al_Ex10_20



		

			 

		





		
			EXHIBIT 10.20
		

		
			 
		

		
			Confidential Treatment
Requested Pursuant to Rule 24b-2
		

		
			 
		

		
			Supplemental Agreement No. 5
		

		
			 
		

		
			to
		

		
			 
		

		
			Purchase Agreement No. PA-03659 
		

		
			 
		

		
			between 
		

		
			 
		

		
			The Boeing Company
		

		
			 
		

		
			and
		

		
			 
		

		
			Air Lease Corporation
		

		
			 
		

		
			 
		

		
			This Supplemental Agreement is entered into as of August 17, 2015, (Supplemental Agreement No. 5) by and between THE BOEING COMPANY (Boeing) and AIR LEASE CORPORATION (Customer); 
		

		
			 
		

		
			All terms used but not defined in this Supplemental Agreement No. 5 have the same meaning as in the Purchase Agreement;
		

		
			 
		

		
			WHEREAS, Boeing and Customer have entered into Purchase Agreement No. PA-03659 dated as of October 31, 2011 (the Purchase Agreement) relating to the purchase and sale of Model 787-9 aircraft and Model 787-10 aircraft; 
		

		
			 
		

		
			WHEREAS, Boeing and Customer desire to amend the Purchase Agreement to revise the referenced serial numbers for the following Aircraft:
		

		
			 
		

			
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Aircraft Block

					
					
						    

					
					
						Delivery Month

					
					
						    

					
					
						Prior Serial
Number

					
					
						    

					
					
						New Serial
Number

					
					
						    

				
	
					
						Block A

					
					
						 

					
					
						[*]

					
					
						 

					
					
						[*]

					
					
						 

					
					
						[*]

					
					
						 

				
	
					
						Block B

					
					
						 

					
					
						[*]

					
					
						 

					
					
						[*]

					
					
						 

					
					
						[*]

					
					
						 

				
	
					
						Block B

					
					
						 

					
					
						[*]

					
					
						 

					
					
						[*]

					
					
						 

					
					
						[*]

					
					
						 

				



		
			 
		

		
			WHEREAS, Boeing and Customer desire to amend the Purchase Agreement to transfer the Code 1 configuration introduction that was reserved for the 787-9 Block A 
		

		
			 
		

		


		
			* Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.
		

		
			 
		

		
			
		

		
			


		 


		

			i

		


		

			BOEING PROPRIETARY

		





 



		

			 

		




Aircraft with a nominal delivery month of [*], bearing serial number [*], to an aircraft under Purchase Agreement No. 3290 between Customer and Boeing.
		

		
			 
		

		
			WHEREAS, Boeing and Customer desire to amend the Purchase Agreement to identify [*] as the lessee for the [*] Aircraft with a nominal delivery month of [*], which bears serial number [*].
		

		
			 
		

		
			WHEREAS, Boeing and Customer desire to amend the Purchase Agreement to document Customer’s Engine selection for the Aircraft identified for lease to [*].
		

		
			 
		

		
			 
		

		
			NOW THEREFORE, in consideration of the mutual covenants herein contained, the parties agree to amend the Purchase Agreement as follows:
		

		
			 
		

		
			1.           TABLE OF CONTENTS.
		

		
			 
		

		
			The Table of Contents of the Purchase Agreement is deleted in its entirety and replaced by a new Table of Contents, provided as Enclosure 1 to this Supplemental Agreement No. 5, which reflects the revisions set forth in this Supplemental Agreement No. 5.
		

