exv10w1xvy






Exhibit 10.1(v)




Amendment No. 33




to the A320 Purchase Agreement

Dated as of April 20, 1999




between




AVSA, S.A.R.L.




and




JetBlue Airways Corporation



This Amendment No. 33 (hereinafter referred to as the “Amendment”) is entered into as of July
1st, 2009 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 1,
Rond-Point Maurice Bellonte, 31700 Blagnac, France (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 at 118-29 Queens
Boulevard, Forest Hills, New York 11375 USA (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,
Amendment No. 26 dated as of February 27, 2006, Amendment No. 27 dated as of April 25, 2006,
Amendment No. 28 dated as of July 6, 2006, Amendment No. 29 dated as of December 1,




JetBlue — Amendment No. 33





 









 







2006, Amendment No. 30 dated as of March 20, 2007, Amendment No. 31 dated as of January 28, 2008
and Amendment No. 32 dated as of May 23, 2008 is hereinafter called the “Agreement”;



WHEREAS the Buyer wishes and the Seller agrees to defer the delivery of a certain number of
Aircraft;



NOW, THEREFORE, IT IS AGREED AS FOLLOWS





	1.	 	DEFINITIONS 
	 
	 	 	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.	 	AIRCRAFT DEFERRALS AND OPTION CANCELLATIONS
	 
	3.1	 	Firm Aircraft
	 
	 	 	The Buyer and the Seller agree to reschedule the delivery of three (3)
firm Aircraft with CAC Id No. 159919, 159920 and 159921 from calendar
year 2010 to calendar year 2011, and to renumber the Aircraft
chronologically.
	 
	3.2	 	Option Aircraft
	 
	 	 	The Buyer and the Seller agree to (i) cancel two (2) option Aircraft
with CAC ID No’s. 159970 and 159971 from calendar year 2011 and (ii)
cancel four (4) option Aircraft with CAC ID No’s. 159978, 159979,
180962, and 180963 from calendar year 2012. All rights and obligations
of the parties related to these six (6) option Aircraft are hereby
extinguished, except as set forth in Paragraph 3.3.
	 
	3.3	 	Predelivery Payments
	 
	3.3.1	 	With respect to the firm Aircraft rescheduled pursuant to Paragraph 3.1, the Predelivery
Payments already received by the Seller that would not be due if such Aircraft had originally
been scheduled to be delivered on the dates set forth in this Amendment, will be
[***]. For the avoidance of doubt, [***] in accordance with this Section 3.3.1 will
[***] as of the effective date of this Amendment.
	 
	3.3.2	 	With respect to the option Aircraft cancelled pursuant to Paragraph 3.2, the deposit paid to
the Seller by the Buyer, in the amount of [***] per option Aircraft for an aggregate total of
[***] will be [***].
	 
	5.	 	DELIVERY SCHEDULE







 




			
	[***]	 	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.





JetBlue — Amendment No. 33






 









 









	5.1	 	The delivery schedule set forth in Clause 9.1.1 of the Agreement is hereby deleted and
replaced by the following quoted provisions:





QUOTE




	 	 	 	 	 	 	 	 	 
	CACId No.	 	Rank No.	 	Aircraft	 	Delivery	 	 
	41 199
	 	No. 1	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2000
	41 200
	 	No. 2	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2000
	41 203
	 	No. 3	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2000
	41 201
	 	No. 4	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2000
	41 202
	 	No. 5	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2000
	41 204
	 	No. 6	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2000
	 
	 	 	 	 	 	 	 	 
	41 205
	 	No. 7	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2001
	41 206
	 	No. 8	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2001
	41 210
	 	No. 9	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2001
	41 207
	 	No. 10	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2001
	41 208
	 	No. 11	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2001
	41 209
	 	No. 12	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2001
	41 228
	 	No. 13	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2001
	 
