Amendment
N° 2


 


to
the


 


A320
Family Purchase Agreement


 


dated
December 30th, 2010


 


between


 


AIRBUS
S.A.S.


 


and


 


CHINA
EASTERN AIRLINES CORPORATION LTD


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 1/17


 




    	 



    	 



    

 


Amendment
N°2 - A320 - CES


 


This amendment
N°2 (the “Amendment N° 2”) to the A320 family purchase agreement dated December 10th, 2010
is made on the 23rd day of November 2012,


 


BETWEEN


 


AIRBUS
S.A.S., a société par actions simplifiée, created and existing under French law having its registered
office at 1 Rond-Point Maurice Bellonte, 31707 Blagnac-Cedex, France and registered with the Toulouse Registre du Commerce
under number RCS Toulouse 383 474 814


 


(hereinafter
referred to as the “Seller”), on the one part,


 


AND


 


CHINA
EASTERN AIRLINES CORPORATION, LIMITED, a company organised under the laws of the People’s Republic of China having its principal
place of business at Hongqiao International Airport, No. 2550 Hongqiao Road, Shanghai 200335, People’s republic of China,


 


(hereinafter
referred to as the the “Buyer”) of the other part.


 


Each individually
being hereinafter referred to as a “Party” and collectively as the “Parties”.


 


CHINA
EASTERN AVIATION IMPORT AND EXPORT CORPORATION, a company organised under the laws of the People’s Republic of China having
its principal place of business at Hongqiao International Airport, No. 2550 Hongqiao Road, Shanghai 200335, People’s republic of
China (the “Consenting Party”), whose roles are more fully described in the payment agreement dated as of even date between
the Parties and the Consenting Party, is not a Party to the Amendment No.2, but is acknowledging and witnessing its execution by
countersigning the last page.


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 2/17


 




    	 



    	 



    

 


WHEREAS


 


		A.	On June 15th, 2009, the Parties have entered into an aircraft general terms agreement (reference
CSC 0800.890, referred to as the “AGTA”).



 


		B.	On December 30th, 2010, the Parites
                                                          have signed an A320 family purchase agreement (reference CT10002329,
                                                          referred to as the “Purchase Agreement”), together
                                                          with the AGTA constitute an integral part. The Purchase Agreement covers
                                                          the purchase by the Buyer and the sale by the Seller of fifty (50) A320
                                                          family aircraft (the “First Batch Aircraft”).



 


		C.	On June 28th, 2012, the Parites have entered into an amendment N°1 (the “Amendment
N°1”) to modify certain terms and conditions of the Purchase Agreement to reflect the Buyer’s Propulsion System
selection.



 


For
the purpose of this Amendment N°2, the AGTA, the Purchase Agreement, and the Amendment N°1 shall hereinafter collectively
be referred to as the “Agreement”.


 


		D.	Subject to the terms and conditions
                                                          of this Amendment and of the Agreement, the Buyer wishes to purchase
                                                          and the Seller wishes to sell sixty (60) A320 family aircraft (the “Second
                                                          Batch Aircraft”). The First Batch Aircraft and the Second
                                                          Batch Aircraft shall all be deemed Aircraft for the purpose of
                                                          the Agreement.



 


NOW IT
IS HEREBY AGREED AS FOLLOWS:


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 3/17


 




    	 



    	 



    

 


		0.	DEFINITION



 


		0.1	Capitalised terms used herein and not otherwise expressly defined in this Amendment N°2 shall
have the meanings assigned thereto in the Agreement.



 


		0.2	In addition to the words and the terms elsewhere defined in this Amendment and / or the Agreement,
the initially capitalised words and terms used in this Amendment shall have the meaning set out below.



 


Ready
for Delivery means the time when the Technical Acceptance Process has been completed in accordance with Clause 8 of AGTA
and all technical conditions required for the issuance of the Export Airworthiness Certificate have been satisfied.


 


Standard
Specification means the A319 Standard Specification or the A320 Standard Specification or the A321 Standard Specification
as applicable.


 


US
Dollars or USD means United States Dollar(s)


 


With
respect to Second Batch Aircraft only:


 


A319
Standard Specification means the A319-100 standard specification document number J.000.01000 Issue 7, dated June 20, 2011
a copy of which has been annexed hereto in Appendix A-1, with the following design weights:


 


		MTOW:	64.0 tonnes



		MLW:	61.0 tonnes and



		MZFW:	57.0 tonnes



 


A320
Standard Specification means the A320-200 standard specification document number D.000.02000 Issue 8, dated June 20, 2011
a copy of which has been annexed hereto in Appendix A-1, with the following design weights:


 


		MTOW:	73.5 tonnes



		MLW:	64.5 tonnes and



MZFW:
61.0 tonnes


 


A321
Standard Specification means the A321-200 standard specification document number E.000.02000 Issue 5, dated June 20, 2011
a copy of which has been annexed hereto in Appendix A-1, with the following design weights:


 


		MTOW:	89 tonnes



		MLW:	75.5 tonnes and



MZFW:
71.5 tonnes


 


Base Delivery Condition
Year means 2012


 


Revision Service
Period is defined in Clause 6 hereof


 


PEP Revision Service
Period is defined in Clause 6 hereof


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 4/17


 




    	 



    	 



    

 


		1.	SCOPE



 


The
Seller shall sell and deliver and the Buyer shall buy and take delivery of sixty (60) Second Batch Aircraft, on the Delivery Date
at the Delivery Location upon the terms and conditions contained in this Amendment and the Agreement.


 


Unless
it has been modified pursuant to the terms of this Amendment, the type of each Second Batch Aircraft, A319 Aircraft or A320 Aircraft
or A321 Aircraft (the “Aircraft Type”) shall be as set out in Clause 4 of this Amendment.


 


		2.	AIRCRAFT SPECIFICATION



 


		2.1	The Second Batch Aircraft shall be manufactured in accordance with the Standard Specification annexed
hereto in Appendix A-1, as may already have been modified or varied prior to the date of this Amendment by the Specification Change
Notices listed in Appendix A-2 hereto.



 


		2.2	For Second Batch Aircraft only, Clause 2.2 of Purchase Agreement shall be deleted in their entirety
and replaced by the following quoted text:



 


QUOTE


 


		2.2	Propulsion Systems



 


		2.2.1	The Airframe shall be equipped
                                                                 with a set of either two (2) engines manufactured by CFM INTERNATIONAL
                                                                 (“CFM”) or two (2) engines manufactured by
                                                                 INTERNATIONAL AERO ENGINES (“IAE”) as follows:



 


	 	 	CFM	 	IAE
	 	 	 	 	 
	A319 Aircraft	 	CFM56-5B5/3 (22,000 lb) or

CFM56-5B6/3 (23,500 lb) or

CFM56-5B7/3 (27,000 lb)	 	IAE V2522-A5 (22,000 lb) or

IAE V2524-A5 (23,500 lb) or

IAE V2527M-A5 (26,500 lb)
	 	 	 	 	 
	A320 Aircraft	 	CFM56-5B4/3 (27,000 lb) or

CFM56-5B5/3 (22,000 lb) or

CFM56-5B6/3 (23,500 lb)	 	IAE V2527-A5 (26,500 lb) or

IAE V2527E-A5 (26,500 lb)
	 	 	 	 	 
	A321 Aircraft	 	CFM56-5B1/3 (30,000 lb) or

CFM56-5B2/3 (31,000 lb) or

CFM56-5B3/3 (33,000 lb)	 	IAE V2530-A5 (30,000 lb) or

IAE V2533-A5 (33,000 lb)


 


		2.2.2	Upon selection by the Buyer, any set of two (2) engines, shall be referred to respectively as the
“A319 Propulsion Systems”, “A320 Propulsion Systems”, and “A321 Propulsion Systems”.



 


		2.2.3	The A319 Propulsion Systems, the A320 Propulsion Systems and the A321 Propulsion Systems being
referred to herein collectively as the “Propulsion Systems”.



 


		2.2.4	The Buyer shall notify the Seller in writing of its selection of Propulsion Systems type for the
Second Batch Aircraft by no later than fifteen (15) months prior to the Scheduled Delivery Month of the first Second Batch Aircraft
based on the Aircraft delivery schedule set forth in Clause 4 of Amendment N° 2. Such selection shall be incorporated in the
applicable Specification by signature of a Specification Change Notice. If the Buyer does not select its Propulsion Systems type
as agreed herein, in addition to its other rights, the Seller will have the right to defer the Scheduled Delivery Months of any
or all of the Second Batch Aircraft.



 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 5/17


 




    	 



    	 



    

 


UNQUOTE


 


		2.3	Clause 2.1 of Purchase Agreement shall be supplemented with the following
quoted text:



 


QUOTE


 


		2.1.4	The Seller is considering turning
                                                                 certain items, which are currently BFE in the Specification,
                                                                 into SFE and the parties agree that such BFE items shall be excluded
                                                                 from the provisions of Clause 2.2.2.1.2 and 2.2.2.2 of the AGTA
                                                                 and, should they become SFE, shall furthermore be chargeable
                                                                 to Buyer.



 


UNQUOTE


 


		3	BASE
                                                                           PRICES



 


		3.1	AIRFRAME
                                                           BASE PRICE



 


		3.1.1	For Second Batch Aircraft only, Clause 3.1 of Purchase Agreement shall be deleted in its entirety
and replaced by the following quoted text:



 


QUOTE


 


		3.1	Airframe
Base Price



 


		3.1.1	The
Airframe Base Price of an Aircraft is the sum of:



 


		(i)	the base price of the Airframe as defined in the Standard Specification (excluding Buyer Furnished
Equipment), including nacelles and thrust reversers, which is:



 


***


 


		(ii)	the base price of the Sharklets, which is:



 


***


 


		(iii)	the budgetary sum of the base prices of SCNs, which is:



 


***


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 6/17


 




    	 



    	 



    

 


		3.1.2	The
Airframe Base Price has been established in accordance with the average economic conditions prevailing in *** (the “Base
Period”). The Airframe Base Price is subject to revision in accordance with the Airframe
Price Revision Formula up to and including the Delivery Date as set forth in Appendix B.



 


UNQUOTE


 


		3.1.2	Airframe Price Revision Formula



 


		3.1.2.1	For Second Batch Aircraft only, Clause 1.2 of Appendix B to the Purchase Agreement shall be deleted in its entirety and replaced
by the following quoted text.



 


QUOTE


 


		1.2	BASE PERIOD



 


The
Airframe Base Price has been established in accordance with the average economic conditions prevailing in *** as defined by “ECIb”
and “ICb” index values indicated hereafter.


 


UNQUOTE


 


		3.1.2.2	For Second Batch Aircraft only, Clause 1.4 of Appendix B to the Purchase Agreement shall be deleted in its entirety and replaced
by the following quoted text.



 


QUOTE


 


		1.4	REVISION FORMULA



 


***


  


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 7/17


 




    	 



    	 



    

 


UNQUOTE


 


		3.2	PROPULSION SYSTEMS BASE PRICE



 


		3.2.1	For Second Batch Aircraft only, Clause 3.2 of Purchase Agreement shall be deleted in its entirety and replaced by the following
quoted text:



 


QUOTE


 


		3.2	Propulsion Systems Base Price



		3.2.1	The base prices of a set of two (2) CFM Propulsion Systems are



 


	CFM56-5B5/3:	 	***	 	for A319 or A320 Aircraft
	CFM56-5B6/3:	 	***	 	for A319 or A320 Aircraft
	CFM56-5B7/3:	 	***	 	for A319 Aircraft
	CFM56-5B4/3:	 	***	 	for A320 Aircraft
	CFM56-5B1/3:	 	***	 	for A321 Aircraft
	CFM56-5B2/3:	 	***	 	for A321 Aircraft
	CFM56-5B3/3:	 	***	 	for A321 Aircraft


 


Such
CFM International Propulsion Systems Base Prices have been established in accordance with the delivery conditions prevailing for
a theoretical delivery in January 2012 and have been calculated from the Propulsion Systems Reference Prices, as set forth in Appendix
C-1, and shall be subject to revision up to the Aircraft Delivery Date in accordance with the CFM INTERNATIONAL Price Revision
Formula set out in Appendix C-1 (the “CFM Price Revision Formula”).


 


		3.2.2	The base prices of a set of two (2) IAE Propulsion Systems are:



 


	IAE V2522-A5:	 	***	 	for A319 Aircraft
	IAE V2524-A5:	 	***	 	for A319 Aircraft
	IAE V2527M-A5:	 	***	 	for A319 Aircraft
	IAE V2527-A5:	 	***	 	for A320 Aircraft
	IAE V2527E-A5:	 	***	 	for A320 Aircraft
	IAE V2530-A5:	 	***	 	for A321 Aircraft
	IAE V2533-A5:	 	***	 	for A321 Aircraft


 


Such
IAE Propulsion Systems Base Prices have been established in accordance with the economic conditions prevailing for a theoretical
delivery in January 2012 and have been calculated from the Propulsion Systems Reference Prices, as set forth in Appendix C-2, and
shall be subject to revision up to the Aircraft delivery date in accordance with IAE INTERNATIONAL Price Revison Formula set forth
in Appendix C-2 (the “IAE Price Revision Formula”).


  


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 8/17


 




    	 



    	 



    

 


UNQUOTE


 


		3.2.2	Clause 1.1 of Appendix C-1 to the Purchase Agreement shall be deleted in its entirety and replaced
by the following quoted text:



 


QUOTE


 


		1.1	REFERENCE
                                                               PRICE OF THE PROPULSION SYSTEMS



 


The
Reference Prices of a set of two (2) CFM INTERNATIONAL Engines are:


 


***


 


This
Reference Prices are subject to adjustment for changes in economic conditions as measured by data obtained from the US Department
of Labor, Bureau of Labor Statistics and in accordance with the provisions of sub-Clauses 4 and 5 hereof.


  


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 9/17


 




    	 



    	 



    

  


UNQUOTE


 


		3.2.3	Clause 1.1 of Appendix C-2 to the Purchase Agreement shall be deleted in its entirety and replaced
by the following quoted text:



 


QUOTE


 


		1.1	REFERENCE PRICE OF THE ENGINES



 


The
Reference Prices of a set of two (2) INTERNATIONAL AERO ENGINES Engines are:


 


***


 


This
Reference Price is subject to adjustment for changes in economic conditions as measured by data obtained from the US Department
of Labor, Bureau of Labor Statistics, and in accordance with the provisions hereof.


  


UNQUOTE


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 10/17


 




    	 



    	 



    

 





 


		4	DELIVERY SCHEDULE



 


		4.1	Clause 4 of the Purchase Agreement shall be supplemented by the following quoted text:



 


QUOTE


 


Subject to Clauses
2, 7, 8, 10 and 18 of AGTA, the Seller shall have the Second Batch Aircraft Ready for Delivery at the Delivery Location within
the following delivery quarters:


 


	Aircraft Rank	 	Scheduled Delivery Quarter	 	Aircraft Type
	 	 	 	 	 
	Aircraft N°51	 	***	 	A319 Aircraft
	Aircraft N°52	 	***	 	A319 Aircraft
	Aircraft N°53	 	***	 	A319 Aircraft
	Aircraft N°54	 	***	 	A320 Aircraft
	Aircraft N°55	 	***	 	A320 Aircraft
	Aircraft N°56	 	***	 	A320 Aircraft
	Aircraft N°57	 	***	 	A320 Aircraft
	Aircraft N°58	 	***	 	A320 Aircraft
	Aircraft N°59	 	***	 	A319 Aircraft
	Aircraft N°60	 	***	 	A319 Aircraft
	 	 	 	 	 
	Aircraft N°61	 	***	 	A319 Aircraft
	Aircraft N°62	 	***	 	A319 Aircraft
	Aircraft N°63	 	***	 	A319 Aircraft
	Aircraft N°64	 	***	 	A319 Aircraft
	Aircraft N°65	 	***	 	A319 Aircraft
	Aircraft N°66	 	***	 	A320 Aircraft
	Aircraft N°67	 	***	 	A320 Aircraft
	Aircraft N°68	 	***	 	A321 Aircraft
	Aircraft N°69	 	***	 	A321 Aircraft
	Aircraft N°70	 	***	 	A321 Aircraft
	Aircraft N°71	 	***	 	A321 Aircraft
	Aircraft N°72	 	***	 	A321 Aircraft
	Aircraft N°73	 	***	 	A321 Aircraft
	Aircraft N°74	 	***	 	A321 Aircraft
	Aircraft N°75	 	***	 	A321 Aircraft
	 	 	 	 	 
	Aircraft N°76	 	***	 	A319 Aircraft
	Aircraft N°77	 	***	 	A319 Aircraft
	Aircraft N°78	 	***	 	A321 Aircraft
	Aircraft N°79	 	***	 	A321 Aircraft
	Aircraft N°80	 	***	 	A321 Aircraft
	 	 	 	 	 
	Aircraft N°81	 	***	 	A320 Aircraft
	Aircraft N°82	 	***	 	A321 Aircraft
	 	 	 	 	 
	Aircraft N°83	 	***	 	A320 Aircraft
	Aircraft N°84	 	***	 	A321 Aircraft
	Aircraft N°85	 	***	 	A320 Aircraft
	Aircraft N°86	 	***	 	A321 Aircraft
	 	 	 	 	 
	Aircraft N°87	 	***	 	A320 Aircraft


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 11/17


 




    	 



    	 



    

 


	Aircraft N°88	 	***	 	A321 Aircraft
	 	 	 	 	 
	Aircraft N°89	 	***	 	A320 Aircraft
	Aircraft N°90	 	***	 	A321 Aircraft
	Aircraft N°91	 	***	 	A321 Aircraft
	Aircraft N°92	 	***	 	A321 Aircraft
	Aircraft N°93	 	***	 	A321 Aircraft
	Aircraft N°94	 	***	 	A321 Aircraft
	Aircraft N°95	 	***	 	A321 Aircraft
	 	 	 	 	 
	Aircraft N°96	 	***	 	A320 Aircraft
	Aircraft N°97	 	***	 	A320 Aircraft
	Aircraft N°98	 	***	 	A321 Aircraft
	Aircraft N°99	 	***	 	A321 Aircraft
	 	 	 	 	 
	Aircraft N°100	 	***	 	A320 Aircraft
	 	 	 	 	 
	Aircraft N°101	 	***	 	A320 Aircraft
	Aircraft N°102	 	***	 	A321 Aircraft
	Aircraft N°103	 	***	 	A321 Aircraft
	Aircraft N°104	 	***	 	A321 Aircraft
	 	 	 	 	 
	Aircraft N°105	 	***	 	A321 Aircraft
	Aircraft N°106	 	***	 	A321 Aircraft
	Aircraft N°107	 	***	 	A321 Aircraft
	 	 	 	 	 
	Aircraft N°108	 	***	 	A321 Aircraft
	 	 	 	 	 
	Aircraft N°109	 	***	 	A321 Aircraft
	Aircraft N°110	 	***	 	A321 Aircraft


 


UNQUOTE


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 12/17


 


 




    	 



    	 



    

 





 


		5	SELLER REPRESENTATIVES



 


For
Second Batch Aircraft, pursuant to Clause 15 of the AGTA, the Seller Representative allocation provided to the Buyer is defined
hereunder.


 


		5.1	The Seller shall provide to the Buyer *** per Second Batch Aircraft up to a maximum of *** of
                                                           Seller Representative services at the Buyer’s main base or at other locations to be mutually agreed.



 


		5.2	For the sake of clarification, such Seller Representatives’ services shall include ***



 


		5.3	The number of the Seller Representatives assigned to the Buyer at any one time shall be mutually
agreed, but shall at no time exceed ***



 


		6	TECHNICAL DATA



 


Pursuant
to Clause 14 of the AGTA and Clause 7 of the Purchase Agreement, Technical Data shall be supplied in accordance with Exhibit G
of the Purchase Agreement on a free of charge basis from the delivery of the first Second Batch Aircraft under this Amendment
N°2 until *** after the delivery of the last Second Batch Aircraft as per the original schedule set forth in Clause 4 (the
“Revision Service Period”).


