EX-10.9.4



 Exhibit 10.9.4 
 SUPPLEMENTAL AGREEMENT NO. 4 
 to 

Purchase Agreement No. 3075 
 between 
 THE BOEING COMPANY 

and 

AEROVIAS DEL CONTINENTE AMERICANO S.A. AVIANCA 
 Relating to Boeing Model 787-859 Aircraft 
 THIS
SUPPLEMENTAL AGREEMENT, is entered into as of the 11th day
of January 2013, by and between THE BOEING COMPANY, a Delaware corporation with its principal offices in the City of Seattle, State of Washington, USA (Boeing), and Aerovias del Continente Americano S.A. AVIANCA, a company organized under the laws
of the country of Colombia (Buyer): 
 Recitals 
 1) Boeing and Buyer entered into Purchase Agreement No. 3075, dated 03 October 2006, as amended and supplemented (the Agreement) relating to the purchase and sale of fifteen (15) Boeing
Model 787-859 aircraft. 
 2) Buyer has requested and Boeing has agreed to defer the delivery of two aircraft that are currently scheduled to
deliver in the months of [*] 2014 to the months of [*] 2014 
 Agreement 
 The parties agree to amend the Agreement as follows: 
  

	1.	Table of Contents. 


Remove and replace, in its entirety, the Table of Contents, with a new Table of Contents (attached hereto) to reflect the incorporation of
this Supplemental Agreement No. 4 (SA-4) into the Purchase Agreement. 
  

	2.	Tables. 

 Remove and
replace Table 1-1 to Purchase Agreement No. 3075, Aircraft Delivery. Description. Price and Advance Payments, with the new Table I-I (attached hereto) to reflect the revised scheduled months of Aircraft delivery described in recital
number 2 above. 

  

			
	 PA3075
 SA-4
	  	AVI










 
 2
 
  

 The Purchase Agreement, Exhibits and Letter Agreements shall be deemed amended to the
extent herein provided and as so amended shall continue in full force and effect. In the event of any inconsistency between the above provisions and those provisions contained in the Purchase Agreement, the terms of this Supplemental Agreement will
govern and control. 
 EXECUTED IN DUPLICATE as of the day and year first above written. 

 

			
	THE BOEING COMPANY
		
	By	 	 [*]

		
	Its	 	 Attorney-In-Fact

	
	AEROVIAS DEL CONTINENTE AMERICANO S.A. AVIANCA
		
	By	 	 /s/ Elise

		
	Its	 	 Secretary



  

			
	 PA3075
 SA-4
	  	AVI










 
 3
 
  

 TABLE OF CONTENTS 

 

							
	 	 	 	  	SA
NUMBER	 
			
	 ARTICLES
	 		  			
			
	 1.
	 	 Quantity, Model and Description
	  			
			
	 2.
	 	 Delivery Schedule
	  			
			
	 3.
	 	 Price
	  			
			
	 4.
	 	 Payment
	  			
			
	 5.
	 	 Miscellaneous
	  			
		
	 TABLE
	  			
			
	 1-1..
	 	 Aircraft Information Table
	  	 	SA-4	  
	 1-2.
	 	 Aircraft Information Table
	  	 	SA-3	  
	 1-3
	 	 Aircraft Information Table
	  	 	SA-3	  
		
	 EXHIBIT
	  			
			
	 A.
	 	 Aircraft Configuration
	  			
			
	 B.
	 	 Aircraft Delivery Requirements and Responsibilities
	  			
		
	 SUPPLEMENTAL EXHIBITS
	  			
			
	 AEI.
	 	 Escalation Adjustment/Airframe and Optional Features
	  			
			
	 BFEI
	 	 Buyer Furnished Equipment Variables
	  	 	SA-3	  
			
	 CS1.
	 	 Buyer Support Document
	  			
			
	 EEI .
	 	 Engine Escalation/Engine Warranty and Patent Indemnity
	  	 	SA-2	  
			
	 SLP1.
	 	 Service Life Policy Components
	  			


  

			
	 PA3075
 SA-4
	  	AVI










 
 4
 
  


							
	 	 	 	  	SA
NUMBER	 
		
	 LETTER AGREEMENTS
	  			
			
	 3075-01
	 	 787 Open Configuration Matters
	  			
	 3075-02
	 	 787 Spare Parts Commitment
	  			
	 3075-03
	 	 787 Spare Parts Initial Provisioning
	  			
	 3075-04
	 	 Aircraft Model Substitution
	  			
	 3075-05
	 	 Demonstration Flight Waiver
	  			
	 3075-06
	 	 Schedule Reliability
	  			
	 3075-07
	 	 Spare Parts – Flight Crew Training
	  			
			
	 6-1162-DME-0895
	 	 AD Cost Materials
	  			
	 6-1162-DME-0896
	 	 Performance Guarantees and Attachments
	  	 	SA-2	  
	 6-1162-DME-0897
	 	 Alternate Engine Selection
	  	 	SA-2	  
	 6-1162-DME-0898
	 	 GEnx Performance Retention and Attachment
	  	 	SA-2	  
	 6-1162-DME-0899
	 	 Trent Performance Retention and Attachment
	  			
