Common use of Confidential Treatment Clause in Contracts

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

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Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Boeing acknowledges that Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporationcompany, FedEx Corporation, and to its Customer’s and FedEx Corporation’s professional advisors under a duty of confidentiality with respect thereto, and as required by law. ACCEPTED AND AGREED TO this Date: February 28, 2020 FEDERAL EXPRESS CORPORATION THE BOEING COMPANY By: /s/ Xxxxx X. Xxxxxxxx By: /s/ Xxxxx Xxxx Name: Xxxxx X. Xxxxxxxx Name: Xxxxx Xxxx Title: Vice President Title: Attorney-In-Fact BOEING PROPRIETARY * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) is not material and (ii) the type that would likely cause competitive harm to FedEx treats if publicly disclosed. The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-3157-LA-2000906 FedEx contract # Federal Express Corporation 0000 Xxxxxxxx Xxxx Xxxxxxx, XX 00000 Subject: [*] as private or confidentialrelated to SA-32 and SA-14 References: (a) Purchase Agreement No. 3157 between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 777-FREIGHTER aircraft (777 Purchase Agreement) (b) Purchase Agreement No. 3712 between Boeing and Customer relating to Model 767-3S2F aircraft (767 Purchase Agreement) (c) Letter Agreement FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yoursLA-1106159R1, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY Special Matters Concerning [*] 2 FLIGHT PERFORMANCE], associated with the 767 Purchase Agreement

Appears in 1 contract

Samples: 777 Purchase Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. BOEING PROPRIETARY * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 14, 2015 FEDERAL EXPRESS CORPORATION 2011 Federal Express Corporation By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 LA-1106207 Federal Express Corporation 3600 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Special Matters for Firm Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 PA-3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy The credit memorandum provided for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and be applicable to the information contained herein as confidential. Customer agrees to limit the disclosure Aircraft identified in Table 1-A of the contents of this Letter Purchase Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCEonly.

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporationcompany, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. AGREED AND ACCEPTED this June 18, 2018 Date THE BOEING COMPANY FEDERAL EXPRESS CORPORATION /s/ Xxxxx Xxxxxxxxx /s/ Xxxxxxx X. Xxxx Signature Signature Xxxxx Xxxxxxxxx Xxxxxxx X. Xxxx Printed name Printed name Attorney-in-Fact Vice President Aircraft Acquisitions & Planning and Performance Title Title * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 SU-1106178R3 [*] Page 2 BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 0000000000 2207 XXX-0000 FEDXXXX-PA-03712-LA-1106584R4 Federal XX-0000000 Xxxxxxx Express Corporation 3600 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 Boeing Global Services (Purchase AgreementBGS) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY Special Matters [*] 2 FLIGHT PERFORMANCEIn consideration of Boeing’s long term relationship with Customer, and Customer’s continued purchase of BGS goods and services to support operation of the Boeing model 767 aircraft, Boeing will provide to Customer the following business consideration.

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement business consideration as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement business consideration and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement business consideration to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoingforegoing, Customer may disclose this Letter Agreement business consideration and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. AGREED AND ACCEPTED this 28 October 2013 Date THE BOEING COMPANY FEDERAL EXPRESS CORPORATION /s/ Xxxxxx X. Xxxx /s/ Xxxx X. Xxxxx Signature Signature Xxxxxx X. Xxxx Xxxx X. Xxxxx Printed Name Printed Name Attorney-In-Fact VP Title Title * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S1934, as amended. 6-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED1162-PA-03712-LA-0000000X0 SA-6 SCR-186 October 1, 2013 BOEING PROPRIETARY If the foregoing correctly sets forth your understanding of our agreement with respect to the matters treated above6-1162-SCR-193 November 29, please indicate your acceptance and approval below. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 2013 Federal Express Corporation 3600 Xxxxx Xxxxx 0000 Xxxxxxxx Xxxx Xxxxxxx, XX 00000 Attention: Xx. Xxxxx Xxxxxxxx Managing Director – Aircraft Acquisitions & Sales Mr. Xxxxxxx Xxxxxx Senior Attorney Subject: Aircraft Performance Guarantees Reference[*] Matters References: Purchase Agreement No. 3712 (Purchase Agreement) 3157 between The Boeing Company (Boeing) and Federal Express Corporation (Customer) dated November 7, 2006 (Purchase Agreement) relating to Model 767-3S2F firm the purchase of 777F aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement). In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms Any capitalized term used but not defined in this Letter Agreement herein shall have the same meaning as ascribed to it in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that and Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S1934, as amended. 6-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED1162-PA-03712-LA-0000000X0 SA-6 LKJ-0737 Page 2 Special Matters – SA-26 Accelerated Block C Aircraft SA-26 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21February 10, 2015 2017 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation SVP Aircraft Acquisitions & Planning and Performance 6-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED1162-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: LKJ-0737 Page 3 Special Matters – SA-26 Accelerated Block C Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B SA-26 BOEING PROPRIETARY Attachment to Letter Agreement No. FED6-PA-037121162-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY LKJ-0737 [*] 2 FLIGHT PERFORMANCE]

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that and Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY If the foregoing correctly sets forth your understanding of our agreement with respect to the matters treated described above, please indicate your acceptance and approval below. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21May 4, 2015 2016 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY Omitted Attachments Certain attachments to this exhibit regarding delivery and pricing of certain B777F aircraft manufactured by The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall for FedEx have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded omitted pursuant to Item 601(b)(10)(iv601(a)(5) of Regulation S-K because it the information contained therein is both (i) not material and (ii) is not otherwise publicly disclosed. FedEx will furnish supplementally copies of these attachments to the type that FedEx treats as private Securities and Exchange Commission or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCEits staff upon request.

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporationcompany, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 LA-1106824 Customer Support Matters December 12, 2011 Page 1 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 14, 2015 FEDERAL EXPRESS CORPORATION 2011 Federal Express Corporation By /s/ Xxxxxxx /S/ XXXXXXX X. Xxxx XXXX Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. Attachment A FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 XxxxxxxLA-1106824 Customer Support Matters December 12, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees 2011 Page 2 BOEING PROPRIETARY MODEL 767AIRCRAFT GENERAL TERMS AGREEMENT AGTA-300 FREIGHTER PERFORMANCE GUARANTEES FOR FED between THE BOEING COMPANY and FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12AGTA-0336 AERO-B-BBA4-M11-1089B FED BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCETABLE OF CONTENTS PAGE ARTICLES NUMBER

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporationcompany, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED6-PA-037121162-LA-0000000X0 SA-6 SCR-137 December 12, 2011 777F Miscellaneous Matters Page 1 BOEING PROPRIETARY If the foregoing correctly sets forth your understanding of our agreement with respect to the matters treated aboveAGREED AND ACCEPTED this December 14, please indicate your acceptance and approval below. Very truly yours, 2011 Date THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ XXXXXX X. XXXX /s/ XXXXXXX X. XXXX Signature Signature Xxxxxx X. Xxxx Xxxxxxx X. Xxxx Its Printed name Printed name Attorney-in-Fact Vice President * Blank spaces contained confidential information that has Title Title Omitted Attachments Certain attachments to this exhibit regarding delivery and pricing of certain B777F aircraft manufactured by The Boeing Company for FedEx have been excluded omitted pursuant to Item 601(b)(10)(iv601(a)(5) of Regulation S-K because it the information contained therein is both (i) not material and (ii) the type that is not otherwise publicly disclosed. FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery will furnish supplementally copies of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee these attachments to the terms in Letter Agreements NoSecurities and Exchange Commission or its staff upon request. FED6-PA-03712- LA-1106153 entitled “Liquidated Damages – Non1162-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoingSCR-137 December 12, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE2011

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. 6-1169-LKJ-0773 SA-11 BOEING PROPRIETARY * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21June 18, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition Acquisitions & Planning and Performance 6-1169-LKJ-0773 SA-11 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712SU-1106178R3 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Federal Express Corporation [*] References: 1) Purchase Agreement No. PA-03712 (767 Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 3S2F aircraft (Aircraft) 2) FED-MO-1105406 R1 Proposal for 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12Boeing Converted Freighter (BCF) Program (Proposal for 00 000-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE000 BCF aircraft)