	 	 	 	 	 	 	 	 
	41 211
	 	No. 14	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	41 212
	 	No. 15	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	41 218
	 	No. 16	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	41 224
	 	No. 17	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	41 227
	 	No. 18	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	41 225
	 	No. 19	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	41 213
	 	No. 20	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	41 214
	 	No. 21	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	41 234
	 	No. 22	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	41 215
	 	No. 23	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	41 216
	 	No. 24	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	41 217
	 	No. 25	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	124 965
	 	No. 26	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	41 235
	 	No. 27	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	41 220
	 	No. 28	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	41 219
	 	No. 29	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2002
	 
	 	 	 	 	 	 	 	 
	41 236
	 	No. 30	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2003
	104 399
	 	No. 31	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2003
	41 237
	 	No. 32	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2003
	124 966
	 	No. 33	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2003
	41 221
	 	No. 34	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2003
	41 238
	 	No. 35	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2003
	41 222
	 	No. 36	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2003








 




			
	[***]	 	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.





JetBlue — Amendment No. 33






 









 








	 	 	 	 	 	 	 	 	 
	CACId No.	 	Rank No.	 	Aircraft	 	Delivery	 	 
	104 400
	 	No. 37	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2003
	104 401
	 	No. 38	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2003
	41 223
	 	No. 39	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2003
	104 402
	 	No. 40	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2003
	104 443
	 	No. 41	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2003
	104 403
	 	No. 42	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2003
	124 964
	 	No. 43	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2003
	41 226
	 	No. 44	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2003
	 
	 	 	 	 	 	 	 	 
	111 579
	 	No. 45	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2004
	41 245
	 	No. 46	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2004
	41 246
	 	No. 47	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2004
	41 229
	 	No. 48	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2004
	41 247
	 	No. 49	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2004
	41 248
	 	No. 50	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2004
	104 404
	 	No. 51	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2004
	104 405
	 	No. 52	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2004
	41 230
	 	No. 53	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2004
	104 406
	 	No. 54	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2004
	124 967
	 	No. 55	 	Amendment No.16 Firm Aircraft	 	[***]	 	2004
	104 415
	 	No. 56	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2004
	104 407
	 	No. 57	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2004
	104 408
	 	No. 58	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2004
	124 968
	 	No. 59	 	Amendment No.16 Firm Aircraft	 	[***]	 	2004
	 
	 	 	 	 	 	 	 	 
	104 409
	 	No. 60	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2005
	41 232
	 	No. 61	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2005
	124 959
	 	No. 62	 	Amendment No.16 Firm Aircraft	 	[***]	 	2005
	104 410
	 	No. 63	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2005
	104 411
	 	No. 64	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2005
	41 233
	 	No. 65	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2005
	104 412
	 	No. 66	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2005
	124 960
	 	No. 67	 	Amendment No.16 Firm Aircraft	 	[***]	 	2005
	104 413
	 	No. 68	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2005
	104 418
	 	No. 69	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2005
	104 414
	 	No. 70	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2005
	124 961
	 	No. 71	 	Amendment No.16 Firm Aircraft	 	[***]	 	2005
	104 416
	 	No. 72	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2005
	104 417
	 	No. 73	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2005
	124 962
	 	No. 74	 	Amendment No.16 Firm Aircraft	 	[***]	 	2005
	124 963
	 	No. 75	 	Amendment No.16 Firm Aircraft	 	[***]	 	2005
	 
	 	 	 	 	 	 	 	 
	159 936
	 	No. 76	 	Amendment No. 20 Firm Aircraft	 	[***]	 	2006
	104 419
	 	No. 77	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2006
	41 239
	 	No. 78	 	Amendment No.16 Firm Aircraft	 	[***]	 	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.





