Exhibit 4.5


 


PURCHASE
AGREEMENT NUMBER PA- 4076


 


between


 


THE
BOEING COMPANY


 


and


 


CHINA
EASTERN AIRLINES CORPORATION LIMITED


 


Relating
to


 


Boeing
Model 737-8 Aircraft


 


with


 


CHINA
EASTERN AVIATION IMPORT & EXPORT CORPORATION


 


and


 


EASTERN
AIR OVERSEAS (HONG KONG) LTD.


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


TABLE
OF CONTENTS


 


	ARTICLES	 
	 	 
	Article 1.	Quantity, Model and Description
	 	 
	Article 2.	Delivery Schedule
	 	 
	Article 3.	Price
	 	 
	Article 4.	Payment
	 	 
	Article 5.	Additional Terms
	 	 
	TABLE	 
	 	 
	1.	Aircraft Information Table (737-8)
	 	 
	EXHIBIT	 
	 	 
	A-1	Aircraft Configuration (737-8)
	 	 
	B.	Aircraft Delivery Requirements and Responsibilities
	 	 
	SUPPLEMENTAL EXHIBITS


 


	AE1.	Escalation
    Adjustment/Airframe and Optional Features
	 	 
	BFE1.	BFE Variables (737-8)
	 	 
	CS1.	Customer Support Variables
	 	 
	EE1.	Engine Escalation Engine
    Warranty and Patent Indemnity
	 	 
	SLP1.	Service Life Policy
    Components


 


	CEA-PA-4076	PA Page i



 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


LETTER AGREEMENTS


 


	LA-1302569	Aircraft
    Model Substitution
	LA-1302571	Government Approval
	LA-1302572	Liquidated Damages
    Non-Excusable Delay
	LA-1302573	Open Matters
	LA-1302574	Performance Guarantees
    737-8 MAX
	LA-1302575	Promotional Support
	LA-1302577	Spare Parts Initial
    Provisioning
	LA-1302578	Special Matters
	LA-1302595	Board Approval
	LA-1302596	Shareholder Approval
	LA-1302625	Payment Matters
	LA-1302658	Seller Purchase Equipment
	LA-1302659	AGTA Terms Revisions
    for MAX
	LA-1302665	Integrated Performance
    Remedies
	LA-1302623	Special Escalation
    Program
	LA-1303853	Special Matters Customer
    Support Training
	LA-1302620	Volume Agreement
	LA-1302565	Trade In Matters
	LA-1400327	CAAC Regulatory Approval
    - VTC
	LA-1400328	Supplemental Advance
    Payment Matters
	LA-1400329	Trade-In Additional
    Matters


 


LETTERS


 


	LA-1304206	China
    Package Deal Terms
	6-1165-MAM-739	Used Aircraft Trade-In
    – Total Hull Loss


 


	CEA-PA-4076	PA Page ii



 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


Purchase
Agreement No. PA-4076


 


between


 


The
Boeing Company


 


and


 


China
Eastern Airlines Corporation Limited


 


This
Purchase Agreement No. PA-4076 between The Boeing Company, a Delaware corporation, (Boeing)
and China Eastern Airlines Corporation Limited, a People’s Republic of China corporation, (Customer)
with China Eastern Aviation Import and Export Trading Corp., Ltd. and Eastern Air Overseas (Hong Kong) Ltd. as consenting
parties (Consenting Parties) relating to the purchase and sale of Model 737-8 aircraft together with all tables, exhibits, supplemental
exhibits, letter agreements and other attachments thereto, if any, (Purchase
Agreement) the terms and conditions (except as specifically set forth below) of the Aircraft General Terms Agreement
dated March 7, 2001 between the parties, identified as AGTA/CEA (AGTA).
Boeing and Consenting Parties consent and agree that Customer may utilize the AGTA for the Purchase Agreement, and
Customer agrees to be bound by the terms and conditions of the AGTA. All capitalized terms used but not defined in this Purchase
Agreement have the same meaning as in the AGTA.


 


		1.	Quantity.
                                         Model and Description.



 


The
aircraft to be delivered to Customer will be designated as Model 737-8 aircraft (Aircraft).
Boeing will manufacture and sell to Customer Aircraft conforming to the configuration described in Exhibit A in the quantities
listed in Table 1 Model 737-8 to the Purchase Agreement.


 


		2.	Delivery
                                         Schedule.



 


The
scheduled months of delivery of the Aircraft are listed in the attached Table 1. Exhibit B describes certain responsibilities
for both Customer and Boeing in order to accomplish the delivery of the Aircraft.


 


		3.	Price.



 


3.1         Aircraft
Basic Price. The Aircraft Basic Price is listed in Table 1 and is subject to escalation in accordance with the terms
of this Purchase Agreement.


 


3.2         Advance
Payment Base Prices. The Advance Payment Base Prices listed in Table 1 were calculated utilizing the latest escalation
factors available to Boeing on the date of this Purchase Agreement projected to the month of scheduled delivery.


 


		4.	Payment.



 


4.1         The
standard advance payment schedule for the Model 737-8 aircraft requires Customer to make certain advance payments, expressed in
a percentage of the Advance Payment Base Price of each Aircraft beginning with a payment of one percent (1%), on the effective
date of the Purchase Agreement for the Aircraft. Additional advance payments for each Aircraft are due as specified in and on
the first business day of the months listed in the attached Table 1.


 


	CEA-PA-4076	PA Page 1



 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


4.2         Not
Used.


 


4.3         For
any Aircraft whose scheduled month of delivery is less than twenty-four (24) months from the date of this Purchase Agreement,
the total amount of advance payments due for payment upon signing of this Purchase Agreement will include all advance payments
which are past due in accordance with the standard advance payment schedule set forth in paragraph 4.2 above.


 


4.4         Customer
will pay the balance of the Aircraft Price of each Aircraft at delivery.


 


		5.	Additional
                                         Terms.



 


5.1         Aircraft
Information Tables. Table 1 consolidates information contained in Articles 1, 2, 3 and 4 with respect to (i) quantity
of Aircraft, (ii) applicable Detail Specification, (iii) month and year of scheduled deliveries, (iv) Aircraft Basic Price, (v)  applicable
escalation factors and (vi) Advance Payment Base Prices and advance payments and their schedules.


 


5.2         Escalation
Adjustment/Airframe and Optional Features. Supplemental Exhibit AE1 contains the applicable airframe and optional features
escalation formula.


 


5.3         Buyer
Furnished Equipment Variables. Supplemental Exhibit BFE1 contains supplier selection dates, on dock dates and other
variables applicable to the Aircraft.


 


5.4         Customer
Support Variables. Information, training, services and other things furnished by Boeing in support of introduction
of the Aircraft into Customer’s fleet are described in Supplemental Exhibit CS1. The level of support to be provided under
Supplemental Exhibit CS1 (Entitlements) assumes that at
the time of delivery of Customer’s first Aircraft under the Purchase Agreement, Customer has not taken possession of a 737-8
aircraft whether such 737-8 aircraft was purchased, leased or otherwise obtained by Customer from Boeing or another party. If
prior to the delivery of Customer’s first Aircraft, Customer has taken possession of a 737-8 aircraft, Boeing will revise
the Entitlements to reflect the level of support normally provided by Boeing to operators already operating such aircraft. Under
no circumstances under the Purchase Agreement or any other agreement will Boeing provide the Entitlements more than once to support
Customer’s operation of 737-8 aircraft.


 


5.5         Engine
Escalation Variables. Supplemental Exhibit EE1 contains the applicable engine escalation formula, the engine warranty
and the engine patent indemnity for the Aircraft describes the applicable engine escalation formula and contains the engine warranty
and the engine patent indemnity for the Aircraft.


 


5.6         Service
Life Policy Component Variables. Supplemental Exhibit SLP1 lists the SLP Components covered by the Service Life Policy
for the Aircraft. In addition, Part 3 of Exhibit C to the AGTA, entitled, “Service Life Policy.” is superseded in
its entirety by Part 3 of Exhibit C to the AGTA, “Service Life Policy,” attached as Exhibit C to this Purchase Agreement.


 


	CEA-PA-4076	PA Page 2



 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


5.7         Public
Announcement. Boeing reserves the right to make a public announcement regarding Customer’s purchase of the Aircraft
upon approval of Boeing’s press release by Customer’s public relations department or other authorized representative.


 


5.8         Negotiated
Agreement; Entire Agreement. This Purchase Agreement, including the provisions of Article 8.2 of the AGTA relating
to insurance, and Article 11 of Part 2 of Exhibit C of the AGTA relating to DISCLAIMER
AND RELEASE and EXCLUSION OF CONSEQUENTIAL AND OTHER DAMAGES,
has been the subject of discussion and negotiation and is understood by the parties; the Aircraft Price and other agreements of
the parties stated in this Purchase Agreement were arrived at in consideration of such provisions. This Purchase Agreement, including
the AGTA, contains the entire agreement between the parties and supersedes all previous proposals, understandings, commitments
or representations whatsoever, oral or written, and may be changed only in writing signed by authorized representatives of the
parties.


 


AGREED
AND ACCEPTED this


 


	June
    13, 2014	 	 
	Date	 	 
	 	 	 
	THE
    BOEING COMPANY	 	CHINA EASTERN AIRLINES
    CORPORATION LIMITED
	 	 	 
	/s/
    Mark A. Mignon	 	/s/
    Tang Bing
	Signature 	 	Signature
	 	 	 
	Mark
    A. Mignon	 	Tang
    Bing
	Printed name	 	Printed name 
	 	 	 
	Attorney-In-Fact	 	ATTORNEY-IN-FACT
	Title	 	Title
	 	 	 
	CHINA EASTERN AVIATION
    IMPORT & EXPORT CORPORATION	 	EASTERN
    AIR OVERSEAS (HONG KONG) LTD.
	 	 	 
	/s/
    Yang Zhi Jie	 	/s/
     Wu Yong Liang
	Signature	 	Signature
	 	 	 
	YANG
    ZHI JIE	 	Wu
    Yong Liang
	Printed
    Name	 	Printed
    Name
	 	 	 
	Attorney-In-Fact	 	 
	Title	 	Title


 


	CEA-PA-4076	PA Page 3



 


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PROPRIETARY


 




    	 



    	 



    

 


Table
1 To


Purchase
Agreement No. PA-4076


Aircraft
Delivery, Description, Price and Advance Payments


 


	Airframe Model/MTOW:	737-8	 	 	181,200
                                         pounds	 
	Engine Model/Thrust:	CFM-LEAP-1B	 	 	26,400
                                         pounds	 
	Airframe Price:	 	 	$	96,067,000	 
	Optional Features:	 	 	$	3,581,600	 
	Sub-Total of Airframe and Features:	 	 	$	99,648,600	 
	Engine Price (Per Aircraft):	 	 	$	0	 
	Aircraft Basic Price (Excluding BFE/SPE):	 	 	$	99,648,600	 
	Buyer Furnished Equipment (BFE) Estimate:	 	 	$	1,534,000	 
	Seller Purchased Equipment (SPE) Estimate:	 	 	$	1,416,000	 



 


	Detail Specification:	 	D019A008 Revision G (Feb. 3, 2014)
	Airframe Price Base Year/Escalation Formula:	 	Jul-12	 	 	 	 	 	ECI-W Afm
	Engine Price Base Year/Escalation Formula:	 	N/A	 	 	 	 	 	N/A
	Airframe Escalation Data:	 	 	 	 	 	 	 	 
	Base Year Index (ECI):	 	 	 	 	117.2	 	 	 
	Base Year Index (ICI):	 	 	 	 	204.9	 	 	 
	 	 	 	 	 	 	 	 	 
	$101,064,600	 	 	 	 	 	 	 	 



 





	 	 	 	 	 	 	 	 	 	 	 	 
	Delivery	 	Number of	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Date	 	Aircraft	 	***	 	 	***	 	 	***	 	 	***	 	 	***	 	 	***	 
	Sep-2017	 	1	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Oct-2017	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Nov-2017	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Dec-2017	 	1	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Jan-2018	 	1	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Feb-2018	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Jun-2018	 	1	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Aug-2018	 	1	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Sep-2018	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Jan-2019	 	1	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Feb-2019	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Mar-2019	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Apr-2019	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 






  


	CEA-PA-04076	Page 1



 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


Table
1 To


Purchase
Agreement No. PA-4076


Aircraft
Delivery, Description, Price and Advance Payments


 





	 	 	 	 	 	 	 	 	 	 	 	 
	Delivery	 	Number of	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Date	 	Aircraft	 	***	 	 	***	 	 	***	 	 	***	 	 	***	 	 	***	 
	May-2019	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Jun-2019	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Jul-2019	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Aug-2019	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Sep-2019	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Oct-2019	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Nov-2019	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Dec-2019	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Jan-2020	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Feb-2020	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Mar-2020	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Apr-2020	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	May-2020	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Jun-2020	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Jul-2020	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Aug-2020	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Sep-2020	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Oct-2020	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Nov-2020	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Dec-2020	 	2	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Total:	 	60	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 






 


	CEA-PA-04076	Page 2



 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


AIRCRAFT
CONFIGURATION


 


between


 


THE
BOEING COMPANY


 


and


 


China
Eastern Airlines Corporation Limited


 


Exhibit
A-1 to Purchase Agreement Number PA-4076





 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


AIRCRAFT
CONFIGURATION


 


relating
to


 


BOEING
MODEL 737-8 AIRCRAFT


 


The
content of this Exhibit A will be defined pursuant to the provisions of Letter Agreement LA-1302573, entitled “Open Matters”
to the Purchase Agreement, PA-4076.


 


	CEA-PA-4076-Exhibit A-1	EXA Page 1



 





BOEING
PROPRIETARY


 




    	 



    	 



    

 


AIRCRAFT
DELIVERY REQUIREMENTS AND


RESPONSIBILITIES


 


between


 


THE BOEING
COMPANY


 


and


 


China Eastern
Airlines Corporation Limited


Exhibit
B to Purchase Agreement Number PA-4076


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


AIRCRAFT DELIVERY REQUIREMENTS AND RESPONSIBILITIES


 


relating to


 


BOEING MODEL 737-8 AIRCRAFT


 


Both Boeing and Customer have certain documentation
and approval responsibilities at various times during the construction cycle of Customer’s Aircraft that are critical to
making the delivery of each Aircraft a positive experience for both parties. This Exhibit B documents those responsibilities and
indicates recommended completion deadlines for the actions to be accomplished.


 


1.          Government
Documentation Requirements.


 


Certain actions are required to be taken by
Customer in advance of the scheduled delivery month of each Aircraft with respect to obtaining certain government issued documentation.


 


1.1          Airworthiness
and Registration Documents. Not later than six (6) months prior to delivery of
each Aircraft, Customer will notify Boeing of the registration number to be painted on the side of the Aircraft. If required by
the regulatory authority, Customer will authorize, by letter to the regulatory authority having jurisdiction, the display of such
registration numbers by Boeing during the pre-delivery testing of the Aircraft, no later than three (3) months prior
to delivery of each Aircraft.


 


Customer is responsible for furnishing any
Temporary or Permanent Registration Certificates required by any governmental authority having jurisdiction to be displayed aboard
the Aircraft after delivery.


 


1.2         Certificate
of Sanitary Construction.


 


1.2.1        U.S.
Registered Aircraft. Boeing will obtain from the United States Public Health Service, a United States Certificate of Sanitary
Construction to be displayed aboard each Aircraft after delivery to Customer. The above Boeing obligation only applies to commercial
passenger-configured aircraft.


 


1.2.2        Non-U.S.
Registered Aircraft. If Customer requires a United States Certificate of Sanitary Construction at the time of delivery of the
Aircraft, Customer will give written notice thereof to Boeing at least three (3) months prior to delivery. Boeing
will then use commercially reasonable efforts to obtain the Certificate from the United States Public Health Service and present
it to Customer at the time of Aircraft delivery. The above Boeing obligation only applies to commercial passenger-configured aircraft.


 


1.3         Customs
Documentation.


 


1.3.1        Import
Documentation. If the Aircraft is intended to be exported from the United States, Customer
must notify Boeing not later than three (3) months prior to delivery of each Aircraft
of any documentation required by the customs authorities or by any other agency of the country of import.


 


	CEA-PA-4076-Exhibit
    B	EXB  Page  1


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


1.3.2        General
Declaration - U.S. If the Aircraft is intended to be exported from the United States, Boeing
will prepare Customs Form 7507, General Declaration, for execution by U.S. Customs immediately prior to the ferry flight of the
Aircraft. For this purpose, Customer will furnish to Boeing not later than twenty (20) days prior to delivery all
information required by U.S. Customs and Border Protection, including without limitation (i) a complete crew and passenger list
identifying the names, birth dates, passport numbers and passport expiration dates of all crew and passengers and (ii) a complete
ferry flight itinerary, including point of exit from the United States for the Aircraft.


 


If Customer
intends, during the ferry flight of an Aircraft, to land at a U.S. airport after clearing Customs at delivery, Customer must notify
Boeing not later than twenty (20) days prior to delivery of such intention. If Boeing
receives such notification, Boeing will provide to Customer the documents constituting a Customs permit to proceed, allowing such
Aircraft to depart after any such landing. Sufficient copies of completed Form 7507, along with passenger manifest, will be furnished
to Customer to cover U.S. stops scheduled for the ferry flight.


 


1.3.3        Export
Declaration - U.S. If the Aircraft is intended to be exported from the United States following
delivery, and (i) Customer is a non-U.S. customer, Boeing will file an export declaration electronically with U.S. Customs and
Border Protection (CBP), or (ii) Customer is a U.S. customer, it is the responsibility
of the U.S. customer, as the exporter of record, to file the export declaration with CBP.


 


2.          Insurance
Certificates.


 


Unless provided
earlier, Customer will provide to Boeing not later than thirty (30) days prior to delivery of
the first Aircraft, a copy of the requisite annual insurance certificate in accordance with the requirements of Article 8 of the
AGTA.


 


3.          Notice
Of Flyaway Configuration.


 


Not later
than twenty (20) days prior to delivery of the Aircraft, Customer will provide to
Boeing a configuration letter stating the requested “flyaway configuration” of the Aircraft for its ferry flight.
This configuration letter should include:


 


		(i)	the name of the company which is
                                         to furnish fuel for the ferry flight and any scheduled post-delivery flight training,
                                         the method of payment for such fuel, and fuel load for the ferry flight;






 


		(ii)	the cargo to be loaded and where
                                         it is to be stowed on board the Aircraft, the address where cargo is to be shipped after
                                         flyaway and notification of any hazardous materials requiring special handling;






 


		(iii)	any BFE equipment to be removed
                                         prior to flyaway and returned to Boeing BFE stores for installation on Customer’s
                                         subsequent Aircraft;



 


		(iv)	a complete list of names and citizenship
                                         of each crew member and non-revenue passenger who will be aboard the ferry flight; and



 


		(v)	a complete ferry flight itinerary.



 


	CEA-PA-4076-Exhibit
    B	EXB  Page  2


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


4.          Delivery
Actions By Boeing.


 


4.1       Schedule
of Inspections. All FAA, Boeing, Customer and, if required, U.S. Customs Bureau inspections
will be scheduled by Boeing for completion prior to delivery or departure of the Aircraft. Customer will be informed of such schedules.


 


4.2       Schedule
of Demonstration Flights. All FAA and Customer demonstration flights will be scheduled by
Boeing for completion prior to delivery of the Aircraft.


 


4.3       Schedule
for Customer’s Flight Crew. Boeing will inform Customer of the date that a flight crew
is required for acceptance routines associated with delivery of the Aircraft.


