Exhibit 4.6 


 


PURCHASE
AGREEMENT NUMBER PA-4077


 


between


 


THE BOEING
COMPANY 


 


and


 


CHINA EASTERN
AIRLINES CORPORATION LIMITED


 


Relating
to 


 


Boeing Model
737-800 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	 
	 	 	 
	EXHIBIT	 
	 	 
	A	Aircraft Configuration	 
	 	 	 
	B	Aircraft Delivery Requirements and Responsibilities	 
	 	 	 
	SUPPLEMENTAL EXHIBITS 	 
	 	 
	AE1	Escalation Adjustment/Airframe and Optional Features	 
	 	 	 
	BFE1	BFE Variables	 
	 	 	 
	CS1	Customer Support Variables	 
	 	 	 
	EE1	Engine Escalation Engine Warranty and Patent Indemnity	 
	 	 	 
	SLP1	Service Life Policy Components	 


 


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	LETTER
    AGREEMENTS
	 	 
	LA-1302559	Aircraft
    Model Substitution
	 	 
	LA-1302561	Government
    Approval
	 	 
	LA-1302562	Liquidated
    Damages Non-Excusable Delay
	 	 
	LA-1302564	Performance
    Guarantees 737-800
	 	 
	LA-1302566	Significant
    lmprovement-737NG
	 	 
	LA-1302568	Special
    Matters
	 	 
	LA-1302595	Board
    Approval
	 	 
	LA-1302596	Shareholder
    Approval
	 	 
	LA-1302601	Payment
    Matters
	 	 
	LA-1302604	Special
    Escalation Program
	 	 
	LA-1303852	Volume
    Agreement
	 	 
	LA-1302565	Trade
    In Matters
	 	 
	LA-1304206	China
    Package Deal Terms
	 	 
	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


 


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Purchase
Agreement No. PA-4077


 


between


 


The
Boeing Company


 


and


 


China
Eastern Airlines Corporation Limited


 


This
Purchase Agreement No. PA-4077 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 737-800 aircraft together with all tables, exhibits, supplemental exhibits, letter agreements and other attachments
thereto, if any, (Purchase Agreement) incorporates 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 737-800 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 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 737-800 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.


 


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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 Table. 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 taken possession of a 737-800 aircraft whether such aircraft was purchased, leased or otherwise obtained by Customer
from Boeing or another party. 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 737-800 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.


 


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.


 


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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	 	ATTORNEY-IN-FACT
	Title	 	Title


 


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Table 1 To


Purchase
Agreement No. PA-4077


Aircraft
Delivery, Description, Price and Advance Payments


 





	Airframe Model/MTOW:  	737-800	 	 	174,200
                                         pounds	 	 
	Engine Model/Thrust:	 CFM56-7B26	 	 	26,400
                                         pounds	 	 
	Airframe Price:	 	$	81,161,000	 	 
	Optional Features:	 	$	5,208,700	 	 
	Sub-Total of Airframe and Features:	 	$	86,369,700	 	 
	Engine Price (Per Aircraft):	 	$	0	 	 
	Aircraft Basic Price (Excluding
    BFE/SPE):	 	$	86,369,700	 	 
	Buyer Furnished Equipment (BFE) Estimate:	 	$	1,650,000	 	 
	Seller Purchased Equipment (SPE) Estimate:	 	$	1,550,000	 	 





 


***


 


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    PROPRIETARY	Page
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Table 1 To


Purchase
Agreement No. PA-4077 


Aircraft
Delivery, Description, Price and Advance Payments


  





	 	 	 	 	 	 	 	 	 	 	 	 	 
	Delivery	 	Number
    of	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Date	 	Aircraft	 	 	***	 	 	***	 	 	***	 	 	***	 	 	***	 	 	***	 
	Nov-2017	 	 	1	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Apr-2018	 	 	1	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Jun-2018	 	 	1	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Aug-2018	 	 	1	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Oct-2018	 	 	1	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	Dec-2018	 	 	1	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 	 	 	***	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Total:	 	 	20	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 



 


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AIRCRAFT
CONFIGURATION 


 


between 


 


THE BOEING
COMPANY 


 


and


 


China Eastern
Airlines Corporation Limited 


 


Exhibit A
to Purchase Agreement Number PA-4077


 


BOEING
PROPRIETARY


 




    	 



    	 



    

  


AIRCRAFT
CONFIGURATION 


 


relating
to


 


BOEING MODEL
737-800 AIRCRAFT


 


The Detail
Specification is Boeing document number D019A001CEA38P, dated as of August 20, 2012. The Detail Specification provides further
description of Customer’s configuration set forth in this Exhibit A. Such Detail Specification will incorporate the optional
features (Options) listed below, including the effects on Manufacturer's Empty Weight (MEW) and Operating Empty
Weight (OEW). As soon as practicable, Boeing will furnish to Customer copies of the Detail Specification, which copies
will reflect such Options. The Aircraft Basic Price reflects and includes all effects of such Options, except such Aircraft Basic
Price does not include the price effects of any Buyer Furnished Equipment or Seller Purchased Equipment.


