Embraer S. A., a company organized under the laws of the Federative Republic of Brazil (herein called the “Guarantor”), having its principal executive office at Avenida Presidente Xxxxxxxxx Xxxxxxxxxx, 1909, 14th and 15th floors—Torre Norte—São Paulo Corporate Towers, 04543-907, São Paulo, São Paulo State, Brazil, and
Embraer S. A. HORIZON AIR INDUSTRIES, INC. By: _______________________ By: ________________________ Name: Name: Title: Title: By:________________________ Name: Title: Place: ______________________ Place: _____________________ YABORÃ INDÚSTRIA AERONÁUTICA S.A. By: _______________________ Name: Title: By: _______________________ Name: Amendment No.18 to PA COM0041-16 AMENDMENT No. 18 TO PURCHASE AGREEMENT COM0041-16 Title: Place: ______________________ Amendment No.18 to PA COM0041-16 ATTACHMENT “E” AIRCRAFT DELIVERY SCHEDULE 1. Firm and Confirmed Option Aircraft Delivery Schedule (ref. Purchase Agreement, Article 5) [***] ATTACHMENT “E” AIRCRAFT DELIVERY SCHEDULE 2. Option Aircraft Delivery Schedule (ref. Purchase Agreement, Article 21) [***]
Embraer S. A. Avenida Brigadeiro Fxxxx Lima, 2.170 12.227-901 São Jxxx dos Cxxxxx, São Paulo Brazil Attention: Jxxx Xxxxxxx xx Xxxxxxx Filippo, Executive Vice President—Chief Financial and Investor Relations Officer Telephone: 50 00 0000 0000 Telecopy: 55 12 3927 4404
Embraer S. A.; (v) Garmin; (vi) GE Aviation; (vii) Xxxxxx Corp.; (viii) Honeywell International Inc.; ( ix) L-3 Technologies; (x) Meggitt plc; (xi) Xxxxxx X.X. and (xii) SITA (each a “Restricted Company”). UTC will not unreasonably withhold its consent to your request to provide services to, or affiliate with, a Restricted Company; provided, it shall not be a breach of this Agreement for you to own, as a passive investor, in each case not more than one percent (1%) of the total shares of all classes of stock outstanding of any one or more of the Restricted Companies. Without limiting the generality of the preceding sentence, you agree that it is reasonable for UTC to withhold its consent on the basis that it has determined that your proposed relationship with a Restricted Company may (A) risk the misuse of Company Information, (B) provide undue advantage to a competitor, customer or supplier, (C) diminish the value of UTC’s acquisition of Rockwell, or (D) otherwise damage UTC’s competitive position. Your request to provide services to, or affiliate with, a Restricted Company should describe the reasons why your proposed relationship with the Restricted Company does not present any of the risks described in clauses (A)-(D) of the preceding sentence. Because UTC’s aerospace businesses (including Rockwell’s business) are global in nature with competitors, customers and suppliers located throughout the world, you agree that this restriction applies to the world-wide operations of the Restricted Companies and, further, that there are no geographic limitations on the scope of the employee and customer nonsolicitation restrictions set forth below. Your request for consent should be submitted in writing and directed to UTC’s Chief Executive Officer. UTC will respond to any such request within ten business days. • Employee Nonsolicitation. During the Restricted Period, you will not directly or indirectly solicit, or assist in soliciting, or take any action which would reasonably be expected to encourage or to induce, any employee of the Company to leave the employ of the Company, including providing information or making referrals to personnel recruitment agencies or other third parties.
Embraer S. A. By: /s/ Xxxxxxx Xxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Xxxxxx Title: Executive Vice President & CFO By: /s/ Xxxxxxx Xxxxxxx Leschziner Name: Xxxxxxx Xxxxxxx Leschziner Title: Executive Vice President, General Counsel & Chief Compliance Officer EMBRAER AIRCRAFT HOLDING INC. By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Officer By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Officer