 


***


 


***


 


4.5       Flight
Crew and Passenger Consumables. Boeing will provide reasonable quantities of food, coat hangers,
towels, toilet tissue, drinking cups and soap for the first segment of the ferry flight for the Aircraft.


 


4.6       Delivery
Papers. Documents and Data. Boeing will have available at the time of delivery of the Aircraft
certain delivery papers, documents and data for execution and delivery. If title for the Aircraft will be transferred to Customer
through a Boeing subsidiary and if the Aircraft will be registered with the FAA, Boeing will pre-position in Oklahoma City, Oklahoma,
for filing with the FAA at the time of delivery of the Aircraft an executed original Form 8050-2, Aircraft Bill of Sale, indicating
transfer of title to the Aircraft from Boeing’s subsidiary to Customer.


 


4.7       Delegation
of Authority. If specifically requested in advance by Customer, Boeing will present a certified
copy of a Resolution of Boeing’s Board of Directors, designating and authorizing certain persons to act on its behalf in
connection with delivery of the Aircraft.


 


5.          Delivery
Actions By Customer.


 


5.1       Aircraft
Radio Station License. At delivery Customer will provide its Aircraft Radio Station License
to be placed on board the Aircraft following delivery.


 


5.2       Aircraft
Flight Log. At delivery Customer will provide the Aircraft Flight Log for the Aircraft.


 


5.3       Delegation
of Authority. Customer will present to Boeing at delivery of the Aircraft an original or certified
copy of Customer’s Delegation of Authority designating and authorizing certain persons to act on its behalf in connection
with delivery of the specified Aircraft.


 


5.4       TSA
Waiver Approval. Customer may be required to have an approved Transportation Security Administration
(TSA) waiver for the ferry flight depending upon the Customer’s en-route stop(s)
and destination unless the Customer already has a TSA approved security program in place. Customer is responsible for application
for the TSA waiver and obtaining TSA approval. Customer will provide a copy of the approved TSA waiver to Boeing upon arrival
at the Boeing delivery center.


 


	CEA-PA-4076-Exhibit
    B	EXB  Page  3


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


5.5       Electronic
Advance Passenger Information System. Should the ferry flight of an Aircraft leave the United
States, the Department of Homeland Security office requires Customer to comply with the Electronic Advance Passenger Information
System (eAPIS). Customer needs to establish their own account with US Customs and
Border Protection in order to file for departure. A copy of the eAPIS forms is to be provided by Customer to Boeing upon arrival
of Customer’s acceptance team at the Boeing delivery center.


 


	CEA-PA-4076-Exhibit
    B	EXB  Page  4


 


BOEING PROPRIETARY


 


 




    	 



    	 



    

 


ESCALATION
ADJUSTMENT


AIRFRAME
AND OPTIONAL FEATURES


 


between


 


THE BOEING
COMPANY


 


and


 


China
Eastern Airlines Corporation Limited


 


Supplemental
Exhibit AE1


to Purchase
Agreement Number PA-4076


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


ESCALATION ADJUSTMENT


AIRFRAME AND OPTIONAL
FEATURES


 


relating to


 


BOEING MODEL 737-8
AIRCRAFT


 


1.          Formula.


 


Airframe and
Optional Features price adjustments (Airframe Price Adjustment) are used to allow
prices to be stated in current year dollars at the signing of this Purchase Agreement and to adjust the amount to be paid by Customer
at delivery for the effects of economic fluctuation. The Airframe Price Adjustment will be determined at the time of Aircraft
delivery in accordance with the following formula:


 





 


Where:


 


Pa = Airframe Price Adjustment.
(For Models 737-7, 737-8, 737-9, 737-600, 737-700, 737-800, 737-900, 737-900ER, 747-8, 777-200LR, 777-F, and 777-300ER the Airframe
Price includes the Engine Price at its basic thrust level.)


 


P = Airframe Price plus the price of the Optional
Features (as set forth in Table 1 of this Purchase Agreement).


 


 


 


Where:


 


EClb is the base year airframe
escalation index (as set forth in Table 1 of this Purchase Agreement):


 


ECI is a value determined using the
U.S. Department of Labor, Bureau of Labor Statistics, Employment Cost Index for NAICS Aircraft Manufacturing - Wages and Salaries
(BLS Series ID CIU20232110000001), calculated by establishing a three-month arithmetic average value (expressed as a decimal and
rounded to the nearest tenth) using the values for the 11th, 12th and 13th months prior to the
month of scheduled delivery of the applicable Aircraft. As the Employment Cost Index values are only released on a quarterly basis,
the value released for the first quarter will be used for the months of January, February, and March; the value released for the
second quarter will be used for the months of April, May, and June; the value released for the third quarter will be used for
the months of July, August, and September; the value released for the fourth quarter will be used for the months of October, November,
and December.


 


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Where:


 


ICIb is
the base year index (as set forth in Table 1 of this Purchase Agreement); and


 


ICI is a value determined using the U.S. Department
of Labor, Bureau of Labor Statistics, Producer Price Index - Industrial Commodities Index (BLS Series ID WPU03THRU15), calculated
as a three (3) month arithmetic average of the released monthly values (expressed as a decimal and rounded to the nearest tenth)
using the values for the 11th, 12th, and 13th months prior to the month of scheduled delivery
of the applicable Aircraft.


 





 


Where:


 


N is the number of calendar months which have
elapsed from the Airframe Price base year and month up to and including the month of delivery, both as shown in Table 1 of the
Purchase Agreement. The entire calculation of 0.005 X (N/12) will be rounded to 4 places, and the final value of B will be rounded
to the nearest dollar.


 


As an example, for an Aircraft scheduled to
be delivered in the month of July, the months of June, July, and August of the preceding year will be utilized in determining
the value of ECI and ICI.


 


Note:


 


		(i)	In determining the values of L
                                         and M, all calculations and resulting values will be expressed as a decimal rounded to
                                         the nearest ten-thousandth.



 


		(ii)	.65 is the numeric ratio attributed
                                         to labor in the Airframe Price Adjustment formula.



 


		(iii)	.35 is the numeric ratio attributed
                                         to materials in the Airframe Price Adjustment formula.



 


		(iv)	The denominators (base year indices)
                                         are the actual average values reported by the U.S. Department of Labor, Bureau of Labor
                                         Statistics. The actual average values are calculated as a three (3) month arithmetic
                                         average of the released monthly values (expressed as a decimal and rounded to the nearest
                                         tenth) using the values for the 11th, 12th and 13th
                                         months prior to the airframe base year. The applicable base year and corresponding denominator
                                         is provided by Boeing in Table 1 of this Purchase Agreement.



 


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		(v)	The final value of Pa
                                         will be rounded to the nearest dollar.



 


		(vi)	The Airframe Price Adjustment will
                                         not be made if it will result in a decrease in the Aircraft Basic Price.



 


2.          Values
to be Utilized in the Event of Unavailability.


 


2.1        If
the Bureau of Labor Statistics substantially revises the methodology used for the determination of the values to be used to determine
the ECI and ICI values (in contrast to benchmark adjustments or other corrections of previously released values), or for any reason
has not released values needed to determine the applicable Airframe Price Adjustment, the parties will, prior to the delivery
of any such Aircraft, select a substitute from other Bureau of Labor Statistics data or similar data reported by non-governmental
organizations. Such substitute will result in the same adjustment, insofar as possible, as would have been calculated utilizing
the original values adjusted for fluctuation during the applicable time period. However, if within twenty-four (24) months after
delivery of the Aircraft, the Bureau of Labor Statistics should resume releasing values for the months needed to determine the
Airframe Price Adjustment; such values will be used to determine any increase or decrease in the Airframe Price Adjustment for
the Aircraft from that determined at the time of delivery of the Aircraft.


 


2.2        Notwithstanding
Article 2.1 above, if prior to the scheduled delivery month of an Aircraft the Bureau of Labor Statistics changes the base year
for determination of the ECI and ICI values as defined above, such re-based values will be incorporated in the Airframe Price
Adjustment calculation.


 


2.3        In
the event escalation provisions are made non-enforceable or otherwise rendered void by any agency of the United States Government,
the parties agree, to the extent they may lawfully do so, to equitably adjust the Aircraft Price of any affected Aircraft to reflect
an allowance for increases or decreases consistent with the applicable provisions of paragraph 1 of this Supplemental Exhibit
AE1 in labor compensation and material costs occurring since August of the year prior to the price base year shown in the Purchase
Agreement.


 


2.4        If
within twelve (12) months of Aircraft delivery, the published index values are revised due to an acknowledged error by the Bureau
of Labor Statistics, the Airframe Price Adjustment will be re-calculated using the revised index values (this does not include
those values noted as preliminary by the Bureau of Labor Statistics). A credit memorandum or supplemental invoice will be issued
for the Airframe Price Adjustment difference. Interest charges will not apply for the period of original invoice to issuance of
credit memorandum or supplemental invoice.


 


Note:


 


		(i)	The values released by the Bureau
                                         of Labor Statistics and available to Boeing thirty (30) days prior to the first day of
                                         the scheduled delivery month of an Aircraft will be used to determine the ECI and ICI
                                         values for the applicable months (including those noted as preliminary by the Bureau
                                         of Labor Statistics) to calculate the Airframe Price Adjustment for the Aircraft invoice
                                         at the time of delivery. The values will be considered final and no Airframe Price Adjustments
                                         will be made after Aircraft delivery for any subsequent changes in published index values,
                                         subject always to paragraph 2.4 above.



 


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		(ii)	The maximum number of digits to
                                         the right of the decimal after rounding utilized in any part of the Airframe Price Adjustment
                                         equation will be 4, where rounding of the fourth digit will be increased to the next
                                         highest digit when the 5th digit is equal to five (5) or greater.



 


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BUYER
FURNISHED EQUIPMENT VARIABLES


 


between


 


THE
BOEING COMPANY


 


and


 


China
Eastern Airlines Corporation Limited


 


Supplemental
Exhibit BFE1

to Purchase Agreement Number PA-4076


 


BOEING
PROPRIETARY


 






    	 



    	 



    




 


BUYER
FURNISHED EQUIPMENT VARIABLES


 


relating
to


 


BOEING
MODEL 737-8 AIRCRAFT


 


This
Supplemental Exhibit BFE1 contains supplier selection dates, on-dock dates and other requirements applicable to the Aircraft.


 


1.          Supplier
Selection.


 


Customer
will:


 


Select
and notify Boeing of the suppliers and part numbers of the following BFE items by the following dates:


 


	Galley
    System	 	No
    later than 12 months prior to 1st delivery**
	 	 	 
	Galley
    Inserts	 	No
    later than 12 months prior to 1st delivery**
	 	 	 
	Seats
    (passenger)	 	No
    later than 14 months prior to 1st delivery**
	 	 	 
	Overhead
    & Audio System	 	No
    later than 12 months prior to 1st delivery**
	 	 	 
	In-Seat
    Video System	 	Same
    as Seats
	 	 	 
	Miscellaneous
    Emergency Equipment	 	No
    later than 12 months prior to 1st delivery**
	 	 	 
	Cargo
    Handling Systems*

    (Single Aisle Programs only)	 	No
    later than 8 months prior to 1st delivery**


 


*For
a new certification, supplier requires notification ten (10) months prior to Cargo Handling System on-dock date.


 


**Actual
supplier selection dates will be provided on, or around the date when Boeing provides notice of the scheduled delivery month to
Customer.


 


Customer
will enter into initial agreements with the selected Galley System, Galley Inserts, Seats, and In-Seat Video System suppliers
on or before ten (10) days after the above supplier selection dates to actively participate with Customer and Boeing in coordination
actions including the Initial Technical Coordination Meeting (ITCM).


 


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2.          On-dock
Dates and Other Information.


 


On
or before nine (9) months prior to aircraft delivery, Boeing will provide to Customer the BFE Requirements electronically through
My Boeing Fleet (MBF in My Boeing Configuration (MBC). These requirements may be periodically revised, setting forth
the items, quantities, on-dock dates and shipping instructions and other requirements relating to the in-sequence installation
of BFE. For planning purposes, preliminary BFE on-dock dates are set forth below:


 


	 For
    planning purposes, preliminary BFE on-dock dates:
	Scheduled

    Month/Year

    of Delivery:	Qty	Seats	Galleys /

    Furnishings	Antennas
    &

    Mounting

    Equipment	Avionics	Cabin

    Systems

    Equipment	Miscellaneous/
    

    Emergency

    Equipment	Textiles
    /

    Raw

    Material	Cargo

    Systems	Provision

    Kits	Radomes
	2017	4	 

        Preliminary
        BFE on- dock dates will be provided on, or around, the date when Boeing provides notice of the scheduled delivery months
        to Customer.

	2018	9
	2019	23
	2020	24
	Total	60


 


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3.     Additional
Delivery Requirements - Import.


 


Customer
will be the “importer of record” (as defined by the U.S. Customs and Border Protection) for all BFE imported
into the United States, and as such, it has the responsibility to ensure all of Customer’s BFE shipments comply with U.S.
Customs Service regulations. In the event Customer requests Boeing, in writing, to act as importer of record for Customer’s
BFE, and Boeing agrees to such request, Customer is responsible for ensuring Boeing can comply with all U.S. Customs Import Regulations
by making certain that, at the time of shipment, all BFE shipments comply with the requirements in the “International Shipment
Routing Instructions”, including the Customs Trade Partnership Against Terrorism (C-TPAT), as set out on the Boeing
website referenced below. Customer agrees to include the International Shipment Routing Instructions, including C-TPAT requirements,
in each contract between Customer and BFE supplier.


 


http://www.boeinq.com/companyoffices/doinqbiz/supplier
portal/index general.html


 


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CUSTOMER
SUPPORT VARIABLES


 


between


 


THE
BOEING COMPANY


 


and


 


CHINA
EASTERN AIRLINES CORPORATION LIMITED


 


Supplemental
Exhibit CS1


to
Purchase Agreement Number PA-4076


 


BOEING
PROPRIETARY


 






    	 



    	 



    

  










CUSTOMER
SUPPORT VARIABLES


 


relating
to


 


BOEING
MODEL 737-8 AIRCRAFT


 


Customer
and Boeing will conduct planning conferences approximately twelve (12) months prior to delivery of the first Aircraft, or as mutually
agreed, in order to develop and schedule a customized Customer Support Program to be furnished by Boeing in support of the Aircraft.


 


The
customized Customer Support Program will be based upon and equivalent to the entitlements summarized below.


 


***


 


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***


 


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4.          Technical
Data and Documents.


 


The
following will be provided in mutually agreed formats and quantities:


 


4.1        Flight
Operations.


 


Airplane
Flight Manual


Airplane
Rescue and Fire Fighting Information


Dispatch
Deviation Guide


ETOPS
Guide Vol. III


FMC
Supplementary Data Document


Flight
Crew Operations Manual and Quick Reference Handbook


Flight
Crew Training Manual


Flight
Planning and Performance Manual


Jet
Transport Performance Methods


Operational
Performance Software


Weight
and Balance Manual Chapter 1 Control and Loading


 


4.2        Maintenance.


 


Aircraft
Maintenance Manual


Component
Maintenance Manual


Fault
Isolation Manual


Fault
Reporting Manual


Fuel
Measuring Stick Manual


Illustrated
Parts Catalog


Nondestructive
Test Manual


Powerplant
Buildup Manual


Service
Bulletins and Index


Standard
Overhaul Practices Manual Chapter 20


Standard
Wiring Practices Manual Chapter 20


Structural
Repair Manual


System
Schematic Manual


Wiring
Diagram Manual


 


4.3        Service
Engineering.


 


Maintenance
Tips


Service
Letters


 


4.4        Maintenance
Programs Engineering.


 


Airline
Maintenance Inspection Intervals


ETOPS
Configuration, Maintenance and Procedures


ETOPS
Guide Vol. I and II


Maintenance
Planning Data Document


Maintenance
Task Cards and Index


 


4.5        Facilities
and Equipment Planning.


 


Airplane
Recovery Document


Engine
Ground Handling Document


GSE
Tooling Drawings (Bill of Material, 2D Drawings and Drawing


Notes)


 


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Illustrated
Tool and Equipment Manual


Maintenance
Facility and Equipment Planning Document


Special
Tool and Ground Handling Equipment Drawing and Index


 


4.6        Airport
Technology.


 


Airplane
Characteristics for Airport Planning


 


4.7        Supplier
Technical Data.


 


Overhaul
Manual/Component Maintenance Manual Index


Product
Support Supplier Directory


Supplier
Assembly Drawings


Supplier
Component Maintenance Manuals


Supplier
Ground Support Equipment List


Supplier
Product Support and Assurance Agreements Documents Vol. I and II


Supplier
Publications Index


Supplier
Service Bulletins


Supplier
Spare Part Price Catalog


 


4.8        Spares.


 


Product
Standard Data System


 


5.        Aircraft
Information.


 


5.1           Aircraft
Information is defined as that data provided by Customer to Boeing which falls into one of the following categories: (i) aircraft
operational information (including, but not limited to, flight hours, departures, schedule reliability, engine hours, number of
aircraft, aircraft registries, landings, and daily utilization and schedule interruptions for Boeing model aircraft); (ii) summary
and detailed shop findings data; (iii) line maintenance data; (iv) airplane message data, (v) scheduled maintenance data; (vi)
service bulletin incorporation; and (vii) aircraft data generated or received by equipment installed on Customer’s aircraft
in analog or digital form including but not limited to information regarding the state, condition, performance, location, setting,
or path of the aircraft and associated systems, sub-systems and components.


 


5.2           License
Grant.    To the extent Customer has or obtains rights to Aircraft Information, Customer grants to Boeing a
perpetual, world-wide, non-exclusive license to use and disclose Aircraft Information and create derivatives thereof in Boeing
data and information and products and services provided Customer identification information as originating from Customer is removed.
Customer identification information may be retained as necessary for Boeing to provide products and services Customer has requested
from Boeing or for Boeing to inform Customer of additional Boeing products and services. This grant is in addition to any other
grants of rights in the agreements governing provision of such information to Boeing regardless of whether that information is
identified as Aircraft Information in such agreement including any information submitted under the In Service Data Program (ISDP).


 


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For
purposes of this article, Boeing is defined as The Boeing Company and its wholly owned subsidiaries.


 


5.3           Customer
will provide Aircraft Information to Boeing through an automated software feed necessary to support Fleet Statistical Analysis.
Boeing will provide assistance to Customer under a separate agreement for mapping services to enable the automated software feed.


 


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ENGINE ESCALATION,


ENGINE WARRANTY
AND PATENT INDEMNITY


 


between 


 


THE BOEING
COMPANY 


 


and


 


China Eastern
Airlines Corporation Limited


 


Supplemental
Exhibit EE1 


to Purchase
Agreement Number PA-4076


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


ENGINE ESCALATION 


ENGINE WARRANTY AND PATENT INDEMNITY


 


relating to 


 


BOEING MODEL 737-8 AIRCRAFT


 


		1.	Engine
                                         Escalation.



 


No separate engine escalation methodology
is defined for the 737-7/8/9, 737-600/700/800/900/900ER Aircraft. Pursuant to the AGTA, the engine prices for these Aircraft are
included in and will be escalated in the same manner as the Airframe.