 


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	CR	 	PA
                                         4077 Exhibit A 737-800 

        Title
	 
	***	 	***	 


 


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	CR	 	PA
                                         4077 Exhibit A 737-800 

        Title
	 
	***	 	***	 


 


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	CR	 	PA
                                         4077 Exhibit A 737-800 

        Title
	 
	***	 	***	 


 


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	CR	 	PA
                                         4077 Exhibit A 737-800 

        Title
	 
	***	 	***	 


 


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	CR	 	PA
                                         4077 Exhibit A 737-800 

        Title
	 
	***	 	***	 





 


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AIRCRAFT
DELIVERY REQUIREMENTS AND


 RESPONSIBILITIES


 


between


 


THE
BOEING COMPANY


 


and





 


China
Eastern Airlines Corporation Limited


 


Exhibit
B to Purchase Agreement Number PA-4077


 


BOEING
PROPRIETARY


 




    	 



    	 



    

  


AIRCRAFT
DELIVERY REQUIREMENTS AND RESPONSIBILITIES


 


relating
to 


 


BOEING
MODEL 737-800 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 *** 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 *** 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 *** 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 *** prior to delivery of each Aircraft of any documentation required
by the customs authorities or by any other agency of the country of import.


 


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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;



 


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		(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.



 





		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.


 


***


  





	Aircraft
    Model	 	***
	737	 	 




 


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.


 


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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.


 


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.


 


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ESCALATION
ADJUSTMENT


AIRFRAME
AND OPTIONAL FEATURES


 


between


 


THE
BOEING COMPANY


 


and


 


China
Eastern Airlines Corporation Limited


 


Supplemental
Exhibit AE1


to
Purchase Agreement Number PA-4077





 


BOEING
PROPRIETARY


 




    	 



    	 



    

  


ESCALATION
ADJUSTMENT


AIRFRAME
AND OPTIONAL FEATURES


 


relating
to


 


BOEING
MODEL 737-800 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 737-600, 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:


 


ECIb
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.


  


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BOEING
PROPRIETARY


 




    	 



    	 



    

 


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.



 


		(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.



 


	CEA-PA-4077-AE1	AE1 Page
4



 


BOEING
PROPRIETARY


 




    	 



    	 



    

  


BUYER
FURNISHED EQUIPMENT VARIABLES


 


between


 


THE
BOEING COMPANY


 


and


 


China
Eastern Airlines Corporation Limited


 


Supplemental
Exhibit BFE1


to
Purchase Agreement Number PA-4077


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


BUYER
FURNISHED EQUIPMENT VARIABLES


 


relating
to 


 


BOEING
MODEL 737-800 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	 	02/01/15
	 	 	 
	Galley Inserts	 	02/01/15
	 	 	 
	Seats (passenger)	 	12/01/14
	 	 	 
	Overhead & Audio System	 	06/01/15
	 	 	 
	In-Seat Video System	 	12/01/15
	 	 	 
	Miscellaneous Emergency Equipment	 	02/01/15
	 	 	 
	Cargo Handling Systems*	 	 
	 (Single Aisle Programs only)	 	06/01/15




 





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


 


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).


 


		2.	On-dock
                                         Dates and Other Information.



 


On
or before nine (9) months, 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:


 


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BOEING
PROPRIETARY


 




    	 



    	 



    

 





	Nominal
    Del 
Date	 	Aircraft
    
Qty	 	Seats	 	Galley/
    
Furnishings	 	Antennas
    & 
Mounting 
Equipment	 	Avionics	 	Cabin
    
Systems 
Equipment	 	Misc.
    
