06-28-94 Amendment No. 1
DAC 90-1-D
AMENDMENT NO. 1
THIS AMENDMENT NO. 1 to Purchase Agreement DAC 90-1-D, dated July 29, 1994,
is made by and between MCDONNELL DOUGLAS CORPORATION (Seller), having an office
in Long Beach, California and DELTA AIR LINES, INC. (Buyer), having its
principal place of business in Atlanta, Georgia;
WITNESSETH:
In consideration of the mutual covenants herein, the Buyer and Seller agree
to amend Purchase Agreement DAC 90-1-D, dated September 27, 1990 as follows:
1. Article 2. entitled AIRCRAFT is deleted in its entirety and replaced
with the following to add five additional MD-90-30 Aircraft:
"2. AIRCRAFT
Seller shall manufacture, sell and deliver to Buyer, and Buyer
shall purchase from Seller, under the terms and subject to the conditions set
forth in this Agreement, fifty-five MD-90-30 Aircraft conforming to the Detail
Specification which consists of DS9030DL dated 1 February 1990, as amended by
the SCN's set forth in Exhibit A-1 hereto.
During the manufacture of the Aircraft by Seller, Buyer shall be
required to provide information
06-28-94 Amendment No. 1
DAC 90-1-D
concerning the configuration of the Aircraft, such as the selection of materials
and colors. Seller shall advise Buyer of the date when such information is
required and Buyer shall provide such information by the dates so specified. In
the event Buyer fails to perform in accordance with the schedule provided,
Seller shall have the same rights as those specified in paragraph E. of Article
8. entitled BUYER FURNISHED OR DESIGNATED EQUIPMENT."
2. Exhibit A-1 dated 09-25-90 to the Agreement is deleted in its entirety
and replaced with the following Exhibit A-1 dated 06-28-94 to reflect the SCNs
which are over and above DS 9030DL dated 1 February 1990:
"09-25-90 Exhibit A-1
06-28-94 Amendment No. 1 DAC 90-1-D
MEW
SCN NO. WEIGHT
DATE SCN TITLE (LBS.)
- ---------------------------------------------------------------------------
E0219E004 TYPE DESIGN APPROVAL FOR EXTENDED RANGE +18
05-04-90 TWIN OPERATIONS (ETOPS) AND INSTALLATION
OF A CENTER FUEL LOW PRESSURE INDICATION
SYSTEM
E0810E001B INSTALLATION OF AN ALPHA-NUMERIC NEGLIGIBLE
09-03-92 LEVELING GRIDPLATE IN THE NOSE WHEELWELL
IN LIEU OF THAT SPECIFIED
E2200S002 EDITORIAL AND MISCELLANEOUS REVISIONS TO -9
08-06-92 THE DETAIL SPECIFICATION TO PROVIDE UPDATE
OF THE AUTOFLIGHT SYSTEM
E2209E001 ADDITION OF MULTIPURPOSE CONTROL/DISPLAY -3
05-04-90 UNIT FOR FLIGHT GUIDANCE AND EFIS STATUS
TEST CAPABILITY (DELETES THE STATUS TEST
PANEL)
- 2 -
06-28-94 Amendment No. 1
DAC 90-1-D
MEW
SCN NO. WEIGHT
DATE SCN TITLE (LBS.)