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands and agrees that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidentialrepresents confidential business information and has value precisely because it is not available generally or to other parties. Customer agrees to limit the disclosure of the its contents of this Letter Agreement to employees of Customer Customer, directors and officers of Atlas Air Worldwide Holdings, Inc. and Titan Aviation Holdings, Inc. and their wholly owned subsidiaries and its auditors and outside counsel, with a need to know the contents for purposes of helping Customer perform its obligations under the Purchase Agreement and who understand that they are not to disclose its content contents to any other person or entity without the prior written consent of Boeing. Notwithstanding In the forgoing, event that Customer may disclose in good faith concludes (based upon an opinion of counsel) that disclosure of information contained in this Letter Agreement may be required by applicable law or governmental regulations, Customer shall advise Boeing in writing prior to such disclosure, if possible, or, if not possible, then promptly upon receiving such order or upon identifying such need to comply, in order to enable Boeing to take whatever steps it deems necessary to protect its interests in this regard, and Customer will, in any event, disclose only that portion of the terms information which it is legally required to disclose and conditions herein Customer will use its reasonable endeavors to its parent company, FedEx Corporation, protect the confidentiality of such information to the Board widest extent possible in the circumstances. (The remainder of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. the page is intentionally blank) AH5-PA-5094-LA-2003950 [ * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 ] LA Page 4 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx [ * ] Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21January 7, 2015 FEDERAL EXPRESS CORPORATION 2021 ATLAS AIR WORLDWIDE HOLDINGS, INC. By /s/ Xxxxxxx X. Xxxx Xxxxxxxx Its Vice President & Chief Executive Officer AH5-PA-5094-LA-2003950 [ * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 ] LA Page 5 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Appendix I SAMPLE Insurance Certificate BROKER'S LETTERHEAD Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE+ Certificate of Insurance

Appears in 1 contract

Samples: Letter Agreement (Atlas Air Worldwide Holdings Inc)

Confidential Treatment. Customer understands that and Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED6-PA-037121162-LA-0000000X0 SA-6 LKJ-0766 Page 2 Special Considerations – SA-29 SA-29 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21February 2, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has VP Aircraft Acquisitions & Planning and Performance Omitted Attachments Certain attachments to this exhibit regarding delivery and pricing of certain B777F aircraft manufactured by The Boeing Company for FedEx have been excluded omitted pursuant to Item 601(b)(10)(iv601(a)(5) of Regulation S-K because it the information contained therein is both (i) not material and (ii) the type that is not otherwise publicly disclosed. FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery will furnish supplementally copies of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee these attachments to the terms in Letter Agreements NoSecurities and Exchange Commission or its staff upon request. FED-PA-03712- LA-1106153 entitled “Liquidated Damages Special Considerations Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCESA-29 SA-29

Appears in 1 contract

Samples: Fedex Corp

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement /and attachment(s) hereto is considered by Boeing as confidential. Each of Customer and Boeing agree agrees that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know confidential and who understand that they are not to disclose its content to any other person or entity will not, without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions or any information contained herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by lawany other person or entity. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY If the foregoing correctly sets forth your understanding of our agreement with respect to the matters treated described above, please indicate your acceptance and approval below. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XxXxxxxx Xxxxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21June 1, 2015 2022 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx Xxxxx X. Xxxx Xxxxxxxx Its Vice President * Blank spaces contained confidential information that has Omitted Attachments Certain attachments to this exhibit regarding delivery and pricing of certain B777F aircraft manufactured by The Boeing Company for FedEx have been excluded omitted pursuant to Item 601(b)(10)(iv601(a)(5) of Regulation S-K because it the information contained therein is both (i) not material and (ii) the type that is not otherwise publicly disclosed. FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery will furnish supplementally copies of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee these attachments to the terms in Letter Agreements NoSecurities and Exchange Commission or its staff upon request. FED6-PA-03712- LA-1106153 entitled “Liquidated Damages – Non1162-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES RRO-1067R4 P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE3157 (SA-36)

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21June 29, 2015 2012 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President Aircraft Acquisition Attachments FED-PA-03712-LA-1106584R4 SA-6 LA-1106156R1 June 29, 2012 Option Aircraft Performance Guarantees Page 2 3 BOEING PROPRIETARY MODEL 767The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. 0000 FED-PA-03712-LA-1106584R4 CF6LA-1106154R1 Federal Express Corporation 0000 Xxxxx Xxxxx Xxxxxxx XX 00000 Subject: Firm Aircraft Delivery Matters References: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE3S2F aircraft (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes Letter Agreement FED-PA-03712-LA-1106154 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. The information provided in this Letter Agreement will be applicable to the firm Aircraft identified in Tables of the Purchase Agreement only (Firm Aircraft).

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. FED-PA-03712-LA-1106154R2 SA-6 BOEING PROPRIETARY * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 LA-1106154R2 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 LA-1106154R2 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. 0000 FED-PA-03712-LA-1106584R4 CF6LA-1106156R2 Federal Express Corporation 0000 Xxxxx Xxxxx Xxxxxxx, XX 00000 Subject: Option Aircraft Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE3S2F aircraft (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106156R1 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 LA-1106158R4 SA-11 Right to Purchase Additional Aircraft Page 3 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21June 18, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 LA-1106158R4 SA-11 Right to Purchase Additional Aircraft Performance Guarantees Page 2 4 BOEING PROPRIETARY MODEL 767The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. 0000 FED-PA-03712-LA-1106584R4 CF6LA-1106614 R3 Federal Express Corporation 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Special Matters for Purchase Right Aircraft Reference: Purchase Agreement No. PA-3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE3S2F aircraft (Aircraft) This letter agreement (Letter Agreement) cancels and supersedes Letter Agreement FED-PA-03712-LA-1106614R2 and 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. The credit memoranda provided for in this Letter Agreement will be applicable to exercised Purchase Right Aircraft only (Exercised Purchase Right Aircraft), as described in letter agreement FED-PA-03712-LA-1106158R4, Right to Purchase Additional Aircraft.

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that and Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED6-PA-037121162-LA-0000000X0 SA-6 LKJ-0737 Page 2 Special Matters – SA-26 Accelerated Block C Aircraft SA-26 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21February 10, 2015 2017 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has VP Aircraft Acquisitions & Planning and Performance Omitted Attachments Certain attachments to this exhibit regarding delivery and pricing of certain B777F aircraft manufactured by The Boeing Company for FedEx have been excluded omitted pursuant to Item 601(b)(10)(iv601(a)(5) of Regulation S-K because it the information contained therein is both (i) not material and (ii) the type that is not otherwise publicly disclosed. FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery will furnish supplementally copies of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee these attachments to the terms in Letter Agreements NoSecurities and Exchange Commission or its staff upon request. FED-PA-03712- LA-1106153 entitled “Liquidated Damages Special Matters Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President SA-26 Accelerated Block C Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCESA-26

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands and agrees that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidentialrepresents confidential business information of Boeing and has value precisely because it is not available generally or to other parties. Customer agrees to limit the disclosure of the its contents of this Letter Agreement to (a) its directors and officers, (b) employees of Customer with a need to know the contents for performing its obligations (including, without limitation, those employees performing accounting, finance, administration and other functions necessary to finance and purchase, deliver or lease the Aircraft) and who understand that they are not to disclose its content contents to any other person or entity (other than those to whom disclosure is permitted by this paragraph 8) without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material Boeing and (iic) any auditors, financial advisors, attorneys and independent contractors of Customer who have a need to know such information and have signed a confidentiality agreement in the type that FedEx treats as private or confidentialsame form and substance similar to this paragraph 8. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY If the foregoing correctly sets forth your understanding of our agreement Customer shall be fully responsible to Boeing for compliance with respect to the matters treated above, please indicate your acceptance and approval belowsuch obligations. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Xxx Xxxxxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21September 13, 2015 FEDERAL EXPRESS 2013 AIR LEASE CORPORATION By /s/ Xxxxxxx X. Xxxxx Xxxx Its Executive Vice President * Blank spaces contained confidential information that has been excluded Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) of Regulation Sa request for confidential treatment. HAZ-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FEDPA-03659-PA-03712-LA-0000000X0 SA-6 LA-1104725R1 SA-2 [*] LA Page 4 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment ATTACHMENT A to Letter Agreement No. FEDLSQ-PA-03712PA-03659-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY LA-1104725R1 [*] 2 FLIGHT PERFORMANCE* Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment. HAZ-PA-03659-LA-1104725R1 SA-2 BOEING PROPRIETARY Enclosure 22 ATTACHMENT B to Letter Agreement LSQ-PA-03659-LA-1104725R1 [*] * Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment. HAZ-PA-03659-LA-1104725R1 SA-2 [*] Attachment B Page 1 BOEING PROPRIETARY [*] * Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment. HAZ-PA-03659-LA-1104725R1 SA-2 BOEING PROPRIETARY [*] * Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment. HAZ-PA-03659-LA-1104725R1 SA-2 BOEING PROPRIETARY