Emergency 
Equipment	 	Textiles
    / 
Raw 
Materials	 	Cargo
    
Systems	 	Provision
    
Kits	 	Radomes
	Feb 2016	 	1	 	12/15/15	 	12/08/15	 	10/15/15	 	12/08/15	 	12/08/15	 	12/08/15	 	08/31/15	 	11/20/15	 	07/29/15	 	11/05/15
	Apr 2016	 	1	 	02/23/16	 	02/16/16	 	12/18/15	 	02/16/16	 	02/16/16	 	02/16/16	 	11/02/15	 	02/02/16	 	09/30/15	 	01/18/16
	May 2016	 	1	 	03/23/16	 	03/16/16	 	01/26/16	 	03/16/16	 	03/16/16	 	03/16/16	 	12/03/15	 	03/02/16	 	10/29/15	 	02/16/16
	Sep 2016	 	1	 	07/25/16	 	07/18/16	 	05/25/16	 	07/18/16	 	07/18/16	 	07/18/16	 	04/11/16	 	07/01/16	 	03/09/16	 	06/16/16
	Oct 2016	 	1	 	08/23/16	 	08/16/16	 	06/24/16	 	08/16/16	 	08/16/16	 	08/16/16	 	05/10/16	 	08/02/16	 	04/07/16	 	07/18/16
	Nov 2016	 	1	 	09/22/16	 	09/15/16	 	07/26/16	 	09/15/16	 	09/15/16	 	09/15/16	 	06/09/16	 	08/31/16	 	05/06/16	 	08/16/16
	Dec 2016	 	1	 	10/21/16	 	10/14/16	 	08/24/16	 	10/14/16	 	10/14/16	 	10/14/16	 	07/11/16	 	09/30/16	 	06/07/16	 	09/15/16
	Mar 2017	 	1	 	01/20/17	 	01/13/17	 	11/15/16	 	01/13/17	 	01/13/17	 	01/13/17	 	09/30/16	 	12/22/16	 	08/29/16	 	12/07/16
	Apr 2017	 	1	 	02/22/17	 	02/15/17	 	12/19/16	 	02/15/17	 	02/15/17	 	02/15/17	 	11/02/16	 	02/01/17	 	09/30/16	 	01/17/17
	May 2017	 	1	 	03/22/17	 	03/15/17	 	01/24/17	 	03/15/17	 	03/15/17	 	03/15/17	 	12/01/16	 	03/01/17	 	10/28/16	 	02/14/17
	Jun 2017	 	1	 	04/21/17	 	04/14/17	 	02/23/17	 	04/14/17	 	04/14/17	 	04/14/17	 	01/10/17	 	03/31/17	 	11/30/16	 	03/16/17
	Jul 2017	 	1	 	05/23/17	 	05/16/17	 	03/27/17	 	05/16/17	 	05/16/17	 	05/16/17	 	02/09/17	 	05/02/17	 	01/09/17	 	04/17/17
	Aug 2017	 	1	 	06/21/17	 	06/14/17	 	04/24/17	 	06/14/17	 	06/14/17	 	06/14/17	 	03/09/17	 	05/31/17	 	02/06/17	 	05/15/17
	Sep 2017	 	1	 	07/25/17	 	07/18/17	 	05/25/17	 	07/18/17	 	07/18/17	 	07/18/17	 	04/11/17	 	07/03/17	 	03/09/17	 	06/16/17
	Nov 2017	 	1	 	09/22/17	 	09/15/17	 	07/26/17	 	09/15/17	 	09/15/17	 	09/15/17	 	06/09/17	 	08/31/17	 	05/08/17	 	08/16/17
	Apr 2018	 	1	 	02/21/18	 	02/14/18	 	12/18/17	 	02/14/18	 	02/14/18	 	02/14/18	 	10/31/17	 	01/31/18	 	09/28/17	 	01/16/18
	Jun 2018	 	1	 	04/24/18	 	04/17/18	 	02/26/18	 	04/17/18	 	04/17/18	 	04/17/18	 	01/11/18	 	04/03/18	 	12/01/17	 	03/19/18
	Aug 2018	 	1	 	06/22/18	 	06/15/18	 	04/26/18	 	06/15/18	 	06/15/18	 	06/15/18	 	03/13/18	 	06/01/18	 	02/08/18	 	05/17/18
	Oct 2018	 	1	 	08/22/18	 	08/15/18	 	06/26/18	 	08/15/18	 	08/15/18	 	08/15/18	 	05/11/18	 	08/01/18	 	04/10/18	 	07/17/18
	Dec 2018	 	1	 	10/24/18	 	10/17/18	 	08/28/18	 	10/17/18	 	10/17/18	 	10/17/18	 	07/13/18	 	10/03/18	 	06/12/18	 	09/18/18
	Total	 	20	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 








 


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PROPRIETARY


 




    	 



    	 



    

 





		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.boeing.com/companyoffices/doingbiz/supplier_portal/index_general.html


  


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BOEING
PROPRIETARY


 




    	 



    	 



    

  


CUSTOMER
SUPPORT VARIABLES


 


between


 


THE
BOEING COMPANY


 


and


 


CHINA
EASTERN AIRLINES CORPORATION LIMITED


 


Supplemental
Exhibit CS1


to
Purchase Agreement Number PA-4077


 


BOEING
PROPRIETARY


 




    	 



    	 



    



 


CUSTOMER SUPPORT VARIABLES


 


relating to


 


BOEING MODEL 737-800 AIRCRAFT


 


Customer
currently operates an aircraft of the same model as the Aircraft. Upon Customer’s request, Boeing will develop and schedule
a customized Customer Support Program to be furnished in support of the Aircraft. The customized program will be based upon and
equivalent to the entitlements summarized below.


