CONTROLADORA VUELA COMPAÑÍA DE AVIACIÓN, S.A.B. DE C.V. AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement Dated as of , 2013Deposit Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • New York
DEPOSIT AGREEMENT dated as of , 2013 among CONTROLADORA VUELA COMPAÑÍA DE AVIACIÓN, S.A.B. DE C.V., a variable capital public stock corporation (sociedad anónima bursátil de capital variable) incorporated under the laws of the United Mexican States (herein called the “Company”), THE BANK OF NEW YORK MELLON, a New York banking corporation (herein called the “Depositary”), and all Owners and Holders (each as hereinafter defined) from time to time of American Depositary Shares issued hereunder.
AIRCRAFT LEASE AGREEMENT [4798] Dated as of April 14, 2011 Between WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, not in its individual capacity but solely as trustee under the Trust Agreement, as Lessor, and CONCESIONARIA VUELA COMPAÑÍA DE...Aircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
Dated as of March 12, 2007 RBS AEROSPACE LIMITED as Lessor and CONCESIONARIA VUELA COMPAÑIA DE AVIACION S.A. DE C.V. as Lessee AIRCRAFT LEASE AGREEMENT relating to the leasing of one A319-133 aircraft bearing manufacturer’s serial number 3279Aircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • New York
AIRCRAFT LEASE AGREEMENT Dated as of 09 November 2010 BETWEEN WILMINGTON TRUST SP SERVICES (DUBLIN) LIMITED (not in its individual capacity but solely as trustee) as Lessor and CONCESIONARIA VUELA COMPAÑÍA DE AVIACIÓN, S.A.P.I. DE C.V. (D/B/A VOLARIS)...Aircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
Lessee wishes to lease from Lessor and Lessor wishes to lease to Lessee the Aircraft on the terms and subject to the conditions of this Lease.
ContractAircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [*****]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission.
AIRCRAFT LEASE AGREEMENT [C] DATED AS OF APRIL 12, 2011 BETWEEN WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, not in its individual capacity, but solely as owner trustee as Lessor and CONCESIONARIA VUELA COMPAÑÍA DE AVIACIÓN, S.A.P.I. DE C.V. as...Aircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
Lessor and Lessee hereby agree that the definitions and other commercial terms set forth in this Schedule D shall apply to the lease of the Aircraft under this Aircraft Lease Agreement.
ContractBasic Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • New York
Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [*****]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission.
MASTER AGREEMENTMaster Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • New York
REVOLVING CREDIT LINE AGREEMENTRevolving Credit Line Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
REVOLVING CREDIT LINE AGREEMENT (THE “AGREEMENT”) DATED JULY 27, 2011, ENTERED INTO BY AND BETWEEN DEUTSCHE BANK MÉXICO, S.A., INSTITUCIÓN DE BANCA MÚLTIPLE, DIVISIÓN FIDUCIARIA, ACTING SOLELY AS TRUSTEE OF TRUST NUMBER F/1498, REPRESENTED HEREIN BY CARLOS JÁUREGUI BALTAZAR (HEREINFATER THE “BORROWER”); BANCO SANTANDER (MEXICO), S.A., INSTITUCIÓN DE BANCA MÚTLIPLE, GRUPO FINANCIERO SANTANDER, (“SANTANDER”, OR THE “ADMINISTRATIVE AGENT”) REPRESENTED HEREIN BY MAURICIO REBOLLEDO FERNÁNDEZ AND OSVALDO RANCÉ CACHAFEIRO, AS LENDER AND ADMINISTRATIVE AGENT AND BANCO NACIONAL DE COMERCIO EXTERIOR, S.N.C. (“BANCOMEXT”), REPRESENTED HEREIN BY EDUARDO MUÑIZ JUÁREZ AND RICARDO RAMOS SAN MARTÍN, AS LENDER (HEREINAFTER SANTANDER AND BANCOMEXT MAY BE REFFERRED TO COLLECTIVELY AS THE “BANKS”, OR INDIVIDUALLY AS, APPLICABLE, THE “BANK”); AND CONTROLADORA VUELA COMPAÑÍA DE AVIACIÓN, S.A.P.I. DE C.V., REPRESENTED HEREIN BY FERNANDO SUÁREZ GERARD (HEREINAFTER REFERRED TO AS “CONTROLADORA”) AND CONCESIONA
ContractEngine Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [*****]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission.
