Common use of PREDELIVERY PAYMENTS Clause in Contracts

PREDELIVERY PAYMENTS. 3.1 Prior to the date of this Amendment, the Seller has received from the Buyer cash Predelivery Payments in the amount of [...***...] pursuant to Paragraphs 1 and 2 of Letter Agreement No. 4 to Amendment 7 (Amended and Restated Letter Agreement No. 4 to the Agreement) ("LA 4"). The Seller will, upon satisfaction of all the conditions precedent listed in Paragraph 7.1 herein, apply such cash Predelivery Payments as follows: (i) [...***...]; and (ii) to the Rescheduled Aircraft Initial Payment. 3.2 In respect of the Rescheduled Aircraft, the A318 Aircraft and the [...***...], the provisions set forth in LA 4 will be deemed cancelled and of no further effect. 3.3 The Buyer will make Predelivery Payments on the Rescheduled Aircraft, the A318 Aircraft and the [...***...] to the Seller as follows: (i) on the [...***...] Working Day of the [...***...] month prior to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft and the [...***...] each in the amount of [...***...] (less the Rescheduled Aircraft Initial Payment (only for the Rescheduled Aircraft), ***CONFIDENTIAL TREATMENT REQUESTED AWE - A319/A320 - Amendment No. 10 AM 10 - 2 (ii) xx xxx [...***...] Xxxxxxx xxx xx xxx [...***...] xxxxx xxxxx to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft and the [...***...] each in the amount of [...***...], and (iii) on the [...***...] Working day of the [...***...] month prior to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft, the [...***...] (the "PDP Due Date) each in the amount of [...***... 3.3.1 All Predelivery Payments shall be paid in immediately available funds. With respect to amounts due pursuant to paragraph 3.3 (iii) above, [...***...]. 3.4 In respect of the New Purchase Right Aircraft, the provisions set forth in LA 4 will be deemed cancelled and of no further effect. 3.5 The Buyer will make Predelivery Payments on each New Purchase Right Aircraft converted into a firm order to the Seller as follows: (i) upon written confirmation of acceptance by Buyer of the New Purchase Right Aircraft delivery position, the New Purchase Right Aircraft Predelivery Payment in the amount of [...***...] as set forth in Paragraph 2 to Letter Agreement No. 2 of Amendment 7 to the Agreement (as amended by Paragraph 6 hereof); and (ii) in accordance with Paragraphs 3.3(i), 3.3(ii), 3.3(iii), 3.3.1 and 3.

PREDELIVERY PAYMENTS. 3.1 Prior 5.2.1 Predelivery Payments are nonrefundable (although amounts equal to Predelivery Payments may be paid to the date of this Amendment, Buyer pursuant to Clause 11.3) and will be paid by the Buyer to the Seller has received from for Aircraft. The aggregate Predelivery Payment amount is thirty percent (30%) of the Buyer cash Predelivery Payments Payment Reference Price defined below in Clause 5.2.2. 5.2.2 The Predelivery Payment Reference Price for an Aircraft to be delivered in calendar year T is defined below: A = Pb (1 + 0.04N) where A = the amount predelivery payment reference price for an Aircraft to be delivered in calendar year T. Pb = the Base Price of [...the Aircraft as defined in Clause 3 above. N = (T – 2007). T = the year of delivery of the relevant Aircraft. INTREPID – A330-200F PA - Execution Version – 05/2007 14/134 CONFIDENTIAL AND PROPRIETARY INFORMATION ***...] pursuant to Paragraphs 1 ** Confidential portions of the material have been omitted and 2 of Letter Agreement No. 4 to Amendment 7 (Amended filed separately with the Securities and Restated Letter Agreement No. 4 Exchange Commission. 