 


1.          Planning
Assistance: Spares.


 


Boeing
will revise, as applicable, the customized Recommended Spares Parts List (RSPL) and Illustrated Parts Catalog (IPC).


 


2.          Technical
Data and Documents


 


Boeing will provide, as applicable, technical data and documents
provided with previously delivered aircraft.


 


	CEA-PA-4077-CS1	 	CS1 Page 1 
	BOEING
    PROPRIETARY


 




    	 



    	 



    

 


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-4077


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


ENGINE ESCALATION


ENGINE WARRANTY AND PATENT INDEMNITY


 


relating to


 


BOEING MODEL 737-800 AIRCRAFT


 


		1.	Engine Escalation.



 


No
separate engine escalation methodology is defined for the 737-600, -700, -800, -900 or -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 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 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 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 type Engine and
Products and furthermore warrants that such title is free and clear of all claims, liens and encumbrances of any nature whatsoever.


 


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.


 


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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 powered Aircraft.


 


2.3         Initial
Warranty. CFM warrants that CFM56-7 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.
	 	 	 
	 	(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.


 


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		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.


 


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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.


 


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.


 


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TABLE
1


CFM56
WARRANTY PARTS LIST


FLIGHT
HOURS


 


	 	Flight Hours
	 	2000	3000	4000	6000	8000	12000
	Fan Rotor/Booster	 	 	 	 	 	 
	Blades	 	X	 	 	 	 
	Disk, Drum	 	 	 	 	 	X
	Spinner	 	X	 	 	 	 
	Fan Frame	 	 	 	 	 	 
	Casing	 	 	 	 	X	 
	Hub & Struts	 	 	X	 	 	 
	Fairings	 	 	X	 	 	 
	Splitter (Mid Ring)	 	 	X	 	 	 
	Vanes	 	X	 	 	 	 
	Engine Mount	 	 	X	 	 	 
	No. 1 & No. 2 Bearing Support	 	 	 	 	 	 
	Bearings	 	 	X	 	 	 
	Shaft	 	 	 	 	 	X
	Support (Case)	 	 	X	 	 	 
	Inlet Gearbox & No. 3 Bearing	 	 	 	 	 	 
	Bearings	 	 	X	 	 	 
	Gear	 	 	X	 	 	 
	Case	 	 	X	 	 	 
	Compressor Rotor	 	 	 	 	 	 
	Blades	 	X	 	 	 	 
	Disk & Drums	 	 	 	 	 	X
	Shaft	 	 	 	 	 	X
	Compressor Stator	 	 	 	 	 	 
	Casing	 	 	 	 	X	 
	Shrouds	 	X	 	 	 	 
	Vanes	 	X	 	 	 	 
	Variable Stator Actuating Rings	 	X	 	 	 	 
	Combustor Diffuser Nozzle (CDN)	 	 	 	 	 	 
	Casings	 	X	 	 	 	 
	Combustor Liners	 	X	 	 	 	 
	Fuel Atomizer	 	X	 	 	 	 
	HPT Nozzle	 	X	 	 	 	 
	HPT Nozzle Support	 	 	X	 	 	 
	HPT Shroud	 	X	 	 	 	 
	HPT Rotor	 	 	 	 	 	 
	Blades	 	 	X	 	 	 
	Disks	 	 	 	 	 	X
	Shafts	 	 	 	 	 	X
	Retaining Ring	 	X	 	 	 	 
	LP Turbine	 	 	 	 	 	 






 


	CEA-PA-4077-EE1	 	EE1 Page 6 
	 	BOEING PROPRIETARY	 


 




    	 



    	 



    

 


TABLE
1


CFM56
WARRANTY PARTS LIST


FLIGHT
HOURS


 


	 	Flight Hours
	 	2000	3000	4000	6000	8000	12000
	Casing	 	 	 	X	 	 
	Vane Assemblies	 	X	 	 	 	 
	Interstage Seals	 	X	 	 	 	 
	Shrouds	 	X	 	 	 	 
	Disks	 	 	 	 	X	 
	Shaft	 	 	 	 	 	X
	Bearings	 	 	X	 	 	 
	Blades	 	X	 	 	 	 
	Turbine Frame	 	 	 	 	 	 
	Casing & Struts	 	 	 	X	 	 
	Hub	 	 	X	 	 	 
	Sump	 	 	X	 	 	 
	Accessory & Transfer Gearboxes	 	 	 	 	 	 
	Case	 	 	X	 	 	 
	Shafts	 	 	X	 	 	 
	Gears	 	 	X	 	 	 
	Bearings	 	 	X	 	 	 
	Air-Oil Seals	 	X	 	 	 	 
	Controls & Accessories	 	 	 	 	 	 
	Engine	X	 	 	 	 	 
	Condition Monitoring Equipment	X	 	 	 	 	 


 


	CEA-PA-4077-EE1	 	EE1 Page 7 
	 	BOEING PROPRIETARY	 


 




    	 



    	 



    

 


SERVICE
LIFE POLICY COMPONENTS


 


between


 


THE
BOEING COMPANY


 


and


 


CHINA
EASTERN AIRLINES CORPORATION LIMITED


 


Supplemental
Exhibit SLP1


to
Purchase Agreement Number PA-4077


 


 


BOEING
PROPRIETARY


 






    	 



    	 



    

 







 


SERVICE
LIFE POLICY COMPONENTS


 


relating
to


 


BOEING
MODEL 737-800 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-4077.


