Annual Report — Form 10-K Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: 10-K Amr Corporation HTML 1.55M
15: EX-10.105 Career Equity Program Deferred Stock Award, HTML 34K
Amended
16: EX-10.106 Career Equity Program Deferred Stock Award, HTML 31K
Amended
3: EX-10.12 Deferred Compensation Agreement - John W Bachmann HTML 22K
17: EX-10.124 Executive Termination Benefits Agreement, Amended HTML 38K
18: EX-10.127 Supplemental Executive Retirement Program for HTML 119K
Officers, Amended
19: EX-10.128 Trust Agreement Under Supplemental Retirement HTML 150K
Program for Officers Participating in Db
Plan
20: EX-10.129 Trust Agreement Under Supplemental Retirement HTML 159K
Program for Officers Participating in Dc
Plan
21: EX-10.135 Procedures for Deferral of Board Retainers and HTML 42K
Fees, Amended
22: EX-10.138 Purchase Agreement No. 3219 HTML 48K
23: EX-10.138A Purchase Agreement No. 3219 HTML 20K
48: EX-10.138AA Purchase Agreement No. 3219 HTML 26K
49: EX-10.138AB Purchase Agreement No. 3219 HTML 34K
50: EX-10.138AC Purchase Agreement No. 3219 HTML 92K
51: EX-10.138AD Purchase Agreement No. 3219 HTML 24K
52: EX-10.138AE Purchase Agreement No. 3219 HTML 70K
53: EX-10.138AF Purchase Agreement No. 3219 HTML 71K
54: EX-10.138AG Purchase Agreement No. 3219 HTML 25K
56: EX-10.138AI Purchase Agreement No. 3219 HTML 26K
57: EX-10.138AJ Purchase Agreement No. 3219 HTML 47K
58: EX-10.138AK Purchase Agreement No. 3219 HTML 23K
59: EX-10.138AL Purchase Agreement No. 3219 HTML 30K
24: EX-10.138B Purchase Agreement No. 3219 HTML 34K
25: EX-10.138C Purchase Agreement No. 3219 HTML 41K
26: EX-10.138D Purchase Agreement No. 3219 HTML 29K
27: EX-10.138E Purchase Agreement No. 3219 HTML 26K
28: EX-10.138F Purchase Agreement No. 3219 HTML 87K
29: EX-10.138G-H Purchase Agreement No. 3219 HTML 45K
55: EX-10.138H Purchase Agreement No. 3219 HTML 139K
30: EX-10.138I Purchase Agreement No. 3219 HTML 59K
31: EX-10.138J Purchase Agreement No. 3219 HTML 25K
32: EX-10.138K Purchase Agreement No. 3219 HTML 25K
33: EX-10.138L Purchase Agreement No. 3219 HTML 32K
34: EX-10.138M Purchase Agreement No. 3219 HTML 41K
35: EX-10.138N Purchase Agreement No. 3219 HTML 40K
36: EX-10.138O Purchase Agreement No. 3219 HTML 27K
37: EX-10.138P Purchase Agreement No. 3219 HTML 35K
38: EX-10.138Q Purchase Agreement No. 3219 HTML 191K
39: EX-10.138R Purchase Agreement No. 3219 HTML 29K
40: EX-10.138S Purchase Agreement No. 3219 HTML 26K
41: EX-10.138T Purchase Agreement No. 3219 HTML 69K
42: EX-10.138U Purchase Agreement No. 3219 HTML 25K
43: EX-10.138V Purchase Agreement No. 3219 HTML 68K
44: EX-10.138W Purchase Agreement No. 3219 HTML 26K
45: EX-10.138X Purchase Agreement No. 3219 HTML 25K
46: EX-10.138Y Purchase Agreement No. 3219 HTML 25K
47: EX-10.138Z Purchase Agreement No. 3219 HTML 26K
60: EX-10.142 Long Term Incentive Plan, Amended HTML 102K
61: EX-10.149 Directors Pension Benefits, Amended HTML 20K
62: EX-10.150 Travel Plan for Non-Employee Directors, Amended HTML 68K
63: EX-10.151 Employee Stock Incentive Plan, Amended HTML 24K
64: EX-10.152 Directors Stock Incentive Plan, Amended HTML 26K
4: EX-10.19 Deferred Compensation Agreement - David L Boren HTML 23K
5: EX-10.32 Deferred Compensation Agreement - Armando M Codina HTML 22K
6: EX-10.39 Deferred Compensation Agreement - Ann M Korologos HTML 22K
2: EX-10.4 Directors Unit Incentive Plan, Amended HTML 23K
7: EX-10.46 Deferred Compensation Agreement - Michael A Miles HTML 22K
8: EX-10.55 Deferred Compensation Agreement - Philip J Purcell HTML 22K
9: EX-10.59 Deferred Compensation Agreement - Ray M Robinson HTML 21K
10: EX-10.72 Deferred Compensation Agreement - Judith Rodin HTML 22K
11: EX-10.77 Deferred Compensation Agreement - Matthew K Rose HTML 22K
12: EX-10.85 Deferred Compensation Agreement - Roger T Staubach HTML 22K
13: EX-10.87 Deferred Compensation Agreement - Rajat K Gupta HTML 22K
14: EX-10.89 Deferred Compensation Agreement - Alberto Ibarguen HTML 22K
65: EX-12 Computation of Ratio of Earnings to Fixed Charges HTML 51K
66: EX-21 Subsidiaries HTML 27K
67: EX-23 Consent of Independent Registered Public Accouting HTML 20K
Firm
68: EX-31.1 Certification of Chief Executive Officer HTML 26K
69: EX-31.2 Certification of Chief Financial Officer HTML 26K
70: EX-32 Certification Pursuant to Section 906 HTML 21K
Purchase
Agreement No. 3219 (the Purchase Agreement) between The Boeing Company
(Boeing) and American Airlines, Inc. (Customer) relating to
Model 787-923 aircraft (the
Aircraft)
b)
Customer
Services General Terms Agreement No. 23-1 (CSGTA) between Boeing and
Customer
This
letter agreement (Letter Agreement) is entered into on the date below and amends
and supplements the CSGTA. All capitalized terms used but not defined in this
Letter Agreement have the same meaning as in the CSGTA, except for “Aircraft”
which will have the meaning as defined in the Purchase Agreement.
