SUPPLEMENTAL AGREEMENT NO. 10 to Purchase Agreement No.2910 between THE BOEING COMPANY and GAC INC . Relating to Boeing Model 737-SEH Aircraft
Exhibit 10.14
SUPPLEMENTAL AGREEMENT NO. 10
to
Purchase Agreement No.2910
between
THE BOEING COMPANY
and
GAC INC .
Relating to Boeing Model 737-SEH Aircraft
THIS SUPPLEMENTAL AGREEMENT, entered into as of the 19th day of October 2006, by and between THE BOEING COMPANY, a Delaware corporation with its principal offices in the City of Seattle, State of Washington, USA (Boeing), and GAC INC., a company organized under the laws of the Cayman Islands (Buyer);
W I T N E S S E T H :
WHEREAS, Boeing and Buyer entered into Purchase Agreement No. 2910, dated 17 May 2004, as amended and supplemented (the Agreement) relating to the purchase and sale of fifteen (15) Boeing Model 737-8EH aircraft; and
WHEREAS, Buyer and Boeing now wish to amend certain terms and conditions associated with the Agreement, and
WHEREAS, Boeing and Buyer have agreed to Buyer's exercise of twenty (20) purchase rights to become additional firmly contracted Model 737-8EH aircraft, and
WHEREAS, Boeing and Buyer have also agreed to amend the Agreement to incorporate certain other changes as may be described herein;
NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree to amend the Agreement as follows:
1. Table of Contents.
Remove and replace, in its entirety, the Table of Contents with a new Table of Contents (attached hereto) to reflect the incorporation of this Supplemental Agreement No. 10 (SA-10) into the Purchase Agreement.
2. Tables.
2.1 Remove and replace, in its entirety Table 2, Aircraft Delivery, Description, Price, and Advance Payments, with a new Table 2 (attached hereto) in order to remove the August, September, and October aircraft scheduled to deliver in calendar year 2012 and to add one (1) new aircraft in October of calendar year 2010 and one (1) new aircraft in both August and September of calendar year 2011.
2.2 Remove and replace, in its entirety Table 3, Aircraft Delivery, Description, Price, and Advance Payments, with a new Table 3 (attached hereto) in order to re-base the pricing from July 2004 to July 2006 for the existing seven (7) firmly contracted Table 3 aircraft.
2.3 Add the new Table 4, Aircraft Delivery, Description, Price, and Advance Payments, (attached hereto) in order to add an additional twenty (20) aircraft with a July 2006 pricing base.
3. Exhibits.
3.1 Remove and replace, in its entirety, Supplemental Exhibit BFE1, Buyer Furnished Equipment Variables, with a new Supplemental Exhibit BFE1 (attached hereto) in order to incorporate the revised delivery positions of three (3) Table 2 aircraft, and to incorporate the addition of twenty (20) firmly contracted aircraft under this SA-10.
3.2 Add the new Exhibit A2, Aircraft Configuration, applicable to the Table 3 and Table 4 aircraft, to reflect a July 2006 pricing base.
4. Letter Agreements.
4.1 Remove and replace the Attachment A to Letter Agreement No. 6-1162-DME-0706R4, Purchase Right Aircraft, with a new Attachment A (attached hereto) to now reflect the exercise of twenty (20) purchase rights to become firmly contracted aircraft under this SA-10 and the addition of twenty (20) new additional purchase rights.
4.2 Remove and replace the letter agreement no. 6-1162-DME-0707, Advance Payment Matters, in its entirety, with the new letter agreement no. 6-1162-DME-0707R1, Advance Payment Matters, (attached hereto) in order to incorporate (i) a change to the advance payment deferral interest rate, (ii) the addition of an advance payment cap, and (iii) the addition of language concerning set-off rights.
4.3 Remove and replace the letter agreement no. 6-1162-DME-0824, Special Matters, in its entirety, and replace it with the new letter agreement no. 6-1162-DME-0824R1, Special Matters, (attached hereto) to incorporate the business considerations associated with the Tablet, Table 2, Table 3, and Table 4 aircraft.
4.4 Remove and replace Page 1 and Page 2 of letter agreement no. 6-1162-DME-0825, Market Risk - Escalation, with a new Page 1 and Page 2 and to also add the new Attachments A & B thereto (attached hereto) in order to incorporate the revised Table 3 and new Table 4 aircraft.
__________________________________________________________________________
The Purchase Agreement, Exhibits and Letter Agreements shall be deemed amended to the extent herein provided and as so amended shall continue in full force and effect. In the event of any inconsistency between the above provisions and those provisions contained in the Purchase Agreement, the terms of this Supplemental Agreement will govern and control.
EXECUTED IN DUPLICATE as of the day and year first above written.
| THE BOEING COMPANY | ||
|
By:
|
|
|
| Its | Attorney-In-Fact |
|
| GAC INC. | ||||
|
By:
|
/S/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇
|
Witness |
/S/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇. |
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| Its | Witness | |||
TABLE OF CONTENTS
| SA | ||||
| ARTICLES | NUMBER | |||
| 1. | Quantity, Model and Description | |||
| 2. | Delivery Schedule | |||
| 3. | Price | |||
| 4. | Payment | |||
| 5. | Miscellaneous | |||
| TABLE | ||||
| 1. | Aircraft Information Table 1 (Block 1 aircraft) | SA-5 | ||
| 2. | Aircraft Information Table 2 (Block 2 aircraft) | SA-10 | ||
| 3. | Aircraft Information Table 3 (Block 3 aircraft) | SA-10 | ||
| 4. | Aircraft Information Table 4 (Block 4 aircraft) | SA-10 | ||
| EXHIBIT | ||||
| A. | Aircraft Configuration | SA-5 | ||
| A2. | Aircraft Configuration | SA-I0 | ||
| B. | Aircraft Delivery Requirements and Responsibilities | |||
| SUPPLEMENTAL EXHIBITS | ||||
| AE1. | Escalation Adjustment/Airframe and Optional Features | SA-5 | ||
| BFE1. | BFE Variables | SA-I0 | ||
| CS1. | Customer Support Variables | |||
| EE1. | Engine Escalation/Engine Warranty and Patent Indemnity | |||
| SLP1. | Service Life Policy Components | |||
| SUPPLEMENTAL | ||||
| LETTER AGREEMENTS | AGREEMENT | |||
| NUMBER | ||||
| 2910-01 | Customer Software | |||
| 2910-02 | Spares – Flight Crew Training Spare Parts Support | |||
| 2910-03 | Spares – Initial Provisioning | |||
| 6-1162-DME-0706 | Purchase Right Aircraft | SA-10 | ||
| 6-1162 -DME-0707R1 | Advance Payment Matters | SA-10 | ||
| 6-1162-DME-0708 | Technical Matters | |||
| 6-1162-DME-0710 | Performance Guarantees | |||
| 6-1162-DME-0711 | Promotional Support | |||
| 6-1162-DME-0712 | Special Matters | SA-5 | ||
| 6-1162-DME-0713 | Tailored Weight Program | |||
| 6-1162-DME-0714 | Demonstration Flight Waiver | |||
| 6-1162-DME-0824R1 | Special Matters | SA-10 | ||
| 6-1162-DME-0825 | Market Risk - Escalation | SA-10 | ||
| 6-1162-DME-0841 | Certain 2006 Aircraft Deliveries - Advance Payment Matters | SA-7 | ||
| 6-1162-DME-0867 | Short-Term Payment Deferral - Signing of SA-7 | SA-7 |
RECORD OF SUPPLEMENTAL AGREEMENTS
| SA-1 | 16 | July | 2004 |
| SA-2 | 20 | January | 2005 |
| SA-3 | 07 | March | 2005 |
| ▇▇-▇ | ▇▇ | ▇▇▇▇▇ | ▇▇▇▇ |
| SA-5 | 25 | July | 2005 |
| SA-6 | 26 | August | 2005 |
| SA-7 | 18 | November | 2005 |
| SA-8 | 17 | February | 2006 |
| ▇▇-▇ | ▇▇ | ▇▇▇▇▇ | ▇▇▇▇ |
| SA-10 | 19 | October | 2006 |
Supplemental Agreement No. SA-10
Table 2 to Purchase Agreement No. 2910
Aircraft Delivery, Description, Price and Advance Payments
| Airframe Model/MTOW: | 737-800 | 155.500 | Detail Specification: | 0019A001 -G (4/30/2004) | ||||||
| Engine ▇▇▇▇▇/▇▇▇▇▇▇: | ▇▇▇▇▇ -▇▇▇▇/▇▇ | ▇▇▇▇▇▇▇▇ Price Base Year/Escalation Formula: | Ju1/04 | ECI-MFG/CPI | ||||||
| Engine Price Base Year/Escalation Formula: | N/A | N/A | ||||||||
| Airframe Price: | $58.854.000 | |||||||||
| Optional Features: | $613.400 | |||||||||
| Sub-Total of Airframe and Features: | $59.467.400 | Airframe Escalation Data: | ||||||||
| Engine Price (Per Aircraft): | $0 | Base Year Index (ECI): | 166,1 | |||||||
| Aircraft Basic Price (Excluding BFE/SPE): | $59.467.400 | Base Year Index (CPI): | 184,1 | |||||||
| Buyer Furnished Equipment (BFE) Estimate: | $1.294.000 | |||||||||
| Seller Purchased Equipment (SPE) Estimate: | $0 | |||||||||
| Refundable Deposit/Aircraft at Proposal Accept: | $90.000 | |||||||||
| Delivery Date |
Number of Aircraft |
Escalation Factor (Airframe) |
Escalation Estimate Adv Payment Base Price Per A/P |
Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery): | |||||
| At Signing 1% |
24 Mos. 4% |
21/18/12/9/6 Mos. 5% |
Total 30% |
||||||
| jul-2008 | 1 | 1,1398 | $67.781.000 | $587.810 | $2711.240 | $3.389.050 | $20.334.300 | ||
| nov-2008 | 1 | 1,1511 | $68.453.000 | $594.530 | $2.738.120 | $3.422.650 | $20.535.900 | ||
| abr-2009 | 1 | 1,1653 | $69.297.000 | $602.970 | $2.771.880 | $3.464.850 | $20.789.100 | ||