	 6-1162-DME-0900
	 	 Maintenance Cost Guarantees and Attachment
	  			
	 6-1162-DM E-0901R2
	 	 Advance Payment Matters and Attachments A & B
	  	 	SA-3	  
	 6-1162-DME-0902
	 	 Promotional Support
	  	 	SA-1	  
	 6-1162-DME-0903R2
	 	 Purchase Rights
	  	 	SA-3	  
	 6-1162-DME-0904
	 	 Special Matters
	  			
	 6-1162-DME-0905R1
	 	 Escalation [*]
	  	 	SA-3	  
	 [*]
	 		  			
	 [*]
	 		  			
	 6-1162-DME-0906R1
	 	 Customer Services Matters and Attachment
	  	 	SA-2	  
	 6-1162-DME-0907
	 	 AGTA Matters
	  			
	 [*]
	 		  			
	 6-1167-DME-1347
	 	 Additional Special Matters –[*]
	  	 	SA-3	  

 RECORD OF SUPPLEMENTAL AGREEMENTS 
  

									
	SA-1	 	—	  	28 March	  	2007	  	
	SA-2	 	—	  	21 November	  	2007	  	
	SA-3	 	—	  	2012	  	2012	  	
	SA-4	 	—	  		  		  	


  

			
	 PA3075
 SA-4
	  	AVI









 APPENDIX B 
 Supplemental Agreement No. SA-2 
 Table 1-1 to Purchase Agreement
No. 3075 
 Aircraft Delivery, Description, Price and Advance Payments 

 

							
	Airframe Model/MTOW:                787-8	  	[*]	 	Detail Specification:	 	787B1-1102-B (7/9/2007)
	Engine Model/Thrust:        TRENT[*]	  	[*]	 	Airframe Price Base Year/Escalation Formula:	 	[*]
	Airframe Price:	  	[*]	 	Engine Price Base Year/Escalation Formula:	 	[*]
	Optional Features:	  	[*]	 		 	
		  	  
	 		 	
	Sub-Total of Airframe and Features:	  	[*]	 	Airframe Escalation Data:	 	[*]
	Engine Price (Per Aircraft):	  	[*]	 	Base Year Index (ECI):	 	[*]
	Aircraft Basic Price (Excluding BFE/SPE):	  	[*]	 	Base Year Index (CPI):	 	[*]
		  	  
	 		 	
	Buyer Furnished Equipment (BFE) Estimate:	  	[*]	 	Engine Escalation Data:	 	[*]
	Seller Purchased Equipment (SPE) Estimate:	  	[*]	 	Base Year Index (ECI):	 	[*]
		  		 	Base Year Index (CPI):	 	[*]
	Refundable Deposit/Aircraft at Proposal Accept:	  	$150,000	 		 	

  

																											
	 Delivery Date
	  	Number of
Aircraft	  	Escalation
Factor
(Airframe)	 	Escalation
Factor
(Engine)	 	Escalation Estimate
Adv Payment Base
Price Per 
A/P	 	 	Advance Payment Per Aircraft (Amts. Due/Mos. Prior to 
Delivery):	 
	  	  	 	 	 	[*]	 	 	[*]	 	 	[*]	 	 	[*]	 
	 [*]
	  	I	  	[*]	 	[*]	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 
	 [*]
	  	1	  	[*]	 	[*]	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 
	 [*]
	  	I	  	[*]	 	[*]	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 
	 [*]
	  	I	  	[*]	 	[*]	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 
	 [*]
	  	I	  	[*]	 	[*]	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 
	 [*]    
	  	I	  	[*]	 	[*]	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 
	 [*]
	  	I	  	[*]	 	[*]	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 
	 [*]
	  	I	  	[*]	 	[*]	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 
	 [*]
	  	I	  	[*]	 	[*]	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 
	 [*]
	  	I	  	[*]	 	[*]	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 
	 [*]
	  	I	  	[*]	 	[*]	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 
		  	  
	  	  
	 	  
	 	  
	  
	 	 	  
	  
	 	 	  
	  
	 	 	  
	  
	 	 	  
	  
	 
	 Total:
	  	10	  	[*]	 	[*]	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 	 	 	[*	] 
		  	  
	  	  
	 	  
	 	  
	  
	 	 	  
	  
	 	 	  
	  
	 	 	  
	  
	 	 	  
	  
	 


  

					
		 	 Boeing Proprietary
	 	 SA-4
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