FINANCIAL ANALYSIS).
MESABA, HOWEVER, MAY ON ITS OWN AUTHORITY AND COST (WITH NO REIMBURSEMENT FROM
NORTHWEST) MAKE MAINTENANCE PROGRAM CHANGES ON THE CRJ-200/440 AIRCRAFT AND CRJ
SPARE ENGINES.
ON A QUARTERLY BASIS DURING THE TERM OF THIS AGREEMENT, MESABA WILL PROVIDE TO
NORTHWEST A LIST OF MAINTENANCE PROGRAM CHANGES ON THE CRJ-200/440 AIRCRAFT AND
CRJ SPARE ENGINES, INCLUDING REQUIRED LABOR, ESTIMATED COSTS TO IMPLEMENT, ANY
EXPENSES THAT ARE DEEMED EXHIBIT E, SECTION 1.03 EXPENSES AND IMPLEMENTATION
STATUS.
THE LIST SHALL INCLUDE:
21
(A)
DELETION OR ESCALATION OF A ROUTINE TASK
(THIS DOES NOT INCLUDE A COMPLETE "CHECK" SUCH AS "A" CHECK),
(B)
DELETION OF STEPS TO A ROUTINE TASK OR
PROCEDURE THAT MAY RESULT IN A CHANGE TO THE TASK INTENT OR TASK SCOPE,
(C)
DE-ESCALATION OF A TASK,
(D)
ESCALATION OR DE-ESCALATION OF A "CHECK"
SUCH AS AN "A" CHECK,
(E)
ADDITION OF A ROUTINE TASK (ADDING A
FUNCTION NOT CURRENTLY BEING PERFORMED), AND
(F)
ADDITION OF STEPS TO A ROUTINE TASK OR
PROCEDURE THAT MAY RESULT IN CHANGE TO THE INTENT OR WORK SCOPE (A CHANGE OF
ACCESS OR AREA FOR INSPECTION, AND/OR CHANGE OF METHOD FOR INSPECTION).
Section 3.07
CRJ-200/440 Aircraft Maintenance Agreements.
(A)
MESABA SHALL UTILIZE THE NORTHWEST SELECTED
VENDOR(S) FOR ALL MAJOR SHOP-LEVEL ENGINE MAINTENANCE AND HEAVY AIRFRAME
MAINTENANCE IN ACCORDANCE WITH TERMS AND CONDITIONS NEGOTIATED BY NORTHWEST
AFTER REVIEW AND CONCURRENCE BY MESABA THAT SUCH AGREEMENTS CONTAIN REASONABLY
SATISFACTORY ARRANGEMENTS IN RESPECT OF MESABA'S OPERATIONAL REQUIREMENTS.
(B)
IN THE EVENT NORTHWEST ENTERS INTO
AGREEMENTS FOR AUXILIARY POWER UNIT (APU) AND ASSOCIATED COMPONENT MAINTENANCE,
AVIONICS MAINTENANCE AND/OR LANDING GEAR OVERHAULS WITH RESPECT TO THE AIRCRAFT,
MESABA SHALL UTILIZE THE VENDORS IN SUCH AGREEMENTS FOR SUCH SERVICES; PROVIDED,
HOWEVER, MESABA'S UTILIZATION OF SUCH VENDORS SHALL BE SUBJECT TO
(I) TERMINATION OF MESABA'S EXISTING VENDOR CONTRACTS, IF ANY, AND NORTHWEST'S
PAYMENT OF ANY EARLY TERMINATION PENALTIES IMPOSED PURSUANT TO MESABA'S
CONTRACTS AND (II) REASONABLY SATISFACTORY ARRANGEMENTS IN RESPECT OF MESABA'S
OPERATIONAL REQUIREMENTS.
(C)
IN THE EVENT SPARE ENGINE AND/OR SPARE
PARTS POOLING AGREEMENTS ARE ESTABLISHED FOR AIRLINK CARRIERS, MESABA WILL
PARTICIPATE IN SUCH AGREEMENTS SO LONG AS SUCH AGREEMENTS REASONABLY ADDRESS
MESABA'S INVENTORY NEEDS, LOGISTICS REQUIREMENTS AND CONFIGURATION CONCERNS AND
ARE NOT CONTRARY TO ANY FAA REGULATION.
(D)
IN THE EVENT MESABA IS OR BECOMES A PARTY TO
SUCH AGREEMENTS AS OUTLINED IN THIS SECTION, MESABA SHALL NOT EXECUTE ANY
AMENDMENT OR SIDE LETTER TO ANY OF THOSE AGREEMENTS WITHOUT NORTHWEST'S PRIOR
WRITTEN CONSENT.
(E)
THE USE OF SUCH VENDORS AND RELATED
AGREEMENTS BY MESABA AS PROVIDED FOR IN THIS SECTION 3.07, SHALL BE SUBJECT TO
MESABA FORMALLY APPROVING SUCH VENDORS AS PART OF ITS FAA APPROVED MAINTENANCE
PROGRAM, WITH SUCH APPROVALS NOT UNREASONABLY WITHHELD.
PURSUANT TO MESABA'S
FAA APPROVED MAINTENANCE PROGRAM THE USE OF SUCH VENDORS AND RELATED AGREEMENTS
MAY BE TERMINATED BY MESABA, WITH THE CONSENT OF NORTHWEST, WITH SUCH CONSENT
NOT BEING UNREASONABLY WITHHELD, AS A REMEDY FOR QUALITY CONTROL RELATED ISSUES
ASSOCIATED WITH NON-COMPLIANCE
22
WITH THE MESABA FAA APPROVED MAINTENANCE