EX-10.2 3 exhibit102sa-17topax3729re.htm EX-10.2 BOEING SUPPLEMENTAL AGREEMENT NO. 17

SUPPLEMENTAL AGREEMENT NO. 17
to
PURCHASE AGREEMENT NO. 03729
between
THE BOEING COMPANY
and
SOUTHWEST AIRLINES CO.
Relating to Boeing Model 737-8 and 737-7 Aircraft

THIS SUPPLEMENTAL AGREEMENT NO. 17 (SA-17), entered into as of June 3, 2022, is made between THE BOEING COMPANY, a Delaware corporation (Boeing), and SOUTHWEST AIRLINES CO., a Texas corporation (Customer).

RECITALS:

WHEREAS, Customer and Boeing entered into Purchase Agreement Number PA-03729 dated December 13, 2011 (as amended and supplemented, Purchase Agreement) relating to the purchase and sale of Boeing model 737-8 (737-8 Aircraft) and model 737-7 aircraft (737-7 Aircraft) (737-8 Aircraft and 737-7 Aircraft collectively, the “Aircraft”). This SA-17 is an amendment to and is incorporated into the Purchase Agreement. Capitalized terms used herein but not otherwise defined will have the meaning set forth in the Purchase Agreement; and
WHEREAS, Customer and Boeing agree to incorporate into the Remarket Aircraft documents the amendments and additions to certain Letter Agreements and Exhibits provided in this SA-17.
NOW, THEREFORE, the parties agree that the Purchase Agreement is amended as set forth below and otherwise agree as follows:
1.TABLE OF CONTENTS.
The Table of Contents of the Purchase Agreement is hereby deleted in its entirety and replaced by a new Table of Contents (attached), which lists the Tables, Exhibits, and Letter Agreements revised or added by this SA-17 and is identified by “SA-17”. Such revised Table of Contents is incorporated into the Purchase Agreement by this reference.
[***] = Certain identified information has been excluded from the exhibit because it is both not material and is of the type that the registrant treats as private or confidential.

SWA-PA-03729 | 1 | SA-17
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2.TABLES.
There are no changes to the Tables as a result of this SA-17.
3.LETTER AGREEMENTS.
3.1.Letter Agreement No. SWA-PA-03729-LA-2100594 entitled 737-8 Remarket Aircraft, is hereby deleted in its entirety and replaced by Letter Agreement No. SWA-PA-03729-LA-2100594R1.
3.2.Letter Agreement No. SWA-PA-03729-LA-2100700 entitled Remarket Aircraft – Open Matters, is hereby deleted in its entirety and replaced by Letter Agreement No. SWA-PA-03729-LA-2100700R1 entitled Remarket Aircraft – Configuration Matters.
4.EXHIBITS.
4.1.New Exhibit A-3, “Supplemental Aircraft Delivery Configuration”, is attached hereto and incorporated into the Purchase Agreement by this reference, containing the aircraft configuration for the modified Remarket Aircraft.
4.2.The Exhibit B-1, “Remarket Aircraft Technical Acceptance and Delivery Requirements and Responsibilities” is hereby deleted in its entirety and replaced by a new Exhibit B-1 (identified by “SA-17”) attached hereto and incorporated into the Purchase Agreement by reference.
5.[***] IMPACT.
There are no impacts to [***] as a result of this SA-17.
The Purchase Agreement is amended and supplemented to the extent herein provided and as so amended and supplemented will continue in full force and effect.
EXECUTED IN DUPLICATE as of the day and year first above written.

THE BOEING COMPANY | SOUTHWEST AIRLINES CO.
By: /s/Carson J. May | By: /s/ Chris Monroe
Name: Carson J. May | Name: Chris Monroe
Its: Attorney-In-Fact | Its: SVP Finance and Treasurer

SWA-PA-03729 | 2 | SA-17
| BOEING PROPRIETARY |

TABLE OF CONTENTS

ARTICLES | TITLES |
Article 1 | Quantity, Model and Description | SA-2 |
Article 2 | Delivery Schedule |
Article 3 | Price |
Article 4 | Payment | SA-2 |
Article 5 | Additional Terms |
TABLE | TITLE |
1A | 737-8 Aircraft Information Table | SA-16 |
1B | 737-7 Aircraft Information Table | SA-16 |
EXHIBIT |
A1 | 737-8 Aircraft Configuration | SA-11 |
A2 | 737-7 Aircraft Configuration | SA-8 |
A-3 | 737-8 Remarket Aircraft Configuration | SA-17
B* | Aircraft Delivery Requirements and Responsibilities |
B-1 | Remarket Aircraft Technical | SA-17 |
| Acceptance and Delivery Requirements and Responsibilities |
SUPPLEMENTAL EXHIBITS | TITLES |
AE1* | Escalation Adjustment/Airframe and Optional Features |
BFE1 | BFE Variables for 737-8 | SA-7 |
BFE2 | BFE Variables for 737-7 | SA-8 |
CS1 | Customer Support Variables |
CS1-7MAX | Customer Support Variables | SA-2 |
EE1* | Engine Escalation/Engine Warranty and Patent Indemnity |

SWA-PA-03729 |  | SA-17
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SLP1* | Service Life Policy Components |
LETTER AGREEMENTS | TITLES |
SWA-PA-03729-LA-1106463R3 | Open Matters | SA-8 |
SWA-PA-03729-LA-1106464* | [***] |
SWA-PA-03729-LA-1106465* | [***] |
SWA-PA-03729-LA-1106466 | [***] |
SWA-PA-03729-LA-1106467R2 | [***] | SA-8 |
SWA-PA-03729-LA-1106468* | [***] |
SWA-PA-03729-LA-1106469R1 | [***] | SA-2 |
SWA-PA-03729-LA-1106470R1 | [***] | SA-2 |
SWA-PA-03729-LA-1106471R2 | Substitute Aircraft | SA-12 |
SWA-PA-03729-LA-1106473R2 | [***] | SA-12 |
SWA-PA-03729-LA-1106474R7 | Option Aircraft | SA-16 |
SWA-PA-03729-LA-1106475R5 | [***] | SA-14 |
SWA-PA-03729-LA-1106476R2 | [***] | SA-8 |
SWA-PA-03729-LA-1106477* | [***] |
SWA-PA-03729-LA-1106478 | [***] |
SWA-PA-03729-LA-1106479R1 | [***] | SA-2 |
SWA-PA-03729-LA-1106480R1 | [***] | SA-2 |
SWA-PA-03729-LA-1106481R2 | [***] | SA-2 |
SWA-PA-03729-LA-1106482* | [***] |
SWA-PA-03729-LA-1106483* | [***] |
SWA-PA-03729-LA-1106484R3 | [***] | SA-16
SWA-PA-03729-LA-1106485* | [***] |

SWA-PA-03729 |  | SA-17
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LETTER AGREEMENTS | TITLES
SWA-PA-03729-LA-1209080 | [***] | SA-1
SWA-PA-03729-LA-1210419 | [***] | SA-1
SWA-PA-03729-LA-1300943 | [***] | SA-2
SWA-PA-03729-LA-1301168R3 | [***] | SA-6
SWA-PA-03729-LA-1301170R3 | [***] | SA-12
SWA-PA-03729-LA-1400371 | [***] | SA-7
SWA-PA-03729-LA-1503792 | Service Ready Operational Validation | SA-6
SWA-PA-03729-LA-1500831 | [***] | SA-7
SWA-PA-03729-LA-1602486R1 | [***] | SA-12
SWA-PA-03729-LA-2100594 R1 | 737-8 Remarket Production Aircraft | SA-17
SWA-PA-03729-LA-2100700 R1 | 737-8 Configuration Matters – Remarket Production Aircraft | SA-17
SWA-PA-03729-LA-2100811 | [***] | SA-12
SWA-PA-03729-LA-2100812R1 | [***] | SA-16
SWA-PA-03729-LA-2100813 | [***] | SA-12
SWA-PA-03729-LA-2100814R1 | [***] | SA-15
SWA-PA-03729-LA-2100819 | [***] | SA-12
SWA-PA-03729-LA-2100825R1 | [***] | SA-16
SWA-PA-03729-LA-2100841 | [***] | SA-12
SWA-PA-03729-LA-2100984 | [***] | SA-12
SWA-PA-03729-LA-2103755 | 2022/2023 Production Plan | SA-16

* Denotes revision to Page 1 or Page 2 only to reference 737-7 (SA-2)

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INACTIVE / DELETED TABLES, EXHIBITS, AND LETTER AGREEMENTS
RESTRICTED LETTER AGREEMENTS

Letter Agreement | Title | Last Updated under SA | Current Status
SWA-PA-03729-LA-1106472R1 | [***] | SA-2 | Deleted under SA-4
SWA-PA-01810/03729-LA-1301169 | [***] | SA-2 | Deleted under SA-4

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SUPPLEMENTAL AIRCRAFT DELIVERY CONFIGURATION
between
THE BOEING COMPANY
and
SOUTHWEST AIRLINES CO
EXHIBIT A-3 to PURCHASE AGREEMENT
NUMBER PA-03729

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EXHIBIT A-3
SUPPLEMENTAL AIRCRAFT DELIVERY CONFIGURATION
DATED JUNE 3, 2022
relating to
BOEING MODEL 737-8 AIRCRAFT

The As-Built Configuration of the aircraft with effectivities of 1C691, 1C692-1C694, 1C511-1C513, and 1C514-1C517 (Aircraft) is described in Exhibit A-3. The “Delivery Configuration” of the Aircraft will be comprised of Exhibit A with incorporation of the Master Change Kits (MKs) of this Supplemental Configuration Exhibit A-3 listed below.
A “Delivery Detail Specification” will be provided describing the Delivery Configuration of the Aircraft comprised of Detail Specification D019A008SWA18P-5-(insert MSN: 60186, 60188, 60187, 60219, 60223, 60225, 60226, 60650, 60649, 60652, or 60653) (As-Built Configuration), as amended to incorporate the MKs listed below; including the effects on Manufacturer's Empty Weight (MEW) and Operating Empty Weight (OEW). As soon as practicable, Boeing will provide to Customer the Delivery Detail Specification. [***]

