EX-10.3 4 file4.htm IAE PROPRIETARY INFORMATION

Exhibit 10.3

IAE PROPRIETARY INFORMATION

IAE Building
400 Main Street
East Hartford, CT 06108 USA

March 27, 2007

JetBlue Airways Corporation
118-29 Queens Blvd.
Forest Hills, NY 11375
Attention: Vice President and Treasurer

Subject:  Side Letter No. 22 to the V2500 General Terms of Sale Agreement between JetBlue Airways Corporation and IAE International Aero Engines AG dated May 4, 1999 (the ‘‘Agreement’’)

Dear Sir:

IAE is pleased to submit to JetBlue this Side Letter No. 22 to the Agreement in support of JetBlue’s deferral of certain Aircraft deliveries, as follows:

1.  Four (4) Aircraft deliveries in 2009 are deferred so that ten (10) Aircraft deliveries are rescheduled for 2012. In addition, the Option delivery stream has been adjusted for accelerations and deferrals.
2.  Accordingly, Exhibit B-1 to the Agreement (as amended by various Side Letters including Side Letter No. 20, dated July 6, 2006) is hereby deleted in its entirety and replaced by the revised delivery schedule attached as Exhibit B-1 hereto.

Except as expressly amended by this Side Letter No. 22, all provisions of the Agreement (as amended from time to time by various side letters and amendments) remain in full force and effect.


Very truly yours, Agreed to and accepted on behalf of
IAE International Aero Engines AG JetBlue Airways Corporation
Stephen Pattison                                                         Mark D. Powers                                                        
Name Name
VP Customers – Americas                                        VP                                                                               
Title Title
March 29, 2007                                                            March 29, 2007                                                        
Date Date

1




IAE PROPRIETARY INFORMATION

Exhibit B-1
Aircraft Delivery Schedules

As of March 2007

Glossary Note:

  Delivered Aircraft are indicated by Italics typeface
  Existing Firm Aircraft are indicated by normal typeface
  Incremental Firm Aircraft are indicated by an asterisk (*)
  2004 Incremental Aircraft, including all 2004 Incremental Aircraft and all Option Aircraft are indicated by bold typeface.

Rank No. Aircraft Month Year  
No. 1 Firm Aircraft [***] 2000  
No. 2 Firm Aircraft [***] 2000  
No. 3 Firm Aircraft [***] 2000  
No. 4 Firm Aircraft [***] 2000  
No. 5 Firm Aircraft [***] 2000  
No. 6 Firm Aircraft [***] 2000  
No. 7 Firm Aircraft [***] 2001  
No. 8 Firm Aircraft [***] 2001  
No. 9 Firm Aircraft [***] 2001  
No. 10 Firm Aircraft [***] 2001  
No. 11 Firm Aircraft [***] 2001  
No. 12 Firm Aircraft [***] 2001  
No. 13 Firm Aircraft [***] 2001  
No. 14 Firm Aircraft [***] 2002  
No. 15 Firm Aircraft [***] 2002  
No. 16 Firm Aircraft [***] 2002  
No. 17 Firm Aircraft [***] 2002  
No. 18 Firm Aircraft [***] 2002  
No. 19 Firm Aircraft [***] 2002  
No. 20 Firm Aircraft [***] 2002  
No. 21 Firm Aircraft [***] 2002  
No. 22 Firm Aircraft [***] 2002  
No. 23 Firm Aircraft [***] 2002  
No. 24 Firm Aircraft [***] 2002  
No. 25 Firm Aircraft [***] 2002  
No. 26 Firm Aircraft [***] 2002  
No. 27 Firm Aircraft [***] 2002  
No. 28 Firm Aircraft [***] 2002  
No. 29 Firm Aircraft [***] 2002  
No. 30 Firm Aircraft [***] 2003  
[***] Represents material which has been redacted and filed separately with the Commission pursuant to a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended.