		
			 
		

		
			2.           TABLE 1.  
		

		
			 
		

		
			a.Table 1A to Purchase Agreement No. PA-03659, 787-9 Block A Aircraft Delivery, Description, Price and Advance Payments General Electric GEnx-1B74/75 Engines is deleted in its entirety and replaced by Table 1A to Purchase Agreement No. PA-03659, 787-9 Block A Aircraft Delivery, Description, Price and Advance Payments General Electric Engines, provided as Enclosure 2 to this Supplemental Agreement No. 5 and hereby incorporated into the Purchase Agreement.  [*]. This Table 1A  also reflects the removal of the Code 1 configuration introduction that was reserved for the 787-9 Block A Aircraft with a nominal delivery month of [*];
		

		
			 
		

		
			b.Table 1A to Purchase Agreement No. PA-03659, 787-9 Block A Aircraft Delivery, Description, Price and Advance Payments Trent 1000-J Engines is deleted in its entirety and replaced by Table 1A to Purchase Agreement No. PA-03659, 787-9 Block A Aircraft Delivery, Description, Price and Advance Payments Rolls Royce Engines, provided as Enclosure 3 to this Supplemental Agreement No. 5 and hereby incorporated into the Purchase Agreement.  [*]. This Table 1A  also reflects the removal of the Code 1 configuration introduction that was reserved for the 787-9 Block A Aircraft with a nominal delivery month of [*];
		

		
			 
		

		
			c.Table 1B to Purchase Agreement No. PA-03659, 787-9 Block B Aircraft Delivery, Description, Price and Advance Payments General Electric GEnx-1B74/75 Engines is deleted in its entirety and replaced by Table 1B to Purchase Agreement No. PA-03659,
		

		
			 
		

		


		
			* Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.
		

		
			 
		

		
			
		

		
			


		 


		

			ii

		


		

			BOEING PROPRIETARY

		





 



		

			 

		




787-9 Block B Aircraft Delivery, Description, Price and Advance Payments General Electric Engines, provided as Enclosure 4 to this Supplemental Agreement No. 5 and hereby incorporated into the Purchase Agreement.  This Table 1B contains the revised serial numbers for the 787-9 Block B Aircraft scheduled to deliver in [*];
		

		
			 
		

		
			d.Table 1B to Purchase Agreement No. PA-03659, 787-9 Block B Aircraft Delivery, Description, Price and Advance Payments Trent 1000-J Engines is deleted in its entirety and replaced by Table 1B to Purchase Agreement No. PA-03659, 787-9 Block B Aircraft Delivery, Description, Price and Advance Payments Rolls Royce Engines, provided as Enclosure 5 to this Supplemental Agreement No. 5 and hereby incorporated into the Purchase Agreement.  This Table 1B contains the revised serial numbers for the 787-9 Block B Aircraft scheduled to deliver in [*].
		

		
			 
		

		
			 
		

		
			The Purchase Agreement will be deemed to be amended to the extent herein provided and as so amended will continue in full force and effect.
		

		
			 
		

		
			EXECUTED IN DUPLICATE as of the day and year first above written.
		

		
			 
		

			
					
						THE BOEING COMPANY

					
					
						    

					
					
						AIR LEASE CORPORATION

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						BY:

					
					
						/s/ Patrick McKelvey

					
					
						 

					
					
						BY:

					
					
						/s/ Grant Levy

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						ITS:

					
					
						Attorney-In-Fact

					
					
						 

					
					
						ITS:

					
					
						Executive Vice President

				



		
			 
		

		


		
			* Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.
		

		
			 
		

		
			 
		

		
			


		 


		

			iii

		


		

			BOEING PROPRIETARY

		





 



		

			 

		




Enclosure 1
		

		
			PURCHASE AGREEMENT NUMBER PA-03659
		

		
			Between
		

		
			THE BOEING COMPANY
		

		
			and
		

		
			Air Lease Corporation
		

		
			Relating to Boeing Model 787-9 and 787-10 Aircraft
		

		
			 
		

		
			
		

		
			


		 


		

			PA Page 1

		


		

			BOEING PROPRIETARY

		





 



		

			 

		




Enclosure 1
		

		
			TABLE OF CONTENTS
		

		
			 
		

			
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						ARTICLES

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Article 1.