FINAL Amended and Restated Component Services and Pooling Agreement Between CONCESIONARIA VUELA COMPAÑÍA DE AVIACIÓN, S.A. DE C.V. (VOLARIS) and AVEOS FLEET PERFORMANCE INC.Component Maintenance Services and Pooling Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • New York
THIS AMENDED AND RESTATED COMPONENT SERVICES AND POOLING AGREEMENT (as subsequently amended or modified as provided herein, this “Agreement”), dated as of February 10th, 2009, is made by and between CONCESIONARIA VUELA COMPAÑÍA DE AVIACIÓN, S.A. DE C.V., located at Prolongación Paseo de la Reforma 490, primer piso, Colonia Santa Fe Peña Blanca, Código Postal 01210, Delegación Álvaro Obregón, Mexico, Distrito Federal, hereinafter referred to as “VOLARIS” or “Customer” and AVEOS FLEET PERFORMANCE INC., having its head office located at 2311 Boulevard Alfred-Nobel, Saint-Laurent, Quebec, Canada, hereinafter referred to as “AVEOS” or “Service Provider” (and together with VOLARIS the “Parties”). Capitalized terms used and not otherwise defined elsewhere herein shall have the meaning set forth in Section 1 below.
AIRCRAFT LEASE AGREEMENT Dated as of June 18, 2007 between Concesionaria Vuela Compañía de Aviación, S.A. de C.V. as Lessee and Arrendadora Financiera Inbursa, S.A. de C.V. Sociedad Financiera de Objeto Multiple, Entidad Regulada, Grupo Financiero...Aircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
IN WITNESS WHEREOF, the parties hereto have caused this Return Acceptance Receipt to be executed in their respective corporate names by their duly authorized representatives as of the day and year first above written.
AIRCRAFT LEASE AGREEMENT [A] DATED AS OF APRIL 12, 2011 BETWEEN WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, not in its individual capacity, but solely as owner trustee as Lessor and CONCESIONARIA VUELA COMPAÑÍA DE AVIACIÓN, S.A.P.I. DE C.V. as...Aircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
Lessor and Lessee hereby agree that the definitions and other commercial terms set forth in this Schedule D shall apply to the lease of the Aircraft under this Aircraft Lease Agreement.
CONFIDENTIAL VOLARIS – JANUARY 29, 2013 NAVITAIRE HOSTED SERVICES AGREEMENTHosted Services Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • New York
This Hosted Services Agreement (the “Agreement”) is made between Navitaire LLC, a Delaware corporation (“NAVITAIRE”) and Concesionaria Vuela Compañía de Aviación, S.A.P.I. de C.V. (d.b.a. Volaris) a Mexican sociedad anónima promotora de inversion de capital variable, (“Customer”), and shall be effective as of January 29, 2013 (“Effective Date”).
AIRCRAFT LEASE AGREEMENT [B] DATED AS OF APRIL 12, 2011 BETWEEN WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, not in its individual capacity, but solely as owner trustee as Lessor and CONCESIONARIA VUELA COMPAÑÍA DE AVIACIÓN, S.A.P.I. DE C.V. as...Aircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
Lessor and Lessee hereby agree that the definitions and other commercial terms set forth in this Schedule D shall apply to the lease of the Aircraft under this Aircraft Lease Agreement.
AIRCRAFT LEASE AGREEMENT [5207] Dated as of June 26, 2012 Between WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, not in its individual capacity but solely as owner trustee under the Trust Agreement, as Lessor, and CONCESIONARIA VUELA COMPAÑÍA DE...Aircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • New York
ContractCommon Terms Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • New York
Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [*****]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission.
ContractEngine Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [*****]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission.
AIRCRAFT LEASE AGREEMENT [A] DATED AS OF DECEMBER 31, 2012 BETWEEN WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, not in its individual capacity, but solely as owner trustee as Lessor and CONCESIONARIA VUELA COMPAÑÍA DE AVIACIÓN, S.A.P.I. DE C.V....Aircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
Lessor and Lessee hereby agree that the definitions and other commercial terms set forth in this Schedule D shall apply to the lease of the Aircraft under this Aircraft Lease Agreement.
ContractFleet Hour Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • New York
Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [*****]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission.
AIRCRAFT REPAIR AND MAINTENANCE SERVICE AGREEMENTAircraft Repair and Maintenance Service Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • New York
This AIRCRAFT REPAIR AND MAINTENANCE SERVICE AGREEMENT (hereinafter the “Agreement”) dated as of March 6, 2007 is entered into by AEROMANTENIMIENTO, S.A, a sociedad anónima organized under the laws of El Salvador, (hereinafter referred to as “Aeroman”) and CONCESIONARIA VUELA COMPAÑÍA DE AVIACIÓN, S.A. d/b/a VOLARIS, a sociedad anónima organized under the laws of Mexico (hereinafter referred to as the “Customer”).
ContractEngine Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [*****]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission.
AIRCRAFT LEASE AGREEMENT Dated as of April 20, 2007 BETWEEN CONCESIONARIA VUELA COMPANIA DE AVIACION, S.A. DE C.V. as LESSEE and INTERNATIONAL LEASE FINANCE CORPORATION as LESSORAircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • New York
NOTE: Galley Locations per Spec or LOPA drawing i.e., GI, G2 etc. Galley Location numbers above correspond to the numbers below.
