Exhibit 4.25


 


***INDICATES CONFIDENTIAL MATERIAL OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND FILED
WITH THE SECURITIES AND EXCHANGE COMMISSION SEPARATELY WITH A REQUEST FOR CONFIDENTIAL TREATMENT.


 


A330 FAMILY AIRCRAFT


PURCHASE AGREEMENT


 


BETWEEN


 


AIRBUS SAS


 


(the “Seller”)


 


AND


 


CHINA EASTERN AIRLINES CORPORATION
LTD


 


(the “Buyer”)


 


Buyer’s Reference Number


11GTBAP330


 



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CONTENTS


 


Clauses


 


	0	SUPPLEMENTARY DEFINITIONS	5
	 	 	 
	1	QUANTITY, MODEL AND DESCRIPTION	8
	 	 	 
	2	AIRCRAFT DEFINITION	8
	 	 	 
	3	BASE PRICES	10
	 	 	 
	4	DELIVERY SCHEDULE	14
	 	 	 
	5	LIQUIDATED DAMAGES	14
	 	 	 
	6	SERVICE LIFE POLICY	15
	 	 	 
	7	TECHNICAL DATA	16
	 	 	 
	8	SELLER REPRESENTATIVES	16
	 	 	 
	9	NEGOTIATED AGREEMENT	16
	 	 	 
	10	APPLICABILITY	16
	 	 	 
	11	CONFIDENTIALITY	17
	 	 	 
	12	CONTRACTS (RIGHTS OF THIRD PARTIES) ACT 1999	17
	 	 	 
	13	LAW AND JURIDICTION	17
	 	 	 
	14	COUNTERPARTS	17


 



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CONTENTS


 


Appendices


 


	A	STANDARD SPECIFICATIONS FOR A330 FAMILY AIRCRAFT	19
	 	 	 
	B-1	FORM OF A SPECIFICATION CHANGE NOTICE	20
	 	 	 
	B-2	FORM OF A MANUFACTURER’S SPECIFICATION CHANGE NOTICE	23
	 	 	 
	C	AIRFRAME PRICE REVISION FORMULA	26
	 	 	 
	D-1	GENERAL ELECTRIC PRICE REVISION FORMULA	30
	 	 	 
	D-2	PRATT AND WHITNEY PRICE REVISION FORMULA	34
	 	 	 
	D-3	ROLLS ROYCE PRICE REVISION FORMULA	38
	 	 	 
	G	TECHNICAL DATA INDEX	 


 



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PURCHASE AGREEMENT


 


This A330 family aircraft purchase agreement
(the “Purchase Agreement”) is made as of ___ October, 2011


 


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”)
of 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


The Seller and the Buyer together referred
as the “Parties” and each a “Party”


 


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 June 15, 2009 between the Parties and the Consenting Party,
is not a Party to the Purchase Agreement, but is acknowledging and witnessing its execution by countersigning the last page.


 


WHEREAS


 


		A-	The Buyer and the Seller have
                                                                 signed on June 15, 2009 an aircraft general terms agreement (reference
                                                                 CSC 0800.890) (thereinafter referred to as the “AGTA”)
                                                                 which constitutes an integral part of this Purchase Agreement
                                                                 (referred to collectively as the “Agreement”).



 


		B-	Subject to the terms and conditions of this Purchase Agreement and of the AGTA, the Seller desires
to sell the Aircraft to the Buyer and the Buyer desires to purchase the Aircraft from the Seller.



 



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NOW THEREFORE IT IS AGREED AS FOLLOWS:


 


	0.	SUPPLEMENTARY DEFINITIONS
	 	 
	0.1	In addition to the words and the terms elsewhere defined in this Purchase Agreement, the initially capitalised words and terms used in this Purchase Agreement shall have the meaning set out below.
	 	 
	0.2	Capitalised words and terms used in this Purchase Agreement which are not defined herein shall have the meaning assigned thereto in the AGTA.


 


	 	A330-200 Airframe	means the A330-200 Aircraft excluding the A330-200 Propulsion Systems.
	 	 	 
	 	A330-300 Airframe	means the A330-300 Aircraft excluding the A330-300 Propulsion Systems.
	 	 	 
	 	A330-200 Aircraft	means an Airbus A330-200 model aircraft including the A330-200 Airframe, the applicable Propulsion Systems, and any part, component, furnishing or equipment installed on the A330-200 Aircraft on Delivery under the terms and conditions of this Purchase Agreement and the AGTA.
	 	 	 
	 	A330-300 Aircraft	means an Airbus A330-300 model aircraft including the A330-300 Airframe, the applicable Propulsion Systems, and any part, component, furnishing or equipment installed on the A330-300 Aircraft on Delivery under the terms and conditions of this Purchase Agreement and the AGTA.
	 	 	 
	 	A330-200 Specification	means either (a) the A330-200 Standard Specification if no SCNs are applicable or (b) if SCNs are issued, the A330-200 Standard Specification as amended by all applicable SCNs and MSCNs.
	 	 	 
	 	A330-300 Specification	means either (a) the A330-300 Standard Specification if no SCNs are applicable or (b) if SCNs are issued, the A330-300 Standard Specification as amended by all applicable SCNs and MSCNs.
	 	 	 
	 	A330-200 Standard Specification	means the A330-200 standard specification document number G.000.02000 Issue 5 revision 1 dated April 30, 2011 a copy of which has been annexed hereto as Appendix A-1, with the following design weights:
	 	 	 
	 	 	MTOW:	230.0 tonnes
	 	 	MLW:	180.0 tonnes and
	 	 	MZFW:	168.0 tonnes


 



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	 	A330-300 Standard Specification	means the A330-300 standard specification document number G.000.03000 Issue 8 revision 1 dated April 30, 2011 a copy of which has been annexed hereto as Appendix A-2, with the following design weights:
	 	 	 
	 	 	MTOW:	230.0 tonnes
	 	 	MLW:	185.0 tonnes and
	 	 	MZFW:	173.0 tonnes
	 	 	 
	 	Airframe Base Price	means, (i) with respect to the A330-200 Airframe, the A330-200 Airframe Base Price set forth in Clause 3.1.1 ; (ii) with respect to the A330-300 Airframe, the A330-300 Airframe Base Price set forth in Clause 3.1.2; and with respect to the Aircraft means any or all of the A330-200 Airframe Base Price and the A330-300 Airframe Base Price.
	 	 	 
	 	Aircraft	means any or all of the A330-200 Aircraft and the A330-300 Aircraft.
	 	 	 
	 	Base Delivery Condition Year	2007
	 	 	 
	 	Base Price	means the sum of the applicable Airframe Base Price and the applicable Propulsion Systems Base Price
	 	 	 
	 	First Quarter	means the months of January, February, March
	 	 	 
	 	Fourth Quarter	means  the   months  of  October,   November, December
	 	 	 
	 	Quarter	means any or all of the First Quarter, Second Quarter, Third Quarter and Fourth Quarter
	 	 	 
	 	Third Quarter	means the months of July, August, September
	 	 	 
	 	Second Quarter	means the months of April, May, June
	 	 	 
	 	Daily Liquidated Damages Amount	as specified in Clause 5
	 	 	 
	 	PEP Revision Service Period	as specified in Clause 7
	 	 	 
	 	Propulsion Systems Base Price	as specified in Clause 3.2



 



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	 	Propulsion Systems Manufacturer	means the manufacturer of the selected Propulsion Systems
	 	 	 
	 	Propulsion Systems Reference Price	as specified in Clause 3.2
	 	 	 
	 	Revision Service Period	as specified in Clause 7


 


	0.3	Clause headings and the index are inserted for convenience of reference only and shall be ignored in the interpretation of this Purchase Agreement
	 	 
	0.4	In this Purchase Agreement unless the context otherwise requires:
	 	 
	(a)	references to Clauses, Schedules, Appendices, and Exhibits are to be construed as references to the Clauses, Schedules, Appendices, and Exhibits to this Purchase Agreement and references to this Purchase Agreement include its Clauses, Schedules, Exhibits and Appendices.
	 	 
	(b)	words importing the plural shall include the singular and vice versa; and
	 	 
	(c)	references to a person shall be construed as including, without limitation, references to an individual, firm, company, corporation, unincorporated body of persons and any state or agency of a state.


 



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		1.	QUANTITY



 


Subject to the terms and conditions
of this Purchase Agreement and of the AGTA, the Buyer agrees to purchase a total of twelve (12), A330-200 (the “A330-200 Aircraft”)
and three (3) A330-300 model aircraft (the “A330-300 Aircraft”, and collectively with the A330-200 Aircraft referred
to as the “Aircraft”) from the Seller.


 


Pursuant to the terms of this
Purchase Agreement and of the AGTA, the Seller shall sell and deliver to the Buyer and the Buyer shall buy and take Delivery of
the Aircraft.


 


		2.	AIRCRAFT DEFINITION



 


		2.1	Aircraft Standard Specification Definition



 


		2.1.1	Standard Specification for A330-200 Aircraft



 


The A330-200 Aircraft shall be
manufactured in accordance with the A330-200 Standard Specification.


