AMENDMENT NO. 9 to A320 Family Aircraft Purchase Agreement dated as of September 30, 2011 between Airbus S.A.S. and Frontier Airlines, Inc.
[***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10).
Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.
Exhibit 10.16(y)
AMENDMENT NO. 9
to
A320 Family Aircraft Purchase Agreement
dated as of September 30, 2011
between
Airbus S.A.S.
and
Frontier Airlines, Inc.
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Amendment No. 9
This Amendment No. 9 (this “Amendment”) is entered into as of May 4, 2020, between Airbus S.A.S., a société par actions simplifiée organized and existing under the laws of France, having its registered office located at 0, Xxxx-Xxxxx Xxxxx Xxxxxxxxx, 00000 Xxxxxxx, Xxxxxx (the “Seller”), and Frontier Airlines, Inc., a corporation organized and existing under the laws of the State of Colorado, United States of America, having its principal corporate offices located at 0000 Xxxxxxx Xxx, Xxxxxx, Xxxxxxxx 00000 XXX (the “Buyer” and, together with the Seller, the “Parties”).
WITNESSETH
WHEREAS, the Buyer and the Seller entered into an A320 Family Aircraft Purchase Agreement dated as of September 30, 2011 (as amended, supplemented and modified from time to time prior to the date hereof, the “Agreement”); and
WHEREAS, [***] and
WHEREAS, the Buyer and the Seller wish to amend certain terms of the Agreement as provided herein.
NOW, THEREFORE, FOR GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF WHICH ARE HEREBY ACKNOWLEDGED, THE SELLER AND THE BUYER AGREE AS FOLLOWS:
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.
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| 1. | DELIVERY SCHEDULE |
The delivery schedule table set forth in Clause 9.1 of the Agreement is deleted in its entirety and replaced with the delivery schedule table attached hereto as Appendix A.
| 2. | PREDELIVERY PAYMENTS |
| 2.1 | Clause 5.3.2(b) of the Agreement is hereby amended by adding the parenthetical [***] |
| 2.2 | Clause 5.3.2(c) of the Agreement is hereby amended by [***]. |
| 2.3 | Solely with respect to Aircraft [***] as a result of the changes made to the Agreement pursuant to Paragraphs 1, 2.1 and 2.2 of this Amendment and in accordance with Clause 5.3.3 of the Agreement, [***] |
| 3. | DEFINITION CLAUSE, [***] AND OTHER MATTERS |
| 3.1 | Clause 0 of the Agreement is hereby amended by replacing [***] which shall be added in its alphabetical order. |
| 3.2 | Paragraph 9 of Amendment No. 7 to the Agreement is hereby amended by replacing [***]. |
| 3.3 | [***] |
| 3.4 | [***] |
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| 4. | [***] |
| 4.1 | [***]. |
| 4.2 | [***]. |
| 4.3 | [***] |
| 5. | EFFECT OF AMENDMENT |
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 contains the entire agreement between the Buyer and the Seller with respect to the subject matter hereof and supersedes any previous understandings, commitments, or representations whatsoever, whether oral or written, related to the subject matter of this Amendment.
Both parties agree that this Amendment will constitute an integral, non-severable part of the Agreement and will 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.
| 6. | MISCELLANEOUS |
This Amendment is subject to the provisions of Clauses 21, 22.6 and 22.11 of the Agreement.
| 7. | COUNTERPARTS |
This Amendment may be signed by the Parties in counterparts, which when signed and delivered will each be an original and together constitute but one and the same instrument. Counterparts may be delivered in original, faxed or emailed form, with originals to be delivered in due course.
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IN WITNESS WHEREOF, the Parties have caused this Amendment to be signed by their respective duly authorized officers or agents as of the day and year first above written.
| Airbus S.A.S. | ||
| By: | /s/ Xxxxxx de Saint-Exupéry | |
| Name: Xxxxxx de Saint-Exupéry | ||
| Title: Senior Vice President, Contracts | ||
| Frontier Airlines, Inc. | ||
| By: | /s/ Xxxxxx Xxxxxxx | |
| Name: Xxxxxx Xxxxxxx | ||
| Title: General Counsel | ||
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Appendix A to Amendment No. 9
Delivery Schedule Table
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