JetBlue — Amendment No. 33






 









 











	 	 	 	 	 	 	 	 	 
	CACId No.	 	Rank No.	 	Aircraft	 	Delivery	 	 
	41 240
	 	No. 79	 	Amendment No.16 Firm Aircraft	 	[***]	 	2006
	41 241
	 	No. 80	 	Amendment No.16 Firm Aircraft	 	[***]	 	2006
	104 421
	 	No. 81	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2006
	41 242
	 	No. 82	 	Amendment No.16 Firm Aircraft	 	[***]	 	2006
	41 243
	 	No. 84	 	Amendment No.16 Firm Aircraft	 	[***]	 	2006
	104 422
	 	No. 85	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2006
	41 244
	 	No. 86	 	Amendment No.16 Firm Aircraft	 	[***]	 	2006
	69 719
	 	No. 87	 	Amendment No.16 Firm Aircraft	 	[***]	 	2006
	104 423
	 	No. 88	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2006
	69 720
	 	No. 89	 	Amendment No.16 Firm Aircraft	 	[***]	 	2006
	104 420
	 	No. 83	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2006
	69 721
	 	No. 90	 	Amendment No.16 Firm Aircraft	 	[***]	 	2006
	159 937
	 	No. 91	 	Amendment No. 20 Firm Aircraft	 	[***]	 	2006
	 
	 	 	 	 	 	 	 	 
	104 424
	 	No. 92	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2007
	104 425
	 	No. 93	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2007
	159 938
	 	No. 94	 	Amendment No. 20 Firm Aircraft	 	[***]	 	2007
	104 426
	 	No. 95	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2007
	104 427
	 	No. 96	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	2007
	104 428
	 	No. 97	 	Pre-Amendment No. 16 Aircraft	 	[***]	 	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
	41231
	 	No. 103	 	Amendment No.16 Firm Aircraft	 	[***]	 	2007
	 
	 	 	 	 	 	 	 	 
	159 896
	 	No. 104	 	Amendment No.16 Firm Aircraft	 	[***]	 	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
	 
	 	 	 	 	 	 	 	 
	159 913
	 	No. 116	 	Amendment No.16 Firm Aircraft	 	[***]	 	2009
	159 914
	 	No. 117	 	Amendment No.16 Firm Aircraft	 	[***]	 	2009
	159 915
	 	No. 118	 	Amendment No.16 Firm Aircraft	 	[***]	 	2009
	 
	 	 	 	 	 	 	 	 
	69 723
	 	No. 119	 	Amendment No.16 Firm Aircraft	 	[***]	 	2011








 




			
	[***]	 	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.





JetBlue — Amendment No. 33






 









 








	 	 	 	 	 	 	 	 	 
	CACId No.	 	Rank No.	 	Aircraft	 	Delivery	 	 
	69 725
	 	No. 120	 	Amendment No.16 Firm Aircraft	 	[***]	 	2011
	159 919
	 	No. 121	 	Amendment No.16 Firm Aircraft	 	[***]	 	2011
	159 920
	 	No. 122	 	Amendment No. 16 Firm Aircraft	 	[***]	 	2011
	159 921
	 	No. 123	 	Amendment No. 16 Firm Aircraft	 	[***]	 	2011
	104 440
	 	No. 124	 	Amendment No. 16 Firm Aircraft	 	[***]	 	2011
	104 442
	 	No. 125	 	Amendment No. 16 Firm Aircraft	 	[***]	 	2011
	159 908
	 	No. 126	 	Amendment No. 16 Firm Aircraft	 	[***]	 	2011
	 
	 	 	 	 	 	 	 	 
	159 909
	 	No. 127	 	Amendment No.16 Firm Aircraft	 	Year	 	2012
	159 910
	 	No. 128	 	Amendment No.16 Firm Aircraft	 	Year	 	2012
	159 911
	 	No. 129	 	Amendment No.16 Firm Aircraft	 	Year	 	2012
	159 912
	 	No. 130	 	Amendment No.16 Firm Aircraft	 	Year	 	2012
	159 917
	 	No. 131	 	Amendment No.16 Firm Aircraft	 	Year	 	2012
	159 918
	 	No. 132	 	Amendment No.16 Firm Aircraft	 	Year	 	2012
	159 942
	 	No. 133	 	Amendment No. 20 Firm Aircraft	 	Year	 	2012
	159 943
	 	No. 134	 	Amendment No. 20 Firm Aircraft	 	Year	 	2012
	159 950
	 	No. 135	 	Amendment No. 20 Firm Aircraft	 	Year	 	2012
	159 951
	 	No. 136	 	Amendment No. 20 Firm Aircraft	 	Year	 	2012
	159 923
	 	No. 137	 	Amendment No.16 Firm Aircraft	 	Year	 	2012
	159 924
	 	No. 138	 	Amendment No.16 Firm Aircraft	 	Year	 	2012
	159 925
	 	No. 139	 	Amendment No.16 Firm Aircraft	 	Year	 	2012
	 