| mai-2009 | 1 | 1,1682 | $69.470.000 | $604.700 | $2.778.800 | $3.473.500 | $20.841.000 | ||
| jul-2009 | 1 | 1,1738 | $69.803.000 | $608.030 | $2.792.120 | $3.490.150 | $20.940.900 | ||
| ago-2009 | 1 | 1,1765 | $69.963.000 | $609.630 | $2.798.520 | $3.498.150 | $20.988.900 | ||
| out-2009 | 1 | 1,182 | $70.290.000 | $612.900 | $2.811.600 | $3.514.500 | $21.087.000 | ||
| dez-2009 | 1 | 1,1878 | $70.635.000 | $616.350 | $2.825.400 | $3.531.750 | $21.190.500 | ||
| mai-2010 | 1 | 1,2032 | $71.551.000 | $625.510 | $2.862.040 | $3.577.550 | $21.465.300 | ||
| jun-2010 | 1 | 1,2061 | $71.724.000 | $627.240 | $2.868.960 | $3.586.200 | $21.517.200 | ||
| jul-2010 | 1 | 1,2088 | $71.884.000 | $628.840 | $2.875.360 | $3.594.200 | $21.565.200 | ||
| ago-2010 | 1 | 1,2117 | $72.057.000 | $630.570 | $2.882.280 | $3.602.850 | $21.617.100 | ||
| set-2010 | 1 | 1,2145 | $72.223.000 | $632.230 | $2.888.920 | $3.611.150 | $21.666.900 | ||
Boeing Proprietary
Supplemental Agreement No. SA-10
Table 2 to Purchase Agreement No. 2910
Aircraft Delivery, Description, Price
and Advance Payments
| Delivery Date |
Number of Aircraft |
Escalation Factor (Airframe) |
Escalation Estimate Adv Payment Base Price Per A/P |
Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery): | |||||
| At Signing 1% |
24 Mos. 4% |
21/18/12/9/6 Mos. 5% |
Total 30% |
||||||
| out-2010 | 2 | 1,2178 | $72.419.000 | $634,190 | $2,896.760 | $3.620.950 | $21.725.700 | ||
| nov-2010 | 1 | 1,2207 | $72.592.000 | $635.920 | $2.903.680 | $3.629.600 | $21.777.600 | ||
| dez-2010 | 1 | 1,224 | $72.788.000 | $637.880 | $2.911.520 | $3.639.400 | $21.836.400 | ||
| fev-2011 | 1 | 1,2306 | $73.181.000 | $641.810 | $2.927.240 | $3.659.050 | $21.954.300 | ||
| abr-2011 | 1 | 1,2375 | $73.591,000 | $645.910 | $2.943.640 | $3.679.550 | $22.077.300 | ||
| mai-2011 | 1 | 1,2404 | $73.763.000 | $647.630 | $2.950.520 | $3.688.150 | $22.128.900 | ||
| jun-2011 | 1 | 1,2435 | $73.948.000 | $649.480 | $2.957.920 | $3.697.400 | $22.184.400 | ||
| ago-2011 | 2 | 1,2497 | $74.316.000 | $653,160 | $2.972.640 | $3.715.800 | $22.294.800 | ||
| set-2011 | 1 | 1,2527 | $74.495.000 | $654.950 | $2.979.800 | $3.724,750 | $22348.500 | ||
| out-2011 | 1 | 1,2555 | $74.661.000 | $656.610 | $2 986.440 | $3.733.050 | $22,398.300 | ||
| nov-2011 | 1 | 1,2586 | $74.846.000 | $658.460 | $2.993.840 | $3.742.300 | $22.453.800 | ||
| abr-2012 | 1 | 1 276 | $75.880.000 | $668.800 | $3.035.200 | $3.794.000 | $22.764.000 | ||
| mai-2012 | 1 | 1,2793 | $76.077.000 | $670,770 | $3.043.080 | $3.803.850 | $22.823.100 | ||
| jun-2012 | 1 | 1,2826 | $76.273.000 | $672.730 | $3.050.920 | $3.813,650 | $22.881.900 | ||
| jun-2012 | 1 | 1,2859 | $76.469.000 | $674,690 | $3.058.760 | $3.823.450 | $22.940.700 | ||
| Total: | 30 |
Boeing Proprietary
Supplemental Agreement No. SA-10
Table 3 to Purchase Agreement No. 2910
Aircraft Delivery, Description, Price and Advance Payments
| Airframe Model/MTOW: | 737-800 | 155.500 | Detail Specification: | DO I 9A001GOT38P (6/21/2006) | ||||||
| Engine Model/Thrust: | ▇▇▇▇▇-▇▇▇▇▇/▇▇ | ▇▇▇▇▇▇▇▇ Price Base Year/Escalation Formula: | jul/06 | ECI-MFG/CPI | ||||||
| Engine Price Base Year/Escalation Formula: | N/A | N/A | ||||||||
| Airframe Price: | $64.491.000 | |||||||||
| Optional Features: | $672.500 | |||||||||
| Sub-Total of Airframe and Features: | $65163.500 | Airframe Escalation Data: | ||||||||
| Engine Price (Per Aircraft): | $0 | Base Year Index (ECI): | 180,3 | |||||||
| Aircraft Basic Price (Excluding BFE/SPE): | $65.163.500 | Base Year Index (CPI): | 195,4 | |||||||
| Buyer Furnished Equipment (BFE) Estimate: | $1.418.000 | |||||||||
| Seller Purchased Equipment (SPE) Estimate: | $0 | |||||||||
| Refundable Deposit/Aircraft at Proposal Accept: | $100.000 | |||||||||
| Delivery Date |
Number of Aircraft |
Escalation Factor (Airframe) |
Escalation Estimate Adv Payment Base Price Per A/P |
Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery): | |||||
| At Signing 1% |
24 Mos. 4% |
21/18/12/9/6 Mos. 5% |
Total 30% |
||||||
| set-2008 | 1 | 1,06 | $69.073.000 | $590.730 | $2,762.920 | $3.453.650 | $20.721.900 | ||
| nov-2008 | 1 | 1,064 | $69.334.000 | $593.340 | $2.773.360 | $3.466.700 | $20.800.200 | ||
| fev-2009 | 2 | 1,0734 | $69.947.000 | $599.470 | $2.797.880 | $3.497.350 | $20.984.100 | ||
| mar-2009 | 1 | 1,0758 | $70.103.000 | $601,030 | $2.804.120 | $3.505.150 | $21.030.900 | ||
| set-2009 | 1 | 1,0896 | $71.002.000 | $610.020 | $2.840.080 | $3.550.100 | $21.300.600 | ||
| dez-2009 | 1 | 1,0971 | $71.491.000 | $614.910 | $2.859.640 | $3.574.550 | $21.447.300 | ||
| Total: | 7 |
Boeing Proprietary
Supplemental Agreement No. SA-10
Table 4 to Purchase Agreement No. 2910
Aircraft Delivery, Description, Price and Advance Payments
| Airframe Model/MTOW: | 737-800 | 155.500 | Detail Specification: | D019A001GOT38P (6/21/2006) | ||||||
| Engine Model/Thrust: | CFM56-7B27/B1 | Airframe Price Base Year/Escalation Formula: | jul/06 | ECI-MFG/CPI | ||||||
| Engine Price Base Year/Escalation Formula: | N/A | N/A | ||||||||
| Airframe Price: | $64.491.000 | |||||||||
| Optional Features: | $672.500 | |||||||||
| Sub-Total of Airframe and Features: | $65.163.500 | Airframe Escalation Data: | ||||||||
| Engine Price (Per Aircraft): | $0 | Base Year Index (ECI): | 180,3 | |||||||
| Aircraft Basic Price (Excluding BFE/SPE): | $65,163.500 | Base Year Index (CPI): | 195,4 | |||||||
| Buyer Furnished Equipment (BFE) Estimate: | $1.418,000 | |||||||||
| Seller Purchased Equipment (SPE) Estimate: | $0 | |||||||||
| Refundable Deposit/Aircraft at Proposal Accept: | $100.000 | |||||||||
| Delivery Date |
Number of Aircraft |
Escalation Factor (Airframe) |
Escalation Estimate Adv Payment Base Price Per A/P |
Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery): | |||||
| At Signing 1% |
24 Mos. 4% |
21/18/12/9/6 Mos. 5% |
Total 30% |
||||||
| jul-2009 | 1 | 1,0845 | 570.670.000 | $606.700 | $2.826.800 | $3,533.500 | $21.201.000 | ||
| set-2009 | 1 | 1,0896 | $71.002.000 | $610.020 | $2.840.080 | $3.550.100 | $21.300.600 | ||
| out-2009 | 1 | 1,0918 | $71.146.000 | $611.460 | $2.845.840 | $3.557.300 | $21.343.800 | ||
| nov-2009 | 1 | 1,0939 | $71.282.000 | 5612.820 | $2.851.280 | $3.564.100 | $21.384.600 | ||
| dez-2009 | 1 | 1,0971 | $71.491.000 | $614.910 | $2.859.640 | $3.574.550 | $21.447.300 | ||
| jan-2010 | 1 | 1,1004 | $71.706.000 | $617.060 | $2.868.240 | $3.585.300 | $21.511.800 | ||
| mai-2010 | 2 | 1,111 | $72.397.000 | $623.970 | $2.895.880 | $3.619.850 | $21.719.100 | ||
| jun-2010 | 2 | 1,1136 | $72.566.000 | $625.660 | $2.902.640 | $3.628.300 | $21.769.800 | ||
| jun-2010 | 2 | 1,1158 | $72.709.000 | $627.090 | $2.908.360 | $3.635.450 | $21.812.700 | ||
| abr-2011 | 1 | 1,1404 | $74.312.000 | $643.120 | $2.972.480 | $3.715.600 | $22.293.600 | ||
| jun-2011 | 1 | 1,1456 | $74.651.000 | $646.510 | $2.986.040 | $3.732.550 | $22.395.300 | ||
| out-2011 | 1 | 1,1556 | $75.303.000 | $653.030 | $3.012.120 | $3,765.150 | $22.590.960 | ||
| fev-2012 | 1 | 1,168 | $76.111.000 | $661.110 | $3.044.440 | $3.805.550 | $22.833.300 | ||
Boeing Proprietary
Supplemental Agreement No. SA-10
Table 4 to Purchase Agreement No. 2910
Aircraft Delivery, Description, Price and Advance Payments
| Delivery Date |
Number of Aircraft |
Escalation Factor (Airframe) |
Escalation Estimate Adv Payment Base Price Per A/P |
Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery): | |||||
| At Signing 1% |
24 Mos. 4% |
21/18/12/9/6 Mos. 5% |
Total 30% |
||||||
| mar-2012 | 1 | 1,1707 | $76.287.000 | $662.870 | $3.051.480 | $1814.350 | $22.886.100 | ||
| abr-2012 | 1 | 1,1739 | $76.495.000 | $664.950 | $3.059.800 | $3.824.750 | $22.948.500 | ||
| mai-2012 | 1 | 1,1766 | $76.671.000 | $666.710 | $3.066.840 | $3.833,550 | $23.001.300 | ||
| jun-2012 | 1 | 1,1792 | $76.841.000 | $668.410 | $3.073.640 | $3,842.050 | $23.052.300 | ||
| Total: | 20 |
Boeing Proprietary
AIRCRAFT CONFIGURATION
Dated: 17 May 2004
relating to
BOEING MODEL 737-8EH AIRCRAFT
The Detail Specification is D019A001GOT38P-1, dated 21 June 2006. Such Detail Specification will be comprised of Boeing Configuration Specification D019A001-G, dated 30 April 2004 as amended to incorporate the Options listed below, including the effects on Manufacturer's Empty Weight (MEW) and Operating Empty Weight (OEW). Such Options are set forth in ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇▇-▇. As soon as practicable, Boeing will furnish to Buyer copies of the Detail Specification, which copies will reflect such Options. The Aircraft Basic Price reflects and includes all effects of such Options, except such Aircraft Basic Price does not include the price effects of any Buyer Furnished Equipment or Seller Purchased Equipment.
AIRCRAFT CONFIGURATION
between
THE BOEING COMPANY
and
GAC INC.
