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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 7/24/14 American Airlines, Inc. 10-Q 6/30/14 90:25M American Airlines Gp Inc American Airlines Group Inc. |
Document/Exhibit Description Pages Size 1: 10-Q Quarterly Report HTML 1.56M 2: EX-10.1 Material Contract HTML 39K 3: EX-10.2 Material Contract HTML 62K 4: EX-10.3 Material Contract HTML 43K 5: EX-10.4 Material Contract HTML 136K 6: EX-10.5 Material Contract HTML 99K 7: EX-10.6 Material Contract HTML 102K 8: EX-10.7 Material Contract HTML 37K 9: EX-10.8 Material Contract HTML 36K 10: EX-12.1 Statement re: Computation of Ratios HTML 37K 11: EX-12.2 Statement re: Computation of Ratios HTML 36K 12: EX-31.1 Certification -- §302 - SOA'02 HTML 29K 13: EX-31.2 Certification -- §302 - SOA'02 HTML 29K 14: EX-31.3 Certification -- §302 - SOA'02 HTML 29K 15: EX-31.4 Certification -- §302 - SOA'02 HTML 29K 16: EX-32.1 Certification -- §906 - SOA'02 HTML 29K 17: EX-32.2 Certification -- §906 - SOA'02 HTML 29K 64: R1 Document And Entity Information HTML 48K 53: R2 Condensed Consolidated Statements Of Operations HTML 138K 62: R3 Condensed Consolidated Statements Of Comprehensive HTML 61K Income (Loss) 66: R4 Condensed Consolidated Balance Sheets HTML 170K 83: R5 Consolidated Balance Sheets (Parenthetical) HTML 41K 55: R6 Condensed Consolidated Statements Of Cash Flows HTML 101K 61: R7 Basis of Presentation HTML 183K 49: R8 Emergence From Chapter 11 and Merger with US HTML 106K Airways Group 39: R9 Mandatorily Convertible Preferred Stock and HTML 65K Bankruptcy Settlement Obligations 85: R10 Slot Divestiture HTML 32K 68: R11 Special Items HTML 97K 67: R12 Earnings (Loss) Per Share HTML 88K 73: R13 Debt HTML 102K 74: R14 Income Taxes HTML 47K 71: R15 Fair Value Measurements HTML 124K 75: R16 Retirement Benefits HTML 151K 63: R17 Financial Instruments HTML 113K 65: R18 Accumulated Other Comprehensive Income (Loss) HTML 159K 70: R19 Regional Expenses HTML 95K 90: R20 Related Party Transactions HTML 40K 79: R21 Legal Proceedings HTML 52K 58: R22 Financial Information for Subsidiary Guarantors HTML 916K and Non-guarantor Subsidiaries 69: R23 Subsequent Events HTML 34K 60: R24 Basis of Presentation (Policies) HTML 46K 32: R25 Basis of Presentation (Tables) HTML 163K 80: R26 Emergence From Chapter 11 and Merger with US HTML 48K Airways Group (Tables) 87: R27 Mandatorily Convertible Preferred Stock and HTML 45K Bankruptcy Settlement Obligations (Tables) 44: R28 Special Items (Tables) HTML 94K 43: R29 Earnings (Loss) Per Share (Tables) HTML 85K 47: R30 Debt (Tables) HTML 90K 48: R31 Fair Value Measurements (Tables) HTML 111K 50: R32 Retirement Benefits (Tables) HTML 147K 30: R33 Financial Instruments (Tables) HTML 99K 77: R34 Accumulated Other Comprehensive Income (Loss) HTML 154K (Tables) 57: R35 Regional Expenses (Tables) HTML 94K 59: R36 Related Party Transactions (Tables) HTML 35K 35: R37 Financial Information for Subsidiary Guarantors HTML 918K and Non-guarantor Subsidiaries (Tables) 89: R38 Basis of Presentation (Reclassification) (Details) HTML 109K 24: R39 Emergence From Chapter 11 and Merger with US HTML 101K Airways Group (Narrative) (Details) 