	 	 	 	 	 	 	 	 
	159 926
	 	No. 140	 	Amendment No.16 Firm Aircraft	 	Year	 	2013
	159 927
	 	No. 141	 	Amendment No.16 Firm Aircraft	 	Year	 	2013
	159 928
	 	No. 142	 	Amendment No.16 Firm Aircraft	 	Year	 	2013
	159 952
	 	No. 143	 	Amendment No. 20 Firm Aircraft	 	Year	 	2013
	159 953
	 	No. 144	 	Amendment No. 20 Firm Aircraft	 	Year	 	2013
	159 934
	 	No. 145	 	Amendment No.16 Firm Aircraft	 	Year	 	2013
	159 939
	 	No. 146	 	Amendment No. 20 Firm Aircraft	 	Year	 	2013
	159 960
	 	No. 147	 	Amendment No. 20 Firm Aircraft	 	Year	 	2013
	159 961
	 	No. 148	 	Amendment No. 20 Firm Aircraft	 	Year	 	2013
	159 962
	 	No. 149	 	Amendment No. 20 Firm Aircraft	 	Year	 	2013
	159 963
	 	No. 150	 	Amendment No. 20 Firm Aircraft	 	Year	 	2013
	159 964
	 	No. 151	 	Amendment No. 20 Firm Aircraft	 	Year	 	2013
	159 965
	 	No. 152	 	Amendment No. 20 Firm Aircraft	 	Year	 	2013
	 
	 	 	 	 	 	 	 	 
	159 916
	 	No. 153	 	Amendment No.16 Firm Aircraft	 	Year	 	2014
	159 940
	 	No. 154	 	Amendment No. 20 Firm Aircraft	 	Year	 	2014
	159 941
	 	No. 155	 	Amendment No. 20 Firm Aircraft	 	Year	 	2014
	159 944
	 	No. 156	 	Amendment No. 20 Firm Aircraft	 	Year	 	2014
	159 945
	 	No. 157	 	Amendment No. 20 Firm Aircraft	 	Year	 	2014
	159 946
	 	No. 158	 	Amendment No. 20 Firm Aircraft	 	Year	 	2014
	159 947
	 	No. 159	 	Amendment No. 20 Firm Aircraft	 	Year	 	2014
	159 948
	 	No. 160	 	Amendment No. 20 Firm Aircraft	 	Year	 	2014
	159 949
	 	No. 161	 	Amendment No. 20 Firm Aircraft	 	Year	 	2014








 




			
	[***]	 	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.





JetBlue — Amendment No. 33






 









 








	 	 	 	 	 	 	 	 	 
	CACId No.	 	Rank No.	 	Aircraft	 	Delivery	 	 
	159 922
	 	No. 162	 	Amendment No.16 Firm Aircraft	 	Year	 	2014
	159 954
	 	No. 163	 	Amendment No. 20 Firm Aircraft	 	Year	 	2014
	159 955
	 	No. 164	 	Amendment No. 20 Firm Aircraft	 	Year	 	2014
	 