Appears in 1 contract

Samples: Letter Agreement (Air Lease Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement business consideration as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement business consideration and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement business consideration to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoingforegoing, Customer may disclose this Letter Agreement business consideration and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. SA-30 Very truly yours, THE BOEING COMPANY FEDERAL EXPRESS CORPORATION By /s/ L. Xxxxxxx Xxxxxx By /s/ Xxxxxxx Xxxxxx X. Xxxx Its Attorney-In-Fact Its Vice President Aircraft Acquisitions & Planning and Performance ACCEPTED AND AGREED TO this Date: July 21June 18, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 2018 SA-30 The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712PA-3157-LA-1106584R4 LA-1802894 FedEx contract # Federal Express Corporation 3600 Xxxxx Xxxxx 0000 Xxxxxxxx Xxxx Xxxxxxx, XX 00000 Subject: Special Matters for Block E Aircraft Performance Guarantees ReferenceReferences: Purchase Agreement No. 3712 3157 (the Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767777-3S2F firm FREIGHTER aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (the Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the The terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement apply to employees of Customer with a need to know Block E1 Aircraft in Table 1-E1 and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoingBlock E2 Aircraft in Table 1-E2 (collectively, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCEBlock E Aircraft).

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 14, 2015 2011 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. BOEING PROPRIETARY Attachment A to Letter Agreement No FED-PA-03712-LA-0000000X0 SA-6 LA-06574 [ * ] * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 LA-1106584 Federal Express Corporation 3600 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing A (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- PA-03712-LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 LA-1106574 entitled “Agreement for Deviation from the [*[ * ].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoingforgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect theretohereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-1106584R4 SA-6 LA-1106584 Aircraft Performance Guarantees December 12, 2011 LA Page 1 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 14, 2015 2011 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 LA-1106584 Aircraft Performance Guarantees December 12, 2011 LA Page 2 BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584 CF6-80C2B6F Engines Page 2 MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION S-544 SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment [ * ] * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCERule 24b-2 under the Securities Exchange Act of 1934, as amended.

Appears in 1 contract

Samples: Aircraft General Terms Agreement (Fedex Corp)

Confidential Treatment. Customer understands and agrees that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidentialrepresents confidential business information of Boeing and has value precisely because it is not available generally or to other parties. Customer agrees to limit the disclosure of the its contents of this Letter Agreement to (a) its directors and officers, (b) employees of Customer with a need to know the contents for performing its obligations (including, without limitation, those employees performing accounting, finance, administration and other functions necessary to finance and purchase, deliver or lease the Aircraft) and who understand that they are not to disclose its content contents to any other person or entity (other than those to whom disclosure is permitted by this paragraph, without the prior written consent of BoeingBoeing and (c) any auditors, financial advisors, attorneys and independent contractors of Customer who have a need to know such information and have signed a confidentiality agreement in the same form and substance similar to this paragraph. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein shall be fully responsible to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality Boeing for compliance with respect hereto, and as required by lawsuch obligations. * Blank spaces contained confidential information that has been excluded Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) of Regulation Sa request for confidential treatment. HAZ-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FEDPA-03659-PA-03712-LA-0000000X0 SA-6 LA-1104721R1 SA-2 [*] LA Page 1 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Xxx Xxxxxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21September 13, 2015 FEDERAL EXPRESS 2013 AIR LEASE CORPORATION By /s/ Xxxxxxx X. Xxxxx Xxxx Its Executive Vice President * Blank spaces contained confidential information that has been excluded Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) of Regulation Sa request for confidential treatment. HAZ-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FEDPA-03659-PA-03712-LA-0000000X0 SA-6 LA-1104721R1 SA-2 BOEING PROPRIETARY Enclosure 21 The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FEDHAZ-PA-03712PA-03659-LA-1106584R4 Federal Express LA-1104722R1 Air Lease Corporation 3600 2000 Xxxxxx xx xxx Xxxxx, Xxxxx Xxxxx Xxxx 0000X Xxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Assignment of Customer’s Interest to a Subsidiary or Affiliate Reference: Purchase Agreement No. 3712 PA-03659 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Air Lease Corporation (Customer) relating to Model 767787-3S2F firm 9 and 787-10 aircraft listed on Table 1-A(collectively, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (the Aircraft) This letter agreement (Letter Agreement) cancels and supersedes Letter Agreement LSQ-PA-03659-LA-1104722 and amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery The terms of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each will prevail in the event of Customer and Boeing agree that it will treat any conflict between this Letter Agreement and any provision in the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCEPurchase Agreement.

Appears in 1 contract

Samples: Letter Agreement (Air Lease Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. Attachment A to Letter Agreement No FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY LA-0000000X0 [*] 2 FLIGHT PERFORMANCE]

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 LA-1106154R2 SA-6 Firm Aircraft and Option Aircraft Delivery Matters Page 1 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 LA-1106154R2 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 LA-1106154R2 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. 0000 FED-PA-03712-LA-1106584R4 CF6LA-1106156 R2 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxxxxx, XX 00000 Subject: Option Aircraft Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE3S2F aircraft (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106156R1 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporationcompany, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 14, 2015 FEDERAL EXPRESS CORPORATION 2011 Federal Express Corporation By /s/ Xxxxxxx /S/ XXXXXXX X. Xxxx XXXX Its Vice President Attachment A BOEING PROPRIETARY Attachment A [ * ] * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. Attachment A to FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000LA-1106824 Page 1 of 1 AIRCRAFT GENERAL TERMS AGREEMENT AGTA-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) FED between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 and FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FEDAGTA-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 FED BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION TABLE OF CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCEPAGE ARTICLES NUMBER

Appears in 1 contract

Samples: Aircraft General Terms Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: September 29, 2014 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition Attachments A, B and C FED-PA-03712-LA-1208292R1 September 23, 2014 BOEING PROPRIETARY The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 Federal Express Corporation 0000 Xxxxxxxx Xxxx Xxxxxxx, XX 00000 Subject: [*] References: (a) Customer Services General Terms Agreement No. S2-2 (CSGTA) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) (b) Supplemental Agreement No. 5 to Purchase Agreement No. PA-3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F aircraft (Aircraft) [*] Customer understands that Boeing considers certain commercial and financial information contained in this offer as confidential. Customer agrees that it will treat this offer and the information contained herein as confidential and will not, without the prior written consent of Boeing, disclose this offer or any information contained herein to any other person or entity without the written consent of Boeing. Please sign and return this offer on or before September 30, 2014, the date on which this offer will otherwise expire. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 LA-1403577 September 23, 2014 BOEING PROPRIETARY Very truly yoursAGREED AND ACCEPTED this September 29, 2014 Date THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ L. Xxxxxxx Xxxxxx /s/ Xxxxxxx X. Xxxx Its Signature Signature /s/ L. Xxxxxxx Xxxxxx /s/ Xxxxxxx X. Xxxx Printed name Printed name Attorney-in-Fact Vice President Aircraft Acquisition FEDTitle Title * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-PA-03712K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. Omitted Attachments Certain attachments to this exhibit regarding delivery and pricing of certain B767F aircraft manufactured by The Boeing Company for FedEx have been omitted pursuant to Item 601(a)(5) of Regulation S-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. NoK because the information contained therein is not material and is not otherwise publicly disclosed. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment FedEx will furnish supplementally copies of these attachments to Letter Agreement Nothe Securities and Exchange Commission or its staff upon request. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCELA-1403577 September 23, 2014

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporationcompany, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 14, 2015 FEDERAL EXPRESS CORPORATION 2011 Federal Express Corporation By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 LA-1106160 Federal Express Corporation 3600 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, Xxxxxxx XX 00000 Subject: Aircraft Performance Guarantees Spare Parts Initial Provisioning Reference: a) Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE);

Appears in 1 contract

Samples: Aircraft General Terms Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. FED-PA-03712-LA-1106158R2 SA-6 BOEING PROPRIETARY * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 LA-1106158R2 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. 0000 FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY LA-1106177R1 Federal Express Corporation 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: [*] 2 FLIGHT PERFORMANCEReference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2 Freighter 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. Boeing and Customer wish to enter into an agreement pursuant to which each party will [*] as more specifically provided below.