 


Pursuant
to Clause 14 of the AGTA and Clause 7 of the Purchase Agreement, the license to use the Performance Engineer Program (“PEP”)
and the revision service shall be provided on a free of charge basis from the delivery of the first Second Batch Aircraft under
this Amendment N°2 until *** after the delivery of the last Second Batch Aircraft as per the original schedule set forth in
Clause 4 (the “PEP Revision Service Period”).


 


For
the avoidance of doubt, the Revision Service Period for the Technical Data under Clause 7 of the Purchase Agreement dated *** cember 30th, 2010, shall remain applicable to the Aircraft for a period of ***


 


		7	MISCELLANEOUS



 


		7.1	The Parties hereby agree that this Amendment No.2 shall enter into full force and effect from the
date mentioned hereabove.



 


		7.2	Except as otherwise provided by the terms and conditions hereof, this Amendment No.2 contains the
entire agreement of the Parties with respect to the subject matter hereof and supersedes all other prior understandings, commitments,
agreements, representations and negotiations whatsoever, oral and written, and may not be varied except by an instrument in writing
of even date herewith or subsequent hereto executed by the duly authorised representatives of both Parties.



 


		7.3	In the event of any inconsistency between the terms and conditions of the Agreement and those of
the present Amendment No.2, the latter shall prevail to the extent of such inconsistency, whereas the part not concerned by such
inconsistency shall remain in full force and effect.



 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 13/17


 




    	 



    	 



    

 


		7.4	The Parties agree that this Amendment No. 2, upon execution hereof, shall constitute an integral
and non-severable part of the Agreement and shall be governed by all of its provisions, as such provisions have been specifically
amended pursuant to this Amendment No.2. Except as otherwise expressly modified herein, all other terms and conditions of the Agreement
shall continue to be in full force and effect.



 


		7.5	This Amendment No.2 may be executed by the Parties hereto in separate counterparts, each of which
when so signed and delivered will be an original, but all such counterparts will together constitute but one and the same instrument.



 


		7.6	This Amendment No.2 is governed by and shall be construed in accordance with the laws of England.



 


Any
dispute arising out of or in connection with this Amendment No.2 shall be finally settled under the Rules of Arbitration of the
International Chamber of Commerce by three (3) arbitrators one appointed by the Buyer, one appointed by the Seller and the third
one determined pursuant to the selection procedure set forth in such rules. Arbitration shall take place in Paris in the English
language.


 


		7.7	Contracts (Rights of Third Parties) Act 1999



 


The
Parties do not intend that any term of this Amendment No.2 shall be enforceable solely by virtue of the Contracts (Rights of Third
Parties) Act 1999 by any person who is not a party to this Amendment No.2.


 


The
Parties may rescind, vary, waive, release, assign, novate or otherwise dispose of all or any of their respective rights or obligations
under this Amendment No.2 without the consent of any person who is not a party to this Amendment No.2.


 


		8	ASSIGNMENT



 


Notwithstanding
any other provision of Amendment No.2 or the Agreement, this Amendment No.2 and the rights and obligations of the Buyer herein
shall not be assigned or transferred in any manner, and any attempted assignment or transfer in contravention of the provisions
of this Clause shall be void and of no force or effect.


 


		9	CONFIDENTIALITY



 


The Parties agree that
the terms and conditions of Clause 22.12 of the AGTA shall apply mutatis mutandis to this Amendment.


 


		10	COUNTERPARTS



 


This
Amendment has been executed in three (3) original copies which are in English and may be executed in counterparts, each of which
when so executed and delivered shall be an original, but all such counterparts shall together constitute one and the same Amendment.


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 14/17


 




    	 



    	 



    

 


IN WITNESS WHEREOF, this Amendment No.2 was entered into the
day and year above written.


 


	Agreed and Accepted	 	Agreed and Accepted
	 	 	 
	For and on behalf of	 	For and on behalf of
	 	 	 
	CHINA EASTERN AIRLINES

    CORPORATION LIMITED	 	AIRBUS S.A.S.
	 	 	 
	Signature:  		 	Signature:  	/s/ John LEAHY
	 	 	 	 	 
	Name:	 	 	Name:	John LEAHY
	 	 	 	 	 
	Title:	 	 	Title: 	COO-CUSTOMERS
	 	 	 	 	 
	Date: 	23/11/2012	 	 	 


 


 


	Witnessed and acknowledged	 	 	 
	 	 	 	 
	For and on behalf of	 	 	 
	 	 	 	 
	CHINA EASTERN AVIATION	 	 	 
	IMPORT AND EXPORT CORPORATION	 	 	 
	 	 	 	 	 
	Signature:  		 	 	 
	 	 	 	 	 
	Name:	 	 	 	 
	 	 	 	 	 
	Title:	 	 	 	 


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 15/17


 




    	 



    	 



    

 


Appendix
A -1 to Amendment N° 2


 


STANDARD
SPECIFICATIONS


 


A319-100 standard specification
document number J.000.01000 Issue 7, dated June 20, 2011;


 


A320-200 standard specification
document number D.000.02000 Issue 8, dated June 20, 2011; and


 


A321-200 standard specification
document number E.000.02000 Issue 5, dated June 20, 2011


 


are attached
in a seperate folder.


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 16/17


 




    	 



    	 



    

 


Appendix
A-2 to Amendment N° 2


 


List of IRREVOCABLE SCNs for
Second Batch Aircraft


 


	These options shall be irrevocably part of the Second Batch Aircraft Specification	 	A319-100	 	A320-200	 	A321-200	 
	
        ATA

        chapter
	 	TITLE	 	USD

d.c. 01/2012	 	USD

d.c. 01/2012	 	USD

d.c. 01/2012	 
	 	 	 	 	 	 	 	 	 	 
	57	 	Installation of Sharklets	 	***	 	***	 	***	 
	 	 	 	 	 	 	 	 	 	 
	TOTAL OF IRREVOCABLE SCNS - USD DC01/2012 PER AIRCRAFT	 	***	 	***	 	***	 


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT10002329 August 2012	Page 17/17


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 1


 


CHINA
EASTERN AIRLINES CORPORATION LIMITED


Hongqiao
International Airport,


No. 2550
Hongqiao Road,


Shanghai
200335,


People’s
Republic of China


 


Subject:
Applicability of Letters Agreements & Purchase Incentives


 


China Eastern
Airlines Corp. Ltd., (the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft
general terms agreement (“AGTA”) on June 15th, 2009, an A320 family purchase agreement (the “Purchase
Agreement”) on December 30th, 2010, and an amendment No.1 to the Purchase Agreement (the “Amendment
No.1”) on June 28th, 2012, hereinafter collectively referred to as the “Agreement”. The
Buyer and the Seller have entered on even date herewith into an amendment No.2 to the Agreement (the “Amendment No.2”),
which cover the manufacture and the sale by the Seller and the purchase by the Buyer of the Second Batch Aircraft as described
in the Amendment No. 2.


 


Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have the meanings assigned thereto in the Amendment
No.2 and the Agreement


 


Both parties
agree that this Letter Agreement, upon execution thereof, shall constitute an integral, nonseverable part of said Amendment No.
2 and shall be governed by all its provisions, as such provisions have been specifically amended pursuant to this Letter Agreement.


 


If there
is any inconsistency between the Amendment No. 2 and/or the Agreement and this Letter Agreement, the latter shall prevail to the
extent of such inconsistency.


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.1	Private & Confidential
	CT10002329 August 2012	 	Page 1/11


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 1


 


		1	Applicability of Letter Agreements of the Purchase Agreement



 


		1.1	The following Letter Agreements of the Purchase Agreement shall apply to Second Batch Aircraft:



 


Letter Agreement No.3,
Price Adjustment Limitation


Letter Agreement No.5,
Conversion Rights


Letter Agreement No.6,
Miscellaneous Issues


Letter Agreement No.7,
Customer Support


Letter Agreement
No.9, Fuel Tank Inertinq System


 


		1.3	The following Letter Agreements of the Purchase Agreement shall
                                                           not  apply to Second Batch Aircraft:



 


Letter Agreement No.1,
Purchase Incentives


Letter Agreement No.2,
Predelivery Payments


Letter Agreement No.4A,
A319-100 Performance Guarantees


Letter Agreement No.4B,
A320-200 Performance Guarantees


Letter Agreement No.4C,
A321-200 Performance Guarantees


Letter Agreement No.8,
Approval


 


		1.4	Amendment to Letter Agreement No.3



 


		1.4.1	The first paragraph of Clause 1 of Letter Agreement No.3 to the Purchase Agreement shall be deleted
in its entirety and replace by the following quoted text:



 


QUOTE


 


The
following limitations shall apply to the Airframe Price Revision Formula set forth in Appendix B to the Purchase Agreement for
Aircraft deliveries that occur prior to December 31st, 2017:


 


UNQUOTE


 


		1.4.2	The last paragraph of Clause 1 of Letter Agreement No.3 to the Purchase Agreement shall be deleted
in its entirety and replace by the following quoted text:



 


QUOTE


 


The
Buyer will bear the full effect of the Airframe Price Revision Formula set forth in Appendix B for all Aircraft delivered after
December 31st, 2017.


 


UNQUOTE


 


		1.5	Amendment to Letter Agreement No.5



 


		1.5.1	For Second Batch Aircraft only, the first paragraph of Clause 1 of Letter Agreement No.5 to the
Purchase Agreement shall be deleted in its entirety and replace by the following quoted text:



 


QUOTE


 


In
order to provide the Buyer with flexibility to meet its future fleet requirements, the Seller grants to the Buyer the right to
convert (the “Conversion Right”) the Aircraft which are scheduled for Delivery in 2015 or later, into A321 model aircraft
(the “Converted A321 Aircraft”), or A320 model aircraft (the “Converted A320 Aircraft”) on a one (1) to one
(1) basis. The Converted A320 Aircraft, and the Converted A321 Aircraft are collectively referred to herein as the “Converted
Aircraft”.


  


UNQUOTE


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.1	Private & Confidential
	CT10002329 August 2012	 	Page 2/11


 




    	 



    	 



    

  


LETTER
AGREEMENT N° 1


 


 


		1.6	Applicability of Letter Agreement No.7 and Training Allowances



 


		1.6.1	Clause 1 and Clause 4 of the Letter Agreement No.7 to the Purchase Agreement shall apply to the
Second Batch Aircraft.



 


		1.6.2	Clause 2 and 3 of Letter Agreement No 7 to the Purchase Agreement define quantities of training
granted for the fleet of First Batch Aircraft. With respect to the fleet of Second Batch Aircraft, the Seller shall grant to the
Buyer an additional training allowance for the same total quantities as defined under Clause 2 and Clause 3 of the Letter Agreement
No.7 of the Purchase Agreement, pursuant to Clauses 1 and 2 of Appendix A to Clause 16 of the AGTA.



 


		1.6.3	In consideration of the Buyer’s firm order of sixty (60) Second Batch Aircraft, in addition to
the quantities of training described in Letter Agreement No. 7 to the Purchase Agreement and granted under clause 1.6.2 above,
the Seller shall provide the Buyer with *** maintenance training free of charge for the Buyer’s personnel and AMIC maintenance
instructor training free of charge for up to *** pursuant to Clauses 1 and 2 of Appendix A to Clause 16 of the AGIA.



 


		2	Applicability
                                                         of Side Letters of the Purchase Agreement



 


Side
Letters Nos. 1, 2, 3, 4, 5 and 6 to the Purchase Agreement shall not apply to Second Batch Aircraft.


 


		3	Purchase
                                                         Incentives for Second Batch Aircraft



 


		3.1.	Base
                                                            Credit Memorandum



 


The
Seller shall grant to the Buyer, at Delivery of each Second Batch Aircraft, a base credit memorandum (the “Base Credit Memorandum”)
in an amount of:


 


***


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.1	Private & Confidential
	CT10002329 August 2012	 	Page 3/11


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 1


 


		3.2.	Airline
                                                                                Volume Credit Memorandum



 


The
Seller shall grant to the Buyer, at Delivery of each Second Batch Aircraft, an airline volume credit memorandum (the “Airline
Volume Credit Memorandum”) in an amount of:


 


***


 


***


 


		3.3	Customer
                                                           Support Credit Memorandum



 


		3.3.1	The Seller shall grant to the Buyer, at Delivery of each Second Batch Aircraft, a customer support
credit memorandum (the “Customer Support Credit Memorandum”) in an amount of:



 


***


 


		3.3.2	The Seller shall grant to the Buyer, at Delivery of each Second Batch Aircraft, an additional customer
support credit memorandum (the “Additional Customer Support Credit Memorandum”) in an amount of:



 


***


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.1	Private & Confidential
	CT10002329 August 2012	 	Page 4/11


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 1


 


		3.4.	Communication
                                                            Credit Memorandum



 


The
Seller shall grant to the Buyer, at Delivery of each Second Batch Aircraft, a communication credit memorandum (the “Communication
Credit Memorandum”) in an amount of:


 


***


 


		3.5.	Safety
                                                            Credit Memorandum



 


The
Seller shall grant to the Buyer, at Delivery of each Second Batch Aircraft, a safety credit memorandum (the “Safety Credit
Memorandum”) in a fixed amount of:


 


***


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.1	Private & Confidential
	CT10002329 August 2012	 	Page 5/11


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 1


 


		3.6.	Special
                                                                              Volume Credit Memorandum



 


The
Seller shall grant to the Buyer, at Delivery of each Second Batch Aircraft, a special volume credit memorandum (the “Special
Volume Credit Memorandum”) in an amount of:


 


***


 


***


 


		3.7.	Exceptional
                                                            Credit Memorandum



 


The
Seller shall grant to the Buyer, at Delivery of each Second Batch Aircraft, an Exceptional Credit Memorandum in an amount of:


 


***


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.1	Private & Confidential
	CT10002329 August 2012	 	Page 6/11


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 1


 


		3.8.	Strategic Partner Credit Memorandum



 


The
Seller shall grant to the Buyer, at Delivery of each Second Batch A321 Aircraft, an additional credit memorandum (the “Strategic
Partner Credit Memorandum”) in an amount of:


 


***


 


		3.9.	Revision of the Credit Memoranda



 


The
Base Credit Memorandum, the Airline Volume Credit Memorandum, the Customer Support Credit Memorandum, the Additional Customer Support
Credit Memorandum, the Communication Credit Memorandum, the Special Volume Credit Memorandum, the Exceptional Credit Memorandum
and the Strategic Partner Credit Memorandum are expressed in January 2012 delivery conditions and shall be subject to revision
up to the Aircraft Delivery Date in accordance with (i) the Airframe Price Revision formula set forth in Appendix B to the Purchase
Agreement amended by Clause 3.1.2 of the Amendment No.2 and (ii) any limitation thereto.


 


		3.10	Exceptional Price Stabilization Credit Memorandum



 


The
Seller shall grant to the Buyer, at Delivery of each Second Batch Aircraft, a credit memorandum (the “Exceptional Price
Stabilization Credit Memorandum”) in an amount of:


 


***


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.1	Private & Confidential
	CT10002329 August 2012	 	Page 7/11


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 1


 


		3.11	Sharklets Credit Memorandum



 


The
Seller shall grant to the Buyer, at Delivery of each Second Batch Aircraft for which an SCN for the installation of Sharklets has
been executed by the parties, and for which no other Sharklet credit memorandum is to be applied, a credit memorandum (the “Sharklets
Credit Memorandum”) in an amount of:


 


***


 


		3.12	Additional Airframe Credit Memorandum



 


In
consideration of the Buyer selecting Sharklets for all sixty (60) Second Batch Aircraft, the Seller shall grant to the Buyer,
at Delivery of each Second Batch Aircraft, a credit memorandum (the “Additional Airframe Credit Memorandum”)
in an amount of:


 


***


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.1	Private & Confidential
	CT10002329 August 2012	 	Page 8/11


 








    	 



    	 



    

 











LETTER
AGREEMENT N° 1


 


		4	Delivery Schedule Flexibility



 


		4.1	The
                                                           Buyer shall have the option to postpone the Delivery Periods for Aircraft
                                                           No. 69, 70, 71, 72 & 73 (the “Flex-Schedule Aircraft”)
                                                           set forth in Clause 4, as amended by Amendment No. 2 to the Purchase
                                                           Agreement, to the following delivery positions (the “New Schedule
                                                           Delivery Periods”) by written notice sent to the Seller no
                                                           later than 14th December 2012:-



 


	Aircraft N°69	***	A321 Aircraft
	Aircraft N°70	***	A321 Aircraft
	Aircraft N°71	***	A321 Aircraft
	Aircraft N°72	***	A321 Aircraft
	Aircraft N°73	***	A321 Aircraft


 


In
the event that the Seller receives such notice from the Buyer *** then the Schedule Delivery Periods set forth in Clause 4 of
the Purchase Agreement for the Flex-Schedule Aircraft shall thereby be irrevocably amended to the New Schedule Delivery
Periods, and shall henceforth be considered as the original Schedule Delivery Months for such Aircraft.


 


		4.2	The
                                                           parties acknowledge that the Buyer is required by Chinese regulations
                                                           to obtain approval (the “Government Approval”) for
                                                           the purchase of all the Aircraft under the Agreement from the relevant
                                                           Government entities. Upon the written request of the Buyer acting reasonably,
                                                           the Seller shall use reasonable endeavours to assist the Buyer in obtaining
                                                           such approvals as early as possible. The Buyer shall provide written
                                                           evidence of the Government Approval within *** of reception, identifying
                                                           which Aircraft are irrevocably approved (the “Approved Aircraft”).



 


		4.2	***



 


		5	Final Price for Non-Excusable Delay



 


The
Final Price of an Aircraft subject to a Non-Excusable Delay as defined in clause 11.1 of
the AGTA shall be calculated as if the Aircraft had been delivered in the Scheduled Delivery Month.


 


		6	Assignment



 


Notwithstanding
any other provision of this Letter Agreement, the Amendment No.2 or the Agreement, this Letter Agreement and the rights and obligations
of the Buyer herein shall not be assigned or transferred in any manner, and any attempted assignment or transfer in contravention
of the provisions of this Clause shall be void and of no force or effect.


 


		7	Confidentiality



 


This
Letter Agreement (and its existence) or any data exchanged between the Buyer and the Seller for the fulfillment of their respective
obligations under this Letter Agreement shall be treated by both Parties as confidential and shall not be released in whole or
in part to any third party except as may be required by law, or to auditors, legal or tax advisors for the purpose of implementation
hereof.


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.1	Private & Confidential
	CT10002329 August 2012	 	Page 9/11


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 1


 


In particular,
both Parties agree:


		-	not to make any press release concerning
the whole or any part of the contents and/or subject matter of this Letter Agreement without the prior written consent of the other
Party hereto.






		-	that any and all terms and conditions
of the transaction contemplated in this Letter Agreement are strictly personal and exclusive to the Buyer, (the “Personal
Information”). The Buyer therefore agrees to enter into consultations with the Seller reasonably in advance of any required
disclosure of Personal Information to financial institutions, including operating lessors, investment banks and their agents or
other relevant institutions for aircraft sale and leaseback or any other Aircraft or Predelivery Payment financing purposes (the
“Receiving Party”).



 


Without
prejudice to the foregoing, any disclosure of Personal Information to a Receiving Party shall be subject to written agreement between
the Buyer and the Seller, including in particular, but not limited to:


 


(i)
the contact details of the Receiving Party,


(ii)
the extent of the Personal Information subject to disclosure,


(iii)
the Aircraft pricing to be provided to the Receiving Party.


 


Furthermore,
the Buyer shall use its best efforts to limit the disclosure of the contents of this Letter Agreement, the Amendment No.2, the
Agreement and/or any Purchase Agreement to the extent legally permissible in any filing required to be made by the Buyer with any
governmental or regulatory agency.


 


The Buyer
agrees that prior to any such disclosure or filing, the Seller and the Buyer shall jointly review and agree on the terms and conditions
of the document to be filed or disclosed.