 


		2.1.2	Standard Specification for the A330-300 Aircraft



 


The A330-300 Aircraft shall be
manufactured in accordance with the A330-300 Standard Specification.


 


		2.2	Propulsion Systems



 


		2.2.1	The A330-200 Airframe will be equipped with a set of two (2):



 


		(i)	General Electrics CF6-80E1A4 engines, or



 


		(ii)	Pratt and Whitney 4170 engines, or



 


		(iii)	Rolls Royce Trent 772B engines



 


(each, upon selection by the
Buyer, being referred to as the “A330-200 Propulsion Systems”).


 


		2.2.2	The A330-300 Airframe will be equipped with a set of two (2):



 


		(i)	General Electrics CF6-80E1A4 engines, or



 


		(ii)	Pratt and Whitney 4170 engines, or



 


		(iii)	Rolls Royce Trent 772B engines



 


(each, upon selection by the
Buyer, being referred to as the “A330-300 Propulsion Systems”).


 


The A330-200 Propulsion Systems
and the A330-300 Propulsion Systems being referred to herein collectively as the “Propulsion Systems”.


 



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		2.2.3	The Buyer shall notify the Seller in writing of its selection of Propulation Systems type for the
Aircraft no later than *** set forth in Clause 4 herein. Such selection shall be incorporated in the applicable Aircraft Specification
by signature of a Specification Change Notice.



 


		2.2.4	If the Buyer does not notify the Seller in writing of its selection of Propulsin Systems for the
Aircraft as set forth in Clause 2.2.3, then, in addition to any other rights and remedies available to the Seller. ***



 


		2.3	Configuration Milestones



 


The Seller shall provide
the Buyer with a Customisation Milestones Chart for each Aircraft type within a reasonable period following signature
of this Purchase Agreement. ***


 



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		3.	BASE PRICES



 


With respect to the Aircraft, Clause
3.1 and Clause 4.1 of the AGTA shall apply.


 


		3.1	Airframe Base Price



 


		3.1.1	A330-200 Airframe Base Price



 


The A330-200 Airframe Base Price
is the sum of:


 


		(i)	***



 


		(ii)	***
	 	 	 



			***



 


		(iii)	the budgetary sum of the base prices of the A330-200 Specification Change Notices (SCNs), which
is:



 


			***



 


		3.1.2	A330-300 Airframe Base Price



 


The A330-300 Airframe Base Price
is the sum of:


 


		(i)	***



 


		(ii)	***
	 	 	 
	 	 	***



 



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		(iii)	the budgetary sum of the base prices of the A330-300 Specification Change Notices (SCNs), which
is:



 


USD 2,470,000


(United States dollars - two million four hundred seventy
thousand)


 


		3.1.3	The Airframe Base Price is expressed in United States Dollars (USD) at January 2007 delivery conditions.
It is subject to adjustment in accordance with the Airframe Price Revision Formula set out in Appendix C.



 


		3.2	Propulsion Systems Base Price



 


		3.2.1	General Electric



 


The Propulsion Systems Base Price
of a set of two (2) General Electric Propulsion Systems is:


 


***


 


		3.2.2	Pratt and Whitney



 


		3.2.2.1	The Propulsion Systems Base Price for a set of two (2) Pratt & Whitney PW4170 Propulsion Systems
is:



 


***


 



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		3.2.2.2	***



 


		3.2.3	Rolls-Royce



 


The Propulsion Systems Base Price of a set of two
(2) Rolls-Royce Propulsion Systems is:


 


***


 



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		3.3	Aircraft Base Price



 


			***



 



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		4.	DELIVERY SCHEDULE



 


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


 


	 	Aircraft N°1	A330-200 Aircraft	***
	 	Aircraft N°2	A330-200 Aircraft	***
	 	 	 	 
	 	Aircraft N°3	A330-200 Aircraft	***
	 	Aircraft N°4	A330-200 Aircraft	***
	 	Aircraft N°5	A330-300 Aircraft	***
	 	Aircraft N°6	A330-200 Aircraft	***
	 	Aircraft N°7	A330-200 Aircraft	***
	 	Aircraft N°8	A330-200 Aircraft	***
	 	 	 	 
	 	Aircraft N°9	A330-300 Aircraft	***
	 	Aircraft N°10	A330-200 Aircraft	***
	 	Aircraft N°11	A330-200 Aircraft	***
	 	Aircraft N°12	A330-300 Aircraft	***
	 	Aircraft N°13	A330-200 Aircraft	***
	 	Aircraft N°14	A330-200 Aircraft	***
	 	Aircraft N°15	A330-200 Aircraft	***


 


Each such calendar Quarter shall
be, with respect to the corresponding Aircraft, the “Scheduled Delivery Quarter”. The second month of such Scheduled
Delivery Quarter shall be used as the “Scheduled Delivery Month” until the Scheduled Delivery Month is identified
as provided below.


 


***


 


*** 


 


		5.	LIQUIDATED DAMAGES



 


***


 


*** 


 



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		6.	SERVICE LIFE POLICY








 


		6.1	With respect to sub-Clause 12.2.2 of the AGTA, if a Failure occurs in an Item before the Aircraft
in which such item has been originally installed has completed *** of the relevant Aircraft to the Buyer, whichever shall first
occur, then the Seller shall comply with the undertakings defined in such sub-Clause 12.2.2.



 


		6.2	***



 


		6.3	Waiver, Release and Renunciation



 


THE WARRANTIES, OBLIGATIONS AND
LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE PURPOSES OF THIS CLAUSE) AND REMEDIES OF THE BUYER SET FORTH IN CLAUSE 12 AND
CLAUSE 14 OF THE AGTA ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES,
OBLIGATIONS AND LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST THE SELLER, EXPRESS OR IMPLIED,
ARISING BY LAW, CONTRACT OR OTHERWISE, WITH RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT, EQUIPMENT,
ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS PURCHASE AGREEMENT, INCLUDING BUT NOT LIMITED TO:


		A.	ANY WARRANTY AGAINST HIDDEN DEFECTS;



		B.	ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS;



		C.	ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OR TRADE;



		D.	ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN TORT, WHETHER OR NOT
ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR IMPUTED; AND



		E.	ANY OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO ANY AIRCRAFT, COMPONENT,
EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS PURCHASE AGREEMENT, FOR LOSS OF USE, REVENUE OR PROFIT,
OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES,



 


PROVIDED THAT IN THE EVENT THAT
ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS PURCHASE
AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT.


 


FOR THE PURPOSES OF THIS CLAUSE,
THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER, ITS AFFILIATES AND ANY OF ITS SUPPLIERS AND SUBCONTRACTORS AND
ITS AFFILIATES.


 



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		7.	TECHNICAL DATA



 


***


 


		8.	SELLER REPRESENTATIVES



 


Pursuant to Clause 15 of the
AGTA, the Seller Representative allocation provided to the Buyer is defined hereunder.


 


		8.1	The Seller shall provide to the Buyer a total of *** at the Buyer’s main base or at other
locations to be mutually agreed.



 


		8.2	For the sake of clarification, such Seller Representatives’ services shall include initial
Aircraft Entry Into Service (EIS) assistance, sustaining support services and spares representatives.



 


		8.3	The number of the Seller Representatives assigned to the Buyer at any one time shall be mutually
agreed, but shall at no time exceed three (3) Seller Representatives.



 


		9.	NEGOTIATED AGREEMENT



 


The Buyer specifically recognises
that this Purchase Agreement incorporating the terms of the AGTA is an international supply contract which has been the subject
of discussion and negotiation, that all its terms and conditions are fully understood by the Buyer, and that the Specification
and price of the Aircraft specified in this Purchase Agreement and the other mutual agreements of the Buyer set forth herein and
in the AGTA were agreed upon after careful consideration by the Buyer using its judgment as a professional operator and arrived
at in consideration of, inter alia, all the provisions hereof specifically including all waivers, releases and renunciations by
the Buyer set out herein and in the AGTA.


 


The Buyer and the Seller hereby
also agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply to this transaction.


 


		10.	APPLICABILITY



 


This Purchase Agreement incorporates the
terms and conditions of the aircraft general terms agreement reference CSC 0800.890 dated as of June 15, 2009 between the Buyer
and the Seller (the “AGTA”).


 



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This Purchase Agreement and the
AGTA, contain the entire agreement between the Buyer and the Seller with respect to the subject matter hereof and supersedes all
previous proposals, understandings, commitments or representations whatsoever, oral or written, and may be changed only by mutual
agreement in writing signed by authorized representatives of the Buyer and the Seller.


 


With respect to the Aircraft,
the AGTA shall be deemed amended and supplemented to the extent herein provided and as so amended and supplemented shall remain
in full force and effect.


 


If there is any inconsistency
between the AGTA and this Purchase Agreement, the latter shall prevail to the extent of such inconsistency.


 


		11.	CONFIDENTIALITY



 


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


 


		12.	CONTRACTS (RIGHTS OF THIRD PARTIES) ACT 1999



 


The parties do not intend that
any term of the AGTA and of this Purchase Agreement shall be enforceable solely by virtue of the Contracts (Rights of Third Parties)
Act 1999 by any person who is not a party to the AGTA and the Purchase Agreement.