- ---------------------------------------------------------------------------
E2300S006 EDITORIAL REVISION TO PROVIDE UPDATE OF NONE
09-28-92 THE COMMUNICATIONS SYSTEM
E2322E003A INSTALLATION OF BUYER-FURNISHED SELCAL NEGLIGIBLE
02-24-92 DECODER IN LIEU OF THAT SPECIFIED
E2331E001 INSTALLATION OF PASSENGER ADDRESS +1
07-20-92 AMPLIFIER
E2333E002B INSTALLATION OF A MATSUSHITA MULTIPLEX +48
03-03-93 PASSENGER ENTERTAINMENT SYSTEM (AUDIO)
(152 PASSENGER)
E2335E002D INSTALLATION OF A MATSUSHITA VIDEO +405
04-02-93 ENTERTAINMENT SYSTEM UTILIZING 7 INCH
LCD AUTOMATICALLY RETRACTABLE MONITORS
(152 PASSENGERS)
E2351E001A INSTALLATION OF A BUYER-FURNISHED +2
10-01-91 DIGITALLY CONTROLLED AUDIO SYSTEM
E2371E004 INSTALLATION OF BUYER-FURNISHED SOLID -4
03-01-93 STATE FLIGHT COMPARTMENT VOICE RECORDER
IN LIEU OF THAT SPECIFIED
E2371E006 INSTALLATION OF A BUYER-FURNISHED VOICE NONE
04-07-93 RECORDER CONTROL PANEL IN LIEU OF
THAT SPECIFIED
E2441E002 REVISION TO EXTERNAL POWER CIRCUITRY +1
05-04-90 PROTECTION
E2451S001 REVISION OF AIRCRAFT WIRING TO CONNECT THE NONE
04-06-93 LEFT ENGINE P2T2 PROBE HEATER TO THE LEFT
115 VAC BUS IN LIEU OF THE EMERGENCY 115
VAC BUS SPECIFIED
E2500E024A REVISION OF A 152-PASSENGER MIXED-CLASS +1,125
11-05-93 INTERIOR TO PROVIDE A 150-PASSENGER
MIXED-CLASS INTERIOR ARRANGEMENT
E2500S012 INSTALLATION OF CEILING PANELS, OVERHEAD +56
04-01-92 STOWAGE RACKS, SIDEWALL PANELS, LIGHTING
AND PSU PANELS IN LIEU OF THOSE SPECIFIED
- 3 -
06-28-94 Amendment No. 1
DAC 90-1-D
MEW
SCN NO. WEIGHT
DATE SCN TITLE (LBS.)
- ---------------------------------------------------------------------------
E2500S018 MISCELLANEOUS AND EDITORIAL REVISIONS TO THE NONE
10-27-92 DELTA DETAIL SPECIFICATION TO PROVIDE UPDATE
OF THE EQUIPMENT AND FURNISHINGS
E2561C007 INSTALLATION OF B.F. GOODRICH EVACUATION NONE
06-13-90 SLIDES WITH AUTOMATIC INFLATION ON CABIN
DOORS AND NON-ILLUMINATED TAILCONE SLIDE
E2600S001 MISCELLANEOUS AND EDITORIAL REVISION TO +2
11-06-92 THE DETAIL SPECIFICATION TO UPDATE THE FIRE
PROTECTION SYSTEM
E2614E002 INSTALLATION OF PARTIAL PROVISIONS +2
05-31-90 FOR LAVATORY SMOKE DETECTORS
E2623E001 INSTALLATION OF THREE BUYER-FURNISHED NONE
05-23-91 QUIK-OUT EXTINGUISHERS IN LIEU OF THE
THREE SELLER-FURNISHED POWER PAK HALON
FIRE EXTINGUISHERS
E2700E001 INSTALLATION OF CABLE SHROUDS FOR +1
05-04-90 CORROSION PROTECTION
E2700S002 MISCELLANEOUS AND EDITORIAL REVISIONS TO NONE
11-11-92 THE DETAIL SPECIFICATION TO UPDATE THE
FLIGHT CONTROL SYSTEM
E2800S002 EDITORIAL REVISION TO THE DETAIL NONE
08-19-93 SPECIFICATION TO PROVIDE UPDATE OF THE
FUEL SYSTEM
E2811E006 INSTALLATION OF STRUCTURAL PROVISIONS +90
12-12-91 TO ACCOMMODATE THE INSTALLATION OF TWO
565 GALLON AUXILIARY FUEL TANKS IN THE
FORWARD AND AFT CARGO COMPARTMENTS
E2821S001 INSTALLATION OF AN INBOARD REFUELING SYSTEM +22
07-26-91 (MD-90)
E2822S001 REVISION OF THE AIRCRAFT FUEL SYSTEM TO +14
08-02-91 PROVIDE AN ALTERNATE FUEL USAGE SCHEDULE
AND INSTALLATION OF CENTER FUEL TANK
TRANSFER SWITCH
E2822S003 REVISION OF THE FUEL SYSTEM TO RETURN HEATED +84
03-26-92 FUEL TO THE MAIN FUEL TANKS
- 4 -
06-28-94 Amendment No. 1
DAC 90-1-D
MEW
SCN NO. WEIGHT
DATE SCN TITLE (LBS.)