 


The
provisions of this Clause shall survive any termination of this Letter Agreement for a period of *** after t the date of
Delivery of the last Aircraft to be delivered under the Amendment No.2.


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.1	Private & Confidential
	CT10002329 August 2012	 	Page 10/11


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 1


 


If the foregoing correctly
sets forth our understanding, please execute three (3) originals in the space provided below and return one (1) original of this
Letter Agreement to the Seller.


 


	Agreed and Accepted	 	Agreed and Accepted
	 	 	 
	For and on behalf of 	 	For and on behalf of
	 	 	 
	CHINA EASTERN AIRLINES	 	AIRBUS S.A.S.
	 	 	 	 
	CORPORATION LIMITED	 	 	 
	 	 	 	 
	Signature: 		 	Signature: 	/s/ John LEAHY
	 	 	 	 	 
	Name:	 	 	Name:	John LEAHY
	 	 	 	 	 
	Title:	 	 	Title:	COO - CUSTOMERS
	 	 	 	 	 
	Date: 	23/11/2012	 	 	 


  


	Witnessed and acknowledged,	 	 	 
	 	 	 	 
	
        CHINA EASTERN AVIATION

        IMPORT AND EXPORT CORPORATION
	 	 	 
	 	 	 	 
	Signature: 		 	 	 
	 	 	 	 	 
	Name:	 	 	 	 
	 	 	 	 	 
	Title:	 	 	 	 


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.1	Private & Confidential
	CT10002329 August 2012	 	Page 11/11


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 2


 


CHINA
EASTERN AIRLINES CORPORATION LIMITED


Hongqiao
International Airport,


No.
2550 Hongqiao Road,


Shanghai
200335,


People’s
Republic of China


 


Subject:
Predeliverv Payments


 


China
Eastern Airlines Corp. Ltd., (the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered
into an aircraft general terms agreement (“AGTA’’) on June 15th, 2009, an A320 family purchase
agreement (the “Purchase Agreement”) on December 30th, 2010, and an amendment No.1 to the Purchase
Agreement (the “Amendment No.1”) on June 28th, 2012, hereinafter collectively referred to as the
“Agreement”. The Buyer and the Seller have entered on even date herewith into an amendment No.2 to the Agreement
(the “Amendment No.2”), which cover the manufacture and the sale by the Seller and the purchase by the Buyer
of the Second Batch Aircraft as described in the Amendment No. 2.


 


Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have the meanings assigned thereto in the Amendment
No.2 and the Agreement


 


Both
parties agree that this Letter Agreement, upon execution thereof, shall constitute an integral, nonseverable part of said Amendment
No. 2 and shall be governed by all its provisions, as such provisions have been specifically amended pursuant to this Letter Agreement.


 


If
there is any inconsistency between the Amendment No. 2 and/or the Agreement and this Letter Agreement, the latter shall prevail
to the extent of such inconsistency.


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.2	Private & Confidential
	CT10002329 August 2012	 	Page 1/5


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 2


 


		1	Predelivery
                                                         payments



 


With
respect only to the Second Batch Aircraft that the Buyer wishes to purchase and the Seller wishes to sell pursuant to the terms
of the Amendment No.2, sub-Clauses 5.3.1 and 5.3.2 of the AGTA
shall be considered void and replaced in their entirety by the following text between the words “QUOTE” and “UNQUOTE”:


 


QUOTE


 


5.3.1       The
Buyer shall pay Predelivery Payments to the Seller calculated on the predelivery payment reference price of each Aircraft. The
predelivery payment reference price is determined by the following formula:


 


***


 


5.3.2.1     Such
Predelivery Payments shall be made in accordance with the following schedule:


 


	 	 	PERCENTAGE OF PREDELIVERY
		 	PAYMENT REFERENCE
	DUE DATE OF PAYMENTS		PRICE
	 	 	 
	***	 	***


 


In
the event of the above schedule resulting in any Predelivery Payment falling due prior to the date of signature of the Amendment
No.2, such Predelivery Payments shall be made upon signature of the Amendment No.2.


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.2	Private & Confidential
	CT10002329 August 2012	 	Page 2/5


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 2


 


Each
of the Predelivery Payments is due on the first Business Day of the month that such payment is due (the “Payment Date”).
However, if the Payment Date falls more than four (4) calendar days after the first day the month, the payment will be due on the
last Business Day of the preceding month.


 


UNQUOTE


 


		2	First
                                                         Predelivery Payment



 


***


 


		3	Assignment



 


Notwithstanding
any other provision of this Letter Agreement, the Amendment No.2 or the Agreement, this Letter Agreement and the rights and obligations
of the Buyer herein shall not be assigned or transferred in any manner, and any attempted assignment or transfer in contravention
of the provisions of this Clause shall be void and of no force or effect.


 


		4	Confidentiality



 


This
Letter Agreement (and its existence) shall be treated by both parties as confidential and shall not be released (or revealed) in
whole or in part to any third party without the prior written consent of the other party. In particular, each party agrees not
to make any press release concerning the whole or any part of the contents and/or subject matter hereof or of any future addendum
hereto without the prior written consent of the other party.


 


This
Letter Agreement (and its existence) or any data exchanged between the Buyer and the Seller for the fulfillment of their respective
obligations under this Letter Agreement shall be treated by both Parties as confidential and shall not be released in whole or
in part to any third party except as may be required by law, or to auditors, legal or tax advisors for the purpose of implementation
hereof.


 


In
particular, both Parties agree:


		-	not to make any press release concerning
the whole or any part of the contents and/or subject matter of this Letter Agreement without the prior written consent of the other
Party hereto.



		-	that any and all terms and conditions
of the transaction contemplated in this Letter Agreement are strictly personal and exclusive to the Buyer, (the “Personal
Information”). The Buyer therefore agrees to enter into consultations with the Seller reasonably in advance of any required
disclosure of Personal Information to financial institutions, including operating lessors, investment banks and their agents or
other relevant institutions for aircraft sale and leaseback or any other Aircraft or Predelivery Payment financing purposes (the
“Receiving Party”).



 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.2	Private & Confidential
	CT10002329 August 2012	 	Page 3/5


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 2


 


Without
prejudice to the foregoing, any disclosure of Personal Information to a Receiving Party shall be subject to written agreement between
the Buyer and the Seller, including in particular, but not limited to:


 


(i) the
contact details of the Receiving Party,


(ii) the
extent of the Personal Information subject to disclosure,


(iii) the
Aircraft pricing to be provided to the Receiving Party.


 


Furthermore,
the Buyer shall use its best efforts to limit the disclosure of the contents of this Letter Agreement, the Amendment No.2, the
Agreement and/or any Purchase Agreement to the extent legally permissible in any filing required to be made by the Buyer with any
governmental or regulatory agency.


 


The
Buyer agrees that prior to any such disclosure or filing, the Seller and the Buyer shall jointly review and agree on the terms
and conditions of the document to be filed or disclosed.


 


The
provisions of this Clause shall survive any termination of this Letter Agreement for a period of *** after t the date of Delivery
of the last Aircraft to be delivered under the Amendment No.2.


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.2	Private & Confidential
	CT10002329 August 2012	 	Page 4/5


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 2


 


If the foregoing correctly
sets forth our understanding, please execute three (3) originals in the space provided below and return one (1) original of this
Letter Agreement to the Seller.


 


	Agreed and Accepted	 	Agreed and Accepted
	 	 	 
	For and on behalf of 	 	For and on behalf of 
	 	 	 
	CHINA EASTERN AIRLINES	 	AIRBUS S.A.S.
	 	 	 	 
	CORPORATION LIMITED	 	 	 
	 	 	 	 
	Signature:  		 	Signature: 	/s/ John LEAHY
	 	 	 	 	 
	Name:	 	 	Name:	John LEAHY
	 	 	 	 	 
	Title:	 	 	Title:	COO - CUSTOMERS
	 	 	 	 	 
	Date: 	23/11/2012	 	 	 


 


	Witnessed and acknowledged,	 	 	 
	 	 	 	 
	
        CHINA EASTERN AVIATION

        IMPORT AND EXPORT CORPORATION
	 	 	 
	 	 	 	 
	Signature: 		 	 	 
	 	 	 	 	 
	Name:	 	 	 	 
	 	 	 	 	 
	Title:	 	 	 	 


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	LA No.2	Private & Confidential
	CT10002329 August 2012	 	Page 5/5


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - A


 


CHINA
EASTERN AIRLINES CORPORATION LIMITED


Hongqiao
International Airport,


No.
2550 Hongqiao Road,


Shanghai
200335,


People’s
Republic of China


 


Subject:  A319-100 PERFORMANCE GUARANTEES


 


China
Eastern Airlines Corp. Ltd., (the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered
into an aircraft general terms agreement (“AGTA”) on June 15th, 2009, an A320 family purchase agreement
(the “Purchase Agreement”) on December 30th, 2010, and an amendment No.1 to the Purchase Agreement
(the “Amendment No.1”) on June 28th, 2012, hereinafter collectively referred to as the “Agreement”.
The Buyer and the Seller have entered on even date herewith into an amendment No.2 to the Agreement (the “Amendment No.2”),
together with the Agreement cover the manufacture and the sale by the Seller and the purchase by the Buyer of the A319 Aircraft
as described in the Specification annexed to the Agreement and/or the Amendment No.2.


 


Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have the meanings assigned thereto in the Amendment
No.2 and the Agreement


 


Both
parties agree that this Letter Agreement, upon execution thereof, shall constitute an integral, nonseverable part of said Amendment
No. 2 and shall be governed by all its provisions, as such provisions have been specifically amended pursuant to this Letter Agreement.


 


If
there is any inconsistency between the Amendment No. 2 and/or the Agreement and this Letter Agreement, the latter shall prevail
to the extent of such inconsistency.


 


	CES - A320
    – AM2 to 2010 A320 PA	LA No.3-A
    A319 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 1/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - A


 


		1	AIRCRAFT CONFIGURATION



 


The
guarantees defined below (the “Guarantees”) are applicable to the A319-100 Aircraft as described in the Standard Specification
Ref. J 000 01000 Issue 7 dated 20th June 2011 as amended by Specification Change Notices (“SCN’s”) for installation
of following engines:


 


		a)	CFM56-5B5/3 propulsion system



		b)	IAE V2522-A5 propulsion system



 


without
taking into account any further changes thereto as provided in the Agreement and/or in the Amendment No.2 (the “Specification”
for the purposes of this Letter Agreement).


 


		2	GUARANTEED PERFORMANCE



 


		2.1	Take-off Field Length



 


The
JAR take-off field length at an Aircraft gross weight of 64,000 kg at the start of Take-Off Distance Available (TODA) at Sea Level
pressure altitude in ISA+15°C conditions shall not be more than a guaranteed value of:


 





	 	a)	for CFM:	***
	 	b)	for IAE:	***


 


		2.2	Second Segment Climb



 


The
Aircraft shall meet JAR 25 regulations for one engine inoperative climb after take-off, undercarriage retracted, at a weight corresponding
to the stated weight at the start of Take-Off Distance Available (TODA), at the altitude and temperature, and in the configuration
of flap angle and safety speed required to comply with the performance guaranteed in paragraph 2.1 above.


 


		2.3	Landing Field Length



 


JAR
certified dry landing field length at an Aircraft gross weight of 61,000 kg at Sea Level pressure altitude shall be not more than
a guaranteed value of:


 


		a)	for CFM: 	***



		b)	for IAE: 	***



 


		2.4	Cruise Specific Air Range



 


The
average nautical miles per kilogram of fuel (average SAR) at a true Mach number of 0.78 in ISA+15 conditions under the Weight and
Altitude conditions given below:


 


	 	Gross Weight (kg)	Pressure Altitude (ft)	 
	 	 	 	 
	 	***	***	 


 


shall
be not less than a guaranteed value of:


 


		a)	for CFM: 	***



		b)	for IAE: 	***



 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-A
    A319 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 2/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - A


 


		3	MANUFACTURER’S WEIGHT EMPTY



 


The
Seller guarantees a Manufacturer’s Weights Empty as below:


 


	A319-100 CFM56-5B5/3	***
	A319-100 V2522-A5	***


 


This
is the Manufacturer’s Weights Empty of the Aircraft as defined in Section 13- 10.00.00
of the Standard Specifications amended by the SCN’s defined in paragraph 1 of this Letter Agreement and are subject to adjustment
as defined in paragraph 6.2.


 


		4	GUARANTEE CONDITIONS



 


		4.1	The performance certification requirements
for the Aircraft, except where otherwise noted, will be as stated in Section 02 of the Standard Specification.



 


		4.2	For the determination of JAR take-off
and landing performance a hard dry level runway surface with no runway strength limitations, no line-up allowances, no obstacles,
zero wind, atmosphere according to ISA, except as otherwise noted, and the use of speed brakes, flaps, landing gear and engines
in the conditions liable to provide the best results will be assumed.



 


		4.2.1	When establishing take-off and second
segment performance no air will be bled from the engines for cabin air conditioning or anti-icing.



 


		4.3	Climb, cruise and descent performance
associated with the Guarantees will include allowances for normal electrical load and for normal engine air bleed and power extraction
associated with maximum cabin differential pressure as defined in Section 21-30.31 of the Specification. Cabin air conditioning
management during performance demonstration as described in Subparagraph 5.3 below may be such as to optimize the Aircraft performance
while meeting the minimum air conditioning requirements defined above. Unless otherwise stated no air will be bled from the engines
for anti-icing.



 


		4.4	The engines will be operated using not
more than the engine manufacturer’s maximum recommended outputs for take-off, maximum go-round, maximum continuous, maximum climb
and cruise for normal operation.



 


		4.5	Where applicable the Guarantees assume
the use of an approved fuel having a density of
6.70 lb per US gallon and a lower heating value of 18,590 BTU per lb. Cruise performance assume a centre of gravity position of
25% MAC.



 


		5	GUARANTEE COMPLIANCE



 


		5.1	Compliance with the Guarantees shall
                                                                             be demonstrated using operating procedures and limitations in accordance with those defined by the certifying Airworthiness
                                                                             Authority and by the Seller unless otherwise stated.



 


		5.2	Compliance with the take-off, second
                                                                             segment and landing elements of the Guarantees will be demonstrated with reference to the JAA approved Flight
                                                                             Manual.



 


		5.3	Compliance
with those parts of the Guarantees defined in paragraph 2 above not covered by the requirements of the certifying Airworthiness
Authority shall be demonstrated by calculation based on data obtained during flight tests conducted on one (or more, at the Seller’s
discretion) A319-100 aircraft of the same aerodynamic configuration as the Aircraft purchased by the Buyer and incorporated in
the In-Flight Performance Program and data bases (“the IFP”) appropriate to the Aircraft.



 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-A
    A319 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 3/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - A


 


		5.4	Compliance with the Manufacturer’s Weight
Empty guarantees defined in Paragraph 3 shall be demonstrated with reference to a Weight Compliance Report.



 


		5.5	Data derived from tests will be adjusted
as required using conventional methods of correction, interpolation or extrapolation in accordance with established aeronautical
practices to show compliance with the Guarantees.



 


		5.6	Compliance with the Guarantees is not
contingent on engine performance defined in the engine manufacturer’s specification.



 


		5.7	The Seller undertakes to furnish the Buyer
with a report or reports demonstrating compliance with the Guarantees at, or as soon as possible after, the delivery of each of
the Buyer’s Aircraft.



 


		6	ADJUSTMENT OF GUARANTEES



 


		6.1	In the event of any change to any law,
governmental regulation or requirement or interpretation thereof (“Rule Change”) by any governmental agency made subsequent
to the date of the Agreement and such rule change affects the Aircraft configuration or performance or both required to obtain
certification the Guarantees shall be appropriately modified to reflect the effect of any such change.



 


		6.2	The Guarantees apply to the Aircraft as
described in paragraph 1 of this Letter Agreement and may be adjusted in the event of:



 


		i)	Any further configuration change which
is the subject of a SCN



		ii)	Variation in actual weights of items defined
in Section 13-10 of the Standard Specification



		iii)	Changes required to obtain certification
that cause modifications to the performance or weight of the Aircraft



 


		7	EXCLUSIVE GUARANTEES



 


The
Guarantees are exclusive and are provided in lieu of any and all other performance and weight guarantees of any nature which may
be stated, referenced or incorporated in the Standard Specification or any other document.


 


		8	UNDERTAKING REMEDIES



 


Should
any Aircraft fail to meet any of the Guarantees contained in this Letter Agreement, the Seller will use its reasonable endeavours
to correct the deficiency to comply with the subject guarantee.


 


		8.1	Should the Seller fail to develop and
make available corrective means (including but not limited to kits, procedures, adjustment of design weights) for the correction
of the above said deficiency within one (1) year from delivery of the affected Aircraft, then the Seller shall in respect of such
Aircraft pay to the Buyer by way of liquidated damages subject to Seller’s maximum liability set forth hereunder on the anniversary
date of the delivery for as long as the deficiency remains, the following amounts:



 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-A
    A319 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 4/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - A


 


		8.2.1.	***



 


		8.2.2.	***



 


		8.3.	In the event the Seller develops and makes
available corrective means mentioned above the Seller shall pay to the Buyer the monthly prorated portion of the yearly remedy
due by the Seller on account of the year during which the corrective means are made available.



 


		8.4	***



 


		9	ASSIGNMENT



 


Notwithstanding
any other provision of thisLetter Agreement, the Amendment No.2 or the Agreement, this Letter Agreement and the
rights and obligations of the Buyer herein shall not be assigned or transferred in any manner, and any attempted assignment
or transfer in contravention of the provisions of this Clause shall be void and of no force or effect.


 


		10	CONFIDENTIALITY



 


This
Letter Agreement (and its existence) or any data exchanged between the Buyer and the Seller for the fulfillment of their respective
obligations under this Letter Agreement shall be treated by both Parties as confidential and shall not be released in whole or
in part to any third party except as may be required by law, or to auditors, legal or tax advisors for the purpose of implementation
hereof.


 


In
particular, both Parties agree:


		-	not to make any press release concerning
the whole or any part of the contents and/or subject matter of this Letter Agreement without the prior written consent of the other
Party hereto.






		-	that any and all terms and conditions
of the transaction contemplated in this Letter Agreement are strictly personal and exclusive to the Buyer, (the “Personal
Information”). The Buyer therefore agrees to enter into consultations with the Seller reasonably in advance of any required
disclosure of Personal Information to financial institutions, including operating lessors, investment banks and their agents or
other relevant institutions for aircraft sale and leaseback or any other Aircraft or Predelivery Payment financing purposes (the
“Receiving Party”).



 


Without
prejudice to the foregoing, any disclosure of Personal Information to a Receiving Party shall be subject to written agreement between
the Buyer and the Seller, including in particular, but not limited to:


 


(i) the
contact details of the Receiving Party,


(ii) the
extent of the Personal Information subject to disclosure,


(iii) the
Aircraft pricing to be provided to the Receiving Party.


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-A
    A319 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 5/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - A


 


Furthermore,
the Buyer shall use its best efforts to limit the disclosure of the contents of this Letter Agreement, the Amendment No.2, the
Agreement and/or any Purchase Agreement to the extent legally permissible in any filing required to be made by the Buyer with any
governmental or regulatory agency.


 


The
Buyer agrees that prior to any such disclosure or filing, the Seller and the Buyer shall jointly review and agree on the terms
and conditions of the document to be filed or disclosed.


 


The
provisions of this Clause shall survive any termination of this Letter Agreement for a period of *** after t the date of Delivery
of the last Aircraft to be delivered under the Amendment No.2.


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-A A319 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 6/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - A


 


If the foregoing correctly
sets forth our understanding, please execute three (3) originals in the space provided below and return one (1) original of this
Letter Agreement to the Seller.


 


	Agreed and Accepted	 	Agreed and Accepted
	 	 	 
	For and on behalf of	 	For and on behalf of
	 	 	 
	CHINA EASTERN AIRLINES	 	AIRBUS S.A.S.
	 	 	 	 
