Exhibit 10.33(d)
AMENDMENT NO. 4 TO
SECOND AMENDED AND
RESTATED
EMPLOYMENT
AGREEMENT
THIS AMENDMENT NO. 4 TO SECOND AMENDED AND
RESTATED AGREEMENT, dated as of June 22, 2009 (the
“Amendment”), amends the Second Amended and Restated
Agreement, made and entered into as of July 1, 2003, and amended as
of December 27, 2004, further amended as of February 20, 2007 and
further amended as of September 5, 2007 (the
“Agreement”), by and between REPUBLIC AIRWAYS HOLDINGS
INC. (the “Company”), a Delaware corporation, and BRYAN
K. BEDFORD (the “Executive”).
R E C I T A L S
WHEREAS, the Company and the Executive entered
into the Agreement; and
WHEREAS, the Company and the Executive desire to
amend the Agreement as and to the extent provided for herein, it
being understood that the Amendment is an interim agreement and
will be replaced by a new employment agreement, having such terms
as shall be determined by the Company’s Compensation
Committee,
NOW, THEREFORE, in consideration of the
foregoing and the mutual covenants hereinafter set forth and other
good and valuable consideration, the receipt and sufficiency of
which is hereby acknowledged, and intending to be legally bound,
the parties hereto agree as follows:
1.
Dates . All references in the Agreement to the
2009 calendar year shall be references to the 2010 calendar
year. All references in the Agreement to January 1, 2009
shall be references to January 1, 2010. All references
in the Agreement to June 30, 2009 shall be references to June 30,
2010.
2.
Severance Compensation . Section 4 of the
Agreement is hereby amended and restated in its entirety as
follows:
4.
Severance Compensation . In the event (i) the
Company terminates
