Exhibit 10.3


 


CERTAIN IDENTIFIED
INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT

BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY

HARMFUL IF PUBLICLY DISCLOSED. OMITTED INFORMATION HAS BEEN 

REPLACED WITH ASTERISKS.


 


AMENDMENT NO. 1


 


TO THE A320 FAMILY
PURCHASE AGREEMENT


 


dated as of December
3, 2019


 


between


 


AIRBUS S.A.S.


 


and


 


UNITED AIRLINES,
INC.


 


This Amendment
No. 1 to the A320 Family Purchase Agreement, between Airbus S.A.S. and United Airlines, Inc. (this “Amendment No. 1”),
dated as of December 3, 2020,


 


WITNESSETH:


 


WHEREAS, the Buyer
and the Seller entered into the A320 Family Purchase Agreement, dated as of December 3, 2019, (as amended, supplemented or otherwise
modified, the “Agreement”); and


 


WHEREAS, the Buyer
and the Seller have agreed to amend certain terms of the Agreement as set forth herein;


 


NOW, THEREFORE, IT
IS AGREED AS FOLLOWS:


 


	1.	DEFINITIONS



 


	 	Capitalized terms used herein
    and not otherwise expressly defined in this Amendment No. 1 shall have the meanings assigned thereto in the Agreement. The terms
    “herein”, “hereof”, and “hereunder” and words of similar import refer to this Amendment No. 1.




 


	2.	DELIVERY
                                            SCHEDULE



 


	2.1	Pursuant
                                            to Clause 9.1.2 of the Agreement, the following Aircraft are *** as set forth below:



 


	Aircraft
    Rank	*** 	***  
	***	***	***


 






     


     


    

 


	2.2	Clause
                                            9.1.1 of the Agreement is amended and restated to read in its entirety as follows:



 


	 	“9.1.1       Except
    as otherwise provided in this Agreement, the Seller shall have the Aircraft Ready for Delivery at the Delivery Location as follows:




 


	AIRCRAFT	DELIVERY PERIOD




	***	***



 


The
calendar *** set forth opposite each Aircraft in the foregoing table shall be the scheduled delivery *** with respect to such Aircraft
(each, a Scheduled Delivery ***”).


 


The
Seller shall notify the Buyer of the delivery month (the “Scheduled Delivery ***”) for each Aircraft no later than
*** prior to the first day of the Scheduled Delivery *** for such Aircraft.”


 


	3.	***



 


	CT2009054
 – A320 Family Purchase Agreement – Amendment No. 1 – Execution Version PROPRIETARY AND CONFIDENTIAL
	AM1-2




 









     


     


    

 


4.                   EFFECT
OF THE AMENDMENT


 


The
Agreement will be deemed amended to the extent herein provided and, except as specifically amended hereby, will continue in full force
and effect in accordance with its original terms. This Amendment No. 1 supersedes any previous understandings, commitments, or representations
whatsoever, whether oral or written, related to the subject matter of this Amendment No. 1.


 


Both
parties agree that this Amendment No. 1 will constitute an integral, non-severable part of the Agreement, that the provisions of the
Agreement are hereby incorporated herein by reference, and that this Amendment No. 1 will be governed by the provisions of the Agreement,
except that if the Agreement and this Amendment No. 1 have specific provisions that are inconsistent, the specific provisions contained
in this Amendment No. 1 will govern.


 


	5.	ASSIGNMENT



 


This
Amendment No. 1 and the rights and obligations of the parties hereunder will be subject to the provisions of Clause 21 of the Agreement.


 


	CT2009054
 – A320 Family Purchase Agreement – Amendment No. 1 – Execution Version PROPRIETARY AND CONFIDENTIAL	AM1-3




 






     


     


    

 





	6.	CONFIDENTIALITY



 


This
Amendment No. 1 is subject to the terms and conditions of Clause 22.10 of the Agreement.


 


	7.	GOVERNING
                                            LAW



 


The
governing law of this Amendment no. 1 shall be as set forth in Clause 22.6 of the Agreement.


 


	8.	COUNTERPARTS



 


This
Amendment No. 1 may be executed by the parties hereto in separate counterparts, each of which when so executed and delivered will be
an original, but all such counterparts will together constitute one and the same instrument.


 


	CT2009054
 – A320 Family Purchase Agreement – Amendment No. 1 – Execution Version PROPRIETARY AND CONFIDENTIAL	AM1-4




 






     


     


    

 





IN WITNESS WHEREOF,
the Buyer and the Seller have caused this Amendment No. 1 to be executed and delivered by their respective officers thereunto duly authorized
as of the day and year first above written.


 


	UNITED
    AIRLINES, INC.	 	 
	 	 	 
	By:	/s/
    Gerald Laderman	 	
	 	Its:
    Executive Vice President and Chief Financial Officer	 	 
	 	 	 	 
	AIRBUS S.A.S.	 	 




 


	By:	/s/
    Benoît de Saint-Exupéry	 	Its: Senior Vice President, Contracts




 


	CT2009054 – A320 Family Purchase
    Agreement – Amendment No. 1 – Execution Version PROPRIETARY AND CONFIDENTIAL	AM1-5