- ---------------------------------------------------------------------------
E2840S002 INSTALLATION OF A LOW FUEL LEVEL INDICATION +3
08-12-91 SYSTEM AND INHIBITION OF THE LOW PRESSURE
WARNING SYSTEM ANNUNCIATION
E2841S001 REVISION TO THE FUEL QUANTITY INDICATION -7
09-21-92 SYSTEM
E2842E003 INSTALLATION OF DRIPLESS DIP STICKS NONE
10-19-90 GRADUATED IN INCHES IN LIEU OF POUNDS
(6.7 LB/GAL)
E2900S002 INSTALLATION OF TITANIUM TUBING AND -130
06-25-91 FLARELESS FITTINGS IN THE HYDRAULIC LINES IN
LIEU OF THAT SPECIFIED
E2911E001 INSTALLATION OF ENGINE DRIVEN HYDRAULIC NEGLIGIBLE
05-31-90 PUMPS IN LIEU OF THOSE SPECIFIED
E3081E004 INSTALLATION OF AN ON THE GROUND WING ICE +18
06-16-92 DETECTION SYSTEM (ICE FOD ALERT SYSTEM)
E3083E001 INSTALLATION OF WING ICE DETECTION +6
05-04-90 SYSTEM
E3100S003 MISCELLANEOUS AND EDITORIAL REVISIONS NONE
01-21-93 TO THE DETAIL SPECIFICATION TO UPDATE
THE INSTRUMENT SYSTEMS
E3131E004A REVISION TO THE DIGITAL FLIGHT DATA +3
10-17-90 ACQUISITION UNIT TO PROVIDE THE CAPABILITY
TO STORE ENGINE EXCEEDANCE DATA
E3131E007 INSTALLATION OF BUYER-FURNISHED DIGITAL +1
02-24-92 FLIGHT DATA ACQUISITION UNIT IN LIEU
OF THAT SPECIFIED
E3131E013 INSTALLATION OF BUYER-FURNISHED SUNDSTRAND -7
03-01-93 SOLID STATE FLIGHT DATA RECORDER IN LIEU
OF THAT SPECIFIED
E3151S005 REVISION TO THROTTLE SWITCH WIRING FOR NONE
07-26-91 TAKEOFF AURAL WARNING TO REQUIRE BOTH
THROTTLES TO BE ADVANCED IN LIEU OF ONE
E3200S002 EDITORIAL REVISION TO DETAIL SPECIFICATION NONE
08-17-92 TO PROVIDE UPDATE OF THE LANDING GEAR SYSTEM
- 5 -
06-28-94 Amendment No. 1
DAC 90-1-D
MEW
SCN NO. WEIGHT
DATE SCN TITLE (LBS.)
- ---------------------------------------------------------------------------
E3221E001 INSTALLATION OF A NOSE GEAR SHOCK STRUT +5
05-04-90 IN LIEU OF THAT SPECIFIED
E3243S004A INSTALLATION OF CARBON BRAKES -430
02-21-92
E3246E005 REVISION TO THE AUTOMATIC BRAKING SYSTEM +4
03-27-92
E3300S002 MISCELLANEOUS AND EDITORIAL REVISION TO NONE
09-28-92 DS 9030 DL TO PROVIDE UPDATE OF THE LIGHTING
SYSTEM
E3400S011 MISCELLANEOUS AND EDITORIAL REVISIONS TO NONE
10-28-92 THE DL DETAIL SPECIFICATION TO UPDATE THE
NAVIGATION SYSTEMS
E3414D001 SELECTION OF TWO BENDIX BUYER-FURNISHED NEGLIGIBLE
05-04-90 VERTICAL SPEED/TCAS INDICATORS
E3417E005 REVISION OF FLIGHT GUIDANCE COMPUTERS NEGLIGIBLE
05-04-90 TO INHIBIT AUTOMATIC ARMING FOR ALTITUDE
PRESELECT
E3418E011A INSTALLATION OF FULLY AUTOMATIC THRUST +1
02-26-92 CUT-BACK MODE, TWO FIXED DERATE MODES FOR
TO/CL AND A MEANS FOR SELECTION OF ALTERNATE
ENGINE RATINGS
E3418E014 INSTALLATION OF A THRUST RATING MODE NONE
04-15-91 SELECT PANEL WITH MAXIMUM CRUISE EPR
LIMIT MODE
E3441E002 INSTALLATION OF A BUYER-FURNISHED NEGLIGIBLE
05-04-90 WEATHER RADAR INDICATOR WITH TRAFFIC
ALERT COLLISION AVOIDANCE SYSTEM
(TCAS) DISPLAY
E3442E003 INSTALLATION OF BUYER-FURNISHED RADIO +1
02-21-92 ALTIMETER ANTENNAS IN LIEU OF THOSE
SPECIFIED
E3446E006 INSTALLATION OF A BENDIX BUYER-FURNISHED +27
05-04-90 TRAFFIC ALERT COLLISION AVOIDANCE SYSTEM
COMPUTER AND ANTENNAS UTILIZING EXISTING
PARTIAL PROVISIONS
- 6 -
06-28-94 Amendment No. 1
DAC 90-1-D
MEW
SCN NO. WEIGHT
DATE SCN TITLE (LBS.)