AIRCRAFT LEASE AGREEMENT Dated as of March 9, 2007 BETWEEN CONCESIONARIA VUELA COMPANIA DE AVIACION, S.A. DE C.V. as LESSEE and INTERNATIONAL LEASE FINANCE CORPORATION as LESSORAircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • New York
Engine(s) operated at INCREASED or DECREASED Thrust Rating; Program limitations & required Mods. to operate at designated thrust rating
AIRCRAFT LEASE AGREEMENT Dated as of 30 November 2009 BETWEEN CIT AEROSPACE INTERNATIONAL as Lessor and CONCESIONARIA VUELA COMPAÑÍA de AVIACIÓN, S.A. de C.V. (D/B/A VOLARIS) as Lessee One (1) Airbus A319-100 Aircraft Scheduled Delivery Month — August...Aircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
Lessee wishes to lease from Lessor and Lessor wishes to lease to Lessee the Aircraft on the terms and subject to the conditions of this Lease.
ContractEngine Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [*****]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission.
AIRCRAFT LEASE AGREEMENT Dated as of 30 November 2009 BETWEEN CIT AEROSPACE INTERNATIONAL as Lessor and CONCESIONARIA VUELA COMPAÑÍA DE AVIACIÓN, S.A. DE C.V. (D/B/A VOLARIS) as Lessee One (1) Airbus A319-100 Aircraft Scheduled Delivery Month – August...Aircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • New York
Lessee wishes to lease from Lessor and Lessor wishes to lease to Lessee the Aircraft on the terms and subject to the conditions of this Lease.
AIRCRAFT LEASE AGREEMENT Dated as of March 9, 2007 BETWEEN CONCESIONARIA VUELA COMPANIA DE AVIACIÓN, S.A. DE C.V. as LESSEE and INTERNATIONAL LEASE FINANCE CORPORATION as LESSORAircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • New York
Engine(s) operated at INCREASED or DECREASED Thrust Rating; Program limitations & required Mods. to operate at designated thrust rating
A320 FAMILY PURCHASE AGREEMENT BETWEEN AIRBUS S.A.S. as Seller AND CONTROLADORA VUELA COMPAÑÍA DE AVIACIÓN, S.A. de C.V. as Buyer Forward – Page 1/4Letter Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
CONTROLADORA VUELA COMPAŇĺA DE AVIACIÓN, S.A.P.I. de C.V. (the “Buyer”) and the Seller S.A.S. (the “Seller”) have entered into a purchase agreement dated 28th October 2005 (the “Purchase Agreement”) as amended from time to time and into an amendment no.8 (the “Amendment No. 8”) dated as of even date herewith, which amendment covers the manufacture and the sale by the Seller and the purchase by the Buyer of the 2011 Incremental Aircraft as described in the Amendment No. 8. The Purchase Agreement as amended together with the Amendment No. 8 shall be referred to as the “Agreement”.
AIRCRAFT LEASE AGREEMENT Dated as of April 7, 2011 BETWEEN MASL IRELAND (22) LIMITED, as Lessor, and CONCESIONARIA VUELA COMPAÑÍA DE AVIACIÓN, S.A.P.I. DE C.V., as Lessee, Concerning: One Airbus A320-200 Aircraft, MSN 2204 and Two IAE V2527-A5...Aircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
WORLD FUEL SERVICES AVIATION GROUP OF COMPANIES FUEL SALES AGREEMENTFuel Sales Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • Florida
This Fuel Sales Agreement dated on January 1, 2012 (the “Agreement”) is between World Fuel Services, Inc., on behalf of itself and as agent for each of its subsidiaries and affiliates listed herein, each of which contracts severally hereunder (“SELLER”) and Concesionaria Vuela Compañía de Aviación, S.A.P.I. de C.V. (“BUYER”), together also called the “Parties”.
AIRCRAFT LEASE AGREEMENT [D] DATED AS OF APRIL 12, 2011 BETWEEN WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, not in its individual capacity, but solely as owner trustee as Lessor and CONCESIONARIA VUELA COMPAÑÍA DE AVIACIÓN, S.A.P.I. DE C.V. as...Aircraft Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
Lessor and Lessee hereby agree that the definitions and other commercial terms set forth in this Schedule D shall apply to the lease of the Aircraft under this Aircraft Lease Agreement.
ContractAircraft Engine Lease General Terms Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [*****]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission.
DATED APRIL 13, 2011 WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, NOT IN ITS INDIVIDUAL CAPACITY, BUT SOLELY AS OWNER TRUSTEE LESSOR AND CONCESIONARIA VUELA COMPAÑIA DE AVIACIÓN S.A.P.I. DE C.V. LESSEE AIRCRAFT OPERATING LEASE AGREEMENT (MSN...Aircraft Operating Lease Agreement • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled • New York
ContractLease • June 20th, 2013 • Controladora Vuela Compania De Aviacion, S.A.B. De C.V. • Air transportation, scheduled
Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [*****]. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission.