 


The parties may rescind, vary,
waive, release, assign, novate or otherwise dispose of all or any of their respective rights or obligations under the AGTA or the
Purchase Agreement without the consent of any person who is not a party to the AGTA and the Purchase Agreement.


 


		13.	LAW AND JURISDICTION



 


		13.1	This Purchase Agreement and the AGTA shall be governed by and construed in accordance with the
laws of England.



 


		13.2	Any dispute arising out of or in connection with this Purchase Agreement and/or the AGTA shall
be finally settled under the Rules of Arbitration of the International Chamber of Commerce by three (3) arbitrators appointed in
accordance with such rules.



 


Arbitration shall take place
in London in the English language.


 


		14.	COUNTERPARTS



 


This Purchase Agreement 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 Purchase Agreement.


 



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IN WITNESS WHEREOF, this Purchase Agreement
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	 	AIRBUS S.A.S.
	CORPORATION LTD	 	 
	 	 	 
	/s/ Liu Shaoyong	 	/s/ Tom Enders
	 	 	 
	Name:  	Liu Shaoyong	 	Name: 	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


	Witnessed and acknowledged
	 
	CHINA EASTERN AVIATION IMPORT AND
	EXPORT CORPORATION


 


	/s/ Li Zhiyong
	 
	Name: 	Li Zhiyong
	 	 
	Title:	General Manager
	 	 
	Date:	17th October 2011


 



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APPENDIX A


 


AIRCRAFT STANDARD SPECIFICATIONS


 


The Standard Specifications for the A330
Family are attached in a separate folder


 



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Appendix B - 1


 


APPENDIX B-1


 


FORM OF A SPECIFICATION CHANGE NOTICE


 


	
         




         

        SPECIFICATION CHANGE NOTICE

         

        (SCN)
	
         


For

         

        SCN Number

        Issue

        Dated

        Page


 

	
         

        Title:

         

        Description:

         

         

         

         

         

        Remarks / References

         

         

        Specification changed by this SCN

         

        This SCN requires prior or concurrent acceptance
        of the following SCN (s):

         

	
         

        Price per aircraft

         

        US DOLLARS:

        AT DELIVERY CONDITIONS:

         

        This change will be effective on                  
        AIRCRAFT N°              and subsequent.

         

        Provided approval is received by

         

               Buyer approval
                                               Seller
        approval

         

               By   :                                                                   By   :

         

               Date:                                                                   Date:

         



 



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Appendix B - 1


 


	
         




         

        SPECIFICATION CHANGE NOTICE

         

        (SCN)
	
         


For

         

        SCN Number

        Issue

        Dated

        Page


 

	
         

        Specification repercussion:

        After contractual agreement with respect to weight,
        performance, delivery, etc, the indicated part of the specification wording will read as follows;

         

         

         

         

         

         

         

         

         

         



 



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Appendix B - 1


 


	
         




         

        SPECIFICATION CHANGE NOTICE

         

        (SCN)
	
         


For

         

        SCN Number

        Issue

        Dated

        Page


 

	
         

        Scope of change (FOR INFORMATION ONLY)

         

         

         

         

         

         

         

         



 


 



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Appendix B - 2


 


APPENDIX B-2


 


FORM OF A MANUFACTURER’S SPECIFICATION
CHANGE NOTICE


 


	
         




         

        MANUFACTURER’S SPECIFICATION


CHANGE
        NOTICE

         

        (MSCN)

         
	
         


For

         

        MSCN Number

        Issue

        Dated

        Page


 

	
         

        Title:

         

        Description:

         

         

         

         

        Effect on weight:

        ·
             Manufacturer’s Weight Empty change:

        ·
             Operational Weight Empty change:

        ·
             Allowable Payload change:

         

        Remarks / References

         

         

        Specification changed by this MSCN

         

         

	
         

        Price per aircraft 

         

        US DOLLARS:

        AT DELIVERY CONDITIONS:

         

        This change will be effective on                  
        AIRCRAFT N°              and subsequent.

         

        Provided MSCN is not rejected by

         

               Buyer approval
                                               Seller
        approval

         

               By    :
                                                                          By
           :

         

               Date :                                                                   Date :

         



 



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Appendix B - 2


 


	
         




         

        MANUFACTURER’S SPECIFICATION

 CHANGE
        NOTICE

         

        (MSCN)
	
         


For

         

        MSCN Number

        Issue

        Dated

        Page


 

	
         

        Specification repercussion:

        After contractual agreement with respect to weight,
        performance, delivery, etc, the indicated part of the specification wording will read as follows:

         

         

         

         

         

         

         

         

         

         



 



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Appendix B - 2


 


	
         




         

        MANUFACTURER’S SPECIFICATION

 CHANGE
        NOTICE

         

        (MSCN)
	
         


For

         

        MSCN Number

        Issue

        Dated

        Page


 

	
         

        Scope of change (FOR INFORMATION ONLY)

         

         

         

         

         

         

         

         



  



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Appendix C


 


APPENDIX C


 


AIRFRAME PRICE REVISION FORMULA


 



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CT1006772	Page 26/41	Private & Confidential



    	 



    

 


Appendix C


 


		1	AIRBUS PRICE REVISION FORMULA



 


		1.1	Base Prices



 


The Airframe Base Prices defined
in Sub-Clause 3.1 of this Purchase Agreement 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 hereof.


 


		1.2	Base Period



 


The Base Prices have been established
in accordance with the average economic conditions prevailing in ***


 


***


 


		1.3	Indexes



 


***


 



    	A330 – CES – OCT 2011
CT1006772	Page 27/41	Private & Confidential



    	 



    

 


Appendix C


 


		1.4	Revision Formula



 


***


 


		1.5	General Provisions



 


		1.5.1	Rounding



 


***


 



    	A330 – CES – OCT 2011
CT1006772	Page 28/41	Private & Confidential



    	 



    

 


Appendix C


 


		1.5.2	Substitution of Indexes for AIRBUS Price Revision Formula



 


if;


 


		(i)	***



 


		(ii)	***



 


		(iii)	***



 


***


 


		1.5.3	Final Index Values



 


The index values as defined in
Clause 1.4. hereof shall be considered final and no further adjustment to the basic prices as revised at delivery of the Aircraft
shall be made after Aircraft delivery for any subsequent changes in the published index values.


 



    	A330 – CES – OCT 2011
CT1006772	Page 29/41	Private & Confidential



    	 



    

 


Appendix D-1


 


APPENDIX D-1


 


GENERAL ELECTRIC PRICE REVISION FORMULA


 



    	A330 – CES – OCT 2011
CT1006772	Page 30/41	Private & Confidential



    	 



    







 


Appendix
D-1


 


		1	Reference Price of the Propulsion Systems



 


***


 


		2	Reference Period



 


***


 


		3	Indexes



 


***


 



    	A330 – CES – OCT 2011
CT1006772	Page 31/41	Private & Confidential



    	 



    




 


Appendix
D-1


 


		4	Revision Formula



 


***


 



    	A330 – CES – OCT 2011
CT1006772	Page 32/41	Private & Confidential



    	 



    

 


Appendix
D-1


 


		5	General Provisions



 


		5.1	***



 


		5.2	***



 


		5.3	***



 


		5.4	***



 


		5.5	***



 



    	A330 – CES – OCT 2011
CT1006772	Page 33/41	Private & Confidential



    	 



    

 


Appendix
D-2


 


APPENDIX
D-2


 


PRATT
& WHITNEY PRICE REVISION FORMULA


 



    	A330 – CES – OCT 2011
CT1006772	Page 34/41	Private & Confidential



    	 



    

 


Appendix
D-2


 


		1.	Reference Price of the Propulsion Systems



 


***


 


		2.	Reference Period



 


***


 


		3.	Indexes



 


***


 



    	A330 – CES – OCT 2011
CT1006772	Page 35/41	Private & Confidential



    	 



    

 


Appendix
D-2


 


		4.	Revision Formula



 


***


 


		5.	General Provisions



 


		5.1	***



 



    	A330 – CES – OCT 2011
CT1006772	Page 36/41	Private & Confidential



    	 



    

 


Appendix
D-2


 


		5.2	***



 


		5.3	***



 


		5.4	***



 


		5.5	***



 



    	A330 – CES – OCT 2011
CT1006772	Page 37/41	Private & Confidential



    	 



    

 


Appendix
D-3


 


APPENDIX
D-3


 


ROLLS
ROYCE PRICE REVISION FORMULA


 



    	A330 – CES – OCT 2011
CT1006772	Page 38/41	Private & Confidential



    	 



    

 


Appendix
D-3


 


		1	Propulsion Systems Reference Price



 


***


 


		2	Reference Period



 


***


 


		3	Indexes



 


***


 



    	A330 – CES – OCT 2011
CT1006772	Page 39/41	Private & Confidential



    	 



    

 


Appendix
D-3


 


		4	Revision Formula



 


***


 



    	A330 – CES – OCT 2011
CT1006772	Page 40/41	Private & Confidential



    	 



    

 


Appendix
D-3


 


		5	General Provisions



 


		5.1	***



 


		5.2	***



 


		5.3	***



 


		5.4	***



 



    	A330 – CES – OCT 2011
CT1006772	Page 41/41	Private & Confidential



    	 



    

 


Appendix
G


 


APPENDIX
G


 


TECHNICAL
DATA INDEX


 



    	A330 – CES – OCT 2011
CT1006772	Appendix G	Page 1/14



    	 



    

 


Appendix
G


 


TECHNICAL
DATA INDEX


 


Where applicable data will be established
in general compliance with ATA 100 Information Standards for Aviation Maintenance, and the applicable provisions for digital standard
of ATA Specification 2200 (iSpec2200).


