[The Remainder of this pageis intentionally left blank]

EX-10.2 3 d164093dex102.htm EX-10.2 EX-10.2

Exhibit 10.2

 

   The Boeing Company

P.O. Box 3707

Seattle, WA 98124-2207

 

 

AAL-PA-03735-LA-1600073

American Airlines, Inc.

P.O. Box 619616

Dallas-Fort Worth Airport, Texas ###-###-####

 

Subject:

   [*CTR]

Reference:

   Purchase Agreement No. 03735 (Purchase Agreement) between The Boeing Company (Boeing) and American Airlines, Inc. (Customer) relating to Model 737 MAX aircraft (Aircraft)

This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.

 

1. [*CTR].

1.1 At the time of delivery of each Boeing Model 737-8 MAX aircraft specified in Table 1R1 (Aircraft) and for any of the [*CTR] in which Customer exercises it [*CTR] pursuant to Letter Agreement No. AAL-PA-03735-LA-110651 entitled “[*CTR]”, if Customer [*CTR] identified in the table below, Boeing will [*CTR] in the [*CTR].

[The Remainder of this page is intentionally left blank]

 

AAL-PA-03735-LA-1600073

[*CTR]

   LA Page 1 of 4

BOEING PROPRIETARY

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]


[*CTR]

 

    

Catalog

Option Number

   Description     

1

   [*CTR]    [*CTR]   

2

   [*CTR]    [*CTR]   

3

   [*CTR]    [*CTR]   

4

   [*CTR]    [*CTR]   

5

   [*CTR]    [*CTR]   

6

   [*CTR]    [*CTR]   

7

   [*CTR]    [*CTR]   

8

   [*CTR]    [*CTR]   

9

   [*CTR]    [*CTR]   

10

   [*CTR]    [*CTR]   

11

   [*CTR]    [*CTR]   

12

   [*CTR]    [*CTR]   

1.2 In order to receive the [*CTR] in the [*CTR] set forth in paragraph 1., above, Customer cannot [*CTR]. The [*CTR] if (i) Customer does not [*CTR], or (ii) Customer [*CTR], due to Customer [*CTR]. Boeing shall make such [*CTR] consistent with the Boeing [*CTR] used to determine the [*CTR]. For avoidance of doubt, if (for any reason) one or more of the [*CTR] are no longer [*CTR] by Boeing, Customer will continue to [*CTR] in accordance with the terms and conditions of this Letter Agreement so long as Customer [*CTR].

 

AAL-PA-03735-LA-1600073

[*CTR]

   LA Page 2 of 4

BOEING PROPRIETARY

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]


 

2. Confidentiality.

Customer understands and agrees that the information contained herein represents confidential business information and has value precisely because it is not available generally or to other parties. This Letter Agreement shall be subject to the terms and conditions of Letter Agreement No. AAL-PA-03735-LA-1106670 entitled “Confidentiality”.

 

3. Assignment.

Notwithstanding any other provisions of the Purchase Agreement, the rights and obligations described in this Letter Agreement are provided 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 Boeing, except to the extent permissible under the terms of the AGTA.

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.

[The Remainder of this page is intentionally left blank]

 

AAL-PA-03735-LA-1600073

[*CTR]

   LA Page 3 of 4

BOEING PROPRIETARY

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]


Very truly yours,

 

THE BOEING COMPANY
By:   /s/ The Boeing Company
Its:   Attorney-In-Fact

ACCEPTED AND AGREED TO this

 

Date:   January 14, 2016
AMERICAN AIRLINES, INC.
By:   /s/ American Airlines, Inc.
Its:   Vice President, Fleet Planning

 

AAL-PA-03735-LA-1600073

[*CTR]

   LA Page 4 of 4

BOEING PROPRIETARY

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]