AMENDMENT No. 13 TO PURCHASE AGREEMENT COM0448-18
Exhibit 10.28.17
AMENDMENT No. 13 TO PURCHASE AGREEMENT COM0448-18
CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) IS OF THE TYPE THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL.
This Amendment No.13 (the “Amendment No.13”) dated as of April 30th, 2025 is between EMBRAER S.A., a corporation existing under the laws of Brazil, which address and principal place of business is at ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇-▇▇▇, ▇▇▇▇▇, ▇▇ ▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇ (“Seller”); and Republic Airways Inc., formerly known as Republic Airline Inc. (“Buyer”), collectively referred to herein as the “Parties”, and constitutes an amendment and modification to Purchase Agreement COM0448-18 dated December 15th, 2018, as amended from time to time (the “Purchase Agreement”).
All capitalized terms not otherwise defined herein shall have the same meaning when used herein as provided in the Purchase Agreement and in case of any conflict between this Amendment No.13 and the Purchase Agreement, this Amendment No.13 shall control.
WHEREAS, ▇▇▇▇▇ has requested, and ▇▇▇▇▇▇ has agreed to [***] the Contractual Delivery Date of [***].
WHEREAS, the Parties have agreed to [***] the Aircraft [***].
WHEREAS, this Amendment No. 13 sets forth additional agreements between Seller and Buyer.
NOW, THEREFORE, for good and valuable consideration, which is hereby acknowledged by the Parties, ▇▇▇▇▇▇ and ▇▇▇▇▇ agree as follows:
1. PRICE
Article 3.1 of the Purchase Agreement is hereby deleted and replaced as follows:
| “3.1 | The Aircraft Basic Price, in United States dollars, for each Aircraft is as follows: |
[***]
”
2. DELIVERY
The Attachment E to the Purchase Agreement is hereby deleted and replaced in its entirety by the Attachment E to this Amendment No. 13.
3. [***]
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AMENDMENT No. 13 TO PURCHASE AGREEMENT COM0448-18
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4. [***]
5. REINSTATEMENT OF PURCHASE AGREEMENT
All other provisions and conditions of the referenced Purchase Agreement, as well as its related Attachments and Letter Agreement, which are not specifically modified by this Amendment No.13 shall remain in full force and effect without any change.
6. COUNTERPARTS
This Amendment No.13 may be signed by the Parties hereto in any number of separate counterparts with the same effect as if the signatures thereto and hereto were upon the same instrument and all of which when taken together shall constitute one and the same instrument.
This Amendment No.13 may be signed and exchanged by email attaching a copy of the signed Amendment in portable document format with originals to follow by an internationally recognized courier.
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| Amendment No.13 to PA COM0448-18 COM0123-25 |
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AMENDMENT No. 13 TO PURCHASE AGREEMENT COM0448-18
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IN WITNESS WHEREOF, ▇▇▇▇▇▇ and ▇▇▇▇▇, by their duly authorized officers, have entered into and executed this Amendment No.13 to be effective as of the date first written above.
| EMBRAER S.A. | REPUBLIC AIRWAYS INC | |||||||
| By: | /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ | By: | /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | |||||
| Name: ▇▇▇▇▇ ▇▇▇▇▇▇ | Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | |||||||
| Title: VP Commercial Aviation | Title: SVP, Chief Financial Officer | |||||||
| By: | /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ | |||||||
| Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ | ||||||||
| Title: VP Contracts & Asset Mgmt | ||||||||
| Place: São ▇▇▇▇ dos ▇▇▇▇▇▇ ▇▇ - Brazil | Place: Indianapolis, IN | |||||||
| Amendment No.13 to PA COM0448-18 COM0123-25 |
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Amendment No.13 to Purchase Agreement COM0448-18
[***]
[***]
| [***] to PA COM0448-18 COM0123-25 - Amendment No.13 to PA COM0448-18 |
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ATTACHMENT “E”
Firm Aircraft Delivery Schedule
[***]
| Attachment “E” of Amendment No.13 to PA COM0448-18 COM0123-25 |
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