SWA-PA-03729-EX A-3 |  | SA-17
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Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
0110-000030 | MAJOR MODEL 737 AIRPLANE | Accepted | Accepted | Accepted | Accepted
0110E131A08 | MINOR MODEL 737-8 AIRPLANE | Accepted | Accepted | Accepted | Accepted
0160F303C15 | AIRPLANE IDENTIFICATION INFORMATION - TCI/ROJ - 1C511 | - | - | Accepted | -
0160F350A37 | AIRPLANE IDENTIFICATION INFORMATION - CDX/ROJ - 1C691 | Accepted | - | - | -
0160F350B74 | AIRPLANE IDENTIFICATION INFORMATION - CDX/ROJ - 1C692 | - | Accepted | - | -
0160F350F09 | RR 97283-24 - AIRPLANE IDENTIFICATION NUMBERS - CDX/ROJ - 1C691 | Accepted | - | - | -
0160F351A40 | AIRPLANE IDENTIFICATION INFORMATION - ROJ - 1C514 | - | - | - | Accepted
0170B401A73 | CLIMATE - NORMAL WEATHER OPERATIONS | Accepted | Accepted | Accepted | Accepted
0170B871A31 | GALLEY AFT COMPLEX - G4B GALLEY - DOMED AFT BULKHEAD (BASELINE) | Accepted | Accepted | Accepted | Accepted
0170D387A08 | AVIONICS - DUAL FMC WITH MULTI-CONTROL DISPLAY UNIT | Accepted | Accepted | Accepted | Accepted
0170D837A13 | FLEXIBLE CERTIFICATION | Accepted | Accepted | Accepted | Accepted
0170E432100 | PC - FORWARD COMPLEX - ADVANCED LAVATORY WITH MINIMUM GALLEY CAPACITY AND WITHOUT CURTAIN AND CURTAIN TRACK - 737 BOEING SKY INTERIOR | Accepted | Accepted | Accepted | Accepted
0170E432101 | PC - LAVATORY AFT COMPLEX - TWO ADVANCED LAVATORIES WITH TWO DOUBLE ATTENDANT SEATS AND NO CURTAIN AND CURTAIN TRACK | Accepted | Accepted | Accepted | Accepted
0170E516A14 | COMMUNICATIONS - BASIC COMMUNICATIONS CONFIGURATION WITH HF | Accepted | Accepted | Accepted | Accepted
0170E526A94 | LAVATORY AFT COMPLEX - TWO ADVANCED LAVATORIES WITH TWO DOUBLE ATTENDANT SEATS | Accepted | Accepted | Accepted | Accepted
0170E568H37 | FLIGHT COMPARTMENT - ONE OBSERVER WITH 2-BTP FIRE EXTINGUISHER | Accepted | Accepted | Accepted | Accepted
0170E656A04 | AIRFRAME - 737-8 | Accepted | Accepted | Accepted | Accepted
0170E806A23 | CARGO LINERS- HEAVY DUTY - FORWARD | Accepted | Accepted | Accepted | Accepted
0170E806A26 | CARGO LINERS- HEAVY DUTY- AFT | Accepted | Accepted | Accepted | Accepted

SWA-PA-03729-EX A-3 |  | SA-17
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Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
0170E895B97 | FORWARD COMPLEX - ADVANCED LAVATORY WITH MINIMUM GALLEY CAPACITY - BOEING SKY INTERIOR | Accepted | Accepted | Accepted | Accepted
0220E684A09 | TYPE CERTIFICATE & CERTIFICATE OF AIRWORTHINESS | Accepted | Accepted | Accepted | Accepted
0220F350K72 | MP - TYPE CERTIFICATE & CERTIFICATE OF AIRWORTHINESS - REVISE COUNTRY OF REGISTRATION AND OPERATION - USA IN LIEU OF INDIA | Accepted | Accepted | Accepted | Accepted
0221-000026 | TAKEOFF AND LANDING WITH TAILWIND UP TO 15 KNOTS | Accepted | Accepted | Accepted | Accepted
0221A609B52 | DISPATCH WITH GEAR EXTENDED FOR REVENUE FLIGHT | Accepted | Accepted | Accepted | Accepted
0221C483C66 | ENGINE INOPERATIVE TEN-MINUTE TAKEOFF THRUST OPERATION | Accepted | Accepted | Accepted | Accepted
0224E173A44 | EXTENDED OPERATIONS (ETOPS) - APU ON DEMAND | Accepted | Accepted | Accepted | Accepted
0226-000007 | CATEGORY IIIA AUTOMATIC APPROACH AND LANDING | Accepted | Accepted | Accepted | Accepted
0226C594A32 | GNSS LANDING SYSTEM (GLS) - CATEGORY I APPROACH CAPABILITY - ACTIVATION | Accepted | Accepted | Accepted | Accepted
0228E437G77 | AIRPLANE FLIGHT MANUAL | Accepted | Accepted | Accepted | Accepted
0252B299A36 | INSTRUMENTATION, AIRPLANE MANUALS AND FUEL MEASURING STICKS IN METRIC UNITS - TEMPERATURE IN DEGREES CELSIUS | Accepted | Accepted | Accepted | Accepted
0253F288A03 | MP - BUYER FURNISHED EQUIPMENT - PROCUREMENT REVISION - SPE TO BFE | Accepted | Accepted | - | -
0254-000003 | USPHS CERTIFICATE OF SANITARY CONSTRUCTION | Accepted | Accepted | Accepted | Accepted
0315E591E95 | CERTIFIED OPERATIONAL WEIGHTS AND STRUCTURAL DESIGN WEIGHTS | Accepted | Rejected | Accepted | Accepted
0315F214J32 | RR 97283-23 - OPERATIONAL WEIGHTS - REVISION - DECREASE MLW, MTOW, AND MZFW - 1C691 | Accepted | - | - | -
0315F263A22 | CERTIFIED OPERATIONAL WEIGHTS AND STRUCTURAL DESIGN WEIGHTS | - | Accepted | - | -
0315F263A26 | MP - CERTIFIED OPERATIONAL WEIGHTS AND STRUCTURAL DESIGN WEIGHTS - REVISION | - | Accepted | - | -

SWA-PA-03729-EX A-3 |  | SA-17
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Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
0315F802A76 | RR 97029-284 - OPERATIONAL WEIGHTS - REVISION - INCREASE OPERATIONAL WEIGHTS | Accepted | Accepted | Rejected | -
0352-000002 | CUSTOMIZED LOADING SCHEDULE FOR WEIGHT & BALANCE CONTROL - ALIGNMENT CHART LOADING | Accepted | Accepted | Accepted | Accepted
0352F816A42 | RR 97029-295 - DELETION OF CUSTOMIZED LOADING SCHEDULE FOR WEIGHT AND BALANCE CONTROL - ALIGNMENT CHART LOADING | Accepted | Accepted | Accepted | Accepted
1110E432048 | EXTERIOR NON-REGULATORY MARKINGS | Accepted | Accepted | Accepted | Accepted
1110E432049 | EXTERIOR REGULATORY MARKINGS AND COLOR SCHEME | Accepted | Accepted | Accepted | Accepted
1110F802A71 | RR 97029-283 - EXTERIOR COLOR SCHEMES AND MARKINGS - REPLACEMENT - SOUTHWEST AIRLINES WINGLETS IN LIEU OF EXISTING | Accepted | Accepted | - | -
1110F802A82 | RR 97029-285 - EXTERIOR COLOR SCHEMES AND MARKINGS -REPLACEMENT - SOUTHWEST AIRLINES ETOPS LIVERY IN LIEU OF SPICE JET AIR LIVERY - SWA - SAME LIVERY AS SWA 1A070 | Accepted | Accepted | Accepted | Accepted
1110F802A86 | RR 97029-283 - EXTERIOR COLOR SCHEMES AND MARKINGS - REPLACEMENT - SOUTHWEST AIRLINES WINGLETS IN LIEU OF EXISTING | - | - | Accepted | Accepted
1130E432053 | INTERIOR PLACARDS AND MARKERS | Accepted | Accepted | Accepted | Accepted
1130E559D12 | CARGO COMPARTMENT PLACARDS | Accepted | Accepted | Accepted | Accepted
1130E666A17 | REGISTRY PLACARD | Accepted | Rejected | Accepted | Rejected
1130E970B73 | LIGHTED SIGNS | Accepted | Accepted | Accepted | Accepted
1130F211A25 | PRR 3M0179 - 737 MAX OWNERSHIP PLACARD IMPRINTING PRODUCTION IMPROVEMENT | - | Accepted | - | Accepted
1130F211A26 | PRR 3M0179 - 737 MAX REGISTRY PLACARD IMPRINTING PRODUCTION IMPROVEMENT | - | Accepted | - | Accepted
1130F214J42 | RR 97260-22 - REVISE OWNERSHIP PLACARDS - 1C511 | - | - | Accepted | -
1130F303C16 | OWNERSHIP PLACARDS | - | - | Accepted | -

SWA-PA-03729-EX A-3 |  | SA-17
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Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
1130F350A38 | OWNERSHIP PLACARDS | Accepted | - | - | -
1130F350L12 | RR 97029-292 - DELETION - OWNERSHIP & REGISTRY PLACARDS - ENGINES, FLIGHT DECK, ENTRY DOOR SILL, AND REGISTRY | - | Accepted | - | -
1130F350L13 | RR 97029-291 - DELETION - OWNERSHIP & REGISTRY PLACARDS - ENGINES, FLIGHT DECK, ENTRY DOOR SILL, AND REGISTRY | Accepted | - | - | -
1130F424A01 | OWNERSHIP PLACARD - AUXILIARY POWER UNIT (APU) | - | Canceled | - | Accepted
1130F424A02 | OWNERSHIP PLACARD - ENGINES | - | Accepted | - | Accepted
1130F424A03 | OWNERSHIP PLACARD - FLIGHT COMPARTMENT | - | Accepted | - | Accepted
1130F424A04 | OWNERSHIP PLACARD - FORWARD LH OVERHEAD DOOR SILL | - | Accepted | - | Accepted
1130F424A05 | REGISTRY PLACARD | - | Accepted | - | Accepted
1130F802A78 | RR 97029-287 - DELETION - OWNERSHIP & REGISTRY PLACARDS- ENGINES, APU, FLIGHT DECK, ENTRY DOOR SILL, AND REGISTRY | - | - | Accepted | -
1130F802A80 | RR 97029-289 - DELETION - OWNERSHIP & REGISTRY PLACARDS- ENGINES, APU, FLIGHT DECK, ENTRY DOOR SILL, AND REGISTRY | - | - | - | Accepted
2103D839A04 | AC HEAT EXCHANGER OUTLET TEMPERATURE MONITORING SENSOR - INSTALLATION | Accepted | Accepted | Accepted | Accepted
2130-000010 | 600 FPM CABIN PRESSURE ASCENT RATE | Accepted | Accepted | Accepted | Accepted
2130-000012 | 350 FPM CABIN PRESSURE DESCENT RATE | Accepted | Accepted | Accepted | Accepted
2158D839A20 | ELECTRONIC RACK COOLING SYSTEM - ENHANCED E6 RACK | Accepted | Accepted | Accepted | Accepted
2160C703A76 | CABIN TEMPERATURE CONTROL SYSTEM WITH ATTENDANT PANEL ADJUSTMENT CAPABILITY - 737 BOEING SKY INTERIOR | Accepted | Accepted | Accepted | Accepted
2170-000021 | OZONE CONTROL - SPACE PROVISIONS FOR CATALYTIC CONVERTERS | Accepted | Accepted | Accepted | Accepted