 


		2.	Engine
                                         Warranty And Product Support Plan.



 


Boeing has obtained from CFM International,
Inc. (or CFM International, S.A., as the case may be) (CFM) the right to extend to Customer the provisions of CFM’s
warranty as set forth below (herein referred to as Warranty); subject, however, to Customer’s acceptance of the conditions
set forth herein. Accordingly, Boeing hereby extends to Customer and Customer hereby accepts the provisions of CFM’s Warranty
as hereinafter set forth, and such Warranty shall apply to all CFM56-7 and CFM LEAP-1B type Engines (including all Modules and
Parts thereof) installed in the Aircraft at the time of delivery or purchased from Boeing by Customer for support of the Aircraft
except that, if Customer and CFM have executed, or hereafter execute, a General Terms Agreement, then the terms of that Agreement
shall be substituted for and supersede the provisions of paragraphs 2.1 through 2.10 below and paragraphs 2.1 through 2.10 below
shall be of no force or effect and neither Boeing nor CFM shall have any obligation arising therefrom. In consideration for Boeing’s
extension of the CFM Warranty to Customer, Customer hereby releases and discharges Boeing from any and all claims, obligations
and liabilities whatsoever arising out of the purchase or use of such CFM56-7 and CFM LEAP-1B type Engines and Customer hereby
waives, releases and renounces all its rights in all such claims, obligations and liabilities. In addition, Customer hereby releases
and discharges CFM from any and all claims, obligations and liabilities whatsoever arising out of the purchase or use of such
CFM56-7 and CFM LEAP-1B type Engines except as otherwise expressly assumed by CFM in such CFM Warranty or General Terms Agreement
between Customer and CFM and Customer hereby waives, releases and renounces all its rights in all such claims, obligations and
liabilities.


 


2.1           Title.
CFM warrants that at the date of delivery, CFM has legal title to and good and lawful right to sell its CFM56-7 and CFM LEAP-1B
type Engine and Products and furthermore warrants that such title is free and clear of all claims, liens and encumbrances of any
nature whatsoever.


 


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2.2   Patents.


 


2.2.1        CFM
shall handle all claims and defend any suit or proceeding brought against Customer insofar as based on a claim that any product
or part furnished under this Agreement constitutes an infringement of any patent of the United States, and shall pay all damages
and costs awarded therein against Customer. This paragraph shall not apply to any product or any part manufactured to Customer’s
design or to the aircraft manufacturer’s design. As to such product or part, CFM assumes no liability for patent infringement.


 


2.2.2        CFM’s
liability hereunder is conditioned upon Customer promptly notifying CFM in writing and giving CFM authority, information and assistance
(at CFM’s expense) for the defense of any suit. In case said equipment or part is held in such suit to constitute infringement
and the use of said equipment or part is enjoined, CFM shall expeditiously, at its own expense and at its option, either (i) procure
for Customer the rights to continue using said product or part; (ii) replace the same with a satisfactory and non-infringing product
or part; or (iii) modify the same so it becomes satisfactory and non-infringing. The foregoing shall constitute the sole remedy
of Customer and the sole liability of CFM for patent infringement.


 


2.2.3        The
above provisions also apply to products which are the same as those covered by this Agreement and are delivered to Customer as
part of the installed equipment on CFM56-7 and CFM LEAP-1B powered Aircraft.


 


2.3   Initial
Warranty. CFM warrants that CFM56-7 and CFM LEAP-1B engine products will conform to CFM’s applicable specifications
and will be free from defects in material and workmanship prior to Customer’s initial use of such products.


 





2.4   Warranty Pass-On.







 


2.4.1        If
requested by Customer and agreed to by CFM in writing, CFM will extend warranty support for Engines sold by Customer to commercial
airline operators, or to other aircraft operators. Such warranty support will be limited to the New Engine Warranty, New Parts
Warranty, Ultimate Life Warranty and Campaign Change Warranty and will require such operator(s) to agree in writing to be bound
by and comply with all the terms and conditions, including the limitations, applicable to such warranties.


 


2.4.2        Any
warranties set forth herein shall not be transferable to a third party, merging company or an acquiring entity of Customer.


 


2.4.3        In
the event Customer is merged with, or acquired by, another aircraft operator which has a general terms agreement with CFM, the
Warranties as set forth herein shall apply to the Engines, Modules, and Parts.


 





2.5   New Engine Warranty.







 


2.5.1       CFM
warrants each new Engine and Module against Failure for the initial 3000 Flight Hours as follows:


 





		(i)	Parts Credit Allowance will be
                                         granted for any Failed Parts.



 


		(ii)	Labor Allowance for disassembly,
                                         reassembly, test and Parts repair of any new Engine Part will be granted for replacement
                                         of Failed Parts.








 


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		(iii)	Such Parts Credit Allowance
                                         and Labor Allowance will be: One hundred percent (100%) from new to two thousand five
                                         hundred (2,500) Flight Hours and decreasing pro rata from one hundred percent (100%)
                                         at two thousand five hundred (2,500) Flight Hours to zero percent (0%) at three thousand
                                         (3,000) Flight Hours.



 


2.5.2        As
an alternative to the above allowances, CFM shall, upon request of Customer:


 


		(i)	Arrange to have the failed Engines
                                         and Modules repaired, as appropriate, at a facility designated by CFM at no charge to
                                         Customer for the first at two thousand five hundred (2,500) Flight Hours and at a charge
                                         to Customer increasing pro rata from zero percent (0%) of CFM’s repair cost at
                                         two thousand five hundred (2,500) Flight Hours to one hundred percent (100%) of such
                                         CFM repair costs at three thousand (3,000) Flight Hours.



 


		(ii)	Transportation to and from the
                                         designated facility shall be at Customer’s expense.



 


2.6   New Parts Warranty.
In addition to the warranty granted for new Engines and new Modules, CFM warrants Engine and Module Parts as follows:


 


2.6.1        During
the first one thousand (1,000) Flight Hours for such Parts and Expendable Parts, CFM will grant one hundred percent (100%) Parts
Credit Allowance or Labor Allowance for repair labor for failed Parts.


 


2.6.2        CFM
will grant a pro rata Parts Credit Allowance for Scrapped Parts decreasing from one hundred percent (100%) at one thousand (1,000)
Flight Hours Part Time to zero percent (0%) at the applicable hours designated in Table 1.


 





2.7   Ultimate
Life Warranty.







 


		2.7.1	CFM warrants Ultimate Life limits
                                         on the following Parts:



 


		(i)	Fan and Compressor Disks/Drums



 


		(ii)	Fan and Compressor Shafts



 


		(iii)	Compressor Discharge Pressure
                                         Seal (CDP)



 


		(iv)	Turbine Disks



 


		(v)	HPT Forward and Stub Shaft



 


		(vi)	LPT Driving Cone



 


		(vii)	LPT Shaft and Stub Shaft



 


2.7.2        CFM
will grant a pro rata Parts Credit Allowance decreasing from one hundred percent (100%) when new to zero percent at twenty-five
thousand (25,000) Flight Hours or fifteen thousand (15,000) Flight Cycles, whichever comes earlier. Credit will be granted only
when such Parts are permanently removed from service by a CFM or a U.S. and/or French Government imposed Ultimate Life limitation
of less than twenty-five thousand (25,000) Flight Hours or fifteen thousand (15,000) Flight Cycles.



  


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2.8   Campaign
Change Warranty.


 


2.8.1        A
campaign change will be declared by CFM when a new Part design introduction, Part modification, Part Inspection, or premature
replacement of an Engine or Module is required by a mandatory time compliance CFM Service Bulletin or FAA Airworthiness Directive.
Campaign change may also be declared for CFM Service Bulletins requesting new Part introduction no later than the next Engine
or Module shop visit. CFM will grant following Parts Credit Allowances:


 


Engines and Modules


 


		(i)	One hundred percent (100%) for
                                         Parts in inventory or removed from service when new or with two thousand five hundred
                                         (2,500) Flight Hours or less total Part Time.



 


		(ii)	Fifty percent (50%) for Parts
                                         in inventory or removed from service with over two thousand five hundred (2,500) Flight
                                         Hours since new, regardless of warranty status.



 


2.8.2        Labor
Allowance - CFM will grant one hundred percent (100%) Labor Allowance for disassembly, reassembly, modification, testing, or Inspection
of CFM supplied Engines, Modules, or Parts therefore when such action is required to comply with a mandatory time compliance CFM
Service Bulletin or FAA Airworthiness Directive. A Labor Allowance will be granted by CFM for other CFM issued Service Bulletins
if so specified in such Service Bulletins.


 


2.8.3        Life
Controlled Rotating Parts retired by Ultimate Life limits including FAA and/or EASA Airworthiness Directive, are excluded from
Campaign Change Warranty.


 


2.9   Limitations.
THE PROVISIONS SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES WHETHER WRITTEN, ORAL OR IMPLIED. THERE
ARE NO IMPLIED WARRANTIES OF FITNESS OR MERCHANTABILITY. SAID PROVISIONS SET FORTH THE MAXIMUM LIABILITY OF CFM WITH RESPECT TO
CLAIMS OF ANY KIND, INCLUDING NEGLIGENCE, ARISING OUT OF MANUFACTURE, SALE, POSSESSION, USE OR HANDLING OF THE PRODUCTS OR PARTS
THEREOF OR THEREFORE, AND IN NO EVENT SHALL CFM’S LIABILITY TO CUSTOMER EXCEED THE PURCHASE PRICE OF THE PRODUCT GIVING
RISE TO CUSTOMER’S CLAIM OR INCLUDE INCIDENTAL OR CONSEQUENTIAL DAMAGES.


 





2.10 Indemnity and Contribution.







 


2.10.1 IN THE EVENT CUSTOMER
ASSERTS A CLAIM AGAINST A THIRD PARTY FOR DAMAGES OF THE TYPE LIMITED OR
EXCLUDED IN LIMITATIONS, PARAGRAPH 2.9. ABOVE, CUSTOMER SHALL INDEMNIFY AND HOLD CFM HARMLESS FROM AND AGAINST ANY CLAIM BY OR
LIABILITY TO SUCH THIRD PARTY FOR CONTRIBUTION OR INDEMNITY, INCLUDING COSTS AND EXPENSES (INCLUDING ATTORNEYS’ FEES) INCIDENT
THERETO OR INCIDENT TO ESTABLISHING SUCCESSFULLY THE RIGHT TO INDEMNIFICATION UNDER THIS PROVISION. THIS INDEMNITY SHALL APPLY
WHETHER OR NOT SUCH DAMAGES WERE OCCASIONED IN WHOLE OR IN PART BY THE FAULT OR NEGLIGENCE OF CFM, WHETHER ACTIVE, PASSIVE OR
IMPUTED.


 


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2.10.2     CUSTOMER
SHALL INDEMNIFY AND HOLD CFM HARMLESS FROM ANY DAMAGE, LOSS, CLAIM, AND LIABILITY OF ANY KIND (INCLUDING EXPENSES OF LITIGATION
AND ATTORNEYS’ FEES) FOR PHYSICAL INJURY TO OR DEATH OF ANY PERSON, OR FOR PROPERTY DAMAGE OF ANY TYPE, ARISING OUT OF THE
ALLEGED DEFECTIVE NATURE OF ANY PRODUCT OR SERVICE FURNISHED UNDER THIS AGREEMENT, TO THE EXTENT THAT THE PAYMENTS MADE OR REQUIRED
TO BE MADE BY CFM EXCEED ITS ALLOCATED SHARE OF THE TOTAL FAULT OR LEGAL RESPONSIBILITY OF ALL PERSONS ALLEGED TO HAVE CAUSED
SUCH DAMAGE, LOSS, CLAIM, OR LIABILITY BECAUSE OF A LIMITATION OF LIABILITY ASSERTED BY CUSTOMER OR BECAUSE CUSTOMER DID NOT APPEAR
IN AN ACTION BROUGHT AGAINST CFM. CUSTOMER’S OBLIGATION TO INDEMNIFY CFM HEREUNDER SHALL BE APPLICABLE AT SUCH TIME AS CFM
IS REQUIRED TO MAKE PAYMENT PURSUANT TO A FINAL JUDGEMENT IN AN ACTION OR PROCEEDING IN WHICH CFM WAS A PARTY, PERSONALLY APPEARED,
AND HAD THE OPPORTUNITY TO DEFEND ITSELF. THIS INDEMNITY SHALL APPLY WHETHER OR NOT CUSTOMER’S LIABILITY IS OTHERWISE LIMITED.


 


	CEA-PA-4076-EE1	EE1 Page
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BOEING
PROPRIETARY


 




    	 



    	 



    

 


SERVICE LIFE
POLICY COMPONENTS


 


between 


 


THE BOEING
COMPANY 


 


and


 


CHINA EASTERN
AIRLINES CORPORATION LIMITED


 


Supplemental
Exhibit SLP1 


to Purchase
Agreement Number PA-4076


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


SERVICE LIFE POLICY
COMPONENTS 


 


relating to 


 


BOEING MODEL 737-8 AIRCRAFT


 


This is the listing of SLP Components for
the Aircraft which relate to Part 3, Boeing Service Life Policy of Exhibit C, Product Assurance Document to the
AGTA and is a part of Purchase Agreement No. PA-4076.


 


		1.	Wing.



 


		(i)	Upper and lower wing skins and
                                         stiffeners between the forward and rear wing spars.



 


		(ii)	Wing spar webs, chords and stiffeners.



 


		(iii)	Inspar wing ribs.



 


		(iv)	Inspar splice plates and fittings.



 


		(v)	Main landing gear support structure.



 


		(vi)	Wing center section lower beams,
                                         spanwise beams and floor beams, but not the seat tracks attached to floor beams.



 


		(vii)	Wing-to-body structural attachments.



 


		(viii)	Engine strut support fittings
                                         attached directly to wing primary structure.



 


		(ix)	Support structure in the wing
                                         for spoilers and spoiler actuators; for aileron hinges and reaction links; and for leading
                                         edge devices and trailing edge flaps.



 


		(x)	Trailing edge flap tracks and carriages.



 


		(xi)	Aileron leading edge device and
                                         trailing edge flap internal, fixed attachment and actuator support structure.



 


		2.	Body.



 


		(i)	External
                                         surface skins and doublers, longitudinal stiffeners, longerons
                                         and circumferential rings and frames between the forward pressure bulkhead and the vertical
                                         stabilizer rear spar bulkhead and structural support and enclosure for the APU but excluding
                                         all system components and related installation
                                         and connecting devices, insulation, lining, and decorative panels and related installation
                                         and connecting devices.



 


		(ii)	Window and windshield structure
                                         but excluding the windows and windshields.



 


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		(iii)	Fixed attachment structure of
                                         the passenger doors, cargo doors and emergency exits, excluding door mechanisms and movable
                                         hinge components. Sills and frames around the body openings for the passenger doors,
                                         cargo doors and emergency exits, excluding scuff plates and pressure seals.



 


		(iv)	Nose wheel well structure, including
                                         the wheel well walls, pressure deck, bulkheads, and gear support structure.



 


		(v)	Main gear wheel well structure
                                         including pressure deck and landing gear beam support structure.



 


		(vi)	Floor beams and support posts
                                         in the control cab and passenger cabin area, but excluding seat tracks.



 


		(vii)	Forward and aft pressure bulkheads.



 


		(viii)	Keel structure between the wing
                                         front spar bulkhead and the main gear wheel well aft bulkhead including splices.



 


		(ix)	Wing front and rear spar support
                                         bulkheads, and vertical and horizontal stabilizer front and rear spar support bulkheads
                                         including terminal fittings but excluding all system components and related installation
                                         and connecting devices, insulation, lining, and decorative panels and related installation
                                         and connecting devices.



 


		(x)	Support structure in the body for
                                         the stabilizer pivot and stabilizer screw.



 


		3.	Vertical
                                         Stabilizer.



 


		(i)	External skins between front and
                                         rear spars.



 


		(ii)	Front, rear and auxiliary spar
                                         chords, webs and stiffeners and attachment fittings.



 


		(iii)	Inspar ribs.



 


		(iv)	Rudder hinges and supporting ribs,
                                         excluding bearings.



 


		(v)	Support structure in the vertical
                                         stabilizer for rudder hinges, reaction links and actuators.



 


		(vi)	Rudder internal, fixed attachment
                                         and actuator support structure.



 


		4.	Horizontal
                                         Stabilizer.



 


		(i)	External skins between front and
                                         rear spars.



 


		(ii)	Front and rear spar chords, webs
                                         and stiffeners.



 


		(iii)	Inspar ribs.



 


		(iv)	Stabilizer center section including
                                         hinge and screw support structure.



 





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BOEING
PROPRIETARY


 




    	 



    	 



    

 


		(v)	Support structure in the horizontal
                                         stabilizer for the elevator hinges, reaction links and actuators.



 


		(vi)	Elevator
                                         internal, fixed attachment and actuator support structure.



 


		5.	Engine
                                         Strut.



 


		(i)	Strut external surface skin and
                                         doublers and stiffeners.



 


		(ii)	Internal strut chords, frames
                                         and bulkheads.



 


		(iii)	Strut to wing fittings and diagonal
                                         brace.



 


		(iv)	Engine
                                         mount support fittings attached directly to strut structure
                                         and including the engine-mounted support fittings.



 


		6.	Main
                                         Landing Gear.



 


		(i)	Outer cylinder.



 


		(ii)	Inner cylinder, including axles.



 


		(iii)	Upper and lower side struts,
                                         including spindles, universals and reaction links.



 


		(iv)	Drag strut.



 


		(v)	Orifice support tube.



 


		(vi)	Downlock links including spindles
                                         and universals.



 


		(vii)	Torsion links.



 


		(viii)	Bell crank.



 


		(ix)	Trunnion link.



 


		(x)	Actuator beam, support link and
                                         beam arm.



 


		7.	Nose
                                         Landing Gear.



 


		(i)	Outer cylinder.



 


		(ii)	Inner cylinder, including axles.



 


		(iii)	Orifice support tube.



 


		(iv)	Upper and lower drag strut, including
                                         lock links.



 


		(v)	Steering plates and steering collars.



 


		(vi)	Torsion links.



 


NOTE:                  The
Service Life Policy does not cover any bearings, bolts, bushings, clamps, brackets, actuating mechanisms or latching mechanisms
used in or on the SLP Components.


 





	CEA-PA-4076-SLP1	SLP1 Page
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BOEING
PROPRIETARY


 




    	 



    	 



    

 


		The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207



 


CEA-LA-1302565


 


China Eastern Airlines Corporation Limited


2550 Hongqiao Road


Shanghai 200335


People’s Republic of China


 


***


 


BOEING PROPRIETARY


 




    	 



    	 



    

 





 


***


 


	CEA-LA-1302565	 
	Used Aircraft
    Trade-In Matters	LA Page 2


 


BOEING PROPRIETARY


 




    	 



    	 



    

  





 


***


 


	CEA-LA-1302565	 
	Used Aircraft
    Trade-In Matters	LA Page 3


 


BOEING PROPRIETARY


 




    	 



    	 



    

 





 


***


 


***


 





	CEA-LA-1302565	 
	Used Aircraft
    Trade-In Matters	LA Page 4


 


BOEING PROPRIETARY


 




    	 



    	 



    

 





 


		10.	Assignment.



 


Boeing reserves the unrestricted right
to transfer or assign all or a portion of its rights, title and interest in the Used Aircraft and its obligations and benefits
under any Acquisition Agreement to third parties. Customer shall cooperate with Boeing in complying with reasonable documentation
and insurance/indemnity requirements. Boeing agrees that no such transfer or assignment will materially change the duty of or
materially increase the burden or risk imposed on Customer.