 


		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.



 


	CEA-PA-4077-SLP1	SLP1 Page 1 


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


		(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.



 


	CEA-PA-4077-SLP1	SLP1 Page 2 


 


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-4077-SLP1	SLP1 Page 3 


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 





	 	
        The
        Boeing Company

        P.O.
        Box 3707

        Seattle,
        WA 98124-2207

	 	 




 


CEA-PA-4077-LA-1302561


 


China
Eastern Airlines Corporation Limited


2550
Hongqiao Road


Shanghai
200335


People’s
Republic of China


 


		Subject:	Government Approval



 


		Reference:	Purchase Agreement No. PA-4077 (Purchase
Agreement) between The Boeing Company (Boeing)
and China Eastern Airlines Corporation Limited (Customer)
relating to Model 737-800 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-4077-LA-1302561

 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: 	 	 
	 	 	 
	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-1302561	 
	Government Approval	LA Page 3





 


BOEING PROPRIETARY


 




    	 



    	 



    

 


		
        The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207

	 	 


 


CEA-PA-4077-LA-1302562


 


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-4077 (Purchase
    Agreement) between The Boeing Company (Boeing) and China Eastern Airlines Corporation Limited (Customer) relating to Model 737-800 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:


 


Non-Excusable
Delay: Delay in delivery of any Aircraft beyond the last day of the delivery month (Scheduled
Delivery Month) established in the Purchase Agreement by any cause that is not an Excusable Delay pursuant to Article
7 of the AGTA and for which Customer is otherwise entitled to a remedy from Boeing pursuant to applicable law.


 


1.         Liquidated
Damages.


 


***


 


2.        Interest.


 


***


 


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.


 


CEA-PA-4077-LA-1302562


	Liquidated Damages Non-Excusable Delay	LA Page 2





BOEING
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-4077-LA-1302562


	Liquidated Damages Non-Excusable Delay	LA Page 3





 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


		
        The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207

	 	 


 


CEA-PA-4077-LA-1302564


 


China
Eastern Airlines Corporation Limited


2550
Hongqiao Road


Shanghai
200335


People’s
Republic of China


 


	Subject:	Aircraft Performance Guarantees
	 	 
	Reference:	Purchase Agreement No. PA-4077 (Purchase Agreement) between The Boeing Company (Boeing) and China Eastern Airlines Corporation Limited (Customer) relating to Model 737-800 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: 		 
	 	 	 
	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-1302564	 
	Performance Guarantees	LA Page 2


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


Attachment
to Letter Agreement


No.
CEA-PA-4077 LA-1302564


CFM56-7B26E
Engines


Page
3


 


MODEL
737-89P WITH WINGLETS PERFORMANCE GUARANTEES


 


FOR
CHINA EASTERN AIRLINES CORPORATION LIMITED


 


	SECTION	CONTENTS
	 	 
	1	AIRCRAFT MODEL APPLICABILITY
	 	 
	2	FLIGHT PERFORMANCE
	 	 
	3	MANUFACTURER’S EMPTY WEIGHT
	 	 
	4	AIRCRAFT CONFIGURATION
	 	 
	5	GUARANTEE CONDITIONS
	 	 
	6	GUARANTEE COMPLIANCE
	 	 
	7	EXCLUSIVE GUARANTEES


 


	CEA-PA-4077-LA-1302564	 
	Performance Guarantees	LA Page 3


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


Attachment
to Letter Agreement


No.
CEA-PA-4077 LA-1302564


CFM56-7B26E
Engines


Page
4


 


		1	AIRCRAFT
                                         MODEL APPLICABILITY



 


The
guarantees contained in this Attachment (the "Performance Guarantees") are applicable to the 737-89P Aircraft with winglets
and a maximum takeoff weight of 174,200 pounds, a maximum landing weight of 144,000 pounds, and a maximum zero fuel weight of 136,000
pounds, and equipped with Boeing furnished CFM56-7B26E 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 174,200 pounds, at a temperature of 30°C,
at a sea level altitude, with an alternate forward center of gravity limit of 15 percent of the mean aerodynamic chord, and using
maximum takeoff thrust, shall not be more than the following guarantee value:


 


	GUARANTEE:	7,950  Feet


 


		2.2	Landing



 