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21June 29, 2015 2012 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President Aircraft Acquisition BOEING PROPRIETARY The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 SA-6 LA-1106156R1 Federal Express Corporation 0000 Xxxxx Xxxxx Xxxxxxx XX 00000 Subject: Option Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. Reference: Purchase Agreement No. 3712 SS12(Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to 3S2F aircraft (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement No. cancels and supersedes FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCELA-1106156 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY If the foregoing correctly sets forth your understanding of our agreement with respect to the matters treated described above, please indicate your acceptance and approval below. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED6-PA-037121162-LA-1106584R4 SA-6 RRO-1066R1 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 11, 2015 2012 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President Aircraft Acquisition FEDOmitted Attachments Certain attachments to this exhibit regarding delivery and pricing of certain B777F aircraft manufactured by The Boeing Company for FedEx have been omitted pursuant to Item 601(a)(5) of Regulation S-PA-03712K because the information contained therein is not material and is not otherwise publicly disclosed. FedEx will furnish supplementally copies of these attachments to the Securities and Exchange Commission or its staff upon request. 6-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 7671162-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCERRO-1066R1

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 14, 2015 FEDERAL EXPRESS CORPORATION 2011 Federal Express Corporation By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President Attachments A, B and C * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. BOEING PROPRIETARY Attachment A to Letter Agreement FED-PA-03712-LA-0000000X0 SA-6 LA-1106151 [ * ] * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. XXX-XX-00000-XX-0000000 Xxxxxxxxxx A December 12, 2011 BOEING PROPRIETARY Attachment B to Letter Agreement FED-PA-03712-LA-1106151 [ * ] * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. BOEING PROPRIETARY Attachment C to Letter Agreement FED-PA-03712-LA-1106151 [ * ] * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. XXX-XX-00000-XX-0000000 Xxxxxxxxxx C December 12, 2011 BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 LA-1106152 Federal Express Corporation 3600 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Special Matters Concerning [ * ] – Firm Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE

Appears in 1 contract

Samples: Aircraft General Terms Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED6-PA-037121162-LA-1106584R4 SA-6 LKJ-0728 SA-8 Special Matters – SA-8 Early Exercise Aircraft Page 2 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21June 10, 2015 2016 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FEDOmitted Attachments Certain attachments to this exhibit regarding delivery and pricing of certain B767F aircraft manufactured by The Boeing Company for FedEx have been omitted pursuant to Item 601(a)(5) of Regulation S-PA-03712K because the information contained therein is not material and is not otherwise publicly disclosed. FedEx will furnish supplementally copies of these attachments to the Securities and Exchange Commission or its staff upon request. 6-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 7671162-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCELKJ-0728 SA-8

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. BOEING PROPRIETARY * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) is not material and (ii) the type that would likely cause competitive harm to FedEx treats as private or confidentialif publicly disclosed. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Xxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21June 25, 2015 2020 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx Xxxxx X. Xxxx Xxxxxxxx Its Vice President Aircraft Acquisition FEDOmitted Attachments Certain attachments to this exhibit regarding delivery and pricing of certain B767F aircraft manufactured by The Boeing Company for FedEx have been omitted pursuant to Item 601(a)(5) of Regulation S-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 K because the information contained therein is not material and is not otherwise publicly disclosed. FedEx will furnish supplementally copies of these attachments to the Securities and Exchange Commission or its staff upon request. BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCEPROPRIETARY

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Boeing acknowledges that Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporationcompany, FedEx Corporation, and to its Customer’s and FedEx Corporation’s professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED6-PA-037121169-LA-1106584R4 SA-6 LKJ-0777 SA-30 Special Matters for SA-30 Option Aircraft Page 2 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21Date June 18, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FEDAcquisitions & Planning and Performance 6-PA-037121169-LA-1106584R4 SA-6 LKJ-0777 SA-30 Special Matters for SA-30 Option Aircraft Performance Guarantees Page 2 3 BOEING PROPRIETARY MODEL 767The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE0000

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that and Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED6-PA-037121162-LA-0000000X0 SA-6 LKJ-0737R1 Page 2 Special Matters – SA-26 Accelerated Block C Aircraft SA-29 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21February 2, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material VP Aircraft Acquisitions & Planning and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 Performance Special Matters – SA-26 Accelerated Block C Aircraft SA-29 BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FEDFedEx contract # 00-PA-037120000-LA-1106584R4 000 6-1162-LKJ-0766 Federal Express Corporation 3600 Xxxxx Xxxxx 0000 Xxxxxxxx Xxxx Xxxxxxx, XX 00000 Subject: Special Matters – SA-29 Accelerated Aircraft Performance Guarantees Reference: (a) Purchase Agreement No. 3712 3157 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767777-3S2F firm FREIGHTER aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE)

Appears in 1 contract

Samples: Fedex Corp

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 LA-1208292R2 SA-6 Special Matters Concerning Escalation – Xxxxx X, Xxxxx X, Xxxxx X, Xxxxx F and Block G Aircraft Page 3 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition Attachments A, B and C FED-PA-03712-LA-1106584R4 LA-1208292R2 SA-6 Special Matters Concerning Escalation – Xxxxx X, Xxxxx X, Xxxxx X, Xxxxx F and Block G Aircraft Performance Guarantees Page 2 4 BOEING PROPRIETARY MODEL 767The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. 0000 FED-PA-03712-LA-1106584R4 CF6LA-1208296R1 Federal Express Corporation 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Special Matters for Block D Option Aircraft Reference: Purchase Agreement No. PA-3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY 3S2F aircraft (Aircraft) This letter agreement (Letter Agreement) cancels and supersedes Letter Agreement FED-PA-03712-LA-1208296 and 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. The credit memorandum provided for in this Letter Agreement will be applicable to exercised Block D Option Aircraft only, which (i) are priced in [*] 2 FLIGHT PERFORMANCEdollars and (ii) once exercised by the Customer will be added to Table 1-B1 of the Purchase Agreement (Exercised Block D Option Aircraft).

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition Attachments A, B and C FED-PA-03712-LA-1106584R4 LA-0000000X0 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No* Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment A to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY LA-0000000X0 [*] 2 FLIGHT PERFORMANCEFED-PA-03712-LA-0000000X0 SA-6 Attachment A BOEING PROPRIETARY * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. Attachment B to Letter Agreement FED-PA-03712-LA-0000000X0 [*] FED-PA-03712-LA-0000000X0 SA-6 Attachment B BOEING PROPRIETARY * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. Attachment C to Letter Agreement FED-PA-03712-LA-0000000X0 ESCALATION EXAMPLE [*] FED-PA-03712-LA-0000000X0 SA-6 Attachment C BOEING PROPRIETARY * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106154R2 Federal Express Corporation 0000 Xxxxx Xxxxx Xxxxxxx XX 00000

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. BOEING PROPRIETARY * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 14, 2015 FEDERAL EXPRESS CORPORATION 2011 Federal Express Corporation By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President Attachments A, B and C * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 LA-1106152 Federal Express Corporation 3600 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Special Matters Concerning [ * ] – Firm Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands and agrees that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidentialrepresents confidential business information of Boeing and has value precisely because it is not available generally or to other parties. Customer agrees to limit the disclosure of the its contents of this Letter Agreement to (a) its directors and officers, (b) employees of Customer with a need to know the contents for performing its obligations (including, without limitation, those employees performing accounting, finance, administration and other functions necessary to finance and purchase, deliver or lease the Aircraft) and who understand that they are not to disclose its content contents to any other person or entity (other than those to whom disclosure is permitted by this paragraph 7) without the prior written consent of BoeingBoeing and (c) any auditors, financial advisors, attorneys and independent contractors of Customer who have a need to know such information and have signed a confidentiality agreement in the same form and substance similar to this paragraph 7. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein shall be fully responsible to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality Boeing for compliance with respect hereto, and as required by lawsuch obligations. * Blank spaces contained confidential information that has been excluded Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) of Regulation Sa request for confidential treatment. HAZ-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FEDPA-03659-PA-03712-LA-0000000X0 SA-6 1104718R1 SA-2 [ * ] LA Page 3 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Xxx Xxxxxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21September 13, 2015 FEDERAL EXPRESS 2013 AIR LEASE CORPORATION By /s/ Xxxxxxx X. Xxxxx Xxxx Its Executive Vice President * Blank spaces contained confidential information that has been excluded Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) of Regulation Sa request for confidential treatment. HAZ-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FEDPA-03659-PA-03712-LA-0000000X0 SA-6 1104718R1 SA-2 [ * ] LA Page 4 BOEING PROPRIETARY Enclosure 18 The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FEDHAZ-PA-03712PA-03659-LA-1106584R4 Federal Express LA-1104719R1 Air Lease Corporation 3600 0000 Xxxxxx xx xxx Xxxxx, Xxxxx Xxxxx Xxxx 0000X Xxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Other Matters Reference: Purchase Agreement No. 3712 PA-03659 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Air Lease Corporation (Customer) relating to Model 767787-3S2F firm 9 and 787-10 aircraft listed on Table 1-A(collectively, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (the Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE

