Investor Presentaiton
-44-
Air Canada for call centre employees' share of the unfunded Air Canada pension liability. The Aeroplan GSA has an
indefinite term but it can be terminated, subject to certain conditions, by either party upon six months' prior written
notice.
Aeroplan and Air Canada Trademark License Agreements
Pursuant to the Aeroplan Trademark License Agreements, Air Canada and Aeroplan LP have each granted the
other party a royalty-free, non-exclusive, non-sublicensable, non-assignable right to use certain trademarks registered
by the other party. The Aeroplan Trademark License Agreements can be terminated in the event the Aeroplan CPSA is
terminated.
Relationship between Air Canada and ACTS
ACTS is an indirect wholly-owned subsidiary of ACE. ACTS is a full-service aircraft maintenance, repair and
overhaul ("MRO") organization that competes on a global basis. ACTS provides MRO services for Air Canada and
other airline customers worldwide.
The major maintenance facilities for ACTS are located in Montreal, Vancouver, Winnipeg and Toronto.
Pursuant to a General Terms Agreement between ACTS and Air Canada which provides several contractual terms
applicable to the service agreements, ACTS and Air Canada have entered into maintenance service agreements
effective as of October 1, 2006, in respect of aircraft maintenance and related services including the following: (i)
aircraft heavy maintenance services, (ii) engine maintenance services, (iii) component maintenance services, (iv)
supply chain and material asset management services, and (v) auxiliary power unit maintenance services (collectively,
the "ACTS Maintenance Agreements").
ACTS is also a party to the following agreements with Air Canada: (i) an amended and restated master services
agreement effective as of January 1, 2007 (the "ACTS MSA"); (ii) a trademark license agreement dated September 24,
2004 (the "ACTS Trademark License Agreement"), (iii) a general services agreement dated September 24, 2004 with
respect to certain unionized employees employed by Air Canada (the "ACTS GSA for Unionized Employees"); and
(iv) a general services agreement dated September 24, 2004 with respect to certain non-unionized employees employed
by Air Canada (the "ACTS GSA for Non-Unionized Employees", and together with the ACTS GSA for Unionized
Employees, the "ACTS GSAs"). A brief description of these agreements is provided below.
ACTS Maintenance Agreements
Pursuant to the ACTS Maintenance Agreements, ACTS has agreed to provide the following services to Air
Canada with respect to certain of Air Canada's aircraft, engines and other aircraft equipment: aircraft heavy
maintenance services (excluding line and cabin maintenance services which are primarily provided by Air Canada),
engine maintenance services, component maintenance services, supply chain and asset management services, auxiliary
power unit maintenance services, aircraft paint services and related services. ACTS serves as Air Canada's exclusive
repair agency in respect of aircraft heavy maintenance, engine maintenance, auxiliary power unit maintenance services
as well as for maintenance services relating to certain components. ACTS serves as Air Canada's non-exclusive repair
agency
in respect of other services provided.
Each of the ACTS Maintenance Agreements referred to above, except for the agreements relating to aircraft heavy
maintenance services, aircraft paint services and supply chain and asset management services, continues in force until
October 2013, after which they continue in force unless either party provides to the other written notice of termination,
subject to the applicable minimum notice periods provided in such agreements. The aircraft heavy maintenance and
paint services agreements continue in force until October 2009, after which they continue in force unless either party
provides to the other written notice of termination, subject to the applicable minimum notice periods provided in such
agreements. The supply chain and asset management services agreement continues in force until October 2013, after
which it continues in force unless either party provides to the other written notice of termination, subject to the
applicable minimum notice period provided in such agreement. Notwithstanding the foregoing, the supply chain and
asset management services agreement may be terminated at any time during its term by either party upon a 180 days'
prior written notice.View entire presentation