The
FAA approved landing field length at a gross weight of 144,000 pounds and at a sea level altitude, shall not be more than the following
guarantee value:


 


	GUARANTEE:	5,350  Feet


 


		2.3	Cruise
                                         Range



 


The
still air range at an initial cruise altitude of 36,000 feet on a standard day at 0.78 Mach number, starting at a gross weight
of 150,000 pounds and consuming 20,000 pounds of fuel, and using not more than maximum cruise thrust (except maximum climb thrust
may be used during a step climb) and using the conditions and operating rules defined below, shall not be less than the following
guarantee value:


 


	NOMINAL:	1,800	Nautical Miles
	TOLERANCE:	-35	Nautical Miles
	GUARANTEE:	1,765	Nautical Miles


 


Conditions
and operating rules:


 


A
step climb or multiple step climbs of 2,000 feet altitude may be used when beneficial to minimize fuel burn.


 


	CEA-PA-4077-LA-1302564	 
	Performance Guarantees	LA Page 4


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


Attachment
to Letter Agreement


No.
CEA-PA-4077 LA-1302564


CFM56-7B26E
Engines


Page
5


 


		3	MANUFACTURER'S
                                         EMPTY WEIGHT



 


The
Manufacturer's Empty Weight (MEW) is guaranteed not to exceed the value specified in the Customer’s Detail Specification
plus one percent.


 


		4	AIRCRAFT
                                         CONFIGURATION



 


		4.1	The guarantees contained in this Attachment are based on the Aircraft
configuration as defined in D019A001, Revision M, "Configuration Specification, Model 737-600, 737-700, 737-800, 737-900ER",
dated January 30, 2009, 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.



 


		4.2	The Manufacturer's Empty Weight guarantee of Section 3 will be adjusted
by Boeing for the following 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.


 


		5	GUARANTEE
                                         CONDITIONS



 


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



 


		5.2	The Federal Aviation Administration (FAA) regulations referred to
in this Attachment are, unless otherwise specified, the 737-800 Certification Basis regulations specified in the Type Certificate
Data Sheet A16WE, Revision 44, dated August 24, 2009.



 


		5.3	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 5.2, 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.



 


	CEA-PA-4077-LA-1302564	 
	Performance Guarantees	LA Page 5


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


Attachment
to Letter Agreement


No.
CEA-PA-4077 LA-1302564


CFM56-7B26E
Engines


Page
6


 


		5.4	The takeoff and landing guarantees are based on hard surface, level
and dry runways with no wind or obstacles, no clearway or stopway, 225 mph tires, with Category C 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.



 


		5.5	The cruise range guarantee includes allowances for normal power extraction
and engine bleed for normal operation of the air conditioning system. Normal electrical power extraction shall be defined as not
less than a 50 kilowatts total electrical load. Normal operation of the air conditioning system shall be defined as pack switches
in the "Auto" position, the temperature control switches in the "Auto" position that results in a nominal cabin
temperature of 75°F, and all air conditioning systems operating normally. This operation allows a maximum cabin pressure differential
of 8.35 pounds per square inch at higher altitudes, with a nominal Aircraft cabin ventilation rate of 3,300 cubic feet per minute
including passenger cabin recirculation (nominal recirculation is 47 percent). The APU is turned off unless otherwise specified.



 


		5.6	The cruise range guarantee is based on an Aircraft center of gravity
location of 26.2 percent of the mean aerodynamic chord.



 


		5.7	Performance, where applicable, is based on a fuel Lower Heating Value
(LHV) of 18,580 BTU per pound.



 


		6	GUARANTEE
                                         COMPLIANCE



 


		6.1	Compliance with the guarantees of Sections 2 and 3 shall be based
on the conditions specified in those sections, the Aircraft configuration of Section 4 and
the guarantee conditions of Section 5.



 


		6.2	Compliance with the takeoff and landing guarantees shall be based
on the FAA approved Airplane Flight Manual for the Model 737-800. 



 


	CEA-PA-4077-LA-1302564	 
	Performance Guarantees	LA Page 6


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


Attachment
to Letter Agreement No.


CEA-PA-4077
LA-1302564


CFM56-7B26E
Engines


Page
7


 


		6.3	Compliance with the takeoff guarantee shall be shown using an alternate
forward center of gravity limit of 15 percent of the mean aerodynamic chord.



 


		6.4	Compliance with the cruise range guarantee 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.



 


		6.5	Compliance with the Manufacturer's Empty Weight guarantee shall be
based on information in the "Weight and Balance Control and Loading Manual - Aircraft Report."



 


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



 


		6.7	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.