51: R40 Emergence From Chapter 11 and Merger with US HTML 36K Airways Group (Schedule of Reorganization Items) (Details) 82: R41 Mandatorily Convertible Preferred Stock and HTML 75K Bankruptcy Settlement Obligations (Details) 34: R42 Slot Divestiture (Narrative) (Details) HTML 34K 42: R43 Special Items (Details) HTML 77K 46: R44 Earnings (Loss) Per Share (Narrative) (Details) HTML 26K 54: R45 Earnings (Loss) Per Share (EPS Calculation) HTML 79K (Details) 29: R46 Debt (Components Of Long-Term Debt) (Details) HTML 93K 38: R47 Debt (Narrative) (Details) HTML 42K 26: R48 Income Taxes (Narrative) (Details) HTML 62K 81: R49 Fair Value Measurements (Assets and Liabilities HTML 132K Measured at Fair Value on a Recurring Basis) (Details) 33: R50 Retirement Benefits (Narrative) (Details) HTML 27K 78: R51 Retirement Benefits (Components Of Net Periodic HTML 57K Benefit Cost) (Details) 36: R52 Financial Instruments (Narrative) (Details) HTML 39K 52: R53 Financial Instruments (Effect Of Derivative HTML 51K Instruments On Statements Of Operations) (Details) 25: R54 Accumulated Other Comprehensive Income (Loss) HTML 80K (Components Of Accumulated Other Comprehensive Income (Loss)) (Details) 28: R55 Regional Expenses (Details) HTML 51K 45: R56 Accumulated Other Comprehensive Income (Loss) HTML 49K (Reclassification out of AOCI) (Details) 31: R57 Related Party Transactions (Details) HTML 32K 86: R58 Legal Proceedings (Details) HTML 39K 56: R59 Financial Information for Subsidiary Guarantors HTML 198K and Non-guarantor Subsidiaries-Income Statement (Details) 72: R60 Financial Information for Subsidiary Guarantors HTML 92K and Non-guarantor Subsidiaries-Comprehensive Income (Details) 37: R61 Financial Information for Subsidiary Guarantors HTML 237K and Non-guarantor Subsidiaries-Balance Sheet (Details) 40: R62 Financial Information for Subsidiary Guarantors HTML 129K and Non-guarantor Subsidiaries-Cash Flows (Details) 76: R63 Subsequent Events (Details) HTML 40K 88: XML IDEA XML File -- Filing Summary XML 119K 27: EXCEL IDEA Workbook of Financial Reports XLSX 449K 41: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 4.82M 18: EX-101.INS XBRL Instance -- aag-20140630 XML 6.66M 20: EX-101.CAL XBRL Calculations -- aag-20140630_cal XML 216K 21: EX-101.DEF XBRL Definitions -- aag-20140630_def XML 1.22M 22: EX-101.LAB XBRL Labels -- aag-20140630_lab XML 1.60M 23: EX-101.PRE XBRL Presentations -- aag-20140630_pre XML 1.28M 19: EX-101.SCH XBRL Schema -- aag-20140630 XSD 197K 84: ZIP XBRL Zipped Folder -- 0000006201-14-000014-xbrl Zip 399K
EX-10.3 |
Exhibit 10.3
EXECUTION VERSION
AMENDMENT NO. 6
to the
A320 Family Aircraft Purchase Agreement
made July 20, 2011
between
and
AMERICAN AIRLINES, INC.
This Amendment No. 6 to the A320 Family Purchase Agreement made July 20, 2011 (as amended, supplemented or otherwise modified, hereinafter referred to as the “Amendment”), entered into as of July 1, 2014, by and 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 (the “Seller”), and AMERICAN AIRLINES, INC., a Delaware corporation having its principal office at 4333 Amon Carter Boulevard, Fort Worth, Texas 76155, United States of America (the “Buyer”).