 


The following index identifies the Technical
Data provided in support of the Aircraft.


 


The explanation of the table is as follows:


 


	NOMENCLATURE	Self-explanatory.
	 	 
	ABBREVIATED DESIGNATION (Abbr)	Self-explanatory.
	 	 
	AVAILABILITY (Avail)	 
	 	 
	Technical Data can be made available:	 
	 	 
	***	 


 


FORMAT (Form)


 


Following Technical Data formats may be
used:


 


***


 



    	A330 – CES – OCT 2011
CT1006772	Appendix G	Page 2/14



    	 



    

 


Appendix
G


 


Ø*** 


 


Ø***


 


Ø***


 


Ø***


 


	TYPE	***
	 	 
	QUANTITY (Qty)	***
	 	 
	DELIVERY (Deliv)	***


 



    	A330 – CES – OCT 2011
CT1006772	Appendix G	Page 3/14



    	 



    

 


Appendix
G


 


OPERATIONAL
MANUALS AND DATA


 


	NOMENCLATURE	Abbr	Avail	Form	Type	Qty	Deliv	Comments
	***	***	***	***	***	***	***	***


 


SA =
Single Aisle: A318/A319/A320/A321 / LR = Long Range: A330/A340


 






    	A330 – CES – OCT 2011
CT1006772	Appendix G	Page 4/14



    	 



    
 


APPENDIX G


 









	OPERATIONAL MANUALS AND DATA	 





 


	NOMENCLATURE	Abbr	Avail	Form	Type	Qty	Deliv	Comments
	***	***	***	***	***	***	***	***


 



    	A330 – CES – OCT 2011
CT1006772	Appendix G	Page 5/14



    	 



    

 


EXHIBIT G


 


	MAINTENANCE AND ASSOCIATED MANUALS	 


 


	NOMENCLATURE	Abbr	Avail	Form	Type	Qty	Deliv	Comments
	***	***	***	***	***	***	***	***


  



    	A330 – CES – OCT 2011
CT1006772	Appendix G	Page 6/14



    	 



    

 


EXHIBIT G


 


	MAINTENANCE AND ASSOCIATED MANUALS	  


 


	NOMENCLATURE	Abbr	Avail	Form	Type	Qty	Deliv	Comments
	***	***	***	***	***	***	***	***

 






    	A330 – CES – OCT 2011
CT1006772	Appendix G	Page 7/14



    	 



    

 


EXHIBIT G


 


	MAINTENANCE AND ASSOCIATED MANUALS	  


 





	NOMENCLATURE	Abbr	Avail	Form	Type	Qty	Deliv	Comments
	***	***	***	***	***	***	***	***





 



    	A330 – CES – OCT 2011
CT1006772	Appendix G	Page 8/14



    	 



    

 


EXHIBIT G


 


	MAINTENANCE AND ASSOCIATED MANUALS	 


  


	NOMENCLATURE	Abbr	Avail	Form	Type	Qty	Deliv	Comments
	***	***	***	***	***	***	***	***








 



    	A330 – CES – OCT 2011
CT1006772	Appendix G	Page 9/14



    	 



    

 


EXHIBIT G


 


	STRUCTURAL MANUALS	 


 





	NOMENCLATURE	Abbr	Avail	Form	Type	Qty	Deliv	Comments
	***	***	***	***	***	***	***	***





 



    	A330 – CES – OCT 2011
CT1006772	Appendix G	Page 10/14



    	 



    

 


EXHIBIT G


 


	OVERHAUL DATA	 


  


	NOMENCLATURE	Abbr	Avail	Form	Type	Qty	Deliv	Comments
	***	***	***	***	***	***	***	***





  






    	A330 – CES – OCT 2011
CT1006772	Appendix G	Page 11/14



    	 



    

 


EXHIBIT G


 


	ENGINEERING DOCUMENTS	 











 


	NOMENCLATURE	Abbr	Avail	Form	Type	Qty	Deliv	Comments
	***	***	***	***	***	***	***	***





  



    	A330 – CES – OCT 2011
CT1006772	Appendix G	Page 12/14



    	 



    

 


EXHIBIT G


 


	MISCELLANEOUS PUBLICATIONS	 











 


	NOMENCLATURE	Abbr	Avail	Form	Type	Qty	Deliv	Comments
	***	***	***	***	***	***	***	***





  



    	A330 – CES – OCT 2011
CT1006772	Appendix G	Page 13/14



    	 



    

 


EXHIBIT G


 


	MISCELLANEOUS PUBLICATIONS	 


  


	NOMENCLATURE	Abbr	Avail	Form	Type	Qty	Deliv	Comments
	***	***	***	***	***	***	***	***





 



    	A330 – CES – OCT 2011
CT1006772	Appendix G	Page 14/14



    	 



    

 


LETTER AGREEMENT N°1


 


CHINA EASTERN AIRLINES CORPORATION LIMITED


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject : Purchase Incentives


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated
as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement”
and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the
sale by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 1	Page 1/6



    	 



    

 


LETTER AGREEMENT N°1


 


		1.	***



 


		2.	***



 


		3.	***



 


		4.	***



 



    	A330 – CES – OCT 2011
CT1006772	LA 1	Page 2/6



    	 



    

 


LETTER AGREEMENT N°1


 


		5.	***



 


		6.	***



 


		7.	***



 



    	A330 – CES – OCT 2011
CT1006772	LA 1	Page 3/6



    	 



    

 


LETTER AGREEMENT N°1


 


		8.	***



 


		9.	Assignment



 


Notwithstanding
any other provision of this Letter Agreement, the AGTA or the Purchase 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 fulfilment 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,



 



    	A330 – CES – OCT 2011
CT1006772	LA 1	Page 4/6



    	 



    

 


LETTER AGREEMENT N°1


 


		(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 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 twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement.


 



    	A330 – CES – OCT 2011
CT1006772	LA 1	Page 5/6



    	 



    

  


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


Witnessed and acknowledged,


 


For and on behalf of


 


CHINA EASTERN AVIATION


IMPORT AND EXPORT CORPORATION


 





	/s/  Li Zhiyong
	 	 	 
	Name	:	Li Zhiyong
	 	 	 
	Title	:	General Manager
	 	 	 
	Date	:	17th October 2011







 



    	A330 – CES – OCT 2011
CT1006772	LA 1	Page 6/6



    	 



    

 


LETTER AGREEMENT N°2


 


CHINA EASTERN AIRLINES CORPORATION LIMITED


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject : Predelivery Payments


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated
as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement”
and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the
sale by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 2	Page 1/4



    	 



    

 


LETTER AGREEMENT N°2


 


		1.	Predelivery payments



 


With respect only to the Aircraft
in the Purchase Agreement, sub-Clause 5.3.1 and 5.3.2 of the AGTA shall be considered void and replaced in its entirety by the
following text between the words “QUOTE” and “UNQUOTE”:


 


QUOTE


		5.3.1	   ***



  


		5.3.2	The Predelivery Payments shall be made in accordance with the following schedule:



 


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


 






    	A330 – CES – OCT 2011
CT1006772	LA 2	Page 2/4



    	 



    

 


 


LETTER AGREEMENT N°2


 


It being understood that should the above schedule
result in any Predelivery Payment falling due prior to the date of signature of the Agreement, such Predelivery Payments shall
be made upon signature of this Agreement.


 


UNQUOTE


 


		2.	Assignment



 


Notwithstanding any other provision
of this Letter Agreement, the AGTA or the Purchase 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.


 


		3.	Confidentiality



 


This Letter Agreement (and
its existence) or any data exchanged between the Buyer and the Seller for the fulfilment 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.



 


Furthermore, the Buyer shall
use its best efforts to limit the disclosure of the contents of this Letter 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 twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement..


 



    	A330 – CES – OCT 2011
CT1006772	LA 2	Page 3/4



    	 



    

 


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


Witnessed and acknowledged,


 


For and on behalf of


 


CHINA EASTERN AVIATION


IMPORT AND EXPORT CORPORATION


 


	/s/ Li Zhiyong
	 	 	 
	Name	:	Li Zhiyong
	 	 	 
	Title	:	General Manager
	 	 	 
	Date	:	17th October 2011


 



    	A330 – CES – OCT 2011
CT1006772	LA 2	Page 4/4



    	 



    

 


LETTER AGREEMENT N°3


 


CHINA EASTERN AIRLINES CORPORATION LIMITED


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject : Price Adjustment Limitation


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated
as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement”
and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the
sale by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 3	Page 1/4



    	 



    

 


LETTER AGREEMENT N°3


 


		1.	Price Adjustment Limitation
	 	 	 
	 	 	***






 



    	A330 – CES – OCT 2011
CT1006772	LA 3	Page 2/4



    	 



    

 


LETTER AGREEMENT N°3


 


		2.	Assignment



 


Notwithstanding any other provision
of this Letter Agreement, the AGTA or the Purchase 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.


