EXHIBIT
10.2
Amendment No. 27
to the A320 Purchase
Agreement
Dated as of April 20,
1999
between
AVSA, S.A.R.L.
and
JetBlue Airways Corporation
This Amendment No. 27
(hereinafter referred to as the
‘‘Amendment’’) is entered into as of
April 25, 2006 between AIRBUS, S.A.S. (legal successor to
AVSA, S.A.R.L.), organized and existing under the laws of the Republic
of France, having its registered office located at 0, Xxxx-Xxxxx
Xxxxxxx Xxxxxxxx, 00000 Xxxxxxx, Xxxxxx (hereinafter referred to as the
‘‘Seller’’), and JetBlue Airways
Corporation, a corporation organized and existing under the laws of the
State of Delaware, United States of America, having its principal
corporate offices located 000-00 Xxxxxx Xxxxxxxxx, 0xx Xxxxx, Xxxxxx
Xxxxx, Xxx Xxxx 00000 XXX (hereinafter referred to as the
‘‘Buyer’’).
WITNESSETH
WHEREAS, the Buyer and the
Seller entered into an A320 Purchase Agreement, dated as of
April 20, 1999, relating to the sale by the Seller and
the purchase by the Buyer of certain Airbus A320-200 aircraft (the
‘‘Aircraft’’), including twenty-five option
aircraft (the ‘‘Option Aircraft’’), which,
together with all Exhibits, Appendixes and Letter Agreements attached
thereto and as amended by Amendment No. 1, dated as of September
30, 1999, Amendment No. 2, dated as of March 13,
2000, Amendment No. 3, dated as of March 29, 2000,
Amendment No. 4, dated as of September 29, 2000,
Amendment No. 5 dated as of November 7, 2000, Amendment
No. 6 dated as of November 20, 2000, Amendment No. 7
dated as of January 29 2001, Amendment No. 8 dated as of
May 3, 2001, Amendment No. 9 dated as of July
18, 2001, Amendment No. 10 dated as of November
16, 2001, Amendment No. 11 dated as of December
31, 2001, Amendment No. 12 dated as of April 19,
2002, Amendment No. 13 dated as of November 22, 2002,
Amendment No. 14 dated as of December 18, 2002 and
Amendment No. 15 dated as of February 10, 2003, Amendment
No. 16 dated as of April 23, 2003, Amendment No. 17 dated
as of October 1, 2003, Amendment No. 18 dated as of
November 12, 2003, Amendment No. 19 dated as of
June 4, 2004, Amendment No. 20 dated as of June
7, 2004, Amendment No. 21 dated as of November 19,
2004, Amendment No. 22 dated as of February 17, 2005,
Amendment No. 23 dated as of March 31, 2005, Amendment
No. 24 dated as of July 21, 2005, Amendment No. 25 dated
as of
November 23, 2005 and Amendment
No. 26 dated as of February 27, 2006 is hereinafter
called the ‘‘Agreement’’;
WHEREAS
the Seller and the Buyer have agreed to amend Clause 9 of the Agreement
under the terms and conditions set forth herein,
NOW, THEREFORE,
IT IS AGREED AS FOLLOWS
 |
|
| 1. |
DEFINITIONS |
|
|
| 1.1 |
Capitalized terms used herein and not otherwise
defined herein will have the meanings assigned to them in the
Agreement. The terms ‘‘herein,’’
‘‘hereof’’ and
‘‘hereunder’’ and words of similar import
refer to this Amendment. |
2. DELIVERY
SCHEDULE
|
|
| 2.1 |
The Buyer and the Seller agree
that the delivery schedule set forth in Clause 9.1.1 of the Agreement
is hereby cancelled and replaced by the following quoted
provisions: |
QUOTE:
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| CAC
Id No. |
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Rank No. |
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Aircraft |
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Delivery |
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| 41
199 |
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No. 1 |
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Pre-Amendment No. 16
Aircraft |
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*** |
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2000 |
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| 41
200 |
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No.