5.2.3 Predelivery Payments will be paid according to the Agreementfollowing schedule. 1st Payment On signature of this Agreement 2% (less Commitment Fee) ("LA 4"). The Seller will, upon satisfaction No later than the first Business Day of all the conditions precedent listed in Paragraph 7.1 herein, apply such cash Predelivery Payments as follows: (i) [...***...]; and (ii) to the Rescheduled Aircraft Initial Payment. 3.2 In respect each of the Rescheduled Aircraft, following months: 2nd Payment The forty-eighth (48th) month before the A318 Aircraft and the [...***...], the provisions set forth in LA 4 will be deemed cancelled and of no further effect. 3.3 The Buyer will make Predelivery Payments on the Rescheduled Aircraft, the A318 Aircraft and the [...***...] to the Seller as follows: (i) on the [...***...] Working Day of the [...***...] month prior to each Scheduled Date of Delivery Month of each Rescheduled Aircraft, the A318 Aircraft and the [...***...] each in the amount of [...***...] (less the Rescheduled Aircraft Initial Payment (only for the Rescheduled Aircraft), ***CONFIDENTIAL TREATMENT REQUESTED AWE - A319/A320 - Amendment No. 10 AM 10 - 2 (ii) xx xxx [...***...] Xxxxxxx xxx xx xxx [...***...] xxxxx xxxxx to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft and the [...***...] each in the amount of [...***...], and (iii) on the [...***...] Working day of the [...***...] month prior to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft, the [...***...] (the "PDP Due Date) each in the amount of [...***... 3.3.1 All Predelivery Payments shall be paid in immediately available funds. With respect to amounts due pursuant to paragraph 3.3 (iii) above, [...***...]. 3.4 In respect of the New Purchase Right Aircraft, the provisions set forth in LA 4 will be deemed cancelled and of no further effect. 3.5 The Buyer will make Predelivery Payments on each New Purchase Right Aircraft converted into a firm order to the Seller as follows: (i) upon written confirmation of acceptance by Buyer of the New Purchase Right Aircraft delivery position, the New Purchase Right Aircraft Predelivery Payment in the amount of [...***...] as set forth in Paragraph 2 this Agreement 4% 3rd Payment The thirty-sixth (36th) month before the Scheduled Delivery Month of each Aircraft as set forth in this Agreement 6% 4th Payment The twenty-fourth (24th) month before the Scheduled Delivery Month of each Aircraft as set forth in this Agreement 6% 5th Payment The eighteenth (18th) month before the Scheduled Delivery Month of each Aircraft as set forth in this Agreement 6% 6th Payment The twelfth (12th) month before the Scheduled Delivery Month of each Aircraft as set forth in this Agreement 6% TOTAL PAYMENT PRIOR TO DELIVERY 30% All Predelivery Payments that are past due on signature of this Agreement will be paid at signature of this Agreement. 5.2.4 The Seller will be entitled to Letter Agreement No. 2 hold and use any Predelivery Payment as absolute owner thereof, subject only to (i) the obligation to deduct an amount equal to Predelivery Payments from the Final Contract Price, when calculating the Balance of Amendment 7 to the Agreement (as amended by Paragraph 6 hereof); and Final Contract Price, or (ii) return or credit an amount equal to such Predelivery Payments to the Buyer as provided in accordance with Paragraphs 3.3(i)this Agreement. The Seller will be under no obligation to segregate any Predelivery Payment, 3.3(ii)or any amount equal thereto, 3.3(iii), 3.3.1 and 3from the Seller’s funds generally.