Exhibit A2 to Purchase Agreement Number 2910
BOEING PROPRIETARY
| 2006 $ | |||||
| Price | |||||
| CR | Exhibit A2 to Purchase Agreement No. 2910 | Per A/C | |||
| 0110-000029 | MINOR MODEL 737-800 PASSENGER AIRPLANE | IB | |||
| 0110-000030 | MAJOR MODEL 737 AIRPLANE | IB | |||
| 0170A213B33 | FLIGTH DECK - 2 OBSERVERS | $33.900 | |||
| 0170A244C58 | AERVICING FEATURES - BASIC | -$3.200 | |||
| 0170A425A75 | AVIONICS - SINGLE FMC WITH MULTI-CONTROL DISPLAY UNIT | $61.300 | |||
| 0170A541A17 | AIRFRAME - 737-800 | IB | |||
| 0170A541A20 | CERTIFICATION - FAA | IB | |||
| 0170A935A26 | COMMUNICATIONS - BASIC COMMUNICATIONS CONFIGURATION WITH HF | $163.300 | |||
| 0170B401B73 | CLIMATE - NORMAL WEATHER OPERATIONS | -$3.200 | |||
| 0170B873A78 | FORWARD COMPLEX - MINIMUM ▇▇▇▇▇ CAPACITY | $265.000 | |||
| 0170B873A82 | AFT COMPLEX- TWO LAVATORIES WITH TWO DOUBLE ATTENDANT SEATS | $417.200 | |||
| 0170C204A96 | CARGO LINERS - HEAVY DUTY - FORWARD | -$3.200 | |||
| 0170C204A99 | CARGO LINERS - HEAVY DUTY - AFT |
-$3.200 | |||
| 0220C028D98 | TYPE CERTIFICATION & EXPORT CERTIFICATIE OF AIRWORTHINESS FOR AIRPLANE DELIVERY - REQUIREMENT - 737-800 - GOT | NC | |||
| 0222C472A10 | SHORT FIELD PERFORMANCE ENHANCEMENT WITH TWO POSITION TAIL SKID | $286.400 | |||
| 0224-00036 | EXTENDER RANGE TWIN ENGINE OPERATIONS (ETOPS) | $6.800 | |||
| 0228A229A17 | BRAZILIAN CTA SUPPLEMENT TO THE FAA APROVED AIRPLANE FLIGHT MANUAL | NC | |||
| 0252A541A03 | METRIC UNITS FOR FLIGHT AND OPERATIONS MANUALS, CDS INDICATIONS, AND FMCS PARAMETERS | NC | |||
| 0315B393A35 | CERTIFIED OPERATIONAL AND STRUCTURAL DESIGN WEIGHTS 737 - 800 | NC | |||
| 0360C028D96 | MISCELLANEOUS WEIGHT COLLECTOR - GOT 737-800 | NC | |||
| 1110B637K75 | EXTERIOR COLOR SCHEME AND MARKINGS - GOT - 737-800 | NC | |||
| 1130A079K40 | LOWER LOBE CARGO COMPARTEMENT LOADING PLACARDS - KILOGRAMS PER SQUARE METER - BILINGUAL (PORTUGUESE/ENGLISH) | NC | |||
| 1130B637K93 | INTERIOR PASSENGER COMPARTMENT PLACARDS AND MARKINGS (PORTUGUESE/ENGLISH) | NC | |||
| 2130-000010 | 600 FPM CABIN PRESSURE ASCENT RATE | NC | |||
| 2130-000012 | 350 FPM CABIN PRESSURE DESCENT RATE | NC | |||
| 2160-000024 | CABIN TEMPERATURE INDICATION - DEGREES CELSIUS | NC | |||
| 2170-000021 | OZONE CONTROL - SPACE PROVISIONS FOR CATALYTIC CONVERTERS | NC | |||
| 2210-000003 | AUTOFLIGHT - INHIBIT GLIDE SLOPE CAPTURE PRIOR TO LOCALIZER CAPTURE | NC | |||
| 2210-000121 | AUTOFLIGHT - ACTIVATION OF CONTROLWHEEL STEERING REVERSION IN APPROACH MODE | NC | |||
| 2210-000123 | AUTOFLIGHT - FLIGHT DIRECTOR TAKEOFF MODE WINGS LEVEL | NC | |||
| 2210-000128 | AUTOFLIGHT - CONTROL WHEEL STEERING WARNING | NC | |||
| 2210-000130 | AUTOFLIGHT - AIRSPEED DEVIATION WARNING | NC | |||
| 2210-000142 | AUTOFLIGHT - ALTITUDE ALERT - 300/900 FEET | NC | |||
| 2230-000137 | AUTOTHROTTLE - FMCS - TAKEOFF PROFILE THRUST REDUCTION ▇▇▇▇▇▇▇▇ | ▇▇ | |||
| ▇▇▇▇▇▇▇▇▇▇▇ | COMMUNICATIONS CONTROL PANELS - TRIPLE GABLES RADIO TUNING PANELS CAPABLE OF TWO HF SYSTEMS AND THREE VHF SYSTEMS (8.33 KHZ CAPABLE) - P/N G7404-124 - BFE/SPE | NC | |||
| 2311A589A24 | HF COMMUNICATIONS - EQUIPMENT INSTALLATION OF SINGLE ▇▇▇▇▇▇▇▇ ▇▇ TRANSCEIVER - P/N 822-0330-001- AND DIGITAL HF COUPLER - P/N ▇▇▇-▇▇▇▇-▇▇▇ - BFE/SPE | NC | |||
| 2312-000787 | VHF COMMUNICATIONS - DUAL ROCKWELL ARINC 716/750 VHF-900B FM-IMMUNE TRANSCEIVERS WITH 8.33 KHZ CHANNEL SPACING - P/N ▇▇▇-▇▇▇▇-▇▇▇ - BFE/SPE | NC | |||
| 2321-000047 | SELCAL - GABLES CONTROL PANEL - P/N G7165-01 | NC | |||
| 2321B401A04 | SELCAL - AVTECH FIVE CHANNEL DECODER - P/N NA138-714C BFE/SPE | NC | |||
| 2324A218A52 | EMERGENCY LOCATOR TRANSMITTER (ELT) - ARTEX 3-FREQUENCY AUTOMATIC - FIXED, P/N 453-5004 - BFE/SPE |
$23.700 | |||
| 2331B754B15 | PASSENGER ADDRESS (PA) SYSTEM - ARINC 715 - ROCKWELL ▇▇▇▇▇▇▇ AMPLIFIER - BFE/SPE | NC | |||
| 2331B754B17 | PASSENGER ADDRESS (PA) SYSTEM - PA-IN-USE INDICATOR IN THE FLIGHT DECK - BFE/SPE | $4.900 | |||
| 2331B754B21 | PRAM/BMM SYSTEM - PANASONIC - 80MB - FASTEN SEAT BELT/DECOMPRESSION DISCRETES ACTIVATED - BFE/SPE | NC | |||
| 2350C174A16 | AUDIO CONTROL PANEL INSTALLATION - 3VHF/2HF - AVTECH CORPORATION | NC | |||
| 2351-000034 | HAND HELD MICROPHONE - CAPTAIN AND FIRST OFFICER - ELECTROVOICE - P/N 903-1341 - BFE/SPE | NC | |||
| 2351-000036 | HAND HELD MICROPHONE - FIRST OBSERVER - ELECTROVOICE - P/N 903-1341 - BFE/SPE | NC | |||
| 2351-000042 | CONTROL WHEEL PUSH TO TALK (PTT) SWITCH - STANDARD THREE POSITION | NC | |||
| 2351A213B77 | BOOM MICROPHONE HEADSETS - CAPTAIN AND FIRST OFFICER - TELEX AIRMAN 750 - P/N 64300-200 - BFE/SPE | NC | |||
| 2351A213B80 | HEADPHONE - FIRST OBSERVER - TELEX - P/N 64400-200 - BFE/SPE | NC | |||
| 2351A213B81 | HEADPHONE - SECOND OBSERVER - TELEX - P/N 64400-200 - BFE/SPE | NC | |||
| 2371-000009 | NO MONITOR ▇▇▇▇ IN THE WHEEL WELL | NC | |||
BOEING PROPRIETARY
BOEING PROPRIETARY
| 2006 $ | |||||
| Price | |||||
| CR | Exhibit A2 to Purchase Agreement No. 2910 | Per A/C | |||
| 2371-000053 | SOLID STATE VOICE RECORDER ED56A AND SOLID STATE MICROPHONE/MONITOR ED56A - ALLIEDSIGNAL- 2 HOUR RECORDING TIME - P/N ▇▇▇-▇▇▇▇-▇▇▇ & P/N 980-6116- 001 | NC | |||
| 2433-000008 | STANDBY BUS - CONNECTION OF AIR TRAFFIC CONTROL (ATC) NO. I | NC | |||
| 2433-000042 | STANDBY POWER - 30-MINUTE CAPABILITY - SINGLE 48 AMP HOUR BATTERY | $48.100 | |||
| 2433-000093 | STANDBY BUS - LOADS ADDITION - FMCS, CDS & DME | NC | |||
| 2513-000433 | CUPHOLDER - INSTALLATION - FIRST OFFICERS SIDEWALL WITHOUT PRINTER OR AUDIO SELECTOR PANEL |
NC | |||
| 2520B637K80 | INTERIOR COLOR AND MATERIAL - STANDARD OFFERING - GOL |
NC | |||
| 2523B637L08 | PASSENGER SERVICE UNITS - 177 PAX |
$198.200 | |||
| 2524B637K92 | FORWARD RIGHT HAND FULL HEIGHT WINDSCREEN/STOWAGE UNIT SELECTABLES |
$500 | |||
| 2524B637L09 | FORWARD LEFT HAND FULL HEIGHT WINDSCREEN WITH STOWAGE UNIT |
$27.900 | |||
| 2525B637L10 | ECONOMY CLASS SEATS - 737-800 - 177 PAX |
NC | |||
| 2527C006A05 | FLOOR COVERING - CARPET, SERGED EDGES |
NC | |||
| 2528B637K98 | OVERHEAD STOWAGE BINS |
$1.400 | |||
| 252813637E11 | LITERATURE POCKETS |
$4.100 | |||
| 2530B637L04 | GALLEY PART NUMBERS - BFE |
NC | |||
| '2530B637L05 | GALLEY INSERT PART NUMBERS - G1 AND G4B GALLEY - BFE |
NC | |||
| 2540B637L00 | LA LAVATORY SELECTABLES |
$2.000 | |||
| 2540B637L01 | LD LAVATORY SELECTABLES |
NC | |||
| 2540B637L02 | LE LAVATORY SELECTABLES |
NC | |||
| 2560-000178 | PROTECTIVE BREATHING EQUIPMENT - FLIGHT DECK - ▇▇▇▇▇ AVIATION - P/N 802300- 14 - BFE/SPE |
$600 | |||
| 2560-000269 | CREW LIFE VEST STOWAGE - FLIGHT DECK, SECOND OBSERVER - CAPTAIN'S SEAT BACK |
NC | |||
| 25608329B14 | CREW LIFE VESTS - FLIGHT DECK, WITH SECOND OBSERVER - AIR CRUISERS - P/N [63600-501 - BFE/SPE |
NC | |||
| 2562B637L15 | OVERWATER EMERGENCY EQUIPMENT - GOT - 177 PAX |
NC | |||
| 2564B637L18 | DETACHABLE EMERGENCY EQUIPMENT - PASSENGER COMPARTMENT |
$17.900 | |||
| 2622-000047 | APU FIRE EXTINGUISHER BOTTLE - COMMON WITH ENGINES |
NC | |||
