Common use of INTERPRETATION AND LAW Clause in Contracts

INTERPRETATION AND LAW. THIS LETTER AGREEMENT No 2 SHALL BE GOVERNED BY AND CONSTRUED AND THE PERFORMANCE THEREOF SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICTS OF LAWS PROVISIONS THAT WOULD RESULT IN THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. [***] Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 LETTER AGREEMENT N° 2 If the foregoing correctly sets forth our understanding, please execute two (2) originals in the space provided below and return one (1) original of this Letter Agreement No 2 to the Seller. Agreed and Accepted For and on behalf of AIRBUS S.A.S. Title: Title: Signature: Agreed and Accepted Agreed and Accepted For and on behalf of For and on behalf of AEROVIAS DEL CONTINENTE AMERICANO S.A. AVIANCA. GRUPO TACA HOLDINGS LIMITED Name: Name: Title: Title: Signature: Signature: Date: [***] Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 APPENDIX 2 to LETTER AGREEMENT N° 2 2 SPECIFICATION

INTERPRETATION AND LAW. THIS LETTER AGREEMENT No 2 N°3 SHALL BE GOVERNED BY AND CONSTRUED AND THE PERFORMANCE THEREOF SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICTS OF LAWS PROVISIONS THAT WOULD RESULT IN THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. [***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended amended. CT1307579 LETTER AGREEMENT N° 2 3.1 If the foregoing correctly sets forth our understanding, please execute two four (24) originals in the space provided below and return one (1) original of this Letter Agreement No 2 N°3.1 to the Seller. Agreed and Accepted For and on behalf of AIRBUS S.A.S. Title: Title: Signature: Agreed and Accepted Agreed and Accepted For and on behalf of For and on behalf of AEROVIAS DEL CONTINENTE GRUPO TACA HOLDINGS LIMITED AMERICANO S.A. AVIANCA. GRUPO TACA HOLDINGS LIMITED Name: Name: Title: Title: Signature: Signature: Date: [***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 APPENDIX 2 to LETTER AGREEMENT N° 2 2 SPECIFICATIONamended. CT1307579

INTERPRETATION AND LAW. THIS LETTER AGREEMENT No 2 N°7.1 SHALL BE GOVERNED BY AND CONSTRUED AND THE PERFORMANCE THEREOF SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICTS OF LAWS PROVISIONS THAT WOULD RESULT IN THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. [***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 amended. LETTER AGREEMENT N° 2 Nº 7.1 If the foregoing correctly sets forth our understanding, please execute two three (23) originals in the space provided below and return one (1) original of this Letter Agreement No 2 N°7.1 to the Seller. Agreed and Accepted For and on behalf of AIRBUS S.A.S. Title: Title: Signature: Agreed and Accepted Agreed and Accepted For and on behalf of For and on behalf of AEROVIAS DEL CONTINENTE GRUPO TACA HOLDINGS LIMITED AMERICANO S.A. AVIANCA. GRUPO TACA HOLDINGS LIMITED NameName : NameName : Title: Title: Signature: Signature: Date: [April , 2016 ***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 APPENDIX 2 to LETTER AGREEMENT N° 2 2 SPECIFICATIONamended.

INTERPRETATION AND LAW. THIS LETTER AGREEMENT No 2 N°4.1 SHALL BE GOVERNED BY AND CONSTRUED AND THE PERFORMANCE THEREOF SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICTS OF LAWS PROVISIONS THAT WOULD RESULT IN THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. [***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 amended. LETTER AGREEMENT N° 2 Nº 4.1 If the foregoing correctly sets forth our understanding, please execute two three (23) originals in the space provided below and return one (1) original of this Letter Agreement No 2 N°4.1 to the Seller. Agreed and Accepted For and on behalf of AIRBUS S.A.S. Title: Title: Signature: Agreed and Accepted Agreed and Accepted For and on behalf of For and on behalf of AEROVIAS DEL CONTINENTE AMERICANO S.A. AVIANCA. GRUPO TACA HOLDINGS LIMITED NameName : NameName : Title: Title: Signature: Signature: Date: [April , 2016 ***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 APPENDIX 2 to LETTER AGREEMENT N° 2 2 SPECIFICATIONamended.