	CORPORATION LIMITED	 	 	 
	 	 	 	 
	Signature:  		 	Signature: 	/s/ John LEAHY
	 	 	 	 	 
	Name:	 	 	Name:	John LEAHY
	 	 	 	 	 
	Title:	 	 	Title:	COO - CUSTOMERS
	 	 	 	 	 
	Date: 	23/11/2012	 	 	 


 


Witnessed
and acknowledged,


 


	
        CHINA EASTERN AVIATION

        IMPORT AND EXPORT CORPORATION
	 	 	 
	 	 	 	 
	Signature: 		 	 	 
	 	 	 	 	 
	Name:	 	 	 	 
	 	 	 	 	 
	Title:	 	 	 	 


 








	CES - A320 – AM2 to 2010 A320 PA	LA No.3-A A319 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 7/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - B


 


CHINA
EASTERN AIRLINES CORPORATION LIMITED


Hongqiao
International Airport,


No.
2550 Hongqiao Road,


Shanghai
200335,


People’s
Republic of China


 


Subject:
A320-200 PERFORMANCE GUARANTEES


 


China
Eastern Airlines Corp. Ltd., (the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered
into an aircraft general terms agreement (“AGTA”) on June 15th, 2009, an A320 family purchase agreement
(the “Purchase Agreement”) on December 30th, 2010, and an amendment No.1 to the Purchase Agreement
(the “Amendment No.1”) on June 28th, 2012, hereinafter collectively referred to as the “Agreement”.
The Buyer and the Seller have entered on even date herewith into an amendment No.2 to the Agreement (the “Amendment No.2”),
together with the Agreement cover the manufacture and the sale by the Seller and the purchase by the Buyer of the A320 Aircraft
as described in the Specification annexed to the Agreement and/or the Amendment No.2.


 


Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have the meanings assigned thereto in the Amendment
No.2 and the Agreement


 


Both
parties agree that this Letter Agreement, upon execution thereof, shall constitute an integral, nonseverable part of said Amendment
No. 2 and shall be governed by all its provisions, as such provisions have been specifically amended pursuant to this Letter Agreement.


 


If
there is any inconsistency between the Amendment No. 2 and/or the Agreement and this Letter Agreement, the latter shall prevail
to the extent of such inconsistency.


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-B A320 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 1/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - B


 


		1	AIRCRAFT CONFIGURATION



 


The
guarantees defined below (the “Guarantees”) are applicable to the A320-200 Aircraft as described in the Standard Specification
Ref. D 000 02000 Issue 8 dated 20th June 2011 as amended by Specification Change Notices (“SCN’s”) for installation
of following engines:


 


		a)	CFM56-5B4/3 propulsion system



		b)	IAE V2527-A5 propulsion system



 


without
taking into account any further changes thereto as provided in the Agreement and/or in the Amendment No.2 (the “Specification”
for the purposes of this Letter Agreement).


 


		2	GUARANTEED PERFORMANCE



 


		2.1	Take-off Field Length



 


The
JAR take-off field length at an Aircraft gross weight of 73,500 kg at the start of Take-Off Distance Available (TODA) at Sea Level
pressure altitude in ISA+15°C conditions shall not be more than a guaranteed value of:


 


	 	a)	for CFM:	***
	 	b)	for IAE:	***


 


		2.2	Second Segment Climb



 


The
Aircraft shall meet JAR 25 regulations for one engine inoperative climb after take-off, undercarriage retracted, at a weight corresponding
to the stated weight at the start of Take-Off Distance Available (TODA), at the altitude and temperature, and in the configuration
of flap angle and safety speed required to comply with the performance guaranteed in paragraph 2.1 above.


 


		2.3	Landing Field Length



 


JAR
certified dry landing field length at an Aircraft gross weight of 64,500 kg at Sea Level pressure altitude shall be not more than
a guaranteed value of:


 


		a)	for CFM:	***



		b)	for IAE:	***



 


		2.4	Cruise Specific Air Range



 


The
average nautical miles per kilogram of fuel (average SAR) at a true Mach number of 0.78 in ISA+15 conditions under the Weight and
Altitude conditions given below:


	 	Gross Weight (kg)	Pressure Altitude (ft)	 
	 	 	 	 
	 	***	***	 


 


shall
be not less than a guaranteed value of:


 


		a)	for CFM:	***



		b)	for IAE:	 ***



 





	CES - A320 – AM2 to 2010 A320 PA	LA No.3-B A320 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 2/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - B


 


		3	MANUFACTURER’S WEIGHT EMPTY



 


The
Seller guarantees a Manufacturer’s Weights Empty as below:


 


	A320-200 CFM56-5B4/3 	***
	A320-200 V2527-A5	***


 


These
are the Manufacturer’s Weights Empty of the Aircraft as defined in Section 13- 10.00.00
of the Standard Specifications amended by the SCN’s defined in paragraph 1 of this Letter Agreement and are subject to
adjustment as defined in paragraph 6.2.


 


		4	GUARANTEE CONDITIONS



 


		4.1	The performance certification requirements
for the Aircraft, except where otherwise noted, will be as stated in Section 02 of the Standard Specification.



 


		4.2	For the determination of JAR take-off
and landing performance a hard dry level runway surface with no runway strength limitations, no line-up allowances, no obstacles,
zero wind, atmosphere according to ISA, except as otherwise noted, and the use of speed brakes, flaps, landing gear and engines
in the conditions liable to provide the best results will be assumed.



 


		4.2.1	When establishing take-off and second
segment performance no air will be bled from the engines for cabin air conditioning or anti-icing.



 


		4.3	Climb, cruise and descent performance
associated with the Guarantees will include allowances for normal electrical load and for normal engine air bleed and power extraction
associated with maximum cabin differential pressure as defined in Section 21-30.31 of the Specification. Cabin air conditioning
management during performance demonstration as described in Subparagraph 5.3 below may be such as to optimize the Aircraft performance
while meeting the minimum air conditioning requirements defined above. Unless otherwise stated no air will be bled from the engines
for anti-icing.



 


		4.4	The engines will be operated using not
more than the engine manufacturer’s maximum recommended outputs for take-off, maximum go-round, maximum continuous, maximum climb
and cruise for normal operation.



 


		4.5	Where applicable the Guarantees assume
the use of an approved fuel having a density of 6.70 lb per US gallon and a lower heating value of 18,590 BTU per lb. Cruise performance
assume a centre of gravity position of 33% MAC.



 


		5	GUARANTEE COMPLIANCE



 


		5.1	Compliance with the Guarantees shall be
demonstrated using operating procedures and limitations in accordance with those defined by the certifying Airworthiness Authority
and by the Seller unless otherwise stated.



 


		5.2	Compliance with the take-off, second segment
and landing elements of the Guarantees will be demonstrated with reference to the JAA approved Flight Manual.



 


		5.3	Compliance with those parts of the Guarantees
defined in paragraph 2 above not covered by the requirements of the certifying Airworthiness Authority shall be demonstrated by
calculation based on data obtained during flight tests conducted on one (or more, at the Seller’s discretion) A320-200 aircraft
of the same aerodynamic configuration as the Aircraft purchased by the Buyer and incorporated in the In-Flight Performance Program
and data bases (“the IFP”) appropriate to the Aircraft.



 





	CES - A320 – AM2 to 2010 A320 PA	LA No.3-B A320 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 3/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - B


 


		5.4	Compliance with the Manufacturer’s Weight
Empty guarantees defined in Paragraph 3 shall be demonstrated with reference to a Weight Compliance Report.



 


		5.5	Data derived from tests will be adjusted
as required using conventional methods of correction, interpolation or extrapolation in accordance with established aeronautical
practices to show compliance with the Guarantees.



 


		5.6	Compliance with the Guarantees is not
contingent on engine performance defined in the engine manufacturer’s specification.



 


		5.7	The Seller undertakes to furnish the Buyer
with a report or reports demonstrating compliance with the Guarantees at, or as soon as possible after, the delivery of each of
the Buyer’s Aircraft.



 


		6	ADJUSTMENT OF GUARANTEES



 


		6.1	In the event of any change to any law,
governmental regulation or requirement or interpretation thereof (“Rule Change”) by any governmental agency made subsequent
to the date of the Agreement and such rule change affects the Aircraft configuration or performance or both required to obtain
certification the Guarantees shall be appropriately modified to reflect the effect of any such change.



 


		6.2	The Guarantees apply to the Aircraft as
described in paragraph 1 of this Letter Agreement and may be adjusted in the event of:



 


		i)	Any further configuration change which is the subject of a SCN



		ii)	Variation in actual weights of items defined in Section 13-10 of the
Standard Specification



		iii)	Changes required to obtain certification that cause modifications
to the performance or weight of the Aircraft



 


		7	EXCLUSIVE GUARANTEES



 


The
Guarantees are exclusive and are provided in lieu of any and all other performance and weight guarantees of any nature which may
be stated, referenced or incorporated in the Standard Specification or any other document.


 


		8	UNDERTAKING REMEDIES



 


Should
any Aircraft fail to meet any of the Guarantees contained in this Letter Agreement, the Seller will use its reasonable endeavours
to correct the deficiency to comply with the subject guarantee.


 


		8.1	Should the Seller fail to develop and
make available corrective means (including but not limited to kits, procedures, adjustment of design weights) for the correction
of the above said deficiency within one (1) year from delivery of the affected Aircraft, then the Seller shall in respect of such
Aircraft pay to the Buyer by way of liquidated damages subject to Seller’s maximum liability set forth hereunder on the anniversary
date of the delivery for as long as the deficiency remains, the following amounts:



 


	CES - A320 – AM2 to 2010 A320 PA	LA N0.3-B A320 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 4/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - B


 


		8.2.1.	***



 


		8.2.2.	***



 


		8.3.	In the event the Seller develops and makes
available corrective means mentioned above the Buyer shall reimburse to the Seller the monthly prorated portion of the yearly penalty
paid by the Seller on account of the year during which the corrective means are made available.



 


		8.4	***



 


		9	ASSIGNMENT



 


Notwithstanding
any other provision of this Letter Agreement, the Amendment No.2 or the Agreement, this Letter Agreement and the rights and obligations
of the Buyer herein shall not be assigned or transferred in any manner, and any attempted assignment or transfer in contravention
of the provisions of this Clause shall be void and of no force or effect.


 


		10	CONFIDENTIALITY



 


This Letter Agreement
(and its existence) or any data exchanged between the Buyer and the Seller for the fulfillment of their respective obligations
under this Letter Agreement shall be treated by both Parties as confidential and shall not be released in whole or in part to any
third party except as may be required by law, or to auditors, legal or tax advisors for the purpose of implementation hereof.


 


In particular, both
Parties agree:


		-	not to make any press release concerning
the whole or any part of the contents and/or subject matter of this Letter Agreement without the prior written consent of the other
Party hereto.






		-	that any and all terms and conditions
of the transaction contemplated in this Letter Agreement are strictly personal and exclusive to the Buyer, (the “Personal
Information”). The Buyer therefore agrees to enter into consultations with the Seller reasonably in advance of any required
disclosure of Personal Information to financial institutions, including operating lessors, investment banks and their agents or
other relevant institutions for aircraft sale and leaseback or any other Aircraft or Predelivery Payment financing purposes (the
“Receiving Party”).



 


Without
prejudice to the foregoing, any disclosure of Personal Information to a Receiving Party shall be subject to written agreement between
the Buyer and the Seller, including in particular, but not limited to:


 


(i)
the contact details of the Receiving Party,


(ii)
the extent of the Personal Information subject to disclosure,


 


	CES - A320 – AM2 to 2010 A320 PA	LA N0.3-B A320 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 5/7


 




    	 



    	 



    

  


LETTER AGREEMENT N°
3 - B


 


(iii) the Aircraft pricing
to be provided to the Receiving Party.


 


Furthermore, the Buyer shall
use its best efforts to limit the disclosure of the contents of this Letter Agreement, the Amendment No.2, the Agreement and/or
any Purchase Agreement to the extent legally permissible in any filing required to be made by the Buyer with any governmental or
regulatory agency.


 


The Buyer agrees that prior to
any such disclosure or filing, the Seller and the Buyer shall jointly review and agree on the terms and conditions of the document
to be filed or disclosed.


 


The provisions of this Clause
shall survive any termination of this Letter Agreement for a period of *** after t the date of Delivery of the last Aircraft to
be delivered under the Amendment No.2.


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-B A320 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 6/7


 




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - B


 


If the foregoing correctly sets forth our understanding,
please execute three (3) originals in the space provided below and return one (1) original of this Letter Agreement to the Seller.


 


	Agreed and Accepted	         Agreed and Accepted
	 	 
	For and on behalf of	For and on behalf of


 


	CHINA EASTERN AIRLINES	 	AIRBUS S.A.S.
	 	 	 	 
	CORPORATION LIMITED	 	 	 
	 	 	 	 
	Signature: 		 	Signature:	/s/ John LEAHY
	 	 	 	 	 
	Name:	 	 	Name:	John LEAHY
	 	 	 	 	 
	Title:	 	 	Title:	COO - CUSTOMERS
	 	 	 	 	 
	Date: 	23/11/2012	 	 	 


 


	Witnessed and acknowledged,	 	 	 
	 	 	 	 
	CHINA EASTERN AVIATION


IMPORT AND EXPORT CORPORATION


	 	 	 
	 	 	 	 
	Signature:		 	 	 
	 	 	 	 	 
	Name:	 	 	 	 
	 	 	 	 	 
	Title:	 	 	 	 


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-B A320 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 7/7


 




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - C


 


CHINA EASTERN AIRLINES CORPORATION
LIMITED


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic
of China


 


Subject:   A321-200
PERFORMANCE GUARANTEES


 


China Eastern Airlines Corp. Ltd., (the
“Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement
(“AGTA”) on June 15th, 2009, an A320 family purchase agreement (the “Purchase Agreement”)
on December 30th, 2010, and an amendment No.1 to the Purchase Agreement (the “Amendment No.1”) on
June 28th, 2012, hereinafter collectively referred to as the “Agreement”. The Buyer and the Seller
have entered on even date herewith into an amendment No.2 to the Agreement (the “Amendment No.2”), together
with the Agreement cover the manufacture and the sale by the Seller and the purchase by the Buyer of the A321 Aircraft as described
in the Specification annexed to the Agreement and/or the Amendment No.2.


 


Capitalized terms used herein and
not otherwise defined in this Letter Agreement shall have the meanings assigned thereto in the Amendment No.2 and the Agreement


 


Both parties agree that this Letter
Agreement, upon execution thereof, shall constitute an integral, nonseverable part of said Amendment No. 2 and shall be governed
by all its provisions, as such provisions have been specifically amended pursuant to this Letter Agreement.


 


If there is any inconsistency between
the Amendment No. 2 and/or the Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 


	CES - A320 – AM2 to 2010 A320 PA	 LA No.3-C A321 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 1/7


 




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - C


 


		1	AIRCRAFT CONFIGURATION



 


The guarantees defined below
(the “Guarantees”) are applicable to the A321-200 Aircraft as described in the Standard Specification Ref. E 000 02000
Issue 5 dated 20th June 2011 as amended by Specification Change Notices (“SCN’s”) for installation of following
engines:


 


		a)	CFM56-5B3/3 propulsion system



		b)	IAE V2533-A5 propulsion system



 


without taking into account any
further changes thereto as provided in the Agreement and/or in the Amendment No.2 (the “Specification” for the purposes
of this Letter Agreement).


 


		2	GUARANTEED PERFORMANCE



 


		2.1	Take-off Field Length



 


The JAR take-off field length
at an Aircraft gross weight of 89,000 kg at the start of Take-Off Distance Available (TODA) at Sea Level pressure altitude in ISA+15°C
conditions shall not be more than a guaranteed value of:


 


		a)	for CFM: ***



		b)	for IAE: ***



 


		2.2	Second Segment Climb



 


The Aircraft shall meet JAR 25
regulations for one engine inoperative climb after take-off, undercarriage retracted, at a weight corresponding to the stated
weight at the start of Take-Off Distance Available (TODA), at the altitude and temperature, and in the configuration of flap angle
and safety speed required to comply with the performance guaranteed in paragraph 2.1 above.


 


		2.3	Landing Field Length



 


JAR certified dry landing field
length at an Aircraft gross weight of 75,500 kg at Sea Level pressure altitude shall be not more than a guaranteed value of:


 


		a)	for CFM: ***



		b)	for IAE: ***



 


		2.4	Cruise Specific Air Range



 


The average nautical miles per
kilogram of fuel (average SAR) at a true Mach number of 0.78 in ISA+15 conditions under the Weight and Altitude conditions given
below:


 


	 	Gross Weight (kg)	Pressure Altitude (ft)	 
	 	 	 	 
	 	***	***	 


 


shall be not less than a guaranteed
value of:


 


		a)	for CFM: ***



		b)	for IAE: ***



 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-C A321 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 2/7


  




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - C


 


		3	MANUFACTURER’S WEIGHT EMPTY



 


The Seller guarantees a Manufacturer’s
Weights Empty as below:


 


	A321-200 CFM56-5B3/3	***
	A321-200 V2533-A5	***


 


These are the Manufacturer’s
Weights Empty of the Aircraft as defined in Section 13-10.00.00 of the Standard Specifications amended by the SCN’s defined in
paragraph 1 of this Letter Agreement and are subject to adjustment as defined in paragraph 6.2.


 


		4	GUARANTEE CONDITIONS



 


		4.1	The performance certification requirements for the Aircraft, except where otherwise noted, will
be as stated in Section 02 of the Standard Specification.



 


		4.2	For the determination of JAR take-off and landing performance a hard dry level runway surface with
no runway strength limitations, no line-up allowances, no obstacles, zero wind, atmosphere according to ISA, except as otherwise
noted, and the use of speed brakes, flaps, landing gear and engines in the conditions liable to provide the best results will be
assumed.



 


		4.2.1	When establishing take-off and second segment performance no air will be bled from the engines
for cabin air conditioning or anti-icing.



 


		4.3	Climb, cruise and descent performance associated with the Guarantees will include allowances for
normal electrical load and for normal engine air bleed and power extraction associated with maximum cabin differential pressure
as defined in Section 21-30.31 of the Specification. Cabin air conditioning management during performance demonstration as described
in Subparagraph 5.3 below may be such as to optimize the Aircraft performance while meeting the minimum air conditioning requirements
defined above. Unless otherwise stated no air will be bled from the engines for anti-icing.



 


		4.4	The engines will be operated using not more than the engine manufacturer’s maximum recommended
outputs for take-off, maximum go-round, maximum continuous, maximum climb and cruise for normal operation.



 


		4.5	Where applicable the Guarantees assume the use of an approved fuel having a density of 6.70 lb
per US gallon and a lower heating value of 18,590 BTU per lb. Cruise performance assume a centre of gravity position of 25% MAC.



 


		5	GUARANTEE COMPLIANCE



 


		5.1	Compliance with the Guarantees shall be demonstrated using operating procedures and limitations
in accordance with those defined by the certifying Airworthiness Authority and by the Seller unless otherwise stated.



 


		5.2	Compliance with the take-off, second segment and landing elements of the Guarantees will be demonstrated
with reference to the JAA approved Flight Manual.



 


		5.3	Compliance with those parts of the Guarantees defined in paragraph 2 above not covered by the requirements
of the certifying Airworthiness Authority shall be demonstrated by calculation based on data obtained during flight tests conducted
on one (or more, at the Seller’s discretion) A321-200 aircraft of the same aerodynamic configuration as the Aircraft purchased
by the Buyer and incorporated in the In-Flight Performance Program and data bases (“the IFP”) appropriate to the Aircraft.



 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-C A321 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 3/7


 




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - C


 


		5.4	Compliance with the Manufacturer’s Weight Empty guarantees defined in Paragraph 3 shall be
demonstrated with reference to a Weight Compliance Report.



 


		5.5	Data derived from tests will be adjusted as required using conventional methods of correction,
interpolation or extrapolation in accordance with established aeronautical practices to show compliance with the Guarantees.



