SUPPLEMENTAL AGREEMENT NO. 20 to Purchase Agreement No. 03735 between THE BOEING COMPANY and AMERICAN AIRLINES, INC. Relating to Boeing Model 737 MAX Aircraft

Exhibit 10.92

Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

SUPPLEMENTAL AGREEMENT NO. 20

to

Purchase Agreement No. 03735

between

THE BOEING COMPANY

and

AMERICAN AIRLINES, INC.

Relating to Boeing Model 737 MAX Aircraft

This SUPPLEMENTAL AGREEMENT No. 20 (SA-20), entered into as of November _12__, 2021 (Effective Date), by and between THE BOEING COMPANY, a Delaware corporation with offices in Seattle, Washington (Boeing) and AMERICAN AIRLINES, INC. a Delaware corporation with offices in Fort Worth, Texas, together with its successors and permitted assigns (Customer);

WHEREAS, Boeing and Customer entered into Purchase Agreement No. 03735 dated February 1, 2013 relating to Boeing Model 737 MAX Aircraft, as amended and supplemented (Purchase Agreement) and capitalized terms used herein without definitions shall have the meanings specified therefore in such Purchase Agreement;

WHEREAS, Customer and Boeing desire to amend Letter Agreement Xx. XXX-XX-00000-XX-0000000 entitled “[****];”

NOW, THEREFORE, the parties agree that the Purchase Agreement is amended as set forth below and otherwise agree as follows:

1.Table of Contents.

The “Table Of Contents” to the Purchase Agreement referencing SA-19 in the footer is deleted in its entirety and is replaced with the new “Table Of Contents” (attached hereto) referencing SA-20 in the footer to reflect changes made to the Purchase Agreement by this SA-20. Such new Table of Contents is hereby incorporated into the Purchase Agreement in replacement of its predecessor.

PA 03735    SA-20, Page 1

BOEING PROPRIETARY

2.Letter Agreement.

Letter Agreement No. AAL-PA-03735-LA-1600073 (Original [****] Letter Agreement) entitled “[****]” is deleted in its entirety and replaced with the similarly titled Letter Agreement No. AL-PA-03735-LA-1600073R1 (attached hereto) referencing SA-20 in the footer (Revised [****] Letter Agreement). The Revised [****] Letter Agreement is hereby incorporated into the Purchase Agreement in replacement of the Original [****] Letter Agreement.

3.    Miscellaneous.

The Purchase Agreement is amended as set forth above by the revised Table of Contents and Revised [****] Letter Agreement. All other terms and conditions of the Purchase Agreement remain unchanged and are in full force and effect.

Intentionally Xxxx Xxxxx

XX 00000    SA-20, Page 2

BOEING PROPRIETARY

AGREED AND ACCEPTED this
November 12, 2021
Date
THE BOEING COMPANY						AMERICAN AIRLINES, INC.
/s/ The Boeing Company						/s/ American Airlines, Inc.
Signature						Signature
The Boeing Company						American Airlines, Inc.
Printed name						Printed name
Attorney-in-Fact						VP, Treasurer
Title						Xxxxx

XX 00000

SA-20    

BOEING PROPRIETARY

TABLE OF CONTENTS

ARTICLES						SA NUMBER
Article 1.			Quantity, Model and Description
Article 2.			Delivery Schedule
Article 3.			Price
Article 4.			Payment
Article 5.			Additional Terms
Article 6.			Confidentiality
TABLE
1R12 1-2 1-3R6			Aircraft Information Table Revised Delivery Aircraft Information Table [****] Aircraft Delivery, Description, Price, and Advance Payments			19 9 19
EXHIBITS
AR1 A2			Aircraft Configuration Revised Delivery Aircraft Configuration			6 9
B.			Aircraft Delivery Requirements and Responsibilities
C.			Definitions
SUPPLEMENTAL EXHIBITS
AE1.			[****]
BFE1.			BFE Variables
CS1R1.			Customer Support Variables			4
EE1.			[****]
SLP1.			[****]
LETTER AGREEMENTS
LA-1106648R1			Special Matters			6
LA-1106649			[****]
LA-1106650R4			[****]			11
LA-1106651R2			[****]			11
LA-1106652			Aircraft Model Substitution
XX-0000000			XXXX Terms Revisions for MAX
LA-1106655			Open Matters – 737 MAX Withdrawn			6
LA-1106656R1			[****]			1

PA-03735    TABLE OF CONTENTS, Page 1 of 0    XX-00

XXXXXX XXXXXXXXXXX

XX-0000000X0			[****]			2
LA-1106663 R1			[****]			2
LA-1106664 R1			[****]			2
LA-1106658			[****]
LA-1106659R2			[****]			10
LA-1106660			Spare Parts Initial Provisioning
LETTER AGREEMENTS, continued						SA NUMBER
LA-1106661R2			[****]			2
LA-1106667			[****]
LA-1106668R1			[****]			8
LA-1106669			[****]
LA-1106670			Confidentiality
LA-1106671R1			Miscellaneous Commitments			1
LA-1106672			Extended Warranty Option
LA-0000000X0*			[****]			4
LA-1106677			Optional Features Comfort Letter
LA-1600073R1			[****]			20

LA-1600852     [****]                                 5

LA-1603773 [****]                     5

LA-1605402 [****]                     6

LA-1700919     [****]                     7

LA-1801206     [****]                     9

LA-2002704 [****]                     11

LA-2002743 [****]                     11

LA-2003342     [****]                     11

LA-2003486     [****]                     14

* - This is an intended gap as there are no Letter Agreements LA-1106674 through LA-1106676 incorporated by the Purchase Agreement.

