{"id":42864,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/supplemental-agreement-to-purchase-agreement-no-1602-the.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"supplemental-agreement-to-purchase-agreement-no-1602-the","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/operations\/supplemental-agreement-to-purchase-agreement-no-1602-the.html","title":{"rendered":"Supplemental Agreement to Purchase Agreement No. 1602 &#8211; The Boeing Co. and United Air Lines Inc."},"content":{"rendered":"<pre>                   Supplemental Agreement No. 11\n                               to\n                     Purchase Agreement No. 1602 \n                             between\n                        THE BOEING COMPANY \n                               and\n                       UNITED AIR LINES, INC.\n\n            Relating to Boeing Model 767-322ER Aircraft\n\n       THIS SUPPLEMENTAL AGREEMENT, entered into as of the 13th\nday of April 1995, by and between THE BOEING COMPANY, a Delaware\ncorporation (hereinafter called Boeing), and UNITED AIR LINES,\nINC., a Delaware corporation, and UNITED WORLDWIDE CORPORATION\n(collectively hereinafter called Buyer);\n\n                      W I T N E S S E T H:\n\n       WHEREAS, the parties entered into that certain Purchase\nAgreement No. 1602, dated as of March 1, 1990, relating to the\npurchase and sale of Boeing Model 767-322ER aircraft (hereinafter\nreferred to as ' The Aircraft', or the 'Firm Aircraft',\n'[*CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE\nSECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR\nCONFIDENTIAL TREATMENT] Aircraft' or the 'Option Aircraft', as\nsuch capitalized terms, and any other capitalized terms used\nherein, unless otherwise specifically defined herein, are defined\nin the 'Purchase Agreement' (as such term is defined below)),\nwhich agreement, as amended and supplemented, together with all\nexhibits, specifications and letter agreements related or\nattached thereto, is hereinafter called the 'Purchase Agreement'\nand;\n\n[*CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE\nSECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR\nCONFIDENTIAL TREATMENT]\n\n\n     NOW THEREFORE, in consideration of the mutual covenants\nherein contained, the parties hereto agree to amend the Purchase\nAgreement as follows:\n\n1.     The following Letter Agreement is executed contemporaneously\nwith this Supplemental Agreement and is attached hereto and are\npart of this Supplemental Agreement:\n\n       Agreement Number     Subject\n\n       6-1162-DLJ-472R2     [*CONFIDENTIAL MATERIAL OMITTED AND\nFILED SEPARATELY WITH THE SECURITIES AND EXCHANGE\nCOMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]\n\n\n\n\n\n[*CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE\nSECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR\nCONFIDENTIAL TREATMENT]\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n6.     This Supplemental Agreement is subject to the\nconfidentiality provisions of Letter Agreement 6-1162-DLJ-467.\n\n\n\n7.     The Purchase Agreement shall be deemed amended to the\nextent herein provided and as amended shall continue in full\nforce and effect.\n\n\n\nEXECUTED IN DUPLICATE as of the day and year first above written.\n\n\nTHE BOEING COMPANY                 UNITED AIR LINES, INC.\n\nBy: \/s\/ M. Monica Fix              By: \/s\/ Douglas A. Hacker\nIts:  Attorney-in-Fact             Its:  Senior Vice President - Finance\n\n\n                                   UNITED WORLDWIDE CORPORATION\n\n                                   By: \/s\/ Douglas A. Hacker\n\n                                   Its: President\n\nAttachment 1 to\nSupplemental Agreement 11 to\nPurchase Agreement 1602\n\n\n\nARTICLE 1.    Subject Matter of Sale.\n\n        1.3    Boeing shall sell and deliver to Buyer, and\nBuyer shall purchase from Boeing, six (6) 767-322ER Block C\naircraft.  Such aircraft are referred to individually and\ncollectively as the 'the Aircraft' or the 'Block C\nAircraft.'  The Block C Aircraft will be manufactured by\nBoeing in accordance with Boeing Detail Specification\nD6T10330UAL, Revision C, dated March 3, 1992, (as\ndescribed in Exhibit A-2 attached hereto) as it may be\nmodified from time to time in accordance with the terms and \nconditions of Article 7 herein.  Such Detail Specification as so\nmodified is by this reference incorporated in this\nAgreement and is hereinafter referred to as the 'Detail\nSpecification.'  