Appears in 1 contract

Samples: Letter Agreement (Air Lease Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY If the foregoing correctly sets forth your understanding of our agreement with respect to the matters treated aboveThe Boeing Company X.X. Xxx 0000 Xxxxxxx, please indicate your acceptance and approval below. XX 00000-0000 Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 14, 2015 FEDERAL EXPRESS CORPORATION 2011 Federal Express Corporation By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 LA-1106158 Federal Express Corporation 3600 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, Xxxxxxx XX 00000 Subject: Right to Purchase Additional Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm S2F aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE

Appears in 1 contract

Samples: Aircraft General Terms Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement is considered by Boeing as confidential. Each of Customer confidential and Boeing agree that has value precisely because it will treat this Letter Agreement and the information contained herein as confidentialis not available generally to other parties. Customer agrees to limit the disclosure of the contents of this Letter Agreement to (a) its directors and officers, (b) employees of Customer with a need to know the contents for performing its obligations (including, without limitation, those employees performing accounting, finance, administration and other functions necessary to finance and purchase, deliver or lease the Aircraft) and who understand that they are not to disclose its content contents to any other person or entity (other than those to whom disclosure is permitted by this Article) without the prior written consent of Boeing and (c) any auditors and attorneys of Customer who have a need to know such information and have signed a confidentiality agreement in the same form and substance similar to this Article, or are otherwise bound by a confidentiality obligation. Disclosure to other parties is not permitted without Boeing. Notwithstanding the forgoing, Customer ’s consent except as may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as be required by lawapplicable law or governmental regulations. * Blank spaces contained confidential information that has been excluded pursuant Customer shall be fully responsible to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidentialBoeing for compliance with such obligations. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxx Xxxxxxx Xxxxxx Its Attorney-In-Fact Attorney‑In‑Fact ACCEPTED AND AGREED TO this Date: July 21May 13 , 2015 FEDERAL EXPRESS CORPORATION 2013 SOUTHWEST AIRLINES CO. By /s/ Xxxxxxx X. Xxxx Van de Ven Its Executive Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. SWA-PA-03729-LA-1106472R1 Southwest Airlines Co. 0000 Xxxx Xxxxx Xxxxx X.X. Xxx 0000 Xxxxxxx00000 Xxxxxx, XX Xxxxx 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees *** Reference: Purchase Agreement No. 3712 PA-03729 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation Southwest Airlines Co. (Customer) relating to Model 767737-3S2F firm 8 and 737-7 aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE

Appears in 1 contract

Samples: Letter Agreement (Southwest Airlines Co)

Confidential Treatment. Customer understands that and Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED6-PA-037121162-LA-0000000X0 SA-6 LKJ-0766 Page 2 Special Matters – SA-29 Accelerated Aircraft SA-29 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21February 2, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation SVP Aircraft Acquisitions & Planning and Performance 6-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED1162-PA-03712-LA-0000000X0 SA-6 LKJ-0766 Page 3 Special Matters – SA-29 Accelerated Aircraft SA-29 BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FEDFedEx contract # 00-PA-037120000-LA-1106584R4 000 6-1162-LKJ-0767 Federal Express Corporation 3600 Xxxxx Xxxxx 0000 Xxxxxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Special Considerations – SA-29 Reference: (a) Purchase Agreement No. 3712 3157 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767777-3S2F firm FREIGHTER aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE)

Appears in 1 contract

Samples: Fedex Corp

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Boeing acknowledges that Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporationcompany, FedEx Corporation, and to its Customer’s and FedEx Corporation’s professional advisors under a duty of confidentiality with respect thereto, and as required by law. * 6-1169-LKJ-0777 SA-30 BOEING PROPRIETARY *Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21Date June 18, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FEDAcquisitions & Planning and Performance 6-PA-037121169-LA-1106584R4 SA-6 LKJ-0777 SA-30 Special Matters for SA-30 Option Aircraft Performance Guarantees Page 2 3 BOEING PROPRIETARY MODEL 767The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE0000

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 Firm Aircraft Delivery Matters BOEING PROPRIETARY If the foregoing correctly sets forth your understanding of our agreement with respect to the matters treated aboveSeptember 30, please indicate your acceptance and approval below. September 30, Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 14, 2015 FEDERAL EXPRESS CORPORATION 2011 Federal Express Corporation By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 Firm Aircraft Delivery Matters BOEING PROPRIETARY September 30, September 30, The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 LA-1106155 Federal Express Corporation 3600 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Open Configuration Matters Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE

Appears in 1 contract

Samples: Aircraft General Terms Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: December 14, 2011 FEDERAL EXPRESS CORPORATION By /s/ XXXXXXX X. XXXX Its Vice President BOEING PROPRIETARY The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584 Federal Express Corporation 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A (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. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712-LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-1106574 entitled “Agreement for Deviation from [ * ].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 LA-1106584 Aircraft Performance Guarantees December 12, 2011 LA Page 1 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 14, 2015 2011 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584 CF6-80C2B6F Engines Page 2 MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR S-544 SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES [ * ] * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

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Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Boeing acknowledges that Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporationcompany, FedEx Corporation, and to its Customer’s and FedEx Corporation’s professional advisors under a duty of confidentiality with respect thereto, and as required by law. * FED-PA-3157-LA-1802894 SA-30 BOEING PROPRIETARY *Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21Date June 18, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition Acquisitions & Planning and Performance FED-PA-03712PA-3157-LA-1106584R4 SA-6 LA-1802894 SA-30 Special Matters for Block E Aircraft Performance Guarantees Page 2 3 BOEING PROPRIETARY MODEL 767The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000 2207 6-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS121169-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter LKJ-0776 Federal Express Corporation 0000 Xxxxxxxx Xxxx Xxxxxxx, XX 00000 Subject: SA-30 Option Aircraft Reference: (a) Purchase Agreement No. FED3157 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 777-PA-03712FREIGHTER aircraft (Aircraft) (b) Letter Agreement 6-LA-1106584R4 CF61162-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCERRO-1066R1, Special Matters for Block B Aircraft

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement /and attachment(s) hereto is considered by Boeing as confidential. Each of Customer and Boeing agree agrees that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know confidential and who understand that they are not to disclose its content to any other person or entity will not, without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions or any information contained herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by lawany other person or entity. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY If the foregoing correctly sets forth your understanding of our agreement with respect to the matters treated described above, please indicate your acceptance and approval below. Very truly yours, THE BOEING COMPANY By By: /s/ Xxxxxxx Xxxxxx Its X. Xxxx Its: Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21April 30, 2015 2010 FEDERAL EXPRESS CORPORATION By By: /s/ Xxxxxxx X. Xxxx Its Its: Vice President * Blank spaces contained confidential information that has — Aircraft Acquisitions/SAO Omitted Attachments Certain attachments to this exhibit regarding delivery and pricing of certain B777F aircraft manufactured by The Boeing Company for FedEx have been excluded omitted pursuant to Item 601(b)(10)(iv601(a)(5) of Regulation S-K because it the information contained therein is both (i) not material and (ii) the type that is not otherwise publicly disclosed. FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery will furnish supplementally copies of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee these attachments to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” Securities and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*]Exchange Commission or its staff upon request.” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that and Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S6-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED1162-PA-03712-LA-0000000X0 SA-6 LKJ-0768 Page 2 Special Matters – SA-28 Accelerated Block B Aircraft SA-28 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21January 26, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx Xxxx X. Xxxx Xxxxxx Its Vice President * Blank spaces contained confidential information that has Omitted Attachments Certain attachments to this exhibit regarding delivery and pricing of certain B777F aircraft manufactured by The Boeing Company for FedEx have been excluded omitted pursuant to Item 601(b)(10)(iv601(a)(5) of Regulation S-K because it the information contained therein is both (i) not material and (ii) the type that is not otherwise publicly disclosed. FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery will furnish supplementally copies of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee these attachments to the terms in Letter Agreements NoSecurities and Exchange Commission or its staff upon request. FED-PA-03712- LA-1106153 entitled “Liquidated Damages Special Matters Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President SA-28 Accelerated Block B Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCESA-28