- ---------------------------------------------------------------------------
E3453E005 INSTALLATION OF BUYER-FURNISHED ATC CONTROL NONE
06-16-92 PANEL AND BLANK PANELS IN LIEU OF THOSE
SPECIFIED
E3454D003 SELECTION OF A BUYER-FURNISHED BENDIX NEGLIGIBLE
05-04-90 TCAS/MODE-S TRANSPONDER AND CONTROL
PANEL
E3458E001B INSTALLATION OF PARTIAL PROVISIONS FOR A +5
04-21-93 DUAL GLOBAL POSITIONING SYSTEM (GPS)
E3800S001 MISCELLANEOUS AND EDITORIAL REVISIONS TO +17
09-24-92 THE DETAIL SPECIFICATION TO PROVIDE UPDATE
OF THE WATER AND WASTE SYSTEM
E3830S001B INSTALLATION OF A VACUUM LAVATORY SYSTEM +91
10-08-92 AND CONNECTION OF THE LAVATORY SINKS TO
DRAIN MASTS
E3833S004 REVISION TO THE VACUUM LAVATORY SYSTEM (DL) NONE
02-04-93
E4900S002 MISCELLANEOUS AND EDITORIAL REVISIONS TO -4
10-12-92 THE DETAIL SPECIFICATION TO PROVIDE UPDATE
OF THE AIRBORNE AUXILIARY POWER SYSTEM
E4960E002 ADDITION OF AN APU FAULT CAUTION +1
05-04-90 ANNUNCIATION TO THE OVERHEAD ANNUNCIATOR
PANEL
E4960E003 INSTALLATION OF A PUSH BUTTON TEST SWITCH +3
06-29-90 WITH LIGHT FOR MAINTENANCE USE TO
INDICATE APU FAULTS THAT DO NOT RESULT
IN AUTO SHUTDOWN
E5200S001 MISCELLANEOUS AND EDITORIAL REVISIONS NONE
10-23-92 TO THE DETAIL SPECIFICATION TO PROVIDE
AN UPDATE TO STRUCTURES
E5316E001 REMOVAL OF RADOME EROSION PROTECTION NEGLIGIBLE
05-04-90 BOOT AND APPLICATION OF EROSION-
RESISTANT COATING (CHEMGLAZE M431/M201)
E5342E002 INSTALLATION OF BLANK SEAT TRACKS UNDER -10
05-04-90 GALLEYS AND OTHER NON SEAT AREAS
- 7 -
06-28-94 Amendment No. 1
DAC 90-1-D
MEW
SCN NO. WEIGHT
DATE SCN TITLE (LBS.)
- ---------------------------------------------------------------------------
E5342E006 DELETION OF BLANK SEAT TRACKS UNDER GALLEYS +11
12-14-92 AND OTHER NON-SEAT AREAS
E5620S001 DELETION OF THE NO. 1 PASSENGER WINDOW -6
10-11-91 CUTOUTS FROM BOTH RIGHT AND LEFT SIDES
OF THE AIRCRAFT
(EFFECTIVE BUYER'S AIRCRAFT NOS. 1-4, 6
AND SUBSEQUENT)
E5724S001 INSTALLATION OF COMPOSITE VORTILONS IN -10
04-27-92 LIEU OF THOSE SPECIFIED
E7200E005 INSTALLATION OF V25XX-D5 ENGINES IN LIEU NEGLIGIBLE
06-13-90 OF THAT SPECIFIED
E7321E001 REVISION OF AIRCRAFT WIRING TO PROVIDE +6
05-04-90 ALTERNATE ELECTRICAL POWER TO THE
ELECTRONIC ENGINE CONTROL UNITS
E7321E002 INSTALLATION OF PROVISIONS FOR AN EPSON +6
05-30-90 HX-20 PORTABLE RECORDER WITH ENGINE FADEC
INTERFACE
E7732E002B REVISION TO THE ENGINE VIBRATION MONITORING +17
09-16-92 (EVM) SYSTEM TO PROVIDE EXPANDED CAPABILITIES
E7833E001 REVISION OF SOFTWARE TO THE MASTER WARNING NONE
08-19-91 AND CAUTION CONTROLLER AND ELECTRONIC
OVERHEAD ANNUNCIATOR PANEL TO INCORPORATE
AN ENGINE COOLDOWN ANNUNCIATION
E8010E003 INSTALLATION OF ENGINE STARTERS CAPABLE OF NONE
06-03-92 BEING RE-ENGAGED UP TO THE STARTER CUTOUT
SPEED
E9800E004B EDITORIAL REVISION TO DS9030DL AS NONE
03-18-91 REQUESTED BY DELTA AIR LINES
E9800E006 EDITORIAL REVISION TO DS9030DL TO CLARIFY NONE
06-26-90 EMERGENCY EQUIPMENT LOCATIONS
E9800S008 MISCELLANEOUS EDITORIAL REVISIONS TO NONE
10-20-92 DS 9030 DL DETAIL SPECIFICATION"