 


		3.	Confidentiality



 


This Letter Agreement (and its
existence) or any data exchanged between the Buyer and the Seller for the fulfilment 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.



 


Furthermore, the Buyer shall
use its best efforts to limit the disclosure of the contents of this Letter 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 twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement..


 



    	A330 – CES – OCT 2011
CT1006772	LA 3	Page 3/4



    	 



    

 


LETTER AGREEMENT N°3


 


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


Witnessed and acknowledged,


 


For and on behalf of


 


CHINA EASTERN AVIATION


IMPORT AND EXPORT CORPORATION


 


	/s/ Li Zhiyong
	 	 	 
	Name	:	Li Zhiyong
	 	 	 
	Title	:	General Manager
	 	 	 
	Date	:	17th October 2011


 



    	A330 – CES – OCT 2011
CT1006772	LA 3	Page 4/4



    	 



    

 


LETTER AGREEMENT N°4





 


CHINA EASTERN AIRLINES CORPORATION LIMITED


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject : Conversion Rights


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated
as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement”
and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the
sale by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 4	Page 1/4



    	 



    

 


LETTER AGREEMENT N°4


 


		1.	Conversion Rights



 


		 	***



  


		2.	Assignment








 


Notwithstanding any other provision
of this Letter Agreement, the AGTA or the Purchase 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


 


		3.	Confidentiality



 


This Letter Agreement (and
its existence) or any data exchanged between the Buyer and the Seller for the fulfilment 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”).


 



    	A330 – CES – OCT 2011
CT1006772	LA 4	Page 2/4



    	 



    

 


LETTER AGREEMENT N°4


 


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 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 twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement..


 



    	A330 – CES – OCT 2011
CT1006772	LA 4	Page 3/4



    	 



    

 


LETTER AGREEMENT N°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 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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


Witnessed and acknowledged,


 


For and on behalf of


 


CHINA EASTERN AVIATION


IMPORT AND EXPORT CORPORATION


 


	Signature	:	/s/ Li Zhiyong	 
	 	 	 	 
	Name	:	Li Zhiyong	 
	 	 	 	 
	Title	:	General Manager	 
	 	 	 	 
	Date	:	17th October 2011	 


 



    	A330 – CES – OCT 2011
CT1006772	LA 4	Page 4/4



    	 



    

 


LETTER AGREEMENT N° 5a


 


CHINA EASTERN AIRLINES CORPORATION LTD


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject: A330-200 PERFORMANCE GUARANTEES (General Electric CF6-80E1A4)


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated
as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement”
and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the
sale by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 5a	Page 1/7



    	 



    

 


LETTER AGREEMENT N°
5a


 


		1	AIRCRAFT CONFIGURATION



 


The guarantees defined below
(the “Guarantees”) are applicable to the A330-200 Aircraft equipped with General Electric CF6-80E1A4 propulsion system
as described in the Standard Specification Ref. G 000 02000 Issue 5.1 dated 30th April 2011 without taking into account
any further changes thereto as provided in the Agreement (the “Specification” for the purposes of this Letter Agreement).


 


		2	GUARANTEED PERFORMANCE



  


		2.1	Take-off Field Length





 


***


 


		2.2	Second Segment Climb



 


***


 


		2.3	Landing Field Length



 


***


 


		2.4	Cruise Specific Air Range



 


***


 


		3	MANUFACTURER’S WEIGH EMPTY



 


***


 



    	A330 – CES – OCT 2011
CT1006772	LA 5a	Page 2/7



    	 



    

  


LETTER AGREEMENT N°
5a


 


		4	GUARANTEE CONDITIONS



 


		4.1	***



 


		4.2	***



 


		4.2.1	***



 


		4.3	***



 


		4.4	***



 


		4.5	***



 


		5	GUARANTEE COMPLIANCE



 


		5.1	***



 


		5.2	***



 


		5.3	***



 


		5.4	***



 


		5.5	***



 


		5.6	***



 



    	A330 – CES – OCT 2011
CT1006772	LA 5a	Page 3/7



    	 



    

 


LETTER AGREEMENT N°
5a


 


		5.7	***



 


		6	ADJUSTMENT OF GUARANTEES



 


		6.1	***



 


		6.2	***



 


		7	EXCLUSIVE GUARANTEES



 


***


 


		8	UNDERTAKING REMEDIES



 


***


 


		8.1	***



 


		8.2.1.	***



 


		8.2.2.	***



 


		8.3.	***



 


		8.4	***



 



    	A330 – CES – OCT 2011
CT1006772	LA 5a	Page 4/7



    	 



    

 


LETTER AGREEMENT N°
5a


 


***


 


		9.	ASSIGNMENT



 


Notwithstanding any other provision
of this Letter Agreement or of the Sales Proposal and/or the forthcoming 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”).



 



    	A330 – CES – OCT 2011
CT1006772	LA 5a	Page 5/7



    	 



    

 


LETTER AGREEMENT N°
5a


 


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 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
10 shall survive any termination of this Letter Agreement for a period of twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement.


 



    	A330 – CES – OCT 2011
CT1006772	LA 5a	Page 6/7



    	 



    

 


LETTER AGREEMENT N°
5a


 


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


	Witnessed and acknowledged,
	 
	For and on behalf of
	 
	CHINA EASTERN AVIATION
	IMPORT AND EXPORT CORPORATION


 


	Signature:	/s/ Li Zhiyong	 
	 	 	 
	Name      :	Li Zhiyong	 
	 	 	 
	Title        :	General Manager	 
	 	 	 
	Date        :	17th October 2011	 


 



    	A330 – CES – OCT 2011
CT1006772	LA 5a	Page 7/7



    	 



    

 


LETTER AGREEMENT N°
5b


 


CHINA
EASTERN AIRLINES CORPORATION LTD


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject:
A330-200 PERFORMANCE GUARANTEES (Pratt and Whitney 4170)


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated
as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement”
and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the
sale by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 5b	Page 1/7



    	 



    

 


LETTER AGREEMENT N°
5b


 


		1	AIRCRAFT CONFIGURATION



 


***


 


		2	GUARANTEED PERFORMANCE



 


		2.1	Take-off Field Length



 


***


 


		2.2	Second Segment Climb



 


***


 


		2.3	Landing Field Length



 


***


 


		2.4	Cruise Specific Air Range



 


***


 



    	A330 – CES – OCT 2011
CT1006772	LA 5b	Page 2/7



    	 



    

 


LETTER AGREEMENT N°
5b


 


		3	MANUFACTURER’S WEIGHT EMPTY



 


***


 


		4	GUARANTEE CONDITIONS



 


		4.1	***



 


		4.2	***



 


		4.2.1	***



 


		4.3	***



 


		4.4	***



 


		4.5	***



 





		5	GUARANTEE COMPLIANCE








 


		5.1	***



 


		5.2	***



 


		5.3	***



 



    	A330 – CES – OCT 2011
CT1006772	LA 5b	Page 3/7



    	 



    

 


LETTER AGREEMENT N°
5b


 


		5.4	***



 


		5.5	***



 


		5.6	***



 


		5.7	***



 


		6	ADJUSTMENT OF GUARANTEES



 


		6.1	***



 


		6.2	***



 


		7	EXCLUSIVE GUARANTEES



 


***


 


		8	UNDERTAKING REMEDIES



 


***


 


		8.1	***



 


		8,2.1.	***



 


		8.2.2.	***



 



    	A330 – CES – OCT 2011
CT1006772	LA 5b	Page 4/7



    	 



    

 


LETTER AGREEMENT N°
5b


 


		8.3.	***



 


		8.4	***



 


		9.	ASSIGNMENT



 


Notwithstanding any other provision
of this Letter Agreement or of the Sales Proposal and/or the forthcoming 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”).



 



    	A330 – CES – OCT 2011
CT1006772	LA 5b	Page 5/7



    	 



    

 


LETTER AGREEMENT N°
5b


 


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 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
10 shall survive any termination of this Letter Agreement for a period of twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement.