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporationcompany, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21June 29, 2015 2012 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President Aircraft Acquisition * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Act of 1934, as amended. BOEING PROPRIETARY The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 SA-6 LA-1106158R1 Federal Express Corporation 0000 Xxxxx Xxxxx Xxxxxxx XX 00000 Subject: Right to Purchase Additional Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. Reference: Purchase Agreement No. 3712 SS12(Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to 3S2F aircraft (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement No. cancels and supersedes FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCELA-1106158 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands and agrees that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidentialrepresents confidential business information of Boeing and has value precisely because it is not available generally or to other parties. Customer agrees to limit the disclosure of the its contents of this Letter Agreement to (a) its directors and officers, (b) employees of Customer with a need to know the contents for performing its obligations (including, without limitation, those employees performing accounting, finance, administration and other functions necessary to finance and purchase, deliver or lease the Aircraft) and who understand that they are not to disclose its content contents to any other person or entity (other than those to whom disclosure is permitted by this paragraph 7), without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material Boeing and (iic) any auditors, financial advisors, attorneys and independent contractors of Customer who have a need to know such information and have signed a confidentiality agreement in the type that FedEx treats as private or confidentialsame form and substance similar to this paragraph 7. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY If the foregoing correctly sets forth your understanding of our agreement Customer shall be fully responsible to Boeing for compliance with respect to the matters treated above, please indicate your acceptance and approval belowsuch obligations. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Xxx Xxxxxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21September 13, 2015 FEDERAL EXPRESS 2013 AIR LEASE CORPORATION By /s/ Xxxxxxx X. Xxxxx Xxxx Its Executive Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation SHAZ-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FEDPA-03659-PA-03712LA-1104729R1 SA-2 Liquidated Damages Non-LA-0000000X0 SA-6 Excusable Delay LA Page 3 BOEING PROPRIETARY Enclosure 27 The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FEDHAZ-PA-03712PA-03659-LA-1106584R4 Federal Express LA-1104730R1 Air Lease Corporation 3600 0000 Xxxxxx xx xxx Xxxxx, Xxxxx Xxxxx Xxxx 0000X Xxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Model 787 Open Configuration Matters Reference: Purchase Agreement No. 3712 PA-03659 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Air Lease Corporation (Customer) relating to Model 767787-3S2F firm 9 and 787-10 aircraft listed on Table 1-A(collectively, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (the Aircraft) This letter agreement (Letter Agreement) cancels and supersedes Letter Agreement HAZ-PA-03659-LA-1104730 and amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE

Appears in 1 contract

Samples: Letter Agreement (Air Lease Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement business consideration as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement business consideration and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement business consideration to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoingforegoing, Customer may disclose this Letter Agreement business consideration and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. AGREED AND ACCEPTED this 28 October 2013 Date THE BOEING COMPANY FEDERAL EXPRESS CORPORATION /s/ Xxxxxx X. Xxxx /s/ Xxxx X. Xxxxx Signature Signature Xxxxxx X. Xxxx Xxxx X. Xxxxx Printed Name Printed Name Attorney-In-Fact VP Title Title * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED6-PA-037121162-LA-0000000X0 SA-6 SCR-186 October 1, 2013 BOEING PROPRIETARY If the foregoing correctly sets forth your understanding of our agreement with respect to the matters treated above6-1162-SCR-193 November 29, please indicate your acceptance and approval below. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 2013 Federal Express Corporation 3600 Xxxxx Xxxxx 0000 Xxxxxxxx Xxxx Xxxxxxx, XX 00000 Attention: Xx. Xxxxx Xxxxxxxx Managing Director – Aircraft Acquisitions & Sales Mr. Xxxxxxx Xxxxxx Senior Attorney Subject: Aircraft Performance Guarantees Reference[*] Matters References: Purchase Agreement No. 3712 (Purchase Agreement) 3157 between The Boeing Company (Boeing) and Federal Express Corporation (Customer) dated November 7, 2006 (Purchase Agreement) relating to Model 767-3S2F firm the purchase of 777F aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement). In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms Any capitalized term used but not defined in this Letter Agreement herein shall have the same meaning as ascribed to it in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Boeing acknowledges that Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporationcompany, FedEx Corporation, and to its Customer’s and FedEx Corporation’s professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712PA-3157-LA-1106584R4 SA-6 LA-1802894 SA-30 Special Matters for Block E Aircraft Page 2 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21Date June 18, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition Acquisitions & Planning and Performance FED-PA-03712PA-3157-LA-1106584R4 SA-6 LA-1802894 SA-30 Special Matters for Block E Aircraft Performance Guarantees Page 2 3 BOEING PROPRIETARY MODEL 767The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000 2207 6-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS121169-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter LKJ-0776 Federal Express Corporation 0000 Xxxxxxxx Xxxx Xxxxxxx, XX 00000 Subject: SA-30 Option Aircraft Reference: (a) Purchase Agreement No. FED3157 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 777-PA-03712FREIGHTER aircraft (Aircraft) (b) Letter Agreement 6-LA-1106584R4 CF61162-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCERRO-1066R1, Special Matters for Block B Aircraft

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED6-PA-037121169-LA-1106584R4 SA-6 LKJ-0773 SA-11 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21June 18, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition Acquisitions & Planning and Performance 6-1169-LKJ-0773 SA-11 BOEING PROPRIETARY The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712SU-1106178R3 Federal Express Corporation 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Federal Express Corporation [*] References: 1) Purchase Agreement No. PA-03712 (767 Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 3S2F aircraft (Aircraft) 2) FED-MO-1105406 R1 Proposal for 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12Boeing Converted Freighter (BCF) Program (Proposal for 00 000-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE000 BCF aircraft)

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Boeing acknowledges that Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporationcompany, FedEx Corporation, and to its Customer’s and FedEx Corporation’s professional advisors under a duty of confidentiality with respect thereto, and as required by law. * 6-1169-LKJ-0778 SA-30 SA-30 [*] Matters Page 3 BOEING PROPRIETARY *Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21Date June 18, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FEDAcquisitions & Planning and Performance 6-PA-037121169-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCELKJ-0776 SA-30

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporationcompany, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 14, 2015 FEDERAL EXPRESS CORPORATION 2011 Federal Express Corporation By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 LA-1106160 Federal Express Corporation 3600 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, Xxxxxxx XX 00000 Subject: Aircraft Performance Guarantees Spare Parts Initial Provisioning Reference: a) Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE);

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. FED-PA-03712-LA-1106158R4 SA-11 BOEING PROPRIETARY * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21June 18, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 LA-1106158R4 SA-11 BOEING PROPRIETARY MODEL 767The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. 0000 FED-PA-03712-LA-1106584R4 CF6LA-1106614 R3 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Special Matters for Purchase Right Aircraft Reference: Purchase Agreement No. PA-3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE3S2F aircraft (Aircraft) This letter agreement (Letter Agreement) cancels and supersedes Letter Agreement FED-PA-03712-LA-1106614R2 and 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. The credit memoranda provided for in this Letter Agreement will be applicable to exercised Purchase Right Aircraft only (Exercised Purchase Right Aircraft), as described in letter agreement FED-PA-03712-LA-1106158R4, Right to Purchase Additional Aircraft.