2 |
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Pre-Amendment No. 16 Aircraft |
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*** |
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2000 |
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| 41 203 |
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No.
3 |
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Pre-Amendment No. 16 Aircraft |
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*** |
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2000 |
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| 41 201 |
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No.
4 |
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Pre-Amendment No. 16
Aircraft |
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*** |
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2000 |
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| 41
202 |
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No. 5 |
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Pre-Amendment No. 16 Aircraft |
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*** |
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2000 |
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| 41 204 |
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No.
6 |
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Pre-Amendment No. 16 Aircraft |
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*** |
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2000 |
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| 41
205 |
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No. 7 |
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Pre-Amendment No. 16 Aircraft |
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*** |
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2001 |
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| 41 206 |
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No.
8 |
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Pre-Amendment No. 16 Aircraft |
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*** |
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2001 |
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| 41 210 |
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No. 9 |
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Pre-Amendment No. 16 Aircraft |
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*** |
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2001 |
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| 41 207 |
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Xx.
00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2001 |
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| 41 208 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2001 |
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| 41 209 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2001 |
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| 41 228 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2001 |
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| 41
211 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2002 |
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| 41 212 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2002 |
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| 41 218 |
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Xx.
00 |
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Xxx-Xxxxxxxxx Xx. 00
Aircraft |
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*** |
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2002 |
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| 41 224 |
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No. 17 |
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Pre-Amendment No. 16
Aircraft |
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*** |
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2002 |
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| [***] |
Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended. |
2
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| CAC
Id No. |
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Rank No. |
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Aircraft |
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Delivery |
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| 41
227 |
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No. 18 |
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Pre-Amendment No. 16
Aircraft |
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*** |
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2002 |
| 41
225 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2002 |
| 41 213 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2002 |
| 41 214 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2002 |
| 41 234 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2002 |
| 41 215 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2002 |
| 41 216 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2002 |
| 41 217 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2002 |
| 124 965 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2002 |
| 41 235 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2002 |
| 41 220 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2002 |
| 41 219 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2002 |
| 41
236 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2003 |
| 104 399 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2003 |
| 41 237 |
|
|
Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2003 |
| 124 966 |
|
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2003 |
| 41 221 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2003 |
| 41 238 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2003 |
| 41 222 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2003 |
| 104 400 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2003 |
| 104 401 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2003 |
| 41 223 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2003 |
| 104 402 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2003 |
| 104 443 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2003 |
| 104 403 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2003 |
| 124 964 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2003 |
| 41 226 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2003 |
| 111
579 |
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|
Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2004 |
| 41 245 |
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|
Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2004 |
| 41 246 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2004 |
| 41 229 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2004 |
| 41 247 |
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Xx.
00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2004 |
| 41 248 |
|
|
Xx. 00 |
|
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2004 |
| 104 404 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2004 |
| 104 405 |
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|
Xx. 00 |
|
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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|
2004 |
| 41 230 |
|
|
Xx. 00 |
|
|
Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
|
|
2004 |
| 104 406 |
|
|
Xx. 00 |
|
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
|
|
2004 |
| 124 967 |
|
|
No.
55 |
|
|
Amendment No.16 Firm
Aircraft |
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|
*** |
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|
2004 |
| 104
415 |
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|
Xx. 00 |
|
|
Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
|
|
2004 |
| 104 407 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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|
2004 |
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| [***] |
Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended. |
3
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| CAC
Id No. |
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Rank
No. |
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|
Aircraft |
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|
Delivery |
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|
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| 104 408 |
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|
Xx.
00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2004 |
| 124 968 |
|
|
No. 59 |
|
|
Amendment No.16 Firm
Aircraft |
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*** |
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2004 |
| 104
409 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2005 |
| 41 232 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2005 |
| 124 959 |
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No. 62 |
|
|
Amendment No.16 Firm Aircraft |
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*** |
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2005 |
| 104 410 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2005 |
| 104 411 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2005 |
| 41 233 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2005 |
| 104 412 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2005 |
| 124 960 |
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|
No. 67 |
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|
Amendment No.16 Firm
Aircraft |
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*** |
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2005 |
| 104
413 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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|
2005 |
| 104 418 |
|
|
Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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|
2005 |
| 104 414 |
|
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Xx.
