AMENDMENT No. 15 TO PURCHASE AGREEMENT DCT-014/2004
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EXHIBIT
10.1
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CONFIDENTIAL
TREATMENT
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REQUESTED
PURSUANT TO RULE
24b-2
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AMENDMENT
No. 15 TO PURCHASE AGREEMENT DCT-014/2004
This
Amendment No. 15 to Purchase Agreement DCT-014/2004, dated as of April 24,
2006
(“Amendment No. 15”) relates to the Purchase Agreement DCT-014/2004 (the
“Purchase Agreement”) between Embraer - Empresa Brasileira de Aeronáutica S.A.
(“Embraer”) and Republic Airline Inc. (“Buyer”) dated March 19, 2004 as amended
from time to time (collectively referred to herein as “Agreement”). This
Amendment No. 15 is between Embraer and Buyer, collectively referred to herein
as the “Parties”.
This
Amendment No. 15 sets forth additional agreements between Embraer and Buyer
relative to changes on the Option Aircraft delivery schedule.
Except
as
otherwise provided for herein all terms of the Purchase Agreement shall remain
in full force and effect. All capitalized terms used in this Amendment No.
15,
which are not defined herein shall have the meaning given in the Purchase
Agreement. In the event of any conflict between this Amendment No. 15 and
the
Purchase Agreement the terms, conditions and provisions of this Amendment
No. 15
shall control.
WHEREAS,
in
connection with the Parties’ agreement above mentioned, the Parties have now
agreed to amend the Purchase Agreement as provided for below:
NOW,
THEREFORE, for good and valuable consideration which is hereby acknowledged
Embraer and Buyer hereby agree as follows:
1.
Option Aircraft:
1.1 The
opening paragraph of Article 23 and delivery schedule table of the Purchase
Agreement shall be deleted and replaced by the following:
"Buyer shall have the option to purchase up to forty (40) additional Option Aircraft, to be delivered on the last day of the applicable month set forth below or such earlier date in such month specified pursuant to Article 7.1:
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“Option
Aircraft
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Delivery
Month
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Option
Aircraft
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Delivery
Month
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1
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Jun
2007
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21
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[*]
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2
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[*]
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22
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[*]
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3
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[*]
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23
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[*]
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4
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[*]
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24
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[*]
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5
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[*]
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25
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[*]
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6
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[*]
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26
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[*]
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7
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[*]
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27
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[*]
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8
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[*]
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28
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[*]
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9
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[*]
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29
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[*]
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10
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[*]
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30
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[*]
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11
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[*]
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31
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[*]
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12
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[*]
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32
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[*]
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13
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[*]
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33
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[*]
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14
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[*]
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34
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[*]
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15
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[*]
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35
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[*]
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16
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[*]
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36
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[*]
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17
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[*]
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37
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[*]
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18
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[*]
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38
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[*]
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19
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[*]
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39
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[*]
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20
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[*]
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40
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Sep
2009”
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1.2
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2.
Miscellaneous: All
other
provisions of the Agreement which have not been specifically amended or modified
by this Amendment No. 15 shall remain valid in full force and effect without
any
change.
[*]
Confidential
Certain portions of this exhibit have been omitted
pursuant to a request for confidential treatment under Rule 24b-2 of the
Securities exchange Act of 1934. The omitted materials have been filed
separately with the Securities and Exchange Commission.
IN
WITNESS WHEREOF, EMBRAER and BUYER, by their duly authorized officers, have
entered into and executed this Amendment No. 15 to Purchase Agreement to
be
effective as of the date first written above.
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| EMBRAER - Empresa Brasileira de Aeronáutica S.A. | Republic Airline Inc. | ||
| By /s/ Xxxxxxx Xxxxxx | By /s/ Xxxxx Xxxxxxx | ||
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| Name:
Xxxxxxx
Xxxxxx Title: Executive Vice President Engineering and Development |
Name:
Xxxxx
Xxxxxxx Title: President |
| By: /s/ Xxxx Xxxx X. Xxxxxx | |||
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| Name:
Xxxx Xxxx X.
Xxxxxx Title: Director of Contracts Airline Market |
| Date April 26, 2006 | Date: April 24, 2006 | ||
| Place: San. Xxxx Dos Xxxxxx, XX, Brazil | Indianapolis, IN USA | ||
| Witness: /s/ Xxxxxx Xxxxxxx Xxxxx | Witness: /s/ Xxxx-Xxxx Xxxxxx | ||
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| Name:
Xxxxxx Xxxxxxx Xxxxx |
Name:
Xxxx-Xxxx Xxxxxx |