3. Paragraphs 3.A. and 3.E. of Article 3.
entitled PRICE are deleted in their entirety and replaced
- 8 -
06-28-94 Amendment No. 1
DAC 90-1-D
with the following to (i) increase the Base Price of Buyer's Aircraft Numbers *
and to adjust the Base Price and Airframe Price of Buyer's Aircraft Numbers 1-55
for changes in the description of the Aircraft, and (ii) adjust the one-time
charge applicable to Buyer's Aircraft No. 1 to account for the revised delivery
date.
"3. PRICE
A. The Base Price and the component Airframe Base Price and
Engine Base Price, for each of Buyer's Aircraft are as follows:
Buyer's Aircraft Base Airframe Engine
Number Price Base Price Base Price
- ------------------ ----- ---------- ----------
1-26 * * *
27-55
E. *
4. Paragraphs 4.A., 4.B. and 4.C. of Article 4. entitled PAYMENT are
deleted in their entirety and replaced with the following to add Buyer's
Aircraft Numbers 51 through 55 and to reflect the amended delivery schedule.
- -----------------
* This confidential information has been omitted and filed separately with
the Commission.
- 9 -
06-28-94 Amendment No. 1
DAC 90-1-D
"4. PAYMENT
A. As the basis for determining the amount of progress
payments due, each Aircraft shall have an Advance Payment Price as follows:
Buyer's Aircraft Year of Advance Payment
Number Scheduled Delivery Price
---------------- ------------------ ----------------
1-11
12-16;32,33
17-21;34-44 * *
22-29;45-55
30-31
B. As an initial progress payment for Buyer's Aircraft Numbers 1
through 26, Buyer shall pay Seller * of the Advance Payment Price of each
Aircraft concurrently with the execution of this Agreement. Seller acknowledges
receipt of the initial progress payments due for Buyer's Aircraft Numbers 27
through 31 in the amount of * of the Advance Payment Price of each Aircraft on
December 14, 1993. On the first day of each of the following number of full
months prior to the scheduled month of delivery of each such Aircraft, as set
forth in the Article 6. entitled DELIVERY, Buyer shall pay Seller additional
progress payments on such Aircraft equal to the following indicated percentage
of the Advance Payment Price of such Aircraft:
- -----------------
* This confidential information has been omitted and filed separately with
the Commission.
- 10 -
06-28-94 Amendment No. 1
DAC 90-1-D
Months Prior to Percentage of
Scheduled Month of Delivery Advance Payment Price
--------------------------- ---------------------
* *
C. For Buyer's Aircraft Numbers 32 through 55, Buyer shall pay
Seller progress payments on each Aircraft on the first day of each of the
following number of full months prior to the scheduled month of delivery of each
such Aircraft equal to the following indicated percentage of the Advance Payment
Price of such Aircraft:
Months Prior to Percentage of
Scheduled Month of Delivery Advance Payment Price
--------------------------- ---------------------
* *
5. Paragraph C.1. of Article 6. entitled DELIVERY is deleted in its
entirety and replaced with the following to add Buyer's Aircraft Numbers 51
through 55 and to adjust the Scheduled Month of Delivery for Buyer's Aircraft
Numbers 1 through 55.
"C. Delivery
1. Within two business days after technical acceptance pursuant to
paragraph B.2. or B.3. above, Buyer shall accept delivery of the Aircraft by
endorsement of Section B of a Certificate of Technical Acceptance and Delivery
for such Aircraft. Delivery shall be made at Long
- -----------------
* This confidential information has been omitted and filed separately with
the Commission.