00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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|
*** |
|
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2005 |
| 124 961 |
|
|
No. 71 |
|
|
Amendment No.16 Firm
Aircraft |
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*** |
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|
2005 |
| 104
416 |
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Xx. 00 |
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|
Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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|
*** |
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2005 |
| 104 417 |
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|
Xx. 00 |
|
|
Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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|
*** |
|
|
2005 |
| 124 962 |
|
|
No. 74 |
|
|
Amendment No.16 Firm Aircraft |
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|
*** |
|
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2005 |
| 124 963 |
|
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No. 75 |
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|
Amendment No.16 Firm Aircraft |
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*** |
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|
2005 |
| 159
936 |
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Xx. 00 |
|
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Xxxxxxxxx Xx. 00 Firm Aircraft |
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*** |
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2006 |
| 104 419 |
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Xx. 00 |
|
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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|
2006 |
| 41 239 |
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No. 78 |
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Amendment No.16 Firm Aircraft |
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*** |
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2006 |
| 41 240 |
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No. 79 |
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Amendment No.16 Firm Aircraft |
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*** |
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2006 |
| 41 241 |
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No. 80 |
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|
Amendment No.16 Firm Aircraft |
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*** |
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2006 |
| 104 421 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2006 |
| 41 242 |
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No. 82 |
|
|
Amendment No.16 Firm Aircraft |
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*** |
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2006 |
| 104 420 |
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Xx.
00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft
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*** |
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2006 |
| 41
243 |
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No. 84 |
|
|
Amendment No.16 Firm Aircraft |
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*** |
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2006 |
| 104 422 |
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Xx.
00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2006 |
| 41 244 |
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No. 86 |
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|
Amendment No.16 Firm Aircraft |
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*** |
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2006 |
| 69 719 |
|
|
No. 87 |
|
|
Amendment No.16 Firm
Aircraft |
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*** |
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|
2006 |
| 104
423 |
|
|
Xx. 00 |
|
|
Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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|
*** |
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|
2006 |
| 69 720 |
|
|
No. 89 |
|
|
Amendment No.16 Firm Aircraft |
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|
*** |
|
|
2006 |
| 69 721 |
|
|
No. 90 |
|
|
Amendment No.16 Firm Aircraft |
|
|
*** |
|
|
2006 |
| 159 937 |
|
|
Xx. 00 |
|
|
Xxxxxxxxx Xx. 00 Firm
Aircraft |
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|
*** |
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|
2006 |
| 104
424 |
|
|
Xx. 00 |
|
|
Xxx-Xxxxxxxxx Xx. 00
Aircraft |
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|
*** |
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|
2007 |
| 104 425 |
|
|
Xx.