 


		11.	Confidential Treatment



 


Customer understands and agrees that the
information contained herein represents confidential business information and has value precisely because it is not available
generally or to other parties. Customer agrees to limit the disclosure of its contents to employees of Customer with a need to
know the contents for purposes of helping Customer perform its obligations under the Purchase Agreement and who understand they
are not to disclose its contents to any other person or entity without the prior written consent of Boeing.


 


	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 



 





	CEA-LA-1302565	 
	Used Aircraft
    Trade-In Matters	LA Page 5


 


BOEING PROPRIETARY


 




    	 



    	 



    

  





	 	The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207



 


CEA-PA-4076-LA-1302569


 


China Eastern Airlines Corporation Limited


2550 Hongqiao Road


Shanghai 200335


People’s Republic of China


 


	Subject:	Aircraft Model Substitution
	 	 
	Reference:	Purchase Agreement No. PA-4076 (Purchase
    Agreement) between The Boeing Company (Boeing) and China Eastern Airlines Corporation Limited (Customer) relating
    to Model 737-8 aircraft (Aircraft)


 


This letter agreement (Letter Agreement)
amends and supplements the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same
meaning as in the Purchase Agreement.


 


***


 


1.Customer’s Written Notice.


 


Customer shall provide written notice
of its intention to substitute the purchase of an Aircraft with the purchase of a Substitute Aircraft,


 


		(i)	***



 


		(ii)	***



 


BOEING PROPRIETARY


 




    	 



    	 



    

 





 


2.          Boeing’s
Production Capability.


 


2.1           Customer’s
substitution right is conditioned upon Boeing having production capability for the Substitute Aircraft in the same scheduled delivery
month as the Aircraft for which it will be substituted. Boeing will provide a written response to Customer’s notice of intent
indicating whether or not Boeing’s production capability will support the scheduled delivery month.


 


2.2           If
Boeing is unable to manufacture the Substitute Aircraft in the same scheduled delivery month as the Aircraft for which it will
be substituted, then Boeing shall promptly make a written offer of an alternate delivery month for Customer’s consideration
and written acceptance within thirty days of such offer.


 


2.3           All
of Boeing’s quoted delivery positions for Substitute Aircraft shall be considered preliminary until such time as the parties
enter into a definitive agreement in accordance with paragraph 4 below.


 


3.          Auxiliary
Fuel Tanks (for 737-9 Aircraft).


 


The right to substitute Model 737-9 aircraft
under the terms of the Purchase Agreement excludes the installation of auxiliary fuel tanks.


 


4.          Definitive
Agreement


 


Customer’s substitution right and
Boeing obligation in this Letter Agreement are further conditioned upon Customer and Boeing’s executing a definitive agreement
for the purchase of the Substitute Aircraft within thirty (30) days of Customer’s substitution notice to Boeing or of Customer’s
acceptance of an alternate delivery month in accordance with paragraph 2. above.


 


5.          Price
and Advance Payments.


 


5.1           The
Airframe Price, Optional Features Price and, if applicable, Engine Price will be adjusted to Boeing’s and the engine manufacturer’s
then-current prices for such elements as of the date of execution of the definitive purchase agreement for the Substitute Aircraft.
However, the APBP for the Substitute Aircraft will remain the same as the APBP of the Aircraft scheduled in the same delivery
month for the purposes of calculating advance payments for the Substitute Aircraft.


 


5.2           If
the APBP for any Substitute Aircraft is higher than the APBP of the Aircraft, Customer will pay to Boeing the amount of the difference
in Advance Payments as of the date of execution of the definitive agreement for the Substitute Aircraft. If the APBP of the Substitute
Aircraft is lower than the APBP of the Aircraft, Boeing will retain any excess amounts previously paid by Customer until the next
payment is due, at which time Customer may reduce the amount of such payment by the amount of the excess. In no case will Boeing
refund or pay interest on any excess amounts created by virtue of Customer’s exercise of the rights of substitution described
herein.







 


	CEA-PA-4077-LA-1302569	 
	Aircraft Model Substitution	LA Page 2


 


BOEING PROPRIETARY


 




    	 



    	 



    

 





 


		6.	Assignment.



 


Notwithstanding any other provisions of
the Purchase Agreement, the rights and obligations described in this Letter Agreement are provided to Customer in consideration
of Customer’s becoming the operator of the Aircraft and cannot be assigned in whole or, in part.


 


		7.	Confidential Treatment.



 


The information contained herein represents
confidential business information and has value precisely because it is not available generally or to other parties. Customer
will limit the disclosure of its contents to employees of Customer with a need to know the contents for purposes of helping Customer
perform its obligations under the Purchase Agreement and who understand they are not to disclose its contents to any other person
or entity without the prior written consent of Boeing.


 


	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 









 


	CEA-PA-4077-LA-1302569	 
	Aircraft Model Substitution	LA Page 3




 


BOEING PROPRIETARY





 




    	 



    	 



    

 


	 	The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207








 


CEA-PA-4076-LA-1302571


 


China Eastern Airlines Corporation Limited


2550 Hongqiao Road


Shanghai 200335


People’s Republic of China


 


	Subject:	Government Approval
	 	 
	Reference:	Purchase Agreement No. PA-4076 (Purchase
    Agreement) between The Boeing Company (Boeing) and China Eastern Airlines Corporation Limited (Customer) relating
    to Model 737-8 aircraft (Aircraft)


 


This letter agreement (Letter Agreement)
amends and supplements the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same
meaning as in the Purchase Agreement.


 





1.          Government
Approval.


 


Customer will use its best efforts to
obtain all required approvals from the People’s Republic of China (Government Approval) for the import of the Aircraft
and will advise Boeing promptly in writing after such approval has been obtained.


 


2.          Boeing
Process Support.


 


Boeing acknowledges that Government Approval
is required before Customer can import the Aircraft into the People’s Republic of China. In cooperation with Customer, Boeing
shall provide reasonable assistance to Customer in preparing informational materials relating to the Purchase Agreement and the
Aircraft which Customer advises are reasonably required for the Government Approval process. Customer shall advise Boeing as soon
as practical of the specific assistance which Customer plans to request from Boeing.


 


3.          Flexibility.


 


***


 


BOEING PROPRIETARY


 




    	 



    	 



    

 





 


3.1           Reschedule
Aircraft. Boeing may reschedule any or all of the Aircraft. Boeing will give Customer twenty business days advance notice
of any such Aircraft rescheduling, and will not reschedule Aircraft for which Customer is successful in obtaining Government Approval
prior to the expiration of such 20 business day notification period.


 


The following terms shall apply to the
rescheduled Aircraft.


 


3.1.1           The
Escalation Adjustment for each such rescheduled Aircraft will be calculated to the revised delivery month in accordance with the
provisions of the Purchase Agreement.


 


3.1.2           Advance
payments for each such rescheduled Aircraft will be calculated to the revised delivery month in accordance with the provisions
of the Purchase Agreement.


 


3.1.3           The
Advance Payment Base Price will be calculated to the revised delivery month in accordance with the provisions of the Purchase
Agreement. The credit memoranda Boeing provides to the Customer which are noted as “subject to escalation” will be
calculated to the revised delivery month in accordance with the provisions of the Purchase Agreement.


 


3.1.4           As
any delivery reschedule contemplated by this Letter Agreement is a direct result of not obtaining Government Approval in a timely
fashion, Boeing will retain all advance payments received for a particular Aircraft prior to the reschedule of that Aircraft and
apply those payments towards the future advance payments for that same rescheduled Aircraft. In no case will Boeing pay interest
on any excess advance payment amounts or early payment resulting from the reschedule of the relevant Aircraft.


 


3.2           Terminate
Aircraft. Boeing may terminate the Aircraft by providing Customer with written notice of such termination and shall promptly
return to Customer, without interest, an amount equal to all advance payments paid by Customer for the terminated Aircraft.


 


4.          Confidential
Treatment


 


Boeing and Buyer understand that certain
information contained in this Letter Agreement is considered to be confidential. The parties agree that they will treat this Letter
Agreement and the information contained herein as confidential and will not, without the prior written consent of the other party,
disclose this Letter Agreement or any information contained herein to any other person or entity.


 


	CEA-PA-4076-LA-1302571	 
	Government
    Approval	LA Page 2


 


BOEING PROPRIETARY


 




    	 



    	 



    

 





 


	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 



 


	CEA-PA-4076-LA-1302571	 
	Government
    Approval	LA Page 3




  


BOEING
PROPRIETARY


 




    	 



    	 



    

 




		The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207




 


CEA-PA-4076-LA-1302572


 


China
Eastern Airlines Corporation Limited


2550
Hongqiao Road


Shanghai
200335


People’s
Republic of China


 


	Subject:	Liquidated Damages - Non-Excusable Delay
	 	 
	Reference:	Purchase Agreement No. PA-4076 (Purchase
    Agreement) between The Boeing Company (Boeing) and
    China Eastern Airlines Corporation Limited (Customer) relating
    to Model 737-8 aircraft (Aircraft)


 


This
letter agreement (Letter Agreement) amends and supplements
the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase
Agreement.


 


Definition of Terms:


 


***


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 




 


***


 





		3.	Airframe
                                         Price Adjustment for Non-Excusable Delay.



 


The
calculation of the Airframe Price Adjustment will be based on the Scheduled Delivery Month.


 


		4.	Right
                                         of Termination.



 


***


 


		5.	Termination:
                                         Payment.



 


If
the Purchase Agreement is terminated with respect to any Aircraft for a Non-Excusable Delay, Boeing will pay Customer:



 


	 		***



 











		6.	Exclusive
                                         Remedies.



 


The
remedies set forth in this Letter Agreement are Customer’s exclusive remedies for a Non-Excusable Delay and are in lieu
of all other damages, claims, and remedies of Customer arising at law or otherwise for any Non-Excusable Delay in the Aircraft
delivery. Customer hereby waives and renounces all other claims and remedies arising at law or otherwise for any such Non-Excusable
Delay.


 


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PROPRIETARY


 




    	 



    	 



    

 




 


		7.	Assignment.



 


Notwithstanding
any other provisions of the Purchase Agreement, the rights and obligations described in this Letter Agreement are provided to
Customer in consideration of Customer becoming the operator of the Aircraft and cannot be assigned in whole or, in part.


 


		8.	Confidential
                                         Treatment.



 


The
information contained herein represents confidential business information and has value precisely because it is not available
generally or to other parties. Customer will limit the disclosure of its contents to employees of Customer with a need to know
the contents for purposes of helping Customer perform its obligations under the Purchase Agreement and who understand they are
not to disclose its contents to any other person or entity without the prior written consent of Boeing.


 





	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 


 





	CEA-PA-4076-LA-1302572	 
	Liquidated Damages Non-Excusable Delay	LA Page 3



 


BOEING
PROPRIETARY


 



    	 



    	 



    

  


		The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207




 


CEA-PA4076-LA-1302573


 


China
Eastern Airlines Corporation Limited


2550
Hongqiao Road


Shanghai
200335


People’s
Republic of China


 


	Subject:	Open Matters
	 	 
	Reference:	Purchase Agreement No. 4076 (Purchase
    Agreement) between The Boeing Company (Boeing) and
    China Eastern Airlines Corporation Limited (Customer) relating
    to Model 737-8 aircraft (Aircraft)


 


This
letter agreement (Letter Agreement) amends and supplements
the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase
Agreement.


 


Given
the long period of time between Purchase Agreement signing and delivery of the first Aircraft and the continued development of
the 737 MAX program, certain elements have not yet been defined. In consideration, Boeing and Customer agree to work together
as the 737 MAX program develops as follows:


 


		1.	Aircraft
                                         Delivery Schedule.



 


1.1      The
scheduled delivery position of the Aircraft, as of the date of this Letter Agreement, is listed in Table 1 of the Purchase Agreement
and provides the delivery schedule in three (3) month delivery windows (Three
(3) Month Delivery Window) consisting of a nominal delivery month (Nominal
Delivery Month) plus or minus one (1) month upon the signing of the Purchase Agreement. No later than twenty-four (24)
months prior to the Nominal Delivery Month of Customer’s first Aircraft in each calendar year, Boeing will provide written
notice with a revised Table 1 of the scheduled delivery month for each Aircraft.


 


1.2       
Prior to providing such notice described in Article 1.1, Boeing will consider and make reasonable efforts to accommodate
Customer requests regarding Aircraft quantities in certain periods. Such notice provided by Boeing will constitute an amendment
to the Table 1 of the Purchase Agreement. The amended Table 1 shall be the scheduled delivery positions for the purposes of applying
all provisions of the Purchase Agreements, including without limitation the BFE on-dock dates, and the calculation of Escalation
Adjustment, however, the amended Table 1 will not revise or change the Advance Payment Base Price for the Aircraft.


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 




 


		2.	Aircraft
                                         Configuration.



 


2.1
The initial configuration of Customer’s Model 737-8 Aircraft has been defined by Boeing Model 737-8 Airplane Description
Document No. D019A008 revision G, dated February 2, 2014, as described in Article 1 and Exhibit A of the Purchase Agreement (Initial
Configuration 737-8). Final configuration of the Aircraft (Final
Configuration) will be completed using the then-current Boeing configuration documentation in accordance with the following
schedule:


 


2.1.1    No
later than twenty-six (26) months prior to the first Aircraft’s scheduled delivery, Boeing and Customer will discuss potential
optional features.


 


2.1.2    Within
sixty (60) days after that meeting, Boeing will provide Customer with a proposal for those optional features that can be incorporated
into the Aircraft during production.


 


2.1.3    Customer
will then have sixty (60) days to accept or reject the optional features.


 


2.1.4    Within
thirty (30) days following Final Configuration, Boeing and Customer will execute a written amendment to the Purchase Agreement
which will reflect the following:


 


2.1.4.1    Changes
applicable to the basic Model 737-8 aircraft which are developed by Boeing between the date of signing of the Purchase Agreement
and date of Final Configuration.


 


2.1.4.2    Incorporation
into Exhibit A of the Purchase Agreement, by written amendment, those optional features which have been agreed to by Customer
and Boeing (Customer Configuration Changes);


 


2.1.4.3    Revisions
to the Supplemental Exhibit BFE to reflect the selection dates and on-dock dates of BFE;


 


2.1.4.4    Changes
to the Optional Features Prices, and Aircraft Basic Price to adjust for the difference, if any, between the prices estimated in
Table 1 of the Purchase Agreement for optional features reflected in the Aircraft Basic Price and the actual prices of the optional
features reflected in the Customer Configuration Changes. Such changes will not result in a change to the Advance Payment Base
Price provided in Table 1.


 


		3.	Customer
                                         Support Variables.



 


3.1    The
initial customer support package contained in Supplemental Exhibit CS1 to the Purchase Agreement is predicated upon the 737NG
customer support package. Boeing intends to further refine the post delivery support package for the 737-8 and will provide this
revised package to Customer no later than twenty-four (24) months prior to the first month of the scheduled delivery quarter of
the first Aircraft. The provision of such revised Supplemental Exhibit CS1 will constitute an amendment to the Purchase Agreement
and will provide the Customer in aggregate an overall Boeing post delivery
support package that is equivalent to, or better than, the Supplemental Exhibit CS1 included in the Purchase Agreement as of the
date of this Letter Agreement.


 


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BOEING
PROPRIETARY


 



    	 



    	 



    

 




 


3.2    Additionally,
Boeing will engage in discussions with Customer in conjunction with the providing of the updated Supplemental Exhibit CS1 to offer
to Customer additional uniquely tailored post delivery support services beyond the scope of the Supplemental Exhibit CS1 that
will further enhance the maintainability and operational efficiency of the Aircraft.


 


		4.	Other
                                         Letter Agreements.



 


Boeing
and Customer acknowledge that as they work together to develop the 737-8 program and as Boeing refines the definition of the Aircraft
and associated production processes, there may be a need to execute or amend letter agreements addressing one or more of the following:


 


4.1    Software.
Additional provisions relating to software and software loading.


 


4.2    Buyer
Furnished Equipment (BFE). Provisions relating to the terms under which Boeing may install and certify
Customer’s BFE in the Aircraft.


 


	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 





 





	CEA-PA4076-LA-1302573	 
	Open Matters	LA Page 3


 


BOEING
PROPRIETARY


 




    	 



    	 



    




 


		The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207






 


CEA-PA-4076-LA-1302574


 


China
Eastern Airlines Corporation Limited


2550
Hongqiao Road


Shanghai
200335


People’s
Republic of China


 


	Subject:	Aircraft Performance Guarantees
	 	 
	Reference:	Purchase Agreement No. PA-4076 (Purchase
    Agreement) between The Boeing Company (Boeing) and
    China Eastern Airlines Corporation Limited (Customer) relating
    to Model 737-8 MAX aircraft (Aircraft)


 


This
letter agreement (Letter Agreement) amends and supplements
the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase
Agreement.


 


Boeing
agrees to provide Customer with the performance guarantees in the Attachment. These guarantees are exclusive and expire upon delivery
of the Aircraft to Customer.


 


Notwithstanding
any other provisions of the Purchase Agreement, the rights and obligations described in this Letter Agreement are provided to
Customer in consideration of Customer becoming the operator of the Aircraft and cannot be assigned in whole or, in part.


 


		1.	Confidential
                                         Treatment.



 


The
information contained herein represents confidential business information and has value precisely because it is not available
generally or to other parties. Customer will limit the disclosure of its contents to employees of Customer with a need to know
the contents for purposes of helping Customer perform its obligations under the Purchase Agreement and who understand they are
not to disclose its contents to any other person or entity without the prior written consent of Boeing.


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 




 





	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 


 





	CEA-PA-4076-LA-1302574	 
	Aircraft Performance Guarantees LA	LA Page 2



 


BOEING
PROPRIETARY


 






    	 



    	 



    

 


Attachment
to Letter Agreement


No.
LA-1302574


LEAP-1B28
Engines


Page
3


 


MODEL 737-8 PERFORMANCE GUARANTEES


 


FOR CHINA EASTERN AIRLINES CORPORATION
LIMITED


 


	SECTION	CONTENTS
	 	 
	1	AIRCRAFT MODEL APPLICABILITY
	 	 
	2	FLIGHT PERFORMANCE
	 	 
	3	AIRCRAFT CONFIGURATION
	 	 
	4	GUARANTEE CONDITIONS
	 	 
	5	GUARANTEE COMPLIANCE
	 	 
	6	EXCLUSIVE GUARANTEES


 


	CEA-PA-4076-LA-1302574	 
	Aircraft Performance Guarantees LA	LA Page 3



   


BOEING PROPRIETARY


 



    	 



    	 



    



 


Attachment
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No.
LA-1302574


LEAP-1B28
Engines


Page
4


 


		1	AIRCRAFT
                                         MODEL APPLICABILITY



 


The
guarantees contained in this Attachment (the “Performance Guarantees”) are applicable to the 737-8 Aircraft with a
maximum takeoff weight of 82,190 kilograms, a maximum landing weight of 69,308 kilograms, and a maximum zero fuel weight of 65,952
kilograms, and equipped with Boeing furnished LEAP-1B28 engines.