PREDELIVERY PAYMENTS. 3.1 Prior to the date of this Amendment, the Seller has received from the Buyer cash 7.1 Predelivery Payments in for the amount of [...***...] pursuant to Paragraphs 1 and 2 of Letter Agreement No. 4 to Amendment 7 (Amended and Restated Letter Agreement No. 4 Aircraft will be paid by the Buyer to the Agreement) ("LA 4"). The Seller will, upon satisfaction of all the conditions precedent listed in Paragraph 7.1 herein, apply such cash Predelivery Payments as follows: (i) for each [...***...]; and (ii) to the Rescheduled Aircraft Initial Payment. 3.2 In respect of the Rescheduled Aircraft, the A318 ] Aircraft and will, in the aggregate, amount to [...***...], ] of the provisions set forth Predelivery Payment Reference Price of the [***] Aircraft defined below in LA 4 will be deemed cancelled and of no further effectParagraph 7.2. 3.3 7.2 The Buyer will make pay the Seller Predelivery Payments on the Rescheduled Aircraft, the A318 Aircraft and for the [...***...] to the Seller as follows: (i) Aircraft calculated on the Predelivery Payment Reference Price of each [...***...] Aircraft. The Predelivery Payment Reference Price is defined as: A = [***] where A = the Predelivery Payment Reference Price for Converted A318 Aircraft to be delivered in calendar year T. Pb = the Base Price of the Converted A318 Aircraft as defined in Paragraph 5.1 above. N = T - 2003). T = the year of delivery of the relevant Converted A318 Aircraft. 7.3 Predelivery Payments for the [***] Aircraft will be paid according to the following schedules. Payment Date Percentage of [***] Aircraft Predelivery Payment Reference Price 1st Payment On signature of this Amendment [***] No later than the first Working Day of the following months: 2d Payment The [...***...] month prior to each before the Scheduled Date of Delivery Month of each Rescheduled Aircraft, the A318 Aircraft and the [...***...] each in the amount of [...***...] (less the Rescheduled Aircraft Initial Payment (only for the Rescheduled Aircraft), ***CONFIDENTIAL TREATMENT REQUESTED AWE - A319/A320 - Amendment No. 10 AM 10 - 2 (ii) xx xxx [...***...] Xxxxxxx xxx xx xxx [...***...] xxxxx xxxxx to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft and the [...***...] each in the amount of [...***...], and (iii) on the [...***...] Working day of the [...***...] month prior to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft, the [...***...] (the "PDP Due Date) each in the amount of [...***... 3.3.1 All Predelivery Payments shall be paid in immediately available funds. With respect to amounts due pursuant to paragraph 3.3 (iii) above, [...***...]. 3.4 In respect of the New Purchase Right Aircraft, the provisions set forth in LA 4 will be deemed cancelled and of no further effect. 3.5 The Buyer will make Predelivery Payments on each New Purchase Right Aircraft converted into a firm order to the Seller as follows: (i) upon written confirmation of acceptance by Buyer of the New Purchase Right Aircraft delivery position, the New Purchase Right Aircraft Predelivery Payment in the amount of [...***...] as set forth in Paragraph 2 this Agreement [***] (less 1st Payment) 3d Payment The [***] before the Scheduled Delivery Month of each [***] Aircraft as set forth in this Agreement [***] 4th Payment The [***] before the Scheduled Delivery Month of each [***] Aircraft as set forth in this Agreement [***] 5th Payment The [***] before the Scheduled Delivery Month of each [***] Aircraft as set forth in this Agreement [***] TOTAL PAYMENT PRIOR TO DELIVERY [***] 7.4 [***], the first Predelivery Payment for each of the six (6) Incremental A320 Aircraft, will be equal to Letter Agreement No. 2 of Amendment 7 to the Agreement (as amended by Paragraph 6 hereof); and (ii) in accordance with Paragraphs 3.3(i), 3.3(ii), 3.3(iii), 3.3.1 and 3[***].