00 |
|
|
Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
|
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2007 |
| 159 938 |
|
|
Xx. 00 |
|
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Xxxxxxxxx Xx. 00 Firm Aircraft |
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*** |
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2007 |
| 104 426 |
|
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Xx. 00 |
|
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Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
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2007 |
| 104 427 |
|
|
Xx. 00 |
|
|
Xxx-Xxxxxxxxx Xx. 00 Aircraft |
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*** |
|
|
2007 |
|
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|
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| [***] |
Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended. |
4
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| CAC
Id No. |
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Rank
No. |
|
|
Aircraft |
|
|
Delivery |
|
|
|
| 104
428 |
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Xx. 00 |
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Xxx-Xxxxxxxxx Xx. 00 Aircraft
|
|
|
*** |
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|
2007 |
| 69
722 |
|
|
No. 98 |
|
|
Amendment No.16 Firm Aircraft
|
|
|
*** |
|
|
2007 |
| 69
724 |
|
|
No. 99 |
|
|
Amendment No.16 Firm Aircraft
|
|
|
*** |
|
|
2007 |
| 96
459 |
|
|
No. 100 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
*** |
|
|
2007 |
| 104
439 |
|
|
No. 101 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
*** |
|
|
2007 |
| 104
441 |
|
|
No. 102 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
*** |
|
|
2007 |
| 41
231 |
|
|
No. 103 |
|
|
Amendment No.16 Firm
Aircraft
|
|
|
*** |
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|
2007 |
| 159
896 |
|
|
No. 104 |
|
|
Amendment No.16 Firm
Aircraft
|
|
|
*** |
|
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2008 |
| 159
897 |
|
|
No. 105 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
*** |
|
|
2008 |
| 159
898 |
|
|
No. 106 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
*** |
|
|
2008 |
| 159
899 |
|
|
No. 107 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
*** |
|
|
2008 |
| 159
900 |
|
|
No. 108 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
*** |
|
|
2008 |
| 159
901 |
|
|
No. 109 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
*** |
|
|
2008 |
| 159
902 |
|
|
No. 110 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
*** |
|
|
2008 |
| 159
903 |
|
|
No. 111 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
*** |
|
|
2008 |
| 159
904 |
|
|
No. 112 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
*** |
|
|
2008 |
| 159
905 |
|
|
No. 113 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
*** |
|
|
2008 |
| 159
906 |
|
|
No. 114 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
*** |
|
|
2008 |
| 159
907 |
|
|
No. 115 |
|
|
Amendment No.16 Firm
Aircraft
|
|
|
*** |
|
|
2008 |
| 159
909 |
|
|
No. 116 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
Year
|
|
|
2009 |
| 159
910 |
|
|
No. 117 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
Year
|
|
|
2009 |
| 159
911 |
|
|
No. 118 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
Year
|
|
|
2009 |
| 159
912 |
|
|
No. 119 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
Year
|
|
|
2009 |
| 159
913 |
|
|
No. 120 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
Year
|
|
|
2009 |
| 159
914 |
|
|
No. 121 |
|
|
Amendment No.16 Firm
Aircraft
|
|
|
Year |
|
|
2009 |
| 159
915 |
|
|
No. 122 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
Year
|
|
|
2009 |
| 159
916 |
|
|
No. 123 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
Year
|
|
|
2009 |
| 159
940 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm
Aircraft |
|
|
Year
|
|
|
2009 |
| 159
941 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm
Aircraft |
|
|
Year |
|
|
2009 |
| 159 944 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx
Xx. 00 Firm Aircraft |
|
|
Year
|
|
|
2009 |
| 159
945 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm
Aircraft |
|
|
Year
|
|
|
2009 |
| 159
946 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm
Aircraft |
|
|
Year
|
|
|
2009 |
| 159
947 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm
Aircraft |
|
|
Year
|
|
|
2009 |
| 159
948 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm
Aircraft |
|
|
Year
|
|
|
2009 |
| 159
949 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm
Aircraft |
|
|
Year
|
|
|
2009 |
| 159
919 |
|
|
No. 132 |
|
|
Amendment No.16 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159 920 |
|
|
No. 133 |
|
|
Amendment No.16 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159 921 |
|
|
No. 134 |
|
|
Amendment
No.16 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159
922 |
|
|
No. 135 |
|
|
Amendment No.16 Firm Aircraft |
|
|
Year |
|
|
2010 |
|
|
|
|
| [***] |
Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended. |
5
|
|
|
|
|
|
|
|
|
|
|
|
|
| CAC
Id No. |
|
|
Rank
No. |
|
|
Aircraft |
|
|
Delivery |
|
|
|
| 159 923 |
|
|
No.
136 |
|
|
Amendment No.16 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159 924 |
|
|
No. 137 |
|
|
Amendment
No.16 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159
925 |
|
|
No. 138 |
|
|
Amendment No.16 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159 926 |
|
|
No. 139 |
|
|
Amendment No.16 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159 927 |
|
|
No. 140 |
|
|
Amendment
No.16 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159
928 |
|
|
No. 141 |
|
|
Amendment No.16 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159 952 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159 953 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx
Xx. 00 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159
954 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159 955 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159 956 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx
Xx. 00 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159
957 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159 958 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159 959 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx
Xx. 00 Firm Aircraft |
|
|
Year |
|
|
2010 |
| 159 929 |
|
|
No.
