AMENDMENT No. 7 TO PURCHASE AGREEMENT DCT-054/98
Exhibit 10.37(g)
AMENDMENT No. 7 TO PURCHASE AGREEMENT DCT-054/98
This Amendment No. 7 (the "Amendment") dated as of July 24th, 2000 is between EMBRAER - Empresa Brasileira de Aeronáutica S.A. ("EMBRAER") and Continental Express, Inc. (" BUYER"), collectively hereinafter referred to as the "PARTIES", and relates to Purchase Agreement No. DCT-054/98 dated December 23, 1998, as amended from time to time (together with its Attachments, the Amendments to Purchase Agreement and Letter Agreements, the EMB-135 Purchase Agreement") for the purchase of up to seventy-five (75) new EMB-135 aircraft (the "AIRCRAFT").
All terms defined in the EMB-135 Purchase Agreement shall have the same meaning when used herein and in case of any conflict between this Amendment and the Purchase Agreement, this Amendment shall control.
WHEREAS, BUYER desires to acquire, and EMBRAER desires to sell a new version of the EMB-145 aircraft which has an increased range capacity ("XR AIRCRAFT") ;
WHEREAS, simultaneous with the signing and delivery of this Amendment, BUYER and EMBRAER are amending Purchase Agreement GPJ-003/96 to provide for the purchase by BUYER of the XR AIRCRAFT;
WHEREAS, in connection with the new order by BUYER of the XR AIRCRAFT, BUYER and EMBRAER wish to amend the EMB-135 Purchase Agreement to reduce the number of aircraft that will be purchased by BUYER thereunder from 75 AIRCRAFT to 50 AIRCRAFT.
NOW, THEREFORE, for good and valuable consideration which is hereby acknowledged, EMBRAER and BUYER hereby agree as follows:
- The text of Paragraph a of Article 2 is hereby deleted and replaced with the following:
EMBRAER shall supply and BUYER shall purchase and take delivery of fifty (50) newly manufactured AIRCRAFT ("FIRM AIRCRAFT") upon the terms and conditions contained in this Agreement together with the Attachments hereto which shall be deemed to be part of this Agreement.
- The text of Paragraph a of Article 5 is hereby deleted and replaced with the following:
AIRCRAFT: Subject to payment in accordance with Article 4 hereof and compliance with the conditions of this Agreement, the AIRCRAFT shall be made available for delivery by EMBRAER to BUYER in F.A.F. (Fly Away Factory) condition, at São Xxxx dos Xxxxxx, State of São Paulo, Brazil, according to the following schedule:
|
Aircraft |
Aircraft Contractual Delivery Dates |
Aircraft |
Aircraft Contractual Delivery Dates |
|
1st |
July 1999 |
[CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT.] |
|
|
2nd |
August 1999 |
||
|
3rd |
September 1999 |
||
|
4th |
October 1999 |
||
|
5th |
November 1999 |
||
|
6th |
December 1999 |
||
|
7th |
January 2000 |
||
|
8th |
February 2000 |
||
|
9th |
March 2000 |
||
|
10th |
April 2000 |
||
|
11th |
May 2000 |
||
|
12th |
June 2000 |
||
|
13th |
July 2000 |
||
|
14th |
August 2000 |
||
|
15th |
September 2000 |
||
|
16th |
October 2000 |
||
|
17th |
November 2000 |
||
|
18th |
December 2000 |
||
|
19th |
January 2001 |
||
|
20th |
January 2001 |
||
|
[CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] |
|||
- The text of Article 23 is hereby deleted and replaced with the following:
"INTENTIONALLY DELETED"
4. All other terms and conditions of the Purchase Agreement, which are not specifically amended by this Amendment, shall remain in full force and effect without any change.
IN WITNESS WHEREOF, EMBRAER and BUYER, by their duly authorized officers, have entered into and executed this Amendment No. 7 to the Purchase Agreement to be effective as of the date first written above.
EMBRAER - Empresa Brasileira CONTINENTAL EXPRESS, INC.
de Aeronáutica S.A.
By : /s/ Xxxxxxx Xxxxxxxx Forjaz By : /s/ Xxx Xxxx
Name : Xxxxxxx Xxxxxxxx Forjaz Name : Xxx Xxxx
Title : Executive Vice President Planning Title : President
By : /s/ Xxxxxx Xxxxx Xxxxxxx
Name : Xxxxxx Xxxxx Xxxxxxx
Title : Executive Vice President
and General Counsel
Date: July 24,2000 Date: July 21, 2000
Place : X. X. Xxxxxx, SP, Brazil Place: Houston, TX, USA
Witness: /s/ Xxxx Xxxx X. Xxxxxx Witness: /s/ Xxxx X. Xxxxxx
Name : Xxxx Xxxx X. Xxxxxx Name : Xxxx X. Xxxxxx