PREDELIVERY PAYMENTS. 3.1 Prior 5.2.1 Predelivery Payments are non-refundable (although amounts equal to Predelivery Payments may be paid to the date of this AmendmentBuyer pursuant to Subclauses 10.2, 10.3, 10.5, 11.4, 11.5 and 21.2) and shall be paid by the Buyer to the Seller has received from for the Buyer cash Aircraft. 5.2.2 The Predelivery Payments Payment Reference Price for an Aircraft to be delivered in calendar year T is determined in accordance with the amount of following formula: [...***...] pursuant to Paragraphs 1 and 2 of Letter Agreement No. 4 to Amendment 7 (Amended and Restated Letter Agreement No. 4 to the Agreement) ("LA 4"). The Seller will, upon satisfaction of all the conditions precedent listed in Paragraph 7.1 herein, apply such cash Predelivery Payments as follows:] (i) [...***...]; and (ii) to the Rescheduled Aircraft Initial Payment. 3.2 In respect of the Rescheduled Aircraft, the A318 Aircraft and the [...***...], the provisions set forth in LA 4 will be deemed cancelled and of no further effect. 3.3 The Buyer will make Predelivery Payments on the Rescheduled Aircraft, the A318 Aircraft and the [...***...] to the Seller as follows: (i) on the [...***...] Working Day of the [...***...] month prior to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft and the [...***...] each in the amount of [...***...] (less the Rescheduled Aircraft Initial Payment (only for the Rescheduled Aircraft), ***CONFIDENTIAL TREATMENT REQUESTED AWE - A319/A320 - Amendment No. 10 AM 10 - 2 (ii) xx xxx [...***...] Xxxxxxx xxx xx xxx [...***...] xxxxx xxxxx to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft and the [...***...] each in the amount of [...***...], and (iii) on the [...***...] Working day of the [...***...] month prior to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft, the [...***...] (the "PDP Due Date) each in the amount of [...***... 3.3.1 All 5.2.3 Predelivery Payments shall be paid in immediately available fundsaccording to the following schedule. With respect to amounts due pursuant to paragraph 3.3 (iii) above, Payment Date Percentage of Predelivery PaymentReference Price [...***...]. 3.4 In respect of the New Purchase Right Aircraft, the provisions set forth in LA 4 will be deemed cancelled and of no further effect. 3.5 The Buyer will make Predelivery Payments on each New Purchase Right Aircraft converted into a firm order to the Seller as follows: (i) upon written confirmation of acceptance by Buyer of the New Purchase Right Aircraft delivery position, the New Purchase Right Aircraft Predelivery Payment in the amount of ] [...***...] as set forth [***] No later than the first Working Day of each of the following months: [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] ______________________________________________________ TOTAL PAYMENT PRIOR TO DELIVERY [***] In the event of the above schedule resulting in Paragraph 2 to Letter Agreement No. 2 of Amendment 7 any Predelivery Payment falling due prior to the Agreement (date of signature of the Agreement, such Predelivery Payments shall be made upon signature of the Agreement. CT1707017 PA A321 NEO EXECUTION [***] Confidential portion omitted and filed separately with the Commission Pursuant to a Request for Confidential Treatment. 5.2.4 The Seller shall be entitled to hold and use any Predelivery Payment as amended by Paragraph 6 hereof); and (ii) in accordance with Paragraphs 3.3(i)absolute owner thereof, 3.3(ii)subject only to the obligation to deduct an amount equal to Predelivery Payments from the Final Contract Price of the Aircraft, 3.3(iii)when calculating the balance of the Final Contract Price of such Aircraft. The Seller shall be under no obligation to segregate any Predelivery Payment, 3.3.1 and 3or any amount equal thereto, from the Seller’s funds generally.