SWA-PA-03729-EX A-3 |  | SA-17
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Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
2210-000003 | AUTOFLIGHT - INHIBIT GLIDE SLOPE CAPTURE PRIOR TO LOCALIZER CAPTURE | Accepted | Accepted | Accepted | Accepted
2210-000124 | AUTOFLIGHT - FLIGHT DIRECTOR TAKEOFF MODE HEADING SELECT | Accepted | Accepted | Accepted | Accepted
2210-000128 | AUTOFLIGHT - CONTROL WHEEL STEERING WARNING | Accepted | Accepted | Accepted | Accepted
2210-000130 | AUTOFLIGHT - AIRSPEED DEVIATION WARNING | Accepted | Accepted | Accepted | Accepted
2210-000143 | AUTOFLIGHT - ALTITUDE ALERT - 200/900 FEET | Accepted | Accepted | Accepted | Accepted
2210C175A38 | AUTOFLIGHT - GO-AROUND ROLL MODE - LNAV | Accepted | Accepted | Accepted | Accepted
2230-000137 | AUTOTHROTTLE - FMCS - TAKEOFF PROFILE THRUST REDUCTION ALTITUDE | Accepted | Accepted | Accepted | Accepted
2310B401A33 | COMMUNICATIONS CONTROL PANELS - TRIPLE GABLES RADIO TUNING PANELS CAPABLE OF TWO HF SYSTEMS AND THREE VHF SYSTEMS (8.33 KHZ CAPABLE) - P/N G7404-124 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2311B401A05 | HF COMMUNICATIONS - COMPLETE PROVISIONS FOR THE SECOND HF SYSTEM | Accepted | Accepted | Accepted | Accepted
2311B401A38 | HF COMMUNICATIONS - EQUIPMENT INSTALLATION OF SINGLE COLLINS AEROSPACE HF VOICE/DATA TRANSCEIVER - P/N 822-0990-004 - AND DIGITAL HF COUPLER - P/N 822-0987-004 BFE/SPE | Accepted | Accepted | Accepted | Accepted
2312-000703 | VHF COMMUNICATIONS - ACTIVATION OF 8.33 KHZ CHANNEL SPACING | Accepted | Accepted | Accepted | Accepted
2312B401A87 | VHF COMMUNICATIONS - EQUIPMENT INSTALLATION OF TRIPLE COLLINS AEROSPACE ARINC 750 VHF-2100 TRANSCEIVERS WITH 8.33 KHZ CHANNEL SPACING, VDL MODE 2, AND CMC INTERFACE CAPABILITY - P/N 822-1287-101 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2315E516A58 | SATCOM - PARTIAL WIRING AND MOUNTING PROVISIONS - L-BAND FLIGHT DECK CONNECTIVITY USING INMARSAT SB200 OR IRIDIUM CERTUS | Accepted | Accepted | - | -

SWA-PA-03729-EX A-3 |  | SA-17
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Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
2315F197A45 | MP - SATCOM - INSTALLATION OF PARTIAL WIRING AND MOUNTING PROVISIONS - L-BAND FLIGHT DECK CONNECTIVITY USING INMARSAT SB200 OR IRIDIUM CERTUS | Accepted | Accepted | - | -
2321-000063 | SELCAL - ANNUNCIATION ON AUDIO SELECTOR PANELS | Accepted | Accepted | Accepted | Accepted
2321B401A04 | SELCAL - AVTECH FIVE CHANNEL DECODER - P/N NA138-714C - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2322C939A06 | COMMUNICATIONS MANAGEMENT UNIT (CMU) - DATA LINK RECORDING ACTIVATION | Accepted | Accepted | Accepted | Accepted
2322D347A73 | CMU - INSTALLATION OF ROCKWELL COLLINS ARINC 758 LEVEL AOA CMU W/ARINC SERVICE PROVIDER - DATA LINK RECORDING CAPABLE - P/N 822-1239-151 - BFE / SPE | Accepted | Accepted | Accepted | Accepted
2322E516A28 | CMU - INSTALLATION OF PARTIAL PROVISIONS FOR A SINGLE CMU IN ACCORDANCE WITH ARINC 758 | Accepted | Accepted | Accepted | Accepted
2324D197A18 | EMERGENCY LOCATOR TRANSMITTER (ELT) - ACR ELECTRONICS AUTOMATIC FIXED - WITH NAVIGATION INTERFACE UNIT (NIU) - MODE S BROADCAST - WITH ANTENNA P/N 110-337 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2324E706G43 | MP - LOW FREQUENCY UNDERWATER LOCATOR DEVICE (LF-ULD) - 8.8 KHZ - INSTALLATION | Accepted | Accepted | Accepted | Accepted
2324E773A11 | LOW FREQUENCY UNDERWATER LOCATOR DEVICE - 8.8 KHZ | Accepted | Accepted | Accepted | Accepted
2331-000558 | PA MIC INSTALLATION IN FLIGHT DECK AT AFT END OF AISLESTAND | Accepted | Accepted | Accepted | Accepted
2331B754B15 | PASSENGER ADDRESS (PA) SYSTEM - ARINC 715 - COLLINS AEROSPACE AMPLIFIER - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2331B754B17 | PASSENGER ADDRESS (PA) SYSTEM - PA-IN-USE INDICATOR IN THE FLIGHT DECK | Accepted | Accepted | Accepted | Accepted
2331E097A10 | PRAM/BMM SYSTEM - PANASONIC - FASTEN SEAT BELT/DECOMPRESSION DISCRETES ACTIVATED - BFE/SPE | Accepted | Accepted | Accepted | Accepted

SWA-PA-03729-EX A-3 |  | SA-17
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Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
2350B872A08 | AUDIO CONTROL PANEL - INTEGRATED SELCAL, CREW CALL, AND SATCOM FUNCTIONS - INSTALLATION - 3 VHF/2 HF | Accepted | Accepted | Accepted | Accepted
2351-000034 | HAND HELD MICROPHONE - CAPTAIN AND FIRST OFFICER - ELECTROVOICE - P/N 903-1341 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2351-000036 | HAND HELD MICROPHONE - FIRST OBSERVER - ELECTROVOICE - P/N 903-1341 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2351-000043 | CONTROL WHEEL PUSH TO TALK (PTT) SWITCH - THREE POSITION WITH DETENT IN INTERPHONE POSITION | Accepted | Accepted | Accepted | Accepted
2351A213A33 | AUDIO INTEGRATION - INSTALLATION - TWO-PLUG AUDIO JACKS IN THE FLIGHT DECK | Accepted | Accepted | Accepted | Accepted
2371A083A49 | VOICE RECORDER MICROPHONE/MONITOR PANEL WIRING - BULK ERASE FUNCTION DISABLED | Accepted | Accepted | Accepted | Accepted
2371B628B41 | VOICE RECORDER - RECORDER INDEPENDENT POWER SUPPLY (RIPS) - AFT LOWERED CEILING | Accepted | Accepted | Accepted | Accepted
2371B696P48 | COCKPIT VOICE RECORDER - MANUAL(ON) / AUTO(OFF) SWITCH INSTALLATION COMPATIBLE WITH CVR RECORDER INDEPENDENT POWER SUPPLY (RIPS) INSTALLATION | Accepted | Accepted | Accepted | Accepted
2371E716A13 | VOICE RECORDER AND MICROPHONE/MONITOR - L-3 AVIATION PRODUCTS - 2 HOUR RECORDING TIME - WITH DATALINK RECORDING CAPABILITY - P/N 2100-1925-22 & P/N S152-0020-01 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2371F816A45 | RR 97029-286 - REPLACE COCKPIT VOICE RECORDER (CVR), CVR CONTROL PANEL, AND DIGITAL FLIGHT DATA RECORDER (DFDR) | - | - | Accepted | Accepted
2371F816A48 | RR 97029-294 - REPLACE COCKPIT VOICE RECORDER (CVR), CVR CONTROL PANEL, AND DIGITAL FLIGHT DATA RECORDER (DFDR) - BFE | Accepted | Accepted | - | -

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Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
2375E526A61 | FLIGHT DECK ENTRY VIDEO SURVEILLANCE SYSTEM - PARTIAL PROVISIONS FOR THREE-CAMERA SYSTEMS - MDS INTERFACE | Accepted | Accepted | Accepted | Accepted
2375E526A63 | FLIGHT DECK ENTRY VIDEO SURVEILLANCE SYSTEM - INSTALLATION INTO PARTIAL PROVISIONS - MDS INTERFACE - COLLINS AEROSPACE - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2375E861K81 | MP - VIDEO SURVEILLANCE SYSTEM - REVISION - GOODRICH IN LIEU OF AD AEROSPACE SYSTEM - GOODRICH - SPE | Accepted | Accepted | Accepted | Accepted
2451B815K32 | POWER DISTRIBUTION - WIRING INSTALLATION FOR ADDITIONAL CAPACITY | Accepted | Accepted | Accepted | Accepted
2520E432055 | INTERIOR COLOR AND MATERIAL - STANDARD OFFERING | Accepted | Accepted | Accepted | Accepted
2520F158A43 | INTERIOR COLOR AND MATERIAL - CUSTOM - ATTENDANT SEAT UPHOLSTERY AND SEAT BELT | Accepted | Accepted | Accepted | Accepted
2520F158A44 | MP - INTERIOR COLOR AND MATERIAL - REVISION - ATTENDANT SEAT UPHOLSTERY AND SEAT BELT | Accepted | Accepted | Accepted | Accepted
2523E432056 | PASSENGER SERVICE UNITS - 737 BOEING SKY INTERIOR | Accepted | Accepted | Accepted | Accepted
2524E432058 | FORWARD LEFT HAND FULL HEIGHT WINDSCREEN WITH STOWAGE UNIT - BOEING SKY INTERIOR | Accepted | Accepted | Accepted | Accepted
2525C204K04 | HIC AND FEMUR LOAD COMPLIANCE - ECONOMY CLASS SEATS | Accepted | Accepted | Accepted | Accepted
2525C204K05 | HIC AND FEMUR LOAD COMPLIANCE - ATTENDANT SEATS | Accepted | Accepted | Accepted | Accepted
2525F198C28 | MP - PASSENGER COMPARTMENT SEATS - REPLACEMENT - RECARO IN LIEU OF LIFT BY ENCORE - SPE | Accepted | Accepted | Accepted | Accepted
2525F198D47 | ECONOMY CLASS SEATS - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2525F198D48 | MP - PASSENGER SEATS - REVISION - ROW 4, RIGHT HAND, PREMIUM ECONOMY IN LIEU OF ECONOMY - SPE | Accepted | Accepted | Accepted | Accepted
2525F288A13 | MP - PASSENGER COMPARTMENT SEATS - PROCUREMENT - REVISION - SPE TO BFE | Accepted | Accepted | - | -

