EX-10.96 11 ual_12312210kex1096.htm EX-10.96
Exhibit 10.96
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. OMITTED INFORMATION HAS BEEN REPLACED WITH ASTERISKS.
SUPPLEMENTAL AGREEMENT NO. 4 to
PURCHASE AGREEMENT NUMBER 04815
between
THE BOEING COMPANY
and
UNITED AIRLINES, INC.
relating to
BOEING MODEL 787 AIRCRAFT
THIS SUPPLEMENTAL AGREEMENT No. 4 (SA-4) is entered into as of April _26_, 2019 by and between The Boeing Company, a Delaware corporation, (Boeing) and United Airlines, Inc., a Delaware corporation, (Customer);
Customer and Boeing entered into Purchase Agreement No. 04815 dated as of the 31st day of May of 2018 as amended and supplemented (Purchase Agreement), relating to the purchase and sale of Model 787 aircraft. This Supplemental Agreement is an amendment to the Purchase Agreement;
WHEREAS, Boeing and Customer agree to *** the delivery of *** 787-*** Aircraft.
NOW THEREFORE, in consideration of the mutual covenants herein contained, the parties agree to amend the Purchase Agreement as follows:
1.Table of Contents.
The “Table of Contents” is deleted in its entirety and replaced with the attached “Table of Contents” (identified by “SA-4”).
2.Tables.
Table 1 entitled “787-*** Aircraft Delivery, Description, Price and ***” is deleted in its entirety and replaced with the attached similarly titled “Table 1” (identified by “SA-4”) to reflect the *** of *** 787-*** Aircraft.
UAL-PA-04815 SA-4 Page 1
BOEING / UNITED AIRLINES, INC. PROPRIETARY

3.Miscellaneous.
Boeing and Customer agree that *** by Customer as *** under this SA-4 and *** in accordance with Letter Agreement UAL-LA-1808318R2.
The rest of the page is intentionally blank. Signature page follows.
UAL-PA-04815 SA-4 Page 2
BOEING / UNITED AIRLINES, INC. PROPRIETARY

EXECUTED IN DUPLICATE as of the day and year first written above.

THE BOEING COMPANY |  | UNITED AIRLINES, INC.
/s/ Irma L. Krueger |  | /s/ Gerald Laderman
Signature |  | Signature
Irma L. Krueger |  | Gerald Laderman
Printed Name |  | Printed Name
Attorney-in-Fact |  | Executive Vice President and Chief Financial Officer
Title |  | Title

UAL-PA-04815 SA-4 Page 3
BOEING / UNITED AIRLINES, INC. PROPRIETARY

TABLE OF CONTENTS

ARTICLES | SA NUMBER
Article 1. | Quantity, Model and Description |
Article 2. | Delivery Schedule |
Article 3. | Price |
Article 4. | Payment |
Article 5. | Additional Terms |
TABLE |
1. | 787-*** Aircraft Delivery, Description, Price and *** | SA-4
EXHIBITS |
A | 787-*** Aircraft Configuration |
A2 | 787-*** Aircraft Configuration |
B. | Aircraft Delivery Requirements and Responsibilities |
SUPPLEMENTAL EXHIBITS |
AE1. | ***/Airframe and *** Features for the 787 Aircraft |
BFE1. | BFE Variables 787-*** Aircraft |
CS1. | Customer Support Document |
EE1. | Engine ***, Engine Warranty and *** |
SLP1. | Service Life Policy Components |
TABLE OF CONTENTS, CONTINUED |
LETTER AGREEMENTS | SA NUMBER

UAL-PA-04815 Table of Contents, Page 1 of 4 SA-4
BOEING / UNITED AIRLINES, INC. PROPRIETARY