PREDELIVERY PAYMENTS. 3.1 Prior to the date of this Amendment, the Seller has received from the Buyer cash Predelivery Payments in the amount of [...***...] pursuant to Paragraphs 1 and 2 of Letter Agreement No. 4 to Amendment 7 (Amended and Restated Letter Agreement No. 4 to the Agreement) ("LA 4"). The Seller will, upon satisfaction of all the conditions precedent listed in Paragraph 7.1 herein, apply such cash Predelivery Payments as follows: (i) [...***...]; and (ii) to the Rescheduled Aircraft Initial Payment. 3.2 In respect of the Rescheduled Aircraft, the A318 Aircraft and the [...***...], the provisions set forth in LA 4 will be deemed cancelled and of no further effect. 3.3 The Buyer will make Predelivery Payments on the Rescheduled Aircraft, the A318 Aircraft and the [...***...] to the Seller as follows: (i) on the [...***...] Working Day of the [...***...] month prior to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft and the [...***...] each in the amount of [...***...] (less the Rescheduled Aircraft Initial Payment (only for the Rescheduled Aircraft), ***CONFIDENTIAL TREATMENT REQUESTED AWE - A319/A320 - Amendment No. 10 AM 10 - 2 (ii) xx xxx [...***...] Xxxxxxx xxx xx xxx [...***...] xxxxx xxxxx to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft and the [...***...] each in the amount of [...***...], and (iii) on the [...***...] Working day of the [...***...] month prior to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft, the [...***...] (the "PDP Due Date) each in the amount of [...***... 3.3.1 All 6.2.1 Predelivery Payments shall be paid by the Buyer to the Seller for each Aircraft and will, in immediately available funds. With respect the aggregate, amount to amounts due pursuant to paragraph 3.3 (iiii) above, [...***...]] of the Predelivery Payment Reference Price defined in Subclause 6.2.4 below for each of the Firm Aircraft and (ii) [***] of the Predelivery Payment Reference Price defined in Subclause 6.2.4 below for each of the Option Aircraft. 3.4 In respect 6.2.2 Predelivery Payments for each of the New Purchase Right AircraftFirm Aircraft shall be paid according to the following schedule: Percentage of Predelivery Payment Reference Price --------------- - first payment, received on signature of the provisions set forth in LA 4 will LOI [***] - second payment, no later than [***] [***] - third payment, no later than [***] [***] - fourth payment, no later than [***] [***] - fifth payment, 18 months prior to delivery [***] - sixth payment, 15 months prior to delivery [***] - seventh payment, 12 months prior to delivery [***] - eighth payment, 6 months prior to delivery [***] - ninth payment, 3 months prior to delivery [***] TOTAL PAYMENT PRIOR TO DELIVERY [***] The balance of the Final Contract Price shall be deemed cancelled and of no further effect. 3.5 The Buyer will make Predelivery Payments on each New Purchase Right Aircraft converted into a firm order paid to the Seller as follows: (i) upon written confirmation at delivery of acceptance by Buyer each of the New Purchase Right Firm Aircraft. 6.2.3 Predelivery Payments for each of the Option Aircraft delivery position, shall be paid according to the New Purchase Right Aircraft following schedule: Percentage of Predelivery Payment in Reference Price (or USD) - first payment, received on signature of the amount of LOI [...***...] as set forth in Paragraph 2 - second payment, no later than [***] [***] - third payment, no later than [***] [***] - fourth payment, upon Option Aircraft exercise but not later than 24 months prior to Letter Agreement No. 2 of Amendment 7 delivery [***] - fifth payment, 18 months prior to the Agreement (as amended by Paragraph delivery [***] - sixth payment, 15 months prior to delivery [***] - seventh payment, 12 months prior to delivery [***] - eighth payment, 6 hereof); and (ii) in accordance with Paragraphs 3.3(i)months prior to delivery [***] - ninth payment, 3.3(ii), 3.3(iii), 3.3.1 and 3.3 months prior to delivery [***] TOTAL PAYMENT PRIOR TO DELIVERY [***]