In order
to define the process by which Boeing and Customer will (i) identify those Spare
Parts and Standards critical to Customer’s successful introduction of the
Aircraft into service and its continued operation, (ii) place Orders under the
provisions of the CSGTA as supplemented by the provisions of this Letter
Agreement for those Spare Parts and Standards, and (iii) manage the return of
certain of those Spare Parts which Customer does not use, the parties agree as
follows.
1. Definitions.
“Provisioning Data” means the
documentation provided by Boeing to Customer, including but not limited to the
Recommended Spare Parts List (RSPL), identifying all Boeing initial provisioning
requirements for the Aircraft.
“Provisioning Items” means the
Spare Parts and Standards identified by Boeing as initial provisioning
requirements in support of the Aircraft, excluding special tools, ground support
equipment (GSE), engines and engine parts.
“Provisioning Products Guide”
means the Boeing Manual D6-81834 entitled “Spares Provisioning Products
Guide”.
2. Phased
Provisioning.
2.1 Provisioning Products
Guide. Prior to the initial provisioning meeting Boeing will
furnish to Customer a copy of the Provisioning Products Guide.
2.2 Initial Provisioning
Meeting. On or about twelve (12) months prior to delivery of
the first Aircraft the parties will conduct an initial provisioning meeting
where the procedures, schedules, and requirements for training will be
established to accomplish phased provisioning of Spare Parts and Standards for
the Aircraft in accordance with the Provisioning Products Guide. If the lead
time from execution of the Purchase Agreement until delivery of the first
Aircraft is less than twelve (12) months, the initial provisioning meeting will
be established as soon as reasonably possible after execution of the Purchase
Agreement.
2.3 Provisioning
Data. During the initial provisioning meeting Customer will
provide to Boeing the operational parameter information described in Chapter 6
of the Provisioning Products Guide. After review and acceptance by Boeing of
such Customer information, Boeing will prepare the Provisioning Data. Such
Provisioning Data will be furnished to Customer on or about [CONFIDENTIAL
PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST
FOR CONFIDENTIAL TREATMENT].after Boeing finalizes the engineering drawings for
the Aircraft. The Provisioning Data will be as complete as possible and will
cover Provisioning Items selected by Boeing for review by Customer for initial
provisioning of Spare Parts and Standards for the Aircraft. Boeing will furnish
to Customer revisions to the Provisioning Data until [CONFIDENTIAL PORTION
OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR
CONFIDENTIAL TREATMENT].
2.4 Buyer Furnished Equipment
(BFE) Provisioning Data. Unless otherwise advised by Boeing, Customer
will provide or insure its BFE suppliers provide to Boeing the BFE data in scope
and format acceptable to Boeing, in accordance with the schedule established
during the initial provisioning meeting.
3. Purchase from Boeing of
Spare Parts and Standards as Initial Provisioning for the
Aircraft.
3.1 Schedule. In
accordance with schedules established during the initial provisioning meeting,
Customer may place Orders for Provisioning Items and any GSE, special tools, QEC
kits, or engine spare parts, which Customer determines it will initially require
for maintenance, overhaul and servicing of the Aircraft and/or
engines.
3.2 Prices of Initial
Provisioning Spare Parts.
3.2.1 Boeing Spare
Parts. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH
THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT].
3.2.2 Supplier Spare
Parts. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH
THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT].
