Exhibit 10.1
November 9, 2008
VIA FACSIMILE TO
(954) 888-7310
& DHL EXPRESS
DHL Network Operations (USA),
Inc.
1200 South Pine Island Road
Plantation, Florida 33324
Attention: Jon Olin – EVP, General
Counsel & Secretary
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Re:
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Third
Amendment to the Hub and Line-Haul Services Agreement, by and
between DHL Express (USA), Inc., as successor in interest to
Airborne, Inc. (“Groundco”) and ABX Air, Inc.
(“Airco”), dated August 15, 2003, as previously
amended on April 27, 2004 and August 8, 2005 (the
“Hub Services Agreement”).
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Dear Jon:
This letter is intended to confirm
the agreement between Groundco and Airco to amend the Hub Services
Agreement in order to accommodate the requirements of each
other.
Unless otherwise defined herein, all
capitalized terms used herein shall have the meanings ascribed
thereto in the Hub Services Agreement.
The Hub Services Agreement is hereby
amended, modified and/or confirmed as follows:
(a) The Base Markup, the quarterly
cost component and the annual cost and service components of the
Incremental Markup to be paid to Airco in exchange for the services
provided by Airco to Groundco under this Agreement during the
fourth quarter of 2008 shall total $4,490,609, consisting of the
following:
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$
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1,410,873
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Base Markup for fourth quarter of
2008
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$
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150,000
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Quarterly cost component of Incremental Markup
for fourth quarter 2008
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$
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900,000
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Annual cost component of Incremental Markup for
2008
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$
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2,029,736
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Annual service component of Incremental Markup
for 2008
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Jon Olin
November 9, 2008
2 of 3
Groundco will pay the Base Markup on a weekly
basis in accordance with the terms of the Hub Services Agreement
and the aforementioned Incremental Markup amounts no later than
February 15, 2009.
Further, the Base Markup, quarterly
cost component and twenty-five percent (25%) of the annual
cost and service components of the Incremental Markup to be paid to
Airco in exchange for the services provided by Airco to Groundco
under this Agreement during the first quarter of 2009 shall total
$1,994,434, consisting of the following:
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$
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1,112,000
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Base Markup for first quarter of
2009
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$
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150,000
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Quarterly cost component of Increm
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