PREDELIVERY PAYMENTS. 3.1 Prior 5.2.1 Predelivery Payments will be paid by the Buyer to the date Seller for each Aircraft. Predelivery Payments are nonrefundable (although amounts equal to Predelivery Payments may be paid to the Buyer under Clauses 10.4 and 11.3 of this Amendment, Agreement). The Buyer will pay Predelivery Payments to the Seller has received from the Buyer cash Predelivery Payments in the amount of totalling [...***...] pursuant of the Predelivery Payment Reference Price defined below in Clause 5.2.2. 5.2.2 The Predelivery Payment Reference Price is defined as: A = Pb (1 + 0.04N) where A = the Predelivery Payment Reference Price for an Aircraft to Paragraphs 1 and 2 be delivered in calendar year T. Pb = the Base Price of Letter Agreement Nothe Aircraft as defined in Clause 3 above. 4 to Amendment 7 N = (Amended and Restated Letter Agreement NoT – 2003). 4 T = the year of delivery of the relevant Aircraft. 5.2.3 Predelivery Payments will be paid according to the Agreement) ("LA 4")following schedule. The Seller will, upon satisfaction of all the conditions precedent listed in Paragraph 7.1 herein, apply such cash Predelivery Payments as follows: (i) [...***...]; and (ii) to ] On signature of this Agreement No later than the Rescheduled Aircraft Initial Payment. 3.2 In respect of the Rescheduled Aircraft, the A318 Aircraft and the [...***...], the provisions set forth in LA 4 will be deemed cancelled and of no further effect. 3.3 The Buyer will make Predelivery Payments on the Rescheduled Aircraft, the A318 Aircraft and the [...***...] to the Seller as follows: (i) on the [...***...] first Working Day of the following months: [...***...] month prior to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft and the ([...***...] each in the amount of ]) [...***...] (less the Rescheduled Aircraft Initial Payment (only for the Rescheduled Aircraft), [***CONFIDENTIAL TREATMENT REQUESTED AWE - A319/A320 - Amendment No. 10 AM 10 - 2 ] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] TOTAL PAYMENT PRIOR TO DELIVERY [***] All Predelivery Payments for which the payment due date falls before signature of this Agreement will be paid at signature of this Agreement. 5.2.4 The Seller will be entitled to hold and use any Predelivery Payment as absolute owner thereof subject to (i) the obligation to deduct Predelivery Payments from the Final Contract Price when calculating the Balance of the Final Contract Price, (ii) xx xxx Clause [...***...] Xxxxxxx xxx xx xxx of the Agreement, (iii) Clause [...***...] xxxxx xxxxx to each Scheduled Date of Delivery of each Rescheduled Aircraftthe Agreement, the A318 Aircraft and the or (iv) [...***...] each in the amount of [...***...], and (iii) on the [...***...] Working day of the [...***...] month prior to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft, the [...***...] (the "PDP Due Date) each in the amount of [...***... 3.3.1 All Predelivery Payments shall as may be paid in immediately available funds. With respect to amounts due pursuant to paragraph 3.3 (iii) above, [...***...]. 3.4 In respect of the New Purchase Right Aircraft, the provisions set forth elsewhere in LA 4 this Agreement. The Seller will be deemed cancelled and of under no further effect. 3.5 The Buyer will make Predelivery Payments on each New Purchase Right Aircraft converted into a firm order obligation to the Seller as follows: (i) upon written confirmation of acceptance by Buyer of the New Purchase Right Aircraft delivery position, the New Purchase Right Aircraft segregate any Predelivery Payment in from the amount of [...***...] as set forth in Paragraph 2 to Letter Agreement No. 2 of Amendment 7 to the Agreement (as amended by Paragraph 6 hereof); and (ii) in accordance with Paragraphs 3.3(i), 3.3(ii), 3.3(iii), 3.3.1 and 3Seller’s funds generally.

PREDELIVERY PAYMENTS. 3.1 Prior 4.1 [***] 4.2 Clause 5.3.3(o) of the Agreement is hereby amended by deleting and replacing the Predelivery Payment schedule therein with the following: QUOTE Payment Date Percentage of applicable Predelivery Payment Reference Price [***] [***] Payment Date Percentage of applicable Predelivery Payment Reference Price [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] Total payment prior to Delivery [***] UNQUOTE 4.3 [***] as of the date hereof, Clause 5.3.3(b) of the Agreement shall be amended to add the following at the end thereof: QUOTE [***] as of the date of Amendment No. 6 to this AmendmentAgreement, Predelivery Payments will be paid to the Seller has received from according to the Buyer cash following schedule: Payment Date Fixed amount or Percentage of applicable Predelivery Payments in the amount of Payment Reference Price [...