CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL Supplemental Agreement No. 12 to Purchase Agreement No. 2191 between The Boeing...
EXHIBIT 4.15
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT
BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT
TREATS AS PRIVATE OR CONFIDENTIAL
Supplemental Agreement No. 12
to
Purchase Agreement No. 2191
between
The Boeing Company
and
COPA Holdings, S.A., Inc. Relating to
Boeing Model 737 Aircraft
THIS SUPPLEMENTAL AGREEMENT entered into as of Feb 26, 2007 by and between THE BOEING COMPANY, a Delaware corporation with its principal office in Seattle, Washington, (Boeing) and COPA HOLDINGS, S.A., INC. (Customer);
WHEREAS, the parties hereto entered into Purchase Agreement No. 2191 dated November 25, 1998 (the Agreement), as amended and supplemented, relating to Boeing Model 737-7V3 and 737-8V3 aircraft (the Aircraft); and
WHEREAS, Customer and Boeing have come to agreement on the **Material Redacted** and
WHEREAS, Boeing and Buyer have mutually agreed to amend the Agreement to incorporate the effect of these and certain other changes;
NOW THEREFORE, in consideration of the mutual covenants herein contained, the parties agree to amend the Agreement as follows:
| 1.1. | Table of Contents and Tables: |
| 1.2. | Remove and replace, in its entirety the “Table of Contents”, with the “Table of Contents” attached hereto and hereby made a part of the Agreement, to reflect the changes made by this Supplemental Agreement. |
| 1.3. | Table 1-4 entitled “Aircraft Information Table for Model 737- 7V3 Aircraft ” is attached hereto to reflect the deletion of the May 2008 737-7V3 aircraft from this table. |
| 1.4. | Table 1-5 entitled “Aircraft Information Table for Model 737- 8V3 Aircraft ” is attached hereto to reflect the addition of the May 2008 737-8V3 aircraft to this table. |
The Purchase Agreement will be deemed to be supplemented to the extent herein provided as of the date hereof and as so supplemented will continue in full force and effect.
| PA No. 2191 |
Page 1 |
SA No. 12 |
Boeing and Customer have each caused this Supplemental Agreement to be duly executed as of the day and year first written above.
| THE BOEING COMPANY | COPA HOLDINGS, S.A. | |||||||
| **Material Redacted** | ||||||||
| By: |
|
By: |
| |||||
| Its: | Attorney-In-Fact |
Its: | Chief Executive Officer | |||||
| PA No. 2191 |
Page 2 |
SA No. 12 |
TABLE OF CONTENTS
| ARTICLES |
|
SA NUMBER |
| |||
| 1. |
Quantity, Model and Description | SA 3 | ||||
| 2. |
Delivery Schedule | |||||
| 3. |
Price | |||||
| 4. |
Payment | SA 3 | ||||
| 5. |
Miscellaneous | |||||
| TABLE |
||||||
| 1-1 |
Aircraft Information Table for Model 737 - 7V3 Aircraft | SA 4 | ||||
| 1-2 |
Aircraft Information Table for Model 737 - 8V3 Aircraft | SA 5 | ||||
| 1-3 |
Aircraft Information Table for Model 737 - 7V3 Aircraft | SA 7 | ||||
| 1-4 |
Aircraft Information Table for Model 737 - 7V3 Aircraft | SA 12 | ||||
| 1-5 |
Aircraft Information Table for Model 737 - 8V3 Aircraft | SA 12 | ||||
| EXHIBIT |
||||||
| A-1 |
Aircraft Configuration for Model 737 - 7V3 Aircraft | SA 3 | ||||
| A-2 |
Aircraft Configuration for Model 737 - 8V3 Aircraft | SA 3 | ||||
| B. |
Aircraft Delivery Requirements and Responsibilities | SA 3 | ||||
| SUPPLEMENTAL EXHIBITS |
||||||
| AE1. |
Escalation Adjustment Airframe and Optional Features | SA 10 | ||||
| BFE1. |
BFE Variables | SA 3 | ||||
| CS1. |
Customer Support Variables | SA 3 | ||||
| EE1. |
Engine Escalation/Engine Warranty and Patent Indemnity | |||||
| SLP1. |
Service Life Policy Components | |||||
| PA No. 2191 | SA No. 12 |
| LETTER AGREEMENTS |
||||||
| 2191-01 |
Demonstration Flight Waiver | |||||
| 2191-02 |
Escalation Sharing | |||||
| 2191-03 |
Seller Purchased Equipment | |||||
| RESTRICTED LETTER AGREEMENTS |
||||||
|
6-1162-XXX -0123 |
Performance Guarantees | |||||
| 6-1162-XXX -0124 |
Special Matters | |||||
| 6-1162-XXX -0155 |
Airframe Escalation Revision | |||||
| 6-1162-XXX -0156 |
Year 2000 Ready Software, Hardware and Firmware | |||||
| 6-1162-XXX -0157 |
Miscellaneous Matters | |||||
| 6-1162-MJB-0017 |
Special Matters | |||||
| 6-1162-MJB-0030 |
Special Matters | |||||
| 6-1162-LAJ-874R |
Special Matters | SA 5 | ||||
| 6-1162-LAJ-874R1 |
Special Matters | SA 6 | ||||
| 6-1162-LAJ-874R2 |
Special Matters | SA 7 | ||||
| 6-1162-LAJ-982 |
Special Matters | SA 8 | ||||
| 6-1162-LAJ-982R3 |
Special Matters | SA 11 | ||||
| 6-1162-RLL-3852 |
737-800 Performance Guarantees | SA 9 | ||||
| DATED AS OF: | ||||||
| Supplemental Agreement No. 1 |
June 29, 2001 | |||||
| Supplemental Agreement No. 2 |
December 21, 2001 | |||||
| Supplemental Agreement No. 3 |
June 14, 2002 | |||||
| Supplemental Agreement No. 4 |
December 20, 1002 | |||||
| Supplemental Agreement No. 5 |
October 31, 2003 | |||||
| Supplemental Agreement No. 6 |
September 9, 2004 | |||||
| Supplemental Agreement No. 7 |
December 9, 2004 | |||||
| Supplemental Agreement No. 8 |
April 15, 2005 | |||||
| Supplemental Agreement No. 9 |
March 16, 2006 | |||||
| Supplemental Agreement No. 10 |
May 8, 2006 | |||||
| Supplemental Agreement Xx. 00 |
Xxxxxx 00 , 0000 | |||||
| Supplemental Agreement Xx. 00 |
, 0000 | |||||
| XX Xx. 0000 | XX No. 12 |
Table 1-4
Aircraft Information Table for Model 737-7V3 Aircraft
Aircraft Delivery, Description, Price and Advance Payments
| Total: |
2 |
| COP — SA 12 | ||||
| May 08 — Sub from -700 to a -800 | Boeing Proprietary | Page 1 |
Table 1-5
Aircraft Information Table for Model 737-8V3 Aircraft
Delivery, Description, Price and Advance Payments
| Total: |
4 |
| COP — SA 12 44193-May 08 Sub to -700 to a -800 |
Boeing Proprietary |
Page 1 |