	 	 	 	 	 	 	 	 
	159 956
	 	No. 165	 	Amendment No. 20 Firm Aircraft	 	Year	 	2015
	159 957
	 	No. 166	 	Amendment No. 20 Firm Aircraft	 	Year	 	2015
	159 958
	 	No. 167	 	Amendment No. 20 Firm Aircraft	 	Year	 	2015
	159 959
	 	No. 168	 	Amendment No. 20 Firm Aircraft	 	Year	 	2015
	159 929
	 	No. 169	 	Amendment No.16 Firm Aircraft	 	Year	 	2015
	159 930
	 	No. 170	 	Amendment No.16 Firm Aircraft	 	Year	 	2015
	159 931
	 	No. 171	 	Amendment No.16 Firm Aircraft	 	Year	 	2015
	159 932
	 	No. 172	 	Amendment No.16 Firm Aircraft	 	Year	 	2015
	159 933
	 	No. 173	 	Amendment No.16 Firm Aircraft	 	Year	 	2015






	 	 	 	 	 	 	 	 	 	 	 
	CACId No.	 	Rank No.	 	Option Aircraft	 	Delivery	 	 	 	 
	180 968

	 	No. 174
	 	Amendment No. 20 Option
	 	[***]
	 	 	2013	 
	180 969

	 	No. 175
	 	Amendment No. 20 Option
	 	[***]
	 	 	2013	 
	180 970

	 	No. 176
	 	Amendment No .20 Option
	 	[***]
	 	 	2013	 
	180 981

	 	No. 177
	 	Amendment No. 20 Option
	 	[***]
	 	 	2013	 
	180 965

	 	No. 178
	 	Amendment No. 20 Option
	 	[***]
	 	 	2013	 
	180 966

	 	No. 179
	 	Amendment No. 20 Option
	 	[***]
	 	 	2013	 
	180 967

	 	No. 180
	 	Amendment No. 20 Option
	 	[***]
	 	 	2013	 
	 
	 	 	 	 	 	 	 	 	 	 
	159 980

	 	No. 181
	 	Amendment No.16 Option
	 	[***]
	 	 	2014	 
	159 981

	 	No. 182
	 	Amendment No.16 Option
	 	[***]
	 	 	2014	 
	159 982

	 	No. 183
	 	Amendment No.16 Option
	 	[***]
	 	 	2014	 
	159 983

	 	No. 184
	 	Amendment No.16 Option
	 	[***]
	 	 	2014	 
	 
	 	 	 	 	 	 	 	 	 	 
	180 973

	 	No. 185
	 	Amendment No. 20 Option
	 	[***]
	 	 	2015	 
	180 974

	 	No. 186
	 	Amendment No. 20 Option
	 	[***]
	 	 	2015	 
	180 975

	 	No. 187
	 	Amendment No. 20 Option
	 	[***]
	 	 	2015	 
	180 976

	 	No. 188
	 	Amendment No. 20 Option
	 	[***]
	 	 	2015	 






UNQUOTE






 




			
	[***]	 	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.





JetBlue — Amendment No. 33






 









 









	7.	 	EFFECT OF THE 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 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, 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.
	 
	 	 	This Amendment will become effective upon execution thereof.
	 
	8.	 	CONFIDENTIALITY
	 
	 	 	This Amendment is subject to the confidentiality provisions set forth in Clause 22.5 of
the Agreement.
	 
	9.	 	ASSIGNMENT
	 
	 	 	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 9 will be void and of no force or effect.
	 
	10.	 	COUNTERPARTS
	 
	 	 	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.





JetBlue — Amendment No. 33






 









 







IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their
respective officers or agents on the dates written below.




	 	 	 	 	 	 	 	 	 
	JETBLUE AIRWAYS CORPORATION	 	 	 	AIRBUS S.A.S.
	 
	 	 	 	 	 	 	 	 
	By:

	 	/s/ Mark D. Powers
	 	 	 	By:	 	/s/ Christophe Mourey
	 

	 	 
	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	Its:

	 	Senior Vice President Treasurer
	 	 	 	Its:	 	Senior Vice President Contracts
	 

	 	 
	 	 	 	 	 	 





JetBlue — Amendment No. 33