***...] pursuant to Paragraphs 1 and 2 of Letter Agreement No. 4 to Amendment 7 (Amended and Restated Letter Agreement No. 4 to the Agreement) ("LA 4"). The Seller will, upon satisfaction of all the conditions precedent listed in Paragraph 7.1 herein, apply such cash Predelivery Payments as follows: (i) [...***...]; and (ii) to the Rescheduled Aircraft Initial Payment. 3.2 In respect of the Rescheduled Aircraft, the A318 Aircraft and the ] [...***...], the provisions set forth in LA 4 will be deemed cancelled and of no further effect. 3.3 The Buyer will make Predelivery Payments on the Rescheduled Aircraft, the A318 Aircraft and the ] [...***...] to the Seller as follows: (i) on the [...***...] Working Day of the [...***...] month prior to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft and the [...***...] each in the amount of [...***...] (less the Rescheduled Aircraft Initial Payment (only for the Rescheduled Aircraft), [***CONFIDENTIAL TREATMENT REQUESTED AWE - A319/A320 - ] [***] [***] Total payment prior to Delivery [***] UNQUOTE 4.4 [***] as of the date hereof, Clause 5.3.3(o) of the Agreement shall be amended to add the following at the end thereof: QUOTE [***] as of the date of Amendment No. 10 AM 10 - 2 (ii) xx xxx 6 to this Agreement, the Predelivery Payment schedule [...***...] Xxxxxxx xxx xx xxx ]: Payment Date Percentage of applicable Predelivery Payment Reference Price [...***...] xxxxx xxxxx to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft and the [...***...] each in the amount of [...***...], and (iii) on the ] [...***...] Working day of the [...***...] month prior to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft, the [...***...] (the "PDP Due Date) each in the amount of [...***... 3.3.1 All Predelivery Payments shall be paid in immediately available funds. With respect to amounts due pursuant to paragraph 3.3 (iii) above, ] [...***...]. 3.4 In respect of the New Purchase Right Aircraft, the provisions set forth in LA 4 will be deemed cancelled and of no further effect. 3.5 The Buyer will make Predelivery Payments on each New Purchase Right Aircraft converted into a firm order to the Seller as follows: (i) upon written confirmation of acceptance by Buyer of the New Purchase Right Aircraft delivery position, the New Purchase Right Aircraft Predelivery Payment in the amount of ] [...***...] [***] [***] [***] [***] Total payment prior to Delivery [***] UNQUOTE 4.5 Predelivery Payments paid by the Buyer [***] in respect of [***], as set forth in Paragraph 2 to Letter Agreement No. 2 of Amendment 7 to the Agreement (as amended by Paragraph 6 date hereof); and, [***] (ii) in accordance with Paragraphs 3.3(i), 3.3(ii), 3.3(iii), 3.3.1 and 3.4.6 [***]

PREDELIVERY PAYMENTS. 3.1 Prior Clauses 5.2.1, 5.2.2 and 5.2.3 of the Agreement are hereby deleted and replaced with the following quoted text: QUOTE 5.2.1 Predelivery Payments are nonrefundable (except as otherwise provided in the Agreement including amounts equal to Predelivery Payments which may be paid to the date of this AmendmentBuyer pursuant to Clauses 10.3.3.1, 10.4 and 11.3) and will be paid by the Buyer to the Seller has received from the Buyer cash for Aircraft. The aggregate Predelivery Payments in the Payment amount of [...***...] pursuant ** of the Predelivery Payment Reference Price calculated as set forth in Clause 5.2.2. 5.2.2 The Predelivery Payment Reference Price for an Aircraft to Paragraphs 1 be delivered in calendar year T is defined below: A = ***** Where A = the predelivery payment reference price for an Aircraft to be delivered in calendar year T. Pb = the Base Price of the Aircraft as defined in Clause 3 above, except that, for the purpose of calculating the predelivery payment reference price, the Base Price of any and 2 all SCNs mutually agreed upon prior to the signature of the Agreement shall be limited to ***** N = (T – 2007). T = the year of delivery of the relevant Aircraft. INTREPID – A330-200F – Letter Agreement No. 4 2-EV LA2-2/6 CONFIDENTIAL AND PROPRIETARY INFORMATION ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission. (a) Predelivery