 


		7	EXCLUSIVE
                                         GUARANTEES



 


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


 


	CEA-PA-4077-LA-1302564	 
	Performance Guarantees	LA Page 7


 


BOEING
PROPRIETARY


 




    	 



    	 



    

 


		
        The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207

	 	 


 


CEA-PA-4077-LA-1302595


 


China
Eastern Airlines Corporation Limited


2550
Hongqiao Road


Shanghai
200335


People’s
Republic of China


 


***


 


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-4077-LA-1302596


 


China
Eastern Airlines Corporation Limited


2550
Hongqiao Road


Shanghai
200335


People’s
Republic of China


 


***


 


		2.	Shareholder
Approval.



 


***


 


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-4077-LA-1302596	 
	Shareholder Approval	LA Page 2


 


BOEING
PROPRIETARY


 




    	 



    	 



    



 


		
        The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207

	 	 


 


CEA-PA-4077-LA-1302601


 


China Eastern Airlines Corporation Limited


2550 Hongqiao Road


Shanghai 200335


People’s Republic of China


 


	Subject:	Payment Matters
	 	 
	Reference:	Purchase Agreement No. 4077 (Purchase Agreement) between The Boeing Company (Boeing) and China Eastern Airlines Corporation Limited (Customer) relating to Model 737-800 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.          Advance
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.


 


5.          Default
Interest.


 


***


 


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-4077-LA-1302601	LA Page 2 
	Payment Matters	 
	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-4077-LA-1302601	LA Page 3 
	Payment Matters	 
	BOEING PROPRIETARY


 




    	 



    	 



    

  


	


 




	
        The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207

	 	 


 


CEA-PA-4077-LA-1302559


 


China Eastern Airlines Corporation Limited


2550 Hongqiao Road


Shanghai 200335


People’s Republic of China


 


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


 


Customer may substitute the purchase of
Boeing Model 737-700 or 737-900 aircraft (Substitute Aircraft) in place of any Aircraft, subject to the following
terms and conditions:


 


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)         ***


 


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 within ten (10) business
days of Customer’s notice of intent indicating whether or not Boeing’s production capability will support the scheduled
delivery month.


 


BOEING PROPRIETARY


 




    	 



    	 



    

 


 


   


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 within ten (10) business days of Customer’s notice of intent, Boeing shall 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 3. below.


 


3.          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.


 


4.          Price
and Advance Payments.


 


4.1           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.
The escalation indices and methodology used to estimate the Advance Payment Base Price (APBP) will be adjusted to Boeing’s
and the engine manufacturer’s then-current provisions for such elements as of the date of execution of the definitive purchase
agreement for the Substitute Aircraft.


 


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.


 


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.


 


	CEA-PA-4077-LA-1302559	LA Page 2 
	Aircraft Model Substitution	 
	BOEING PROPRIETARY


 




    	 



    	 



    

 





 


  


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.


 


	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-1302559	LA Page 3
	Aircraft Model Substitution	 
	BOEING PROPRIETARY


 




    	 



    	 



    

 


 





	


 

	
        The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207

	 	 


 


CEA-PA-4077-LA-1302566


 


China Eastern Airlines Corporation Limited


2550 Hongqiao Road


Shanghai 200335


People’s Republic of China


 


	Subject:	Significant Aircraft Improvement
	 	 
	Reference:	Purchase Agreement No. PA-4077 (Purchase Agreement) between The Boeing Company (Boeing) and China Eastern Airlines Corporation Limited (Customer) relating to Model 737-800 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.          Significant
Improvement.


 


During the delivery stream of the Aircraft
Boeing may make, or cause to be made, improvements to the 737 aircraft. These changes may be in the form of a performance improvement
package or a transition of Aircraft to the re-engined 737 family of aircraft (Significant Improvement). Boeing may take
the following actions with regards to offering the Significant Improvement:


 


1.1           Boeing
will have the right to incorporate the Significant Improvement and update the Performance Guarantees for the affected Aircraft.


 


1.2           In
addition to Article 1.1, Boeing, after good faith discussions with Customer, may elect to revise the commercial terms of the Purchase
Agreement. Customer may elect not to accept the revised commercial terms and terminate the Purchase Agreement with respect to the
affected Aircraft delivering in 2016 or later subject to the notice period described in Article 2. If Customer does not accept
the revised commercial terms within thirty (30) days of the notice, or such time as may be mutually agreed upon, Boeing will have
the right to terminate the Purchase Agreement with respect to the affected Aircraft.


 


2.          Notice
and Purchase Agreement Amendment.


 


***


 


BOEING PROPRIETARY


 




    	 



    	 



    

 





 


  


2.1           If
Boeing provides Customer only notice of the option described in Article 1.1 above, then the notice will constitute an amendment
to the Purchase Agreement effective on the date of the notice.


 


2.2           If
Boeing provides Customer notice of the option described in Article 1.2, then the notice will include a proposed amendment to the
Purchase Agreement. In the event Boeing or Customer exercise its option to terminate the affected Aircraft in accordance with Article
1.2, then Boeing will amend the Purchase Agreement to reflect the termination of the affected Aircraft and return to Customer,
without interest, all advance payments paid by Customer for the terminated Aircraft.