- 11 -
06-28-94 Amendment No. 1
DAC 90-1-D
Beach Municipal Airport in California or at any other mutually agreed to
location. The scheduled months of delivery of the Aircraft are as follows:
12-07-93 Amendment No. 1
DAC 90-1-D
Buyer's Aircraft Number Scheduled Month of Delivery
----------------------- ---------------------------
1
2, 3
4, 5
6
7
8
9
10
11
12, 13
14, 15
16
17
18
19 *
20, 21
22
23
24, 25
26, 27
28, 29
30
31
32
33
34
35
36
37
38
39
40
41
42
- -----------------
* This confidential information has been omitted and filed separately with
the Commission.
- 12 -
06-28-94 Amendment No. 1
DAC 90-1-D
43
44
45 *
46
47
48
Buyer's Aircraft Number Scheduled Month of Delivery
----------------------- ---------------------------
49
50, 51
52, 53 *
54
55
6. Article 15. entitled APPLICABLE LAW, VARIANCES AND WAIVER is amended
to add the following new paragraph D.:
"D. The parties agree that no third party is intended to benefit from, nor
is it intended that any third party may make a claim hereunder or on account of
the terms and provisions of this Agreement."
7. All of the terms of the Agreement shall remain in full force and
effect, except as herein expressly changed, modified or supplemented, or except
insofar as the terms thereof have been completed, performed or complied with
prior to the date hereof.
For convenience only, a List of Effective Pages and Agreement insert pages
are attached hereto with the effects of this amendment incorporated. In the
event of a
- -----------------
* This confidential information has been omitted and filed separately with
the Commission.
- 13 -
06-28-94 Amendment No. 1
DAC 90-1-D
discrepancy between the text of the amendment set forth above and the attached
insert pages, the text of the amendment shall control.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to be
executed as of the date first above written by their officers or agents
thereunto duly authorized.
AGREED AND ACCEPTED:
DELTA AIR LINES, INC.
By Ronald W. Allen
---------------
Its Chairman, President & CEO
-------------------------
MCDONNELL DOUGLAS CORPORATION
By John D. Wolf
------------
Its Executive Vice President
------------------------
- 14 -
03-23-94
Amendment No. 1 to Letter Agreement No. 1
DAC 90-1-D
Delta Air Lines, Inc.
Hartsfield-Atlanta International Airport
Atlanta, GA 30320
Subject: *
Delta Air Lines, Inc. (Buyer) and McDonnell Douglas Corporation (Seller) have
previously entered into Agreement No. DAC 90-1-D, which Agreement covers the
manufacture and sale by Seller and the purchase by Buyer of Model MD-90 aircraft
powered by two V2525-D5 Engines unless otherwise specified. Upon execution of
this Amendment No. 1 by both parties, Letter Agreement No. 1 shall be amended as
follows:
1. *
2. *
3. *
All of the terms of Letter Agreement No. 1 shall remain in full force and
effect, except as herein expressly changed, modified or supplemented, or except
insofar as the terms hereof have been completed, performed or complied with
prior to the date hereof.
If the foregoing correctly sets forth our understanding, please execute this
Amendment No. 1 to Letter Agreement No. 1 in the space provided below.
DELTA AIR LINES, INC.
By Ronald W. Allen
---------------
Its Chairman, President & CEO
-------------------------
MCDONNELL DOUGLAS CORPORATION
By John D. Wolf
------------
Its Executive Vice President
------------------------
Date July 29, 1994
-------------
- ---------------
*This confidential information has been omitted and filed separately with
the Commission.
05-12-94
Amendment No. 1 to
Letter Agreement No. 2
DAC 90-1-D
Delta Air Lines, Inc.
Hartsfield-Atlanta International Airport
Atlanta, GA 30320
Subject: Reconfirmation and Option Aircraft and
Model Substitution
Delta Air Lines, Inc. (Buyer) and McDonnell Douglas Corporation (Seller) have
previously entered into Agreement No. DAC 90-1-D, which Agreement covers the
manufacture and sale by Seller and the purchase by Buyer of Model MD-90-30
aircraft. Upon execution of this Amendment No. 1 by both parties, Letter
Agreement No. 2 shall be cancelled in its entirety and superseded by this
Amendment No. 1 to Letter Agreement No. 2, which shall constitute a part of said
Agreement.
A. Reconfirmation Aircraft
-----------------------
1. Buyer shall reconfirm the purchase of each of Buyer's
Aircraft Numbers * to Seller in writing no later than * prior to the
scheduled month of delivery for each Aircraft.