 


		2	FLIGHT
                                         PERFORMANCE



 


		2.1	Takeoff



 


The
FAA approved takeoff field length at a gross weight at the start of the ground roll of 82,190 kilograms, at a temperature of 30°C,
at a sea level altitude, and using maximum takeoff thrust, shall not be more than the following guarantee value:


 


	 	NOMINAL:	2,120 	Meters
	 	TOLERANCE:	+60 	Meters
	 	GUARANTEE:	2,180 	Meters


 


		2.2	Landing



 


The
FAA approved landing field length at a gross weight of 69,308 kilograms and at a sea level altitude, shall not be more than the
following guarantee value:


 


	 	NOMINAL:	1,540 	Meters
	 	TOLERANCE:	+60 	Meters
	 	GUARANTEE:	1,600 	Meters


 


		2.3	Mission



 


		2.3.1	Mission
                                         Payload



 


The
payload for a stage length of 977 nautical miles in still air (equivalent to a distance of 918 nautical miles with a 29 knot headwind,
representative of a Guangzhou to Taiyuan route) using the conditions and operating rules defined below, shall not be less than
the following guarantee value:


 


	 	NOMINAL:	19,755 	Kilograms
	 	TOLERANCE:	-650 	Kilograms
	 	GUARANTEE:	19,105 	Kilograms


 


Conditions
and operating rules:


 


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Attachment
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No.
LA-1302574


LEAP-1B28
Engines


Page
5


 


	 	Stage

    Length:	 	The stage length is defined as the sum of the distances for
    the climbout maneuver, climb, cruise, and descent.
	 	 	 	 
	 	Takeoff:	 	The airport altitude is 50 feet.
	 	 	 	 
	 	 	 	The takeoff gross weight is not limited by the airport conditions.
	 	 	 	 
	 	 	 	Maximum takeoff thrust is used for the takeoff.
	 	 	 	 
	 	 	 	The takeoff gross weight shall conform to FAA Regulations.
	 	 	 	 
	 	Climbout Maneuver:	 	Following the takeoff to 35 feet, the Aircraft accelerates to 250 KCAS while
    climbing to 1,500 feet above the departure airport altitude and retracting flaps and landing gear.
	 	 	 	 
	 	Climb:	 	The Aircraft climbs from 1,500 feet above the departure airport altitude
    to 10,000 feet altitude at 250 KCAS.
	 	 	 	 
	 	 	 	The Aircraft then accelerates at a rate of climb of 500 feet per minute
    to the recommended climb speed for minimum block fuel.
	 	 	 	 
	 	 	 	The climb continues at the recommended climb speed for minimum block fuel
    until 0.79 Mach number is reached.
	 	 	 	 
	 	 	 	The climb continues at 0.79 Mach number to the initial cruise altitude.
	 	 	 	 
	 	 	 	The temperature is standard day during climb.
	 	 	 	 
	 	 	 	Maximum climb thrust is used during climb.
	 	 	 	 
	 	Cruise:	 	The Aircraft cruises at the Long Range Cruise (LRC) speed.
	 	 	 	 
	 	 	 	The initial cruise altitude is 36,000 feet.
	 	 	 	 
	 	 	 	A step climb or multiple step climbs of 2,000 feet altitude may be used
    when beneficial to minimize fuel burn.
	 	 	 	 
	 	 	 	The temperature is standard day during cruise.


 


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Attachment
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No.
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LEAP-1B28
Engines


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	 	 	 	The cruise thrust is not to exceed maximum cruise thrust except
    during a step climb when maximum climb thrust may be used.
	 	 	 	 
	 	Descent:	 	The Aircraft descends from the final cruise altitude at 250 KCAS to an altitude
    of 1,500 feet above the destination airport altitude.
	 	 	 	 
	 	 	 	Throughout the descent, the cabin pressure will be controlled to a maximum
    rate of descent equivalent to 300 feet per minute at sea level.
	 	 	 	 
	 	 	 	The temperature is standard day during descent.
	 	 	 	 
	 	Approach

    and Landing

    Maneuver:	 	The Aircraft decelerates to the final approach speed while extending landing
    gear and flaps, then descends and lands.
	 	 	 	 
	 	 	 	The destination airport altitude is 2,579 feet.
	 	 	 	 
	 	Fixed

    Allowances:	 	For the purpose of this guarantee and for the purpose of establishing compliance
    with this guarantee, the following shall be used as fixed quantities and allowances:


 


	 	 	 	Taxi-Out:	 	 
	 	 	 	 	Fuel	95 	Kilograms
	 	 	 	 	 	 
	 	 	 	Takeoff and Climbout Maneuver:
	 	 	 	 	Fuel	201 	Kilograms
	 	 	 	 	Distance	3.8 	Nautical Miles
	 	 	 	 	 	 
	 	 	 	Approach and Landing Maneuver:
	 	 	 	 	Fuel	87 	Kilograms
	 	 	 	 
	 	 	 	Taxi-ln (shall be consumed from the reserve fuel):
	 	 	 	 	Fuel	53 	Kilograms
	 	 	 	 	 	 
	 	 	 	Usable reserve fuel remaining upon completion of the approach
    and landing maneuver: 2,794 Kilograms


 


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Attachment
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No.
LA-1302574


LEAP-1B28
Engines


Page
7


 


	 	 	 	For information purposes, the reserve fuel is based on a standard
    day temperature and a) a missed approach and flight to a 200 nautical mile alternate, b) an approach and landing maneuver
    at the alternate airport, and c) a 45 minute hold at 1,500 feet above the sea-level alternate airport.


 


		2.3.2	Mission Block Fuel



 


The
block fuel for a stage length of 1,050 nautical miles in still air (equivalent to a distance of 1,075 nautical miles with a 11
knot tailwind, representative of a Kunming to Shanghai route) with a 19,105 kilogram payload using the conditions and operating
rules defined below, shall not be more than the following guarantee value:


 


	 	NOMINAL:	5,490 	Kilograms
	 	TOLERANCE:	+60 	Kilograms
	 	GUARANTEE:	5,550 	Kilograms


 


Conditions
and operating rules:


 


	 	Stage Length:	 	The stage length is defined as the sum of the distances for
    the climbout maneuver, climb, cruise, and descent.
	 	 	 	 
	 	Block Fuel:	 	The block fuel is defined as the sum of the fuel used for taxi-out, takeoff
    and climbout maneuver, climb, cruise, descent, approach and landing maneuver, and taxi-in.
	 	 	 	 
	 	Takeoff:	 	The airport altitude is 6,879 feet.
	 	 	 	 
	 	 	 	The airport temperature is 21°C.
	 	 	 	 
	 	 	 	The takeoff runway available (TORA) is 4,500 meters.
	 	 	 	 
	 	 	 	The takeoff distance available (TODA) is 4,500 meters.
	 	 	 	 
	 	 	 	The accelerate-stop distance available (ASDA) is 4,500 meters.
	 	 	 	 
	 	 	 	The runway slope is 0.04 percent uphill.
	 	 	 	 
	 	 	 	Maximum takeoff thrust is used for the takeoff.


 


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Attachment
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No.
LA-1302574


LEAP-1B28
Engines


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8


 


	 	 	 	The takeoff gross weight shall conform to FAA Regulations.
	 	 	 	 
	 	Climbout Maneuver:	 	Following the takeoff to 35 feet, the Aircraft accelerates to 250 KCAS while
    climbing to 1,500 feet above the departure airport altitude and retracting flaps and landing gear.
	 	 	 	 
	 	Climb:	 	The Aircraft climbs from 1,500 feet above the departure airport altitude
    to 10,000 feet altitude at 250 KCAS.
	 	 	 	 
	 	 	 	The Aircraft then accelerates at a rate of climb of 500 feet per minute
    to the recommended climb speed for minimum block fuel.
	 	 	 	 
	 	 	 	The climb continues at the recommended climb speed for minimum block fuel
    until 0.79 Mach number is reached.
	 	 	 	 
	 	 	 	The climb continues at 0.79 Mach number to the initial cruise altitude.
	 	 	 	 
	 	 	 	The temperature is standard day during climb.
	 	 	 	 
	 	 	 	Maximum climb thrust is used during climb.
	 	 	 	 
	 	Cruise:	 	The Aircraft cruises at the Long Range Cruise (LRC) speed.
	 	 	 	 
	 	 	 	The initial cruise altitude is 35,000 feet.
	 	 	 	 
	 	 	 	A step climb or multiple step climbs of 2,000 feet altitude may be used
    when beneficial to minimize fuel burn.
	 	 	 	 
	 	 	 	The temperature is standard day during cruise.
	 	 	 	 
	 	 	 	The cruise thrust is not to exceed maximum cruise thrust except during a
    step climb when maximum climb thrust may be used.
	 	 	 	 
	 	Descent:	 	The Aircraft descends from the final cruise altitude at 250 KCAS to an altitude
    of 1,500 feet above the destination airport altitude.
	 	 	 	 
	 	 	 	Throughout the descent, the cabin pressure is controlled to a maximum rate
    of descent equivalent to 300 feet per minute at sea level.


 


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Attachment
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No.
LA-1302574


LEAP-1B28
Engines


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	 	 	 	The temperature is standard day during descent.
	 	 	 	 
	 	Approach and Landing Maneuver:	 	The Aircraft decelerates to the final approach speed while extending landing
    gear and flaps, then descends and lands.
	 	 	 	 
	 	 	 	The destination airport altitude is 10 feet.
	 	 	 	 
	 	Fixed Allowances:	 	For the purpose of this guarantee and for the purpose of establishing compliance
    with this guarantee, the following shall be used as fixed quantities and allowances:


 


	 	 	 	Taxi-Out:
	 	 	 	 	Fuel	95 	Kilograms
	 	 	 	 	 	 
	 	 	 	Takeoff and Climbout Maneuver:
	 	 	 	 	Fuel	245 	Kilograms
	 	 	 	 	Distance	5.2 	Nautical Miles
	 	 	 	 	 	 
	 	 	 	Approach and Landing Maneuver:
	 	 	 	 	Fuel	84 	Kilograms
	 	 	 	 	 	 
	 	 	 	Taxi-In (shall be consumed from the reserve fuel):
	 	 	 	 	Fuel	53 	Kilograms
	 	 	 	 	 	 
	 	 	 	Usable reserve fuel remaining upon completion of the approach
    and landing maneuver: 2,830 Kilograms
	 	 	 	 
	 	 	 	For information purposes, the reserve fuel is based on a standard
    day temperature and a) a missed approach and flight to a 200 nautical mile alternate, b) an approach and landing maneuver
    at the alternate airport, and c) a 45 minute hold at 1,500 feet above the sea-level alternate airport.


 


		2.3.3	Operational
                                         Empty Weight Basis



 


The
Operational Empty Weight (OEW) derived in Paragraph 2.3.4 is the basis for the mission guarantees of Paragraphs 2.3.1 and 2.3.2.


 


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Attachment
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No.
LA-1302574


LEAP-1B28
Engines


Page
10


 


		2.3.4	737-8 Weight Summary - China Eastern Airlines



 


	 	 	Kilograms	 
	 	 	 	 
	Standard Model Specification MEW	 	 	41,504	 
	 	 	 	 	 
	Configuration Specification D019A008, Rev. E, Dated September 10, 2013	 	 	 	 
	175 Tourist Class Passengers	 	 	 	 
	CFM LEAP-1B Engines	 	 	 	 
	159,900 lb (72,529 kg) Maximum Taxi Weight	 	 	 	 
	 	 	 	 	 
	Changes for China Eastern Airlines	 	 	 	 
	Interior Change to 162 Passengers (12 FC /150 TC) *	 	 	814	 
	(Ref: LOPA - 378-3159 Rev. G) Boeing Sky Interior	 	 	 	 
	181,700 lb (82,417 kg) Maximum Taxi Weight	 	 	0	 
	IFE: AVOD (BC), PSU Video Monitors/In-Seat Audio (TC)	 	 	310	 
	Flight Deck Entry Video Surveillance	 	 	21	 
	HF/VHF Communications	 	 	58	 
	SATCOM System	 	 	57	 
	Head-Up Display (HUD)	 	 	39	 
	Standby Power - 60-Minute Capability	 	 	62	 
	Heavy Duty Cargo Compartment Linings/Panels	 	 	85	 
	Centerline Overhead Stowage Compartments (4)	 	 	105	 
	Winglets	 	 	0	 
	Additional Customer Options (Ref. YS581-YS590)	 	 	192	 
	 	 	 	 	 
	China Eastern Airlines Manufacturer’s Empty Weight
    (MEW)	 	 	43,247	 
	 	 	 	 	 
	Standard and Operational Items Allowance	 	 	2,951	 
	(Paragraph 2.3.5)	 	 	 	 
	 	 	 	 	 
	China Eastern Airlines Operational Empty Weight (OEW)	 	 	46,198	 



 





	 	 	Quantity	 	 	Kilograms	 	 	Kilograms	 
	 	 	 	 	 	 	 	 	 	 
	* Seat Weight Included:	 	 		 	 	 	 	 	 	 	2,336	 
	 	 	 	 	 	 	 	 	 	 	 	 	 
	First Class Double	 	 	6	 	 	 	372	 	 	 	 	 
	Tourist Class Triple	 	 	48	 	 	 	1,846	 	 	 	 	 
	Tourist Class Triple w/3 In-Arm Food Trays	 	 	2	 	 	 	118	 	 	 	 	 





 


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Attachment
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LA-1302574


LEAP-1B28
Engines


Page
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		2.3.5	Standard and Operational Items Allowance



 


	 	 	Qty	 	 	Kilograms	 	 	Kilograms	 	 	Kilograms
	 	 	 	 	 	 	 	 	 	 	 	 
	Standard Items Allowance	 	 	 	 	 	 	 	 	 	 	 	 	 	818
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Unusable Fuel	 	 	 	 	 	 	 	 	 	 	58	 	 	 
	Oil	 	 	 	 	 	 	 	 	 	 	116	 	 	 
	Oxygen Equipment	 	 	 	 	 	 	 	 	 	 	19	 	 	 
	Passenger Portable	 	 	4	 	 	 	16	 	 	 	 	 	 	 
	Crew Masks and Goggles	 	 	4	 	 	 	3	 	 	 	 	 	 	 
	Miscellaneous Equipment	 	 	 	 	 	 	 	 	 	 	26	 	 	 
	Crash Axe	 	 	1	 	 	 	1	 	 	 	 	 	 	 
	Megaphones	 	 	2	 	 	 	2	 	 	 	 	 	 	 
	Flashlights	 	 	8	 	 	 	5	 	 	 	 	 	 	 
	Smoke Hoods	 	 	7	 	 	 	15	 	 	 	 	 	 	 
	Seat Belt Extensions	 	 	4	 	 	 	1	 	 	 	 	 	 	 
	Demo Kits	 	 	3	 	 	 	2	 	 	 	 	 	 	 
	Galley Structure & Fixed Inserts	 	 	 	 	 	 	 	 	 	 	599	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Operational Items Allowance	 	 	 	 	 	 	 	 	 	 	 	 	 	2,133
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Crew and Crew Baggage	 	 	 	 	 	 	 	 	 	 	853	 	 	 
	Flight Crew	 	 	3	 	 	 	240	 	 	 	 	 	 	 
	Cabin Crew	 	 	6	 	 	 	480	 	 	 	 	 	 	 
	Crew Baggage	 	 	9	 	 	 	122	 	 	 	 	 	 	 
	Navigation Bags & Manuals	 	 	 	 	 	 	11	 	 	 	 	 	 	 
	Catering Allowance & Removable Inserts	 	 	 	 	 	 	 	 	 	 	528	 	 	 
	First Class	 	 	12	 	 	 	120	 	 	 	 	 	 	 
	Tourist Class	 	 	150	 	 	 	408	 	 	 	 	 	 	 
	Passenger Service Equipment	 	 	162	 	 	 	 	 	 	 	147	 	 	 
	Potable Water - 60 USG	 	 	 	 	 	 	 	 	 	 	233	 	 	 
	Waste Tank Disinfectant	 	 	 	 	 	 	 	 	 	 	23	 	 	 
	Emergency Equipment	 	 	 	 	 	 	 	 	 	 	349	 	 	 
	Escape Slides - Forward and Aft	 	 	4	 	 	 	87	 	 	 	 	 	 	 
	Life Vests - Crew and Passengers	 	 	172	 	 	 	87	 	 	 	 	 	 	 
	Life Vests - Infant	 	 	8	 	 	 	4	 	 	 	 	 	 	 
	Life Rafts	 	 	4	 	 	 	169	 	 	 	 	 	 	 
	Auto Radio Beacon (ELT)	 	 	1	 	 	 	2	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Total Standard and Operational Items Allowance	 	 	 	 	 	 	 	 	 	 	 	 	 	2,951




 


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LA-1302574


LEAP-1B28
Engines


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		3	AIRCRAFT
                                         CONFIGURATION



 


		3.1	The guarantees contained in this
                                         Attachment are based on the Aircraft configuration as defined in D019A008, Revision E,
                                         “Configuration Specification, Model 737-8”, dated September 10, 2013, plus
                                         any changes mutually agreed upon or otherwise allowed by the Purchase Agreement to be
                                         incorporated into the Customer’s Detail Specification (herein referred to as the
                                         Detail Specification). Appropriate adjustment shall be made for changes in such Detail
                                         Specification approved by the Customer and Boeing or otherwise allowed by the Purchase
                                         Agreement which cause changes to the flight performance and/or weight and balance of
                                         the Aircraft. Such adjustment shall be accounted for by Boeing in its evidence of compliance
                                         with the guarantees.



 


		3.2	The guarantee payload of Paragraph
                                         2.3.1 and the specified payload of the Paragraph 2.3.2 block fuel guarantee will be adjusted
                                         by Boeing for the effect of the following on OEW in its evidence of compliance with the
                                         guarantees:



 


(1)  Changes
to the Detail Specification or any other changes mutually agreed upon between the Customer and Boeing or otherwise allowed by
the Purchase Agreement.


 


(2)  The
difference between the component weight allowances given in Appendix E of the Detail Specification and the actual weights.


 


		4	GUARANTEE
                                         CONDITIONS



 


		4.1	All guaranteed performance data
                                         are based on the International Standard Atmosphere (ISA) and specified variations therefrom;
                                         altitudes are pressure altitudes.



 


		4.2	For the purposes of these 737-8
                                         guarantees the Federal Aviation Administration (FAA) regulations referred to in this
                                         Attachment are, unless otherwise specified, the 737-900ER Certification Basis regulations
                                         specified in the Type Certificate Data Sheet A16WE, Revision 41, dated July 31, 2007.



 


		4.3	In the event a change is made
                                         to any law, governmental regulation or requirement, or in the interpretation of any such
                                         law, governmental regulation or requirement that affects the certification basis for
                                         the Aircraft as described in Paragraph 4.2, and as a result thereof, a change is made
                                         to the configuration and/or the performance of the Aircraft in order to obtain certification,
                                         the guarantees set forth in this Attachment shall be appropriately modified to reflect
                                         any such change.



 


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LEAP-1B28
Engines


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		4.4	The takeoff and landing guarantees,
                                         and the takeoff portion of the mission guarantees are based on hard surface, level and
                                         dry runways with no wind or obstacles, no clearway or stopway, 225 mph tires, with Category
                                         B brakes and anti-skid operative, and with the Aircraft center of gravity at the most
                                         forward limit unless otherwise specified. The takeoff performance is based on no engine
                                         bleed for air conditioning or thermal anti-icing and the Auxiliary Power Unit (APU) turned
                                         off unless otherwise specified. The improved climb performance procedure will be used
                                         for takeoff as required. The landing performance is based on the use of automatic spoilers.



 


		4.5	The climb, cruise and descent
                                         portions of the mission guarantees include allowances for normal power extraction and
                                         engine bleed for normal operation of the air conditioning system. The digital bleed is
                                         set for the Customer interior in Paragraph 2.3.4. No bleed or power extraction for thermal
                                         anti-icing is provided unless otherwise specified. The APU is turned off unless otherwise
                                         specified.