INTERPRETATION AND LAW. THIS LETTER AGREEMENT No 2 N°3.3 SHALL BE GOVERNED BY AND CONSTRUED AND THE PERFORMANCE THEREOF SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICTS OF LAWS PROVISIONS THAT WOULD RESULT IN THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. [***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 amended. LETTER AGREEMENT N° 2 3.3 If the foregoing correctly sets forth our understanding, please execute two three (23) originals in the space provided below and return one (1) original of this Letter Agreement No 2 N°3.3 to the Seller. Agreed and Accepted For and on behalf of AIRBUS S.A.S. Title: Title: Signature: Agreed and Accepted Agreed and Accepted For and on behalf of For and on behalf of AEROVIAS DEL CONTINENTE GRUPO TACA HOLDINGS LIMITED AMERICANO S.A. AVIANCA. GRUPO TACA HOLDINGS LIMITED NameName : NameName : Title: Title: Signature: Signature: Date: [August , 2016 ***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 APPENDIX 2 to LETTER AGREEMENT N° 2 2 SPECIFICATIONamended.

INTERPRETATION AND LAW. THIS LETTER AGREEMENT No 2 N°2.5 SHALL BE GOVERNED BY AND CONSTRUED AND THE PERFORMANCE THEREOF SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICTS OF LAWS PROVISIONS THAT WOULD RESULT IN THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. [***] Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 LETTER AGREEMENT N° 2 amended. If the foregoing correctly sets forth our understanding, please execute two three (23) originals in the space provided below and return one (1) original of this Letter Agreement No 2 N°2.5 to the Seller. Agreed and Accepted For and on behalf of AIRBUS S.A.S. Title: Title: Senior Vice President Contracts Signature: /s/ Xxxxxxxxxx Xxxxxx Agreed and Accepted Agreed and Accepted For and on behalf of For and on behalf of AEROVIAS DEL CONTINENTE AMERICANO S.A. AVIANCA. AVIANCA GRUPO TACA HOLDINGS LIMITED Name: Xxxxxx Covelo Title: Secretary General/ Officer Signature: /s/ Xxxxxx Covelo Name: WND Limited Title: Title: Director Signature: Signature: /s/ WND Limited Date: [***] Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant March 31, 0000 Xxxxxxxx to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 APPENDIX 2 to LETTER AGREEMENT N° 2 2 SPECIFICATIONLetter Agreement 9 DELIVERY

INTERPRETATION AND LAW. THIS LETTER AGREEMENT No 2 N°6 SHALL BE GOVERNED BY AND CONSTRUED AND THE PERFORMANCE THEREOF SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICTS OF LAWS PROVISIONS THAT WOULD RESULT IN THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. [***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended amended. CT1307579 A320neo Family PA – March 2015 Letter Agreement 6 - Page 223 of 246 LETTER AGREEMENT N° 2 6 If the foregoing correctly sets forth our understanding, please execute two four (24) originals in the space provided below and return one (1) original of this Letter Agreement No 2 N°6 to the Seller. Agreed and Accepted For and on behalf of AIRBUS S.A.S. Title: Title: Signature: Agreed and Accepted Agreed and Accepted For and on behalf of For and on behalf of AEROVIAS DEL CONTINENTE AMERICANO S.A. AVIANCA. GRUPO TACA HOLDINGS LIMITED Name: Name: Title: Title: Signature: Signature: Date: [***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended amended. CT1307579 APPENDIX 2 Appendix 1 to LETTER AGREEMENT the Letter Agreement N° 2 2 SPECIFICATION6