| 2841-000004 | STANDARD FUEL SYSTEM ACCURACY - NO FUEL ▇▇▇▇▇▇▇▇▇▇▇▇▇ |
▇▇ | |||
| ▇▇▇▇-▇▇▇▇▇▇ | FUEL MEASURING STICKS IN LINEAR UNITS WITH CONVERSION TABLES IN KILOGRAMS |
NC | |||
| 2911-000041 | ENGINE-DRIVEN HYDRAULIC PUMPS WITH VESPEL SPLINE - ABEX (10-62167) |
NC | |||
| 2911-000043 | AC MOTOR-DRIVEN HYDRAULIC PUMPS - ABEX (10-60556) |
NC | |||
| 3041-000003 | NO HEATED FLIGHT COMPARTMENT NUMBER 3 WINDOW |
NC | |||
| 3131-000143 | ACCELEROMETER - Honeywell P/N ▇▇▇-▇▇▇▇-▇▇▇ - BFE/SPE |
NC | |||
| 3131-000187 | DIGITAL FLIGHT DATA RECORDER - ALLIEDSIGNAL - 256 WORDS PER SECOND MAXIMUM DATA RATE - P/N ▇▇▇-▇▇▇▇-▇▇▇ BFE/SPE |
NC | |||
| 3131A218A64 | DIGITAL FLIGHT DATA ACQUISITION UNIT (DFDAU) WITH ACMS CAPABILITY AND INTEGRATED PCMCIA MEDIA INTERFACE - SFIM - P/N ED47B 109 -BFE/SPE |
NC | |||
| 3132C174A01 | AIRBORNE DATA LOADER/RECORDER - ARINC 615 - HONEYWELL - ▇▇▇-▇▇▇▇-▇▇▇ - .BFE/SPE |
NC | |||
| 3162-000006 | CDS DISPLAY - EFIS/MAP DISPLAY FORMAT - SIDE BY SIDE ENGINE PRESENTATION |
NC | |||
| 3162-000022 | FLIGHT DIRECTOR COMMAND DISPLAY - SPLIT AXIS - ADI |
NC | |||
| 3162-000028 | 'RADIO ALTITUDE - BELOW ADI |
NC | |||
| 3162-000030 | RISING RUNWAY - DISPLAYED ON THE ADI |
NC | |||
| 3162-000032 | RADIO ALTITUDE HEIGHT ALERT DISPLAY - 1000 FEET - ADI |
NC | |||
| 3162-000042 | TCAS RESOLUTION ADVISORY - ADI |
NC | |||
| 3162-000044 | TCAS RESOLUTION ADVISORY - VSI |
NC | |||
| 3162-000046 | SINGLE CHANNEL AUTOPILOT ANNUNCIATION - ABOVE ADI |
NC | |||
| 3162-000047 | LOCALIZER BACKCOURSE POLARITY - REVERSAL - ADI |
NC | |||
| 3162-000050 | ILS FAILURE FLAGS - DISPLAYED FOR NCD |
NC | |||
| 3162-000051 | ILS LOCALIZER DEVIATION EXPANDED SCALE - AUTOPILOT OR FLIGHT DIRECTOR MODE |
NC | |||
| 3162-000059 | MAP MODE ORIENTATION - TRACK UP - NAVIGATION DISPLAY |
NC | |||
| 3162-000064 | RANGE ARCS - NAVIGATION DISPLAY |
NC | |||
| 3162-000079 | MANUALLY TUNED VOR SELECTED COURSE LINES DISPLAYED -NAVIGATION DISPLAY |
NC | |||
| 3162-000081 | ADF POINTER(S) -NAVIGATION DISPLAY |
NC | |||
| 3162-000084 | TCAS 3 NM RANGE RING - NAVIGATION DISPLAY |
NC | |||
| 3162-000085 | FMC AND ADIRU POSITION DIFFERENCE - DIFFERENCE EXCEEDANCE ▇▇▇▇▇▇▇▇▇ |
▇▇ | |||
| ▇▇▇▇-▇▇▇▇▇▇ | APPROACH MINIMUMS - RADIO AND BARO BASED |
NC | |||
| 3244-000008 | SERVICE INTERPHONE CONNECTOR - EXTERNAL POWER PANEL |
NC | |||
| 3245-000048 | BRAKES - STEEL - HIGH CAPACITY - ALLIEDSIGNAL |
NC | |||
| 3245-000093 | WHEELS AND TIRES - MAIN LANDING GEAR - HIGH GROSS WEIGHT WHEELS - ALLIEDSIGNAL - INSTALLATION WITH SFE 28 PR, 225 MPH TIRES |
NC | |||
BOEING PROPRIETARY
BOEING PROPRIETARY
| 2006 $ | |||||
| Price | |||||
| CR | Exhibit A2 to Purchase Agreement No. 2910 | Per A/C | |||
| 3245-000097 | WHEELS AND TIRES - NOSE LANDING GEAR - WHEELS - ALLIEDSIGNAL - INSTALLATION WITH SFE 12 PR, 225 MPH RADIAL TIRES |
NC | |||
| 3321-000001 | PASSENGER CABIN LIGHTING - SINGLE-ZONE CONTROL |
NC | |||
| 3324-000017 | NO SMOKING SIGN - PERMANENT ILLUMINATION |
NC | |||
| 3342-000035 | NOSE GEAR TAXI LIGHT - 250-WATT |
NC | |||
| 3350A704A19 | EMERGENCY ESCAPE PATH LIGHTING - FLOOR MOUNTED - PHOTOLUMINESCENT |
$20.800 | |||
| 3412-000022 | DUAL ELEMENT NON-ASPIRATED TAT PROBE |
NC | |||
| 3414-000035 | STANDBY ALTIMETER/AIRSPEED INDICATOR - FLIGHT DECK |
NC | |||
| 3423-000023 | STANDBY ATTITUDE INDICATOR - SEXTANT AVIONIQUE - SFE |
NC | |||
| 3430-000112 | ILS/GPS MULTI-MODE RECEWER(MMR) - ALLIEDSIGNAL - P/N ▇▇▇-▇▇▇▇▇-▇▇▇▇ - |
NC | |||
| 3431A065B03 | VHF NAV/DME CONTROL PANEL - GABLES ENGINEERING - P/N G7500-03 - BFE/SPE |
NC | |||
| 3433A732A13 | RADIO ALTIMETER (RA) - CAT BIB CAPABLE - HONEYWELL INTERNATIONAL INC - P/N ▇▇▇-▇▇▇▇▇-▇▇▇▇ - BFE/SPE |
NC | |||
| 3443A065B13 | SINGLE WEATHER RADAR SYSTEM - WITH PREDICTIVE WINDSHEAR AND MULTISCAN CAPABILITY - ROCKWELL ▇▇▇▇▇▇▇ TRANSCEIVER P/N ▇▇▇-▇▇▇▇-▇▇▇ - BFE/SPE |
NC | |||
| 3443B691B64 | SINGLE WXR-2 /00 MULTISCAN WEATHER RADAR SYSTEM CONTROL PANEL - ROCKWELL ▇▇▇▇▇▇▇ P/N ▇▇▇-▇▇▇▇-▇▇▇ - BFE |
$13.500 | |||
| 3445B866A10 | TCAS SYSTEM - HONEYWELL INTERNATIONAL INC TCAS COMPUTER P/N ▇▇▇-▇▇▇▇-▇▇▇ - |
NC | |||
| 3446-000045 | STANDARD VOLUME FOR ALTITUDE CALLOUTS |
NC | |||
| 3446-000085 | GROUND PROXIMITY WARNING SYSTEM ALTITUDE CALLOUTS - 2500, 1000, 500, 400, 300, 200, 100, 50, 40, 30, 20, 10, APPROACHING MINIMUMS, MIN] MUMS |
NC | |||
| 3451-000023 | VOR/MARKER BEACON - ALLIEDSIGNAL RECEIVER P/N ▇▇▇-▇▇▇▇▇-▇▇▇▇ - BFE/SPE |
NC | |||
| 3453B866A17 | ATC SYS __ I EM - HONEYWELL INTERNATIONAL INC ATC TRANSPONDER P/N 066-01127- 1602 - ELS/EHS/ES AND TCAS CHANGE 7 COMPLIANT - HONEYWELL INTERNATIONAL INC CONTROL PANEL P/N ▇▇▇-▇▇▇▇▇-▇▇▇▇ - BFE/SPE |
NC | |||
| 3455-000020 | DISTANCE MEASURING EQUIPMENT (DME) - ALLIEDSIGNAL INTERROGATOR P/N 066- 50013-0101 - BFE/SPE |
NC | |||
| 3457A065A61 | AUTOMATIC DIRECTION FINDER - SINGLE SYSTEM |
NC | |||
| 3457A065A62 | AUTOMATIC DIRECTION FINDER (ADF) - SINGLE SYSTEM - ALLIEDSIGNAL DFA-75B - ADF RECEIVER P/N ▇▇▇-▇▇▇▇▇-▇▇▇▇; ADF ANTENNA P/N 2041683-7507 - BFE/SPE |
NC | |||
| 3457A065A65 | SINGLE ADF CONTROL PANEL - GABLES - G7402-05 - WITH TONE SWITCH - BFE/SPE |
NC | |||
| 3461A425A10 | FLIGHT MANAGEMENT COMPUTER SYSTEM (FMCS) - NAVIGATION DATABASE - CUSTOMER SUPPLIED |
NC | |||
| 3511-000011 | NO REMOTE CREW OXYGEN FILL STATION |
NC | |||
| 3511B873B95 | CREW OXYGEN MASKS - FULL FACE MASK WITH BUILT-IN SMOKE GOGGLES - CAPTAIN AND FIRST OFFICER - EROS - BFE/SPE |
$7.500 | |||
| 3511B899B49 | CREW OXYGEN MASKS - AUTOMATIC PRESSURE BREATHING TYPE WITH SEPARATE SMOKE GOGGLES - FIRST OBSERVER - EROS - BFE/SPE |
NC | |||
| 3511B899B50 | CREW OXYGEN MASKS - AUTOMATIC PRESSURE BREATHING TYPE WITH SEPARATE SMOKE GOGGLES - SECOND OBSERVER - EROS/▇▇▇▇▇ AVIATION - BFE/SPE |
NC | |||
| 3520-000254 | CHEMICAL OXYGEN GENERATORS - PASSENGER OXYGEN SYSTEM - 22 MINUTES CAPABILITY |
$37.200 | |||
| 3811-000019 | POTABLE WATER - SERVICEABLE TO 60 GALLONS |
$2.000 | |||
| 3832-000032 | VACUUM WASTE SYSTEM - MONOGRAM TOILET ASSEMBLIES |
NC | |||
| 39100O28D97 | AFT ELECTRONICS PANEL ARRANGEMENT - GOT |
NC | |||
| 5200-000036 | HOLD-OPEN LOCK (DOWN-TO-RELEASE) - ENTRY AND SERVICE DOORS |
NC | |||
| 5231A561054 | CARGO DOOR - SOLID SKIN |
NC | |||
| 5300-000027 | ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ |
▇▇ | |||
| ▇▇▇▇▇▇▇▇▇▇▇ | RADOME- HONEYCOMB CORE - SFE |
NC | |||
| 7200-000224 | SINGLE ANNULAR COMBUSTOR - CFM56-7 ENGINES |
NC | |||
| 7200A251A03 | ▇▇▇▇▇-▇ ▇▇▇▇▇▇▇ - ▇▇▇▇/▇▇ ▇▇▇▇ RATING |
SIDE LTR | |||
| 7900-000116 | LUBRICATING OIL - MOBIL JET II |
NC | |||
| MISC | INTERIOR ALLOWANCE |
-$958.900 | |||
| OPTIONS: 144 | TOTALS: $672.500 | ||||
BOEING PROPRIETARY
BUYER FURNISHED EQUIPMENT VARIABLES
between
THE BOEING COMPANY
and
GAC INC.
Supplemental Exhibit BFE 1 to Purchase Agreement Number 2910
BOEING PROPRIETARY
BOEING PROPRIETARY
BUYER FURNISHED EQUIPMENT VARIABLES
relatingto
BOEING MODEL 737-8EH AIRCRAFT
This Supplemental Exhibit BFE 1 contains vendor selection dates, on-dock dates and other variables applicable to the Aircraft.