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| BOEING PROPRIETARY |

Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
2527F198D45 | FLOOR COVERING - CARPET - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2527F198D46 | MP - FLOOR COVERING - INSTALLATION - CARPET - MOHAWK - SPE | Accepted | Accepted | Accepted | Accepted
2528E432061 | OVERHEAD STOWAGE BINS - 737 BOEING SKY INTERIOR | Accepted | Accepted | Accepted | Accepted
2528E432066 | CHECKLIST HOLDER INSTALLATION - LAVATORIES A, D AND E | Accepted | Accepted | Accepted | Accepted
2528E934H13 | LITERATURE POCKET - 787 STYLE | Accepted | Accepted | Accepted | Accepted
2530E432067 | GALLEY PART NUMBERS - STANDARD EFFORT - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2530F198B83 | GALLEY INSERT PART NUMBERS - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2530F198B84 | MP - GALLEY INSERTS - REPLACEMENT - WATER BOILER - ZODIAC - SPE | Accepted | Accepted | Accepted | Accepted
2540E432069 | LA ADVANCED LAVATORY 2.0 SELECTABLES | Accepted | Accepted | Accepted | Accepted
2540E432070 | LD ADVANCED LAVATORY 2.0 SELECTABLES | Accepted | Accepted | Accepted | Accepted
2540E432071 | LE ADVANCED LAVATORY 2.0 SELECTABLES | Accepted | Accepted | Accepted | Accepted
2560B693L40 | FLASHLIGHTS WITH SHIELDS, TWO - FLIGHT DECK - DME - LED - P/N P2-07-0015-002 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2560E097A48 | PROTECTIVE GLOVES - FLIGHT DECK - TIGHITCO - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2560E526B32 | PROTECTIVE BREATHING EQUIPMENT - FLIGHT DECK - SECOND OBSERVERS SEAT STANCHIONS - COLLINS AEROSPACE - P/N E28180-20-0006 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2560F197A06 | CREW LIFE VESTS - FLIGHT DECK, NO SECOND OBSERVER - SWITLIK P/N S-61850-7409-SPJ112 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
2560F197A07 | MP - CREW LIFE VESTS - REPLACEMENT - FLIGHT DECK, NO SECOND OBSERVER - SWITLIK P/N S-61850-7409-SPJ112 IN LIEU OF EASTERN AERO MARINE P/N P01074-101WC - SPE | Accepted | Accepted | Accepted | Accepted

SWA-PA-03729-EX A-3 |  | SA-17
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| BOEING PROPRIETARY |

Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
2560F197A40 | MP - PROTECTIVE BREATHING EQUIPMENT - REPLACEMENT - SECOND OBSERVER'S SEAT STANCHIONS - B E AEROSPACE SYSTEMS GMBH - P/N E28180-20-0006 IN LIEU OF BE AEROSPACE - P/N 119003-21 - SPE | Accepted | Accepted | Accepted | Accepted
2562F198D76 | OVERWATER EMERGENCY EQUIPMENT - BFE/SPE - 737 BOEING SKY INTERIOR | Accepted | Accepted | Accepted | Accepted
2562F198D81 | MP - OVERWATER EMERGENCY EQUIPMENT - REPLACEMENT - PORTABLE ELT AND BRACKET - HONEYWELL - SPE | - | - | Accepted | Accepted
2562F198D82 | MP - OVERWATER EMERGENCY EQUIPMENT - REPLACEMENT - PORTABLE ELT AND BRACKET - HONEYWELL - BFE | Accepted | Accepted | - | -
2564E432204 | DETACHABLE EMERGENCY EQUIPMENT - PASSENGER COMPARTMENT - BFE/SPE - 737 BOEING SKY INTERIOR | Accepted | Accepted | Accepted | Accepted
2622E088A14 | APU FIRE EXTINGUISHER BOTTLE - COMMON WITH ENGINE BOTTLES | Accepted | Accepted | Accepted | Accepted
2841-000004 | STANDARD FUEL SYSTEM ACCURACY - NO FUEL DENSITOMETERS | Accepted | Accepted | Accepted | Accepted
2841-000011 | FUEL QUANTITY PRESELECT CAPABILITY ON RIGHT WING FUELING PANEL | Accepted | Accepted | Accepted | Accepted
2911-000042 | ENGINE-DRIVEN HYDRAULIC PUMPS WITH VESPEL SPLINE - EATON (VICKERS) - 10-62167 | Accepted | Accepted | Accepted | Accepted
2912E704A20 | AC MOTOR-DRIVEN HYDRAULIC PUMPS - EATON (VICKERS) - S276A100 | Accepted | Accepted | Accepted | Accepted
3041-000003 | NO HEATED FLIGHT COMPARTMENT NUMBER 3 WINDOW | Accepted | Accepted | Accepted | Accepted
3131-000143 | ACCELEROMETER - HONEYWELL P/N 971-4193-001 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
3131E103A15 | DIGITAL FLIGHT DATA ACQUISITION UNIT (DFDAU) - CATIIIB/IAN/GLS/NPS CAPABLE - WITH ACMS CAPABILITY - ONS - SFE | Accepted | Accepted | Accepted | Accepted

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| BOEING PROPRIETARY |

Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
3131E716A09 | DIGITAL FLIGHT DATA RECORDER (DFDR) - L-3 AVIATION PRODUCTS - 1024 WORD PER SECOND MAXIMUM DATA RATE P/N 2100-4945-22 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
3133-000123 | ARINC 740 PRINTER PROVISIONS IN THE FLIGHT DECK AISLESTAND | Accepted | Accepted | Accepted | Accepted
3133E568J10 | MULTI-INPUT PRINTER -ARINC 740 - ASTRONOVA - P/N 42907100 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
3133F183C90 | MP - FLIGHT COMPARTMENT PRINTER - PROCUREMENT REVISION - BFE TO SPE | - | - | - | Accepted
3133F197A31 | MP - MULTI-INPUT PRINTER - ARINC 740 - INSTALLATION INTO PARTIAL PROVISIONS - ASTRONOVA - P/N 42907100 - BFE | Accepted | Accepted | Accepted | Accepted
3133F288A02 | MP - FLIGHT COMPARTMENT PRINTER - PROCUREMENT - REVISION - BFE TO SPE | Accepted | Accepted | - | -
3135E526B33 | ONBOARD NETWORK SYSTEM - QUICK ACCESS RECORDER - DAR OUTPUT | Accepted | Accepted | Accepted | Accepted
3161-000070 | ENGINE OIL QUANTITY DISPLAY - QUARTS - ENGINE DISPLAY | Accepted | Accepted | Accepted | Accepted
3161-000133 | ENGINE FUEL FLOW - FULL TIME DISPLAY - PRIMARY ENGINE DISPLAY UNIT | Accepted | Accepted | Accepted | Accepted
3161E568A38 | CDS - FUEL QUANTITY DISPLAY WITH NUMERIC READOUT ONLY - ENABLE | Accepted | Accepted | Accepted | Accepted
3162-000018 | ATTITUDE COMPARATOR - FLASHING - ADI | Accepted | Accepted | Accepted | Accepted
3162-000022 | FLIGHT DIRECTOR COMMAND DISPLAY - SPLIT AXIS - ADI | Accepted | Accepted | Accepted | Accepted
3162-000028 | RADIO ALTITUDE - BELOW ADI | Accepted | Accepted | Accepted | Accepted
3162-000030 | RISING RUNWAY - DISPLAYED ON THE ADI | Accepted | Accepted | Accepted | Accepted
3162-000036 | LANDING ALTITUDE REFERENCE BAR - PRIMARY FLIGHT DISPLAY | Accepted | Accepted | Accepted | Accepted
3162-000040 | BARO MINIMUMS POINTER - DISPLAYED ON SELECTION OF RADIO ALTITUDE MINIMUMS - PRIMARY FLIGHT DISPLAY | Accepted | Accepted | Accepted | Accepted
3162-000044 | TCAS RESOLUTION ADVISORY - VSI | Accepted | Accepted | Accepted | Accepted
3162-000046 | SINGLE CHANNEL AUTOPILOT ANNUNCIATION - ABOVE ADI | Accepted | Accepted | Accepted | Accepted