INTERPRETATION AND LAW. THIS LETTER AGREEMENT No 2 N°2.2 SHALL BE GOVERNED BY AND CONSTRUED AND THE PERFORMANCE THEREOF SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICTS OF LAWS PROVISIONS THAT WOULD RESULT IN THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. [***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 amended. LETTER AGREEMENT N° 2 2.2 If the foregoing correctly sets forth our understanding, please execute two three (23) originals in the space provided below and return one (1) original of this Letter Agreement No 2 N°2.2 to the Seller. Agreed and Accepted For and on behalf of AIRBUS S.A.S. Title: Title: Signature: Agreed and Accepted Agreed and Accepted For and on behalf of For and on behalf of AEROVIAS DEL CONTINENTE GRUPO TACA HOLDINGS LIMITED AMERICANO S.A. AVIANCA. GRUPO TACA HOLDINGS LIMITED Name: Name: Title: Title: Signature: Signature: Date: [April , 2016 ***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 amended. APPENDIX 2 0 to LETTER AGREEMENT N° 2 2 SPECIFICATION2.2

INTERPRETATION AND LAW. THIS LETTER AGREEMENT No 2 N°2.4 SHALL BE GOVERNED BY AND CONSTRUED AND THE PERFORMANCE THEREOF SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICTS OF LAWS PROVISIONS THAT WOULD RESULT IN THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. [***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 amended. LETTER AGREEMENT N° 2 2.4 If the foregoing correctly sets forth our understanding, please execute two three (23) originals in the space provided below and return one (1) original of this Letter Agreement No 2 N°2.4 to the Seller. Agreed and Accepted For and on behalf of AIRBUS S.A.S. Title: Title: Signature: Agreed and Accepted Agreed and Accepted For and on behalf of For and on behalf of AEROVIAS DEL CONTINENTE AMERICANO S.A. AVIANCA. GRUPO TACA HOLDINGS LIMITED NameName : NameName : Title: Title: Signature: Signature: Date: [December , 2016 ***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 amended. APPENDIX 2 9 to LETTER AGREEMENT N° 2 2 SPECIFICATION9 DELIVERY

INTERPRETATION AND LAW. THIS LETTER AGREEMENT No 2 N°1.1 SHALL BE GOVERNED BY AND CONSTRUED AND THE PERFORMANCE THEREOF SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICTS OF LAWS PROVISIONS THAT WOULD RESULT IN THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. [***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 amended. LETTER AGREEMENT N° 2 No 1.1 If the foregoing correctly sets forth our understanding, please execute two three (23) originals in the space provided below and return one (1) original of this Letter Agreement No 2 N°1.1 to the Seller. Agreed and Accepted For and on behalf of AIRBUS S.A.S. Title: Title: Signature: Agreed and Accepted Agreed and Accepted For and on behalf of For and on behalf of AEROVIAS DEL CONTINENTE GRUPO TACA HOLDINGS LIMITED AMERICANO S.A. AVIANCA. GRUPO TACA HOLDINGS LIMITED NameName : NameName : Title: Title: Signature: Signature: Date: [April , 2016 ***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 APPENDIX 2 to LETTER AGREEMENT N° 2 2 SPECIFICATIONamended.

INTERPRETATION AND LAW. THIS LETTER AGREEMENT No 2 N°3.2 SHALL BE GOVERNED BY AND CONSTRUED AND THE PERFORMANCE THEREOF SHALL BE DETERMINED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICTS OF LAWS PROVISIONS THAT WOULD RESULT IN THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. [***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 amended. LETTER AGREEMENT N° 2 Nº 3.2 If the foregoing correctly sets forth our understanding, please execute two three (23) originals in the space provided below and return one (1) original of this Letter Agreement No 2 N°3.2 to the Seller. Agreed and Accepted For and on behalf of AIRBUS S.A.S. Title: Title: Signature: Agreed and Accepted Agreed and Accepted For and on behalf of For and on behalf of AEROVIAS DEL CONTINENTE GRUPO TACA HOLDINGS LIMITED AMERICANO S.A. AVIANCA. GRUPO TACA HOLDINGS LIMITED NameName : NameName : Title: Title: Signature: Signature: Date: [April , 2016 ***] * Represents material which has been redacted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended CT1307579 APPENDIX 2 to LETTER AGREEMENT N° 2 2 SPECIFICATIONamended.