LA-1802881 | Open Configuration Matters |
LA-1802882 | Special Matters Relating to COTS Software and End User License Agreements |
LA-1802883 | Installation of Cabin Systems Equipment |
LA-1802884 | Model 787 Post-Delivery Software & Data Loading |
LA-1802885 | Aircraft Model *** |
| Attachment A, 787-***Airframe Pricing of *** Aircraft with *** |  |
| Attachment B, 787-***with *** |  |
| Attachment C, 787-***with *** |  |
LA-1802886 | Special Matters | SA-1
LA-1802887 | *** |
LA-1802888 | *** for 787-*** Aircraft |
LA-1802889 | Demonstration Flight Waiver |
LA-1802890 | Privileged and Confidential Matters |
LA-1802891 | 787-*** |
LA-1802892 | 787 Special Terms – Seats |
LA-1802893 | AGTA Matters |
LA-1802894 | Assignment Matters |
LA-1802895 | *** Matters |
LA-1802896 | Model 787 e- Enabling |
TABLE OF CONTENTS, CONTINUED |
LETTER AGREEMENTS | SA NUMBER
LA-1802897 | *** Aircraft |
| Attachment A-1, 787-***with *** Engines: *** Aircraft Delivery, Description, Price and *** | SA-2

UAL-PA-04815 Table of Contents, Page 2 of 4 SA-4
BOEING / UNITED AIRLINES, INC. PROPRIETARY

| Attachment A-2, 787-***with *** Engines: *** Aircraft Delivery, Description, Price and *** | SA-3

UAL-PA-04815 Table of Contents, Page 3 of 4 SA-4
BOEING / UNITED AIRLINES, INC. PROPRIETARY

SUPPLEMENTAL AGREEMENTS | DATED AS OF
Supplemental Agreement No. 1 . . . . . . . . . . . . . | . . . . . . . . . . . . . . . . September 25, 2018
Supplemental Agreement No. 2 . . . . . . . . . . . . | . . . . . . . . . . . . . . . . November 1, 2018
Supplemental Agreement No. 3 . . . . . . . . . . . . | . . . . . . . . . . . . . . . . December 12, 2018
Supplemental Agreement No. 4 . . . . . . . . . . . . | . . . . . . . . . . . . . . . . April 26, 2019

UAL-PA-04815 Table of Contents, Page 4 of 4 SA-4
BOEING / UNITED AIRLINES, INC. PROPRIETARY

| Table 1 to Purchase Agreement No. 04815 787-*** Aircraft Delivery, Description, Price and *** (787-***) |  |
Airframe Model/MTOW: | 787-*** | *** pounds | 1 |  | Detail Specification: |  |  | *** | 4Q15 External Fcst
Engine Model/Thrust: | *** | *** pounds |  |  | Airframe Price Base Year/*** Formula: |  |  | *** | ***
Airframe Price: |  | *** |  |  | Engine Price Base Year/*** Formula: |  |  | *** | ***
*** Features: |  | *** | 3 |  |  |  |  |  |
Sub-Total of Airframe and Features: |  | *** |  |  | Airframe *** Data: |  |  |  |
Engine Price (Per Aircraft): |  | *** | 2 |  | Base Year Index (ECI): |  |  | *** |
Aircraft Basic Price (Excluding BFE/SPE): |  | *** |  |  | Base Year Index (CPI): |  |  | *** |
Buyer Furnished Equipment (BFE) Estimate: |  | *** |  |  | Engine *** Data: |  |  |  |
Seller Purchased Equipment (SPE) Estimate: |  | *** |  |  | Base Year Index (ECI): |  |  | *** |
Deposit per Aircraft: |  | *** | 4 |  | Base Year Index (CPI): |  |  | *** |
# of Aircraft | Delivery Date | Number of Aircraft | *** Factor (Airframe) | *** Factor (Engine) | *** Forecast | Manufacturer Serial Number++ | *** Estimate *** Base Price Per A/P | *** Per Aircraft (Amts. Due/*** Prior to Delivery):
*** | *** | *** | ***
*** | *** | *** | ***
*** | *** | *** | *** | *** | *** | *** | *** | *** | *** | *** | ***
| Total: | *** |  |  |  |  |  |  |  |  |
1 *** |  |  |  |  |  |  |  |  |  |  |
2 ***
3 *** Letter Agreement UAL-PA-04815-LA-1802881 entitled "Open Configuration Matters" |  |  |  |
4 Amount is as of the Effective Date as defined in the originally executed Purchase Agreement |  |  |  |
++ Manufacturer Serial Numbers are *** |  |  |  |

UAL-PA-04815 Table of Contents, Page 5 of 4 SA-4
BOEING / UNITED AIRLINES, INC. PROPRIETARY