 


		4.6	Long Range Cruise (LRC) speed
                                         is defined to be the highest speed where cruise fuel mileage is 99 percent of the maximum
                                         cruise fuel mileage.



 


		4.7	The climb, cruise and descent
                                         portions of the mission guarantees are based on an Aircraft center of gravity location,
                                         as determined by Boeing, not to be aft of 23.8 percent of the mean aerodynamic chord.



 


		4.8	Performance, where applicable,
                                         is based on a fuel Lower Heating Value (LHV) of 18,580 BTU per pound and a fuel density
                                         of 0.7789 kilograms per liter.



 


		5	GUARANTEE
                                         COMPLIANCE



 


		5.1	Compliance
                                         with the guarantees of Section 2 shall be based on the conditions specified in those
                                         sections, the Aircraft configuration of Section 3 and the guarantee conditions of Section
                                         4.



 


		5.2	Compliance with the takeoff and
                                         landing guarantees and the takeoff portion of the mission guarantee shall be based on
                                         the FAA approved Airplane Flight Manual for the Model 737-8.



 


		5.3	Compliance with the climb, cruise
                                         and descent portions of the mission guarantees shall be established by calculations based
                                         on flight test data obtained from an aircraft in a configuration similar to that defined
                                         by the Detail Specification.



 


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LEAP-1B28
Engines


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		5.4	The OEW used
                                         for compliance with the mission guarantees shall be the actual MEW plus the Standard
                                         and Operational Items Allowance in Appendix E of the Detail Specification.



 


		5.5	The data derived
                                         from tests shallbe adjusted as required by conventional methods of correction, interpolation
                                         or extrapolation in accordance with established engineering practices to show compliance
                                         with these guarantees.



 


		5.6	Compliance shall
                                         be based on the performance of the airframe and engines in combination, and shall not
                                         be contingent on the engine meeting its manufacturer’s performance specification.



 


		6	EXCLUSIVE
                                         GUARANTEES



 


The
only performance guarantees applicable to the Aircraft are those set forth in this Attachment.





 


	CEA-PA-4076-LA-1302574	 
	Aircraft Performance
    Guarantees	LA Page 14


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 





	 	The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207





 


CEA-PA-4076-LA-1302575


 


China
Eastern Airlines Corporation Limited


2550
Hongqiao Road


Shanghai
200335


People’s
Republic of China


 


		Subject:	Promotional Support



 


		Reference:	Purchase Agreement
                                         No. PA-4076 (Purchase Agreement)
                                         between The Boeing Company (Boeing)
                                         and China Eastern Airlines Corporation Limited (Customer)
                                         relating to Model 737-8 aircraft (Aircraft)



 


This
letter agreement (Letter Agreement) amends and supplements
the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase
Agreement.


 


Boeing
and Customer wish to enter into an agreement pursuant to which each party will contribute equally to promotional programs in support
of the entry into service of the Aircraft as more specifically provided below.


 


		1.	Definitions.



 


1.1          Commitment
Limit shall have the meaning set forth in Article 2, below.


 


1.2          Covered
Aircraft shall mean those Aircraft identified on Table 1 to the Purchase Agreement as of the date of signing of this
Letter Agreement.


 


1.3          Performance
Period shall mean the period beginning one (1) year before and ending one (1) year after the scheduled delivery month
of the first Covered Aircraft.


 


1.4          Promotional
Support shall mean mutually agreed marketing and promotion programs that promote the entry into service of the Covered
Aircraft such as marketing research, tourism development, corporate identity, direct marketing, videotape or still photography,
planning, design and production of collateral materials, management of promotion programs, advertising campaigns or such other
marketing and promotional activities as the parties may mutually agree.


 


1.5           Qualifying
Third Party Fees shall mean fees paid by Customer to third party providers for Promotional Support provided to Customer
during the Performance Period.


 


2.          Commitment.


 


***


 


BOEING
PROPRIETARY


 




    	 



    	 



    

  


 


 


3.          Methods
of Performance.


 


***


 


4.          Project
Approval.


 


Following
the execution of this Letter Agreement, a Boeing Airline Marketing Services representative will meet with Customer’s designated
representative to review and approve the extent, selection, scheduling, and funds disbursement process for the Promotional Support
to be provided pursuant to this Letter Agreement.


 


5.          Assignment.


 


Notwithstanding
any other provisions of the Purchase Agreement, the rights and obligations described in this Letter Agreement are provided to
Customer in consideration of Customer becoming the operator of the Aircraft and cannot be assigned in whole or, in part.


 


6.          Confidential
Treatment.


 


The
information contained herein represents confidential business information and has value precisely because it is not available
generally or to other parties. Customer will limit the disclosure of its contents to employees of Customer with a need to know
the contents for purposes of helping Customer perform its obligations under the Purchase Agreement and who understand they are
not to disclose its contents to any other person or entity without the prior written consent of Boeing.


 


	CEA-PA-4076-LA-1302575	 
	Promotional Support-STD	LA Page 2


 


BOEING
PROPRIETARY


 




    	 



    	 



    

  


 


  





	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 


 





	CEA-PA-4076-LA-1302575	 
	Promotional Support-STD	LA Page 3


 


BOEING
PROPRIETARY


 




    	 



    	 



    

  





	 	The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207





 


CEA-PA-4076-LA-1302577


 


China Eastern
Airlines Corporation Limited


2550 Hongqiao
Road


Shanghai 200335


People’s
Republic of China


 


		Subject:	Spare Parts Initial Provisioning



 


		Reference:	a) Purchase Agreement No.
                                         PA-4076 (Purchase Agreement)
                                         between The Boeing Company (Boeing)
                                         and China Eastern Airlines Corporation Limited (Customer)
                                         relating to Model 737-8 aircraft (Aircraft).



 


b)
Customer Services General Terms Agreement No. 9P (CSGTA) between
Boeing and Customer.


 


This
letter agreement (Letter Agreement) is entered into on
the date below and amends and supplements the CSGTA. All capitalized terms used but not defined in this Letter Agreement have
the same meaning as in the CSGTA, except for “Aircraft” which will have the meaning as defined in the Purchase Agreement.


 


In
order to define the process by which Boeing and Customer will i) identify those Spare Parts and Standards critical to Customer’s
successful introduction of the Aircraft into service and its continued operation, ii) place Orders under the provisions of the
CSGTA as supplemented by the provisions of this Letter Agreement for those Spare Parts and Standards, and iii) manage the return
of certain of those Spare Parts which Customer does not use, the parties agree as follows.


 


1.          Definitions.


 


1.1           Provisioning
Data means the documentation provided by Boeing to Customer, including but not limited to the Recommended Spare Parts
List (RSPL), identifying all Boeing initial provisioning
requirements for the Aircraft.


 


1.2           Provisioning
Items means the Spare Parts and Standards identified by Boeing as initial provisioning requirements in support of the
Aircraft, excluding special tools and ground support equipment (GSE),


 


1.3           Provisioning
Products Guide means the Boeing Manual D6-81834 entitled  “Spares Provisioning Products Guide”.


 


2.          Phased
Provisioning.


 


2.1           Provisioning
Products Guide. Prior to the initial provisioning meeting Boeing will furnish to Customer a copy of the Provisioning
Products Guide.


 


BOEING
PROPRIETARY


 




    	 



    	 



    

  


 


 


2.2           Initial
Provisioning Meeting. On or about twelve (12) months prior to delivery of the first Aircraft the parties will conduct
an initial provisioning meeting where the procedures, schedules, and requirements for training will be established to accomplish
phased provisioning of Spare Parts and Standards for the Aircraft in accordance with the Provisioning Products Guide. If the lead
time from execution of the Purchase Agreement until delivery of the first Aircraft is less than twelve (12) months, the initial
provisioning meeting will be established as soon as reasonably possible after execution of the Purchase Agreement.


 


2.3           Provisioning
Data. During the initial provisioning meeting Customer will provide to Boeing the operational parameter information
described in Chapter 6 of the Provisioning Products Guide. After review and acceptance by Boeing of such Customer information,
Boeing will prepare the Provisioning Data. Such Provisioning Data will be furnished to Customer on or about ninety (90) days after
Boeing finalizes the engineering drawings for the Aircraft. The Provisioning Data will be as complete as possible and will cover
Provisioning Items selected by Boeing for review by Customer for initial provisioning of Spare Parts and Standards for the Aircraft.
Boeing will furnish to Customer revisions to the Provisioning Data until approximately ninety (90) days following delivery of
the last Aircraft or until the delivery configuration of each of the Aircraft is reflected in the Provisioning Data, whichever
is later.


 


2.4           Buyer
Furnished Equipment (BFE) Provisioning Data. Unless otherwise advised by Boeing, Customer will provide or insure
its BFE suppliers provide to Boeing the BFE data in scope and format acceptable to Boeing, in accordance with the schedule established
during the initial provisioning meeting.


 


3.          Purchase
from Boeing of Spare Parts and Standards as Initial Provisioning for the
Aircraft.


 


3.1           Schedule.
In accordance with schedules established during the initial provisioning meeting, Customer may place Orders for Provisioning Items
and any GSE, special tools or engine spare parts which Customer determines it will initially require for maintenance, overhaul
and servicing of the Aircraft and/or engines.


 


3.2           Prices
of Initial Provisioning Spare Parts.


 


3.2.1           Boeing
Spare Parts. The Provisioning Data will set forth the prices for those Provisioning Items other than items listed in
Article 3.3, below, that are Boeing Spare Parts, and such prices will be firm and remain in effect for ninety (90) days from the
date the price is first quoted to Customer in the Provisioning Data.


 


3.2.2           Supplier
Spare Parts. Boeing will provide estimated prices in the Provisioning Data for Provisioning Items other than items
listed in Article 3.3, below, that are Supplier Spare Parts. The price to Customer for any Supplier Spare Parts that are Provisioning
Items or for any items ordered for initial provisioning of GSE, special tools manufactured by suppliers, or engine spare parts
will be one hundred twelve percent (112%) of the supplier’s list price for such items.


 


	CEA-PA-4076-LA-1302577	 
	Spare Parts Initial Provisioning	LA Page 2


 


BOEING
PROPRIETARY


 




    	 



    	 



    

  


 


 


3.3           QEC
Kits.  Standards Kits. Raw Material Kits. Bulk Materials Kits and Service
Bulletin Kits. In accordance with schedules established during the initial provisioning meeting, Boeing will furnish
to Customer a listing of all components which could be included in the quick engine change (QEC)
kits, Standards kits, raw material kits, bulk materials kits and service bulletin kits which may be purchased by Customer
from Boeing. Customer will select, and provide to Boeing its desired content for the kits. Boeing will furnish to Customer as
soon as practicable thereafter a statement setting forth a firm price for such kits. Customer will place Orders with Boeing for
the kits in accordance with schedules established during the initial provisioning meeting.


 


4.          Delivery.


 


For
Spare Parts and Standards ordered by Customer in accordance with Article 3 of this Letter Agreement, Boeing will, insofar as reasonably
possible, deliver to Customer such Spare Parts and Standards on dates reasonably calculated to conform to Customer’s anticipated
needs in view of the scheduled deliveries of the Aircraft. Customer and Boeing will agree upon the date to begin delivery of the
provisioning Spare Parts and Standards ordered in accordance with this Letter Agreement. Where appropriate, Boeing will arrange
for shipment of such Spare Parts and Standards which are manufactured by suppliers directly to Customer from the applicable supplier’s
facility. The routing and method of shipment for initial deliveries and all subsequent deliveries of such Spare Parts and Standards
will be as established at the initial provisioning meeting and thereafter by mutual agreement.


 


5.          Substitution
for Obsolete Spare Parts.


 


5.1           Obligation
to Substitute Pre-Delivery. In the event that, prior to delivery of the first Aircraft, any Spare Part purchased by
Customer from Boeing in accordance with this Letter Agreement as initial provisioning for the Aircraft is rendered obsolete or
unusable due to the redesign of the Aircraft or of any accessory, equipment or part thereof (other than a redesign at Customer’s
request) Boeing will deliver to Customer at no charge new and usable Spare Parts in substitution for such obsolete or unusable
Spare Parts and, upon such delivery, Customer will return the obsolete or unusable Spare Parts to Boeing.


 


5.2           Delivery
of Obsolete Spare Parts and Substitutes. Obsolete or unusable Spare Parts returned by Customer pursuant to this Article
5 will be delivered to Boeing at its Seattle Distribution Center or such other destination as Boeing may reasonably designate.
Spare Parts substituted for such returned obsolete or unusable Spare Parts will be delivered to Customer in accordance with the
CSGTA. Boeing will pay the freight charges for the shipment from Customer to Boeing of any such obsolete or unusable Spare Part
and for the shipment from Boeing to Customer of any such substitute Spare Part.


 


6.          Repurchase
of Provisioning Items.


 


6.1           Obligation
to Repurchase. During a period commencing one (1) year after delivery of the first Aircraft, and ending five (5) years
after such delivery, Boeing will, upon receipt of Customer’s written request and subject to the exceptions in Article 6.2,
repurchase unused and undamaged Provisioning Items which (i) were recommended by Boeing in the Provisioning Data as initial provisioning
for the Aircraft, (ii) were purchased by Customer from Boeing, and (in) are surplus to Customer’s needs.


 


	CEA-PA-4076-LA-1302577	 
	Spare Parts Initial Provisioning	LA Page 3



 


BOEING
PROPRIETARY


 




    	 



    	 



    

  


 


 


6.2           Exceptions.
Boeing will not be obligated under Article 6.1 to repurchase any of the following: (i) quantities of Provisioning Items in excess
of those quantities recommended by Boeing in the Provisioning Data for the Aircraft, (ii) QEC kits, bulk material kits, raw material
kits, service bulletin kits, Standards kits and components thereof (except those components listed separately in the Provisioning
Data), (iii) Provisioning Items for which an Order was received by Boeing more than five (5) months after delivery of the last
Aircraft added to the Purchase Agreement (iv) Provisioning Items which have become obsolete or have been replaced by other Provisioning
Items as a result of Customer’s modification of the Aircraft, and (v) Provisioning Items which become excess as a result
of a change in Customer’s operating parameters, as provided to Boeing pursuant to the initial provisioning meeting and which
were the basis of Boeing’s initial provisioning recommendations for the Aircraft.


 


6.3           Notification
and Format. Customer will notify Boeing, in writing when Customer desires to return Provisioning Items under the provisions
of this Article 6. Customer’s notification will include a detailed summary, in part number sequence, of the Provisioning
Items Customer desires to return. Such summary will be in the form of listings, tapes, diskettes or other media as may be mutually
agreed between Boeing and Customer and will include part number, nomenclature, purchase order number, purchase order date and
quantity to be returned. Within five (5) business days after receipt of Customer’s notification, Boeing will advise Customer
in writing when Boeing’s review of such summary will be completed.


 


6.4           Review
and Acceptance by Boeing. Upon completion of Boeing’s review of any detailed summary submitted by Customer pursuant
to Article 6.3, Boeing will issue to Customer a Material Return Authorization (MRA)
for those Provisioning Items Boeing agrees are eligible for repurchase in accordance with this Article 6. Boeing will
advise Customer of the reason that any Provisioning Item included in Customer’s detailed summary is not eligible for return.
Boeing’s MRA will state the date by which Provisioning Items listed in the MRA must be redelivered to Boeing, and Customer
will arrange for shipment of such Provisioning Items accordingly.


 


6.5           Price
and Payment. The price of each Provisioning Item repurchased by Boeing pursuant to this Article 6 will be an amount
equal to one hundred percent (100%) of the original invoice price thereof except that the repurchase price of Provisioning Items
purchased pursuant to Article 3.2.2 will not include Boeing’s twelve percent (12%) handling charge. Boeing will pay the
repurchase price by issuing a credit memorandum in favor of Customer which may be applied against amounts due Boeing for the purchase
of Spare Parts or Standards.


 


	CEA-PA-4076-LA-1302577	 
	Spare Parts Initial Provisioning	LA Page 4


 


BOEING
PROPRIETARY


 




    	 



    	 



    

  


 


 


6.6           Delivery
of Repurchased Provisioning Items. Provisioning Items repurchased by Boeing pursuant to this Article 6 will be delivered
to Boeing F.O.B. at its Seattle Distribution Center or such other destination as Boeing may reasonably designate.


 


7.          Title
and Risk of Loss.


Title
and risk of loss of any Spare Parts or Standards delivered to Customer by Boeing in accordance with this Letter Agreement will
pass from Boeing to Customer in accordance with the applicable provisions of the CSGTA. Title to and risk of loss of any Spare
Parts or Standards returned to Boeing by Customer in accordance with this Letter Agreement will pass to Boeing upon delivery of
such Spare Parts or Standards to Boeing in accordance with the provisions of Article 5.2 or Article 6.6, herein, as appropriate.


 


8.          Termination
for Excusable Delay.


In
the event of termination of the Purchase Agreement pursuant to Article 7 of the AGTA with respect to any Aircraft, such termination
will, if Customer so requests by written notice received by Boeing within fifteen (15) days after such termination, also discharge
and terminate all obligations and liabilities of the parties as to any Spare Parts or Standards which Customer had ordered pursuant
to the provisions of this Letter Agreement as initial provisioning for such Aircraft and which are undelivered on the date Boeing
receives such written notice.


 


9.          Order
of Precedence.


In
the event of any inconsistency between the terms of this Letter Agreement and the terms of any other provisions of the CSGTA,
the terms of this Letter Agreement will control.


 


	CEA-PA-4076-LA-1302577	 
	Spare Parts Initial Provisioning	LA Page 5


 


BOEING
PROPRIETARY


 




    	 



    	 



    

  


 


 


	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/
                                         Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June
                                         13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/
                                         Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/
                                         Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 







 


	CEA-PA-4076-LA-1302577	 
	Spare Parts Initial Provisioning	LA Page 6


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


	 	The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207







 


CEA-PA-4076-LA-1302578


 


China
Eastern Airlines Corporation Limited


2550
Hongqiao Road


Shanghai
200335


People’s
Republic of China


 


	Subject:	Special Matters
	 	 
	Reference:	Purchase Agreement No. PA-4076 (Purchase
    Agreement) between The Boeing Company (Boeing) and
    China Eastern Airlines Corporation Limited (Customer) relating
    to Model 737-8 aircraft (Aircraft)


 


This
letter agreement (Letter Agreement) amends and supplements
the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase
Agreement.


 


***


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 





 


***


 


	CEA-PA-4076-LA-1302578	 
	Special Matters	LA Page 2 


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 





 


base
year dollars, as defined in Table 1 of the Purchase Agreement, and will be escalated to the scheduled delivery month of the respective
Aircraft pursuant to the airframe escalation formula set forth in the Purchase Agreement applicable to such Aircraft.


 


6.          Assignment.


 


Unless
otherwise noted herein, the Credit Memoranda described in this Letter Agreement are provided as a financial accommodation to Customer
and in consideration of Customer’s taking title to the Aircraft at time of delivery and becoming the operator of the Aircraft.
This Letter Agreement cannot be assigned, in whole or in part, without the prior written consent of Boeing.


 


7.          Confidentiality


 


Customer
understands and agrees that the information contained herein represents confidential business information and has value precisely
because it is not available generally or to other parties. Customer agrees to limit the disclosure of its contents to employees
of Customer with a need to know the contents for purposes of helping Customer perform its obligations under the Purchase Agreement
and who understand they are not to disclose its contents to any other person or entity without the prior written consent of Boeing.
In addition to any equitable relief that may be available to Boeing in the event of a breach of this clause, Boeing may rescind
any business concessions or delivery positions that are the subject of the unauthorized disclosure by Customer.