In connection with the sale and purchase\nof the Block C Aircraft, Boeing shall also deliver to\nBuyer other things under this Agreement including data,\ndocuments, training and services.\n\nAttachment 2 to\nSupplemental Agreement 11 to\nPurchase Agreement 1602\n\n\nARTICLE 2.    Delivery of Aircraft; Title and Risk of Loss.\n\n        2.1    Each Aircraft shall be delivered to Buyer\nassembled and ready for flight, and Buyer shall accept\ndelivery of such Aircraft during, or if mutually agreed,\nbefore the months set forth in the following schedule:\n\nMonth and Year\n  of Delivery                 Quantity of Aircraft\n\n                   767 Aircraft\n\n                 Block A Aircraft\n\nFebruary 1991                       One (1)\nMarch 1991                          Two (2)\nApril 1991                          One (1)\nAugust 1991                         One (1)\nMarch 1992                          One (1)\nApril 1992                          One (1)\nJuly 1992                           Two (2)\nSeptember 1992                      One (1)\nOctober 1992                      Three (3)\nNovember 1992                       One (1)\nDecember 1992                       One (1)\nFebruary 1993                       One (1)\n\n\n                 Block B Aircraft\n\nMarch 1993                          Two (2)\nApril 1993                          One (1)\nMay 1993                            One (1)\nJuly 1993                           One (1)\nAugust 1993                         Two (2)\n\n\n                 Block C Aircraft\n\n\n[*CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH\nTHE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A\nREQUEST FOR CONFIDENTIAL TREATMENT]\n\n\nAttachment 3 to\nSupplemental Agreement 11 to\nPurchase Agreement 1602\n\n\nARTICLE 5.    Payment.\n\n       5.1    Advance Payment Base Price.  The advance\npayment base price of each Aircraft, depending on the\nmonth and year of scheduled delivery, is indicated below:\n\n\n       Month and Year of                Advance Payment Base\n       Scheduled Delivery                Price per Aircraft\n\n       February 1991                        [*CON TREAT REQ]\n       March 1991                           [*CON TREAT REQ]\n       April 1991                           [*CON TREAT REQ]\n       August 1991                          [*CON TREAT REQ]\n\n       March 1992                           [*CON TREAT REQ]\n       April 1992                           [*CON TREAT REQ]\n       July 1992                            [*CON TREAT REQ]\n       September 1992                       [*CON TREAT REQ]\n       October 1992                         [*CON TREAT REQ]\n       November 1992                        [*CON TREAT REQ]\n       December 1992                        [*CON TREAT REQ]\n\n       February 1993                        [*CON TREAT REQ]\n       March 1993                           [*CON TREAT REQ]\n       April 1993                           [*CON TREAT REQ]\n       May 1993                             [*CON TREAT REQ]\n       July 1993                            [*CON TREAT REQ]\n       August 1993                          [*CON TREAT REQ]\n\n\n\n[*CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH\nTHE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A\nREQUEST FOR CONFIDENTIAL TREATMENT]\n\n\n\n\nSuch advance payment base prices, as indicated above, may\nbe adjusted pursuant to the provisions of (i) this\nAgreement, including Article 7 (Changes to Detail\nSpecification) and Article 8 (FAA Requirements), and (ii)\nother written agreements executed by Boeing and Buyer.\nThe advance payment base price of each Aircraft including\nany adjustment made thereto, is hereinafter referred to as\nthe 'Advance Payment Base Price'.\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[6920,9136],"corporate_contracts_industries":[9473,9521],"corporate_contracts_types":[9613,9619],"class_list":["post-42864","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-boeing-co","corporate_contracts_companies-ual-corp","corporate_contracts_industries-aerospace__aircraft","corporate_contracts_industries-transportation__air","corporate_contracts_types-operations","corporate_contracts_types-operations__sales"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/42864","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=42864"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=42864"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=42864"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=42864"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}