 



    	A330 – CES – OCT 2011
CT1006772	LA 5b	Page 6/7



    	 



    

 


LETTER AGREEMENT N°
5b


 


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


	Witnessed and acknowledged,
	 
	For and on behalf of
	 
	CHINA EASTERN AVIATION
	IMPORT AND EXPORT CORPORATION


 


	Signature:	/s/ Li Zhiyong	 
	 	 	 
	Name   :	Li Zhiyong	 
	 	 	 
	Title      :	General Manager	 
	 	 	 
	Date    :	17th October 2011	 


 



    	A330 – CES – OCT 2011
CT1006772	LA 5b	Page 7/7



    	 



    

 


LETTER AGREEMENT N°
5c


 


CHINA EASTERN AIRLINES CORPORATION
LTD


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject: A330-200 PERFORMANCE
GUARANTEES (Rolls-Royce Trent 772B/772C “EP”)


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated
as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement”
and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the
sale by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 5c	Page 1/7



    	 



    

 


LETTER AGREEMENT N°
5c


 


		1	AIRCRAFT CONFIGURATION



 


***


 


		2	GUARANTEED PERFORMANCE



 


		2.1	Take-off Field Length



 


***


 


		2.2	Second Segment Climb



 


***


 


		2.3	Landing Field Length



 


***


 


		2.4	Cruise Specific Air Range



 


***


 


		3	MANUFACTURER’S WEIGHT EMPTY



 


***


 



    	A330 – CES – OCT 2011
CT1006772	LA 5c	Page 2/7



    	 



    

 


LETTER AGREEMENT N°
5c


 





	 	***



 


		4	GUARANTEE CONDITIONS



 


		4.1	***



 


		4.2	***



 


		4.2.1	***



 


		4.3	***



 


		4.4	***



 


		4.5	***



 


		5	GUARANTEE COMPLIANCE



 


		5.1	***



 


		5.2	***



 


		5.3	***



 


		5.4	***



 


		5.5	***



 



    	A330 – CES – OCT 2011
CT1006772	LA 5c	Page 3/7



    	 



    

 


LETTER AGREEMENT N°
5c


 


		5.6	***



 


		5.7	***



 


		6	ADJUSTMENT OF GUARANTEES



 


		6.1	***



 


		6.2	***



 


		7	EXCLUSIVE GUARANTEES



 


***


 


		8	UNDERTAKING REMEDIES



 


***


 


		8.1	***



 


		8.2.1.	***



 


		8.2.2.	***



 


		8.3.	***



 



    	A330 – CES – OCT 2011
CT1006772	LA 5c	Page 4/7



    	 



    

 


LETTER AGREEMENT N°
5c


 


		8.4	***



 


		9.	ASSIGNMENT



 


Notwithstanding any other provision
of this Letter Agreement or of the Sales Proposal and/or the forthcoming 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”).



 



    	A330 – CES – OCT 2011
CT1006772	LA 5c	Page 5/7



    	 



    

 


LETTER AGREEMENT N°
5c


 


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 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
10 shall survive any termination of this Letter Agreement for a period of twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement.


 



    	A330 – CES – OCT 2011
CT1006772	LA 5c	Page 6/7



    	 



    

 


LETTER AGREEMENT N°
5c


 


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


	Witnessed and acknowledged,
	 
	For and on behalf of
	 
	CHINA EASTERN AVIATION
	IMPORT AND EXPORT CORPORATION


 


	Signature:	/s/ Li Zhiyong	 
	 	 	 
	Name      :	Li Zhiyong	 
	 	 	 
	Title        :	General Manager	 
	 	 	 
	Date       :	17th October 2011	 


 



    	A330 – CES – OCT 2011
CT1006772	LA 5c	Page 7/7



    	 



    

 


LETTER AGREEMENT N°
5d


 


CHINA EASTERN AIRLINES CORPORATION
LTD


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject: A330-300 PERFORMANCE
GUARANTEES (General Electric CF6-80E1A4)


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated
as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement”
and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the
sale by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 5d	Page 1/7



    	 



    

 


LETTER AGREEMENT N°
5d


 


		1	AIRCRAFT CONFIGURATION



 


***


 


		2	GUARANTEED PERFORMANCE



  


		2.1	Take-off Field Length



 


***


 


		2.2	Second Segment Climb



 


***


 


		2.3	Landling Field Length



 


***


 


		2.4	Cruise Specific Air Range



 


***


 


		3	MANUFACTURER’S WEIGHT EMPTY



 


***


 



    	A330 – CES – OCT 2011
CT1006772	LA 5d	Page 2/7



    	 



    

 


LETTER AGREEMENT N°
5d


 


		4	GUARANTEE CONDITIONS



 


		4.1	***



 


		4.2	***



 


		4.2.1	***



 


		4.3	***



 


		4.4	***



 


		4.5	***



 


		5	GUARANTEE COMPLIANCE



 


		5.1	***



 


		5.2	***



 


		5.3	***



 


		5.4	***



 


		5.5	***



 


		5.6	***



 



    	A330 – CES – OCT 2011
CT1006772	LA 5d	Page 3/7



    	 



    

 


LETTER AGREEMENT N°
5d


 


		5.7	***



 


		6	ADJUSTMENT OF GUARANTEES



 


		6.1	***



 


		6.2	***



 


		7	EXCLUSIVE GUARANTEES



 


***


 


		8	UNDERTAKING REMEDIES



 


***


 


		8.1	***



 


		8.2.1.	***



 


		8.2.2.	***



 


		8.3.	***



 


		8.4	***



 



    	A330 – CES – OCT 2011
CT1006772	LA 5d	Page 4/7



    	 



    

 


LETTER AGREEMENT N°
5d


 





	 	***



 


		9.	ASSIGNMENT



 


Notwithstanding any other provision
of this Letter Agreement or of the Sales Proposal and/or the forthcoming 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”).



 



    	A330 – CES – OCT 2011
CT1006772	LA 5d	Page 5/7



    	 



    

 


LETTER AGREEMENT N°
5d


 


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 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
10 shall survive any termination of this Letter Agreement for a period of twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement.


 



    	A330 – CES – OCT 2011
CT1006772	LA 5d	Page 6/7



    	 



    

 


LETTER AGREEMENT N°
5d


 


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


	Witnessed and acknowledged,
	 
	For and on behalf of
	 
	CHINA EASTERN AVIATION
	IMPORT AND EXPORT CORPORATION


 


	Signature:	/s/ Li Zhiyong	 
	 	 	 
	Name       :	Li Zhiyong	 
	 	 	 
	Title         :	General Manager	 
	 	 	 
	Date         :	17th October 2011	 


 



    	A330 – CES – OCT 2011
CT1006772	LA 5d	Page 7/7



    	 



    

 


LETTER
AGREEMENT N° 5e


 


CHINA
EASTERN AIRLINES CORPORATION LTD


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject:
A330-300 PERFORMANCE GUARANTEES (Pratt and Whitney 4170)


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated
as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement”
and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the
sale by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 5e	Page 1/7



    	 



    

 


LETTER
AGREEMENT N° 5e


 


		1	AIRCRAFT CONFIGURATION



 


***


 


		2	guaranteed performance



  


		2.1	Take-off Field Length



 


***


 


		2.2	Second Segment Climb



 


***


 


		2.3	Landing Field Length



 


***


 


		2.4	Cruise Specific Air Range



 


***


 



    	A330 – CES – OCT 2011
CT1006772	LA 5e	Page 2/7



    	 



    

 


LETTER
AGREEMENT N° 5e


 


		3	MANUFACTURER’S WEIGHT EMPTY



 


***


 


		4	GUARANTEE CONDITIONS



 


		4.1	***



 


		4.2	***



 


		4.2.1	***



 


		4.3	***



 


		4.4	***



 


		4.5	***



 


		5	GUARANTEE COMPLIANCE



 


		5.1	***



 


		5.2	***



 


		5.3	***



 



    	A330 – CES – OCT 2011
CT1006772	LA 5e	Page 3/7



    	 



    

 


LETTER
AGREEMENT N° 5e


 


		5.4	***



 


		5.5	***



 


		5.6	***



 


		5.7	***



 


		6	ADJUSTMENT OF GUARANTEES



 


		6.1	***



 


		6.2	***



 


		7	EXCLUSIVE GUARANTEES



 


***


 


		8	UNDERTAKING REMEDIES



 


***


 


		8.1	***



 


		8.2.1.	***



 


		8.2.2.	***



 



    	A330 – CES – OCT 2011
CT1006772	LA 5e	Page 4/7



    	 



    

 


LETTER
AGREEMENT N° 5e


 


		8.3.	***



 


		8.4	***



 


		9.	ASSIGNMENT



 


Notwithstanding any other provision
of this Letter Agreement or of the Sales Proposal and/or the forthcoming 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”).



 



    	A330 – CES – OCT 2011
CT1006772	LA 5e	Page 5/7



    	 



    

 


LETTER
AGREEMENT N° 5e


 


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 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
10 shall survive any termination of this Letter Agreement for a period of twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement.


