EX-10.7 8 d748959dex107.htm EX-10.7

Exhibit 10.7

INFORMATION IN THIS EXHIBIT IDENTIFIED BY BRACKETS IS CONFIDENTIAL AND HAS BEEN EXCLUDED PURSUANT TO ITEM 601(B)(10)(IV) OF REGULATION S-K BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO FEDEX IF PUBLICLY DISCLOSED.

|  | The Boeing Company P.O. Box 3707 Seattle, WA 98124-2207

FED-PA-3712-MISC-1902775

Federal Express Corporation

3131 Democrat Road

Memphis, TN 38118

Attention: |  | Mr. Guy See Managing Director – Aircraft Acquisitions & Sales
Subject: |  | Revisions to the Detailed Specification and Associated Unincorporated Change Pricing for 767-3S2F Aircraft (Aircraft)
References: |  | Purchase Agreement 3712 between The Boeing Company (Boeing) and Federal Express Corporation (Customer) dated December 14, 2011 relating to Model 767-3S2F Aircraft (767 Purchase Agreement)

All terms used but not defined in this letter (Letter Agreement) shall have the same meaning as in the referenced 767 Purchase Agreement.

1. Background.

1.1. The 767 Purchase Agreement sets forth the detailed specifications pursuant to which Boeing manufactures Customer’s Aircraft.

1.2. Pursuant to Article 4, Detailed Specification Changes; of the AGTA, Boeing and Customer have agreed upon certain changes to the 767 Detail Specification by executing an option proposal (Option Proposal) for such change (Unincorporated Change). The Option Proposal details the pricing (Unincorporated Change Price), effective date for the Unincorporated Change, and applicable Aircraft by manufacturer serial number (MSN).

1.3. [*].

2. Agreement.

2.1 Boeing and Customer agree that [*].

2.1.1 [*].

2.2 [*].

FED-PA-3712-MISC-1902775 Follow-On Unincorporated Changes pricing for 767-3S2F Aircraft |  | Page 1

BOEING PROPRIETARY

* Blank spaces contained confidential information that has been excluded pursuant to Item 601(b)(10)(iv) of Regulation S-K because it (i) is not material and (ii) would likely cause competitive harm to FedEx if publicly disclosed.

3. Confidentiality.

Customer understands and agrees that the information contained herein represents confidential business information and has value precisely because it is not available generally or to other parties. Customer agrees to limit the disclosure of its contents to employees of Customer with a need to know the contents for purposes of helping Customer perform its obligations under the Purchase Agreement and who understand they are not to disclose its contents to any other person or entity without the prior written consent of Boeing.

Very truly yours,

THE BOEING COMPANY
By |  | /s/ Laura Ford
Its |  | Attorney-In-Fact

ACCEPTED AND AGREED TO this

Date: July 9 , 2019

FEDERAL EXPRESS CORPORATION
By |  | /s/ Kevin Burkhart
Its |  | Vice President

FED-PA-3712-MISC-1902775 Follow-On Unincorporated Changes pricing for 767-3S2F Aircraft |  | Page 2

BOEING PROPRIETARY

Omitted Attachment

An attachment to this exhibit regarding pricing for changes to certain specifications pursuant to which The Boeing Company manufactures FedEx’s B767F aircraft has been omitted pursuant to Item 601(a)(5) of Regulation S-K because the information contained therein is not material and is not otherwise publicly disclosed. FedEx will furnish supplementally a copy of the attachment to the Securities and Exchange Commission or its staff upon request.