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| BOEING PROPRIETARY |

Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
3162-000051 | ILS LOCALIZER DEVIATION EXPANDED SCALE - AUTOPILOT OR FLIGHT DIRECTOR MODE | Accepted | Accepted | Accepted | Accepted
3162-000059 | MAP MODE ORIENTATION - TRACK UP - NAVIGATION DISPLAY | Accepted | Accepted | Accepted | Accepted
3162-000064 | RANGE ARCS - NAVIGATION DISPLAY | Accepted | Accepted | Accepted | Accepted
3162-000079 | MANUALLY TUNED VOR SELECTED COURSE LINES DISPLAYED - NAVIGATION DISPLAY | Accepted | Accepted | Accepted | Accepted
3162-000084 | TCAS 3 NM RANGE RING - NAVIGATION DISPLAY | Accepted | Accepted | Accepted | Accepted
3162-000088 | AIRSPEED BUG - ENABLED - 80 KNOT SETTING - MACH AIRSPEED INDICATOR | Accepted | Accepted | Accepted | Accepted
3162-000355 | V1 AURAL CALLOUT - FLIGHT DECK | Accepted | Accepted | Accepted | Accepted
3162A627A32 | SOFTWARE ACTIVATION - DOUBLE DERATE INDICATION - ENABLE | Accepted | Accepted | Accepted | Accepted
3162A627A38 | CDS - SOFTWARE ACTIVATION - HORIZON LINE HEADING SCALE - ENABLE | Accepted | Accepted | Accepted | Accepted
3162A627A42 | CDS - SOFTWARE ACTIVATION - REF FLAP/SPEED ANNUNCIATION - ENABLE | Accepted | Accepted | Accepted | Accepted
3162C594A29 | CDS - SOFTWARE ACTIVATION - NAVIGATION PERFORMANCE SCALES - ENABLE | Accepted | Accepted | Accepted | Accepted
3162E967A02 | RSAT - SPEEDBRAKE WARNING | Accepted | Accepted | Accepted | Accepted
3244-000009 | PARKING BRAKE WARNING LIGHT - NOSE LANDING GEAR AREA | Accepted | Accepted | Accepted | Accepted
3245B290A77 | WHEELS AND TIRES - NOSE LANDING GEAR - WHEELS - COLLINS AEROSPACE - INSTALLATION WITH SFE 12 PR, 235 MPH RATED RADIAL TIRES | Accepted | Accepted | Accepted | Accepted
3245B290A92 | BRAKES - CARBON - COLLINS AEROSPACE | Accepted | Accepted | Accepted | Accepted
3245F216A01 | WHEELS AND TIRES - MAIN LANDING GEAR - WHEELS FOR CARBON BRAKES - GOODRICH - INSTALLATION WITH 32 PR, 235 MPH RADIAL TIRES | Accepted | Accepted | Accepted | Accepted
3245F216A02 | MP - WHEELS, TIRES AND BRAKES - REPLACEMENT - MAIN LANDING GEAR - WHEELS AND TIRES FOR CARBON BRAKES - GOODRICH - MAX9 WHEELS AND 32-PR TIRES IN LIEU OF MAX8 WHEELS AND 30-PL TIRES | Accepted | Accepted | Accepted | Accepted

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| BOEING PROPRIETARY |

Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
3245F802B24 | RR 97029-293 - REPLACEMENT - WHEELS AND TIRES - MAIN AND NOSE LANDING GEAR WHEELS AND TIRES WITHOUT TPIS IN LIEU OF WHEELS AND TIRES WITH TPIS | Accepted | Accepted | Accepted | Accepted
3249E173A73 | TIRE PRESSURE INDICATION SYSTEM - INSTALLATION | Accepted | Accepted | Accepted | Accepted
3321C869A65 | PASSENGER CABIN LIGHTING - SINGLE-ZONE CONTROL - 737 BOEING SKY INTERIOR | Accepted | Accepted | Accepted | Accepted
3324C195A05 | NO SMOKING SIGN - SILK SCREENED SYMBOL | Accepted | Accepted | Accepted | Accepted
3350A704A19 | EMERGENCY ESCAPE PATH LIGHTING - FLOOR MOUNTED - PHOTOLUMINESCENT | Accepted | Accepted | Accepted | Accepted
3412E437F31 | DUAL ELEMENT ASPIRATED TAT PROBE (FOR FMC) - INSTALLED IN A NON-ASPIRATED CONFIGURATION | Accepted | Accepted | Accepted | Accepted
3430F197A39 | MP - MULTI-MODE RECEIVER (MMR) AND VOR/MARKER BEACON - REPLACEMENT - ROCKWELL COLLINS 3G MMR P/N 822-2532-100 IN LIEU OF EXISTING ROCKWELL COLLINS MMR P/N 822-1821-332 AND ROCKWELL COLLINS VOR/MARKER BEACON P/N 822-0297-001 - SPE | Accepted | Accepted | Accepted | Accepted
3430F211A42 | PRR 3M8275-6S - ROCKWELL COLLINS AEROSPACE GLU-2100 MMR SOFTWARE UPDATE | - | - | Accepted | Accepted
3430F302B75 | MP - SOFTWARE REPLACEMENT - 3G MULTI-MODE RECEIVER (3G MMR) - COLLINS AEROSPACE - P/N 822-2532-100 - BFE | Accepted | Accepted | - | -
3430F608A04 | 3G MULTI-MODE RECEIVER (3G MMR) - COLLINS AEROSPACE - P/N 822-2532-100 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
3431C175A06 | NAVIGATION CONTROL PANEL (NCP) - GNSS LANDING SYSTEM (GLS) CAPABLE - GABLES - P/N G7501-01- BFE/SPE | Accepted | Accepted | Accepted | Accepted
3433C594A24 | RADIO ALTIMETER (RA) - CAT IIIB CAPABLE - COLLINS AEROSPACE - P/N 822-0334-003 - BFE/SPE | Accepted | Accepted | Accepted | Accepted

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| BOEING PROPRIETARY |

Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
3436D972A01 | HEAD-UP DISPLAY (HUD) - PARTIAL PROVISIONS FOR SINGLE COLLINS AEROSPACE HEAD-UP GUIDANCE SYSTEM (HGS) MODEL 6000 WITH MCDU INTERFACE | Accepted | Accepted | Accepted | Accepted
3436D972A02 | HEAD-UP DISPLAY (HUD) - INSTALLATION OF SINGLE COLLINS AEROSPACE HEAD-UP GUIDANCE SYSTEM (HGS) MODEL 6000 WITH MCDU INTERFACE - STC CERTIFIED - BFE/SPE | Accepted | Accepted | Accepted | Accepted
3443A065B18 | SINGLE WEATHER RADAR CONTROL PANEL - WITH MULTISCAN FUNCTIONALITY - COLLINS AEROSPACE P/N 622-5129-802 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
3443E568A02 | SINGLE WEATHER RADAR SYSTEM - WITH PREDICTIVE WINDSHEAR AND MULTISCAN CAPABILITY WITH V2.0 HAZARD DISPLAY FEATURES - COLLINS AEROSPACE WRP-2100A PROCESSOR P/N 822-3150-101 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
3445E724A21 | TCAS SYSTEM - COLLINS AEROSPACE TCAS COMPUTER P/N 822-2911-002 - TCAS CHANGE 7.1 COMPLIANT - BFE/SPE | Accepted | Accepted | Accepted | Accepted
3446-000046 | LOW VOLUME FOR ALTITUDE CALLOUTS | Accepted | Accepted | Accepted | Accepted
3446-000050 | 500 SMART CALLOUT | Accepted | Accepted | Accepted | Accepted
3446B693F93 | GROUND PROXIMITY WARNING SYSTEM ALTITUDE CALLOUTS - 2500, 1000, 500, 100, 50, 40, 30, 20, 10. APPROACHING MINIMUMS, MINIMUMS | Accepted | Accepted | Accepted | Accepted
3446C174A14 | ENHANCED GROUND PROXIMITY WARNING SYSTEM (EGPWS) - BANK ANGLE CALLOUT (VARIABLE CALLOUT BELOW 130 FT) - ENABLE | Accepted | Accepted | Accepted | Accepted
3453E437A58 | ATC SYSTEM - ROCKWELL COLLINS ATC TRANSPONDER P/N 822-1338-205 - ADS-B OUT DO-260B COMPLIANT - GABLES CONTROL PANEL P/N G6992-40 - BFE/SPE | Accepted | Accepted | Accepted | Accepted

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Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
3453F197A93 | MP - AIR TRAFFIC CONTROL TRANSPONDER SYSTEM - REPLACEMENT - GABLES CONTROL PANEL P/N G6992-40 IN LIEU OF P/N G6992-02 - SPE | Accepted | Accepted | Accepted | Accepted
3455E717A12 | DISTANCE MEASURING EQUIPMENT (DME) - COLLINS AEROSPACE INTERROGATOR P/N 822-2325-001 - BFE/SPE | Accepted | Accepted | Accepted | Accepted
3461A425A09 | FLIGHT MANAGEMENT COMPUTER SYSTEM (FMCS) - NAVIGATION DATABASE - BOEING SUPPLIED | Accepted | Accepted | Accepted | Accepted
3461A425A33 | FLIGHT MANAGEMENT COMPUTER SYSTEM (FMCS) - RUNWAY DISTANCE REMAINING - FEET | Accepted | Accepted | Accepted | Accepted
3461A425A40 | FLIGHT MANAGEMENT COMPUTER SYSTEM (FMCS)- VERTICAL NAVIGATION PROFILE- "VNAV ALT"- ENABLE | Accepted | Accepted | Accepted | Accepted
3461A425A48 | FLIGHT MANAGEMENT COMPUTER SYSTEM (FMCS) - ACTIVATE COLOR OPERATION | Accepted | Accepted | Accepted | Accepted
3461A890A76 | FLIGHT MANAGEMENT COMPUTER SYSTEM (FMCS) - NAVIGATION DISPLAY - MISSED APPROACH IN CYAN UNTIL ACTIVE - ENABLE | Accepted | Accepted | Accepted | Accepted
3461B403A13 | FLIGHT MANAGEMENT COMPUTING SYSTEM (FMCS) - INTEGRATED APPROACH NAVIGATION (IAN) | Accepted | Accepted | Accepted | Accepted
3461C175A11 | FLIGHT MANAGEMENT COMPUTER SYSTEM (FMCS) - AIR TRAFFIC SERVICES DATA LINK (ATS DL) - FANS FEATURE ACTIVATION | Accepted | Accepted | Accepted | Accepted
3461C175A14 | FLIGHT MANAGEMENT COMPUTER SYSTEM (FMCS) - FANS CAPABLE MCDU WITH ATC KEYBOARD - INSTALLATION-SFE | Accepted | Accepted | Accepted | Accepted
3461C175A32 | FLIGHT MANAGEMENT COMPUTER SYSTEM (FMCS) - COMMON VNAV - ENABLE | Accepted | Accepted | Accepted | Accepted
3511B873B97 | CREW OXYGEN MASKS - FULL FACE MASK WITH BUILT-IN SMOKE GOGGLES - FIRST OBSERVER - COLLINS AEROSPACE - BFE/SPE | Accepted | Accepted | Accepted | Accepted