1. Supplier Selection.
Customer will:
1.1 Select and notify Boeing of the suppliers and part numbers of the following BFE items by the following dates:
| Galley System | Complete 9005 | |
| Galley Inserts | Complete. 9005 | |
| Seats (passenger) | Complete 2005 | |
| Cabin Systems Equipment | Complete 2005 | |
| Miscellaneous Emergency Equipment | Complete /005 | |
| Cargo Handling Systems | ****NT/A**** | |
BOEING PROPRIETARY
BOEING PROPRIETARY
2. On-dock Dates
On or before March 2005, Boeing will provide to Customer a BFE Requirements On-Dock/Inventory Document (BFE Document) or an electronically transmitted BFE Report which may be periodically revised, setting forth the items, quantities, on-dock dates and shipping instructions relating to the in-sequence installation of BFE. For planning purposes, a preliminary BFE on-dock schedule is set forth below:
| Item | Preliminary On-Dock Dates | |
| June 2006 | ||
| (Early roll-out to support flight test, r/o 11/7/05) | ||
| Aircraft | ||
| Seats | 4/19/06 | |
| Galleys/Furnishings | 10/14/05 | |
| Miscellaneous Emergency Equipment | 10/14/05 | |
* Emergency floor lighting will be deferred until after flight test. All other cabin lighting and emergency egress lighting will be fully operational per flight test requirements. Estimated deferred on- dock date for floor lighting, |
2/19/06 | |
| Electronics | 8/21/05 | |
| Textiles/Raw Material | 7/11/05 | |
| * All carpets and seat track covers will be deferred until after flight test is complete. Estimated on-dock | 1/9/06 | |
| Cargo Systems | N/A | |
| Provision Kits | N/A | |
| Radomes | N/A |
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| July 2006 (1) | July 2006 (2) | |||
| Aircraft | Aircraft | |||
| Seats | 5/19/06 | 5/22/06 | ||
| Galleys/Furnishings | 5/12/06 | 5/15/06 | ||
| Miscellaneous Emergency Equipment | 5/12/06 | 5/15/06 | ||
| Electronics | 5/12/06 | 5/15/06 | ||
| Textiles/Raw Material | 2/8/06 | 2/9/06 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| August 2006 (I) | August 2006 (2) | |||
| Aircraft | Aircraft | |||
| Seats | 6/21/06 | 6/22/06 | ||
| Galleys/Furnishings | 6/14/06 | 6/15/06 | ||
| Miscellaneous Emergency Equipment | 6/14/06 | 6/15/06 | ||
| Electronics | 4/21/06 | 4/21/06 | ||
| Textiles/Raw Material | 3/10/06 | 3/13/06 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| September 2006 (1) | September 2006 (2) | |||
| Aircraft | Aircraft | |||
| Seats | 7/21/06 | 7/24/06 | ||
| Galleys/Furnishings | 7/14/06 | 7/17/06 | ||
| Miscellaneous Emergency Equipment | 7/14/06 | 7117/06 | ||
| Eletrônica | 5/21/06 | 5/24/06 | ||
| Testeis/Raw Material | 4/7/06 | 4/10/06 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| October 2006 (1) | October 2006 (2) | |||
| Aircraft | Aircraft | |||
| Seats | 8/23/06 | 8/24/06 | ||
| Galleys/Furnishings | 8/16/06 | 8/17/06 | ||
| Miscellaneous Emergency Equipment | 8/16/06 | 8/17/06 | ||
| Electronics | 6/23/06 | 6/24/06 | ||
| Textiles/Raw Material | 5/15/06 | 5/11/06 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| November 2006 (1) | November 2006 (2) | |||
| Aircraft | Aircraft | |||
| Seats | 9/21/06 | 9/22/06 | ||
| Galleys/Furnishings | 9/14/06 | 9/15/06 | ||
| Miscellaneous Emergency Equipment | 9/14/06 | 9/15/06 | ||
| Electronics | 7/21/06 | 7/21/06 | ||
| Textiles/Raw Material | 6/8/06 | 6/9/06 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| March 2007 | April 2007 | |||
| Aircraft | Aircraft | |||
| Seats | 1/23/07 | 2/20/07 | ||
| Galleys/Furnishings | 1/16/07 | 2/13/07 | ||
| Miscellaneous Emergency Equipment | 1/16/07 | 2/13/07 | ||
| Electronics | 11/23/06 | 1/16/07 | ||
| Textiles/Raw Material | 9/21/06 | 10/30/06 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| July 2007 (I) | July 2007 (2) | |||
| Aircraft | Aircraft | |||
| Seats | 5/22/07 | 5/23/07 | ||
| Galleys/Furnishings | 5/15/07 | 5/16/07 | ||
| Miscellaneous Emergency Equipment | 5/15/07 | 5/16/07 | ||
| Electronics | 3/22/07 | 3/23/07 | ||
| Textiles/Raw Material | 2/8/07 | 2/9/07 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| August 2007 | September 2007 | |||
| Aircraft | Aircraft | |||
| Seats | 6/21/07 | 7/21/07 | ||
| Galleys/Furnishings | 6/14/07 | 7/14/07 | ||
| Miscellaneous Emergency Equipment | 6/14/07 | 7/14/07 | ||
| Electronics | 4/20/07 | 5/21/07 | ||
| Textiles/Raw Material | 3/12/07 | 4/9/07 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| October 2007 (1) | October 2007 (2) | |||
| Aircraft | Aircraft | |||
| Seats | 8/23/07 | 8/24/07 | ||
| Galleys/Furnishings | 8/16/07 | 8/17/07 | ||
| Miscellaneous Emergency Equipment | 8/17/07 | 8/17/07 | ||
| Electronics | 6/22/07 | 6/25/07 | ||
| Textiles/Raw Material | 5/10/07 | 5/11/07 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| October 2007 (3) | November 2007 (1) | |||
| Aircraft | Aircraft | |||
| Seats | 8/27/07 | 9/21/07 | ||
| Galleys/Furnishings | 8/20/07 | 9/14/07 | ||
| Miscellaneous Emergency Equipment | 8/20/07 | 9/14/07 | ||
| Electronics | 6/27/07 | 7/21/07 | ||
| Textiles/Raw Material | 5/14/07 | 6/8/07 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| November 2007 (2) | December 2007 (1) | |||
| Aircraft | Aircraft | |||
| Seats | 9/24/07 | 10/23/07 | ||
| Galleys/Furnishings | 9/17/07 | 10/16/07 | ||
| Miscellaneous Emergency Equipment | 9/17/07 | 10/16/07 | ||
| Electronics | 7/24/07 | 8/23/07 | ||
| Textiles/Raw Material | 6/11/07 | 7/11/07 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| December 2007 (2) | January 2008 (1) | |||
| Aircraft | Aircraft | |||
| Seats | 10/24/07 | 11/21/07 | ||
| Galleys/Furnishings | 10/17/07 | 11/14/07 | ||
| Miscellaneous Emergency Equipment | 10/17/07 | 11/14/07 | ||
| Electronics | 8/24/07 | 9/14/07 | ||
| Textiles/Raw Material | 7/12/07 | 8/9/07 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| January 2008 (2) | April 2008 (1) | |||
| Aircraft | Aircraft | |||
| Seats | 11/22/07 | 2/22/08 | ||
| Galleys/Furnishings | 11/15/07 | 2/15/08 | ||
| Miscellaneous Emergency Equipment | 11/15/07 | 2/15/08 | ||
| Electronics | 11/15/07 | 12/21/07 | ||
| Textiles/Raw Material | 8/10/07 | 10/31/07 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| April 2008 (2) | July 2008 | |||
| Aircraft | Aircraft | |||
| Seats | 2/25/08 | 5/22/08 | ||
| Galleys/Furnishings | 2/18/08 | 5/15/08 | ||
| Miscellaneous Emergency Equipment | 2/18/08 | 5/15/08 | ||
| Electronics | 1/2/08 | 3/21/08 | ||
| Textiles/Raw Material | 11/3/07 | 2/8/08 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| August 2008 (1) | August 2008 (2) | |||
| Aircraft | Aircraft | |||
| Seats | 6/23/08 | 6/24/08 | ||
| Galleys/Furnishings | 6/16/08 | 6/17/08 | ||
| Miscellaneous Emergency Equipment | 6/16/08 | 6/17/08 | ||
| Electronics | 4/23/08 | 4/24/08 | ||
| Textiles/Raw Material | 3/13/08 | 3/14/08 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |
| September 2008 | ||
| Aircraft | ||
| Seats | 7/23/08 | |
| Galleys/Furnishings | 7/16/08 | |
| Miscellaneous Emergency Equipment | 7/16/08 | |
| Electronics | 5/23/08 | |
| Textiles/Raw Material | 4/9/08 | |
| Cargo Systems | N/A | |
| Provision Kits | N/A | |
| N/A | ||
| Radomes |
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| November 2008 (1) | November 2008 (2) | |||
| Aircraft | Aircraft | |||
| Seats | 9/22/08 | 9/23/08 | ||
| Galleys/Furnishings | 9/15/08 | 9/16/08 | ||
| Miscellaneous Emergency Equipment | 9/15/08 | 9/16/08 | ||
| Electronics | 7/22/08 | 7/23/08 | ||
| Textiles/Raw Material | 6/9/08 | 5/12/08 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| February 2009 (1) | February 2009 (2) | |||
| Aircraft | Aircraft | |||
| Seats | 12/15/08 | 12/16/08 | ||
| Galleys/Furnishings | 12/8/08 | 12/9/08 | ||
| Miscellaneous Emergency Equipment | 12/8/08 | 12/9/08 | ||
| Electronics | 10/15/08 | 10/16/08 | ||
| Textiles/Raw Material | 8/29/08 | 9/2/08 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| March 2009 | April 2009 | |||
| Aircraft | Aircraft | |||
| Seats | 1/22/09 | 2/19/09 | ||
| Galleys/Furnishings | 1/15/09 | 2/12/09 | ||
| Miscellaneous Emergency Equipment | 1/15/09 | 2/19/09 | ||
| Electronics | 11/21/08 | 12/19/08 | ||
| Textiles/Raw Material | 9/30/08 | 10/28/08 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| May 2009 | July 2009 (1) | |||
| Aircraft | Aircraft | |||
| Seats | 3/23/09 | 5/21/09 | ||
| Galleys/Furnishings | 3/16/09 | 5/14/09 | ||
| Miscellaneous Emergency Equipment | 3/16/09 | 5/14/09 | ||
| Electronics | 1/23/09 | 3/20/09 | ||
| Textiles/Raw Material | 12/2/09 | 2/5/09 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| July 2009 (2) | August 2009 | |||
| Aircraft | Aircraft | |||
| Seats | 5/22/09 | 6/24/09 | ||
| Galleys/Furnishings | 5/15/09 | 6/17/09 | ||
| Miscellaneous Emergency Equipment | 5/15/09 | 6/17/09 | ||
| Electronics | 3/23/09 | 6/17/09 | ||
| Textiles/Raw Material | 2/6/09 | 3/13/09 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| September.2009 (1) | September 2009 (2) | |||
| Aircraft | Aircraft | |||
| Seats | 7/23/09 | 7/24/09 | ||
| Galleys/Furnishings | 7/16/09 | 7/17/09 | ||
| Miscellaneous Emergency Equipment | 7/16/09 | 7/17/09 | ||
| Electronics | 5/22/09 | 5/26/09 | ||
| Textiles/Raw Material | 4/9/09 | 4/10/09 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| October 2009 (1) | October 2009 (2) | |||
| Aircraft | Aircraft | |||
| Seats | 8/21/09 | 8/24/09 | ||
| Galleys/Furnishings | 8/14/09 | 8/17/09 | ||
| Miscellaneous Emergency Equipment | 8/14/09 | 8/17/09 | ||
| Electronics | 6/22/09 | 6/23/09 | ||
| Textiles/Raw Material | 5/8/09 | 5/11/09 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| November 2009 | December 2009 (1) | |||
| Aircraft | Aircraft | |||
| Seats | 9/22/09 | 10/21/09 | ||
| Galleys/Furnishings | 9/15/09 | 10/14/09 | ||
| Miscellaneous Emergency Equipment | 9/15/09 | 10/14/09 | ||
| Electronics | 7/22/09 | 8/20/09 | ||
| Textiles/Raw Material | 6/9109 | 8/1/09 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| December 2009 (2) | December 2009 (3) | |||
| Aircraft | Aircraft | |||
| Seats | 10/22/09 | 10/23/09 | ||
| Galleys/Furnishings | 10/15/09 | 10/16/09 | ||
| Miscellaneous Emergency Equipment | 10/15/09 | 10/16/09 | ||
| Electronics | 8/21/09 | 8/17/09 | ||
| Textiles/Raw Material | 8/6/09 | 8/7/09 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| January 2010 | May 2010 (1) | |||
| Aircraft | Aircraft | |||
| Seats | 11/18/09 | 3/23/10 | ||
| Galleys/Furnishings | 11/11/09 | 3/16/10 | ||
| Miscellaneous Emergency Equipment | 11/11/09 | 3/16/10 | ||
| Electronics | 9/18/09 | 1/22/10 | ||
| Textiles/Raw Material | 8/6/09 | 12/1/10 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| May 2010 (2) | May 2010 (3) | |||
| Aircraft | Aircraft | |||
| Seats | 3/24/10 | 3/25/10 | ||
| Galleys/Furnishings | 3/17/10 | 3/18/10 | ||
| Miscellaneous Emergency Equipment | 3/17/10 | 3/18/10 | ||
| Electronics | 1/25/10 | 1/26/10 | ||
| Textiles/Raw Material | 12/2/09 | 12/3/09 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| June 2010 (1) | June 2010 (2) | |||
| Aircraft | Aircraft | |||
| Seats | 4/22/10 | 4/23/10 | ||
| Galleys/Furnishings | 4/15/10 | 4/16/10 | ||
| Miscellaneous Emergency Equipment | 4/15/10 | 4/16/10 | ||
| Electronics | 2/22/10 | 2/23/10 | ||
| Textiles/Raw Material | 1/11/10 | 1/12/10 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| June 2010 (3) | July 2010 | |||
| Aircraft | Aircraft | |||
| Seats | 4/26/10 | 5/20/10 | ||
| Galleys/Furnishings | 4/19/10 | 5/13/10 | ||
| Miscellaneous Emergency Equipment | 4/19/10 | 5/13/10 | ||
| Electronics | 2/26/10 | 3/19/10 | ||
| Textiles/Raw Material | 1/13/10 | 2/8/10 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| July 2010 (2) | July 2010 (3) | |||
| Aircraft | Aircraft | |||
| Seats | 5/21/10 | 5/24/10 | ||
| Galleys/Furnishings | 5/14/10 | 5/17/10 | ||
