Flight Benefits. Lifetime flight benefits on each airline in the CO System consisting of the following: (a) space available flight passes, including appropriate flight pass identification cards, for Non-Employee Director and Non-Employee Director's Eligible Family Members; (b) a Universal Air Travel Plan (UATP) card or, in the event of discontinuance of the UATP program, a similar charge card or other authorization mechanism permitting the purchase of air travel through direct billing to Company or any... successor or successors thereto (which successor card or mechanism shall be deemed included as appropriate in all references herein to "UATP card") in Non-Employee Director's name for charging (subject to the restrictions set forth in paragraph 3 below) on an annual, calendar-year basis up to the Annual Travel Limit, tickets on the CO System (in any fare class) for travel by Non-Employee Director, Non-Employee Director's spouse, Non-Employee Director's family and significant others as determined by Non-Employee Director; (c) Platinum Elite OnePass Cards (or similar highest category successor frequent flyer cards) in Non-Employee Director's and Non-Employee Director's spouse's names; (d) a membership for Non-Employee Director and Non-Employee Director's spouse in Company's Presidents Club (or any successor program); and (e) payment by Company to Non-Employee Director, while Non-Employee Director serves as a member of the Board of Directors of Company [Insert for Non-Employee Directors serving on the Board prior to May 27, 2009: (and, if Non-Employee Director shall have five or more years of service on the Board of Directors of Company, or retires from the Board after age 70, for the lifetime of Non-Employee Director)], of an annual (calendar year) amount up to the Annual Gross Up Limit sufficient to pay, on an after tax basis (i.e., after the payment by Non-Employee Director of all taxes on such amount), the U.S. federal, state and local income taxes on imputed income resulting from flights purchased with the UATP card or resulting from any other flight benefits extended to Non-Employee Director as a result of Non-Employee Director's service to Company, and any payment by Company to Non-Employee Director pursuant to this paragraph 2(e) shall be made on or as soon as practicable following the day on which the required tax is remitted by or on behalf of Non-Employee Director (but not later than the end of the taxable year following the year in which such tax is remitted).View More