150 |
|
|
Amendment No.16 Firm Aircraft |
|
|
Year |
|
|
2011 |
| 159 930 |
|
|
No. 151 |
|
|
Amendment
No.16 Firm Aircraft |
|
|
Year |
|
|
2011 |
| 159
931 |
|
|
No. 152 |
|
|
Amendment No.16 Firm Aircraft |
|
|
Year |
|
|
2011 |
| 159 932 |
|
|
No. 153 |
|
|
Amendment No.16 Firm Aircraft |
|
|
Year |
|
|
2011 |
| 159 933 |
|
|
No. 154 |
|
|
Amendment
No.16 Firm Aircraft |
|
|
Year |
|
|
2011 |
| 159
934 |
|
|
No. 155 |
|
|
Amendment No.16 Firm Aircraft |
|
|
Year |
|
|
2011 |
| 159 960 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm Aircraft |
|
|
Year |
|
|
2011 |
| 159 961 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx
Xx. 00 Firm Aircraft |
|
|
Year |
|
|
2011 |
| 159
962 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm Aircraft |
|
|
Year |
|
|
2011 |
| 159 963 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm Aircraft |
|
|
Year |
|
|
2011 |
| 159 964 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx
Xx. 00 Firm Aircraft |
|
|
Year |
|
|
2011 |
| 159
965 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm Aircraft |
|
|
Year |
|
|
2011 |
| 69 723 |
|
|
No.
162 |
|
|
Amendment No. 16 Firm Aircraft |
|
|
Year
|
|
|
2011 |
| 159
939 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm
Aircraft |
|
|
Year
|
|
|
2011 |
| 69
725 |
|
|
No. 164 |
|
|
Amendment No. 16 Firm
Aircraft |
|
|
Year
|
|
|
2011 |
| 104
440 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm
Aircraft |
|
|
Year
|
|
|
2011 |
| 104
442 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm
Aircraft |
|
|
Year
|
|
|
2011 |
| 159
908 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm
Aircraft |
|
|
Year |
|
|
2011 |
| 159 917 |
|
|
No. 124
|
|
|
Amendment No.16 Firm Aircraft |
|
|
Year
|
|
|
2012 |
| 159
918 |
|
|
No. 125 |
|
|
Amendment No.16 Firm
Aircraft |
|
|
Year
|
|
|
2012 |
| 159
942 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm
Aircraft |
|
|
Year
|
|
|
2012 |
| 159
943 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm
Aircraft
|
|
|
Year |
|
|
2012 |
| 159
950 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Firm
Aircraft |
|
|
Year |
|
|
2012 |
| 159 951 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx
Xx. 00 Firm Aircraft |
|
|
Year
|
|
|
2012 |
|
6
|
|
|
|
|
|
|
|
|
|
|
|
|
| CAC
Id No. |
|
|
Rank
No. |
|
|
Aircraft |
|
|
Delivery |
|
|
|
| 180 953 |
|
|
Xx.
