ex1029ag.htm


    
      
         


      

      
         


        
          

        

      

      
         


        
          American
Airlines, Inc.

           

          6-1162-TRW-0668   Page
2

           

        

      

    


    6-1162-TRW-0668

    


    


    American
Airlines, Inc.

    P.O. Box
619616

    Dallas-Fort
Worth Airport, Texas 75261-9616

    


    


    
      	
              Subject:

            	
              Special
      Matters Relating to COTS Software and End User License
      Agreements

            


    

    


    
      	
              Reference:

            	
              Purchase
      Agreement No. 3219 (the Purchase Agreement) between The Boeing Company
      (Boeing) and American Airlines, Inc. (Customer) relating to
      Model 787-923 aircraft
(Aircraft)

            


    

    


    


    This
letter agreement (Letter Agreement) amends and supplements the Purchase
Agreement.  All terms used but not defined in this Letter Agreement
have the same meaning as in the Purchase Agreement.

    


    Recitals

    


    A.  Certain
third party, commercial off-the-shelf software products are available to perform
various functions required in the Aircraft (COTS Software).

    


    B.  [CONFIDENTIAL
PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST
FOR CONFIDENTIAL TREATMENT]..

    


    C.  [CONFIDENTIAL
PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST
FOR CONFIDENTIAL TREATMENT].

    


    D.  Therefore,
the parties desire to amend certain provisions of the Purchase Agreement to
properly reflect the respective rights and obligations of the parties with
respect to the COTS Software included in the Aircraft.


    
      
        
          P.A. No.
3219

          EULA_Special_Matters

          BOEING
PROPRIETARY

        

         


      

      
         


        
          

        

      

      
         


        
          American
Airlines, Inc.

           

          6-1162-TRW-0668   Page
2

           

        

      

    


    


    Agreement

    


    1.           [CONFIDENTIAL
PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST
FOR CONFIDENTIAL TREATMENT].

    


    2.           [CONFIDENTIAL
PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST
FOR CONFIDENTIAL TREATMENT].

    


    3. Customer
may not transfer, novate or assign its rights under this Letter Agreement or any
rights, terms or obligations hereunder, whether by operation of law, contract or
otherwise, except with the express written consent of Boeing, and such consent
will not be unreasonably withheld.

    


    


    Very
truly yours,

    


    THE
BOEING COMPANY

    


    


    By                                          

    


    Its           Attorney-In-Fact           

    


    


    ACCEPTED
AND AGREED TO this

    


    Date:
                               ,
2008

    


    AMERICAN
AIRLINES, INC.

    


    


    By                                          

    


    Its                                          

    


    



    
      
        
          P.A. No.
3219

          EULA_Special_Matters

          BOEING
PROPRIETARY