 


		5.6	Compliance with the Guarantees is not contingent on engine performance defined in the engine manufacturer’s
specification.



 


		5.7	The Seller undertakes to furnish the Buyer with a report or reports demonstrating compliance with
the Guarantees at, or as soon as possible after, the delivery of each of the Buyer’s Aircraft.



 


		6	ADJUSTMENT OF GUARANTEES



 


		6.1	In the event of any change to any law, governmental regulation or requirement or interpretation
thereof (“Rule Change”) by any governmental agency made subsequent to the date of the Agreement and such rule change
affects the Aircraft configuration or performance or both required to obtain certification the Guarantees shall be appropriately
modified to reflect the effect of any such change.



 


		6.2	The Guarantees apply to the Aircraft as described in paragraph 1 of this Letter Agreement and may
be adjusted in the event of:



 


		i)	Any further configuration change which is the subject of a SCN



		ii)	Variation in actual weights of items defined in Section 13-10 of the Standard Specification



		iii)	Changes required to obtain certification that cause modifications to the performance or weight of the Aircraft



 


		7	EXCLUSIVE GUARANTEES



 


The Guarantees are exclusive
and are provided in lieu of any and all other performance and weight guarantees of any nature which may be stated, referenced or
incorporated in the Standard Specification or any other document.


 


		8	UNDERTAKING REMEDIES



 


Should any Aircraft fail to meet
any of the Guarantees contained in this Letter Agreement, the Seller will use its reasonable endeavours to correct the deficiency
to comply with the subject guarantee.


 


		8.1	Should the Seller fail to develop and make available corrective means (including but not limited
to kits, procedures, adjustment of design weights) for the correction of the above said deficiency within one (1) year from delivery
of the affected Aircraft, then the Seller shall in respect of such Aircraft pay to the Buyer by way of liquidated damages subject
to Seller’s maximum liability set forth hereunder on the anniversary date of the delivery for as long as the deficiency remains,
the following amounts:



 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-C A321 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 4/7


 




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - C


 


		8.2.1.	***



 


		8.2.2.	***



 


		8.3.	In the event the Seller develops and makes available corrective means mentioned above the Buyer
shall reimburse to the Seller the monthly prorated portion of the yearly penalty paid by the Seller on account of the year during
which the corrective means are made available.



 


		8.4	***



 


		9	ASSIGNMENT



 


Notwithstanding any other provision
of this Letter Agreement, the Amendment No.2 or the Agreement, this Letter Agreement and the rights and obligations of the Buyer
herein shall not be assigned or transferred in any manner, and any attempted assignment or transfer in contravention of the provisions
of this Clause shall be void and of no force or effect.


 


		10	CONFIDENTIALITY



 


This Letter Agreement (and its
existence) or any data exchanged between the Buyer and the Seller for the fulfillment of their respective obligations under this
Letter Agreement shall be treated by both Parties as confidential and shall not be released in whole or in part to any third party
except as may be required by law, or to auditors, legal or tax advisors for the purpose of implementation hereof.


 





In particular, both Parties agree:


		-	not to make any press release concerning the whole or any part of the contents and/or subject matter
of this Letter Agreement without the prior written consent of the other Party hereto.






		-	that any and all terms and conditions of the transaction contemplated in this Letter Agreement
are strictly personal and exclusive to the Buyer, (the “Personal Information”). The Buyer therefore agrees to enter into
consultations with the Seller reasonably in advance of any required disclosure of Personal Information to financial institutions,
including operating lessors, investment banks and their agents or other relevant institutions for aircraft sale and leaseback or
any other Aircraft or Predelivery Payment financing purposes (the “Receiving Party”).



 


Without prejudice to the foregoing,
any disclosure of Personal Information to a Receiving Party shall be subject to written agreement between the Buyer and the Seller,
including in particular, but not limited to:


 


		(i)	the contact details of the Receiving Party,



		(ii)	the extent of the Personal Information subject to disclosure,



 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-C A321 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 5/7


 




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - C


 


(iii)the Aircraft pricing
to be provided to the Receiving Party.


 


Furthermore, the Buyer shall
use its best efforts to limit the disclosure of the contents of this Letter Agreement, the Amendment No.2, the Agreement and/or
any Purchase Agreement to the extent legally permissible in any filing required to be made by the Buyer with any governmental or
regulatory agency.


 


The Buyer agrees that prior to
any such disclosure or filing, the Seller and the Buyer shall jointly review and agree on the terms and conditions of the document
to be filed or disclosed.


 


The provisions of this Clause
shall survive any termination of this Letter Agreement for a period of *** after t the date of Delivery of the last Aircraft to
be delivered under the Amendment No.2.


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-C A321 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 6/7


 




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - C


 


If the foregoing correctly sets forth our understanding, please
execute three (3) originals in the space provided below and return one (1) original of this Letter Agreement to the Seller.


 


	Agreed and Accepted	         Agreed and Accepted
	 	 
	For and on behalf of	For and on behalf of


 








	CHINA EASTERN AIRLINES	 	AIRBUS S.A.S.
	 	 	 	 
	CORPORATION LIMITED	 	 	 
	 	 	 	 
	Signature: 		 	Signature:	/s/ John LEAHY
	 	 	 	 	 
	Name:	 	 	Name:	John LEAHY
	 	 	 	 	 
	Title:	 	 	Title:	COO - CUSTOMERS
	 	 	 	 	 
	Date: 	23/11/2012	 	 	 


 





	Witnessed and acknowledged,	 	 	 
	 	 	 	 
	CHINA EASTERN AVIATION


IMPORT AND EXPORT CORPORATION


	 	 	 
	 	 	 	 
	Signature:		 	 	 
	 	 	 	 	 
	Name:	 	 	 	 
	 	 	 	 	 
	Title:	 	 	 	 


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-C A321 perfo	Private & Confidential
	CT10002329 August 2012	 	Page 7/7


 




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - D


 


CHINA EASTERN AIRLINES CORPORATION
LIMITED


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject:   A319-100
PERFORMANCE GUARANTEES (64t SHARKLETS)


 


China Eastern Airlines Corp. Ltd., (the
“Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement
(“AGTA”) on June 15th, 2009, an A320 family purchase agreement (the “Purchase Agreement”)
on December 30th, 2010, and an amendment No.1 to the Purchase Agreement (the “Amendment No.1”) on
June 28th, 2012, hereinafter collectively referred to as the “Agreement”. The Buyer and the Seller
have entered on even date herewith into an amendment No.2 to the Agreement (the “Amendment No.2”), together
with the Agreement cover the manufacture and the sale by the Seller and the purchase by the Buyer of the A319 Aircraft as described
in the Specification annexed to the Agreement and/or the Amendment No.2.


 


Capitalized terms used herein and
not otherwise defined in this Letter Agreement shall have the meanings assigned thereto in the Amendment No.2 and the Agreement


 


Both parties agree that this Letter
Agreement, upon execution thereof, shall constitute an integral, nonseverable part of said Amendment No. 2 and shall be governed
by all its provisions, as such provisions have been specifically amended pursuant to this Letter Agreement.


 


If there is any inconsistency between
the Amendment No. 2 and/or the Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-D A319 64t Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 1/7


 




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - D


 


		1	AIRCRAFT CONFIGURATION



 


The guarantees defined below
(the “Guarantees”) are applicable to the A319-100 Aircraft as described in a) the Standard Specification Ref. J 000 01000
Issue 7 dated 20th June 2011 or b) the Standard Specification Ref. J 000 01000 Issue 6 dated 1st March 2007, as amended
by Specification Change Notices (“SCN’s”) for:


 


		i)	2012 aircraft configuration including Sharklets



 


		ii)	installation of following engines



 


		a)	CFM56-5B5/3 propulsion system



		b)	IAE V2522-A5 propulsion system



 


without taking into account any
further changes thereto as provided in the Agreement and/or in the Amendment No.2 (the “Specification” for the purposes
of this Letter Agreement).


 


		2	GUARANTEED PERFORMANCE



 


		2.1	Take-off Field Length



 


The JAR take-off field length
at an Aircraft gross weight of 64,000 kg at the start of Take-Off Distance Available (TODA) at Sea Level pressure altitude in ISA+15°C
conditions shall not be more than a guaranteed value of:


 


		a)	for CFM: ***



		b)	for IAE: ***



 


		2.2	Second Segment Climb



 


The Aircraft shall meet JAR 25 regulations for one
engine inoperative climb after take-off, undercarriage retracted, at a weight corresponding to the stated weight at the start
of Take-Off Distance Available (TODA), at the altitude and temperature, and in the configuration of flap angle and safety speed
required to comply with the performance guaranteed in paragraph 2.1 above.


 


		2.3	Landing Field Length



 


JAR certified dry landing field
length at an Aircraft gross weight of 61,000 kg at Sea Level pressure altitude shall be not more than a guaranteed value of:


 


		a)	for CFM: ***



		b)	for IAE: ***



 


		2.4	Cruise Specific Air Range



 


The average nautical miles per kilogram of fuel (average
SAR) at a true Mach number of 0.78 in ISA+15 conditions under the Weight and Altitude conditions given below:


 


	 	Gross Weight (kg)	Pressure Altitude (ft)	 
	 	 	 	 
	 	***	***	 


 


shall be not less than a guaranteed
value of:


 





		a)	for CFM: ***



		b)	for IAE: ***



  


	CES - A320 – AM2 to 2010 A320 PA

CT10002329 August 2012	LA No.3-D A319 64t Sharklet perfo	Private & Confidential

Page 2/7


 




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - D


 


		3	MANUFACTURER’S WEIGHT EMPTY



 


The Seller guarantees a Manufacturer’s Weights Empty
as below:


 


	A319-100 CFM56-5B5/3	***
	A319-100 V2522-A5	***


 


This is the Manufacturer’s Weights Empty of
the Aircraft as defined in Section 13-10.00.00 of the Standard Specifications amended by the SCN’s defined in paragraph
1 of this Letter Agreement and are subject to adjustment as defined in paragraph 6.2.


 


		4	GUARANTEE CONDITIONS



 


		4.1	The performance certification requirements for the Aircraft, except where otherwise noted, will
be as stated in Section 02 of the Standard Specification.



 


		4.2	For the determination of JAR take-off and landing performance a hard dry level runway surface with
no runway strength limitations, no line-up allowances, no obstacles, zero wind, atmosphere according to ISA, except as otherwise
noted, and the use of speed brakes, flaps, landing gear and engines in the conditions liable to provide the best results will be
assumed.



 


		4.2.1	When establishing take-off and second segment performance no air will be bled from the engines
for cabin air conditioning or anti-icing.



 


		4.3	Climb, cruise and descent performance associated with the Guarantees will include allowances for
normal electrical load and for normal engine air bleed and power extraction associated with maximum cabin differential pressure
as defined in Section 21-30.31 of the Specification. Cabin air conditioning management during performance demonstration as described
in Subparagraph 5.3 below may be such as to optimize the Aircraft performance while meeting the minimum air conditioning requirements
defined above. Unless otherwise stated no air will be bled from the engines for anti-icing.



 


		4.4	The engines will be operated using not more than the engine manufacturer’s maximum recommended
outputs for take-off, maximum go-round, maximum continuous, maximum climb and cruise for normal operation.



 


		4.5	Where applicable the Guarantees assume the use of an approved fuel having a density of 6.70 lb
per US gallon and a lower heating value of 18,590 BTU per lb. Cruise performance assume a centre of gravity position of 25% MAC.



 


		5	GUARANTEE COMPLIANCE



 


		5.1	Compliance with the Guarantees shall be demonstrated using operating procedures and limitations
in accordance with those defined by the certifying Airworthiness Authority and by the Seller unless otherwise stated.



 


		5.2	Compliance with the take-off, second segment and landing elements of the Guarantees will be demonstrated
with reference to the JAA approved Flight Manual.



 


	CES - A320 – AM2 to 2010 A320 PA	LA N0.3-D A319 64t Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 3/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - D


 


		5.3	Compliance with those parts of the Guarantees defined in paragraph 2 above not covered by the requirements
of the certifying Airworthiness Authority shall be demonstrated by calculation based on data obtained during flight tests conducted
on one (or more, at the Seller’s discretion) A319-100 aircraft of the same aerodynamic configuration as the Aircraft purchased
by the Buyer and incorporated in the In-Flight Performance Program and data bases (“the IFP”) appropriate to the Aircraft.



 


		5.4	Compliance with the Manufacturer’s Weight Empty guarantees defined in Paragraph 3 shall be demonstrated
with reference to a Weight Compliance Report.



 


		5.5	Data derived from tests will be adjusted as required using conventional methods of correction,
interpolation or extrapolation in accordance with established aeronautical practices to show compliance with the Guarantees.



 


		5.6	Compliance with the Guarantees is not contingent on engine performance defined in the engine manufacturer’s
specification.



 


		5.7	The Seller undertakes to furnish the Buyer with a report or reports demonstrating compliance with
the Guarantees at, or as soon as possible after, the delivery of each of the Buyer’s Aircraft.



 


		6	ADJUSTMENT OF GUARANTEES



 


		6.1	In the event of any change to any law, governmental regulation or requirement or interpretation
thereof (“Rule Change”) by any governmental agency made subsequent to the date of the Agreement and such rule change
affects the Aircraft configuration or performance or both required to obtain certification the Guarantees shall be appropriately
modified to reflect the effect of any such change.



 


		6.2	The Guarantees apply to the Aircraft as described in paragraph 1 of this Letter Agreement and may
be adjusted in the event of:



 


		i)	Any further configuration change which is the subject of a SCN



		ii)	Variation in actual weights of items defined in Section 13-10 of the Standard Specification



		iii)	Changes required to obtain certification that cause modifications to the performance or weight of the Aircraft



 


		7	EXCLUSIVE GUARANTEES



 


The Guarantees are exclusive
and are provided in lieu of any and all other performance and weight guarantees of any nature which may be stated, referenced or
incorporated in the Standard Specification or any other document.


 


		8	UNDERTAKING REMEDIES



 


Should any Aircraft fail to meet
any of the Guarantees contained in this Letter Agreement, the Seller will use its reasonable endeavours to correct the deficiency
to comply with the subject guarantee.


 


		8.1	Should the Seller fail to develop and make available corrective means (including but not limited
to kits, procedures, adjustment of design weights) for the correction of the above said deficiency within one (1) year from delivery
of the affected Aircraft, then the Seller shall in respect of such
Aircraft pay to the Buyer by way of liquidated damages subject to Seller’s maximum liability set forth hereunder on the anniversary
date of the delivery for as long as the deficiency remains, the following amounts:



 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-D A319 64t Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 4/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - D


 


		8.2.1.	***



 


		8.2.2.	***



 


		8.3.	In the event the Seller develops and makes available
correctivemeans mentioned above the Seller shall pay to the Buyer the monthly prorated portion of the yearly remedy due by
the Seller on account of the year during which the corrective means are made available.



 


		8.4	***



 


		9	ASSIGNMENT



 


Notwithstanding any other provision
of this Letter Agreement, the Amendment No.2 or the Agreement, this Letter Agreement and the rights and obligations of the Buyer
herein shall not be assigned or transferred in any manner, and any attempted assignment or transfer in contravention of the provisions
of this Clause shall be void and of no force or effect.


 


		10	CONFIDENTIALITY



 


This Letter Agreement (and its
existence) or any data exchanged between the Buyer and the Seller for the fulfillment of their respective obligations under this
Letter Agreement shall be treated by both Parties as confidential and shall not be released in whole or in part to any third party
except as may be required by law, or to auditors, legal or tax advisors for the purpose of implementation hereof.


 


In particular, both Parties agree:


		-	not to make any press release concerning the whole or any part of the contents and/or subject matter
of this Letter Agreement without the prior written consent of the other Party hereto.



		-	that any and all terms and conditions of the transaction contemplated in this Letter Agreement
are strictly personal and exclusive to the Buyer, (the “Personal Information”). The Buyer therefore agrees to enter into
consultations with the Seller reasonably in advance of any required disclosure of Personal Information to financial institutions,
including operating lessors, investment banks and their agents or other relevant institutions for aircraft sale and leaseback or
any other Aircraft or Predelivery Payment financing purposes (the “Receiving Party”).



 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-D A319 64t Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 5/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - D


 


Without prejudice to the foregoing,
any disclosure of Personal Information to a Receiving Party shall be subject to written agreement between the Buyer and the Seller,
including in particular, but not limited to:


 


		(i)	the contact details of the Receiving Party,



		(ii)	the extent of the Personal Information subject to disclosure,



		(iii)	the Aircraft pricing to be provided to the Receiving Party.



 


Furthermore, the Buyer shall
use its best efforts to limit the disclosure of the contents of this Letter Agreement, the Amendment No.2, the Agreement and/or
any Purchase Agreement to the extent legally permissible in any filing required to be made by the Buyer with any governmental or
regulatory agency.


 


The Buyer agrees that prior to
any such disclosure or filing, the Seller and the Buyer shall jointly review and agree on the terms and conditions of the document
to be filed or disclosed.


 


The provisions of
this Clause shall survive any termination of this Letter Agreement for a period of *** after t the date of Delivery of the
last Aircraft to be delivered under the Amendment No.2.


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-D A319 64t Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 6/7


 




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - D


 


If the foregoing correctly sets forth our understanding, please
execute three (3) originals in the space provided below and return one (1) original of this Letter Agreement to the Seller.


  


	Agreed and Accepted	         Agreed and Accepted
	 	 
	For and on behalf of	For and on behalf of


 





	CHINA EASTERN AIRLINES	 	AIRBUS S.A.S.
	 	 	 	 
	CORPORATION LIMITED	 	 	 
	 	 	 	 
	Signature: 		 	Signature:	/s/ John LEAHY
	 	 	 	 	 
	Name:	 	 	Name:	John LEAHY
	 	 	 	 	 
	Title:	 	 	Title:	COO - CUSTOMERS
	 	 	 	 	 
	Date: 	23/11/2012	 	 	 


 





	Witnessed and acknowledged,	 	 	 
	 	 	 	 
	CHINA EASTERN AVIATION


IMPORT AND EXPORT CORPORATION


	 	 	 
	 	 	 	 
	Signature:		 	 	 
	 	 	 	 	 
	Name:	 	 	 	 
	 	 	 	 	 
	Title:	 	 	 	 


 





	CES - A320 – AM2 to 2010 A320 PA	LA No.3-D A319 64t Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 7/7


  




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - E


 


CHINA EASTERN AIRLINES CORPORATION
LIMITED


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject:   A319-100
PERFORMANCE GUARANTEES (70t SHARKLETS)


 


China Eastern Airlines Corp. Ltd., (the
“Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement
(“AGTA”) on June 15th, 2009, an A320 family purchase agreement (the “Purchase Agreement”)
on December 30th, 2010, and an amendment No.1 to the Purchase Agreement (the “Amendment No.1”) on
June 28th, 2012, hereinafter collectively referred to as the “Agreement”. The Buyer and the Seller
have entered on even date herewith into an amendment No.2 to the Agreement (the “Amendment No.2”), together
with the Agreement cover the manufacture and the sale by the Seller and the purchase by the Buyer of the A319 Aircraft as described
in the Specification annexed to the Agreement and/or the Amendment No.2.


 


Capitalized terms used herein and
not otherwise defined in this Letter Agreement shall have the meanings assigned thereto in the Amendment No.2 and the Agreement


 


Both parties agree that this Letter
Agreement, upon execution thereof, shall constitute an integral, nonseverable part of said Amendment No. 2 and shall be governed
by all its provisions, as such provisions have been specifically amended pursuant to this Letter Agreement.


