Document

			
	

AMENDMENT No. 16 TO PURCHASE AGREEMENT COM0041-16






CERTAIN CONFIDENTIAL PORTIONS HAVE BEEN REDACTED FROM THIS EXHIBIT BECAUSE THEY ARE BOTH (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL. INFORMATION THAT HAS BEEN OMITTED HAD BEEN IDENTIFIED IN THIS DOCUMENT WITH A PLACEHOLDER IDENTIFIED BY THE MARK "[***]".


This Amendment No.16 [COM0280-21] (the "Amendment No.16") dated as of September 30, 2021 is between EMBRAER S.A., a corporation existing under the laws of Brazil, which address and principal place of business is at Avenida Brigadeiro Faria Lima, 2170, prédio F-100, Putim, in the city of São José dos Campos, State of São Paulo, Brazil (“Embraer”); YABORÃ INDÚSTRIA AERONÁUTICA S.A., a corporation existing under the laws of Brazil, with office at Avenida Brigadeiro Faria Lima, 2170, in the City of São José dos Campos, State of São Paulo, Brazil ("Embraer Commercial") and HORIZON AIR INDUSTRIES, INC. ("Buyer"), collectively referred to herein as the “Parties”, and constitutes an amendment and modification to Purchase Agreement COM0041-16 dated April 11th, 2016 as amended and assigned from time to time (the "Purchase Agreement").


Embraer and Embraer Commercial are referred collectively as “Seller”.


All capitalized terms not otherwise defined herein shall have the same meaning when used herein as provided in the Purchase Agreement and in case of any conflict between this Amendment No. 16 and the Purchase Agreement, this Amendment No. 16 shall control.


WHEREAS, the Parties have agreed to change the Option Aircraft Contractual Delivery Date in accordance with the delivery schedule contained in the Attachment “E” to this Amendment No. 16.


WHEREAS, as a consequence of the change on the Option Aircraft Contractual Delivery Date, Option Aircraft Group [***] has subsequently become Group [***] and the exercise date changed from [***] to [***].


NOW, THEREFORE, for good and valuable consideration, which is hereby acknowledged by the Parties, Seller and Buyer agree as follows:


1. OPTION AIRCRAFT


As a result of the changes above, Article 21.4 of the Purchase Agreement must be deleted and replaced as follows:


[***]
2. ATTACHMENT CHANGE
As a result of the changes referred to in this Amendment No. 16, Attachment E to the Purchase Agreement is hereby deleted and replaced in its entirety by Attachment E 
			
	COM0280-21                                         Page 1 of 3



Amendment No.16 to PA COM0041-16



			
	

AMENDMENT No. 16 TO PURCHASE AGREEMENT COM0041-16






to this Amendment No. 16, which shall be deemed to be Attachment E for all purposes under the Purchase Agreement.
3. REINSTATEMENT OF PURCHASE AGREEMENT
All other provisions and conditions of the referenced Purchase Agreement, as well as its related Attachments and Letter Agreement, which are not specifically modified by this Amendment No. 16 shall remain in full force and effect without any change.
4. COUNTERPARTS
This Amendment No. 16 may be signed by the Parties hereto in any number of separate counterparts with the same effect as if the signatures thereto and hereto were upon the same instrument and all of which when taken together shall constitute one and the same instrument. 
This Amendment No. 16 may be signed by facsimile with originals duly signed to follow by an internationally recognized courier.






[SIGNATURE PAGE FOLLOWS]
			
	COM0280-21                                         Page 2 of 3



Amendment No.16 to PA COM0041-16




			
	

AMENDMENT No. 16 TO PURCHASE AGREEMENT COM0041-16






IN WITNESS WHEREOF, Seller and Buyer, by their duly authorized officers, have entered into and executed this Amendment No. 16 to be effective as of the date first written above.




EMBRAER S.A.    HORIZON AIR INDUSTRIES, INC.
     




By: _______________________        By: ________________________


Name:                        Name: 


Title:                        Title:  






By:________________________             


Name:                            
Title:                        




Place: ______________________         Place: _____________________
                            




YABORÃ INDÚSTRIA
AERONÁUTICA S.A.     




By: _______________________        


Name:                        


Title:                         
     




By: _______________________        


Name:                
        
Title:        




Place: ______________________    
			
	COM0280-21                                         Page 3 of 3



Amendment No.16 to PA COM0041-16




			
	ATTACHMENT “E” 
AIRCRAFT DELIVERY SCHEDULE








1.Firm and Confirmed Option Aircraft Delivery Schedule (ref. Purchase Agreement, Article 5)




[***]














2.Option Aircraft Delivery Schedule (ref. Purchase Agreement,  Article 21)






[***]


			
	Attachment “E” to Purchase Agreement COM0041-16                                              Page 1 of 2
Amendment No 16 (COM0280-21)