| Miscellaneous Emergency Equipment | 5/14/10 | 5/17/10 | ||
| Electronics | 3/22/10 | 3/24/10 | ||
| Textiles/Raw Material | 2/9/10 | 2/10/10 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| August 2011 (1) | August 2011 (2) | |||
| Aircraft | Aircraft | |||
| Seats | 6/22/11 | 6/23/11 | ||
| Galleys/Furnishings | 6/15/11 | 6/16/11 | ||
| Miscellaneous Emergency Equipment | 6/15/11 | 6/16/11 | ||
| Electronics | 4/22/11 | 4/23/11 | ||
| Textiles/Raw Material | 3/10/11 | 3/11/11 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| September 2011 | October 2011 (1) | |||
| Aircraft | Aircraft | |||
| Seats | 7/21/11 | 8/23/11 | ||
| Galleys/Furnishings | 7/14/11 | 8/16/11 | ||
| Miscellaneous Emergency Equipment | 7/14/11 | 8/16/11 | ||
| Electronics | 5/20/11 | 6/23/11 | ||
| Textiles/Raw Material | 4/7/11 | 5/10/11 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
BOEING PROPRIETARY
| Item | Preliminary On-Dock Dates | |||
| October 2011 (2) | November 2011 | |||
| Aircraft | Aircraft | |||
| Seats | 8/24/11 | 9/22/11 | ||
| Galleys/Furnishings | 8/17/11 | 9/15/11 | ||
| Miscellaneous Emergency Equipment | 8/17/11 | 9/15/11 | ||
| Electronics | 6/24/11 | 7/22/11 | ||
| Textiles/Raw Material | 5/11/11 | 6/9/11 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
| Item | Preliminary On-Dock Dates | |||
| February 2012 | March 2012 | |||
| Aircraft | Aircraft | |||
| Seats | 12/14/11 | 1/23/12 | ||
| Galleys/Furnishings | 12/7/11 | 1/16/12 | ||
| Miscellaneous Emergency Equipment | 12/7/11 | 1/16/12 | ||
| Electronics | 10/14/11 | 11/21/11 | ||
| Textiles/Raw Material | 8/30/11 | 10/1/11 | ||
| Cargo Systems | N/A | N/A | ||
| Provision Kits | N/A | N/A | ||
| Radomes | N/A | N/A | ||
GAC Inc.
▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇
▇▇▇ ▇▇▇▇▇ SP Brazil
04547-006
| Subject: | Advance Payment Matters | |
| Reference: | Purchase Agreement No. 2910 (the Purchase Agreement) between The Boeing Company (Boeing) and GAC Inc. (Customer) relating to Model 737-8EH aircraft (the Aircraft) | |
This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. All terms used but not defined in this Letter Agreement have the same meaning as in the Purchase Agreement.
Customer and Boeing have reached agreement regarding certain modifications to the Agreement as set forth below:
1. Advance Payment Schedule:
Notwithstanding the advance payment schedule set forth in Table 1 of the Purchase Agreement, Boeing agrees that Customer may make Advance Payments for the Aircraft, in accordance with the schedule below described, subject to the terms and conditions further described herein:
| Months Prior to | Amount Due per Aircraft | |
| Aircraft Delivery | (Percent times Advance Payment Base Price) | |
| Defini tive Agreement | 1.0% | |
| 18 | 5.0% | |
| 15 | 5.0% | |
| 12 | 2.0% | |
| 6 | 2.0% | |
| 15.0% | ||
2. Deferral Charges on Deferred Advance Payments:
The foregoing advance payment schedule constitutes a deferral of certain amounts due Boeing pursuant to the advance payment schedule as set forth in Table 1 of the Purchase Agreement. Accordingly, Customer shall pay deferral charges to
Boeing on all such deferred amounts of the advance payments for the Aircraft, as described herein.
Interest will be calculated and paid on the deferred advance payments. Interest on the deferred advance payments will accrue at an annual rate equal to the 90-day LIBOR rate as published in the Wall Street Journal, U. S. Edition, and reset quarterly, calculated in arrears, plus 2.25% . This deferral charge will be calculated on a 365/366 day year.
Deferral charge payments will be due on the first business day of each calendar quarter, for the previous calendar quarter, and will be computed on the basis of the actual number of elapsed days for the period commencing on the date such deferred amounts would have been due and terminating on the date of delivery of the designated Aircraft.
Further to the above, following the calculation method stated above, all such calendar quarter deferral charge payments shall be further deferred such that all deferral charge payments for all of the designated Aircraft will be made at the time of each such designated Aircraft delivery. Any remaining unpaid deferral charge payments for such Aircraft are due and payable at the delivery of the designated Aircraft.
3. Re-Scheduling of Aircraft:
In the event of a re-schedule, to a later delivery position, of any of the Aircraft under the terms of the Agreement, Boeing will recalculate the amount of advance payments and deferral charges due from Customer under the above described deferred Advance Payment Schedule after giving effect to such re-scheduling and, without interest, refund to Customer within 5 business days any amounts held by Boeing in excess of such recalculated amounts.
In the event of a re-schedule, except as provided for in Article 2 of the Purchase Agreement, to an earlier delivery position, of any of the Aircraft under the terms of the Agreement, Boeing will recalculate the amount of advance payments due from Customer under the above described deferred Advance Payment Schedule after giving effect to such rescheduling and Customer will make immediate payment to Boeing of any amounts due within 5 business days, without any additional interest or other charges, as a result of such recalculated amounts applicable to such accelerated delivery position.
In the event that previously paid advance payments are to be returned to Customer pursuant to the contract termination terms and conditions of the Aircraft General Terms Agreement or Purchase Agreement, any accrued but unpaid advance payment deferral charges will be removed and cancelled.
4.[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT].
5. Set-Off Rights
Customer agrees that in the event of a default of its obligations under any purchase agreement with Boeing or any agreement with any Boeing subsidiary or affiliate, Boeing may apply any or all advance payments, or other payments made by Customer with respect to an aircraft or any other Boeing product to cure, in part or in whole, any default with respect to any other aircraft or Boeing product or with respect to any other obligation under any such Boeing purchase agreement or any such agreement with another Boeing subsidiary or affiliate. In the event that Boeing sets off against, or otherwise exercises rights against any such payments made by Customer, and applies any such amounts to any obligations owed by Customer to Boeing, its subsidiaries or affiliates, Boeing will be entitled, after such application, to require Customer to replace within ten days the amount so applied such that the total amount of advance payments would be restored to the aggregate total amount of advance payments due
and owing under the Purchase Agreement as of the date of application of such amounts.
6. Confidential Treatment:
The Parties understand that certain commercial and financial information contained in this Letter Agreement and attachments hereto are considered by Boeing as confidential. The Parties agree that it will treat this Letter Agreement and the information contained herein as confidential and, except as otherwise required by law, will not, without the prior written consent of the other party, disclose this Letter Agreement or any information contained herein to any other person or entity.
If the foregoing correctly sets forth your understanding of our agreement with respect to the matters treated above, please indicate your acceptance and approval below.
Very truly yours,
| THE BOEING COMPANY | ||
|
By:
|
|
|
| Its | Attorney-In-Fact |
|
| ACCEPTED AND AGREED TO this | ||
| Date: | 19 October 2006 |
|
| GAC INC. | ||
|
By:
|
/S/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇
|
|
| Its | ||
| Witness |
| /S/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇.
|
GAC Inc.
▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇
▇▇▇ ▇▇▇▇▇ SP Brazil
04547-006
| Subject: | Special Matters | |
| Reference: | Purchase Agreement No. 2910 (the Purchase Agreement) between The Boeing Company (Boeing) and GAC Inc. (Customer) relating to Model 737-8EH aircraft (Aircraft) | |
This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement, and reflects the mutual agreement of the parties concerning certain business considerations pertaining to the Table 1, Table 2, Table 3, and Table 4 aircraft. All below described business considerations that are subject to escalation (STE) are each limited to the terms and conditions described in Letter Agreement No. ▇-▇▇▇▇-▇▇▇▇. All terms used but not defined in this Letter Agreement have the same meaning as in the Purchase Agreement.
1. Basic Credit Memorandum
The Basic Credit Memoranda associated with the purchase of the Table 1 aircraft and Table 2 aircraft will be [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] subject to escalation to the time of aircraft delivery.
The Basic Credit Memoranda associated with the purchase of the Table 3 aircraft will be [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] subject to escalation to the time of aircraft delivery.
The Basic Credit Memoranda associated with the purchase of the Table 4 aircraft, and exercised Purchase Right Aircraft, will be [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] subject to escalation to the time of aircraft delivery.
Such Basic Credit Memoranda will be issued concurrently with the delivery of each Table 1, Table 2, Table 3, and Table 4 aircraft, may not be assigned without Boeing's expressed consent, and may be used for the final delivery purchase payment, or for other Boeing goods and services, but not for advance payments.
2. Promotional & Communication Support
Boeing will provide Buyer promotional and communication support as a credit memoranda in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 1 and Table 2 aircraft, subject to escalation to the time of each aircraft delivery.
Boeing will provide Buyer promotional and communication support as a credit memoranda in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 3 and Table 4 aircraft, and exercised Purchase Right Aircraft, subject to escalation to the time of each aircraft delivery.
Such credit memoranda will be issued concurrently with the delivery of each of the Table 1, Table 2, Table 3, and Table 4 aircraft, may not be assigned without Boeing's expressed consent, and may be used for the final delivery purchase payment, or for other Boeing goods and services, but not for advance payments.
3. Customer Support - Training
Boeing will provide Buyer with a special customer support credit memoranda in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 1 and Table 2 aircraft, subject to escalation to the time of aircraft delivery.
Boeing will provide Buyer with a special customer support credit memoranda in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 3 and Table 4 aircraft, and exercised Purchase Right Aircraft, subject to escalation to the time of aircraft delivery.
Such special Customer Support-Training credit memoranda will be issued concurrently with the delivery of each Table 1, Table 2, Table 3, and Table 4 aircraft, may not be assigned without Boeing's expressed consent, and may be used for the final delivery purchase payment, or for other Boeing goods and services, but not for advance payments.
4. Model 737-800 Performance Improvements
In direct support of Buyer's requirements for improvements to the Model 737-800 performance in specific missions, Boeing will develop, test, certify, and provide, as solely determined by Boeing, all such reasonable performance improvements with the delivery of each aircraft, or as necessary, on a post-delivery basis through a certified modification kit. Such performance improvements will be provided in the form of a priced optional performance feature to the basic aircraft.