 


If there is any inconsistency between
the Amendment No. 2 and/or the Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-E A319 70t Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 1/7


 




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - E


 


		1	AIRCRAFT CONFIGURATION



 


The guarantees defined below
(the “Guarantees”) are applicable to the A319-100 Aircraft as described in a) the Standard Specification Ref. J 000 01000
Issue 7 dated 20th June 2011 or b) the Standard Specification Ref. J 000 01000 Issue 6 dated 1st March 2007, as amended
by Specification Change Notices (“SCN’s”) for:


 


		i)	2012 aircraft configuration including Sharklets



 


		ii)	the following design weights:






	Maximum Take-Off Weight (MTOW)	***
	Maximum Landing Weight (MLW)	***
	Maximum Zero Fuel Weight (MZFW)	***


 


		iii)	installation of following engines



 


		a)	CFM56-5B7/3 propulsion system



		b)	IAE V2527M-A5 propulsion system



 


without taking into account any
further changes thereto as provided in the Agreement and/or in the Amendment No.2 (the “Specification’’ for the
purposes of this Letter Agreement).


 


		2	GUARANTEED PERFORMANCE



 


		2.1	Take-off Field Length



 


The JAR take-off field length
at an Aircraft gross weight of 70,000 kg at the start of Take-Off Distance Available (TODA) at Sea Level pressure altitude in ISA+15°C
conditions shall not be more than a guaranteed value of:


 


		a)	for CFM: ***



		b)	for IAE: ***



 


		2.2	Second Segment Climb



 


The Aircraft shall meet JAR 25 regulations for one
engine inoperative climb after take- off, undercarriage retracted, at a weight corresponding to the stated weight at the start
of Take-Off Distance Available (TODA), at the altitude and temperature, and in the configuration of flap angle and safety speed
required to comply with the performance guaranteed in paragraph 2.1 above.


 


		2.3	Landing Field Length



 


JAR certified dry landing field length at an Aircraft
gross weight of 62,500 kg at Sea Level pressure altitude shall be not more than a guaranteed value of:


 


		a)	for CFM: ***



		b)	for IAE: ***



 


		2.4	Cruise Specific Air Range



 


The average nautical miles per kilogram of fuel (average
SAR) at a true Mach number of 0.78 in ISA+15 conditions under the Weight and Altitude conditions given below:


 


	 	Gross Weight (kg)	Pressure Altitude (ft)	 
	 	 	 	 
	 	***	***	 


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-E A319 70t Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 2/7


 




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - E


 


shall be not less than a guaranteed value of:


 


		a)	for CFM: ***



		b)	for IAE: ***



 


		3	MANUFACTURER’S WEIGHT EMPTY



 


The Seller guarantees a Manufacturer’s Weights
Empty as below:


 


	A319-100 CFM56-5B7/3	***
	A319-100 V2527M-A5	***



  


This is the Manufacturer’s Weights Empty of the Aircraft
as defined in Section 13- 10.0.00 of the Standard Specifications amended by the SCN’s defined in paragraph 1 of this Letter
Agreement and are subject to adjustment as defined in paragraph 6.2.


 


		4	GUARANTEE CONDITIONS



 


		4.1	The performance certification requirements for the Aircraft, except where otherwise noted, will
be as stated in Section 02 of the Standard Specification.



 


		4.2	For the determination of JAR take-off and landing performance a hard dry level runway surface with
no runway strength limitations, no line-up allowances, no obstacles, zero wind, atmosphere according to ISA, except as otherwise
noted, and the use of speed brakes, flaps, landing gear and engines in the conditions liable to provide the best results will be
assumed.



 


		4.2.1	When establishing take-off and second segment performance no air will be bled from the engines
for cabin air conditioning or anti-icing.



 


		4.3	Climb, cruise and descent performance associated with the Guarantees will include allowances for
normal electrical load and for normal engine air bleed and power extraction associated with maximum cabin differential pressure
as defined in Section 21-30.31 of the Specification. Cabin air conditioning management during performance demonstration as described
in Subparagraph 5.3 below may be such as to optimize the Aircraft performance while meeting the minimum air conditioning requirements
defined above. Unless otherwise stated no air will be bled from the engines for anti-icing.



 


		4.4	The engines will be operated using not more than the engine manufacturer’s maximum recommended
outputs for take-off, maximum go-round, maximum continuous, maximum climb and cruise for normal operation.



 


		4.5	Where applicable the Guarantees assume the use of an approved fuel having a density of 6.70 lb
per US gallon and a lower heating value of 18,590 BTU per lb. Cruise performance assume a centre of gravity position of 25% MAC.



 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-E A319 70t Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 3/7


 




    	 



    	 



    

 


LETTER AGREEMENT N°
3 - E


 


		5	GUARANTEE COMPLIANCE



 


		5.1	Compliance with the Guarantees shall be demonstrated using operating procedures and limitations
in accordance with those defined by the certifying Airworthiness Authority and by the Seller unless otherwise stated.



 


		5.2	Compliance with the take-off, second segment and landing elements of the Guarantees will be demonstrated
with reference to the JAA approved Flight Manual.



 


		5.3	Compliance with those parts of the Guarantees defined in paragraph 2 above not covered by the requirements
of the certifying Airworthiness Authority shall be demonstrated by calculation based on data obtained during flight tests conducted
on one (or more, at the Seller’s discretion) A319-100 aircraft of the same aerodynamic configuration as the Aircraft purchased
by the Buyer and incorporated in the In-Flight Performance Program and data bases (“the IFP”) appropriate to the Aircraft.



 


		5.4	Compliance with the Manufacturer’s Weight Empty guarantees defined in Paragraph 3 shall be demonstrated
with reference to a Weight Compliance Report.



 


		5.5	Data derived from tests will be adjusted as required using conventional methods of correction,
interpolation or extrapolation in accordance with established aeronautical practices to show compliance with the Guarantees.



 


		5.6	Compliance with the Guarantees is not contingent on engine performance defined in the engine manufacturer’s
specification.



 


		5.7	The Seller undertakes to furnish the Buyer with a report or reports demonstrating compliance with
the Guarantees at, or as soon as possible after, the delivery of each of the Buyer’s Aircraft.



 


		6	ADJUSTMENT OF GUARANTEES



 


		6.1	In the event of any change to any law, governmental regulation or requirement or interpretation
thereof (“Rule Change”) by any governmental agency made subsequent to the date of the Agreement and such rule change
affects the Aircraft configuration or performance or both required to obtain certification the Guarantees shall be appropriately
modified to reflect the effect of any such change.



 


		6.2	The Guarantees apply to the Aircraft as described in paragraph 1 of this Letter Agreement and may
be adjusted in the event of:



 


		i)	Any further configuration change which is the subject of a SCN



		ii)	Variation in actual weights of items defined in Section 13-10 of the Standard Specification



		iii)	Changes required to obtain certification that cause modifications to the performance or weight
of the Aircraft



 


		7	EXCLUSIVE GUARANTEES



 


The Guarantees are exclusive
and are provided in lieu of any and all other performance and weight guarantees of any nature which may be stated, referenced or
incorporated in the Standard Specification or any other document.


 





	CES - A320 – AM2 to 2010 A320 PA	LA No.3-E A319 70t Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 4/7


 




    	 



    	 



    

  


LETTER
AGREEMENT N° 3 - E


 


		8	UNDERTAKING
                                                                                                          REMEDIES



 


Should
any Aircraft fail to meet any of the Guarantees contained in this Letter Agreement, the Seller will use its reasonable endeavours
to correct the deficiency to comply with the subject guarantee.


 


		8.1	Should the Seller fail to develop and
make available corrective means (including but not limited to kits, procedures, adjustment of design weights) for the correction
of the above said deficiency within one (1) year from delivery of the affected Aircraft, then the Seller shall in respect of such
Aircraft pay to the Buyer by way of liquidated damages subject to Seller’s maximum liability set forth hereunder on the anniversary
date of the delivery for as long as the deficiency remains, the following amounts:



 


		8.2.1.	***



 


		8.2.2.	***



 


		8.3.	In the event the seller develops and makes available corrective means mentioned above the Seller
shall pay to the Buyer the monthly prorated portion of the yearly remedy due by the Seller on account of the year during which
the corrective means are made available.



 


		8.4	***



 


		9	ASSIGNMENT



 


Notwithstanding
any other provision of this Letter Agreement, the Amendment No.2 or the Agreement, this Letter Agreement and the rights and obligations
of the Buyer herein shall not be assigned or transferred in any manner, and any attempted assignment or transfer in contravention
of the provisions of this Clause shall be void and of no force or effect.


 


		10	CONFIDENTIALITY



 


This
Letter Agreement (and its existence) or any data exchanged between the Buyer and the Seller for the fulfillment of their respective
obligations under this Letter Agreement shall be treated by both Parties as confidential and shall not be released in whole or
in part to any third party except as may be required by law, or to auditors, legal or tax advisors for the purpose of implementation
hereof.


 


In
particular, both Parties agree:





		-	not to make any press release concerning
the whole or any part of the contents and/or subject matter of this Letter Agreement without the prior written consent of the other
Party hereto.



 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-E A319 70t Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 5/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - E


 


		-	that any and all terms and conditions of the transaction contemplated
in this Letter Agreement are strictly personal and exclusive to the Buyer, (the “Personal Information”). The Buyer therefore
agrees to enter into consultations with the Seller reasonably in advance of any required disclosure of Personal Information to
financial institutions, including operating lessors, investment banks and their agents or other relevant institutions for aircraft
sale and leaseback or any other Aircraft or Predelivery Payment financing purposes (the “Receiving Party”).



 


Without
prejudice to the foregoing, any disclosure of Personal Information to a Receiving Party shall be subject to written agreement between
the Buyer and the Seller, including in particular, but not limited to:


 


(i) the
contact details of the Receiving Party,


(ii) the
extent of the Personal Information subject to disclosure,





(iii) the
Aircraft pricing to be provided to the Receiving Party.


 


Furthermore,
the Buyer shall use its best efforts to limit the disclosure of the contents of this Letter Agreement, the Amendment No.2, the
Agreement and/or any Purchase Agreement to the extent legally permissible in any filing required to be made by the Buyer with any
governmental or regulatory agency.


 


The
Buyer agrees that prior to any such disclosure or filing, the Seller and the Buyer shall jointly review and agree on the terms
and conditions of the document to be filed or disclosed.


 


The
provisions of this Clause shall survive any termination of this Letter Agreement for a period of *** after t the date of Delivery
of the last Aircraft to be delivered under the Amendment No.2.


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-E A319 70t Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 6/7


 


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - E


 


If the foregoing correctly
sets forth our understanding, please execute three (3) originals in the space provided below and return one (1) original of this
Letter Agreement to the Seller.


 


	Agreed and Accepted 	 	Agreed and Accepted 
	 	 	 
	For and on behalf of	 	For and on behalf of
	 	 	 
	CHINA EASTERN AIRLINES	 	AIRBUS S.A.S.
	 	 	 
	CORPORATION LIMITED	 	 
	 	 	 
	
     Signature:		 	 Signature:	/s/ John LEAHY
	 	 	 
	Name:	 	 	Name: 	John LEAHY
	 	 	 
	Title:	 	 	Title: 	COO CUSTOMERS
	 	 	 
	Date: 23/11/2012	 	 
	 	 	 
	Witnessed and acknowledged,	 	 
	 	 	 
	CHINA EASTERN AVIATION 	 	 
	IMPORT AND EXPORT CORPORATION	 	 
	 	 	 
	Signature:		 	 
	 	 	 
	Name:	 	 	 
	 	 	 
	Title:	 	 	 


 


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-E A319 70t Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 7/7


 


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - F


 


CHINA
EASTERN AIRLINES CORPORATION LIMITED


Hongqiao
International Airport,


No.
2550 Hongqiao Road,


Shanghai
200335,


People’s
Republic of China


 


Subject:
 A320-200 PERFORMANCE GUARANTEES (Sharklets)


 


China
Eastern Airlines Corp. Ltd., (the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered
into an aircraft general terms agreement (“AGTA”) on June 15th, 2009, an A320 family purchase agreement
(the “Purchase Agreement”) on December 30th, 2010, and an amendment No.1 to the Purchase Agreement
(the “Amendment No.1”) on June 28th, 2012, hereinafter collectively referred to as the “Agreement”.
The Buyer and the Seller have entered on even date herewith into an amendment No.2 to the Agreement (the “Amendment No.2”),
together with the Agreement cover the manufacture and the sale by the Seller and the purchase by the Buyer of the A320 Aircraft
as described in the Specification annexed to the Agreement and/or the Amendment No.2.


 


Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have the meanings assigned thereto in the Amendment
No.2 and the Agreement


 


Both
parties agree that this Letter Agreement, upon execution thereof, shall constitute an integral, nonseverable part of said Amendment
No. 2 and shall be governed by all its provisions, as such provisions have been specifically amended pursuant to this Letter Agreement.


 


If
there is any inconsistency between the Amendment No. 2 and/or the Agreement and this Letter Agreement, the latter shall prevail
to the extent of such inconsistency.


 


	CES - A320    – AM2 to 2010 A320 PA	LA No.3-F A320 Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 1/7


 







    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - F


 


		1	AIRCRAFT CONFIGURATION



 


The
guarantees defined below (the “Guarantees”) are applicable to the A320-200 Aircraft as described in a) the Standard Specification
Ref. D 000 02000 Issue 8 dated 20th June 2011 or b) the Standard Specification Ref. D 000 02000 Issue 7 dated 1st March 2007, as
amended by Specification Change Notices (“SCN’s”) for:


 


i)   2012
aircraft configuration including Sharklets


 


ii)   installation
of following engines





a)   CFM56-5B4/3
propulsion system





b)   IAE
V2527-A5 propulsion system


 


without
taking into account any further changes thereto as provided in the Agreement and/or in the Amendment No.2 (the “Specification”
for the purposes of this Letter Agreement).


 


		2	GUARANTEED
PERFORMANCE



 


		2.1	Take-off
Field Length



 


The
JAR take-off field length at an Aircraft gross weight of 73,500 kg at the start of Take-Off Distance Available (TODA) at Sea Level
pressure altitude in ISA+15°C conditions shall not be more than a guaranteed value of:


 


a)    for
CFM:    ***


b)    for
IAE:      ***


 


		2.2	Second Segment Climb



 


The Aircraft shall meet
JAR 25 regulations for one engine inoperative climb after take- off, undercarriage retracted, at a weight corresponding to the
stated weight at the start of Take-Off Distance Available (TODA), at the altitude and temperature, and in the configuration of
flap angle and safety speed required to comply with the performance guaranteed in paragraph 2.1 above.


 


		2.3	Landing Field Length



 


JAR
certified dry landing field length at an Aircraft gross weight of 64,500 kg at Sea Level pressure altitude shall be not more than
a guaranteed value of:


 


a)    for
CFM:    ***


b)    for
IAE:      ***


 


		2.4	Cruise Specific Air Range



 


The average nautical
miles per kilogram of fuel (average SAR) at a true Mach number of 0.78 in ISA+15 conditions under the Weight and Altitude conditions
given below:


 


	Gross Weight (kg)	Pressure Altitude (ft)
	 	 
	***	***


 


shall
be not less than a guaranteed value of:


 


		a)	for CFM: ***
	 	b)	for IAE:   ***



 


	CES - A320
    – AM2 to 2010 A320 PA	LA No.3-F A320 Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 2/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - F


 


		3	MANUFACTURER’S WEIGHT EMPTY



 


The Seller guarantees
a Manufacturer’s Weights Empty as below:


 


A320-200 CFM56-5B4/3             ***


 


A320-200 V2527-A5                    ***


 


These
are the Manufacturer’s Weights Empty of the Aircraft as defined in Section 13-10.00.00
of the Standard Specifications amended by the SCN’s defined in paragraph 1 of this Letter Agreement and are subject to adjustment
as defined in paragraph 6.2.


 


		4	GUARANTEE
                                                          CONDITIONS



 


		4.1	The performance certification requirements
for the Aircraft, except where otherwise noted, will be as stated in Section 02 of the Standard Specification.



 


		4.2	For the determination of JAR take-off
and landing performance a hard dry level runway surface with no runway strength limitations, no line-up allowances, no obstacles,
zero wind, atmosphere according to ISA, except as otherwise noted, and the use of speed brakes, flaps, landing gear and engines
in the conditions liable to provide the best results will be assumed.



 


		4.2.1	When establishing take-off and second
segment performance no air will be bled from the engines for cabin air conditioning or anti-icing.



 


		4.3	Climb, cruise and descent performance
associated with the Guarantees will include allowances for normal electrical load and for normal engine air bleed and power extraction
associated with maximum cabin differential pressure as defined in Section 21-30.31 of the Specification. Cabin air conditioning
management during performance demonstration as described in Subparagraph 5.3 below may be such as to optimize the Aircraft performance
while meeting the minimum air conditioning requirements defined above. Unless otherwise stated no air will be bled from the engines
for anti-icing.



 


		4.4	The engines will be operated using not
more than the engine manufacturer’s maximum recommended outputs for take-off, maximum go-round, maximum continuous, maximum
climb and cruise for normal operation.



 


		4.5	Where applicable the Guarantees assume
the use of an approved fuel having a density of 6.70 lb per US gallon and a lower heating value of 18,590 BTU per lb. Cruise performance
assume a centre of gravity position of 33% MAC.



 


		5	GUARANTEE COMPLIANCE



 


		5.1	Compliance with the Guarantees shall be
demonstrated using operating procedures and limitations in accordance with those defined by the certifying Airworthiness Authority
and by the Seller unless otherwise stated.



 


	5.2		Compliance with the take-off, second segment and landing elements of the Guarantees will be
                                                                              demonstrated with reference to the JAA approved Flight Manual.



 


	CES - A320
    –  AM2 to 2010 A320 PA	LA No.3-F A320 Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 3/7





 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - F


 


		5.3	Compliance with those parts of the Guarantees
defined in paragraph 2 above not covered by the requirements of the certifying Airworthiness Authority shall be demonstrated by
calculation based on data obtained during flight tests conducted on one (or more, at the Seller’s discretion) A320-200 aircraft
of the same aerodynamic configuration as the Aircraft purchased by the Buyer and incorporated in the In-Flight Performance Program
and data bases (“the IFP”) appropriate to the Aircraft.



 


		5.4	Compliance with the Manufacturer’s
Weight Empty guarantees defined in Paragraph 3 shall be demonstrated with reference to a Weight Compliance Report.



 


		5.5	Data derived from tests will be adjusted
as required using conventional methods of correction, interpolation or extrapolation in accordance with established aeronautical
practices to show compliance with the Guarantees.



 


		5.6	Compliance with the Guarantees is not
contingent on engine performance defined in the engine manufacturer’s specification.



 


		5.7	The Seller undertakes to furnish
                                                                               the Buyer with a report or reports demonstrating compliance
with the Guarantees at, or as soon as possible after, the delivery of each of the Buyer’s Aircraft.



 








		6	ADJUSTMENT OF GUARANTEES



 


		6.1	In the event of any change to any law,
governmental regulation or requirement or interpretation thereof (“Rule Change”) by any governmental agency made subsequent
to the date of the Agreement and such rule change affects the Aircraft configuration or performance or both required to obtain
certification the Guarantees shall be appropriately modified to reflect the effect of any such change.



 


		6.2	The Guarantees apply to the Aircraft as
described in paragraph 1 of this Letter Agreement and may be adjusted in the event of:



 


		i)	Any
further configuration change which is the subject of a SCN



		ii)	Variation
in actual weights of items defined in Section13-10 of the Standard Specification



		iii)	Changes required to obtain certification
that cause modifications to the performance or weight of the Aircraft



 


		7	EXCLUSIVE GUARANTEES



 


The
Guarantees are exclusive and are provided in lieu of any and all other performance and weight guarantees of any nature which may
be stated, referenced or incorporated in the Standard Specification or any other document.


 


		8	UNDERTAKING REMEDIES



 


Should
any Aircraft fail to meet any of the Guarantees contained in this Letter Agreement, the Seller will use its reasonable endeavours
to correct the deficiency to comply with the subject guarantee.


