Document

Exhibit 10.2

AMENDMENT NUMBER 5


TO


GENERAL TERMS AGREEMENT


BCA-65530-0016


BETWEEN


THE BOEING COMPANY


AND


SPIRIT AEROSYSTEMS, INC.




This Amendment Number 5 (“Amendment No. 5”) to General Terms Agreement BCA-65530-0016 is entered into as of the date of the last signature below (the “Effective Date”) by and between The Boeing Company, a Delaware Corporation (“Boeing”), and Spirit AeroSystems, Inc., a Delaware Corporation with its principal office in Wichita, Kansas (“Seller”). Hereinafter, Boeing and Seller may be referred to collectively as the “Parties”.


RECITALS


A.        The Parties entered into General Terms Agreement BCA-65530-0016 (“GTA”) on June 16, 2005.


B.        The most recent Amendment to the GTA is Amendment No. 4, dated January 18, 2021.


C.        The Parties wish to amend the GTA as set forth herein.




NOW THEREFORE, the Parties agree as follows:


1.Agreement.


1.1The GTA is hereby amended by adding a new section 8.3.1 to the Table of Contents as follows:


“8.3.1 Industry Assist at Boeing Repair Station(s)”






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1.2The GTA is hereby amended by deleting the existing GTA Table of Amendments in its entirety and replacing it with a new Table of Amendments as follows:


“AMENDMENTS


												
	Number	Description	Date	Approval
	1	Incorporate name change from Mid-Western Aircraft Systems Inc. to Spirit AeroSystems Incorporated. Added effective date of June 17, 2005 to agreement, and to sections 12.3 and 16.0.   
	04/01/06	H. McCormick
R. Stone

	2	Added Section 40.0 Electronic Access	03/4/11	J. Bayer
M. Milan

	3	Replaced Section 8.5 Retention of Records, Section 11.3 Import/Export, and Section 21.5 Environmental Health and Safety Performance	1/2014	J. Ray
M. Milan

	4	Replaced Section 21.2 and added Section 41.0	1/18/21	K. Doolin
E. Bossler

	5	Added Section 8.3.1	1/30/22	J. Aguiar
L. Hampton

				
				
				
				

”


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1.3The GTA is hereby amended by adding a new section 8.3.1 Industry Assist at Boeing Repair Station(s) as follows: 
“8.3.1 Industry Assist at Boeing Repair Station(s) 


Boeing may request Seller perform repair or rework on any Seller responsible non-conformance after an aircraft has received its Airworthiness Certificate (“Ticketed”) but prior to title transfer and delivery to a customer.  Such Seller Services may be provided under the following conditions:
8.3.1.1     The Ticketed aircraft must be on a Boeing site holding repair station certification; and
8.3.1.2     Seller will follow Boeing’s repair station processes, including any applicable training, as required in order to perform the work under Boeing’s repair station certificate during the course of any applicable repair or rework.  Such repair station processes will be managed by Boeing.”  


2.Miscellaneous.
2.1All other provisions of the GTA remain unchanged and in full force and effect.
2.2This Amendment No. 5 constitutes the complete and exclusive agreement between the Parties with respect to the subject matter hereof and cancels and supersedes all previous agreements between the Parties relating thereto, whether written or oral.  Should any provision of this Amendment No. 5 conflict with the GTA, the terms of this Amendment No. 5 shall be controlling.


3.Governing Law.
This Amendment No. 5 shall be governed by the internal laws of the State of Washington without reference to any rules governing conflict of laws.










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EXECUTED in duplicate as of the last date set forth below by the duly authorized representatives of the Parties. 




THE BOEING COMPANY                               SPIRIT AEROSYSTEMS, INC.
BOEING COMMERCIAL AIRPLANES


Signature:  _/s/ Jorge Aguiar ________       Signature: _/s/ Leanna Hampton_______


Printed Name:  _Jorge Aguiar  _______       Printed Name: _Leanna Hampton _ ____


Title:  _Senior Manager – Contracts ___      Title:  _Senior Manager, Boeing Contracts 


Date:  __January 30, 2022______                Date:  ____January 30, 2022__________
























































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