					
					
						    

					
					
						Quantity, Model, Description and Inspection

					
					
						    

					
					
						SA-2

					
					
						 

				
	
					
						Article 2.

					
					
						 

					
					
						Delivery Schedule

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						Article 3.

					
					
						 

					
					
						Price

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						Article 4.

					
					
						 

					
					
						Payment

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						Article 5.

					
					
						 

					
					
						Additional Terms

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						TABLE

					
					
						 

				
	
					
						 

					
					
						 

				
	
					
						IA.

					
					
						 

					
					
						787-9 Block A Aircraft Information Table

					
					
						 

					
					
						SA-5

					
					
						 

				
	
					
						IB.

					
					
						 

					
					
						787-9 Block B Aircraft Information Table

					
					
						 

					
					
						SA-5

					
					
						 

				
	
					
						IC.

					
					
						 

					
					
						787-10 Block A Aircraft Information Table

					
					
						 

					
					
						SA-3

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						EXHIBIT

					
					
						 

				
	
					
						A.

					
					
						 

					
					
						Aircraft Configuration

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						B.

					
					
						 

					
					
						Aircraft Delivery Requirements and Responsibilities

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						SUPPLEMENTAL EXHIBITS

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						AE1.

					
					
						 

					
					
						Escalation Adjustment Airframe and Optional Features

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						BFE1.

					
					
						 

					
					
						BFE Variables

					
					
						 

					
					
						SA-4

					
					
						 

				
	
					
						CS1.

					
					
						 

					
					
						Customer Support Document

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						EE1.

					
					
						 

					
					
						[*], Engine Warranty and Patent Indemnity – General Electric Engines

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						EE1.

					
					
						 

					
					
						[*], Engine Warranty and Patent Indemnity – Rolls Royce Engines

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						SLP1.

					
					
						 

					
					
						Service Life Policy Components

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						LETTER AGREEMENTS

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						LA-1104716R1

					
					
						 

					
					
						[*]

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1104717R1

					
					
						 

					
					
						Demonstration Flight Waiver

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1104718R1

					
					
						 

					
					
						[*]

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1104719R1

					
					
						 

					
					
						Other Matters

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1104720R2

					
					
						 

					
					
						Advance Payment Matters

					
					
						 

					
					
						SA-4

					
					
						 

				
	
					
						LA-1104721R1

					
					
						 

					
					
						[*]

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1104722R1

					
					
						 

					
					
						Assignment of Customer's Interest to a Subsidiary or Affiliate

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1104724

					
					
						 

					
					
						e-Enabling Software Matters

					
					
						 

					
					
						 

					
					
						 

				
	
					
						LA-1104725R1

					
					
						 

					
					
						[*]

					
					
						 

					
					
						SA-2

					
					
						 

				



		
			 
		

		


		
			* Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.
		

		
			 
		

		
			
		

		
			


		 


		

			PA Page 2

		


		

			BOEING PROPRIETARY

		





 



		

			 

		




Enclosure 1
		

		
			 
		

			
					
						LA-1104726R1

					
					
						 

					
					
						Special Matters relating to COTS Software and End User License Agreements

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1104727R2

					
					
						    

					
					
						AGTA Matters

					
					
						    

					
					
						SA-2

					
					
						 

				
	
					
						LA-1104728R1

					
					
						 

					
					
						Leasing Matters for 787 Aircraft

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1104729R1

					
					
						 

					
					
						Liquidated Damages - Non-Excusable Delay

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1104730R2

					
					
						 

					
					
						Open Configuration Matters

					
					
						 

					
					
						SA-4

					
					
						 

				
	
					
						LA-1104731R1

					
					
						 

					
					
						Performance Guarantees - 787-9 Block A Aircraft

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1104733R1

					
					
						 

					
					
						Special Terms - Seats and In-flight Entertainment

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1104734R1

					
					
						 

					
					
						Special Matters - 787-9 Block A Aircraft

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1300863

					
					
						 

					
					
