V2500 General Terms of Sale Agreement [Side Letter No. 4] - IAE International Aero Engines AG and JetBlue Airways Corp.
INTERNATIONAL AERO ENGINES [LETTERHEAD] October 2, 2000 Mr. Tom Anderson JetBlue Airways Corporation 19 Old Kings Highway South, Suite 23 Darien, Connecticut 06820 Subject: Revision of the JetBlue Aircraft delivery schedule Tom: Per our discussion, this letter serves as notice that IAE supports JetBlue's agreement with Airbus to move the previously firm scheduled December 2001 V2500 A5 powered A320 Aircraft delivery to August 2001 as shown in the attached revised delivery schedule. In addition JetBlue acknowledges and agrees to the change in delivery schedule reflected herein by signing and returning a copy of this letter to the undersigned. All other provisions of the Contract remain in full force and effect. Very truly yours, IAE International Aero Engines AG /s/ Robert Zimmerman ---------------------------------- Robert Zimmerman Regional Director of Sales and Customer Support Acknowledged and agreed JetBlue Airways Corporation By: /s/ [Illegible] ------------------------- Title Vice President ----------------------- <Page> EXHIBIT B1 (revised 9/29/00) AIRCRAFT DELIVERY SCHEDULES FIRM A320 AIRCRAFT <Table> <Caption> YEAR NUMBER DELIVERY PERIOD ---- ------ --------------- <S> <C> <C> 2000 6 (1) [****] (2) [****] (1) [****] (1) [****] (1) [****] 2001 6 (1) [****] (2) [****] (1) [****] (1) [****] (1) [****] 2002 10 (2) [****] (2) [****] (6) [****] 2003 5 2004 5 TOTAL 32 </Table> All thirty-two (32) Firm A320 Aircraft have no deferral or conversion rights. OPTION A320 AIRCRAFT <Table> <Caption> YEAR NUMBER ---- ------ <S> <C> 2003 5 2004 5 2005 10 2006 5 TOTAL 25 </Table> RESERVE OPTION A320 FAMILY AIRCRAFT Under the terms of its purchase agreement with Airbus for the Aircraft, New Air has the right to receive delivery positions for Reserve Option A320 Family Aircraft equal to the number of Option A320 Family Aircraft as to which New Air has exercised its purchase rights. Because New Air has options with Airbus for twenty-five (25) Option A320 Family Aircraft, it correspondingly has rights with Airbus to receive delivery positions for up to eighteen (18) Reserve Option A320 Family Aircraft. No dates are specified for delivery of these Reserve Option A320 Family Aircraft. Such delivery dates will be determined at the time options are exercised by New Air. The agreement between New Air and Airbus anticipates that all Reserve Option A320 Family Aircraft will be delivered prior to the end of 2007. Airbus has also granted New Air conversion rights for each of the twenty-five (25) A320 Family Aircraft and the eighteen (18) Reserve Option A320 Family Aircraft to the A321-200 or A319 aircraft type on twenty-one months notice to Airbus. ---------- [****] Represents material which has been redacted and filed separately with the Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended. <Page> INTERNATIONAL AERO ENGINES [LETTERHEAD] December 4, 2000 Mr. Tom Anderson JetBlue Airways Corporation 19 Old Kings Highway South, Suite 23 Darien, Connecticut 06820 Subject: Revision of the JetBlue Aircraft delivery schedule Tom: Per our discussion, this letter serves as notice that IAE supports JetBlue's agreement with Airbus to move certain firm V2500 A5 powered A320 Aircraft deliveries as shown in the attached revised delivery schedule. In addition JetBlue acknowledges and agrees to the change in delivery schedule reflected herein by signing and returning a copy of this letter to the undersigned. All other provisions of the Contract remain in full force and effect. Very truly yours, IAE International Aero Engines AG /s/ Robert Zimmerman ---------------------------------- Robert Zimmerman Regional Director of Sales and Customer Support Acknowledged and agreed JetBlue Airways Corporation By: /s/ [Illegible] ------------------------- Title Vice President ----------------------- <Page> EXHIBIT B1 (revised 12/4/00) AIRCRAFT DELIVERY SCHEDULES FIRM A320 AIRCRAFT <Table> <Caption> YEAR NUMBER DELIVERY PERIOD ---- ------ --------------- <S> <C> <C> 2000 6 (1) [****] (2) [****] (1) [****] (1) [****] (1) [****] 2001 6 (1) [****] (2) [****] (1) [****] (1) [****] (1) [****] 2002 10 (1) [****] (1) [****] (1) [****] (1) [****] (1) [****] (1) [****] (1) [****] (1) [****] (1) [****] (1) [****] 2003 5 2004 5 TOTAL 32 </Table> All thirty-two (32) Firm A320 Aircraft have no deferral or conversion rights. OPTION A320 AIRCRAFT <Table> <Caption> YEAR NUMBER ---- ------ <S> <C> 2003 5 2004 5 2005 10 2006 5 TOTAL 25 </Table> RESERVE OPTION A320 FAMILY AIRCRAFT Under the terms of its purchase agreement with Airbus for the Aircraft, JetBlue has the right to receive delivery positions for Reserve Option A320 Family Aircraft equal to the number of Option A320 Family Aircraft as to which JetBlue has exercised its purchase rights. Because JetBlue has options with Airbus for twenty-five (25) Option A320 Family Aircraft, it correspondingly has rights with Airbus to receive delivery positions for up to eighteen (18) Reserve Option A320 Family Aircraft. No dates are specified for delivery of these Reserve Option A320 Family Aircraft. Such delivery dates will be determined at the time options are exercised by JetBlue. The agreement between JetBlue and Airbus anticipates that all Reserve Option A320 Family Aircraft will be delivered prior to the end of 2007. Airbus has also granted JetBlue conversion rights for each of the twenty-five (25) A320 Family Aircraft and the eighteen (18) Reserve Option A320 Family Aircraft to the A321-200 or A319 aircraft type on twenty-one months notice to Airbus. ---------- [****] Represents material which has been redacted and filed separately with the Commission pursuant to a request for confidential treatment pursuant to Rule 406 under the Securities Act of 1933, as amended.