 


3.          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.


 


4.          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-04077-LA-1302566	LA Page 2
	Significant Aircraft Improvement	 
	 	 
	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-04077-LA-1302566	LA Page 3
	Significant Aircraft Improvement	 
	BOEING PROPRIETARY


 




    	 



    	 



    

 





	




	
        The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207

	 	 


 


CEA-PA-4077-LA-1302568


 


China Eastern Airlines Corporation Limited


2550 Hongqiao Road


Shanghai 200335


People’s Republic of China


 


	Subject:	Special Matters
	 	 
	Reference:	Purchase Agreement No. PA-4077 (Purchase Agreement) between The Boeing Company (Boeing) and China Eastern Airlines Corporation Limited (Customer) relating to Model 737-800 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-4077-LA-1302568	LA Page 2
	Special Matters	 
	BOEING PROPRIETARY


 




    	 



    	 



    

 





 


 


***


 


5.          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.


 


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. 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-04077-LA-1302568	LA Page 3
	Special Matters	 
	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-04077-LA-1302568	LA Page 4
	Special Matters	 
	BOEING PROPRIETARY


 




    	 



    	 



    

 





	


 

	
        The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207

	 	 


 


CEA-PA-4077-LA-1302604


 


China Eastern Airlines Corporation Limited


2550 Hongqiao Road


Shanghai 200335


People’s Republic of China


 


	Subject:	Special Escalation Program
	 	 
	Reference:	Purchase Agreement No. 4077 (Purchase Agreement) between The Boeing Company (Boeing) and China Eastern Airlines Corporation Limited (Customer) relating to Model 737-800 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.          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 January 2016 through December 2018 (the Included Aircraft).


 


***


 


	BOEING PROPRIETARY


 




    	 



    	 



    

 





 


 


4.          Applicability
to Other Financial Consideration.


 


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 Included
Aircraft shall be calculated using the escalation methodology established in this Letter Agreement for such Included Aircraft notwithstanding
any other provisions of the Purchase Agreement to the contrary.


 


5.          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.


 


6.          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-4077-LA-1302604	LA Page 2
	Special Escalation Program	 
	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	 


  


Attachment


 


	CEA-PA-4077-LA-1302604	LA Page 3
	Special Escalation Program	 
	BOEING PROPRIETARY


 




    	 



    	 



    

 





 


 


Attachment to


CEA-PA-4077-LA-1302604


 


SPECIAL ESCALATION PROGRAM FACTORS


 


Included Aircraft with scheduled Delivery
Dates:


 


	Calendar Year	 	Jan	 	 	Feb	 	 	Mar	 	 	Apr	 	 	May	 	 	Jun	 	 	Jul	 	 	Aug	 	 	Sep	 	 	Oct	 	 	Nov	 	 	Dec	 
	2016	 	 	1.1280	 	 	 	1.1312	 	 	 	1.1344	 	 	 	1.1377	 	 	 	1.1410	 	 	 	1.1442	 	 	 	1.1475	 	 	 	1.1508	 	 	 	1.1541	 	 	 	1.1574	 	 	 	1.1608	 	 	 	1.1641	 
	2017	 	 	1.1674	 	 	 	1.1708	 	 	 	1.1741	 	 	 	1.1775	 	 	 	1.1809	 	 	 	1.1843	 	 	 	1.1877	 	 	 	1.1911	 	 	 	1.1945	 	 	 	1.1979	 	 	 	1.2014	 	 	 	1.2048	 
	2018	 	 	1.2083	 	 	 	1.2118	 	 	 	1.2152	 	 	 	1.2187	 	 	 	1.2222	 	 	 	1.2257	 	 	 	1.2293	 	 	 	1.2328	 	 	 	1.2363	 	 	 	1.2399	 	 	 	1.2434	 	 	 	1.2470	 



 


Note:


The Special Escalation Program Factors above
reflect an annual rate of escalation of 3.5% per year.


 


	CEA-PA-4077-LA-1302604	LA Page 4
	Special Escalation Program	 
	BOEING PROPRIETARY


 




    	 



    	 



    

 





	


 

	
        The Boeing Company

        P.O. Box 3707

        Seattle, WA 98124-2207

	 	 


 


CEA-PA-4077-LA-1303852


 


China Eastern Airlines Corporation Limited


2550 Hongqiao Road


Shanghai 200335


People’s Republic of China


 


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


 


***


 


BOEING PROPRIETARY


 




    	 



    	 



    

 





 


  





	Very truly yours,	 
	 	 
	THE BOEING COMPANY	 
	 	 	 
	By	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-1303852	LA Page 2
	Volume Agreement	 
	BOEING PROPRIETARY