LETTER 5
Subject: Parent Company
Reference: Section 1 - Recognition
LETTER OF AGREEMENT
between
NORTHWEST AIRLINES CORPORATION,
NORTHWEST AIRLINES HOLDING CORPORATION,
and NORTHWEST AIRLINES, INC.
and the
FLIGHT ATTENDANTS
in the service of
NORTHWEST AIRLINES, INC.
as represented by
INTERNATIONAL BROTHERHOOD OF TEAMSTERS,
This Letter of Agreement is made and entered into by and between, NORTHWEST
AIRLINES CORPORATION ("NAC"), NORTHWEST AIRLINES HOLDING CORPORATION
("NAHC"), NORTHWEST AIRLINES, INC. ("Northwest Airlines") and the FLIGHT
ATTENDANTS in the service of Northwest Airlines as represented by the INTERNATIONAL
BROTHERHOOD OF TEAMSTERS, (the "Union").
WHEREAS, NAC and NAHC are the parent holding companies of Northwest Airlines, and
WHEREAS, there were sound business reasons for the creation of NAC and NAHC, and
WHEREAS, NAC and NAHC were not formed with the purpose or the effect of
circumventing the collective bargaining agreement ("Basic Agreement") between
Northwest Airlines and the Union, and
NOW THEREFORE, it is agreed that:
1. NAC, NAHC and their Affiliates (as defined in paragraph 5., below) shall be subject
to all terms and conditions of Sections 1.B.2.b., 1.C.2., 1.D. and 1.E. of the Basic
Agreement (as they presently exist and as they are subsequently amended)
between Northwest Airlines and the Union as if all references to "Northwest",
"Northwest Airlines" and/or the "Company" in the Basic Agreement expressly
referred to NAC and/or NAHC as well.
2. This Letter of Agreement shall continue in full force and effect irrespective of any
Successor Transaction, as defined in Section 1.C.1. of the Basic Agreement
between Northwest Airlines and the Union (the CBA), undertaken in respect of
NAC, and/or NAHC, or any successor thereto and shall be binding on any
Successor (as defined in Section 1.C.1. of the CBA) to NAC or NAHC, or any
Successor thereto.
3. NAC, NAHC, and/or Northwest Airlines shall not conclude any transaction that
results in (a) a successor to NAC, NAHC or Northwest Airlines or (b) any entity that
owns, manages or controls NAC, NAHC or Northwest Airlines unless, as a written
and irrevocable condition of such transaction, the successor or entity agrees to
execute this Letter of Agreement and to be bound by this Letter of Agreement in
the same manner as NAC and NAHC.
4. The term 'affiliate", as used in this Letter of Agreement, means NAC, NAHC, any
subsidiary, parent or division of Northwest Airlines, NAHC or NAC, or any
subsidiary, parent or division of either a parent or subsidiary of Northwest Airlines,
NAHC or NAC, or any entity that controls or manages NAC, NAHC or Northwest
Airlines or is controlled or managed by NAC, NAHC or Northwest Airlines.
5. It is further agreed that any disputes which arise out of interpretation or
application of this Letter of Agreement will be subject to resolution by final and
binding arbitration in accordance with the provisions of Section 1.G. and the
procedures of Section 28 of the Basic Agreement, with NAC and NAHC agreeing in
all respects to be subject to the terms and conditions of Section 1.G.
6. This Letter of Agreement shall become effective on the date of signing and shall
remain effective concurrent with the duration of the Basic Agreement.
Signed this 1st day of June, 2000.
For NORTHWEST AIRLINES FOR THE INTERNATIONAL
CORPORATION BROTHERHOOD OF TEAMSTERS
/s/ Douglas M. Steenland /s/ Billie Davenport
Executive Vice President President Teamsters Local 2000
Chief Corporate Officer
For NORTHWEST AIRLINES
HOLDING CORPORATION
/s/ Douglas M. Steenland
Executive Vice President
Chief Corporate Officer
For NORTHWEST AIRLINES, INC.
/s/ Robert A. Brodin
Senior Vice President Labor Relations