WITNESSETH:
WHEREAS, the Buyer and the Seller entered into an Airbus A320 Family Aircraft Purchase Agreement, made July 20, 2011, which, together with all Exhibits, Appendices and Letter Agreements attached thereto and as amended, modified or supplemented from time to time is hereinafter called the “Agreement”;
WHEREAS, the Buyer and the Seller have agreed that the Seller will deliver certain A319 Aircraft to the Buyer under the Agreement equipped with a set of two CFM56-5B7/3 engines under the terms and conditions specified herein;
WHEREAS, the Buyer has reached a separate agreement with CFM (the “Buyer’s CFM Agreement”) pursuant to which CFM has agreed to deliver CFM56-5B7/3 engines to the Seller for delivery on A319 Aircraft under the Agreement [*CTR];
WHEREAS, the Seller has reached a separate agreement with CFM pursuant to which CFM has agreed to deliver CFM56-5B7/3 engines to the Seller for delivery on A319 Aircraft under the Agreement [*CTR];
AMD 6 AAL_A320Family_CT1001520 | Page 1 |
[*CTR] = [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION
PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
WHEREAS, the Buyer and the Seller have agreed to modify certain terms relating to Leasing Documentation; and
WHEREAS, the Buyer and the Seller have agreed to modify certain terms relating to certain A321 Aircraft.
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
The capitalized terms used herein and not otherwise defined in this Amendment will have the meanings assigned to them in the Agreement. The terms “herein,” “hereof,” and “hereunder” and words of similar import refer to this Amendment.
1 | PROPULSION SYSTEM |
1.1 | Clause 2.4.1 of the Agreement is hereby deleted in its entirety and replaced with the following quoted text: |
QUOTE
Each A319 Airframe with a Scheduled Delivery Month occurring before [*CTR] will be equipped with a set of two CFM International CFM 56-5B6/3 engines and each A319 Airframe with a Scheduled Delivery Month, or Scheduled Delivery Quarter, occurring after [*CTR] will be equipped with a set of two CFM56-5B7/3 engines (such set, an “A319 Propulsion System”).
UNQUOTE
1.2 | Clause 3.1.2.1 of the Agreement is hereby deleted in its entirety and replaced with the following quoted text: |
QUOTE
3.1.2.1 | The base price (the “Engine A Base Price”) of a set of two (2) CFM International CFM56-5B6/3 engines [*CTR] is: |
US$ [*CTR] (US dollar [*CTR]).
Said base price has been established in accordance with the delivery conditions prevailing in January 2011 and has been calculated from the reference price (the “Engine A Reference Price”) for a set of two (2) CFM International CFM56-5B6/3 engines indicated by the Propulsion System Manufacturer of US$ [*CTR] (US dollars – [*CTR]).
UNQUOTE
AMD 6 AAL_A320Family_CT1001520 | Page 2 |
[*CTR] = [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION
PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
1.3 | Clause 1.1 of Exhibit C-3 to the Agreement is hereby deleted in its entirety and replaced with the following quoted text: |
QUOTE
1.1 | Reference Price of the Propulsion System |
The Engine A Reference Price for a set of two (2) CFM International CFM56-5B6/3 series Propulsion System [*CTR].
The Engine B Reference Price for a set of two (2) CFM International CFM56-5B4/3 series Propulsion System is as quoted in Clause 3.1.2.2 of the Agreement.
The Engine C Reference Price for a set of two (2) CFM International CFM56-5B3/3 series Propulsion System is as quoted in Clause 3.1.2.3 of the Agreement.
The Engine G Reference Price for a set of two (2) CFM International LEAP-1A24 series Propulsion System is as quoted in Clause 3.1.2.7 of the Agreement.
The Engine H Reference Price for a set of two (2) CFM International LEAP-1A26 series Propulsion System is as quoted in Clause 3.1.2.8 of the Agreement.
The Engine I Reference Price for a set of two (2) CFM International LEAP-1A32 series Propulsion System is as quoted in Clause 3.1.2.9 of the Agreement.
The Engine M Reference Price for a set of two (2) CFM International LEAP-1A33 series Propulsion System is as quoted in Clause 3.1.2.13 of the Agreement.
The Engine N Reference Price for a set of two (2) CFM International LEAP-1A33B2 series Propulsion System is as quoted in Clause 3.1.2.14 of the Agreement.
The Engine A Reference Price, Engine B Reference Price, Engine C Reference Price, Engine G Reference Price, Engine H Reference Price, Engine I Reference Price, Engine M Reference Price and Engine N Reference Price 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 of Paragraphs 1.4. and 1.5. hereof.
