EX-10.2 4 d83643dex102.htm EX-10.2

Exhibit 10.2

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT |  | 1. CONTRACT ID CODE |  | PAGE OF 1 3

2. AMENDMENT/MODIFICATION NO. 033 |  | 3. EFFECTIVE DATE 02/02/2015 |  | 4. REQUISITION/PURCHASE REQ. NO. |  | 5. PROJECT NO. (If applicable)
6. ISSUED BY CODE |  | 5ASNET |  | 7. ADMINISTERED BY (IF OTHER THAN ITEM 6) |  | CODE |  | 5ASNET
ALAINA EARL Air Transportation CMC United States Postal Service 475 L’Enfant Plaza SW Room 1P 650 Washington DC 20260-0650 (202) 268-6580 |  | Air Transportation CMC 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) FEDERAL EXPRESS CORPORATION 3610 HACKS CROSS ROAD MEMPHIS TN 38125-8800 |  | (x) |  | 9A. AMENDMENT OF SOLICITATION NO.
|  |  | 9B. DATED (SEE ITEM 11)
| x |  | 10A. MODIFICATION OF CONTRACT/ORDER NO. ACN-13-FX
|  |  | 10B. DATED (SEE ITEM 13) 04/23/2013
SUPPLIER CODE: 000389122 |  | FACILITY CODE |  |  |  |

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 AUTHORITY OF: THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM 10A. |  |  |  |
x |  | 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 By Mutual Agreement of the Contracting Parties |  |  |  |

E. IMPORTANT: Contractor ¨ is not, x 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.) In accordance with contract ACN-13-FX and the “Fuel Adjustment” section, the following Line Haul Rate (fuel) for the Day Network as set out in Attachment 10 is modified for performance during the period of February 2, 2015 to March 1, 2015 (Operating Period 17) as follows: From: [*] per cubic foot To: [*] per cubic foot 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) Paul J. Herron, Vice President |  | 16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print) Brian Mckain |  |

15B. CONTRACTOR/OFFEROR /s/ PAUL J. HERRON (Signature of person authorized to sign) |  | 15C. DATE SIGNED 06/15/15 |  | 16B. CONTRACT AUTHORITY /s/ BRIAN MCKAIN (Signature of Contracting Officer) |  | 16C. DATE SIGNED 06/16/15 |  |

*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 Of 2 3

CONTRACT/ORDER NO. ACN-13-FX/033 |  | AWARD/ EFFECTIVE DATE 02/02/2015 |  | MASTER/AGENCY CONTRACT NO |  | SOLICITATION NO. |  | SOLICITATION ISSUE DATE

ITEM NO. |  | SCHEDULE OF SUPPLIES / SERVICES |  | QUANTITY |  | UNIT |  | UNIT PRICE |  | AMOUNT
1 |  | This is a decrease of [*]. [*] This modification also incorporates Operating Period 20 (May) Scheduled 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) will be eliminated for Operating Period 20 in which these “Scheduled Charters” will operate. C) Volume will be inducted into the network at the Memphis Hub and will incur appropriate tier pricing and will be processed normally. 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 Discount Terms: See Schedule Accounting Info: BFN: 670167 FOB: Destination Period of Performance: 12/01/2014 to 09/30/2020 Change Item 1 to read as follows: Day Network Account Number: 53503 Delivery: 12/01/2014 Continued... |  |  |  |  |  |  |  | [*]

* 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 OF 3 3

CONTRACT/ORDER NO. ACN-13-FX/033 |  | AWARD/ EFFECTIVE DATE 02/02/2015 |  | MASTER/AGENCY CONTRACT NO. |  | SOLICITATION NO. |  | SOLICITATION ISSUE DATE

ITEM NO. |  | SCHEDULE OF SUPPLIES / SERVICES |  | QUANTITY |  | UNIT |  | UNIT PRICE |  | AMOUNT
7 |  | Delivery Location Code: 18310M WASHINGTON D DC NOM WASHINGTON DC NOM USPS 475 LENFANT PLZ SW RM 6631 WASHINGTON DC 202606631 Amount: [*] Change Item 7 to read as follows: Scheduled Charter Option Account Number: 53703 Delivery: 03/30/2015 Delivery Location Code: 18310M USPS SHARED NETWORKS 475 LENFANT PLZ SW RM 7900 WASHINGTON DC 20260-6631 Amount: [*] |  |  |  |  |  |  |  | [*]

* 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.

FedEx Scheduled Charters-USPS May Operating Period

|  | Weeks 1-4 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Location |  | Days operated |  | Cubic Feet available |  | TUE |  | WED |  | THU |  | FRI |  | SAT |  | SUN |  | Weekly Total |  | Aircraft |  | RATE |  | Weekly Rate |  | O/P Rate
EWR |  | TUES, THUR, SAT |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | MD-10 |  | [*] |  | [*] |  | [*]
FLL |  | TUES, SAT |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | 757 |  | [*] |  | [*] |  | [*]
LAX |  | WED |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | 757 |  | [*] |  | [*] |  | [*]
LAX |  | SAT |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | MD-10 |  | [*] |  | [*] |  | [*]
LAX |  | SUN |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | MD-11 |  | [*] |  | [*] |  | [*]
SLC |  | TUES, THUR, SAT |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | 757 |  | [*] |  | [*] |  | [*]
PHL |  | WED, SAT |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | 757 |  | [*] |  | [*] |  | [*]
TPA |  | SUN |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | 757 |  | [*] |  | [*] |  | [*]
IAD |  | SUN (Weeks 1-3 Only) |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | 757 |  | [*] |  | [*] |  | [*]
|  | Day and Weekly Total Weeks 1-4 |  |  |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  |  |  | [*] |  | [*]
|  | Week 5 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Location |  | Days operated |  | Cubic Feet available |  | TUE |  | WED |  | THU |  | FRI |  | SAT |  | SUN |  | Weekly Total |  | Aircraft |  | RATE |  | Weekly Rate |  | O/P Rate
EWR |  | WED THUR, SAT |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | MD-10 |  | [*] |  | [*] |  | [*]
FLL |  | WED, SAT |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | 757 |  | [*] |  | [*] |  | [*]
LAX |  | Thur |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | 757 |  | [*] |  | [*] |  | [*]
LAX |  | SAT |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | MD-10 |  | [*] |  | [*] |  | [*]
LAX |  | SUN |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | MD-11 |  | [*] |  | [*] |  | [*]
SLC |  | WED, THUR, SAT |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | 757 |  | [*] |  | [*] |  | [*]
PHL |  | WED, SAT |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | 757 |  | [*] |  | [*] |  | [*]
TPA |  | SUN |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  | 757 |  | [*] |  | [*] |  | [*]
|  | Day and Weekly Total Week 5 |  |  |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  | [*] |  |  |  |  |  | [*] |  | [*]
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | [*]

* | 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.