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Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
3511B873B98 | CREW OXYGEN MASKS - FULL FACE MASK WITH BUILT-IN SMOKE GOGGLES - CAPTAIN AND FIRST OFFICER - COLLINS AEROSPACE - BFE/SPE | Accepted | Accepted | Accepted | Accepted
3811-000019 | POTABLE WATER - SERVICEABLE TO 60 GALLONS | Accepted | Accepted | Accepted | Accepted
3812-000002 | NO WATER QUANTITY GAUGE - WATER SERVICE PANEL | Accepted | Accepted | Accepted | Accepted
3832-000076 | NO SENSOR FOULED LIGHT - COVER PLATE | Accepted | Accepted | Accepted | Accepted
3832-000078 | NO WASTE QUANTITY GAUGE - COVER PLATE | Accepted | Accepted | Accepted | Accepted
3910F197A33 | AFT ELECTRONICS PANEL ARRANGEMENT | Accepted | Accepted | Accepted | Accepted
3910F197A34 | MP - AFT ELECTRONICS PANEL - REVISION | Accepted | Accepted | Accepted | Accepted
4400F186A15 | MP - HIGH-SPEED COMMUNICATIONS - INSTALLATION - ADDITIONAL PARTIAL PROVISIONS - HONEYWELL GX KA EQUIPMENT AS FURNITURE AND ROCKWELL COLLINS GX JETWAVE KA BAND UNIQUE WIRING AND EQUIPMENT TRAYS - ROCKWELL COLLINS - CSE/SPE | Accepted | Accepted | Accepted | Accepted
4420E895E05 | IFE SYSTEM - PARTIAL PROVISIONS FOR IN-FLIGHT ENTERTAINMENT AND CONNECTIVITY SYSTEM MAIN EQUIPMENT - 737 MAX | Accepted | Accepted | Accepted | Accepted
4435E526E63 | HIGH-SPEED COMMUNICATIONS - STRUCTURAL PROVISIONS - TRI-BAND RADOME | Accepted | Accepted | Accepted | Accepted
4435E837C84 | HIGH-SPEED COMMUNICATIONS - TRI-BAND RADOME INSTALLATION - WHITE COLOR (BAC 7945) | Accepted | Accepted | Accepted | Accepted
4435E861A83 | HIGH-SPEED COMMUNICATIONS - PARTIAL PROVISIONS FOR KU/KA-BAND OFFBOARD CONNECTIVITY SYSTEMS - 737 MAX | Accepted | Accepted | Accepted | Accepted
4435E861A88 | HIGH-SPEED COMMUNICATIONS - PARTIAL PROVISIONS FOR CABIN WIRELESS NETWORK SYSTEMS WITH 4 WAPS - 737 MAX | Accepted | Accepted | Accepted | Accepted

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Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
4435E926A65 | HIGH-SPEED COMMUNICATIONS - GATE-TO-GATE ACTIVATION | - | Accepted | - | Accepted
4435E926B26 | HIGH-SPEED COMMUNICATIONS - BROADBAND CONTROL PANEL WITH TWO POSITION SWITCH | - | Accepted | - | Accepted
4435F127A23 | HIGH-SPEED COMMUNICATIONS - INSTALLATION - HONEYWELL GX KA EQUIPMENT AS FURNITURE - ROCKWELL COLLINS - CSE/SPE | Accepted | Accepted | Accepted | Accepted
4435F186A96 | HIGH-SPEED COMMUNICATIONS - INSTALLATION - ADDITIONAL PARTIAL PROVISIONS - ROCKWELL COLLINS GX JETWAVE KA BAND UNIQUE WIRING AND EQUIPMENT TRAYS | Accepted | Accepted | Accepted | Accepted
4435F186A97 | MP - EXTERNAL COMMUNICATION SYSTEM - DELETE - PARTIAL PROVISIONS FOR A GROUND CELLULAR MODEM LOCATED IN THE G4 GALLEY - 737 MAX | Accepted | Accepted | Accepted | Accepted
4435F186B82 | HIGH-SPEED COMMUNICATIONS - INSTALLATION - OPERATIONAL SOFTWARE - ROCKWELL COLLINS INC - CSE/SPE | - | Accepted | - | Accepted
4435F186C78 | HIGH-SPEED COMMUNICATIONS - INSTALLATION - INSTALL ROCKWELL COLLINS GX JETWAVE KA BAND EQUIPMENT INTO PROVISIONS AND ACTIVATE THE SYSTEM - ROCKWELL COLLINS INC - CSE/SPE | - | Accepted | - | Accepted
4435F186C79 | MP - HIGH-SPEED COMMUNICATIONS - INSTALLATION - INSTALL ROCKWELL COLLINS GX JETWAVE KA BAND EQUIPMENT INTO PROVISIONS AND ACTIVATE THE SYSTEM - ROCKWELL COLLINS INC - CSE/SPE | - | Accepted | - | Accepted
4610E526A81 | ONBOARD NETWORK SYSTEM - PARTIAL PROVISIONS - GROUND BASED CONNECTIVITY | Accepted | Accepted | Accepted | Accepted
4610E526B92 | ONBOARD NETWORK SYSTEM - CELLULAR AND WIFI GROUND BASED CONNECTIVITY - WIRELESS WIDE AREA NETWORK UNIT (WWU) - BFE/SPE | Accepted | Accepted | Accepted | Accepted

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Option | Option Title | 1C691 | 1C692-1C694 | 1C511-1C513 | 1C514-1C517
4610E526E60 | ONBOARD NETWORK SYSTEM - ACTIVATION OF ONS-ACARS CMU INTERFACE | Accepted | Accepted | Accepted | Accepted
4610E855A25 | CREW WIRELESS NETWORK - FORWARD WIRELESS ACCESS POINT (WAP) - PROVISIONS | Accepted | Accepted | Accepted | Accepted
4610E855A26 | CREW WIRELESS NETWORK - FORWARD WIRELESS ACCESS POINT (WAP) - INSTALLATION | Accepted | Accepted | Accepted | Accepted
4610F197A70 | MP - CREW WIRELESS NETWORK - REVISION - CWLU2 FORWARD WIRELESS ACCESS POINT IN LIEU OF EXISTING CWLU1 FORWARD AND AFT WIRELESS ACCESS POINT PROVISIONS | Accepted | Accepted | Accepted | Accepted
5231A561C54 | CARGO DOOR - SOLID SKIN | Accepted | Accepted | Accepted | Accepted
5300-000027 | UNDERSEAT FLOOR PANELS, LOW TRAFFIC CAPABILITY | Accepted | Accepted | Accepted | Accepted
5352A298A28 | RADOME- NORDAM- SFE | Accepted | Accepted | Accepted | Accepted
7200D422A03 | CFM LEAP-1B ENGINES - 1B25 RATING | Accepted | Accepted | Accepted | Accepted
7200F278D81 | RR 97226-119 - CFM LEAP-1B ENGINES - ENGINE THRUST RATE INCREASE - 1B27 RATING IN LIEU OF 1B25 RATING | - | - | - | Accepted
7200F816A44 | RR 97029-296 - REVISION - CFM LEAP-1B ENGINES - 1B28 RATING IN LIEU OF 1B25 RATING | Accepted | Accepted | Accepted | Rejected
7200F816A47 | RR 97029-297 - REVISION - CFM LEAP-1B ENGINES - 1B28 RATING IN LIEU OF 1B27 RATING | Rejected | Rejected | - | Accepted
7900-000116 | LUBRICATING OIL - MOBIL JET II | Accepted | Accepted | Accepted | Accepted

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REMARKET AIRCRAFT TECHNICAL ACCEPTANCE AND DELIVERY REQUIREMENTS AND RESPONSIBILITIES
between
THE BOEING COMPANY
and
SOUTHWEST AIRLINES CO.
EXHIBIT B-1 to PURCHASE AGREEMENT
NUMBER PA-03729

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EXHIBIT B-1
REMARKET AIRCRAFT TECHNICAL ACCEPTANCE AND DELIVERY REQUIREMENTS AND RESPONSIBILITIES
relating to
BOEING MODEL 737-8 REMARKET AIRCRAFT

Both Boeing and Customer have certain documentation and approval responsibilities at various times during the construction and delivery cycle of the Remarket Aircraft that are critical to accomplishing Initial Technical Acceptance (defined in Article 3.1 below), Final Technical Acceptance (defined in Article 3.6 below), and Delivery (as defined below) of the Reconfigured Remarket Aircraft, and ensuring a positive experience for both parties. This Exhibit B-1 documents those responsibilities and indicates recommended completion deadlines for the actions to be accomplished.
Boeing and Customer acknowledge that each Remarket Aircraft is built and will be delivered to Customer based on terms specified in Letter Agreement No. SWA-PA-03729-LA-2100594 entitled “737-8 Remarket Aircraft” (Remarket Aircraft Letter Agreement). Boeing has manufactured the Remarket Aircraft as described in their respective As-Built Configurations, as that term is defined in the Remarket Aircraft Letter Agreement and the applicable Exhibit A to the Purchase Agreement.
Following Customer’s Initial Technical Acceptance of the Remarket Aircraft in their respective As-Built Configurations, Boeing will manage the Reconfiguration of the Remarket Aircraft to the Delivery Configuration, as each term is defined in the Remarket Aircraft Letter Agreement. Customer’s Delivery Configuration, once finalized, will be described and incorporated into the Purchase Agreement as Exhibit A documents by way of supplemental agreement.
Upon the completion of the Reconfiguration to conform to the Delivery Configuration, the reconfigured Remarket Aircraft (Reconfigured Remarket Aircraft) will be presented for final inspection and Final Technical Acceptance and Delivery to Customer by Boeing in conformance with the Purchase Agreement.
1.GOVERNMENT DOCUMENTATION REQUIREMENTS.
Certain actions are required to be taken by Customer in advance of the scheduled Initial Technical Acceptance and/or Delivery with respect to obtaining certain government issued documentation.
1.1 Airworthiness and Registration Documents. Boeing and Customer agree that the registration number provided by Customer shall be utilized for each Remarket Aircraft for the process of aircraft certification. Not later than six (6) months prior to Initial Technical Acceptance and upon Boeing request, Customer will notify Boeing