 



    	A330 – CES – OCT 2011
CT1006772	LA 5e	Page 6/7



    	 



    

 


LETTER
AGREEMENT N° 5e


 


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


	Witnessed and acknowledged,
	 
	For and on behalf of
	 
	CHINA EASTERN AVIATION
	IMPORT AND EXPORT CORPORATION


 


	Signature:	/s/ Li Zhiyong	 
	 	 	 
	Name      :	Li Zhiyong	 
	 	 	 
	Title        :	General Manager	 
	 	 	 
	Date        :	17th October 2011	 


 



    	A330 – CES – OCT 2011
CT1006772	LA 5e	Page 7/7



    	 



    

 


LETTER AGREEMENT N°
5f


 


CHINA
EASTERN AIRLINES CORPORATION LTD


Hongqiao international Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject:
A330-300 PERFORMANCE GUARANTEES (Rolls-Royce Trent 772B/772C “EP”)


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated as of
June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement” and
collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the sale
by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 5f	Page 1/7



    	 



    

 


LETTER AGREEMENT N°
5f


 


		1	AIRCRAFT CONFIGURATION



 


***


 


		2	GUARANTEED PERFORMANCE



 


		2.1	Take-off Field Length



 


***


 


		2.2	Second Segment Climb



 


***


 


		2.3	Landing Field Length



 


***


 


		2.4	Cruise Specific Air Range



 


***


 


		3.	MANUFACTURER’S WEIGHT EMPTY



 


***


 








    	A330 – CES – OCT 2011
CT1006772	LA 5f	Page 2/7



    	 



    


 


LETTER AGREEMENT N° 5f


 





		 	***



 


		4	GUARANTEE CONDITIONS



 


		4.1	***



 


		4.2	***



 


		4.2.1	***



 


		4.3	***



 


		4.4	***



 


		4.5	***



  


		5	GUARANTEE COMPLIANCE



 


		5.1	***



 


		5.2	***



 


		5.3	***



 


		5.4	***



 


		5.5	***














 



    	A330 – CES – OCT 2011
CT1006772	LA 5f	Page 3/7



    	 



    

 


LETTER AGREEMENT N° 5f


 





		5.6	***



		 	



		5.7	***



 


		6	ADJUSTMENT OF GUARANTEES



 


		6.1	***



		 	



		6.2	***



 


		7	EXCLUSIVE GUARANTEES



 


		 	***



 


		8	UNDERTAKING REMEDIES



 


		8.1	***



 


		8.2.1.	***



 


		8.2.2.	***



 


		8.3.	***











 



    	A330 – CES – OCT 2011
CT1006772	LA 5f	Page 4/7



    	 



    

 


LETTER AGREEMENT N° 5f


 


		8.4	***



 


		9.	ASSIGNMENT



 


Notwithstanding any other provision
of this Letter Agreement or of the Sales Proposal and/or the forthcoming 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”).



 



    	A330 – CES – OCT 2011
CT1006772	LA 5f	Page 5/7



    	 



    

 


LETTER AGREEMENT N° 5f


 


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 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
10 shall survive any termination of this Letter Agreement for a period of twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement.


 



    	A330 – CES – OCT 2011
CT1006772	LA 5f	Page 6/7



    	 



    

 


LETTER AGREEMENT N° 5f


 


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


	Witnessed and acknowledged,
	 
	For and on behalf of
	 
	CHINA EASTERN AVIATION
	IMPORT AND EXPORT CORPORATION
	 	 
	Signature:	/s/ Li Zhiyong
	 	 
	Name      :	Li Zhiyong
	 	 
	Title        :	General Manager
	 	 
	Date        :	17th October 2011


 



    	A330 – CES – OCT 2011
CT1006772	LA 5f	Page 7/7



    	 



    

 


LETTER AGREEMENT N°6


 


CHINA EASTERN AIRLINES CORPORATION LIMITED


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject : Approvals


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated
as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement”
and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the
sale by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 6	Page 1/4



    	 



    

 


LETTER AGREEMENT N°6


 


		1.	Listing Matters



 


***


 


		2.	Shareholder Approval.



 


***


 


		3.	Government Approval.



 


***


 


		4.	Assignment



 


Notwithstanding any other provision
of this Letter Agreement, the AGTA or the Purchase 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.


 



    	A330 – CES – OCT 2011
CT1006772	LA 6	Page 2/4



    	 



    

 


LETTER AGREEMENT N°6


 


		5.	Confidentiality



 


This Letter Agreement (and its
existence) or any data exchanged between the Buyer and the Seller for the fulfilment 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.



 


Furthermore, the Buyer shall
use its best efforts to limit the disclosure of the contents of this Letter 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 twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement.


 



    	A330 – CES – OCT 2011
CT1006772	LA 6	Page 3/4



    	 



    

 


LETTER AGREEMENT N°6


 


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


	Witnessed and acknowledged,
	 
	For and on behalf of
	 
	CHINA EASTERN AVIATION
	IMPORT AND EXPORT CORPORATION
	 	 
	Signature:	/s/ Li Zhiyong
	 	 
	Name      :	Li Zhiyong
	 	 
	Title        :	General Manager
	 	 
	Date        :	17th October 2011


 



    	A330 – CES – OCT 2011
CT1006772	LA 6	Page 4/4



    	 



    

 


LETTER AGREEMENT N°7


 


CHINA EASTERN AIRLINES CORPORATION LIMITED


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject : Customer Support Services


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated
as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement” and
collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the sale
by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 07	Page 1/6



    	 



    

 


LETTER AGREEMENT N°7


 


		1.	Training



 


***


 


		2.	Training Software



 


***


 


		3.	Training Organization / Location



 


***


 



    	A330 – CES – OCT 2011
CT1006772	LA 07	Page 2/6



    	 



    

 


LETTER AGREEMENT N°7


 


***


 


		4.	Lump Sum Warranty Credit



 


***


 


		5.	Warranted Part Shipping



 


***


 


		6.	Technical Documentation



 


***


 


		7	Customer Support Credit Memo Allocation



 


***


 



    	A330 – CES – OCT 2011
CT1006772	LA 07	Page 3/6



    	 



    

 


LETTER AGREEMENT N°7


 


		7.1	Airbus Advanced Computer Based Training



 


***


 


		7.2	PEP Revision Service



 


***


 


		7.3	Airbus Instructor’s Travel and Living



 


***


 


		8.	Assignment



 


Notwithstanding any other provision
of this Letter Agreement, the AGTA or the Purchase 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.


 


		9.	Confidentiality



 


This Letter Agreement (and its
existence) or any data exchanged between the Buyer and the Seller for the fulfilment 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.


 



    	A330 – CES – OCT 2011
CT1006772	LA 07	Page 4/6



    	 



    

 


LETTER AGREEMENT N°7


 


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 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 twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement.


 



    	A330 – CES – OCT 2011
CT1006772	LA 07	Page 5/6



    	 



    

 


LETTER AGREEMENT N°7


 


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


	Witnessed and acknowledged,
	 
	For and on behalf of
	 
	CHINA EASTERN AVIATION
	IMPORT AND EXPORT CORPORATION
	 	 
	Signature:	/s/ Li Zhiyong
	 	 
	Name      :	Li Zhiyong
	 	 
	Title        :	General Manager
	 	 
	Date        :	17th October 2011


 



    	A330 – CES – OCT 2011
CT1006772	LA 7	Page 6/6



    	 



    

 


LETTER AGREEMENT N°8


 


CHINA EASTERN AIRLINES CORPORATION LIMITED


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject : Miscellaneous Issues


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated
as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement”
and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the
sale by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 8	Page 1/5



    	 



    

 


LETTER AGREEMENT N°8


 


		1.	A330 Technical Acceptance Process



 


***


 


QUOTE


 


		(i)	***



 


UNQUOTE


 


		2.	Termination for Non-Excusable Delay



 


***


 


QUOTE


 


		11.3	Termination



 


***


 


UNQUOTE


 



    	A330 – CES – OCT 2011
CT1006772	LA 8	Page 2/5



    	 



    

 


LETTER AGREEMENT N°8


 


		3.	Ferry Flight



 


***


 


QUOTE


 


		9.3.2	***



 


UNQUOTE


 


		4.	Assignment



 


Notwithstanding any other provision
of this Letter Agreement, the AGTA or the Purchase 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.


 


		5.	Confidentiality



 


This Letter Agreement (and its
existence) or any data exchanged between the Buyer and the Seller for the fulfilment 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,



 



    	A330 – CES – OCT 2011
CT1006772	LA 8	Page 3/5



    	 



    

 


LETTER AGREEMENT N°8


 


		(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 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 twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement..


 



    	A330 – CES – OCT 2011
CT1006772	LA 8	Page 4/5



    	 



    

 


LETTER AGREEMENT N°8


 


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


	Witnessed and acknowledged,
	 
	For and on behalf of
	 
	CHINA EASTERN AVIATION
	IMPORT AND EXPORT CORPORATION
	 	 
	Signature:	/s/ Li Zhiyong
	 	 
	Name      :	Li Zhiyong
	 	 
	Title        :	General Manager
	 	 
	Date        :	17th October 2011


 



    	A330 – CES – OCT 2011
CT1006772	LA 8	Page 5/5



    	 



    

 


LETTER AGREEMENT N°9


 


CHINA EASTERN AIRLINES CORPORATION LIMITED


Hongqiao international Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject : A350XWB Incentives


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated
as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement”
and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the
sale by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 9	Page 1/4



    	 



    

 


LETTER AGREEMENT N°9


 


		1.	***



 



    	A330 – CES – OCT 2011
CT1006772	LA 9	Page 2/4



    	 



    

 


LETTER AGREEMENT N°9


 


		2.	Assignment



 


Notwithstanding any other provision
of this Letter Agreement, the AGTA or the Purchase 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.