Boeing will provide Buyer a special model 737-800 Performance Improvement credit memoranda, to offset this priced optional performance feature, in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 1 and Table 2 aircraft, subject to escalation to the time of aircraft delivery.
Boeing will provide Buyer a special model 737-800 Performance Improvement credit memoranda, to offset this priced optional performance feature, in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 3 and Table 4 aircraft, and exercised Purchase Right Aircraft, subject to escalation to the time of aircraft delivery.
Such model 737-800 Performance Improvement credit memoranda will be issued concurrently with the delivery of each Table 1, Table 2, Table 3, and Table 4 aircraft, may not be assigned without Boeing's expressed consent, and may be used for the final delivery purchase payment, or for other Boeing goods and services, but not for advance payments.
5. Aircraft Market Adjustment
(a) Boeing will provide Buyer a special Market Adjustment credit memoranda in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 1 aircraft, subject to escalation to the time of aircraft delivery. Such credit memoranda will be issued concurrently with the delivery of each Table I aircraft, may not be assigned without Boeing's expressed consent, and may be used for the final delivery purchase payment, or for other Boeing goods and services, but not for advance payments.
(b) Boeing will provide Buyer a special Market Adjustment credit memoranda in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 2 aircraft, subject to escalation to the time of aircraft delivery. Such credit memoranda will be issued concurrently with the delivery of each Table 2 aircraft, may not be assigned without Boeing's expressed consent, and may be used for the final delivery purchase payment, or for other Boeing goods and services, but not for advance payments.
(c) As a special additional incentive to Buyer to take delivery of the Table 2 aircraft, Boeing will provide a credit memoranda in the amount [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 2 aircraft, subject to escalation to the time of aircraft delivery. Such credit memoranda will be issued concurrently with the delivery of each Table 2 Aircraft, may not be assigned without Boeing's expressed consent, and may be used for the final delivery purchase payment, or for other Boeing goods and services, but not for advance payments.
(d) Boeing will provide Buyer a special Market Adjustment credit memoranda in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 3 aircraft, subject to escalation to the time of aircraft delivery. Such credit memoranda will be issued concurrently with the delivery of each Table 3 aircraft, may not be assigned without Boeing's expressed consent, and may be used for the final delivery purchase payment, or for other Boeing goods and services, but not for advance payments.
(e) Boeing will provide Buyer a special Market Adjustment credit memoranda in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 4 aircraft, subject to escalation to the time of aircraft delivery. Such credit memoranda will be issued concurrently with the delivery of each Table 4 aircraft, and exercised Purchase Right Aircraft, may not be assigned without Boeing's expressed consent, and may be used for the final delivery purchase payment, or for other Boeing goods and services, but not for advance payments.
6. Special Fleet Volume Acknowledgement
Boeing will provide Buyer with a Special Fleet volume credit memoranda in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 1 and Table 2 aircraft, subject to escalation to the time of aircraft delivery.
Boeing will provide Buyer with a Special Fleet volume credit memoranda in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 3 aircraft, and exercised Purchase Right Aircraft, subject to escalation to the time of aircraft delivery.
Boeing will provide Buyer with a Special Fleet volume credit memoranda in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 4 aircraft, and exercised Purchase Right Aircraft, subject to escalation to the time of aircraft delivery.
Such special fleet volume credit memoranda will be issued concurrently with the delivery of each of the Table 1, Table 2, Table 3, and Table 4 aircraft, may not be assigned without Boeing's expressed consent, and may be used for the final delivery purchase payment, or for other Boeing goods and services, but not for advance payments.
7. Special Feature - Winglets
(a) Boeing will provide Buyer a Special Feature - Winglets credit memoranda, to assist Buyer to offset this priced special feature, in the amount [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per aircraft, subject to escalation to the time of each aircraft delivery. Such credit memoranda will be issued concurrently with the delivery of each of the Table 1 aircraft and Table 2 aircraft, may not be assigned without Boeing's expressed consent, and may be used for the final delivery purchase payment, or for other Boeing goods and services, but not for advance payments.
(b) Boeing will provide Buyer a Special Feature - Winglets credit memoranda, to assist Buyer to offset this priced special feature, in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per aircraft, subject to escalation to the time of each aircraft delivery. Such credit memoranda will be issued concurrently with the delivery of each of the Table 3 aircraft, may not be assigned without Boeing's expressed consent, and may be used for the final delivery purchase payment, or for other Boeing goods and services, but not for advance payments.
(c) Boeing will provide Buyer a Special Feature - Winglets credit memoranda, to assist Buyer to offset this priced special feature, in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per aircraft, subject to escalation to the time of each aircraft delivery. Such credit memoranda will be issued concurrently with the delivery of each of the Table 4 aircraft, and exercised Purchase Right Aircraft, may not be assigned without Boeing's expressed consent, and may be used for the final delivery purchase payment, or for other Boeing goods and services, but not for advance payments.
(d) A portion of the above item (a) and (b) credit memoranda will be exclusively available for Buyer's payment of the two (2) Boeing production special features that include (i) the aircraft provisions to accept the Buyer Furnished Equipment (BFE) winglets as well as (ii) the actual in-production installation of the winglets onto each aircraft; (i [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] and [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] respectively, [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] subject to escalation to the time of each aircraft delivery and (ii) [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] and [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 3 and Table 4 aircraft, and exercised Purchase Right Aircraft), subject to escalation to the time of each aircraft delivery. The remainder of each of these credit memoranda will then be available to Buyer as described in item (a) above.
8. Special SA-5 Advance Payment
As a Special Supplemental Agreement No. SA-5 Advance Payment incentive to Buyer, Boeing will provide a fixed value credit memorandum in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Table 2 aircraft. Such credit memoranda will be provided to Buyer exclusively as a reduction to the one percent (1.0%) advance payment due upon signing of Supplemental Agreement No. SA-5 for the Table 2 aircraft, and is not available to Buyer for any other purpose.
9. Boeing Goods & Services
A special Boeing Goods & Services Credit Memorandum will be provided to Buyer in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] per Aircraft, subject to escalation to the time of Aircraft delivery.
Such special Boeing Goods & Services Credit Memorandum will be issued concurrently with the delivery of each of the Table 4 Aircraft, and may be used for the final delivery purchase payment, but not for advance payments.
Additionally, such special Boeing goods & services credit memoranda may be made available to Buyer on an advanced basis as early as 30 September 2006, exclusively for the purchase of Boeing goods and services, with a fixed total amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT].
10. Special Fleet Growth Consideration
Boeing will provide Buyer a Special Fleet Growth Credit Memoranda associated with the purchase of the Table 4 aircraft in the amount of [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] subject to escalation to the time of aircraft delivery.
Such Special Fleet Growth Credit Memoranda will be issued concurrently with the delivery of each Table 4 aircraft, may not be assigned without Boeing's expressed consent, and may be used for the final delivery purchase payment, or for other Boeing goods and services, but not for advance payments.
11. Assignment
The Credit Memoranda described in this Letter Agreement are provided as a special financial accommodation to Customer in consideration of Customer's becoming the operator of the Aircraft, and cannot be assigned, in whole or in part, without the prior written consent of The Boeing Company.
12. Confidential Treatment
Customer and Boeing each understands that certain commercial and financial information contained in this Letter Agreement are considered by both Customer and Boeing as confidential. Customer and Boeing agree that each will treat this Letter Agreement and the information contained herein as confidential and, except as otherwise required by law, will not, without the prior written consent of the other party, disclose this Letter Agreement or any information contained herein to any other person or entity.
If the foregoing correctly sets forth your understanding of our agreement with respect to the matters treated above, please indicate your acceptance and approval below.
Very truly yours,
| THE BOEING COMPANY | ||
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By:
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| Its | Attorney-In-Fact |
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| ACCEPTED AND AGREED TO this | ||
| Date: | 19 October 2006 |
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| GAC INC. | ||
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By:
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/S/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇
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| Its | ||
| Witness |
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/S/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇.
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GAC Inc.
▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇
▇▇▇ ▇▇▇▇▇ SP Brazil
04547-006
| Subject: | Market Risk - Escalation | |
| Reference: | Purchase Agreement No. 2910 (the Purchase Agreement) between The Boeing Company (Boeing) and GAC Inc. (Customer) relating to Model 737-8EH aircraft (the Aircraft) |
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This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. All terms used but not defined in this Letter Agreement have the same meaning as in the Purchase Agreement.
In accommodation of Customer's expressed concerns regarding the financial risks associated with future price escalation, Customer and Boeing have reached further agreement regarding certain modifications to the Agreement as set forth below:
1. Financial Risk - Escalation
[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
Letter Agreement NO. 6-1162-DME-0825
GAC Inc.
Page 2
[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
2. Escalation Cap
Boieng agrees that at the time of delivery the escalation adjustment that is determinated by Supplemental Exhibit AE1 to the Purchase Agreement applicable to the Airframe and Optional Features will not exceed the escalation adjustment determinated by using the escalation cap factor set forth in Attachment A for Table 1 and Table 2 aircraft, and Attachment B for Table 3 and Table 4 aircraft, for an aircraft delivering in the corresponding month and year. For example, in the event the actual escalation adjustment determined by Supplemental Exhibit AE1 for a particular delivery month and year is less than the escalation adjustment determinated using the escalation cap factor set forth on Attachment A or Attachment B, the actual escalation adjustment will be used; in the event the actual escalation adjustment determined by Supplemental Exhibit AE1 for a particular delivery month and year is more than the adjustment determined using the escalation cap factor set forth on Attachment A or Attachm ent B, the adjustment determined using the escalation cap factor will be used.
3. Assignment
The Credit Memoranda described in this Letter Agreement are provided as a special financial accomodation to Customer in consideration of Customer's becoming the operator of the Aircraft, and cannot be assigned, in the whole or in part, without the prior written consent of the Boeing Company.