AAL-PA-03735-LA-1600073R1 SA-20    

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BOEING PROPRIETARY

The Boeing Company
X.X. Xxx 0000
Xxxxxxx, XX 00000-0000

AAL-PA-03735-LA-1600073R1

American Airlines, Inc.

X.X. Xxx 000000

Xxxxxx-Xxxx Xxxxx Xxxxxxx, Xxxxx 00000-0000

Subject:    [****]    

Reference:    Purchase Agreement No. 03735 (Purchase Agreement) between The Boeing Company (Boeing) and American Airlines, Inc. (Customer) relating to Model 737 MAX 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.

1.[****].

1.1    At the time of delivery of each Boeing Model 737-8 MAX aircraft specified in Table 1R12 (Aircraft), with [****], if Customer [****] ([****]) identified in Table 1.1 below, Boeing will [****] ([****]) in the [****] ([****]) [****] ([****]).

			[****]
			[****] Number			Description
1			[****]			[****]
2			[****]			[****]
3			[****]			[****]
4			[****]			[****]
5			[****]			[****]
6			[****]			[****]
7			[****]			[****]
8			[****]			[****]
9			[****]			[****]
10			[****]			[****]
11			[****]			[****]
12			[****]			[****]

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BOEING PROPRIETARY

1.2    In order to receive the [****] in the [****] set forth in paragraph 1.1 above, Customer cannot [****]. The [****] if (i) Customer does not [****], or (ii) Customer [****], due to Customer [****]. Boeing shall make such [****] consistent with the Boeing [****] used to determine the [****]. For avoidance of doubt, if (for any reason) one or more of the [****] are no longer [****] by Boeing, Customer will continue to receive the [****] in accordance with the terms and conditions of this Letter Agreement so long as Customer [****].

2.[****].

2.1The [****] in the table below in this Section 2.1 and included in [****] are for i) [****] Aircraft in Table 1R12 with [****], ii) [****] Aircraft in Table 1-3R6, and iii) [****] Aircraft in Table 1-2 and or any of the [****] in which Customer exercises it [****] pursuant to Letter Agreement No. AAL-PA-03735-LA-1106651R2 entitled “[****]”, [****].

[****] Number			Description			[****]
[****]			[****]			[****]
[****]			[****]			[****]
[****]			[****]			[****]

The [****] in the table below in this Section 2.1 and included in [****] is for i) [****] Aircraft in Table 1R12 with [****], ii) [****] Aircraft in Table 1-3R6, and iii) [****] Aircraft in Table 1-2 and for any of the [****] in which Customer exercises it [****] pursuant to Letter Agreement No. AAL-PA-03735-LA-1106651R2 entitled “[****]”, [****].

[****] Number			Description			[****]
[****]			[****]			[****]

The [****] for the [****] in the two (2) tables in this Section 2.1 are [****] and [****] ([****]) which will be [****] for [****] aircraft.

2.2[****].

Boeing at time of delivery of the Aircraft in Table 1R12 with [****], will [****] Customer a [****] of [****] ([****]) as [****] for the [****] of [****], [****] for Aircraft with [****] as shown in the following table:

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Scheduled Delivery Month

[****]

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3.    [****].

3.1    At the time of delivery of each of the following Aircraft i) [****] Aircraft in Table 1R12 with [****], ii) [****] Aircraft in Table 1-3R6, and iii) [****] Aircraft in Table 1-2 and for any of the [****] in which Customer [****] it [****] pursuant to Letter Agreement No. AAL-PA-03735-LA-1106651R2 entitled “[****]”, if Customer [****] ([****]) identified in Table 3.1 below, Boeing will [****] to Customer a [****] ([****]) in the [****] ([****]) ([****]).

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BOEING PROPRIETARY

			Table 3.1 – [****]
			[****] Number			Description
1			[****]			[****]
2			[****]			[****]
3			[****]			[****]
4			[****]			[****]
5			[****]			[****]
6			[****]			[****]
7			[****]			[****]
8			[****]			[****]

3.2    In order to receive the [****] in the [****] set forth in paragraph 3.1 above, Customer cannot [****]. The [****] if (i) Customer does not [****], or (ii) [****], due to Customer [****]. Boeing shall make such [****] consistent with the Boeing [****] used to determine the [****]. For avoidance of doubt, if (for any reason) one or more of the [****] are no longer [****] by Boeing, Customer will continue to [****] in accordance with the terms and conditions of this Letter Agreement so long as Customer [****].

3.Confidentiality.

Customer understands and agrees that the information contained herein represents confidential business information and has value precisely because it is not available generally or to other parties. This Letter Agreement shall be subject to the terms and conditions of Letter Agreement Xx. XXX-XX-00000-XX-0000000 entitled “Confidentiality”.

4.Assignment.

Notwithstanding any other provisions of the Purchase Agreement, the rights and obligations described in this Letter Agreement are provided to Customer in consideration of Customer’s becoming the operator of the Aircraft and cannot be assigned, in whole or in part, without the prior written consent of Boeing, except to the extent permissible under the terms of the AGTA.

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.

(The remainder of this page is intentionally left blank)

AAL-PA-03735-LA-1600073R1 SA-20    

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BOEING PROPRIETARY

Very truly yours,

THE BOEING COMPANY
By:			/s/ The Boeing Company
Its:			Attorney-In-Fact
ACCEPTED AND AGREED TO this
Date:						November 12, 2021
AMERICAN AIRLINES, INC.
By:			/s/ American Airlines, Inc.
Its:			VP, Treasurer

AAL-PA-03735-LA-1600073R1 SA-20    

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BOEING PROPRIETARY