 


	CEA-PA-4076-LA-1302578	 
	Special Matters	LA Page 3 


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 





  


	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 





 





	CEA-PA-4076-LA-1302578	 
	Special Matters	LA Page 4 


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


	 	The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207




 


CEA-PA-4076-LA-1302617


 


China
Eastern Airlines Corporation Limited


2550
Hongqiao Road


Shanghai
200335


People’s
Republic of China


 


***


 


Very
truly yours,


 


THE
BOEING COMPANY


 


	By 	/s/
    Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 


 


ACCEPTED
AND AGREED TO this


 


	Date:	June 13, 2014	 


 


	CHINA EASTERN AIRLINES	 	CHINA EASTERN AVIATION IMPORT &
	CORPORATION LIMITED	 	EXPORT CORPORATION


 


	By	/s/
    Tang Bing	 	By	/s/
    Yang Zhi Jie
	 	 	 	 	 
	Its	ATTORNEY-IN-FACT	 	Its	Attorney-In-Fact


 


BOEING
PROPRIETARY


 




    	 



    	 



    




 


	 	The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207







 


CEA-PA-4076-LA-1302619


 


China
Eastern Airlines Corporation Limited


2550
Hongqiao Road


Shanghai
200335


People’s
Republic of China


 


***


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 





 





	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 


 





	CEA-PA-4076-LA-1302619	 
	Shareholder Approval	LA Page 2 


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


	 	The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207







 


CEA-PA-4076-LA-1302620


 


China
Eastern Airlines Corporation Limited


2550
Hongqiao Road


Shanghai
200335


People’s
Republic of China


 


***


 


2.          Confidential
Treatment.


 


Customer
understands that certain commercial and financial information contained in this Letter Agreement is considered by Boeing as confidential.
Customer agrees that it will treat this Letter Agreement and the information contained herein as confidential and will not, without
the prior written consent of Boeing, disclose this Letter Agreement or any information contained herein to any other person or
entity.


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 





 





	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 


  





	CEA-PA-4076-LA-1302620	 
	Volume
    Agreement	LA
    Page 2


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


	 	The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207




 


CEA-PA-4076-LA-1302623


 


China
Eastern Airlines Corporation Limited


2550
Hongqiao Road


Shanghai
200335


People’s
Republic of China


 


	Subject:	Special Escalation Program
	 	 
	Reference:	Purchase Agreement No. 4076 (Purchase
    Agreement) between The Boeing Company (Boeing) and
    China Eastern Airlines Corporation Limited (Customer) relating
    to Model 737-8 aircraft (Aircraft)


 


This
letter agreement (Letter Agreement) amends and supplements
the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase
Agreement.


 


Aircraft
Applicability.


 


The
terms of this Letter Agreement are applicable only to the firm Aircraft included in Table 1 of the Purchase Agreement at the time
of signing, that have scheduled Delivery Dates during the time period from 2017 through 2020 (the Included Aircraft).


 


1.          Escalation
Forecast.


 


Boeing
will release an escalation forecast in February and August of each year based on Boeing’s then current standard ECI-W escalation
formula. Only one escalation forecast shall be used to conduct the escalation analysis performed in accordance with Article 2.1,
below, for a given Aircraft. The escalation forecast applicable to a given Aircraft is set forth in Attachment A.


 


***


 


BOEING
PROPRIETARY


 




    	 



    	 



    









 





 


2.1.3           if
neither 2.1.1 or 2.1.2 occurs, then either party has the option to terminate the affected 737-8 MAX aircraft.


 


2.2       If
Boeing provides Customer the option described in Article 2.1 above, then Customer shall notify Boeing in writing of its election
to exercise the option contained in Article 2.1.1 or 2.1.2 above within thirty (30) days of its receipt of the Escalation Notice
from Boeing. In the event Customer exercises its option in accordance with Article 2.1.3 above, then: (i) Boeing will return to
Customer, without interest, an amount equal to all advance payments paid by Customer for the terminated Aircraft, and (ii) Customer
shall be liable for any and all termination costs levied by the engine manufacturer for such termination.


 


2.2.1           Within
thirty (30) days of Boeing’s receipt of Customer’s termination notice for any such terminated Program Aircraft under
Article 2.2 above, Boeing may elect by written notice to Customer to purchase from Customer any BFE related to such terminated
Aircraft at the invoice prices paid, or contracted to be paid, by Customer.


 


2.2.2           Should
Customer fail to issue any notice to Boeing in accordance with Article 2.2 above, then the Escalation Adjustment for the Airframe
Price and Optional Features Prices for such Aircraft shall be calculated in accordance with Supplemental Exhibit AE1.


  


***


 


	CEA-PA-4076-LA-1302623	 
	Special
    Escalation Program	LA
    Page 2


 


BOEING
PROPRIETARY


 




    	 



    	 



    

  





 


***


 


6.          Applicability
to Other FinancialConsideration.


 


The
escalation adjustment for any other sum, identified in the Purchase Agreement as subject to escalation pursuant to Supplemental
Exhibit AE1, and which pertains to the Program Aircraft shall be calculated using the escalation methodology established in this
Letter Agreement for such Program Aircraft notwithstanding any other provisions of the Purchase Agreement to the contrary.


 


7.          Assignment.


 


Except
for an assignment by Customer to a wholly-owned subsidiary as permitted under Article 9, entitled “Assignment, Resale, or
Lease” of the AGTA, this Letter Agreement is provided as an accommodation to Customer in consideration of Customer becoming
the operator of the Aircraft and cannot be assigned in whole or in part.


 


8.          Confidential
Treatment.


 


Customer
understands and agrees that the information contained herein represents confidential business information and has value precisely
because it is not available generally or to other parties. Customer agrees to limit the disclosure of its contents to employees
of Customer with a need to know the contents for purposes of helping Customer perform its obligations under the Purchase Agreement
and who understand they are not to disclose its contents to any other person or entity without the prior written consent of Boeing.


 


	CEA-PA-4076-LA-1302623	 
	Special
    Escalation Program	LA
    Page 3


 


BOEING
PROPRIETARY


 




    	 



    	 



    

  





 


	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 


 





	CEA-PA-4076-LA-1302623	 
	Special
    Escalation Program	LA
    Page 4


 


BOEING
PROPRIETARY


 









    	 



    	 



    

  


ATTACHMENT
A


Escalation
Forecast & Escalation Notice Date


 


	Escalation	 	Applicable
    to Program Aircraft	 	Escalation
	Forecast	 	Delivering
    in Time Period	 	Notice
    Date
	Feb
    2014	 	August
    2015 through January 2016	 	15
    Apr 2014
	Aug
    2014	 	February
    2016 through July 2016	 	15
    Oct 2014
	Feb
    2015	 	August
    2016 through January 2017	 	15
    Apr 2015
	Aug
    2015	 	February
    2017 through July 2017	 	15
    Oct 2015
	Feb
    2016	 	August
    2017 through January 2018	 	15
    Apr 2016
	Aug
    2016	 	February
    2018 through July 2018	 	15
    Oct 2016
	Feb
    2017	 	August
    2018 through January 2019	 	15
    Apr 2017
	Aug
    2017	 	February
    2019 through July 2019	 	15
    Oct 2017
	Feb
    2018	 	August
    2019 through January 2020	 	15
    Apr 2018
	Aug
    2018	 	February
    2020 through July 2020	 	15
    Oct 2018
	Feb
    2019	 	August
    2020 through January 2021	 	15
    Apr 2019
	Aug
    2019	 	February
    2021 through July 2021	 	15
    Oct 2019
	Feb
    2020	 	August
    2021 through January 2022	 	15
    Apr 2020


 





	CEA
    PA 4076 LA-1302623	 
	Special
    Escalation Program Attachment	LA
    Page 1


 





BOEING
PROPRIETARY




 






    	 



    	 



    

 


Attachment
B


Escalation
Factors


 


	 	 	3.7%	 	4.0%	 	 	 	3.7%	 	4.0%
	Delivery	 	Escalation	 	Escalation	 	Delivery	 	Escalation	 	Escalation
	Date	 	Factors	 	Factors	 	Date	 	Factors	 	Factors
	Jan-17	 	1.1776	 	1.1930	 	Jan-19	 	1.2664	 	1.2904
	Feb-17	 	1.1812	 	1.1969	 	Feb-19	 	1.2702	 	1.2946
	Mar-17	 	1.1848	 	1.2009	 	Mar-19	 	1.2741	 	1.2988
	Apr-17	 	1.1884	 	1.2048	 	Apr-19	 	1.2779	 	1.3031
	May-17	 	1.1920	 	1.2087	 	May-19	 	1.2818	 	1.3074
	Jun-17	 	1.1956	 	1.2127	 	Jun-19	 	1.2857	 	1.3116
	Jul-17	 	1.1992	 	1.2167	 	Jul-19	 	1.2896	 	1.3159
	Aug-17	 	1.2028	 	1.2206	 	Aug-19	 	1.2935	 	1.3202
	Sep-17	 	1.2065	 	1.2246	 	Sep-19	 	1.2974	 	1.3246
	Oct-17	 	1.2101	 	1.2286	 	Oct-19	 	1.3014	 	1.3289
	Nov-17	 	1.2138	 	1.2327	 	Nov-19	 	1.3053	 	1.3332
	Dec-17	 	1.2175	 	1.2367	 	Dec-19	 	1.3093	 	1.3376
	Jan-18	 	1.2212	 	1.2407	 	Jan-20	 	1.3132	 	1.3420
	Feb-18	 	1.2249	 	1.2448	 	Feb-20	 	1.3172	 	1.3464
	Mar-18	 	1.2286	 	1.2489	 	Mar-20	 	1.3212	 	1.3508
	Apr-18	 	1.2323	 	1.2530	 	Apr-20	 	1.3252	 	1.3552
	May-18	 	1.2361	 	1.2571	 	May-20	 	1.3292	 	1.3597
	Jun-18	 	1.2398	 	1.2612	 	Jun-20	 	1.3333	 	1.3641
	Jul-18	 	1.2436	 	1.2653	 	Jul-20	 	1.3373	 	1.3686
	Aug-18	 	1.2473	 	1.2695	 	Aug-20	 	1.3414	 	1.3730
	Sep-18	 	1.2511	 	1.2736	 	Sep-20	 	1.3454	 	1.3775
	Oct-18	 	1.2549	 	1.2778	 	Oct-20	 	1.3495	 	1.3821
	Nov-18	 	1.2587	 	1.2820	 	Nov-20	 	1.3536	 	1.3866
	Dec-18	 	1.2625	 	1.2862	 	Dec-20	 	1.3577	 	1.3911


  


	CEA
    PA 4076 LA-1302623	 
	Special
    Escalation Program Attachment	LA
    Page 2


 





BOEING
PROPRIETARY




 




    	 



    	 



    

  


	 	The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207







 


CEA-PA-4076-LA-1302625


 


China
Eastern Airlines Corporation Limited


2550
Hongqiao Road


Shanghai
200335


People’s
Republic of China


 





	Subject:	Payment
    Matters
	 	 
	Reference:	Purchase
    Agreement No. PA-4076 (Purchase Agreement) between The Boeing Company (Boeing)
    and China Eastern Airlines Corporation Limited (Customer) relating
    to Model 737-8 aircraft (Aircraft)










 


This
letter agreement (Letter Agreement) amends and supplements the Purchase Agreement.
All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.


 


1.          Advanced
Payments for the Aircraft.


 


1.1           Agreed
Deferral. It is understood that Customer’s ability to make advance payments described in Article 4.2 of the Purchase
Agreement may be impacted due to monetary issues, therefore Boeing agrees that all advance payments due on the effective date
of the Purchase Agreement, as specified in Article 4.2, and those that shall become due during the time from the effective date
and deferred due date, may be deferred without interest until ten business days after the effective date of the Purchase Agreement,
by which time Customer will pay all advance payments specified in the Purchase Agreement as being due on or before that date.


 


1.2           Advance
Payment Invoices. Boeing will provide invoices to Customer for all advance payments due pursuant to Article 4.2 of
the Purchase Agreement, at least thirty (30) days prior to the due date thereof.


 


2.          Payment
at Aircraft Delivery.


 


Pursuant
to Article 4.4 of the Purchase Agreement, Customer will pay the balance of the Aircraft Price of each Aircraft at delivery. Boeing
will provide the invoices for such payment at least 30 days prior to Aircraft delivery.


 


3.          Rescheduling
of Aircraft.


 


In
the event that Customer is not able to make the advance payments described above by the tenth business day after the effective
date of the Purchase Agreement, Boeing may reschedule any or all of the Aircraft at any time thereafter as it deems necessary
based on Boeing’s production considerations and constraints, unless the advance payments for all Aircraft are current in
accordance with the Purchase Agreement. Boeing will give Customer ten days advance notice of any such Aircraft rescheduling, and
will not reschedule such Aircraft if advance payments on all Aircraft are current prior to the expiration of such ten day notification
period.


 





BOEING
PROPRIETARY




 




    	 



    	 



    

 





 


4.          Effect
of Aircraft Rescheduling.


 


If
Boeing reschedules any or all of the Aircraft pursuant to the provisions of 3. above, the Customer and Boeing will complete a
Supplemental Agreement to document the revised Aircraft delivery schedules within thirty (30) days after the ten day advance notice
is given.


 


***


 


6.          Alternative
Methodology.


 


In
the event that circumstances described in paragraph 5. above occur, Customer and Boeing agree that Customer may exercise an alternative
method of compensation to Boeing. Such alternative method is described below.


 


6.1           Dollar
Day Principal. With respect to the delayed payment of advance payments described in paragraph 5. above, the dollar
day principal adheres to the rule that for every day that a dollar is delayed, Customer agrees to accelerate a dollar by a day
when making future advance payments, thereby accelerating the future advance payment due date. The dollar day principal shall
be applied such that the acceleration of the advance payment due date shall minimize the time period for repayment of the delayed
payment(s), and recapture the normal advance payment schedule established by Table 1 of the Purchase Agreement. The parties recognize
that the actual accelerated advance payment schedule cannot be determined until such time as Customer makes the payment for the
delayed advance payments contemplated by paragraph 5. above.


 


Boeing
shall establish the accelerated advance payment schedule based upon the above principal and Customer will make payments in the
amounts and on the dates indicated for the accelerated schedule.


 


6.2           Default
Procedure. In the event that Customer fails to make the accelerated advance payments in the amounts and on the dates
established by the parties, or if the parties are unable to agree on the dates and amounts for the accelerated advance payments,
the Customer shall pay interest as described in paragraph 5. above.


 


	CEA-PA-4076-LA-1302625	 
	Payment
    Matters	LA
    Page 2


 





BOEING
PROPRIETARY


 









    	 



    	 



    

  


 


 


7.          Confidential
Treatment.


 


Customer
understands that certain commercial and financial information contained in this Letter Agreement are considered by Boeing as confidential.
Customer agrees that it will treat this Letter Agreement and the information contained herein as confidential and will not, without
the prior written consent of Boeing, disclose this Letter Agreement or any information contained herein to any other person or
entity.


 





	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 


 


	CEA-PA-4076-LA-1302625	 
	Payment Matters	LA
    Page 3



 


BOEING
PROPRIETARY


 




    	 



    	 



    

  


	 	The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207




 


CEA
PA 4076-LA-1302658


 


China
Eastern Airlines Corporation Limited


2550
Hongqiao Road


Shanghai
200335


People’s
Republic of China


 





	Subject:	Seller
    Purchased Equipment
	 	 
	Reference:	Purchase
    Agreement No. 4076 (Purchase Agreement) between The Boeing Company (Boeing)
    and China Eastern Airlines Corporation Limited (Customer) relating
    to Model 737-8 aircraft (Aircraft)







 


This
letter agreement (Letter Agreement) amends and supplements the Purchase Agreement.
All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.


 


1.          General.


 


Seller
Purchased Equipment (SPE) is BFE that Boeing purchases for
Customer and that is identified as SPE in the Detail Specification for the Aircraft.


 


2.          Customer
Responsibilities.


 


2.1           Supplier
Selection.       Customer will select SPE suppliers from a list provided
by Boeing for the commodities identified on such list and notify Boeing of the SPE suppliers in accordance with the supplier selection
date(s) as set forth in Attachment A of this Letter Agreement. If Customer selects a seat, galley or galley insert supplier that
is not on the Boeing offerable supplier list, such seat, galley or galley insert will, subject to Boeing approval, become BFE
and the provisions of Exhibit A, Buyer Furnished Equipment Provisions Document, of the AGTA will apply.


 


2.2           Supplier
Agreements.      Customer will enter into initial agreements with the selected
suppliers within ten (10) days of the supplier selection date(s) for the supplier to actively participate with Customer and Boeing
in coordination actions including the Initial Technical Coordination Meeting (ITCM). Customer will enter into final agreements
with selected suppliers for the following additional provisions in accordance with the supplier agreement date(s) within thirty
(30) days of the ITCM or as otherwise identified by Boeing:


 


(i)          for
emergency/miscellaneous equipment, providing standard supplier pricing, product support, warranty, spares, training and any additional
support defined by Customer will be a direct pass through to Customer at time of Aircraft delivery;


 





BOEING
PROPRIETARY




 




    	 



    	 



    

 


 


  


3.1.3    
  Bidders Summary. Not later than fifteen (15) days prior to the supplier
selection date(s), Boeing will submit to Customer a summary of the bidders from which to choose a supplier for the galleys and
seats. The summary is based on an evaluation of the bids submitted using price, weight, warranty and schedule as the criteria.


 


3.2           Additional
Boeing responsibilities:


 


(i)          placing
and managing the purchase orders with the suppliers;


 


(ii)         coordinating
with the suppliers on technical issues;


 


(iii)        for
seats, galleys, galley inserts and IFE/CCS confirming the agreed to pricing with both the Customer and supplier;


 


(iv)        for
IFE/CCS providing Aircraft interface requirements to suppliers and assisting suppliers in the development of their IFE/CCS system
specifications and approving such specifications;


 


(v)         ensuring
that the delivered SPE complies with the part specification;


 


(vi)        obtaining
certification of the Aircraft with the SPE installed;


 


(vii)       for
miscellaneous/emergency equipment, obtaining standard supplier pricing, and obtaining for Customer copies of product support,
warranty, spares, training, and any additional support documentation defined by the Customer which shall be provided to Customer
prior to delivery of the Aircraft.


 


4.          IFE/CCS
Software.


 


IFE/CCS
may contain software of the following two types:


 


4.1           Systems
Software. The software required to operate and certify the IFE/CCS systems on the Aircraft is the Systems Software
and is part of the IFE/CCS.


 


4.2           Customer’s
Software. The software accessible to the Aircraft passengers which controls Customer’s specified optional features
is Customer’s Software and is not part of the IFE/CCS.


 


4.2.1           Customer
is solely responsible for specifying Customer’s Software functional and performance requirements and ensuring that Customer’s
Software meets such requirements. Customer and Customer’s Software supplier will have total responsibility for the writing,
certification, modification, revision, or correction of any of Customer’s Software. Customer shall be responsible for and
assumes all liability with respect to Customer’s Software.


 


	CEA-PA4076-LA-1302658	 
	Seller
    Purchased Equipment	LA
    Page 3


 


BOEING
PROPRIETARY


 



    	 



    	 



    









 


 


 


4.2.2           The
omission of any Customer’s Software or the lack of any functionality of Customer’s Software will not be a valid condition
for Customer’s rejection of the Aircraft at the time of Aircraft delivery.