 


		3.	Confidentiality



 


This Letter Agreement (and its
existence) or any data exchanged between the Buyer and the Seller for the fulfilment 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.



 


Furthermore, the Buyer shall
use its best efforts to limit the disclosure of the contents of this Letter 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 twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement..


 



    	A330 – CES – OCT 2011
CT1006772	LA 9	Page 3/4



    	 



    

 


LETTER AGREEMENT N°9


 


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


	Witnessed and acknowledged,
	 
	For and on behalf of
	 
	CHINA EASTERN AVIATION
	IMPORT AND EXPORT CORPORATION
	 	 
	Signature:	/s/ Li Zhiyong
	 	 
	Name      :	Li Zhiyong
	 	 
	Title        :	General Manager
	 	 
	Date        :	17th October 2011


 



    	A330 – CES – OCT 2011
CT1006772	LA 9	Page 4/4



    	 



    

 


LETTER AGREEMENT N°10


 


CHINA EASTERN AIRLINES CORPORATION LIMITED


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject : Exceptional Incentives


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated as
of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement”
and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the
sale by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 10	Page 1/4



    	 



    

 


LETTER AGREEMENT N°10


 


		1.	***



 


		2.	***



 


		3.	***



 


		4.	Assignment



 


Notwithstanding any other provision
of this Letter Agreement, the AGTA or the Purchase 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.


 


		5.	Confidentiality



 


This Letter Agreement (and its
existence) or any data exchanged between the Buyer and the Seller for the fulfilment 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.



 



    	A330 – CES – OCT 2011
CT1006772	LA 10	Page 2/4



    	 



    

 


LETTER AGREEMENT N°10


 


		-	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 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 twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement..


 



    	A330 – CES – OCT 2011
CT1006772	LA 10	Page 3/4



    	 



    

 


LETTER AGREEMENT N°10


 


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


	Witnessed and acknowledged,
	 
	For and on behalf of
	 
	CHINA EASTERN AVIATION
	IMPORT AND EXPORT CORPORATION
	 	 
	Signature:	/s/ Li Zhiyong
	 	 
	Name      :	Li Zhiyong
	 	 
	Title        :	General Manager
	 	 
	Date        :	17th October 2011


 



    	A330 – CES – OCT 2011
CT1006772	LA 10	Page 4/4



    	 



    

 


LETTER AGREEMENT N°11


 


CHINA EASTERN AIRLINES CORPORATION LIMITED


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject : Financing Assistance


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(“CHINA EASTERN”) and AIRBUS S.A.S. (“AIRBUS”) have entered into an aircraft general terms agreement
dated as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase
Agreement” and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers
the manufacture and the sale by AIRBUS and the purchase by CHINA EASTERN of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 11	Page 1/4



    	 



    

 


LETTER AGREEMENT N°11


 


		1.	GENERAL



 


***


 


		2.	LETTER AGREEMENT ASSIGNMENTS AND TRANSFERS



 


***


 


		3.	CONFIDENTIALITY



 


This Letter Agreement (and its existence)
or any data exchanged between CHINA EASTERN and AIRBUS 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:


 


		(a)	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; and



 


		(b)	that any and all terms and conditions
                                                           of the transactions contemplated in this Letter Agreement are strictly
                                                           personal and exclusive to CHINA EASTERN, (the “Personal
                                                           Information”). CHINA EASTERN therefore agrees to enter
                                                           into consultations with AIRBUS 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 CHINA EASTERN and AIRBUS,
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; and



 


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



 


Furthermore, CHINA EASTERN shall use Its
best efforts to limit the disclosure of the contents of this Letter Agreement to the extent legally permissible in any filing required
to be made by CHINA EASTERN with any governmental or regulatory agency. CHINA EASTERN agrees that prior to any such disclosure
or filing, AIRBUS and CHINA EASTERN shall jointly review and agree on the terms and conditions of the document to be filed or disclosed.


 



    	A330 – CES – OCT 2011
CT1006772	LA 11	Page 2/4



    	 



    

 


LETTER AGREEMENT N°11


 


The Provisions of this clause shall survive
any termination of this Letter Agreement for a period of twelve (12) years after the date of Delivery of the last Aircraft to be
delivered under the Agreement.


 



    	A330 – CES – OCT 2011
CT1006772	LA 11	Page 3/4



    	 



    

 


LETTER AGREEMENT N°11


 


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


	Witnessed and acknowledged,
	 
	For and on behalf of
	 
	CHINA EASTERN AVIATION
	IMPORT AND EXPORT CORPORATION
	 	 
	Signature:	/s/ Li Zhiyong
	 	 
	Name      :	Li Zhiyong
	 	 
	Title        :	General Manager
	 	 
	Date        :	17th October 2011


 



    	A330 – CES – OCT 2011
CT1006772	LA 11	Page 4/4



    	 



    

 


LETTER AGREEMENT N°12


 


CHINA
EASTERN AIRLINES CORPORATION LIMITED


Hongqiao International Airport,


No. 2550 Hongqiao Road,


Shanghai 200335,


People’s Republic of China


 


Subject : ADOC
WEB for Flight Ops Software


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated
as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement”
and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the
sale by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Letter Agreement shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Letter Agreement,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Letter Agreement, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	LA 12	Page 1/4



    	 



    

 


LETTER AGREEMENT N°12


 


		1.	Additional Customer Support Credit Memo Allocation



 


***


 


		2.	ADOC WEB for flight ops software



 


*** 


 


		3.	Additional CM Allocation Conditions



 


*** 


 


		4.	Assignment



 


Notwithstanding any other provision
of this Letter Agreement, the AGTA or the Purchase 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.


 



    	A330 – CES – OCT 2011
CT1006772	LA 12	Page 2/4



    	 



    

 


LETTER AGREEMENT N°12


 


		5.	Confidentiality



 


This Letter Agreement (and its
existence) or any data exchanged between the Buyer and the Seller for the fulfilment 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.



 


Furthermore, the Buyer shall
use its best efforts to limit the disclosure of the contents of this Letter 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 twelve (12) years after the date of Delivery of the last
Aircraft to be delivered under the Purchase Agreement..


 



    	A330 – CES – OCT 2011
CT1006772	LA 12	Page 3/4



    	 



    

 


LETTER AGREEMENT N°12


 


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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


	Witnessed and acknowledged,
	 
	For and on behalf of
	 
	CHINA EASTERN AVIATION
	IMPORT AND EXPORT CORPORATION
	 	 
	Signature:	/s/ Li Zhiyong
	 	 
	Name      :	Li Zhiyong
	 	 
	Title        :	General Manager
	 	 
	Date        :	17th October 2011


 



    	A330 – CES – OCT 2011
CT1006772	LA 12	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 Incentive


 


CHINA EASTERN AIRLINES CORPORATION LIMITED
(the “Buyer”) and Airbus S.A.S. (the “Seller”) have entered into an aircraft general terms agreement dated
as of June 15, 2009 (the “AGTA”) and an A330 family purchase agreement (individually the “Purchase Agreement”
and collectively with the AGTA the “Agreement”) dated as of even date herewith, which covers the manufacture and the
sale by the Seller and the purchase by the Buyer of the Aircraft.


 


Capitalized terms used herein and not otherwise
defined in this Side Letter shall have the meanings assigned thereto in the Agreement.


 


Both parties agree that this Side Letter,
upon execution thereof, shall constitute an integral, nonseverable part of said Agreement 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
Agreement and this Side Letter, the latter shall prevail to the extent of such inconsistency.


 



    	A330 – CES – OCT 2011
CT1006772	SL 1	Page 1/4



    	 



    

 


SIDE LETTER N°1


 


		1.	Closing Credit



 





		1.1	***


 





		1.2	***





 


		2.	Assignment



 


Notwithstanding any other provision
of this Side Letter, the AGTA or the Purchase 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.


 


		3.	Confidentiality



 


This Side Letter (and its existence)
or any data exchanged between the Buyer and the Seller for the fulfilment 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 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.


 



    	A330 – CES – OCT 2011
CT1006772	SL 1	Page 2/4



    	 



    

 


SIDE LETTER N°1


 


The provisions of this Clause
shall survive any termination of this Side Letter for a period of twelve (12) years after the date of Delivery of the last Aircr4aft
to be delivered under the Purchase Agreement..


 



    	A330 – CES – OCT 2011
CT1006772	SL 1	Page 3/4



    	 



    

 


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 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:	/s/ Liu Shaoyong	 	Signature:	/s/ Tom Enders
	 	 	 	 	 
	Name:	Liu Shaoyong	 	Name:	Tom Enders
	 	 	 	 	 
	Title:	Chairman	 	Title:	Chief Executive Officer


 


	Witnessed and acknowledged,
	 
	For and on behalf of
	 
	CHINA EASTERN AVIATION
	IMPORT AND EXPORT CORPORATION
	 	 
	Signature:	/s/ Li Zhiyong
	 	 
	Name      :	Li Zhiyong
	 	 
	Title        :	General Manager
	 	 
	Date        :	17th October 2011


 



    	A330 – CES – OCT 2011
CT1006772	SL 1	Page 4/4