3.3 Standards Kits, Raw Material
Kits, Bulk Materials Kits and Service Bulletin Kits. In
accordance with schedules established during the initial provisioning meeting,
Boeing will furnish to Customer a listing of all components, which could be
included in the Standards kits, raw material kits, bulk materials kits and
service bulletin kits, which may be purchased by Customer from Boeing. Customer
will select, and provide to Boeing its desired content for the kits. Boeing will
furnish to Customer as soon as practicable thereafter a statement setting forth
a firm price for such kits. Customer will place Orders with Boeing for the kits
in accordance with schedules established during the initial provisioning
meeting.
4. Delivery.
For Spare
Parts and Standards ordered by Customer in accordance with Article 3 of this
Letter Agreement, Boeing will, insofar as reasonably possible, deliver to
Customer such Spare Parts and Standards on dates reasonably calculated to
conform to Customer's anticipated needs in view of the scheduled deliveries of
the Aircraft. Customer and Boeing will agree upon the date to begin delivery of
the provisioning Spare Parts and Standards ordered in accordance with this
Letter Agreement. Where appropriate, Boeing will arrange for shipment of such
Spare Parts and Standards which are manufactured by suppliers directly to
Customer from the applicable supplier's facility. The routing and method of
shipment for initial deliveries and all subsequent deliveries of such Spare
Parts and Standards will be as established at the initial provisioning meeting
and thereafter by mutual agreement.
P.A. No.
3219
Spare_Parts_Initial_ProvisioningRev.:
3/23/05
BOEING
PROPRIETARY
American
Airlines, Inc.
3219-06
Page
6
5. Substitution for Obsolete
Spare Parts.
5.1 Obligation to Substitute
Pre-Delivery. [CONFIDENTIAL PORTION OMITTED AND FILED
SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL
TREATMENT].
5.2 Delivery of Obsolete Spare
Parts and Substitutes. Obsolete
or unusable Spare Parts returned by Customer pursuant to this Article 5 will be
delivered to Boeing F.O.B. at its Seattle Distribution Center or such other
destination as Boeing may reasonably designate. Spare Parts substituted for such
returned obsolete or unusable Spare Parts will be delivered to Customer in
accordance with the CSGTA. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY
WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL
TREATMENT].
6. Repurchase of Provisioning
Items.
6.1 Obligation to
Repurchase. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY
WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL
TREATMENT].
6.2 Exceptions. [CONFIDENTIAL
PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST
FOR CONFIDENTIAL TREATMENT].
6.3 Notification and
Format. Customer will notify Boeing, in writing when Customer
desires to return Provisioning Items under the provisions of this Article 6.
Customer's notification will include a detailed summary, in part number
sequence, of the Provisioning Items Customer desires to return. Such summary
will be in the form of listings, tapes, diskettes or other media as may be
mutually agreed between Boeing and Customer and will include part number,
nomenclature, purchase order number, purchase order date and quantity to be
returned. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION
PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT].
6.4 Review and Acceptance by
Boeing. Upon completion of Boeing's review of any detailed
summary submitted by Customer pursuant to Article 6.3, Boeing will issue to
Customer a Material Return Authorization (MRA) for those Provisioning Items
Boeing agrees are eligible for repurchase in accordance with this Article 6.
Boeing will advise Customer of the reason that any Provisioning Item included in
Customer's detailed summary is not eligible for return. [CONFIDENTIAL PORTION
OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR
CONFIDENTIAL TREATMENT].
6.5 Price and Payment.
[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT
TO A REQUEST FOR CONFIDENTIAL TREATMENT].
6.6 Delivery of Repurchased
Provisioning Items. Provisioning Items repurchased by Boeing pursuant to
this Article 6 will be delivered to Boeing F.O.B. at its Seattle Distribution
Center or such other destination as Boeing may reasonably
designate.
7.
Title and Risk of
Loss.
Title and
risk of loss of any Spare Parts or Standards delivered to Customer by Boeing in
accordance with this Letter Agreement will pass from Boeing to Customer in
accordance with the applicable provisions of the CSGTA. Title to and risk of
loss of any Spare Parts or Standards returned to Boeing by Customer in
accordance with this Letter Agreement will pass to Boeing upon delivery of such
Spare Parts or Standards to Boeing in accordance with the provisions of Article
5.2 or Article 6.6, herein, as appropriate.
P.A. No.
3219 80414
Rev. 3/23/05
Spare_Parts_Initial_Provisioning
BOEING
PROPRIETARY
American
Airlines, Inc.
3219-06
Page
6
8.
Termination for
Excusable Delay.
In the
event of termination of the Purchase Agreement pursuant to Article 7 of the AGTA
with respect to any Aircraft, such termination will, [CONFIDENTIAL PORTION
OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR
CONFIDENTIAL TREATMENT].
9. Order of
Precedence.
In the event of any inconsistency
between the terms of this Letter Agreement and the terms of any other provisions
of the CSGTA, the terms of this Letter Agreement will control.
