Exhibit 10.5
Supplemental Agreement No.
17
to
Purchase Agreement No.
2061
between
The Boeing Company
and
Continental Airlines,
Inc.
Relating to Boeing Model 777
Aircraft
THIS
SUPPLEMENTAL AGREEMENT, is entered into as of August 31, 2009 by
and between THE BOEING COMPANY (Boeing) and CONTINENTAL AIRLINES,
INC. (Customer);
WHEREAS, the
parties hereto entered into Purchase Agreement No. 2061 dated
October 10, 1997 (the Purchase Agreement) relating to Boeing
Model 777-200ER Aircraft (the Aircraft); and
WHEREAS, the parties agree to [CONFIDENTIAL
MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND
EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL
TREATMENT]
NOW THEREFORE, in consideration of the mutual
covenants herein contained, the parties agree to amend the Purchase
Agreement as follows:
1.
Revised Table of Contents
Remove and
replace, in its entirety, the “ Table of Contents
”, with the “ Table of Contents ” attached
hereto, to reflect the changes made by this Supplemental Agreement
No. 17.
2.
Revised Table 4
Remove and replace, in its entirety, Table 4
“Aircraft Delivery, Description, Price and Advance
Payments” with a revised Table 4 attached hereto to reflect
removal of the [CONFIDENTIAL MATERIAL OMITTED AND FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO
A REQUEST FOR CONFIDENTIAL TREATMENT]
PA
2061 SA17-1
CAL
Supplemental
Agreement No. 17
To Purchase
Agreement No. 2061
3.
Other Terms
Customer agrees
that Boeing will retain all advance payments with respect to the
[CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE
SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR
CONFIDENTIAL TREATMENT] and apply them to other advance payment
obligations of Customer as they become due.
The
effectiveness of this Supplemental Agreement is contingent on the
concurrent execution of the 737 supplemental agreement no. 52 to
purchase agreement no. 1951.
The Purchase
Agreement will be deemed to be supplemented to the extent herein
provided as of the date hereof and as so supplemented will continue
in full force and effect.
EXECUTED IN
DUPLICATE as of the day and year first written above.
THE BOEING
COMPANY CONTINENTAL
AIRLINES, INC.
By:
/s/ R.C. Nelson
By:
/s/ Jacques Lapointe
Its:
Attorney-in-Fact
Its:_
Senior Vice President – Procurement
PA
2061 SA17-1
CAL