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-F A320 Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 4/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - F


 


		8.1	Should the Seller fail to develop and
make available corrective means (including but not limited to kits, procedures, adjustment of design weights) for the correction
of the above said deficiency within one (1) year from delivery of the affected Aircraft, then the Seller shall in respect of such
Aircraft pay to the Buyer by way of liquidated damages subject to Seller’s maximum liability set forth hereunder on the anniversary
date of the delivery for as long as the deficiency remains, the following amounts:



 


		8.2.1.	***



 


		8.2.2.	***



 





		8.3.	In
the event the Seller develops and makes available corrective means mentioned above
the Buyer shall reimburse to the Seller the monthly prorated portion of the yearly penalty
paid by the Seller on account of the year during which the corrective means are made available.






 





		8.4	***



 


		9	ASSIGNMENT



 


Notwithstanding
any other provision of this Letter Agreement, the Amendment No.2 or the Agreement, this Letter Agreement and the rights and obligations
of the Buyer herein shall not be assigned or transferred in any manner, and any attempted assignment or transfer in contravention
of the provisions of this Clause shall be void and of no force or effect.


 


		10	CONFIDENTIALITY



 


This
Letter Agreement (and its existence) or any data exchanged between the Buyer and the Seller for the fulfillment of their respective
obligations under this Letter Agreement shall be treated by both Parties as confidential and shall not be released in whole or
in part to any third party except as may be required by law, or to auditors, legal or tax advisors for the purpose of implementation
hereof.


 


In
particular, both Parties agree:


		-	not to make any press release concerning
the whole or any part of the contents and/or subject matter of this Letter Agreement without the prior written consent of the other
Party hereto.



		-	that any and all terms and conditions
of the transaction contemplated in this Letter Agreement are strictly personal and exclusive to the Buyer, (the “Personal
Information”). The Buyer therefore agrees to enter into consultations with the Seller reasonably in advance of any required
disclosure of Personal Information to financial institutions, including operating lessors, investment banks and their agents or
other relevant institutions for aircraft sale and leaseback or any other Aircraft or Predelivery Payment financing purposes (the
“Receiving Party”).



 


	CES - A320
    –  AM2 to 2010 A320 PA	LA No.3-F A320 Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 5/7


 


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - F


 


Without
prejudice to the foregoing, any disclosure of Personal Information to a Receiving Party shall be subject to written agreement between
the Buyer and the Seller, including in particular, but not limited to:


 


(i) the
contact details of the Receiving Party,


(ii) the
extent of the Personal Information subject to disclosure,


(iii) the
Aircraft pricing to be provided to the Receiving Party.


 


Furthermore,
the Buyer shall use its best efforts to limit the disclosure of the contents of this Letter Agreement, the Amendment No.2, the
Agreement and/or any Purchase Agreement to the extent legally permissible in any filing required to be made by the Buyer with any
governmental or regulatory agency.


 


The
Buyer agrees that prior to any such disclosure or filing, the Seller and the Buyer shall jointly review and agree on the terms
and conditions of the document to be filed or disclosed.


 


The
provisions of this Clause Shall survive any termination of this Letter Agreement for a period of *** after t the date of
Delivery of the last Aircraft to be delivered under the Amenament No.2.


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-F A320 Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 6/7


 


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - F


 


If the foregoing correctly
sets forth our understanding, please execute three (3) originals in the space provided below and return one (1) original of this
Letter Agreement to the Seller.


 





	Agreed and Accepted 	 	Agreed and Accepted 
	 	 	 
	For and on behalf of	 	For and on behalf of
	 	 	 
	CHINA EASTERN AIRLINES	 	AIRBUS S.A.S.
	 	 	 
	CORPORATION LIMITED	 	 
	 	 	 
	
     Signature:		 	 Signature:	/s/ John LEAHY
	 	 	 
	Name:	 	 	Name: 	John LEAHY
	 	 	 
	Title:	 	 	Title: 	COO - CUSTOMERS
	 	 	 
	Date: 23/11/2012	 	 
	 	 	 
	Witnessed and acknowledged,	 	 
	 	 	 
	CHINA EASTERN AVIATION 	 	 
	IMPORT AND EXPORT CORPORATION	 	 
	 	 	 
	Signature:		 	 
	 	 	 
	Name:	 	 	 
	 	 	 
	Title:	 	 	 


 





	CES - A320 – AM2 to 2010 A320 PA 	LA No.3-F A320 Sharklet perfo	Private & Confidential
	
         CT10002329 August 2012
	Page 7/7


 


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - G


 


CHINA
EASTERN AIRLINES CORPORATION LIMITED


Hongqiao
International Airport,


No.
2550 Hongqiao Road,


Shanghai
200335,


People’s
Republic of China


 


Subject:
A321-200 PERFORMANCE GUARANTEES (SHARKLETS)


 


China
Eastern Airlines Corp. Ltd., (the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered
into an aircraft general terms agreement (“AGTA”) on June 15th, 2009, an A320 family purchase agreement
(the “Purchase Agreement”) on December 30th, 2010, and an amendment No.1 to the Purchase Agreement
(the “Amendment No.1”) on June 28th, 2012, hereinafter collectively referred to as the “Agreement”.
The Buyer and the Seller have entered on even date herewith into an amendment No.2 to the Agreement (the “Amendment No.2”),
together with the Agreement cover the manufacture and the sale by the Seller and the purchase by the Buyer of the A321 Aircraft
as described in the Specification annexed to the Agreement and/or the Amendment No.2.


 


Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have the meanings assigned thereto in the Amendment
No.2 and the Agreement


 


Both
parties agree that this Letter Agreement, upon execution thereof, shall constitute an integral, nonseverable part of said Amendment
No. 2 and shall be governed by all its provisions, as such provisions have been specifically amended pursuant to this Letter Agreement.


 


If
there is any inconsistency between the Amendment No. 2 and/or the Agreement and this Letter Agreement, the latter shall prevail
to the extent of such inconsistency.


 





	CES - A320 – AM2 to 2010 A320 PA 	LA No.3-G A321 Sharklet perfo	Private & Confidential
	
         CT10002329 August 2012
	Page 1/7


 







    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - G


 


		1	AIRCRAFT
                                                                                CONFIGURATION



 


The
guarantees defined below (the “Guarantees”) are applicable to the A321-200 Aircraft as described in a) the Standard
Specification Ref. E 000 02000 Issue 5 dated 20th June 2011 or b) the Standard Specification Ref. E 000 02000 Issue 4 dated 1st
March 2007, as amended by Specification Change Notices (“SCN’s”) for:


 


i)   2012
aircraft configuration including Sharklets


 


ii)   installation
of following engines


 


a)   CFM56-5B3/3
propulsion system


b)   IAE
V2533-A5 propulsion system


 


without
taking into account any further changes thereto as provided in the Agreement and/or in the Amendment No.2 (the “Specification”
for the purposes of this Letter Agreement).


 


		2	GUARANTEED
                                                                                PERFORMANCE



 


		2.1	Take-off
Field Length



 


The
JAR take-off field length at an Aircraft gross weight of 89,000 kg at the start of Take-Off Distance Available (TODA) at Sea Level
pressure altitude in ISA+15°C conditions shall not be more than a guaranteed value of:


 


		a)	for CFM:       ***






		b)	for IAE:         ***



 


		2.2	Second
Segment Climb



 


The Aircraft shall meet
JAR 25 regulations for one engine inoperative climb after take- off, undercarriage retracted, at a weight corresponding to the
stated weight at the start of Take-Off Distance Available (TODA), at the altitude and temperature, and in the configuration of
flap angle and safety speed required to comply with the performance guaranteed in paragraph 2.1 above.


 


		2.3	Landing
Field Length



 


JAR
certified dry landing field length at an Aircraft gross weight of 75,500 kg at Sea Level pressure altitude shall be not more than
a guaranteed value of:


 


		a)	for CFM:       ***






		b)	for IAE:         ***



 


		2.4	Cruise
Specific Air Range



 


The average nautical
miles per kilogram of fuel (average SAR) at a true Mach number of 0.78 in ISA+15 conditions under the Weight and Altitude conditions
given below:


 


	 Gross Weight (kg)	Pressure Altitude (ft)
	 	 
	***	***


 





	CES - A320 – AM2 to 2010 A320 PA 	LA No.3-G A321 Sharklet perfo	Private & Confidential
	
         CT10002329 August 2012
	Page 2/7


 







    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - G


 


shall
be not less than a guaranteed value of:


 


		a)	for CFM:       ***






		b)	for IAE:         ***





 


		3	MANUFACTURER’S
                                                          WEIGHT EMPTY



 


The
Seller guarantees a Manufacturer’s Weights Empty as below:


 


A321-200 CFM56-5B3/3        ***


A321-200 V2533-A5               ***


 


These
are the Manufacturer’s Weights Empty of the Aircraft as defined in Section 13-10.0.00
of the Standard Specifications amended by the SCN’s defined in paragraph 1 of this Letter Agreement and are subject to adjustment
as defined in paragraph 6.2.


 


		4	GUARANTEE CONDITIONS



 


		4.1	The performance certification
                                                                              requirements for the Aircraft, except where otherwise noted, will be as stated in Section 02 of the Standard
                                                                              Specification.



 


		4.2	For the determination of JAR take-off
and landing performance a hard dry level runway surface with no runway strength limitations, no line-up allowances, no obstacles,
zero wind, atmosphere according to ISA, except as otherwise noted, and the use of speed brakes, flaps, landing gear and engines
in the conditions liable to provide the best results will be assumed.



 


		4.2.1	When establishing take-off and second
segment performance no air will be bled from the engines for cabin air conditioning or anti-icing.



 


		4.3	Climb, cruise and descent performance
associated with the Guarantees will include allowances for normal electrical load and for normal engine air bleed and power extraction
associated with maximum cabin differential pressure as defined in Section 21-30.31 of the Specification. Cabin air conditioning
management during performance demonstration as described in Subparagraph 5.3 below may be such as to optimize the Aircraft performance
while meeting the minimum air conditioning requirements defined above. Unless otherwise stated no air will be bled from the engines
for anti-icing.



 


		4.4	The engines will be operated using not
more than the engine manufacturer’s maximum recommended outputs for take-off, maximum go-round, maximum continuous, maximum climb
and cruise for normal operation.



 


		4.5	Where applicable the Guarantees assume the use of an approved fuel having a density of 6.70 lb
per US gallon and a lower heating value of 18,590 BTU per lb. Cruise performance assume a centre of gravity position of 25% MAC.



 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-G A321 Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 3/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - G


 


		5	GUARANTEE
                                                            COMPLIANCE



 


		5.1	Compliance with the Guarantees shall be
demonstrated using operating procedures and limitations in accordance with those defined by the certifying Airworthiness Authority
and by the Seller unless otherwise stated.



 


		5.2	Compliance with the take-off, second segment
and landing elements of the Guarantees will be demonstrated with reference to the JAA approved Flight Manual.



 


		5.3	Compliance with those parts of the Guarantees
defined in paragraph 2 above not covered by the requirements of the certifying Airworthiness Authority shall be demonstrated by
calculation based on data obtained during flight tests conducted on one (or more, at the Seller’s discretion) A321-200 aircraft
of the same aerodynamic configuration as the Aircraft purchased by the Buyer and incorporated in the In-Flight Performance Program
and data bases (“the IFP”) appropriate to the Aircraft.



 


		5.4	Compliance with the Manufacturer’s Weight
Empty guarantees defined in Paragraph 3 shall be demonstrated with reference to a Weight Compliance Report.



 


		5.5	Data derived from tests will be adjusted
as required using conventional methods of correction, interpolation or extrapolation in accordance with established aeronautical
practices to show compliance with the Guarantees.



 


		5.6	Compliance with the Guarantees is not
contingent on engine performance defined in the engine manufacturer’s specification.



 


		5.7	The Seller undertakes to furnish the Buyer
with a report or reports demonstrating compliance with the Guarantees at, or as soon as possible after, the delivery of each of
the Buyer’s Aircraft.



 


		6	ADJUSTMENT OF GUARANTEES



 


		6.1	In the event of any change to any law,
governmental regulation or requirement or interpretation thereof (“Rule Change”) by any governmental agency made subsequent
to the date of the Agreement and such rule change affects the Aircraft configuration or performance or both required to obtain
certification the Guarantees shall be appropriately modified to reflect the effect of any such change.



 


		6.2	The
Guarantees apply to the Aircraft as described in paragraph 1 of this Letter Agreement and may be adjusted in the event of:



 


		i)	Any
further configuration change which is the subject of a SCN



		ii)	Variation
in actual weights of items defined in Section 13-10 of the Standard Specification






		iii)	Changes required to obtain certification that cause modifications
to the performance or weight of the Aircraft



 


		7	EXCLUSIVE
GUARANTEES



 


The
Guarantees are exclusive and are provided in lieu of any and all other performance and weight guarantees of any nature which may
be stated, referenced or incorporated in the Standard Specification or any other document.


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-G A321 Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 4/7


 







    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - G


 


		8	UNDERTAKING REMEDIES



 


Should
any Aircraft fail to meet any of the Guarantees contained in this Letter Agreement, the Seller will use its reasonable endeavours
to correct the deficiency to comply with the subject guarantee.


 


		8.1	Should the Seller fail to develop and
make available corrective means (including but not limited to kits, procedures, adjustment of design weights) for the correction
of the above said deficiency within one (1) year from delivery of the affected Aircraft, then the Seller shall in respect of such
Aircraft pay to the Buyer by way of liquidated damages subject to Seller’s maximum liability set forth hereunder on the anniversary
date of the delivery for as long as the deficiency remains, the following amounts:



 


		8.2.1.	***



 


		8.2.2.	***



 


		8.3.	In the event the Seller develops and
                                                                               makes available corrective means mentioned above the Buyer shall reimburse to the Seller the monthly prorated
                                                                               portion of the yearly penalty paid by the Seller on account of the year during which the corrective means are made
                                                                               available.



 


		8.4	***


 


		9	ASSIGNMENT



 


Notwithstanding
any other provision of this Letter Agreement, the Amendment No.2 or the Agreement, this Letter Agreement and the rights and obligations
of the Buyer herein shall not be assigned or transferred in any manner, and any attempted assignment or transfer in contravention
of the provisions of this Clause shall be void and of no force or effect.


 


		10	CONFIDENTIALITY



 


This
Letter Agreement (and its existence) or any data exchanged between the Buyer and the Seller for the fulfillment of their respective
obligations under this Letter Agreement shall be treated by both Parties as confidential and shall not be released in whole or
in part to any third party except as may be required by law, or to auditors, legal or tax advisors for the purpose of implementation
hereof.


 


In
particular, both Parties agree:


 


		-	not to make any press release concerning
the whole or any part of the contents and/or subject matter of this Letter Agreement without the prior written consent of the other
Party hereto.



 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-G A321 Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 5/7


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - G


 


		-	that any and all terms and
                                                           conditions of the transaction contemplated in this Letter Agreement are strictly personal and exclusive to the Buyer, (the
                                                           “Personal Information”).
The Buyer therefore agrees to enter into consultations with the Seller reasonably in advance of any required disclosure of Personal
Information to financial institutions, including operating lessors, investment banks and their agents or other relevant institutions
for aircraft sale and leaseback or any other Aircraft or Predelivery Payment financing purposes (the “Receiving Party”).



 








Without
prejudice to the foregoing, any disclosure of Personal Information to a Receiving Party shall be subject to written agreement between
the Buyer and the Seller, including in particular, but not limited to:


 


(i) the
contact details of the Receiving Party,


(ii) the
extent of the Personal Information subject to disclosure,


(iii) the
Aircraft pricing to be provided to the Receiving Party.


 


Furthermore,
the Buyer shall use its best efforts to limit the disclosure of the contents of this Letter Agreement, the Amendment No.2, the
Agreement and/or any Purchase Agreement to the extent legally permissible in any filing required to be made by the Buyer with any
governmental or regulatory agency.


 


The
Buyer agrees that prior to any such disclosure or filing, the Seller and the Buyer shall jointly review and agree on the terms
and conditions of the document to be filed or disclosed.


 


The
provisions of this Clause shall survive any termination of this Letter Agreement for a period of *** after t the date of
Delivery of the last Aircraft to be delivered under the Amendment No.2.


 


	CES - A320 – AM2 to 2010 A320 PA	LA No.3-G A321 Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 6/7


 


 




    	 



    	 



    

 


LETTER
AGREEMENT N° 3 - G


 


If the foregoing correctly
sets forth our understanding, please execute three (3) originals in the space provided below and return one (1) original of this
Letter Agreement to the Seller.


 





	Agreed and Accepted 	 	Agreed and Accepted 
	 	 	 
	For and on behalf of	 	For and on behalf of
	 	 	 
	CHINA EASTERN AIRLINES	 	AIRBUS S.A.S.
	 	 	 
	CORPORATION LIMITED	 	 
	 	 	 
	
     Signature:		 	 Signature:	/s/ John LEAHY
	 	 	 
	Name:	 	 	Name: 	John LEAHY
	 	 	 
	Title:	 	 	Title: 	COO
    - CUSTOMERS
	 	 	 
	Date: 23/11/2012	 	 
	 	 	 
	Witnessed and acknowledged,	 	 
	 	 	 
	CHINA EASTERN AVIATION 	 	 
	IMPORT AND EXPORT CORPORATION	 	 
	 	 	 
	Signature:		 	 
	 	 	 
	Name:	 	 	 
	 	 	 
	Title:	 	 	 


 





	CES - A320 – AM2 to 2010 A320 PA	LA No.3-G A321 Sharklet perfo	Private & Confidential
	CT10002329 August 2012	 	Page 7/7


 




    	 



    	 



    

 


LETTER
AGREEMENT 4


 


CHINA
EASTERN AIRLINES CORPORATION LIMITED


Hongqiao
International Airport,


No.
2550 Hongqiao Road,


Shanghai
200335,


People’s
Republic of China


 


Subject:
Approval


 


China
Eastern Airlines Corp. Ltd., (the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered
into an aircraft general terms agreement (“AGTA”) on June 15th, 2009, an A320 family purchase agreement
(the “Purchase Agreement”) on December 30th, 2010, and an amendment No.1 to the Purchase Agreement
(the “Amendment No.1”) on June 28th, 2012, hereinafter collectively referred to as the “Agreement”.
The Buyer and the Seller have entered on even date herewith into an amendment No.2 to the Agreement (the “Amendment No.2”),
which cover the manufacture and the sale by the Seller and the purchase by the Buyer of the Second Batch Aircraft as described
in the Amendment No. 2.


 


Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have the meanings assigned thereto in the Amendment
No.2 and the Agreement


 


Both
parties agree that this Letter Agreement, upon execution thereof, shall constitute an integral, nonseverable part of said Amendment
No. 2 and shall be governed by all its provisions, as such provisions have been specifically amended pursuant to this Letter Agreement.


 


If
there is any inconsistency between the Amendment No. 2 and/or the Agreement and this Letter Agreement, the latter shall prevail
to the extent of such inconsistency.


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT1002329 – August 2012	 
	LA4	Page 1/4


 


 




    	 



    	 



    

 


LETTER
AGREEMENT 4


 


		1.	Listing Matters



 


The
Buyer confirms that it is a listed issuer of equity securities at The Stock Exchange of Hong Kong Limited (the “Hong
Kong Stock Exchange”) and Stock Exchange of Shanghai Limited (the “Shanghai Stock Exchange” collectively
the “Stock Exchanges”). The Buyer confirms that; i) under the relevant governing rules of the Stock Exchanges,
Buyer’s purchase of the Aircraft may be a transaction classified as a “notifiable transaction”, ii) such classification
by the Stock Exchanges requires the Buyer to comply with the certain disclosure and shareholder approval requirements regarding
the purchase of the Aircraft.


 


		2.	Shareholder Approval.



 


The
parties understand that the rules of the Stock Exchanges require that, any applicable transaction must be approved by a Buyer’s
shareholders general meeting. If required, shareholders approval for the purchase by the Buyer of the Aircraft shall be obtained,
following the applicable laws and regulations, including the requirements and procedures defined under the Hong Kong and Shanghai
lising rules and the articles of associatikon of the Buyer, as soon as practicable after the signing of Amendment No.2 to the Agreement.
The Buyer confirms that it has obtained from its controlling shareholder (which owns or controls more than 50% of the Buyer’s
total share capital) written approval for the Amendment No. 2 to the Agreement.