 


4.2.3           Boeing
has no obligation to approve any documentation to support Customer’s Software certification. Boeing will only review and
operate Customer’s Software if in Boeing’s reasonable opinion such review and operation is necessary to certify the
IFE/CCS system on the Aircraft.


 


4.2.4           Boeing
shall not be responsible for obtaining FAA certification for Customer’s Software.


 


		5.	Price.



 


5.1           SPE
Fee. Boeing will add a fifteen (15) percent fee to the actual costs charged to Boeing by the SPE suppliers.


 


5.2           Advance
Payments. An estimated SPE price is included in the Advance Payment Base Prices shown in Table 1 for the purpose of establishing
the advance payments for the Aircraft.


 


5.3           Aircraft
Price. The Aircraft Price will be adjusted to reflect the actual costs charged to Boeing by the SPE suppliers and transportation
charges.


 


		6	Changes.



 


After Customer’s acceptance of this
Letter Agreement, any changes to SPE may only be made by and between Boeing and the SPE suppliers. Customer requested changes
to the SPE after execution of this Letter Agreement shall be made by Customer in writing directly to Boeing for approval and for
coordination by Boeing with the SPE supplier. Any such change to the configuration of the Aircraft shall be subject to price and
offerability through Boeing’s master change or other process for amendment of the Purchase Agreement.


 


		7	Proprietary Rights.



 


Boeing’s obligation to purchase
SPE will not impose upon Boeing any obligation to compensate Customer or any supplier for any proprietary rights Customer may
have in the design of the SPE.


 


		8	Remedies.



 


If Customer’s nonperformance of
its obligations in this Letter Agreement causes a delay in the delivery of the Aircraft or causes Boeing to perform out-of-sequence
or additional work, Customer will reimburse Boeing for all resulting expenses and be deemed to have agreed to any such delay in
Aircraft delivery. In addition, Boeing will have the right to:


 


8.1           delay
delivery of the Aircraft;


 


8.2           deliver
the Aircraft without installing the SPE;


 


8.3           provide
and install suitable alternate equipment and invoice Customer for the associated cost; and/or


 


	CEA-PA4076-LA-1302658	 
	Seller Purchased Equipment	LA Page 4


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


 


 


8.4           increase
the Aircraft Price by the amount of Boeing’s additional costs attributable to such noncompliance.


 


		9	Title and Risk of Loss.



 


Title and risk of loss of the SPE will
remain with Boeing until the Aircraft is delivered to Customer.


 


		10.	Customer’s
                                         Indemnification of Boeing.



 


Customer will indemnify and hold harmless
Boeing from and against all claims and liabilities, including costs and expenses (including attorneys’ fees) incident thereto
or incident to successfully establishing the right to indemnification, for injury to or death of any person or persons, including
employees of Customer but not employees of Boeing, or for loss of or damage to any property, including Aircraft, arising out of
or in any way connected with any nonconformance or defect in any SPE and whether or not arising in tort or occasioned in whole
or in part by the negligence of Boeing. This indemnity will not apply with respect to any nonconformance or defect caused solely
by Boeing’s installation of the SPE.


 


		11.	Definition.



 


For purposes of the above indemnity, the
term Boeing includes The Boeing Company, its divisions, subsidiaries and affiliates, the assignees of each, and their directors,
officers, employees and agents.


 


	CEA-PA4076-LA-1302658	 
	Seller Purchased Equipment	LA Page 5


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


 


 





	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 


 


	CEA-PA4076-LA-1302658	 
	Seller Purchased Equipment	LA Page 6


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


 


 


Attachment A


 


		1.	Supplier Selection.



 


Customer will:


 


1.1           Select
and notify Boeing of the suppliers and part numbers of the following SPE items by the following dates:


 


	Seats	 	 	 
	Galleys/Furnishings	 	 	 
	Antennas and Mounting
    Equipment	 	 	 
	Avionics	 	 	 
	IFE/CCS	 	 	 
	Miscellaneous Emergency
    Equipment	 	 	 
	Textiles/Raw Material	 	 	 
	Cargo Systems*(single
    Aisle Programs only) 	 	 	 
	Provision Kits (single
    Aisle Programs only)	 	 	 
	Radomes (single Aisle
    Programs only)	 	 	 


 


*For
a new certification, Customer will need to provide Supplier Selections two (2) months earlier than stated above.


 


	CEA-PA4076-LA-1302658	 
	Seller Purchased Equipment	LA Page 7


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


	 	The Boeing Company

    P.O. Box 3707

    Seattle, WA 98124-2207


 


CEA-PA-4076-LA-1302659


 


China Eastern Airlines Corporation Limited


2550 Hongqiao Road


Shanghai 200335


People’s Republic of China


 


		Subject:	AGTA Matters



 


		Reference:	Purchase Agreement No. 4076 (Purchase
                                         Agreement) between The Boeing Company (Boeing) and China Eastern Airlines
                                         Corporation Limited (Customer) relating to Model 737-8 aircraft (Aircraft)



 


This letter agreement (Letter Agreement)
amends and supplements the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same
meaning as in the Purchase Agreement.


 


		1.	AGTA Basic Articles.



 


1.1           Article
2.1.1, “Airframe Price,” of the basic articles of the AGTA is revised to read as follows: Airframe Price is
defined as the price of the airframe for a specific model of aircraft described in a purchase agreement. (For Models 737-600,
737-700, 737-800, 737-900, 737-7, 737-8, 737-9, 747-8, 777-200LR, and 777-300ER the Airframe Price includes the engine price at
its basic thrust level.)


 


1.2           Article
2.1.3, “Engine Price” of the basic articles of the AGTA is revised to read as follows: Engine Price is defined
as the price set by the engine manufacturer for a specific engine to be installed on the model of aircraft described in a purchase
agreement (not applicable to Models 737-600, 737-700, 737-800, 737-900, 737-7, 737-8, 737-9, 747-8, 777-200LR and 777-300ER).


 


1.3           Article
2.1.5, “Escalation Adjustment” of the basic articles of the AGTA is revised to read as follows: Escalation Adjustment
is defined as the price adjustment to the Airframe Price (which includes the basic engine price for Models 737-600, 737-700
737-800, 737-900, 737-7, 737-8, 737-9, 747-8, 777-200LR and 777-300ER) and the Optional Features Prices resulting from the calculation
using the economic price formula contained in the Airframe and Optional Features Escalation Adjustment supplemental exhibit to
the applicable purchase agreement. The price adjustment to the Engine Price for all other models of aircraft will be calculated
using the economic price formula in the Engine Escalation Adjustment supplemental exhibit to the applicable purchase agreement.


 





BOEING PROPRIETARY



 




    	 



    	 



    

 


 


 


		2.	Appendices to
                                         the AGTA.



 


***


 





	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 


  


	CEA-PA4076-LA-1302659	 
	AGTA Matters	LA Page 2


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


	 	The Boeing Company

    P.O. Box 3707

    Seattle, WA 98124-2207


 


CEA-PA-4076-LA-1302665


 


China Eastern Airlines Corporation Limited


2550 Hongqiao Road


Shanghai 200335


People’s Republic of China


 


		Subject:	Integrated Performance Remedy



 


		Reference:	Purchase Agreement No. 4076 (Purchase
                                         Agreement) between The Boeing Company (Boeing) and China Eastern Airlines
                                         Corporation Limited. (Customer) relating to Model 737-8 aircraft (Aircraft)



 


This letter agreement (Letter Agreement)
amends and supplements the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same
meaning as in the Purchase Agreement.


 


		1.	Compliance Deviation.



 


The Purchase Agreement defines performance
specifications for the 737-8 MAX Aircraft in the Attachment to Letter Agreement No. LA-1302574 (Performance Guarantees). The
Performance Guarantees include mission payload guarantees (Payload Guarantee) and block fuel guarantees (Block Fuel
Guarantee). Boeing offers the following remedies in the event that the guarantee compliance report furnished to Customer for
the Aircraft pursuant to Article 5.4 of the AGTA shows a demonstrated value worse than the Block Fuel or Payload Guarantees (each
a Compliance Deviation). Customer cannot refuse to accept delivery of such Aircraft because of such Compliance Deviation.


 


		2.	Cure Period.



 


Within one year from the delivery of an
Aircraft with a Compliance Deviation (Cure Period), Boeing or the engine manufacturer may design airframe improvement parts
or engine improvement parts (Improvement Parts) which, when installed on such Aircraft, would reduce or eliminate the Compliance
Deviation.


 


2.1           If
Boeing elects to provide, or to cause to be provided, Improvement Parts for such Aircraft, then Customer and Boeing will mutually
agree upon the details of an Improvement Parts program. Improvement Parts will be provided to Customer at no charge at a location
to be mutually agreed. Boeing or the engine manufacturer, as applicable, will provide reasonable support for an Improvement Parts
program at no charge to Customer.


 


2.2           If
Customer elects to install Improvement Parts in such Aircraft, then they will be installed within ninety (90) days after the delivery
of such Improvement Parts to


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


 


 


Customer if such installation can be accomplished
during Aircraft line maintenance (ALM). Improvement Parts which cannot be installed during ALM will be installed within a mutually
agreed to period of time. All Improvement Parts will be installed in accordance with Boeing and the engine manufacturer instructions.


 


2.3           Boeing
will provide or will cause the engine manufacturer to provide reimbursement of Customer’s reasonable Direct Labor and Direct
Material costs to install Improvement Parts at the warranty labor rate in effect at the time of installation between Boeing and
Customer or the engine manufacturer and Customer, as applicable. Improvements related to engines will apply also to spare engines
on terms not less favorable to Customer. Boeing or the engine manufacturer, as applicable, will give Customer reasonable advance
written notice of the estimated on-dock date at Customer’s maintenance base for any such Improvement Parts.


 


		3.	Performance Remedy
                                         Credit Memorandum.



 


***





 


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***


 


		9.	Assignment.



 


Notwithstanding any other provisions of
the Purchase Agreement, the rights and obligations described in this Letter Agreement are provided to Customer in consideration
of Customer’s becoming the operator of the Aircraft and cannot be assigned in whole or, in part.


 


		10.	Confidential
                                         Treatment.



 


The information contained herein represents
confidential business information and has value precisely because it is not available generally or to other parties. Customer
will limit the disclosure of its contents to employees of Customer with a need to know the contents for purposes of helping Customer
perform its obligations under the Purchase Agreement and who understand they are not to disclose its contents to any other person
or entity without the prior written consent of Boeing.


 


	CEA-PA-4076-LA-1302665	 
	Integrated Performance Remedy	LA Page 3


 


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	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 





 


	CEA-PA-4076-LA-1302665	 
	Integrated Performance Remedy	LA Page 4


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


		The Boeing Company

        P.O. Box 3707

        Seattle. WA 98124-2207



 


CEA-PA-4076-LA-1303853


 


China Eastern Airlines Corporation Limited


2550 Hongqiao Road


SHANGHAI 200335


PEOPLE’S REPUBLIC OF CHINA


 


		Subject:	Customer Support Special Matters — Extra Training and
                                         Services



 


		Reference:	Purchase Agreement No. PA-04076 (Purchase Agreement)
                                         between The Boeing Company (Boeing) and China Eastern Airlines Corporation
                                         Limited (Customer) relating to Model 737-8 aircraft (Aircraft)



 


This letter agreement (Letter Agreement) amends and supplements
the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase
Agreement.


 


***


 


BOEING PROPRIETARY


 




    	 



    	 



    

 





 


4.          Assignment.


 


Notwithstanding any other provisions of the
Purchase Agreement, the rights and obligations described in this Letter Agreement are provided to Customer in consideration of
Customer’s becoming the operator of the Aircraft and cannot be assigned in whole or, in part.


 


5.          Confidential
Treatment.


 


The information contained herein represents
confidential business information and has value precisely because it is not available generally or to other parties. Customer
will limit the disclosure of its contents to employees of Customer with a need to know the contents for purposes of helping Customer
perform its obligations under the Purchase Agreement and who understand they are not to disclose its contents to any other person
or entity without the prior written consent of Boeing.


 





	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 


  


	CEA-PA-04076-LA-1303853	 
	Customer Support Special Matters	LA Page 2


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


		The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207



 


CEA-PA-4076-LA-1400327


 


China Eastern Airlines Corporation Limited


2550 Hongqiao Road


Shanghai 200335


People’s Republic of China


 


		Subject:	CAAC Regulatory Approval — Validated Type Certificate
                                         (VTC)



 


		Reference:	Purchase Agreement No. 4076 (Purchase Agreement) between
                                         The Boeing Company (Boeing) and China Eastern Airlines Corporation Limited (Customer)
                                         relating to Model 737-8 aircraft (Aircraft)



 


This letter agreement (Letter Agreement) amends and supplements
the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase
Agreement.


 


***


 


BOEING PROPRIETARY


 




    	 



    	 



    

 





 





	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 


 


	CEA-PA-04076-LA-1400327	 
	CAAC Regulatory Approval - Validation Type Certificate	LA Page 2


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


		The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207



 


CEA-PA-4076-LA-1400328


 


China Eastern Airlines Corporation Limited


2550 Hongqiao Road


Shanghai 200335


People’s Republic of China


 


		Subject:	Supplemental Advance Payment Matters



 


		Reference:    a)	Purchase
                                         Agreement No. PA-4076 (737-8 Purchase Agreement) between The Boeing Company (Boeing)
                                         and China Eastern Airlines Corporation Limited (Customer) relating to Model
                                         737-8 aircraft (737-8 Aircraft)



 


		b)	Purchase Agreement
                                         No. PA-4077 (737-800 Purchase Agreement) between The Boeing Company (Boeing)
                                         and China Eastern Airlines Corporation Limited (Customer) relating to Model
                                         737-800 aircraft (737-800 Aircraft)



 


This letter agreement (Letter Agreement) amends and supplements
the 737-8 Purchase Agreement and the 737-800 Purchase Agreement (collectively, Purchase Agreements). All terms used
but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreements.


 


***


 


BOEING PROPRIETARY


 




    	 



    	 



    

 





 


***


 


4.          Confidentiality


 


Customer understands and agrees that
the information contained herein represents confidential business information and has value precisely because it is not available
generally or to other parties. Customer agrees to limit the disclosure of its contents to employees of Customer with a need to
know the contents for purposes of helping Customer perform its obligations under the Purchase Agreement and who understand they
are not to disclose its contents to any other person or entity without the prior written consent of Boeing. In addition to any
equitable relief that may be available to Boeing in the event of a breach of this clause, Boeing may rescind any business concessions
or delivery positions that are the subject of the unauthorized disclosure by Customer.


 


	CEA-PA-4076-LA-1400328	 
	Supplemental Advance Payment Matters	LA Page 2


 


BOEING PROPRIETARY


 




    	 



    	 



    

 





 


 





	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 


 


	CEA-PA-4076-LA-1400328	 
	Supplemental Advance Payment Matters	LA Page 3


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


		The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207



 


CEA-PA-4076-LA-1400329


 


China Eastern Airlines Corporation Limited


2550 Hongqiao Road


Shanghai 200335


People’s Republic of China


 


***


 


BOEING PROPRIETARY


 




    	 



    	 



    

 





 


***


 


4.          Assignment.


 


Unless otherwise noted herein, the Credit
Memoranda described in this Letter Agreement are provided as a financial accommodation to Customer and in consideration of Customer’s
taking title to the Aircraft at time of delivery and becoming the operator of the Aircraft. This Letter Agreement cannot be assigned,
in whole or in part, without the prior written consent of Boeing.


 


	CEA-PA-4076-LA-1400329	 
	Trade-In Special Matters	LA Page 2


 


BOEING PROPRIETARY


 




    	 



    	 



    

 





 


		5.	Confidentiality.



 


Customer understands and agrees that the information
contained herein represents confidential business information and has value precisely because it is not available generally or
to other parties. Customer agrees to limit the disclosure of its contents to employees of Customer with a need to know the contents
for purposes of helping Customer perform its obligations under the Purchase Agreement and who understand they are not to disclose
its contents to any other person or entity without the prior written consent of Boeing. In addition to any equitable relief that
may be available to Boeing in the event of a breach of this clause, Boeing may rescind any business concessions or delivery positions
that are the subject of the unauthorized disclosure by Customer.


 


	Very truly yours,	 
	 	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	/s/ Mark A Mignon	 
	 	 	 
	Its	Attorney-In-Fact	 
	 	 	 
	ACCEPTED AND AGREED TO this	 
	 	 	 
	Date:	June 13, 2014	 
	 	 	 
	CHINA EASTERN AIRLINES CORPORATION LIMITED
	 	 	 
	By	/s/ Tang Bing	 
	 	 	 
	Its	ATTORNEY-IN-FACT	 
	 	 	 
	CHINA EASTERN AVIATION IMPORT & EXPORT 

    CORPORATION
	 	 	 
	By	/s/ Yang Zhi Jie	 
	 	 	 
	Its	Attorney-In-Fact	 


 


	CEA-PA-4076-LA-1400329	 
	Trade-In Special Matters	LA Page 3


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


		The Boeing Company

        P.O Box 3707

        Seattle, WA 98124-2207



 


May 31, 2014


CEA-PA-4076-LA-1304206


 


China Eastern Air Holding Co.


Hongqiao International Airport


Shanghai, 200335


People’s Republic of China


 


***


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


 


  


***


 


	CEA-PA-4076-LA-1304206	 
	China Package Deal Terms	Page 2


 


BOEING PROPRIETARY


 




    	 



    	 



    

  





 


***


 


	CEA-PA-4076-LA-1304206	 
	China Package Deal Terms	Page 3


 


BOEING PROPRIETARY


 




    	 



    	 



    

  





 


***


 


	CEA-PA-4076-LA-1304206	 
	China Package Deal Terms	Page 4


 


BOEING PROPRIETARY


 




    	 



    	 



    

  





 


***


 


	CEA-PA-4076-LA-1304206	 
	China Package Deal Terms	Page 5


 


BOEING PROPRIETARY


 




    	 



    	 



    

  





 


***


 


		6.	Confidentiality.



 


Customer understands and agrees that the information
contained herein represents confidential business information and has value precisely because it is not available generally or
to other parties. Customer agrees to limit the disclosure of its contents to employees of Customer with a need to know the contents
for purposes of helping Customer perform its obligations under the Purchase Agreement and who understand they are not to disclose
its contents to any other person or entity without the prior written consent of Boeing.


 


Very truly yours,


 


The Boeing Company


 


	/s/ Mark A. Mignon	 
	Mark A. Mignon	 
	Regional Director – Contracts	 
	Boeing Commercial Airplanes	 


 


	CEA-PA-4076-LA-1304206	 
	China Package Deal Terms	Page 6


 


BOEING PROPRIETARY


 




    	 



    	 



    

  


		The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207



 


May 29, 2014


6-1165-MAM-739


 


China Eastern Airlines Corporation, Ltd.


2550 Hongqiao Road


SHANGHAI 200335


PEOPLE’S REPUBLIC OF CHINA


 


***


 


BOEING PROPRIETARY


 




    	 



    	 



    

  





 


Very truly yours,


 


The Boeing Company


 


	/s/
    Mark A. Mignon	 
	Mark A. Mignon	 
	Regional Director, Contracts	 
	Boeing Commercial Airplanes	 


 


	6-1165-MAM-739	 
	Used Aircraft Trade-In – Total Hull
    Loss	Page 2


 


BOEING PROPRIETARY