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of the registration number to be painted on the side of the Remarket Aircraft. In addition, and not later than three (3) months prior to Initial Technical Acceptance and upon Boeing request, Customer will authorize, by letter to the regulatory authority having jurisdiction, the temporary use of such registration numbers by Boeing during the pre-delivery testing of the Remarket Aircraft. To the extent insufficient time exists between Customer’s purchase of the Remarket Aircraft and the deadlines in this paragraph, Customer will provide the information required as soon as possible following such purchase.
Customer is responsible for furnishing any temporary or permanent registration certificates required by any governmental authority having jurisdiction to be displayed aboard each Remarket Aircraft after Delivery.
1.2 Certificate of Sanitary Construction.
1.2.1 U.S. Registered Remarket Aircraft. Post modification, Boeing will or will arrange to obtain from the United States Public Health Service, a United States Certificate of Sanitary Construction to be displayed aboard the Remarket Aircraft after Delivery to Customer.
2.INSURANCE CERTIFICATES.
Unless provided earlier, Customer will provide to Boeing not later than thirty (30) days prior to Delivery, a copy of the requisite annual insurance certificate in accordance with the requirements of Article 8.2 of the AGTA.
3.TECHNICAL ACCEPTANCE OF AS-BUILT CONFIGURED REMARKET AIRCRAFT; REMARKET AIRCRAFT REPOSITION.
3.1 Schedule Remarket Aircraft for Initial Technical Acceptance. Boeing and Customer shall agree, in advance, on a detailed listing of documents and process steps necessary for initial and final technical acceptance (the Delivery Agenda). In the event that anything in the Delivery Agenda or the Purchase Agreement conflict, the provisions of the Delivery Agenda shall prevail. Each Remarket Aircraft in As-Built Configuration will be available for inspection and an initial technical acceptance by Customer as of the month specified in Letter Agreement No. SWA-PA-03729-LA-1106474R7 entitled “Option Aircraft” of the Purchase Agreement, prior to Reconfiguration (Initial Technical Acceptance), at the Seattle Delivery Center (SDC). Boeing will provide notice of the target date of Initial Technical Acceptance at least forty-five (45) calendar days prior to the scheduled month of Initial Technical Acceptance. Boeing will give Customer at least seven (7) calendar days’ notice of the specific date for review and inspection of the As-Built Configuration of the Remarket Aircraft and will provide the associated technical documents, reports and manuals no later than sixty (60) days prior to the target date. Such reports shall, in addition to other required documentation, include a report on the customer inspection plan (Customer Inspection Report) for the original purchaser of the Remarket Aircraft. At a minimum, the Customer Inspection Report shall include:
3.1.1 The areas that were inspected;

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3.1.2 The name of the individual conducting the inspection;
3.1.3 Details on any inspections that were waived; and
3.1.4 Findings and associated corrective actions.
3.2 Scope of Initial Inspection. The initial inspection of the Remarket Aircraft shall be equal in scope to that of any other Aircraft under the Purchase Agreement reasonably necessary for Customer to provide its Initial Technical Acceptance in the form substantially similar to Attachment A hereto. Customer recognizes that the Remarket Aircraft are already built and, as a result, not all of the inspection activity that Customer may be accustomed to engaging in during the build process will be available to Customer. Boeing will make reasonable accommodations to provide Customer access for additional inspections as agreed upon.
3.3 Delivery Condition Required for Initial Technical Acceptance. The Remarket Aircraft in their As-Built Configuration will be certified by the Federal Aviation Administration (FAA) to the configuration specification described in Exhibit A documents and will conform to Type Certification. Upon Boeing’s presentation of the Remarket Aircraft in the As-Built Configuration, Customer will then provide to Boeing written Initial Technical Acceptance of the As-Built Configuration of each Remarket Aircraft, when:
3.3.1 The Remarket Aircraft has the Limited Configuration Revisions incorporated in the As-Built Configuration;
3.3.2 The FAA has issued a Standard Airworthiness Certificate for each Remarket Aircraft in its As-Built Configuration;
3.3.3 Customer has reviewed, inspected and accepted the technical documents, manuals and Boeing quality reports for each Remarket Aircraft in the As-Built Configuration;
3.3.4 Customer has inspected the As-Built Configuration of the Remarket Aircraft;
3.3.5 Customer has waived the demonstration flight in accordance with Letter Agreement No. SWA-PA-03729-LA-1106468 entitled “Demonstration Flight Waiver” of the Purchase Agreement; and
3.3.6 Customer and Boeing will document any material quality and/or production issues with respect to the As-Built Configuration of the Remarket Aircraft and will execute an Initial Technical Acceptance Commitments Letter. Note that a separate Delivery Commitments Letter will be prepared for the Delivery following completion of Reconfiguration of the Remarket Aircraft to meet the Delivery Configuration.
3.4 Re-location of the Remarket Aircraft to the Reconfiguration Site Following Initial Technical Acceptance of the Remarket Aircraft by Customer. Following Customer’s Initial Technical Acceptance, Boeing may, at its discretion, reposition the Remarket Aircraft to the MRO (as defined in the Remarket Aircraft Letter Agreement) that will perform the Reconfiguration. Reconfiguration of the Remarket Aircraft shall be

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performed with the goal of allowing sufficient time for (a) Customer to conduct the Final Technical Acceptance, (b) the MRO to address and/or remediate quality issues related to the Reconfiguration, and (c) Customer to take Delivery of the Remarket Aircraft during the Delivery Month noted in to Letter Agreement No. SWA-PA-03729-LA-1106474R7 entitled “Option Aircraft“, Attachment 1-A. As part of Reconfiguration activities, and to facilitate delivery, all changes to part numbers and serial numbers shall be communicated to Customer as they occur in a mutually acceptable format and timing.
3.5 Scope of Final Inspection. The final inspection of the Remarket Aircraft shall be limited to an inspection of the Reconfiguration work performed; provided, however, (i) that, if during the Reconfiguration, and in order to accomplish the Reconfiguration work, there are areas affected beyond those that would normally be accessed or which were previously closed, during original production and/or (ii) if any areas of the Remarket Aircraft that are inspected by Customer for Aircraft were not inspected during original production, subject to Section 3.2, Customer shall be entitled to inspect those additional areas to ensure they comply with the Initial Technical Acceptance.
3.6 Final Technical Acceptance. The Remarket Aircraft, in their respective Delivery Configuration shall be made available for a final inspection and technical acceptance of the Reconfiguration work (the Final Technical Acceptance) at the MRO.
3.7 Delivery Condition Required for Final Technical Acceptance. Each Remarket Aircraft shall have incorporated all Service Bulletins related to the Reconfiguration, with the touch-labor and work performed as required for completion of the Reconfiguration into the Delivery Configuration. Boeing shall provide Customer with preliminary delivery documents in advance as is customary for Customer’s Aircraft and final, updated versions of the delivery documents shall be provided at Final Technical Acceptance. All documents shall be provided in the same format as is customary for delivery of Customer’s Aircraft. Customer will provide to Boeing written Final Technical Acceptance of the Remarket Aircraft, when:
3.7.1 Customer has reviewed, inspected and accepted the Remarket Aircraft’s updated technical documents, manuals and quality reports, as well as an updated weight and balance manual to capture the Remarket Aircraft in its Delivery Configuration. All technical documents and manuals shall be in a post-modification configuration and as applicable, shall possess unique Customer Effectivity Codes.
3.7.2 Customer has reviewed and accepted, such acceptance shall not be unreasonably withheld, any Maintenance Review Board and/or Significant Rework Log repairs that were completed during production and/or Reconfiguration.
3.7.3 Customer has inspected and accepted the Reconfigured Remarket Aircraft after a post-Reconfiguration functional check flight (Functional Check Flight).

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3.7.3.1 If delivery will not occur at the MRO, the Functional Check Flight will be conducted, unless otherwise agreed by the Parties, during the repositioning flight from the MRO to the site of delivery. The Parties agree that the purpose and intent of the Functional Check Flight is to ensure that the functionality of the Remarket Aircraft complies with the Initial Technical Acceptance and the Delivery Configuration. The Remarket Aircraft shall not be flown after the Functional Check Flight without the explicit, prior agreement of Customer.
3.7.3.2 Upon completion of the Functional Check Flight, Boeing will address any flight squawks encountered during the Functional Check Flight and Customer will be provided an opportunity to inspect the Remarket Aircraft, in the form of a walk around. Boeing will ensure that all flight squawks and new issues identified by the walk around will be addressed prior to transfer of title.
3.7.3.3 Customer will complete its Final Technical Acceptance inspections at the MRO prior to the Functional Check Flight, and Boeing will likewise ensure that all repairs identified during said inspections will be completed prior to the Functional Check Flight or a repositioning flight.
3.7.4 Customer and Boeing have documented any material quality and/or production issues with respect to the post-Reconfiguration Configuration of the Remarket Aircraft and executed a Final Technical Acceptance Commitments Letter (A separate Delivery Commitments Letter will be prepared for the Delivery following completion of changes to meet the Delivery Configuration).
3.8 Repositioning Upon completion of the Reconfiguration of the Remarket Aircraft, if the Completed Remarket Aircraft will be stored prior to Delivery, Boeing may reposition the Aircraft from the MRO to a storage location and possibly reposition again to support Customer’s Final Technical Acceptance and Delivery.
4.FINAL TECHNICAL ACCEPTANCE AND DELIVERY ACTIONS BY BOEING.
4.1 Schedule of Inspections. All FAA, Boeing, Customer and, if required, CBP inspections will be scheduled by Boeing for completion prior to Delivery of the Remarket Aircraft. Customer will be informed of such schedules.
4.2 Schedule of Demonstration Flights. All FAA demonstration flights will be scheduled by Boeing for completion prior to Delivery. [***]
4.3[***]
4.4 Delivery Papers, Documents and Data. Boeing will have available at the time of Delivery, as the case may be, certain delivery papers, documents and data for

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execution and delivery. Such documents shall include, but not be limited to, a maintenance release from the MRO evidencing the airworthiness of the Remarket Aircraft and a post-modification letter verifying that the Air Traffic Control transponder and altimeter system comply with FAA regulations. If the Remarket Aircraft will be registered with the FAA, Boeing will pre-position in Oklahoma City, Oklahoma, for filing with the FAA at the time of Delivery of the Remarket Aircraft an executed original Form 8050-2, Aircraft Bill of Sale, indicating transfer of title to the Remarket Aircraft from Boeing to Customer.
4.5 Delegation of Authority. Boeing will present a certified copy of a delegation of authority, designating and authorizing certain persons to act on its behalf in connection with Delivery of the Completed Remarket Aircraft.
4.6 Aircraft Flight Log. Boeing will provide the Remarket Aircraft flight log for repositioning flights where Boeing provides flight crew personnel.
5.ADDITIONAL DELIVERY ACTIONS BY CUSTOMER.
5.1 Aircraft Radio Station License. At Delivery Customer will provide its radio station license to be placed on board the Reconfigured Remarket Aircraft following Delivery.
5.2 Delegation of Authority. Customer will present to Boeing at Delivery of the Remarket Aircraft an original or certified copy of Customer's delegation of authority designating and authorizing certain persons to act on its behalf in connection with the Delivery.
5.3 TSA Waiver Approval. Customer may be required to have an approved Transportation Security Administration (TSA) waiver for the post-Delivery repositioning flight depending on Customer’s en-route stop(s) and destination unless the Customer already has a TSA-approved security program in place. Customer is responsible for application of the TSA waiver and obtaining TSA approval. Customer will provide a copy of the approved TSA waiver to Boeing upon arrival at the delivery location.
5.4 Electronic Advance Passenger Information System. Should the post-Delivery repositioning flight of a Remarket Aircraft leave the United States, the Department of Homeland Security office requires Customer to comply with the Electronic Advance Passenger Information System (eAPIS). Customer needs to establish their own account with CBP in order to file for departure.