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoingforegoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect heretothereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21June 29, 2015 2012 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 Aircraft Acquisition BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 LA-1106584R1 Federal Express Corporation 3600 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B A or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 LA-1106584 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- PA-03712-LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 LA-1106574 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21June 29, 2015 2012 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President Aircraft Acquisition BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees LA-1106584R1 CF6-80C2B6F Engines Page 2 BOEING PROPRIETARY 1 MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCECOMPLIANCE

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY If the foregoing correctly sets forth your understanding of our agreement with respect to the matters treated described above, please indicate your acceptance and approval below. * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. SA 22 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 11, 2015 2012 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx XXXXXXX X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx XXXX Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCESA 22

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. FED-S2-2-LA-1501881 July 06, 2015 BOEING PROPRIETARY * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, /s/ Xxxxx Xxxxxx THE BOEING COMPANY By /s/ Xxxxxxx Xxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION 21 Federal Express Corporation By /s/ Xxxxxxx X. Xxxx Its Vice President FED-S2-2-LA-1501881 July 06, 2015 BOEING PROPRIETARY * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE0000

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands and agrees that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidentialrepresents confidential business information and has value precisely because it is not available generally or to other parties. Customer agrees to limit the disclosure of the its contents of this Letter Agreement to employees of Customer with a need to know the contents for purposes of helping Customer perform its obligations under the Purchase Agreement and who understand that they are not to disclose its content contents to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation SVLS-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FEDPA-03814-PA-03712-LA-0000000X0 SA-6 LA-1208461 Leasing Matters LA Page 4 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx X. Xxxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21September 18, 2015 FEDERAL EXPRESS CORPORATION 2012 AVOLON AEROSPACE LEASING LIMITED By /s/ Xxxxxxx X. Xxx Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation SDirector VLS-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FEDPA-03814-PA-03712-LA-0000000X0 SA-6 LA-1208461 Leasing Matters LA Page 5 BOEING PROPRIETARY ATTACHMENT A EXPLANATION & INSTRUCTIONS: The Partial Assignment of Rights form which follows as Attachment A must be executed prior to the provision of the training, services and Materials described in the applicable Supplemental Exhibit (Customer Support Document) to the Purchase Agreement. It assigns only rights described in such document and does not assign warranty or other rights under the Purchase Agreement, which are reserved until delivery and are assigned at that time. VLS-PA-03814-LA-1208461 Leasing Matters Attachment A Page 1 BOEING PROPRIETARY Boeing Company P.X. Commercial Airplanes X.X. Xxx 0000 Xxxxxxx, XX Xxxxxxxxxx 00000-0000 FEDAttention: Vice President - Contracts Mail Stop 75-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 38 Subject: Partial Assignment of Rights - Avolon Aerospace Leasing Limited as Lessor and as Lessee of Model 737-800 Aircraft Performance Guarantees ReferenceGentlemen: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation In connection with the lease by Avolon Aerospace Leasing Limited (Customer) relating to Model 767-3S2F firm (Lessee) of a Boeing aircraft listed on Table 1-A(more fully described below), Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee reference is made to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCEfollowing documents:

Appears in 1 contract

Samples: Supplemental Agreement (Avolon Holdings LTD)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED6-PA-037121162-LA-1106584R4 SA-6 LKJ-0744 SA-10 BOEING PROPRIETARY its professional advisors under a duty of confidentiality with respect thereto, and as required by law. Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21May 10, 2015 2017 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FEDOmitted Attachments Certain attachments to this exhibit regarding delivery and pricing of certain B767F aircraft manufactured by The Boeing Company for FedEx have been omitted pursuant to Item 601(a)(5) of Regulation S-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. NoK because the information contained therein is not material and is not otherwise publicly disclosed. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment FedEx will furnish supplementally copies of these attachments to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCEthe Securities and Exchange Commission or its staff upon request.

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement business consideration as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement business consideration and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement business consideration to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoingforegoing, Customer may disclose this Letter Agreement business consideration and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * BOEING PROPRIETARY SA-30 *Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY If the foregoing correctly sets forth your understanding of our agreement with respect to the matters treated above, please indicate your acceptance and approval belowamended. Very truly yours, THE BOEING COMPANY FEDERAL EXPRESS CORPORATION By /s/ L. Xxxxxxx Xxxxxx By /s/ Xxxxxxx Xxxxxx X. Xxxx Its Attorney-In-Fact Its Vice President Aircraft Acquisitions & Planning and Performance ACCEPTED AND AGREED TO this Date: July 21June 18, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 2018 SA-30 The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712PA-3157-LA-1106584R4 LA-1802894 FedEx contract # Federal Express Corporation 3600 Xxxxx Xxxxx 0000 Xxxxxxxx Xxxx Xxxxxxx, XX 00000 Subject: Special Matters for Block E Aircraft Performance Guarantees ReferenceReferences: Purchase Agreement No. 3712 3157 (the Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767777-3S2F firm FREIGHTER aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (the Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the The terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement apply to employees of Customer with a need to know Block E1 Aircraft in Table 1-E1 and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoingBlock E2 Aircraft in Table 1-E2 (collectively, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCEBlock E Aircraft).

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that and Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED6-PA-037121162-LA-0000000X0 SA-6 LKJ-0758 Page 2 Special Matters – SA-27 Accelerated Block B Aircraft SA-27 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21October 12, 2015 2017 FEDERAL EXPRESS CORPORATION By /s/ Xxx Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has Omitted Attachments Certain attachments to this exhibit regarding delivery and pricing of certain B777F aircraft manufactured by The Boeing Company for FedEx have been excluded omitted pursuant to Item 601(b)(10)(iv601(a)(5) of Regulation S-K because it the information contained therein is both (i) not material and (ii) the type that is not otherwise publicly disclosed. FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery will furnish supplementally copies of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee these attachments to the terms in Letter Agreements NoSecurities and Exchange Commission or its staff upon request. FED-PA-03712- LA-1106153 entitled “Liquidated Damages Special Matters Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President SA-27 Accelerated Block B Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCESA-27

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 14, 2015 FEDERAL EXPRESS CORPORATION 2011 Federal Express Corporation By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 LA-1106155 Federal Express Corporation 3600 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Open Configuration Matters Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 LA-1208292R2 SA-6 Special Matters Concerning Escalation – Xxxxx X, Xxxxx X, Xxxxx X, Xxxxx F and Block G Aircraft Page 3 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition Attachments A, B and C FED-PA-03712-LA-1106584R4 LA-1208292R2 SA-6 Special Matters Concerning Escalation – Xxxxx X, Xxxxx X, Xxxxx X, Xxxxx F and Block G Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment A to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY LA-1208292R2 [*] 2 FLIGHT PERFORMANCEFED-PA-03712-LA-1208292R2 SA-6 Attachment A BOEING PROPRIETARY * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. Attachment B to Letter Agreement FED-PA-03712-LA-1208292R2 [*] FED-PA-03712-LA-1208292R2 SA-6 Attachment B BOEING PROPRIETARY * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. Attachment C to Letter Agreement FED-PA-03712-LA-1208292R2 ESCALATION EXAMPLE [*] FED-PA-03712-LA-1208292R2 SA-6 Attachment C BOEING PROPRIETARY * Blank spaces contained confidential information which has been filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1208296R1 Federal Express Corporation 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Special Matters for Block D Option Aircraft Reference: Purchase Agreement No. PA-3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F aircraft (Aircraft) This letter agreement (Letter Agreement) cancels and supersedes Letter Agreement FED-PA-03712-LA-1208296 and 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. The credit memorandum provided for in this Letter Agreement will be applicable to exercised Block D Option Aircraft only, which (i) are priced in [*] dollars and (ii) once exercised by the Customer will be added to Table 1-B1 of the Purchase Agreement (Exercised Block D Option Aircraft).