000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2008 |
| 180
954 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2008 |
| 180
955 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2009 |
| 180 956 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2009 |
| 159
972 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option
|
|
|
***Qtr |
|
|
2009 |
| 180
959 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option
|
|
|
***Qtr |
|
|
2009 |
| 180
957 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2010 |
| 180 958 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2010 |
| 180
960 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option
|
|
|
***Qtr |
|
|
2010 |
| 180
964 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option
|
|
|
***Qtr |
|
|
2010 |
| 159
966 |
|
|
No. 184 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2011 |
| 159 967 |
|
|
No. 185 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2011 |
| 159 968 |
|
|
No. 186 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2011 |
| 159 969 |
|
|
No. 187 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2011 |
| 159 970 |
|
|
No. 188 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2011 |
| 159 971 |
|
|
No. 189 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2011 |
| 159
976 |
|
|
No. 190 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2012 |
| 159 977 |
|
|
No. 191 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2012 |
| 159 978 |
|
|
No. 192 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2012 |
| 159 979 |
|
|
No. 193 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2012 |
| 159 980 |
|
|
No. 194 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2012 |
| 159 981 |
|
|
No. 195 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2012 |
| 159 982 |
|
|
No. 196 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2012 |
| 159 983 |
|
|
No. 197 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2012 |
| 159 984 |
|
|
No. 198 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2012 |
| 159 985 |
|
|
No. 199 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2012 |
| 159 986 |
|
|
No. 200 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2012 |
| 159 987 |
|
|
No. 201 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2012 |
| 159 988 |
|
|
No. 202 |
|
|
Amendment No.16 Option |
|
|
***Qtr |
|
|
2012 |
| 180 961 |
|
|
Xx.
000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2012 |
| 180 962 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2012 |
| 180 963 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2012 |
| 180
968 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2013 |
| 180 969 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2013 |
| 180 970 |
|
|
No. 208 |
|
|
Amendment No .20
Option |
|
|
***Qtr |
|
|
2013 |
| 180
971 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2013 |
| 180
972 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2013 |
|
|
|
|
| [***] |
Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended. |
7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| CAC
Id No. |
|
|
Rank
No. |
|
|
Aircraft |
|
|
Delivery |
|
|
|
|
|
|
| 180 973 |
|
|
Xx.
000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2013 |
|
|
|
| 180 974 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx.
00 Option |
|
|
***Qtr |
|
|
2013 |
|
|
|
| 180
975 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2013 |
|
|
|
| 180 976 |
|
|
Xx.
000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2013 |
|
|
|
| 180 977 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx
Xx. 00 Option |
|
|
***Qtr |
|
|
2013 |
|
|
|
| 180
978 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2013 |
|
|
|
| 180 979 |
|
|
Xx.
000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2013 |
|
|
|
| 180 980 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2013 |
|
|
|
| 180 981 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2013 |
|
|
|
| 180 982 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2013 |
|
|
|
| 180
965 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx
Xx. 00 Option |
|
|
***Qtr |
|
|
2013 |
|
|
|
| 180
966 |
|
|
Xx. 000 |
|
|
Xxxxxxxxx Xx. 00 Option |
|
|
***Qtr |
|
|
2013 |
|
|
|
| 180 967 |
|
|
No. 223 |
|
|
Amendment No. 20 Option |
|
|
***Qtr |
|
|
2013 |
|
|
|
|
UNQUOTE
|
|
| 3. |
SPECIFICATION |
|
|
| 3.1 |
Specification*** |
(a) The Aircraft to be
delivered in ***2009, or earlier if mutually agreed, and onwards (the
‘‘New Spec. Aircraft’’) will include the
features of the *** (the ‘‘*** Standard
Specification’’).
|
|
| |
The parties
will execute all notices of manufacturer-initiated changes to the
Standard Specification (the ‘‘Manufacturer Specification
Change Notices’’ (‘‘MSCNs’’))
needed to amend the features of the Standard Specification, as
applicable to the New Spec. Aircraft, to include the *** Standard
Specification, which will include the following features among
others: |
|
|
|
|
• |
Installation of an A318 type
*** |
|
|
|
|
• |
Installation of an A318 type
*** |
|
|
|
|
• |
Installation of a full
*** |
|
|
|
|
• |
Installation of an A318
type
*** |
(b) The Buyer and Seller agree that the New
Spec. Aircraft will be manufactured to include the items from A320-200
standard specification D 000 02000 Issue 6 dated January
31, 2005 for a base price ***of US $*** (US dollars – ***)
D.C. Jan 1999. Due to the standardization of several of the
|
|
| [***] |
Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended. |
8
Buyer’s SCNs in this standard
specification, the Buyer’s SCN package price for New Spec.