Payments for the ***** Aircraft scheduled to Amendment 7 (Amended and Restated be delivered pursuant to the delivery schedule set forth in Clause 9.1.1 of the Agreement will be paid according to the following schedule: 1st Payment On signature of the Agreement ***** No later than the first Business Day of each of the following months: 2nd Payment The ***** month before the Scheduled Delivery Month of each Aircraft as set forth in the Agreement ***** 3rd Payment The *****month before the Scheduled Delivery Month of each Aircraft as set forth in the Agreement ***** 4th Payment The *****month before the Scheduled Delivery Month of each Aircraft as set forth in the Agreement ***** 5th Payment The ***** month before the Scheduled Delivery Month of each Aircraft as set forth in the Agreement ***** TOTAL PAYMENT PRIOR TO DELIVERY ***** All Predelivery Payments that are past due on signature of the Agreement will be paid at signature of the Agreement. INTREPID – A330-200F – Letter Agreement No. 4 to the Agreement) ("LA 4"). The Seller will, upon satisfaction of all the conditions precedent listed in Paragraph 7.1 herein, apply such cash Predelivery Payments as follows: (i) [...2-EV LA2-3/6 CONFIDENTIAL AND PROPRIETARY INFORMATION ***...]; and** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission. (iib) to Predelivery Payments for the Rescheduled Aircraft Initial Payment. 3.2 In respect of the Rescheduled Aircraft, the A318 Aircraft and the [...***...], ** scheduled to be delivered pursuant to the provisions delivery schedule set forth in LA 4 Clause 9.1.1 of the Agreement will be deemed cancelled and paid according to the following schedule: 1st Payment On signature of no further effect. 3.3 The Buyer will make Predelivery Payments on the Rescheduled Aircraft, the A318 Aircraft and the [...Agreement ***...] to ** No later than the Seller as follows: (i) on first Business Day of each of the [...following months: 2nd Payment The ***...] Working Day of ** month before the [...***...] month prior to each Scheduled Date of Delivery Month of each Rescheduled Aircraft, the A318 Aircraft and the [...***...] each in the amount of [...***...] (less the Rescheduled Aircraft Initial Payment (only for the Rescheduled Aircraft), ***CONFIDENTIAL TREATMENT REQUESTED AWE - A319/A320 - Amendment No. 10 AM 10 - 2 (ii) xx xxx [...***...] Xxxxxxx xxx xx xxx [...***...] xxxxx xxxxx to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft and the [...***...] each in the amount of [...***...], and (iii) on the [...***...] Working day of the [...***...] month prior to each Scheduled Date of Delivery of each Rescheduled Aircraft, the A318 Aircraft, the [...***...] (the "PDP Due Date) each in the amount of [...***... 3.3.1 All Predelivery Payments shall be paid in immediately available funds. With respect to amounts due pursuant to paragraph 3.3 (iii) above, [...***...]. 3.4 In respect of the New Purchase Right Aircraft, the provisions set forth in LA 4 will be deemed cancelled and of no further effect. 3.5 The Buyer will make Predelivery Payments on each New Purchase Right Aircraft converted into a firm order to the Seller as follows: (i) upon written confirmation of acceptance by Buyer of the New Purchase Right Aircraft delivery position, the New Purchase Right Aircraft Predelivery Payment in the amount of [...***...] as set forth in Paragraph 2 to the Agreement ***** 3rd Payment The *****month before the Scheduled Delivery Month of each Aircraft as set forth in the Agreement ***** 4th Payment The *****month before the Scheduled Delivery Month of each Aircraft as set forth in the Agreement ***** 5th Payment The ***** month before the Scheduled Delivery Month of each Aircraft as set forth in the Agreement ***** TOTAL PAYMENT PRIOR TO DELIVERY ***** All Predelivery Payments that are past due on signature of the Agreement will be paid at signature of the Agreement. UNQUOTE 2.1 INTREPID – A330-200F – Letter Agreement No. 2 2-EV LA2-4/6 CONFIDENTIAL AND PROPRIETARY INFORMATION ***** Confidential portions of Amendment 7 to the Agreement (as amended by Paragraph 6 hereof); and (ii) in accordance material have been omitted and filed separately with Paragraphs 3.3(i), 3.3(ii), 3.3(iii), 3.3.1 the Securities and 3Exchange Commission.