UNQUOTE
1.4 | The Buyer agrees to promptly notify the Seller if the Buyer’s CFM Agreement is amended such that CFM will no longer deliver [*CTR]. |
AMD 6 AAL_A320Family_CT1001520 | Page 3 |
[*CTR] = [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION
PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
2 | DEFINITIONS |
Clause 0 of the Agreement is amended to modify the following defined term as set forth between the words “QUOTE” and “UNQUOTE”:
QUOTE
New Engine Option or NEO – as defined in Clause 2.1.1.1.
UNQUOTE
3 | LEASING DOCUMENTATION |
Annex B to the Form of Lease Agreement attached as Exhibit A to Letter Agreement No. 1 is hereby amended by deleting the final sentence of the first paragraph of Section B thereof in its entirety and replacing it with the following quoted text:
QUOTE
[*CTR]
[*CTR]
UNQUOTE
4 | A321 DELIVERY MATTERS |
New Paragraphs 3.4, 3.5 and 3.6 are added to Letter Agreement No. 2 with the following quoted text:
QUOTE
3.4 | In respect of each A321 Aircraft identified in Schedule I with CAC ID No. [*CTR]. |
3.5 | [*CTR] |
3.6 | [*CTR] |
UNQUOTE
AMD 6 AAL_A320Family_CT1001520 | Page 4 |
[*CTR] = [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION
PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
5 | REFERENCES |
On and after the date of this Amendment:
(i) | each reference in Letter Agreement No. 1 to “this Letter Agreement”, “hereunder”, “hereof” or words of like import referring to Letter Agreement No. 1 shall mean and be a reference to Letter Agreement No. 1 as amended by this Amendment, and |
(ii) | each reference in the Agreement to “this Agreement”, “hereunder”, “hereof” or words of like import referring to the Agreement shall mean and be a reference to the Agreement as amended by this Amendment. |
6 | ASSIGNMENT |
This Amendment and the rights and obligations of the parties will be subject to the provisions of Clause 21 of the Agreement; provided, however, this Amendment may not be assigned by the Buyer under either Clause 21.5 or 21.6 of the Agreement without the express written consent of the Seller, which the Seller may withhold in its sole discretion.
7 | CONFIDENTIALITY |
Each of the Seller and the Buyer agree not to disclose the terms and conditions of this Amendment to any person without the prior written consent of the other party. Notwithstanding the foregoing, each of the Seller and the Buyer agrees that such terms and conditions may be disclosed without such prior written consent (i) as required by law or as necessary in connection with the enforcement of such party’s rights hereunder, and (ii) to the board of directors, managers, employees, auditors, and legal, financial and technical advisors of each party.
8 | COUNTERPARTS |
This Amendment may be executed by the parties hereto in separate counterparts, each of which when so executed and delivered will be an original, but all such counterparts will together constitute but one and the same instrument.
[Signature Page Follows]
AMD 6 AAL_A320Family_CT1001520 | Page 5 |
If the foregoing correctly sets forth your understanding, please execute the original and one (1) copy hereof in the space provided below and return a copy to the Seller.
Very truly yours, | ||
AIRBUS S.A.S. | ||
By: | /s/ AIRBUS S.A.S. | |
Name: | ||
Title: Senior Vice President Contracts |
Accepted and Agreed: | ||
AMERICAN AIRLINES, INC. | ||
By: | ||
Name: | ||
Title: Vice President, Fleet Planning |
AMD 6 AAL_A320Family_CT1001520 | Page 6 |
This ‘10-Q’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 7/24/14 | 8-K | ||
7/1/14 | ||||
For Period end: | 6/30/14 | |||
7/20/11 | 10-Q, 8-K | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/21/24 American Airlines Group Inc. 10-K 12/31/23 147:24M 2/22/23 American Airlines Group Inc. 10-K 12/31/22 141:46M 2/22/22 American Airlines Group Inc. 10-K 12/31/21 162:47M 2/17/21 American Airlines Group Inc. 10-K 12/31/20 160:42M |