In the event the purchase of any of such Aircraft is not
reconfirmed, Buyer's obligation to purchase and Seller's obligation to
manufacture that Aircraft are terminated as of the reconfirmation date
set forth above.
2. Price
-----
a. In the event Buyer elects to purchase any of the Reconfirmation
Aircraft as MD-90-30 Aircraft, the Base Price for each of Buyer's
Aircraft shall be in accordance with Article 3. entitled PRICE of
the Agreement.
b. In the event Buyer elects to purchase any of the Reconfirmation
Aircraft as * Aircraft pursuant to paragraph * of this Letter
Agreement, the Base Price and the component Airframe Base Price
and Engine Base price (contingent upon * thrust), for each of
Buyer's Aircraft shall be as follows:
- --------------
* This confidential information has been omitted and filed separately with
the Commission.
11-05-93 Amendment No. 1 to
Letter Agreement No. 2
DAC 90-1-D
Page Two
Airframe Engine
Base Price Base Price Base Price
---------- ---------- ----------
* * *
3. Payment
-------
a. In the event Buyer elects to purchase any of the Reconfirmation
Aircraft as MD-90-30 Aircraft, the payment terms shall be in
accordance with Article 4. entitled PAYMENT of the Agreement.
b. In the event Buyer elects to purchase any of the Reconfirmation
Aircraft as * Aircraft pursuant to paragraph * of this Letter
Agreement, the payment terms shall be as follows:
1. As the basis for determining the amount of progress payments
due, each Aircraft shall have an Advance Payment Price as
follows:
Buyer's Year of Advance
Aircraft Scheduled Payment
Number Delivery Price
-------- --------- -------
* * *
2. Buyer shall pay Seller progress payments on each Aircraft on
the first day of each of the following number of full months
prior to the scheduled month of delivery. These payments
shall equal the following indicated percentage of the
Advance Payment Price of each Aircraft:
Months Prior to Percentage of
Scheduled Month of Delivery Advance Payment Price
--------------------------- ---------------------
* *
- --------------
* This confidential information has been omitted and filed separately with
the Commission.
11-05-93 Amendment No. 1 to
Letter Agreement No. 2
DAC 90-1-D
Page Three
B. Option Aircraft
---------------
Buyer shall have the option to purchase up to fifty additional aircraft
(the Option Aircraft) under the same terms and conditions as the Aircraft
indicated in paragraph A. above except as modified by the following:
1. Seller shall reserve for Buyer the following delivery positions
(Option Aircraft):
Buyer's Option Scheduled Month
Aircraft Number of Delivery
--------------- ---------------
1
2
3
4
5
6
7
8
9
10 *
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
- --------------
* This confidential information has been omitted and filed separately with
the Commission.
11-05-93 Amendment No. 1 to
Letter Agreement No. 2
DAC 90-1-D
Page Four
Buyer's Option Scheduled Month
Aircraft Number of Delivery
--------------- ---------------
33
34
35
36
37
38
39
40
41
42 *
43
44
45
46
47
48
49
50
2. Price
-----
a. In the event Buyer elects to purchase any of the Option Aircraft
as MD-90-30 Aircraft, the Base Price for each of Buyer's Aircraft
shall be in accordance with Article 3. entitled PRICE of the
Agreement.
b. In the event Buyer elects to purchase any of the Option Aircraft
as * Aircraft pursuant to paragraph * of this Letter Agreement,
the Base Price and the component Airframe Base Price and Engine
Base price, for each of Buyer's Aircraft shall be as follows:
Airframe Engine
Base Price Base Price Base Price
---------- ---------- ----------
* * *
- --------------
* This confidential information has been omitted and filed separately with
the Commission.
11-05-93 Amendment No. 1 to
Letter Agreement No. 2
DAC 90-1-D
Page Five
3. Payment
-------
a. As the basis for determining the amount of progress payments due,
each MD-90-30* Aircraft shall have an Advance Payment Price as
follows:
Buyer's MD-90-30
Option Year of Advance
Aircraft Scheduled Payment
Number Delivery Price *
---------- --------- --------- ---------
* * * *
b. Buyer shall pay Seller progress payments on each Aircraft on the
first day of each of the following number of full months prior to
the scheduled month of delivery. These payments shall equal the
following indicated percentage of the Advance Payment Price of
each Aircraft:
Months Prior to Percentage
Scheduled Month of Advance
of Delivery Payment Price
--------------- -------------
* *
C.