ATTACHMENT A TO EXHIBIT B-1

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CERTIFICATE OF INITIAL TECHNICAL ACCEPTANCE
BOEING MODEL 737-8
Southwest Airlines Co.

1. | REMARKET AIRCRAFT IDENTIFICATION
| REGISTRATION IDENTIFICATION NO.: | <RegNo>
| BLOCK NO.: | <Block>
| MANUFACTURER'S SERIAL NO.: | <MSN>
| <EngMfg> <EngModel> ENGINE SERIAL NOS.:

| POSITION #1 | POSITION #2
| <EngMSN1> | <EngMSN2>

2.REMARKET AIRCRAFT INSPECTION
INSPECTED AT: The State of <DeliveryLocation>
DATE: ___________________ TIME___________________
Southwest Airlines Co. does hereby acknowledge and agree that the above described Remarket Aircraft together with all equipment installed therein and documents related thereto has been inspected by Southwest Airlines Co. to its satisfaction except as noted below, as applicable, and that the Remarket Aircraft complies with the provisions of Purchase Agreement No. 03729 dated December 13, 2011, as amended and supplemented relevant to the Remarket Aircraft, and Southwest Airlines Co. hereby technically accepts such Remarket Aircraft.
EXECUTED this _____ day of <DelMonthYear>.

SOUTHWEST AIRLINES CO.
Signature

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Printed name
Title

Exceptions to Technical Acceptance

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

SWA-PA-03729-LA-2100594R1
Southwest Airlines Co.
2702 Love Field Drive
P.O. Box 36611
Dallas, Texas 75235-1611
Subject: 737-8 Remarket Aircraft
Reference: a) Purchase Agreement No. PA-03729 (Purchase Agreement) between The Boeing Company (Boeing) and Southwest Airlines Co. (Customer) relating to models 737-8 and 737-7 aircraft (Aircraft).
b) Letter Agreement No. SWA-PA-03729-LA-2100700R1 entitled “Remarket Aircraft - Configuration Matters” (Remarket Aircraft – Configuration Matters Letter Agreement) to the Purchase Agreement relating to the purchase of model 737-8 Remarket Aircraft.
This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement and governs Customer’s purchase of sixty (60) remarket Boeing model 737-8 Aircraft with CFMI engines (Remarket Aircraft), under the terms and conditions described in this Letter Agreement and the Purchase Agreement. All capitalized terms which are not otherwise defined herein shall have the definitions specified in the Purchase Agreement and other letter agreements specifically addressing the Remarket Aircraft.
This Letter Agreement incorporates in the Purchase Agreement those terms applicable only to the Remarket Aircraft. Except as expressly amended by the terms of this Letter Agreement, Remarket Aircraft are in all other respects “Aircraft” under the terms of the Purchase Agreement.
[***]
[***]

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[***]
1. [***]

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2. [***]
3. [***]

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4. [***]
5. [***]

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6. Miscellaneous.
[***]
7. [***]

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8. Assignment.
Notwithstanding any other provisions of the Purchase Agreement to the contrary, the rights and obligations described in this Letter Agreement are provided to Customer in consideration of Customer’s becoming the operator of the Remarket Aircraft and the Replacement Aircraft and cannot be assigned in whole or in part.
9. Confidential Treatment.
Customer understands that certain commercial and financial information contained in this Letter Agreement is considered by Boeing as confidential and has value precisely because it is not available generally or to other parties. Customer agrees to limit the disclosure of the contents of this Letter Agreement to (a) its directors and officers, (b) employees of Customer with a need to know the contents for performing its obligations (including, without limitation, those employees performing accounting, finance, administration and other functions necessary to finance and purchase, deliver or lease the Remarket Aircraft) and who understand they are not to disclose its contents to any other person or entity (other than those to whom disclosure is permitted by this Article) without the prior written consent of Boeing and (c) any auditors and attorneys of Customer who have a need to know such information and have signed a confidentiality agreement in the same form and substance similar to this Article, or are otherwise bound by a confidentiality obligation. Disclosure to other parties is not permitted without Boeing’s consent except as may be required by applicable law or governmental regulations. Customer shall be fully responsible to Boeing for compliance with such obligations.

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Very truly yours,

THE BOEING COMPANY
By | /s/ Carson J. May
Name | Carson J. May
Its | Attorney-In-Fact
ACCEPTED AND AGREED TO this
Date: | June 3, 2022
SOUTHWEST AIRLINES CO.
By | /s/ Chris Monroe
Name | Chris Monroe
Its | SVP Finance and Treasurer

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SWA-PA-03729-LA-2100700R1
Southwest Airlines Co.
2702 Love Field Drive
P.O. Box 36611
Dallas, Texas 75235-1611
Subject: Remarket Aircraft – Configuration Matters
References: a) Purchase Agreement No. PA-03729 (Purchase Agreement) between The Boeing Company (Boeing) and Southwest Airlines Co. (Customer) relating to models 737-8 and 737-7 aircraft (Aircraft); and
b) Letter Agreement No. SWA-PA-03729-LA-2100594R1 entitled “737-8 Remarket Aircraft” (737-8 Remarket Aircraft Letter Agreement) to the Purchase Agreement relating to the purchase of model 737-8 Remarket Aircraft.
This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. All terms used but not defined in this Letter Agreement will have the same meaning as in the Purchase Agreement.
1.Additional Delivery Configuration Revisions.
1.1 The As-Built Configurations (which will include the Limited Configuration Revisions and As-Installed SPE/BFE, each as described in the 737-8 Remarket Aircraft Letter Agreement) for the Remarket Aircraft are described in the applicable Exhibit A to the Purchase Agreement shall be provided at least sixty (60) days prior to the target date for Initial Technical Acceptance. At Initial Technical Acceptance, Boeing will present each Remarket Aircraft to Customer in the respective As-Built Configuration for inspection and acceptance prior to Reconfiguration (as described in the 737-8 Remarket Aircraft Letter Agreement).
1.2 Following Initial Technical Acceptance by Customer of a Remarket Aircraft in its As-Built Configuration, Boeing will effect the Reconfiguration of such Remarket Aircraft into the Delivery Configuration, subject to minor, aesthetic and part-number differences between the Delivery Configuration of the Remarket Aircraft and the configuration of other Aircraft covered by the Purchase Agreement. Customer shall have the right to refuse any deviation or non-routine repair that would result in a change to the Customer’s maintenance program Once established by the Parties, the Delivery Configuration will be ultimately be defined for each Remarket Aircraft in an Exhibit A to the Purchase Agreement and incorporated into the Purchase Agreement by way of a supplemental agreement.

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1.3[***]
Boeing and Customer will consult together with regard to (i) the master kit changes required in the Change Proposal Packages for Reconfiguration of the Remarket Aircraft to the Delivery Configuration, and (ii) Customer’s BFE required from Customer for certification of each Remarket Aircraft in the Delivery Configuration (Configuration Coordination).
1.3.1 Following the Configuration Coordination, Customer will have the opportunity to i) review the detailed descriptions in the Change Proposal Packages and/or ii) meet with Boeing to discuss and amend, as required, the Change Proposal Packages. Such review and/or meeting will not cause a delay to the acceptance timing of the Change Proposal Packages
1.3.2 The Change Proposal Package for each Remarket Aircraft will be provided to Customer within thirty (30) days of the Configuration Coordination. Customer will provide acceptance within thirty (30) days of the receipt of the Change Proposal Package.
1.3.3 For each Remarket Aircraft, Customer will provide a shipset of Customer’s BFE to Boeing, at the MRO selected to do the Reconfiguration of a Remarket Aircraft, for installation on and certification of the Delivery Configuration of each Remarket Aircraft. Boeing will provide the BFE on-dock dates as referenced in My Boeing Fleet (MBF).
1.3.4 The Parties will work together to finalize the respective Delivery Configuration of each Remarket Aircraft, and each Delivery Configuration will be incorporated into the Purchase Agreement as Exhibit A-3 entitled “737-8 Remarket Aircraft Configuration”, with references to each Remarket Aircraft by manufacturer’s serial number (MSN).
1.3.5 The Change Proposal Packages, once accepted and incorporated into the Purchase Agreement, will [***]
1.4 The Parties agree to cooperate in good faith during the Configuration Coordination so that a mutually agreeable Delivery Configuration can be reached. Any delay in Customer’s acceptance of the Change Proposal Package may affect the schedule for induction of such Remarket Aircraft’s induction into the reconfiguration process and Boeing reserves the right to adjust the scheduled delivery date based on such delay in acceptance due to Customer.

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2.[***]
3. Confidential Treatment.
Customer understands that certain commercial and financial information contained in this Letter Agreement is considered by Boeing as confidential and has value precisely because it is not available generally or to other parties. Customer agrees to limit the disclosure of the contents of this Letter Agreement to (a) its directors and officers, (b) employees of Customer with a need to know the contents for performing its obligations (including, without limitation, those employees performing accounting, finance, administration and other functions necessary to finance and purchase, deliver or lease the Remarket Aircraft) and who understand they are not to disclose its contents to any other person or entity (other than those to whom disclosure is permitted by this Article) without the prior written consent of Boeing and (c) any auditors and attorneys of Customer who have a need to know such information and have signed a confidentiality agreement in the same form and substance similar to this Article, or are otherwise bound by a confidentiality obligation. Disclosure to other parties is not permitted without Boeing’s consent except as may be required by applicable law or governmental regulations. Customer shall be fully responsible to Boeing for compliance with such obligations.
Very truly yours,

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THE BOEING COMPANY
By | /s/ Carson J. May
Name | Carson J. May
Its | Attorney-In-Fact
ACCEPTED AND AGREED TO this
Date: | June 3, 2022
SOUTHWEST AIRLINES CO.
By | /s/ Chris Monroe
Name | Chris Monroe
Its | SVP Finance and Treasurer

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