						Performance Guarantees - 787-10 Block A Aircraft

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1300864

					
					
						 

					
					
						Performance Guarantees - 787-9 Block B Aircraft

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1301080

					
					
						 

					
					
						Special Matters - 787-9 Block B Aircraft

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1301081

					
					
						 

					
					
						Special Matters - 787-10 Block A Aircraft

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1301082

					
					
						 

					
					
						[*]

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1301083

					
					
						 

					
					
						Promotional Support - 787-10 Aircraft

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1301084

					
					
						 

					
					
						[*]

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1302043

					
					
						 

					
					
						[*]

					
					
						 

					
					
						SA-2

					
					
						 

				
	
					
						LA-1302348R1

					
					
						 

					
					
						[*]

					
					
						 

					
					
						SA-2

					
					
						 

				



		
			 
		

		


		
			* Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.
		

		
			 
		

		
			 
		

		
			


		 


		

			PA Page 3

		


		

			BOEING PROPRIETARY

		





 



		

			 

		




Enclosure 2
		

		
			 
		

		
			Table 1A To
		

		
			Purchase Agreement No. PA-03659
		

		
			787-9 Block A Aircraft Delivery, Description, Price and Advance Payments
		

		
			General Electric Engines
		

		
			 
		

			
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Airframe Model/MTOW:

					
					
						787-9

					
					
						545,000 pounds

					
					
						 

					
					
						Detail Specification:

					
					
						787B1‐4102‐D
(4/27/2011)

					
					
						                               

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Engine Model/Thrust:

					
					
						GENX‐1B74/75

					
					
						74,100 pounds

					
					
						 

					
					
						Airframe Price Base Year/Esc. Formula:

					
					
						[*]

					
					
						[*]

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Airframe Price:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Engine Price Base Year/Esc. Formula:

					
					
						[*]

					
					
						[*]

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Optional Features:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Sub-Total of Airframe and Features:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Airframe Escalation Data:

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Engine Price (Per Aircraft):

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Base Year Index (ECI):

					
					
						[*]

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Aircraft Basic Price (Excluding BFE/SPE):

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Base Year Index (CPI):

					
					
						[*]

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Buyer Furnished Equipment (BFE) Est.:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Engine Escalation Data:

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Seller Purchased Equipment (SPE) Est.:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Base Year Index (ECI):

					
					
						[*]

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						In Flight Entertainment (IFE) Est:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Base Year Index (CPI):

					
					
						[*]

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Deposit per Aircraft:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				



		
			 
		

			
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						Manufacturer’s

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						Escalation

					
					
						Escalation

					
					
						Escalation Estimate

					
					
						Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):

				
	
					
						Delivery

					
					
						Number of 

					
					
						Serial 

					
					
						Optional

					
					
						P.A.

					
					
						Engine

					
					
						Engine

					
					
						 

					
					
						Factor

					
					
						Factor

					
					
						Adv Payment Base

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						Date

					
					
						Aircraft

					
					
						Number

					
					
						Features Price

					
					
						Exhibit A

					
					
						Selection

					
					
						Price

					
					
						Lessee

					
					
						(Airframe)

					
					
						(Engine)

					
					
						Price Per A/P

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]-2016

					
					
						1

					
					
						[*]

					
					
						 

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]

					
					
						1

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]

					
					
						1

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]-2019*

					
					
						1

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						Total:

					
					
						4

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				



		
			 
		

		
			Manufacturer serial number is subject to change due to production changes
		

		


		
			* Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.
		