1. *
- --------------
* This confidential information has been omitted and filed separately with
the Commission.
11-05-93 Amendment No. 1 to
Letter Agreement No. 2
DAC 90-1-D
Page Six
2. *
3. *
4. *
If the foregoing correctly sets forth our understanding, please execute this
Letter Agreement in the space provided below.
- --------------
* This confidential information has been omitted and filed separately with
the Commission.
11-05-93 Amendment No. 1 to
Letter Agreement No. 2
DAC 90-1-D
Page Seven
DELTA AIR LINES, INC.
By Ronald W. Allen
---------------
Its Chairman, President & CEO
-------------------------
MCDONNELL DOUGLAS CORPORATION
By John D. Wolf
------------
Its Executive Vice President
------------------------
Date July 29, 1994
-------------
- --------------
* This confidential information has been omitted and filed separately with
the Commission.
05-25-94
Amendment No. 1 to
Letter Agreement No. 3
DAC 90-1-D
Delta Air Lines, Inc.
Hartsfield-Atlanta International Airport
Atlanta, GA 30320
Subject: *
Delta Air Lines, Inc. (Buyer) and McDonnell Douglas Corporation (Seller) have
previously entered into Agreement No. DAC 90-1-D, which Agreement covers the
manufacture and sale by Seller and the purchase by Buyer of Model MD-90-30
aircraft. Upon execution of this Amendment No. 1 by both parties, Letter
Agreement No. 3 shall be cancelled in its entirety and superseded by this
Amendment No. 1 to Letter Agreement No. 3, which shall constitute a part of said
Agreement.
A. *
1. *
2. *
3. *
- --------------
*This confidential information has been omitted and filed separately
with the Commission.
05-25-94
Amendment No. 1 to
Letter Agreement No. 3
DAC 90-1-D
Page Two
4. *
- --------------
*This confidential information has been omitted and filed separately
with the Commission.
05-25-94 Amendment No. 1 to
Letter Agreement No. 3
DAC 90-1-D
Page Three
5. *
6. *
B. *
If the foregoing correctly sets forth our understanding, please
execute this Letter Agreement in the space provided below.
- --------------
*This confidential information has been omitted and filed separately
with the Commission.
05-25-94 Amendment No. 1 to
Letter Agreement No. 3
DAC 90-1-D
Page Four
DELTA AIR LINES, INC.
By Ronald W. Allen
---------------
Its Chairman, President & CEO
-------------------------
MCDONNELL DOUGLAS CORPORATION
By John D. Wolf
------------
Its Executive Vice President
------------------------
Date July 29, 1994
-------------
- --------------
*This confidential information has been omitted and filed separately
with the Commission.
05-26-94 Amendment No. 1 to
Letter Agreement No. 4
DAC 90-1-D
Page Four
Delta Air Lines, Inc.
Hartsfield-Atlanta International Airport
Atlanta, GA 30320
Subject: *
Delta Air Lines, Inc. (Buyer) and McDonnell Douglas Corporation (Seller) have
previously entered into Agreement No. DAC 90-1-D, which Agreement covers the
manufacture and sale by Seller and the purchase by Buyer of Model MD-90-30
aircraft. Upon execution of this Amendment No. 1 by both parties, Letter
Agreement No. 4 shall be cancelled in its entirety and superseded by this
Amendment No. 1 to Letter Agreement No. 4, which shall constitute a part of said
Agreement.
*
1. A. *
- ---------------------
* This confidential information has been omitted and filed separately with the
Commission.
05-26-94 Amendment No. 1 to
Letter Agreement No. 4
DAC 90-1-D
Page Two
B. *
2. *
3. *
4. *
5. *
- ---------------
*This confidential information has been omitted and filed separately with
the Commission.
05-26-94 Amendment No. 1 to
Letter Agreement No. 4
DAC 90-1-D
Page Three
6. A. *
B. *
- ---------------
*This confidential information has been omitted and filed separately with
the Commission.
05-26-94 Amendment No. 1 to
Letter Agreement No. 4
DAC 90-1-D
Page Four
*
If the foregoing correctly sets forth our understanding, please
execute this Letter Agreement in the space provided below.
DELTA AIR LINES, INC.
By Ronald W. Allen
---------------
Its Chairman, President & CEO
-------------------------
MCDONNELL DOUGLAS CORPORATION
By John D. Wolf
------------
Its Executive Vice President
------------------------
Date July 29, 1994
-------------
- ---------------
*This confidential information has been omitted and filed separately with
the Commission.