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that and Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 Special Matters – SA-29 Accelerated Aircraft SA-29 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21February 2, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation SVP Aircraft Acquisitions & Planning and Performance 6-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED1162-PA-03712-LA-0000000X0 SA-6 LKJ-0766 Page 3 Special Matters – SA-29 Accelerated Aircraft SA-29 BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FEDFedEx contract # 00-PA-037120000-LA-1106584R4 000 6-1162-LKJ-0767 Federal Express Corporation 3600 Xxxxx Xxxxx 0000 Xxxxxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Special Considerations – SA-29 Reference: (a) Purchase Agreement No. 3712 3157 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767777-3S2F firm FREIGHTER aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE)

Appears in 1 contract

Samples: Fedex Corp

Confidential Treatment. Customer understands that and Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 Special Matters – SA-26 Accelerated Block C Aircraft SA-29 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21February 2, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material VP Aircraft Acquisitions & Planning and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 Performance Special Matters – SA-26 Accelerated Block C Aircraft SA-29 BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FEDFedEx contract # 00-PA-037120000-LA-1106584R4 000 6-1162-LKJ-0766 Federal Express Corporation 3600 Xxxxx Xxxxx 0000 Xxxxxxxx Xxxx Xxxxxxx, XX 00000 Subject: Special Matters – SA-29 Accelerated Aircraft Performance Guarantees Reference: (a) Purchase Agreement No. 3712 3157 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767777-3S2F firm FREIGHTER aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE)

Appears in 1 contract

Samples: Fedex Corp

Confidential Treatment. Customer understands that and Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 Special Matters – SA-27 Accelerated Block B Aircraft SA-27 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21October 12, 2015 2017 FEDERAL EXPRESS CORPORATION By /s/ Xxx Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Special Matters – SA-27 Accelerated Block B Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCESA-27

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21December 14, 2015 FEDERAL EXPRESS CORPORATION 2011 Federal Express Corporation By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President * Blank spaces contained confidential information that which has been excluded filed separately with the Securities and Exchange Commission pursuant to Item 601(b)(10)(iv) Rule 24b-2 under the Securities Exchange Act of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats 1934, as private or confidentialamended. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 LA-1106207 Federal Express Corporation 3600 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Special Matters for Firm Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 PA-3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy The credit memorandum provided for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and be applicable to the information contained herein as confidential. Customer agrees to limit the disclosure Aircraft identified in Table 1-A of the contents of this Letter Purchase Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCEonly.

Appears in 1 contract

Samples: Aircraft General Terms Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 LA-0000000X0 SA-6 Special Matters Concerning [*] – Option Aircraft and Certain Purchase Right Aircraft Page 3 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FEDAttachments A, B and C * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement NoK because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY LA-0000000X0 SA-6 Special Matters Concerning [*] 2 FLIGHT PERFORMANCE– Option Aircraft and Certain Purchase Right Aircraft Page 4 BOEING PROPRIETARY The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106154 R2 Federal Express Corporation 0000 Xxxxx Xxxxx Xxxxxxx XX 00000 Subject: Firm Aircraft and Option Aircraft Delivery Matters Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F aircraft (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes Letter Agreement FED-PA-03712-LA-1106154R1 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. The information provided in this Letter Agreement will be applicable to the firm Aircraft identified in Tables of the Purchase Agreement only (Firm Aircraft).

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoingforegoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect heretothereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21June 29, 2015 2012 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. Aircraft Acquisition FED-PA-03712-LA-0000000X0 SA-6 LA-1106154R1 June 29, 2012 BOEING PROPRIETARY The Boeing Company P.X. X.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 LA-1106584R1 Federal Express Corporation 3600 0000 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees ReferenceReferences: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B A or as otherwise agreed by Boeing boeing and Customer customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 LA-1106584 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- PA-03712-LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 LA-1106574 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-1106584R4 SA-6 LA-1106584R1 June 29, 2012 Aircraft Performance Guarantees Page 1 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx XXXXXX X. XXXX Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21June 29, 2015 2012 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx XXXXXXX X. Xxxx XXXX Its Vice President Aircraft Acquisition FED-PA-03712-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 LA-1106584R1 June 29, 2012 BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R1 CF6-80C2B6F Engines Page 1 MODEL 767-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCECOMPLIANCE

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect thereto, and as required by law. FED-PA-03712-LA-1106156R3 SA-12 BOEING PROPRIETARY * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) is not material and (ii) the type that would likely cause competitive harm to FedEx treats as private or confidentialif publicly disclosed. FED-PA-03712-LA-1106584R4 SA-6 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Xxxxx Xxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21June 24, 2015 2019 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Xxxxx Xxxxxxxx Its Vice President Aircraft Acquisition Attachments FED-PA-03712-LA-1106584R4 SA-6 LA-1106156R3 SA-12 Option Aircraft Performance Guarantees Page 2 5 BOEING PROPRIETARY MODEL 767The Boeing Company X.X. Xxx 0000 Xxxxxxx, XX 00000-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. 0000 FED-PA-03712-LA-1106584R4 CF6LA-1106158 R5 Federal Express Corporation 0000 Xxxxx Xxxxx Xxxxxxx, XX 00000 Subject: Right to Purchase Additional Aircraft Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCE3S2F aircraft (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106158R4 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.

Appears in 1 contract

Samples: Supplemental Agreement (Fedex Corp)

Confidential Treatment. Customer understands that Boeing considers certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the forgoing, Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporation, FedEx Corporation, to its professional advisors under a duty of confidentiality with respect hereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY 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. Very truly yours, THE BOEING COMPANY By /s/ Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21, 2015 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED-PA-03712-LA-0000000X0 SA-6 BOEING PROPRIETARY The Boeing Company P.X. Xxx 0000 Xxxxxxx, XX 00000-0000 FED-PA-03712-LA-1106584R4 Federal Express Corporation 3600 Xxxxx Xxxxx Xxxx Xxxxxxx, XX 00000 Subject: Aircraft Performance Guarantees Reference: Purchase Agreement No. 3712 (Purchase Agreement) between The Boeing Company (Boeing) and Federal Express Corporation (Customer) relating to Model 767-3S2F firm aircraft listed on Table 1-A, Table 1-A1, 1-A2 and Table 1-B or as otherwise agreed by Boeing and Customer in writing (Aircraft) This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. In addition, this Letter Agreement cancels and supersedes FED-PA-03712-LA-1106584R3 in its entirety. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. Boeing agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery of the Aircraft to Customer. Customer agrees to limit the remedy for non-compliance of any performance guarantee to the terms in Letter Agreements No. FED-PA-03712- LA-1106153 entitled “Liquidated Damages – Non-Excusable Delay” and FED-PA-03712-LA-0000000X0 entitled “Agreement for Deviation from the [*].” Confidential Treatment. Customer understands that Boeing considers consider certain commercial and financial information contained in this Letter Agreement as confidential. Each of Customer and Boeing agree that it will treat this Letter Agreement and the information contained herein as confidential. Customer agrees to limit the disclosure of the contents of this Letter Agreement to employees of Customer with a need to know and who understand that they are not to disclose its content to any other person or entity without the prior written consent of Boeing. Notwithstanding the foregoing, Boeing acknowledges that Customer may disclose this Letter Agreement and the terms and conditions herein to its parent company, FedEx Corporation, to the Board of Directors of its parent corporationcompany, FedEx Corporation, and to its Customer’s and FedEx Corporation’s professional advisors under a duty of confidentiality with respect thereto, and as required by law. * Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it is both (i) not material and (ii) the type that FedEx treats as private or confidential. FED6-PA-037121169-LA-1106584R4 SA-6 LKJ-0778 SA-30 SA-30 [*] Matters Page 3 BOEING PROPRIETARY Very truly yours, THE BOEING COMPANY By /s/ L. Xxxxxxx Xxxxxx Its Attorney-In-Fact ACCEPTED AND AGREED TO this Date: July 21Date June 18, 2015 2018 FEDERAL EXPRESS CORPORATION By /s/ Xxxxxxx X. Xxxx Its Vice President Aircraft Acquisition FEDAcquisitions & Planning and Performance Omitted Attachments Certain attachments to this exhibit regarding delivery and pricing of certain B777F aircraft manufactured by The Boeing Company for FedEx have been omitted pursuant to Item 601(a)(5) of Regulation S-PA-03712K because the information contained therein is not material and is not otherwise publicly disclosed. FedEx will furnish supplementally copies of these attachments to the Securities and Exchange Commission or its staff upon request. 6-LA-1106584R4 SA-6 Aircraft Performance Guarantees Page 2 BOEING PROPRIETARY MODEL 7671169-300 FREIGHTER PERFORMANCE GUARANTEES FOR FEDERAL EXPRESS CORPORATION SECTION CONTENTS 1 AIRCRAFT MODEL APPLICABILITY 2 FLIGHT PERFORMANCE 3 MANUFACTURER’S EMPTY WEIGHT 4 SOUND LEVELS 5 AIRCRAFT CONFIGURATION 6 GUARANTEE CONDITIONS 7 GUARANTEE COMPLIANCE 8 EXCLUSIVE GUARANTEES P.A. No. 3712 SS12-0336 AERO-B-BBA4-M11-1089B BOEING PROPRIETARY Attachment to Letter Agreement No. FED-PA-03712-LA-1106584R4 CF6-80C2B6F Engines 1 AIRCRAFT MODEL APPLICABILITY [*] 2 FLIGHT PERFORMANCELKJ-0776 SA-30

Appears in 1 contract

Samples: Letter Agreement (Fedex Corp)

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