		
			 
		

		
			 
		

		
			


		 


		

			Page 1

		


		

			Boeing Proprietary

		





 



		

			 

		




Enclosure 3
		

		
			Table 1A To
		

		
			Purchase Agreement No. PA-03659
		

		
			787-9 Block A Aircraft Delivery, Description, Price and Advance Payments
		

		
			Rolls Royce Engines
		

		
			 
		

		
			 
		

			
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Airframe Model/MTOW:

					
					
						787-9

					
					
						545,000 pounds

					
					
						 

					
					
						Detail Specification:

					
					
						787B1‐4102‐D
(4/27/2011)

					
					
						                                  

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Engine Model/Thrust:

					
					
						TRENT1000‐J

					
					
						73,800 pounds

					
					
						 

					
					
						Airframe Price Base Year/Esc. Formula:

					
					
						[*]

					
					
						[*]

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Airframe Price:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Engine Price Base Year/Esc. Formula:

					
					
						[*]

					
					
						[*]

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Optional Features:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Sub-Total of Airframe and Features:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Airframe Escalation Data:

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Engine Price (Per Aircraft):

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Base Year Index (ECI):

					
					
						[*]

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Aircraft Basic Price (Excluding BFE/SPE):

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Base Year Index (CPI):

					
					
						[*]

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Buyer Furnished Equipment (BFE) Est.:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Engine Escalation Data:

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Seller Purchased Equipment (SPE) Est.:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Base Year Index (ECI):

					
					
						[*]

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						In Flight Entertainment (IFE) Est:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Base Year Index (CPI):

					
					
						[*]

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Deposit per Aircraft:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				



		
			 
		

			
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						Manufacturer’s

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						Escalation

					
					
						Escalation

					
					
						Escalation Estimate

					
					
						Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):

				
	
					
						Delivery

					
					
						Number of 

					
					
						Serial 

					
					
						Optional

					
					
						P.A.

					
					
						Engine

					
					
						Engine

					
					
						 

					
					
						Factor

					
					
						Factor

					
					
						Adv Payment Base

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						Date

					
					
						Aircraft

					
					
						Number

					
					
						Features Price

					
					
						Exhibit A

					
					
						Selection

					
					
						Price

					
					
						Lessee

					
					
						(Airframe)

					
					
						(Engine)

					
					
						Price Per A/P

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]-2016

					
					
						1

					
					
						[*]

					
					
						 

					
					
						 

					
					
						[*]

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]

					
					
						1

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]

					
					
						1

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]-2019*

					
					
						1

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						Total:

					
					
						4

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				



		
			 
		

		
			Manufacturer serial number is subject to change due to production changes
		

		


		
			* Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.
		

		
			 
		

		
			 
		

		
			


		 


		

			Page 1

		


		

			Boeing Proprietary

		





 



		

			 

		




Enclosure 4
		

		
			Table 1B To
		

		
			Purchase Agreement No. PA-03659
		

		
			787-9 Block B Aircraft Delivery, Description, Price and Advance Payments
		

		
			General Electric Engines
		

		
			 
		

			
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Airframe Model/MTOW:

					
					
						787-9

					
					
						553,000 pounds

					
					
						 

					
					
						Detail Specification:

					
					
						787B1‐4102‐J
(5/17/2013)

					
					
						                               t

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Engine Model/Thrust:

					
					
						GENX‐1B74/75

					
					
						74,100 pounds

					
					
						 

					
					
						Airframe Price Base Year/Esc. Formula:

					
					
						[*]

					
					
						[*]

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Airframe Price:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Engine Price Base Year/Esc. Formula:

					
					
						[*]

					
					
						[*]

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Optional Features:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Sub-Total of Airframe and Features:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Airframe Escalation Data:

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Engine Price (Per Aircraft):

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Base Year Index (ECI):

					
					
						[*]

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Aircraft Basic Price (Excluding BFE/SPE):

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Base Year Index (CPI):

					
					
						[*]

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Buyer Furnished Equipment (BFE) Est.:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Engine Escalation Data:

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						In Flight Entertainment (IFE) Est:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Base Year Index (ECI):

					
					
						[*]

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						Base Year Index (CPI):

					
					
						[*]

					
					
						 

				
	
					
						Refundable Deposit/Aircraft at Proposal Accept:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				



		
			 
		

			
					
						 

					
					
						 

					
					
						Manufacturer’s

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						Escalation

					
					
						Escalation

					
					
						Escalation Estimate

					
					
						Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):

				
	
					
						Delivery

					
					
						Number of 

					
					
						Serial 

					
					
						Optional

					
					
						P.A.