Aircraft will be *** by the amount of US $*** (US dollars – ***)
D.C. Jan 1999. Such SCN package price *** combined with the base price
*** for the items in the aforementioned specification *** will result
in a net price *** of US $*** (US dollars – ***) D.C. Jan
1999 for the New Spec. Aircraft.
(c) If the
Seller issues a standard specification *** subsequent to issue 6 and
before the time the
***
, the parties will mutually agree ***. Such agreement will be finalized
by the time the ***.
|
|
| 3.2 |
Installation of
the A320 *** |
|
|
| |
The New Spec. Aircraft will
be delivered with the A320 *** (the ‘‘A320
***’’). The parties will execute all Specification Change
Notices and/or Manufacturer Specification Change Notices needed to
amend the Specification for the installation of the *** The
installation of the A320 ***. The Buyer will negotiate commercial terms
related to Buyer Furnished Equipment affected by A320 ***, including
but not limited to Live TV, separately with affected suppliers. |
|
|
| 3.3 |
Coordination with *** Program
|
|
|
| |
Notwithstanding the installation
schedule for the Specification *** and the A320 *** described in
Paragraphs 3.1 and 3.2 above, the Seller will use its reasonable
efforts to offer the installation of the Specification *** and the A320
*** which is concurrent with the installation of *** pursuant to the
*** Agreement between the Seller, the Buyer and *** dated,
January 12, 2006. |
|
|
| [***] |
Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended. |
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| 4. |
OTHER
MATTERS |
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| |
In regards to
*** dated February 10, 2005 (covering ***) in the amount
of US$ *** (US dollars – ***), the Seller and the Buyer agree
that: |
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(i) |
upon signature of this
Amendment, the Buyer will pay in cash to the Seller ***, in the amount
of US$ *** (US dollars – ***) against ***, and |
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(ii) |
Upon the Seller’s receipt of
the *** defined in Paragraph 4(i) above, the Seller will immediately
***, as each is described in Amendment 19 to the Agreement. |
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(iii) |
no later than ***, 2006 (but in no
event before the *** pursuant to the *** Agreement between the Seller,
the Buyer and *** dated January 12, 2006), the Buyer and
Seller will *** |
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| 5. |
EFFECT OF THE AMENDMENT |
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| |
The Agreement will be deemed amended to the
extent herein provided, and, except as specifically amended hereby,
will continue in full force and effect in accordance with its original
terms. This Amendment supersedes any previous understandings,
commitments, or representations whatsoever, whether oral or written,
related to the subject matter of this Amendment. |
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| |
Both parties agree that this Amendment will
constitute an integral, nonseverable part of the Agreement and be
governed by its provisions, except that if the Agreement and this
Amendment have specific provisions that are inconsistent, the specific
provisions contained in this Amendment will govern. |
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| |
This Amendment will become effective upon
execution hereof. |
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| [***] |
Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended. |
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| 6. |
CONFIDENTIALITY |
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| |
This Amendment is subject to the confidentiality
provisions set forth in Clause 22.5 of the Agreement. |
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| 7. |
ASSIGNMENT |
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| |
Notwithstanding any other provision of this
Amendment or of the Agreement, this Amendment will not be assigned or
transferred in any manner without the prior written consent of the
Seller, and any attempted assignment or transfer in contravention of
the provisions of this Paragraph 4 will be void and of no force or
effect. |
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| 8. |
COUNTERPARTS |
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| |
This Amendment may be executed by the parties
hereto in separate counterparts, each of which when so executed and
delivered shall be an original, but all such counterparts shall
together constitute one and the same instrument. |
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| |
IN WITNESS WHEREOF,
the parties hereto have caused this Amendment to be executed by their
respective officers or agents on the dates written below. |
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AIRBUS S.A.S. |
|
By: /s/ Xxxxxxxxxx
Xxxxxx |
|
Its: Senior Vice President
Contracts |
JETBLUE AIRWAYS CORPORATION
By: /s/ Xxxxxx X. Xxxxxxxx
Its:
Senior Vice President
12