4. Confidential Treatment
Customer and Boeing each understand that certain commercial and financial information contained in this Letter Agreement and any attachment(s) hereto are considered by
PA2910
SA-2
BOEING PROPRIETARY
Escalation Cap Factors Calculation
| Escalation Cap = | 3,00% | |
| Base Year = | 2004 |
| 2004 | Jan | 2008 | Jan | 1,1092 | 2012 | Jan | 1,2485 | 2016 | Jan | 1,4052 | |||||||||
| Feb | Feb | 1,1118 | Feb | 1,2515 | Feb | 1,4085 | |||||||||||||
| Mar | Mar | 1,1146 | Mar | 1,2544 | Mar | 1,4118 | |||||||||||||
| Apr | Apr | 1,1173 | Apr | 1,2575 | Apr | 1,4153 | |||||||||||||
| May | May | 1,1201 | May | 1,2606 | May | 1,4188 | |||||||||||||
| Jun | Jun | 1,1227 | Jun | 1,2636 | Jun | 1,4221 | |||||||||||||
| Jul | 1,0000 | Jul | 1,1255 | Jul | 1,2668 | Jul | 1,4257 | ||||||||||||
| Aug | 1,0025 | Aug | 1,1284 | Aug | 1,2701 | Aug | 1,4294 | ||||||||||||
| Sep | 1,0050 | Sep | 1,1312 | Sep | 1,2732 | Sep | 1,4329 | ||||||||||||
| Oct | 1,0075 | Oct | 1,1339 | Oct | 1,2762 | Oct | 1,4363 | ||||||||||||
| Nov | 1,0100 | Nov | 1,1367 | Nov | 1,2794 | Nov | 1,4399 | ||||||||||||
| Dec | 1,0125 | Dec | 1,1396 | Dec | 1,2827 | Dec | 1,4436 | ||||||||||||
| 2005 | Jan | 1,0150 | 2009 | Jan | 1,1425 | 2013 | Jan | 1,2860 | 2017 | Jan | 1,4474 | ||||||||
| Feb | 1,0175 | Feb | 1,1452 | Feb | 1,2890 | Feb | 1,4508 | ||||||||||||
| Mar | 1,0200 | Mar | 1,1480 | Mar | 1,2920 | Mar | 1,4542 | ||||||||||||
| Apr | 1,0225 | Apr | 1,1508 | Apr | 1,2952 | Apr | 1,4578 | ||||||||||||
| May | 1,0250 | May | 1,1537 | May | 1,2984 | May | 1,4614 | ||||||||||||
| Jun | 1,0275 | Jun | 1,1564 | Jun | 1,3015 | Jun | 1,4648 | ||||||||||||
| Jul | 1,0300 | Jul | 1,1593 | Jul | 1,3048 | Jul | 1,4685 | ||||||||||||
| Aug | 1,0326 | Aug | 1,1623 | Aug | 1,3082 | Aug | 1,4723 | ||||||||||||
| Sep | 1,0352 | Sep | 1,1651 | Sep | 1,3114 | Sep | 1,4759 | ||||||||||||
| Oct | 1,0377 | Oct | 1,1679 | Oct | 1,3145 | Oct | 1,4794 | ||||||||||||
| Nov | 1,0403 | Nov | 1,1708 | Nov | 1,3178 | Nov | 1,4831 | ||||||||||||
| Dec | 1,0429 | Dec | 1,1738 | Dec | 1,3212 | Dec | 1,4869 | ||||||||||||
| 2006 | Jan | 1,0455 | 2010 | Jan | 1,1768 | 2014 | Jan | 1,3246 | 2018 | Jan | 1,4908 | ||||||||
| Feb | 1,0480 | Feb | 1,1796 | Feb | 1,3277 | Feb | 1,4943 | ||||||||||||
| Mar | 1,0506 | Mar | 1,1824 | Mar | 1,3308 | Mar | 1,4978 | ||||||||||||
| Apr | 1,0532 | Apr | 1,1853 | Apr | 1,3341 | Apr | 1,5015 | ||||||||||||
| May | 1,0558 | May | 1,1883 | May | 1,3374 | May | 1,5052 | ||||||||||||
| Jun | 1,0583 | Jun | 1,1911 | Jun | 1,3405 | Jun | 1,5087 | ||||||||||||
| Jul | 1,0609 | Jul | 1,1941 | Jul | 1,3439 | Jul | 1,5126 | ||||||||||||
| Aug | 1,0636 | Aug | 1,1972 | Aug | 1,3474 | Aug | 1,5165 | ||||||||||||
| Sep | 1,0663 | Sep | 1,2001 | Sep | 1,3507 | Sep | 1,5202 | ||||||||||||
| Oct | 1,0688 | Oct | 1,2029 | Oct | 1,3539 | Oct | 1,5238 | ||||||||||||
| Nov | 1,0715 | Nov | 1,2059 | Nov | 1,3573 | Nov | 1,5276 | ||||||||||||
| Dec | 1,0742 | Dec | 1,2090 | Dec | 1,3608 | Dec | 1,5315 | ||||||||||||
| 2007 | Jan | 1,0769 | 2011 | Jan | 1,2121 | 2015 | Jan | 1,3643 | 2019 | Jan | 1,5355 | ||||||||
| Feb | 1,0794 | Feb | 1,2150 | Feb | 1,3675 | Feb | 1,5391 | ||||||||||||
| Mar | 1,0821 | Mar | 1,2179 | Mar | 1,3707 | Mar | 1,5427 | ||||||||||||
| Apr | 1,0848 | Apr | 1,2209 | Apr | 1,3741 | Apr | 1,5465 | ||||||||||||
| May | 1,0875 | May | 1,2239 | May | 1,3775 | May | 1,5504 | ||||||||||||
| Jun | 1,0900 | Jun | 1,2268 | Jun | 1,3807 | Jun | 1,5540 | ||||||||||||
| Jul | 1,0927 | Jul | 1,2299 | Jul | 1,3842 | Jul | 1,5580 | ||||||||||||
| Aug | 1,0955 | Aug | 1,2331 | Aug | 1,3878 | Aug | 1,5620 | ||||||||||||
| Sep | 1,0983 | Sep | 1,2361 | Sep | 1,3912 | Sep | 1,5658 | ||||||||||||
| Oct | 1,1009 | Oct | 1,2390 | Oct | 1,3945 | Oct | 1,5695 | ||||||||||||
| Nov | 1,1036 | Nov | 1,2421 | Nov | 1,3980 | Nov | 1,5734 | ||||||||||||
| Dec | 1,1064 | Dec | 1,2453 | Dec | 1,4016 | Dec | 1,5774 |
BOEING PROPRIETARY
Escalation Cap Factors Calculation
| Escalation Cap = | 3,00% | |
| Base Year = | 2006 |
| 2006 | |||||||||||||||||||
| Jan | 2010 | Jan | 1,1092 | 2014 | Jan | 1,2485 | 2018 | Jan | 1,4052 | ||||||||||
| Feb | Feb | 1,1118 | Feb | 1,2515 | Feb | 1,4085 | |||||||||||||
| Mar | Mar | 1,1146 | Mar | 1,2544 | Mar | 1,4118 | |||||||||||||
| Apr | Apr | 1,1173 | Apr | 1,2575 | Apr | 1,4153 | |||||||||||||
| May | May | 1,1201 | May | 1,2606 | May | 1,4188 | |||||||||||||
| Jun | Jun | 1,1227 | Jun | 1,2636 | Jun | 1,4221 | |||||||||||||
| Jul | 1,0000 | Jul | 1,1255 | Jul | 1,2668 | Jul | 1,4257 | ||||||||||||
| Aug | 1,0025 | Aug | 1,1284 | Aug | 1,2701 | Aug | 1,4294 | ||||||||||||
| Sep | 1,0050 | Sep | 1,1312 | Sep | 1,2732 | Sep | 1,4329 | ||||||||||||
| Oct | 1,0075 | Oct | 1,1339 | Oct | 1,2762 | Oct | 1,4363 | ||||||||||||
| Nov | 1,0100 | Nov | 1,1367 | Nov | 1,2794 | Nov | 1,4399 | ||||||||||||
| 2007 | Dec | 1,0125 | Dec | 1,1396 | Dec | 1,2827 | Dec | 1,4436 | |||||||||||
| Jan | 1,0150 | 2011 | Jan | 1,1425 | 2015 | Jan | 1,2860 | 2019 | Jan | 1,4474 | |||||||||
| Feb | 1,0175 | Feb | 1,1452 | Feb | 1,2890 | Feb | 1,4508 | ||||||||||||
| Mar | 1,0200 | Mar | 1,1480 | Mar | 1,2920 | Mar | 1,4542 | ||||||||||||
| Apr | 1,0225 | Apr | 1,1508 | Apr | 1,2952 | Apr | 1,4578 | ||||||||||||
| May | 1,0250 | May | 1,1537 | May | 1,2984 | May | 1,4614 | ||||||||||||
| Jun | 1,0275 | Jun | 1,1564 | Jun | 1,3015 | Jun | 1,4648 | ||||||||||||
| Jul | 1,0300 | Jul | 1,1593 | Jul | 1,3048 | Jul | 1,4685 | ||||||||||||
| Aug | 1,0326 | Aug | 1,1623 | Aug | 1,3082 | Aug | 1,4723 | ||||||||||||
| Sep | 1,0352 | Sep | 1,1651 | Sep | 1,3114 | Sep | 1,4759 | ||||||||||||
| Oct | 1,0377 | Oct | 1,1679 | Oct | 1,3145 | Oct | 1,4794 | ||||||||||||
| Nov | 1,0403 | Nov | 1,1708 | Nov | 1,3178 | Nov | 1,4831 | ||||||||||||
| 2008 | Dec | 1,0429 | Dec | 1,1738 | Dec | 1,3212 | Dec | 1,4869 | |||||||||||
| Jan | 1,0455 | 2012 | Jan | 1,1768 | 2016 | Jan | 1,3246 | 2020 | Jan | 1,4908 | |||||||||
| Feb | 1,0480 | Feb | 1,1796 | Feb | 1,3277 | Feb | 1,4943 | ||||||||||||
| Mar | 1,0506 | Mar | 1,1824 | Mar | 1,3308 | Mar | 1,4978 | ||||||||||||
| Apr | 1,0532 | Apr | 1,1853 | Apr | 1,3341 | Apr | 1,5015 | ||||||||||||
| May | 1,0558 | May | 1,1883 | May | 1,3374 | May | 1,5052 | ||||||||||||
| Jun | 1,0583 | Jun | 1,1911 | Jun | 1,3405 | Jun | 1,5087 | ||||||||||||
| Jul | 1,0609 | Jul | 1,1941 | Jul | 1,3439 | Jul | 1,5126 | ||||||||||||
| Aug | 1,0636 | Aug | 1,1972 | Aug | 1,3474 | Aug | 1,5165 | ||||||||||||
| Sep | 1,0663 | Sep | 1,2001 | Sep | 1,3507 | Sep | 1,5202 | ||||||||||||
| Oct | 1,0688 | Oct | 1,2029 | Oct | 1,3539 | Oct | 1,5238 | ||||||||||||
| Nov | 1,0715 | Nov | 1,2059 | Nov | 1,3573 | Nov | 1,5276 | ||||||||||||
| Dec | 1,0742 | Dec | 1,2090 | Dec | 1,3608 | Dec | 1,5315 | ||||||||||||
| Jan | 1,0769 | 2013 | Jan | 1,2121 | 2017 | Jan | 1,3643 | 2021 | Jan | 1,5355 | |||||||||
| Feb | 1,0794 | Feb | 1,2150 | Feb | 1,3675 | Feb | 1,5391 | ||||||||||||
| Mar | 1,0821 | Mar | 1,2179 | Mar | 1,3707 | Mar | 1,5427 | ||||||||||||
| Apr | 1,0848 | Apr | 1,2209 | Apr | 1,3741 | Apr | 1,5465 | ||||||||||||
| May | 1,0875 | May | 1,2239 | May | 1,3775 | May | 1,5504 | ||||||||||||
| Jun | 1,0900 | Jun | 1,2268 | Jun | 1,3807 | Jun | 1,5540 | ||||||||||||
| Jul | 1,0927 | Jul | 1,2299 | Jul | 1,3842 | Jul | 1,5580 | ||||||||||||
| Aug | 1,0955 | Aug | 1,2331 | Aug | 1,3878 | Aug | 1,5620 | ||||||||||||
| Sep | 1,0983 | Sep | 1,2361 | Sep | 1,3912 | Sep | 1,5658 | ||||||||||||
| Oct | 1,1009 | Oct | 1,2390 | Oct | 1,3945 | Oct | 1,5695 | ||||||||||||
| Nov | 1,1036 | Nov | 1,2421 | Nov | 1,3980 | Nov | 1,5734 | ||||||||||||
| Dec | 1,1064 | Dec | 1,2453 | Dec | 1,4016 | Dec | 1,5774 |
Record of Purchase Right Aircraft Exercised
| Remaining Un-exercised Aircraft |
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| Document Description |
Effective Date |
Aircraft Exercised |
|||||||
| PA-2910 | 17 May | 2004 | 0 | 28 | |||||
| SA-1 | 16 July | 2004 | 2 | 26 | |||||
| SA-2 | 20 January | 2005 | 0 | 46 | |||||
| SA-2 | 20 January | 2005 | 4 | 42 | |||||
| SA-3 | 07 March | 2005 | 5 | 37 | |||||
| SA-4 | 24 March | 2005 | ▇ | ▇▇ | |||||
| ▇▇-▇ | ▇▇ July | 2005 | 30 | 41 | |||||
| SA-6 | 26 August | 2005 | ▇ | ▇▇ | |||||
| ▇▇-▇ | ▇▇ November | 2005 | 5 | 36 | |||||
| SA-8 | 17 February | 2006 | 1 | 35 | |||||
| SA-9 | 13 March | 2006 | 1 | 34 | |||||
| SA-10 | 19 October | 2006 | 20 | 34 | |||||