					
					
						Engine

					
					
						Engine

					
					
						 

					
					
						Factor

					
					
						Factor

					
					
						Adv Payment Base

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						Date

					
					
						Aircraft

					
					
						Number

					
					
						Features Price

					
					
						Exhibit A

					
					
						Selection

					
					
						Price

					
					
						Lessee

					
					
						(Airframe)

					
					
						(Engine)

					
					
						Price Per A/P

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]-2016

					
					
						1

					
					
						[*]

					
					
						 

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]

					
					
						1

					
					
						[*]

					
					
						 

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]

					
					
						1

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]-2020

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						Total:

					
					
						3

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				



		
			 
		

		
			Manufacturer serial number is subject to change due to production changes
		

		


		
			* Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.
		

		
			 
		

		
			 
		

		
			


		 


		

			Page 1

		


		

			Boeing Proprietary

		





 



		

			 

		




Enclosure 5
		

		
			Table 1B To
		

		
			Purchase Agreement No. PA-03659
		

		
			787-9 Block B Aircraft Delivery, Description, Price and Advance Payments
		

		
			Rolls Royce Engines
		

		
			 
		

		
			 
		

			
					
						Airframe Model/MTOW:

					
					
						787-9

					
					
						553,000 pounds

					
					
						 

					
					
						Detail Specification:

					
					
						787B1-4102‐J
(5/17/2013)

					
					
						                               

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Engine Model/Thrust:

					
					
						TRENT1000‐J

					
					
						74,400 pounds

					
					
						 

					
					
						Airframe Price Base Year/Esc. Formula:

					
					
						[*]

					
					
						[*]

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Airframe Price:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Engine Price Base Year/Esc. Formula:

					
					
						[*]

					
					
						[*]

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Optional Features:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Sub-Total of Airframe and Features:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Airframe Escalation Data:

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Engine Price (Per Aircraft):

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Base Year Index (ECI):

					
					
						[*]

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Aircraft Basic Price (Excluding BFE/SPE):

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Base Year Index (CPI):

					
					
						[*]

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Buyer Furnished Equipment (BFE) Est.:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Engine Escalation Data:

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						In Flight Entertainment (IFE) Est::

					
					
						 

					
					
						[*]

					
					
						 

					
					
						Base Year Index (ECI):

					
					
						[*]

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						Base Year Index (CPI):

					
					
						[*]

					
					
						 

				
	
					
						Refundable Deposit/Aircraft at Proposal Accept:

					
					
						 

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				



		
			 
		

			
					
						 

					
					
						 

					
					
						Manufacturer’s

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						Escalation

					
					
						Escalation

					
					
						Escalation Estimate

					
					
						Advance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):

				
	
					
						Delivery

					
					
						Number of 

					
					
						Serial 

					
					
						Optional

					
					
						P.A.

					
					
						Engine

					
					
						Engine

					
					
						 

					
					
						Factor

					
					
						Factor

					
					
						Adv Payment Base

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						Date

					
					
						Aircraft

					
					
						Number

					
					
						Features Price

					
					
						Exhibit A

					
					
						Selection

					
					
						Price

					
					
						Lessee

					
					
						(Airframe)

					
					
						(Engine)

					
					
						Price Per A/P

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]-2016

					
					
						1

					
					
						[*]

					
					
						 

					
					
						 

					
					
						[*]

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]

					
					
						1

					
					
						[*]

					
					
						 

					
					
						 

					
					
						[*]

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]

					
					
						1

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]-2020

					
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						Total:

					
					
						3

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						[*]

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				



		
			 
		

		
			Manufacturer serial number is subject to change due to production changes
		

		


		
			* Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.
		


		 


		

			Page 1

		


		

			Boeing Proprietary