-300	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	Week 2 Total	
 
	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	 	 	 	 	 	 	 	 	[*]	 	 	[*]
	 	 	 	 	 	 	 	 	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	  

Week 3

	Origin	 	 	 Operating Day 	 	 	 
	Cubic Feet
 Requested 	 
 	 	 	 Mon  (12/10) 	 	 	 
	 Tue
 (12/11) 	 
 	 	 
	 Wed
 (12/12) 	 
 	 	 
	 Thu
 (12/13) 	 
 	 	 
	 Fri
 (12/14) 	 
 	 	 
	 Sat
 (12/15) 	 
 	 	 
	 Sun
 (12/16) 	 
 	 	 Weekly 
Total 	 	 
	A/C
Type
      Equivalent      	 
 	 	 	 Rate 	 	 	 
	 Unplanned
Charters 	 
 	 	 Total

Ad Hoc
 Charters 

	LAX	 	 	Mon	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-11	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	LAX	 	 	Mon	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-11	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	MEM - SJU	 	 	Fri	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-11	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	MEM - SJU	 	 	Sat	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-11	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	OAK	 	 	Sun	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	A-300	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	Week 3 Total	
 
	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	 	 	 	 	 	 	 	 	[*]	 	 	[*]
	 	 	 	 	 	 	 	 	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	  

Week 4

	Origin	 	 	 Operating Day 	 	 	 
	Cubic Feet
 Requested 	 
 	 	 
	Mon (12/17)
  Special Sort 	 
 	 	 
	 Tue
 (12/18) 	 
 	 	 
	 Wed
 (12/19) 	 
 	 	 
	 Thu
 (12/20) 	 
 	 	 
	 Fri
 (12/21) 	 
 	 	 
	 Sat
 (12/22) 	 
 	 	 
	 Sun
 (12/23) 	 
 	 	 Weekly 
Total 	 	 
	A/C
Type
      Equivalent      	 
 	 	 	 Rate 	 	 	 
	 Unplanned
Charters 	 
 	 	 Total

Ad Hoc
 Charters 

	LAX	 	 	Mon	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-11	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	LAX	 	 	Mon	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-11	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	MEM—SJU	 	 	Fri	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-11	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	MEM—SJU	 	 	Sat	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-11	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	OAK	 	 	Sat	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	757	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	Week 4 Total	
 
	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	 	 	 	 	 	 	 	 	[*]	 	 	[*]
	 	 	 	 	 	 	 	 	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	  

Week 5

	Origin	 	 	 Operating Day 	 	 	 
	Cubic Feet
 Requested 	 
 	 	 


	 Mon

 (12/24) 
	 

 
	 	 
	 Tue
 (12/25) 	 
 	 	 
	 Wed
 (12/26) 	 
 	 	 
	 Thu
 (12/27) 	 
 	 	 
	 Fri
 (12/28) 	 
 	 	 
	 Sat
 (12/29) 	 
 	 	 
	 Sun
 (12/30) 	 
 	 	 Weekly 
Total 	 	 
	A/C
Type
      Equivalent      	 
 	 	 	 Rate 	 	 	 
	 Unplanned
Charters 	 
 	 	 Total

Ad Hoc
 Charters 

	MEM - SJU	 	 	Sat	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	MD-10	 	 	 	[*]	 	 	 	[*]	 	 	[*]
	Week 5 Total	
 
	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	 	 	 	 	 	 	 	 	[*]	 	 	[*]
	 	 	 	 	 	 	 	 	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 				 				 				 				 				 				 				 				 				 	[*]	 				 				 			 	 	GRAND TOTAL
	December Total	
 
	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	 	[*]	 	 	[*]	 	 	 	 	 	 	 	 	 	 	[*]	 	 	[*]

 * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange
Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended.