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IAE PROPRIETARY INFORMATION
IAE International Aero Engines AG
628 Hebron Avenue, Suite 400
Glastonbury, CT 06033 USA
December 21, 2011
Mr. David Lancelot
Chief Financial Officer
Spirit Airlines
2800 Executive Way
Miramar, FL 33025
Ladies and Gentlemen:
We refer to the Fleet Hour Agreement dated April 11, 2005 between IAE International Aero Engines AG (“ IAE ”)
and
Spirit Airlines, Inc. (“ Spirit ”),
as amended from time to time, such contract being hereinafter referred to as the "
Contract.
" Unless expressly stated to the contrary, capitalized terms used in this Amendment No. 1 shall have the
same meaning given to them in the Contract.
This Amendment No. 1 amends Clauses 1.1, 1.2.1, 1.4, and Appendix 1 of Side Letter Agreement No. 6 (“ SLA 6 ”)
with
respect to the Reconciliation Shop Visits. Capitalized terms used herein that are not otherwise defined shall have the
same meaning given to them in SLA 6. In the event of a conflict between the terms and provisions of this Amendment
No. 1 and those of SLA 6, this Amendment No. 1 shall govern.
Clause 1.1 of SLA 6 is deleted in its entirety and replaced with the following:
Clause 1.2.1 of SLA 6 is deleted in its entirety and replaced with the following:
Clause 1.4 of SLA 6 is deleted in its entirety.
*****Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission.
Subject: Amendment No. 1 to Side Letter Agreement No. 6 to the V2500-
A5 Fleet Hour Agreement between
IAE International Aero Engines AG and Spirit Airlines, Inc. dated April 11, 2005 (“
Amendment No.
1 ”)
1.
Amendment to Clause 1.1 of SLA 6
“1.1
Subject to IAE receiving Spirit's Board of Directors' written approval of the signed Side Letter No. 7 to the
signed V2500 Propulsion System and FHA Proposal dated October 27, 2006 between IAE and Spirit, as
amended from time to time, such proposal being hereinafter referred to as the " Proposal
", by January
31, 2012, the Parties agree to reconcile the difference between the invoiced amounts for Restoration
Shop Visits under the Contract (the “ Contract Amounts ”)
and the amounts that would have been
invoiced using the Restoration Shop Visit invoicing methodology as agreed in the Restructured FHA (the
“ Restructured FHA Amounts ”) for the Restoration Shop Visits listed in Appendix A hereto (the “
Reconciliation Shop Visits ”).”
2.
Amendment to Clause 1.2.1 of SLA 6
“1.2.1 ***** of Reconciliation Shop Visit Credits, if any, will be issued to Spirit in ***** and the remaining *****
of
Reconciliation Shop Visit Credits will be issued to Spirit in ***** .”
3.
Amendment to Clause 1.4 of SLA 6
4.
Amendment to Appendix A of SLA 6