 


		3.	Government Approval.



 


***


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT1002329 – August 2012	 
	LA4	Page 2/4


 




    	 



    	 



    

 


LETTER
AGREEMENT 4


 


		4.	Assignment



 


Notwithstanding
any other provision of this Letter Agreement No8, the AGTA or the Purchase Agreement, this Letter Agreement No8 and the rights
and obligations of the Buyer herein shall not be assigned or transferred in any manner, and any attempted assignment or transfer
in contravention of the provisions of this Clause shall be void and of no force or effect.


 


		5.	Confidentiality



 


This
Letter Agreement No8 (and its existence) or any data exchanged between the Buyer and the Seller for the fulfillment of their
respective obligations under this Letter Agreement 9 shall be
treated by both Parties as confidential and shall not be released in whole or in part to any third party except as may be
required by law (provided that the Buyer or the Seller, as the case may be, shall use its reasonable efforts to obtain
assurance that such information will be treated confidentially) or by the Stock Exchange, or to auditors, legal or tax
advisors for the purpose of implementation hereof.


 





In
particular, both Parties agree:


 


		-	not to make any press release concerning
the whole or any part of the contents and/or subject matter of this Letter Agreement No8 without the prior written consent of the
other Party hereto.



 


		-	that any and all terms and conditions
of the transaction contemplated in this Letter Agreement No8 are strictly personal and exclusive to the Buyer, (the “Personal
Information”). The Buyer therefore agrees to enter into consultations with the Seller reasonably in advance of any required
disclosure of Personal Information to financial institutions, including operating lessors, investment banks and their agents or
other relevant institutions for aircraft sale and leaseback or any other Aircraft or Predelivery Payment financing purposes (the
“Receiving Party”).



 


Without
prejudice to the foregoing, any disclosure of Personal Information to a Receiving Party shall be subject to written agreement between
the Buyer and the Seller, including in particular, but not limited to:


 


		(i)	the contact details of the Receiving Party,



		(ii)	the extent of the Personal Information
subject to disclosure,



		(iii)	the Aircraft pricing to be provided to
the Receiving Party.



 


Furthermore,
the Buyer shall use its best efforts to limit the disclosure of the contents of this AGTA and/or any Purchase Agreement to the
extent legally permissible in any filing required to be made by the Buyer with any governmental or regulatory agency. The Buyer
agrees that prior to any such disclosure or filing, the Seller and the Buyer shall jointly review and agree on the terms and conditions
of the document to be filed or disclosed.


 


The
provisions of this Clause shall survive any termination of this Letter Agreement No8 for a period of *** after the date of Delivery
of the last Aircraft to be delivered under the Purchase Agreement.


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	Private & Confidential
	CT1002329 – August 2012	 
	LA4	Page 3/4


 




    	 



    	 



    

  


LETTER
AGREEMENT 4


 


If the foregoing correctly sets
forth our understanding, please execute three (3) originals in the space provided below and return one (1) original of this Letter
Agreement No8 to the Seller.


 


	Agreed and accepted,	 	Agreed and accepted,
	 	 	 
	For and on behalf of	 	For and on behalf of
	 	 	 
	CHINA EASTERN AIRLINES

CORPORATION LIMITED	 	AIRBUS S.A.S.
	 	 	 	 	 
	Signature:  		 	Signature:  	/s/ John LEAHY
	 	 	 	 	 
	Name:	 	 	Name:	John LEAHY
	 	 	 	 	 
	Title:	 	 	Title:	COO - CUSTOMERS
	 	 	 	 	 
	Date:	23/11/2012	 	 	 
	 	 	 	 	 
	Witnessed and acknowledged,	 	 	 
	 	 	 	 	 
	CHINA EASTERN AVIATION

IMPORT AND EXPORT CORPORATION	 	 	 
	 	 	 	 	 
	Signature:		 	 	 
	 	 	 	 	 
	Name:	 	 	 	 
	 	 	 	 	 
	Title:	 	 	 	 


 


	CES
    - A320 –  Amendment No 2 to 2010 A320 PA   	Private & Confidential
	CT1002329 – August 2012	 
	LA4	Page 4/4


 




    	 



    	 



    

 


SIDE
LETTER N° 1


 


CHINA
EASTERN AIRLINES CORPORATION LIMITED


Hongqiao
International Airport,


No. 2550
Hongqiao Road,


Shanghai
200335,


People’s
Republic of China


 


Subject:
Additional Incentives


 


China Eastern
Airlines Corp. Ltd., (the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft
general terms agreement (“AGTA”) on June 15th, 2009, an A320 family purchase agreement (the “Purchase
Agreement”) on December 30th, 2010, and an amendment No.1 to the Purchase Agreement (the “Amendment
No.1”) on June 28th, 2012, hereinafter collectively referred to as the “Agreement”. The
Buyer and the Seller have entered on even date herewith into an amendment No.2 to the Agreement (the “Amendment No.2”),
which cover the manufacture and the sale by the Seller and the purchase by the Buyer of the Second Batch Aircraft as described
in the Amendment No. 2


 


Capitalized
terms used herein and not otherwise defined in this Side Letter shall have the meanings assigned thereto in the Amendment No.2
and the Agreement


 


Both parties
agree that this Side Letter, upon execution thereof, shall constitute an integral, nonseverable part of said Amendment No. 2 and
shall be governed by all its provisions, as such provisions have been specifically amended pursuant to this Side Letter.


 


If there is any inconsistency
between the Amendment No. 2 and/or the Agreement and this Side Letter, the latter shall prevail to the extent of such inconsistency.


 


	CES - A320 – Amendment No
    2 to 2010 A320 PA	SL No.1	Private & Confidential
	CT10002329 August 2012	 	Page 1/6


 




    	 



    	 



    

 


SIDE
LETTER N° 1


 


		1	2016 CEO Deliveries Credit Memorandum



 


The
Seller shall grant to the Buyer, at Delivery of each Second Batch Aircraft whose Scheduled Delivery Quarter set out in Clause
4 of Amendment No.2 is within 2016, a credit memorandum (the “2016 CEO Deliveries Credit Memorandum”) in an
amount of:


 


***


 


		2	2017 CEO Deliveries Credit Memorandum



 


The
Seller shall grant to the Buyer, at Delivery of each Second Batch Aircraft which Scheduled Delivery Quarter set out in Clause
4 of Amendment No.2 is within 2017, a credit memorandum (the “2017 CEO Deliveries Credit Memorandum”) in an
amount of:


 


***


 


		3	Full Flight Simulator Credit Memorandum



 


To
contribute to the acquisition of an A320 family Level “D” Flight Simulator (the “FFS”), the Seller shall
grant to the Buyer a full flight simulator credit memorandum (hereinafter the “FFS Credit Memorandum”) in a flat amount
of:


 


***


 


	CES - A320 – Amendment No
    2 to 2010 A320 PA	SL No.1	Private & Confidential
	CT10002329 August 2012	 	Page 2/6


 




    	 



    	 



    

 


SIDE
LETTER N° 1


  


		4	A319 High Altitude Credit Memorandum



 


Pursuant
to Amendment No 2. to the Purchase Agreement, the Seller shall sell and the Buyer shall purchase and take Delivery of sixty (60)
Second Batch Aircraft, some of which may be A319 model aircraft (hereinafter the “Eligible Aircraft”).


 


***


 


	CES - A320 – Amendment
    No     2 to 2010 A320 PA	SL No.1	Private & Confidential
	CT10002329 August 2012	 	Page 3/6


 




    	 



    	 



    

 


SIDE
LETTER N° 1


  


		5	Assignment



 


Notwithstanding
any other provision of this Side Letter, the Amendment No.2 or the Agreement, this Side Letter and the rights and obligations of
the Buyer herein shall not be assigned or transferred in any manner, and any attempted assignment or transfer in contravention
of the provisions of this Clause shall be void and of no force or effect.


 


	CES - A320 – Amendment No
    2 to 2010 A320 PA	SL No.1	Private & Confidential
	CT10002329 August 2012	 	Page 4/6


 




    	 



    	 



    

 


SIDE
LETTER N° 1


 


		6	Confidentiality



 


This
Side Letter (and its existence) (and its existence) shall be treated by both parties as confidential and shall not be released
(or revealed) in whole or in part to any third party without the prior written consent of the other party. In particular, each
party agrees not to make any press release concerning the whole or any part of the contents and/or subject matter hereof or of
any future addendum hereto without the prior written consent of the other party.


 


This
Side Letter (and its existence) or any data exchanged between the Buyer and the Seller for the fulfillment of their respective
obligations under this Side Letter shall be treated by both Parties as confidential and shall not be released in whole or in part
to any third party except as may be required by law, or to auditors, legal or tax advisors for the purpose of implementation hereof.


 


In
particular, both Parties agree:


		-	not to make any press release concerning the whole or any part of the contents and/or subject matter
of this Side Letter without the prior written consent of the other Party hereto.






		-	that any and all terms and conditions of the transaction contemplated in this Side Letter are strictly
personal and exclusive to the Buyer, (the “Personal Information”). The Buyer therefore agrees to enter into consultations
with the Seller reasonably in advance of any required disclosure of Personal Information to financial institutions, including operating
lessors, investment banks and their agents or other relevant institutions for aircraft sale and leaseback or any other Aircraft
or Predelivery Payment financing purposes (the “Receiving Party”).



 


Without
prejudice to the foregoing, any disclosure of Personal Information to a Receiving Party shall be subject to written agreement between
the Buyer and the Seller, including in particular, but not limited to:


 


		(i)	the contact details of the Receiving Party,



		(ii)	the extent of the Personal Information subject to disclosure,



		(iii)	the Aircraft pricing to be provided to the Receiving Party.



 


Furthermore,
the Buyer shall use its best efforts to limit the disclosure of the contents of this Side Letter, the Amendment No.2, the Agreement
and/or any Purchase Agreement to the extent legally permissible in any filing required to be made by the Buyer with any governmental
or regulatory agency.


 


The
Buyer agrees that prior to any such disclosure or filing, the Seller and the Buyer shall jointly review and agree on the terms
and conditions of the document to be filed or disclosed.


 


The
provisions of this Clause shall survive any termination of this Side Letter for
a period of *** after t the date of Delivery of the last Aircraft to be delivered under the Amendment No.2.


 


	CES - A320 – Amendment No
    2 to 2010 A320 PA	SL No.1	Private & Confidential
	CT10002329 August 2012	 	Page 5/6


 




    	 



    	 



    

 


SIDE
LETTER N° 1


 


If the foregoing
correctly sets forth our understanding, please execute three (3) originals in the space provided below and return one (1) original
of this Side Letter to the Seller.


 


	Agreed and Accepted	 	Agreed and Accepted
	 	 	 
	For and on behalf of	 	For and on behalf of
	 	 	 
	CHINA EASTERN AIRLINES	 	AIRBUS S.A.S.
	 	 	 
	CORPORATION LIMITED	 	 
	 	 	 	 	 
	Signature:  		 	Signature:  	/s/ John LEAHY
	 	 	 	 	 
	Name:	 	 	Name: 	John LEAHY
	 	 	 	 	 
	Title:	 	 	Title:	COO - CUSTOMERS
	 	 	 	 	 
	Date: 	23/11/2012	 	 	 
	 	 	 	 	 
	 	 	 	 	 
	Witnessed and acknowledged,	 	 	 
	 	 	 	 	 
	CHINA EASTERN AVIATION

IMPORT AND EXPORT CORPORATION	 	 	 
	 	 	 	 	 
	Signature:		 	 	 
	 	 	 	 	 
	Name:	 	 	 	 
	 	 	 	 	 
	Title:	 	 	 	 


 


	CES - A320 - Amendment No
    2 to 2010 A320 PA	SL No.1	Private & Confidential
	CT10002329 August 2012	 	Page 6/6


 




    	 



    	 



    

 


SIDE
LETTER N° 2


 


CHINA
EASTERN AIRLINES CORPORATION LIMITED


Hongqiao
International Airport,


No. 2550
Hongqiao Road,


Shanghai
200335,


People’s
Republic of China


 


Subject:
Fleet Rationalisation


 


China Eastern
Airlines Corp. Ltd., (the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft
general terms agreement (“AGTA”) on June 15th, 2009, an A320 family purchase agreement (the
“Purchase Agreement”) on December 30th, 2010, and an amendment No.1 to the Purchase Agreement (the
“Amendment No.1”) on June 28th, 2012, hereinafter collectively referred to as the “Agreement”.
The Buyer and the Seller have entered on even date herewith into an amendment No.2 to the Agreement (the “Amendment No.2”),
which cover the manufacture and the sale by the Seller and the purchase by the Buyer of the Second Batch Aircraft as described
in the Amendment No. 2


 


Capitalized
terms used herein and not otherwise defined in this Side Letter shall have the meanings assigned thereto in the Amendment No.2
and the Agreement


 


Both parties
agree that this Side Letter, upon execution thereof, shall constitute an integral, nonseverable part of said Amendment No. 2 and
shall be governed by all its provisions, as such provisions have been specifically amended pursuant to this Side Letter.


 


If there
is any inconsistency between the Amendment No. 2 and/or the Agreement and this Side Letter, the latter shall prevail to the extent
of such inconsistency.


 


	CES - A320 – Amendment N° 2 to 2010 A320 PA	SL No.2	Private & Confidential
	CT10002329 August 2012	 	Page 1/4


 




    	 



    	 



    

 


SIDE
LETTER N° 2


 


		1	Replacement of Side Letter 4



 


Side
Letter No. 4 to the Purchase Agreement is hereby deleted and replaced by the terms set forth in clause 2 herein.


 


		2	Fleet Expansion Credit Memorandum



 


		2.1	In consideration of the Buyer adding
                                                           at least twenty-four (24) newly manufactured, incremental, A330 model
                                                           aircraft, A350 model aircraft and/or A380 model aircraft (collectively
                                                           the “Wide Body Aircraft”) to its fleet and subject
                                                           to (i) the Buyer and the Seller entering into fully binding purchase
                                                           agreements for the manufacturing by the Seller and the purchase by
                                                           the Buyer of such Wide Body Aircraft (the “Incremental PAs”),
                                                           where up to four (4) of the twenty-four (24) Wide Body Aircraft being
                                                           alternatively subject to the Buyer entering binding lease agreements
                                                           (the “Incremental Leases”), with such Incremental
                                                           PAs and Incremental Leases entering into force after the date of the
                                                           Purchase Agreement, and before 1st June 2013 (the “Expiry
                                                           Date”), and (ii) the Seller having received all predelivery
                                                           payments due in accordance with the relevant terms of such Incremental
                                                           PAs; then the Seller shall grant to the Buyer, at Delivery of each
                                                           First Batch Aircraft delivered after entry into force of the Incremental
                                                           PAs and Incremental Leases, a Fleet Expansion Credit Memorandum in
                                                           a fixed amount of:



 


USD 920,000

(US Dollars five hundred thousand)


 


This
Fleet Expansion Credit Memorandum shall be applied against the Final Price of the relevant First Batch Aircraft or may be used
for the purchase of Goods and Services from the Seller or its Subsidiaries.


 


		2.2	In the event that any of the conditions set forth in clause 2.1 herein have not been met at the
time of delivery of a First Batch Aircraft, then no Fleet Expansion Credit shall be earned or granted on such Aircraft.



 


		3	Fleet Replacement Assistance



 


In
consideration of the Buyer entering into the Amendment No 2 to the Agreement and performing its obligations thereunder with regard
to the purchase by the Buyer of each of the Second Batch Aircraft, the Seller is prepared subject to the terms and conditions set
forth in the sale and purchase agreement, reference CT1242070 dated on even date herewith, to procure the purchase from the Buyer
of eight (8) Bombardier CRJ- 200 and ten (10) Embraer ERJ-145 aircraft in 2014, 2015 and 2016.


 


		4	Assignment



 


Notwithstanding
any other provision of this Side Letter, the Amendment No.2 or the Agreement, this Side Letter and the rights and obligations of
the Buyer herein shall not be assigned or transferred in any manner, and any attempted assignment or transfer in contravention
of theprovisions of this Clause shall be void and of no force or effect.


 


		5	Confidentiality



 


This
Side Letter (and its existence) (and its existence) shall be treated by both parties as confidential and shall not be released
(or revealed) in whole or in part to any third party without the prior written consent of the other party. In particular, each
party agrees not to make any press release concerning the whole or any part of the contents and/or subject matter hereof or of
any future addendum hereto without the prior written consent of the other party.


 


	CES - A320 – Amendment No 2 to 2010 A320 PA	SL No.2	Private & Confidential
	CT10002329 August 2012	 	Page 2/4


 




    	 



    	 



    

 


SIDE
LETTER N° 2


 


This
Side Letter (and its existence) or any data exchanged between the Buyer and the Seller for the fulfillment of their respective
obligations under this Side Letter shall be treated by both Parties as confidential and shall not be released in whole or in part
to any third party except as may be required by law, or to auditors, legal or tax advisors for the purpose of implementation hereof.


 


In
particular, both Parties agree:


		-	not to make any press release concerning the whole or any part of the contents and/or subject matter
of this Side Letter without the prior written consent of the other Party hereto.



		-	that any and all terms and conditions of the transaction contemplated in this Side Letter are strictly
personal and exclusive to the Buyer, (the “Personal Information”). The Buyer therefore agrees to enter into consultations
with the Seller reasonably in advance of any required disclosure of Personal Information to financial institutions, including operating
lessors, investment banks and their agents or other relevant institutions for aircraft sale and leaseback or any other Aircraft
or Predelivery Payment financing purposes (the “Receiving Party”).



 


Without
prejudice to the foregoing, any disclosure of Personal Information to a Receiving Party shall be subject to written agreement between
the Buyer and the Seller, including in particular, but not limited to:


 


		(i)	the contact details of the Receiving Party,



		(ii)	the extent of the Personal Information subject to disclosure,



		(iii)	the Aircraft pricing to be provided to the Receiving Party.



 


Furthermore,
the Buyer shall use its best efforts to limit the disclosure of the contents of this Side Letter, the Amendment No.2, the Agreement
and/or any Purchase Agreement to the extent legally permissible in any filing required to be made by the Buyer with any governmental
or regulatory agency.


 


The
Buyer agrees that prior to any such disclosure or filing, the Seller and the Buyer shall jointly review and agree on the terms
and conditions of the document to be filed or disclosed.


 


The
provisions of this Clause shall survive any termination of this Side Letter for a period of twelve (12) years after t the date
of Delivery of the last Aircraft to be delivered under the Amendment No.2.


 


	CES - A320 – Amendment No
    2 to 2010 A320 PA	SL No.2	Private & Confidential
	CT10002329 August 2012	 	Page 3/4


 




    	 



    	 



    

 


SIDE
LETTER N° 2


 


If the foregoing correctly sets
forth our understanding, please execute three (3) originals in the space provided below and return one (1) original of this Side
Letter to the Seller.


 


	Agreed and Accepted	 	Agreed and Accepted
	 	 	 
	For and on behalf of	 	For and on behalf of
	 	 	 
	CHINA EASTERN AIRLINES

CORPORATION LIMITED	 	AIRBUS S.A.S.
	 	 	 	 	 
	Signature:  		 	Signature:  	/s/ John LEAHY
	 	 	 	 	 
	Name:	 	 	Name:	John LEAHY
	 	 	 	 	 
	Title:	 	 	Title:	COO - CUSTOMERS
	 	 	 	 	 
	Date:	23/11/2012	 	 	 
	 	 	 
	Witnessed and acknowledged,	 	 
	 	 	 
	CHINA EASTERN AVIATION

IMPORT AND EXPORT CORPORATION	 	 
	 	 	 	 
	Signature:		 	 
	 	 	 	 
	Name:	 	 	 
	 	 	 	 
	Title:	 	 	 


 


	CES - A320 – Amendment No
    2 to 2010 A320 PA	SL No.2	Private & Confidential
	CT10002329 August 2012	 	Page 4/4