Letter Agreement Amending Purchase Agreement No. 3219 Between The Boeing Company and American Airlines, Inc. Regarding COTS Software and End User License Agreements

Contract Categories: Business Finance › Purchase Agreements
Summary

This letter agreement amends the existing Purchase Agreement No. 3219 between The Boeing Company and American Airlines, Inc. for Model 787-923 aircraft. It addresses special matters related to commercial off-the-shelf (COTS) software and end user license agreements included with the aircraft. The agreement clarifies the rights and obligations of both parties regarding the use of COTS software. American Airlines cannot transfer or assign its rights under this letter agreement without Boeing's written consent. Other specific terms are confidential and not disclosed in this document.

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EX-10.138AG 54 ex10138ag.htm PURCHASE AGREEMENT NO. 3219 ex10138ag.htm

 
 
 
American Airlines, Inc.
 
6-1162-TRW-0668   Page 2
 

6-1162-TRW-0668


American Airlines, Inc.
P.O. Box 619616
Dallas-Fort Worth Airport, Texas ###-###-####


Subject:
Special Matters Relating to COTS Software and End User License Agreements

Reference:
Purchase Agreement No. 3219 (the Purchase Agreement) between The Boeing Company (Boeing) and American Airlines, Inc. (Customer) relating to Model 787-923 aircraft (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.

Recitals

A.  Certain third party, commercial off-the-shelf software products are available to perform various functions required in the Aircraft (COTS Software).

B.  [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]..

C.  [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT].

D.  Therefore, the parties desire to amend certain provisions of the Purchase Agreement to properly reflect the respective rights and obligations of the parties with respect to the COTS Software included in the Aircraft.

P.A. No. 3219
EULA_Special_Matters
BOEING PROPRIETARY
 
 
 
American Airlines, Inc.
 
6-1162-TRW-0668   Page 2
 


Agreement

1.           [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT].

2.           [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT].

3. Customer may not transfer, novate or assign its rights under this Letter Agreement or any rights, terms or obligations hereunder, whether by operation of law, contract or otherwise, except with the express written consent of Boeing, and such consent will not be unreasonably withheld.


Very truly yours,

THE BOEING COMPANY


By                                          

Its           Attorney-In-Fact           


ACCEPTED AND AGREED TO this

Date:                                , 2008

AMERICAN AIRLINES, INC.


By                                          

Its                                          



P.A. No. 3219
EULA_Special_Matters
BOEING PROPRIETARY