AMENDMENT No. 1 TO LETTER AGREEMENT DCT-055/98
Exhibit 10.38(a)
AMENDMENT No. 1 TO LETTER AGREEMENT DCT-055/98
This Amendment No. 1 dated as of July 24, 2000 ("Amendment No. 1") relates to the Letter Agreement DCT-055/98 dated December 23, 1998 as amended from time to time ("Letter Agreement"), between EMBRAER - Empresa Brasileira de Aeronautica S.A. ("EMBRAER") and Continental Express, Inc. ("BUYER"), and which concerns the Purchase Agreement DCT-054/98 dated December 23, 1998, as amended from time to time ("EMB-135 Purchase Agreement"), (collectively referred to herein as the "Agreement"). This Amendment No. 1 is between EMBRAER and BUYER, collectively referred to herein as the "PARTIES".
This Amendment No. 1 sets forth further agreements between EMBRAER and BUYER relative to the EMB-135 Purchase Agreement.
This Amendment No. 1 constitutes an amendment and modification of the Letter Agreement. All terms defined in the EMB-135 Purchase Agreement and not defined herein shall have the meaning given in the EMB-135 Purchase Agreement when used herein, and in case of any conflict between this Amendment No. 1, the Letter Agreement and the EMB-135 Purchase Agreement, the terms of this Amendment No. 1 shall control.
WHEREAS, Buyer desires to buy and Embraer desires to sell certain EMB-145 aircraft which have an increased range capacity ("XR AIRCRAFT") in accordance with the terms of Purchase Agreement GPJ-003/96 dated August 5, 1996 as amended from time to time, and;
WHEREAS, simultaneous with the signing and delivery of this Amendment, BUYER and EMBRAER are amending Purchase Agreement GPJ-003/96 to provide for the purchase by BUYER of the XR AIRCRAFT and amending the EMB-135 Purchase Agreement to reduce the number of AIRCRAFT that will be purchased by BUYER thereunder from 75 AIRCRAFT to 50 AIRCRAFT; and
WHEREAS, EMBRAER and BUYER wish to make certain corresponding amendments to the Letter Agreement as provided for herein;
NOW, THEREFORE, for good and valuable consideration, receipt of which is hereby acknowledged, EMBRAER and BUYER hereby agree as follows:
- The text of Article 1 of the Letter Agreement is hereby deleted and replaced with the following:
[CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
- The text of Article 2 of the Letter Agreement is hereby deleted and replaced with the following:
INTENTIONALLY DELETED
3. Article 4 is hereby amended to read in its entirety as follows:
INTENTIONALLY DELETED
- A new Article 7 shall be included in the Letter Agreement to read in its entirety as follows:
[CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
5. A new Article 8 shall be included in the Letter Agreement to read in its entirety as follows:
[CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
- All other terms and conditions of the Letter Agreement which are not specifically amended by this Amendment No. 1 shall remain in full force and effect without any change.
IN WITNESS WHEREOF, EMBRAER and BUYER, by their duly authorized officers, have entered into and executed this Amendment No. 1 to be effective as of the date first written above.
EMBRAER - Empresa Brasileira CONTINENTAL EXPRESS, INC.
de Aeronautica S.A.
By : /s Xxxxxxx Xxxxxxxx Forjax By : /s/ Xxx Xxxx
Name : Xxxxxxx Xxxxxxxx Forjax Name : Xxx Xxxx
Title : Executive Vice President Title : President
Organizational Development
By : /s/ Xxxxxx Xxxxx Dillela
Name : Xxxxxx Xxxxx Dillela
Title : Executive Vice President &
General Counsel
Date: July 24, 2000 Date: July 24, 2000
Place : X. X. Xxxxxx, Brazil Place : Houston, TX
Witness: /s/Xxxx Xxxxxx Witness: /s/ Xxxx Xxxxxx
Name : Xxxx Xxxxxx Name : Xxxx Xxxxxx
