Amendment No. 16 to Purchase Agreement dated April 11, 2016, between Embraer S.A. and Horizon Air Industries, Inc

This Amendment No.16 [COM0280-21] (the "Amendment No.16") dated as of September 30, 2021 is between EMBRAER S.A., a corporation existing under the laws of Brazil, which address and principal place of business is at Avenida Brigadeiro Faria Lima, 2170, prédio F-100, Putim, in the city of São José dos Campos, State of São Paulo, Brazil (“Embraer”); YABORÃ INDÚSTRIA AERONÁUTICA S.A., a corporation existing under the laws of Brazil, with office at Avenida Brigadeiro Faria Lima, 2170, in the City of São José dos Campos, State of São Paulo, Brazil ("Embraer Commercial") and HORIZON AIR INDUSTRIES, INC. ("Buyer"), collectively referred to herein as the “Parties”, and constitutes an amendment and modification to Purchase Agreement COM0041-16 dated April 11th, 2016 as amended and assigned from time to time (the "Purchase Agreement").

Embraer and Embraer Commercial are referred collectively as “Seller”.

All capitalized terms not otherwise defined herein shall have the same meaning when used herein as provided in the Purchase Agreement and in case of any conflict between this Amendment No. 16 and the Purchase Agreement, this Amendment No. 16 shall control.

WHEREAS, the Parties have agreed to change the Option Aircraft Contractual Delivery Date in accordance with the delivery schedule contained in the Attachment “E” to this Amendment No. 16.

WHEREAS, as a consequence of the change on the Option Aircraft Contractual Delivery Date, Option Aircraft Group [***] has subsequently become Group [***] and the exercise date changed from [***] to [***].

NOW, THEREFORE, for good and valuable consideration, which is hereby acknowledged by the Parties, Seller and Buyer agree as follows:

As a result of the changes above, Article 21.4 of the Purchase Agreement must be deleted and replaced as follows:

As a result of the changes referred to in this Amendment No. 16, Attachment E to the Purchase Agreement is hereby deleted and replaced in its entirety by Attachment E

to this Amendment No. 16, which shall be deemed to be Attachment E for all purposes under the Purchase Agreement.

All other provisions and conditions of the referenced Purchase Agreement, as well as its related Attachments and Letter Agreement, which are not specifically modified by this Amendment No. 16 shall remain in full force and effect without any change.

This Amendment No. 16 may be signed by the Parties hereto in any number of separate counterparts with the same effect as if the signatures thereto and hereto were upon the same instrument and all of which when taken together shall constitute one and the same instrument.

This Amendment No. 16 may be signed by facsimile with originals duly signed to follow by an internationally recognized courier.

IN WITNESS WHEREOF, Seller and Buyer, by their duly authorized officers, have entered into and executed this Amendment No. 16 to be effective as of the date first written above.

EMBRAER S.A.    HORIZON AIR INDUSTRIES, INC.

    

By: _______________________        By: ________________________

Name:                        Name:

Title:                        Title:

By:________________________         

Name:                            

Title:                        

Place: ______________________     Place: _____________________

                            

AERONÁUTICA S.A.    

By: _______________________        

Name:                        

Title:                        

    

By: _______________________        

Name:                

        

Title:        

Place: ______________________