2




IAE PROPRIETARY INFORMATION


Rank No. Aircraft Month Year  
No. 31 Firm Aircraft [***] 2003  
No. 32 Firm Aircraft [***] 2003  
No. 33 Firm Aircraft [***] 2003  
No. 34 Firm Aircraft [***] 2003  
No. 35 Firm Aircraft [***] 2003  
No. 36 Firm Aircraft [***] 2003  
No. 37 Firm Aircraft [***] 2003  
No. 38 Firm Aircraft [***] 2003  
No. 39 Firm Aircraft [***] 2003  
No. 40 Firm Aircraft [***] 2003  
No. 41 Firm Aircraft [***] 2003  
No. 42 Firm Aircraft [***] 2003  
No. 43 Firm Aircraft [***] 2003  
No. 44 Firm Aircraft [***] 2003  
No. 45 Firm Aircraft [***] 2004  
No. 46 Firm Aircraft [***] 2004  
No. 47 Firm Aircraft [***] 2004  
No. 48 Firm Aircraft [***] 2004  
No. 49 Firm Aircraft [***] 2004  
No. 50 Firm Aircraft [***] 2004  
No. 51 Firm Aircraft [***] 2004  
No. 52 Firm Aircraft [***] 2004  
No. 53 Firm Aircraft [***] 2004  
No. 54 Firm Aircraft [***] 2004  
No. 55 Firm Aircraft [***] 2004 * 
No. 56 Firm Aircraft [***] 2004  
No. 57 Firm Aircraft [***] 2004  
No. 58 Firm Aircraft [***] 2004  
No. 59 Firm Aircraft [***] 2004 * 
No. 60 Firm Aircraft [***] 2005  
No. 61 Firm Aircraft [***] 2005  
No. 62 Firm Aircraft [***] 2005 * 
No. 63 Firm Aircraft [***] 2005  
No. 64 Firm Aircraft [***] 2005  
No. 65 Firm Aircraft [***] 2005  
No. 66 Firm Aircraft [***] 2005  
No. 67 Firm Aircraft [***] 2005 * 
No. 68 Firm Aircraft [***] 2005  
No. 69 Firm Aircraft [***] 2005  
No. 70 Firm Aircraft [***] 2005  
No. 71 Firm Aircraft [***] 2005 * 
No. 72 Firm Aircraft [***] 2005  
No. 73 Firm Aircraft [***] 2005  
No. 74 Firm Aircraft [***] 2005 * 
[***] Represents material which has been redacted and filed separately with the Commission pursuant to a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended.

3




IAE PROPRIETARY INFORMATION


Rank No. Aircraft Month Year  
No. 75 Firm Aircraft [***] 2005 * 
No. 76 Firm Aircraft [***] 2006  
No. 77 Firm Aircraft [***] 2006  
No. 78 Firm Aircraft [***] 2006 * 
No. 79 Firm Aircraft [***] 2006 * 
No. 80 Firm Aircraft [***] 2006  
No. 81 Firm Aircraft [***] 2006 * 
No. 82 Firm Aircraft [***] 2006  
No. 83 Firm Aircraft [***] 2006 * 
No. 84 Firm Aircraft [***] 2006 * 
No. 85 Firm Aircraft [***] 2006  
No. 86 Firm Aircraft [***] 2006 * 
No. 87 Firm Aircraft [***] 2006 * 
No. 88 Firm Aircraft [***] 2006  
No. 89 Firm Aircraft [***] 2006 * 
No. 90 Firm Aircraft [***] 2006 * 
No. 91 Firm Aircraft [***] 2006  
No. 92 Firm Aircraft [***] 2007  
No. 93 Firm Aircraft [***] 2007  
No. 94 Firm Aircraft [***] 2007  
No. 95 Firm Aircraft [***] 2007  
No. 96 Firm Aircraft [***] 2007  
No. 97 Firm Aircraft [***] 2007  
No. 98 Firm Aircraft [***] 2007 * 
No. 99 Firm Aircraft [***] 2007 * 
No. 100 Firm Aircraft [***] 2007 * 
No. 101 Firm Aircraft [***] 2007 * 
No. 102 Firm Aircraft [***] 2007 * 
No. 103 Firm Aircraft [***] 2007 * 
No. 104 Firm Aircraft [***] 2008 * 
No. 105 Firm Aircraft [***] 2008 * 
No. 106 Firm Aircraft [***] 2008 * 
No. 107 Firm Aircraft [***] 2008 * 
No. 108 Firm Aircraft [***] 2008 * 
No. 109 Firm Aircraft [***] 2008 * 
No. 110 Firm Aircraft [***] 2008 * 
No. 111 Firm Aircraft [***] 2008 * 
No. 112 Firm Aircraft [***] 2008 * 
No. 113 Firm Aircraft [***] 2008 * 
No. 114 Firm Aircraft [***] 2008 * 
No. 115 Firm Aircraft [***] 2008 * 
No. 116 Firm Aircraft [***] 2009 * 
No. 117 Firm Aircraft [***] 2009 * 
No. 118 Firm Aircraft [***] 2009 * 
[***] Represents material which has been redacted and filed separately with the Commission pursuant to a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended.

4




IAE PROPRIETARY INFORMATION


Rank No. Aircraft Month Year  
No. 119 Firm Aircraft [***] 2009 * 
No. 120 Firm Aircraft [***] 2009  
No. 121 Firm Aircraft [***] 2009  
No. 122 Firm Aircraft [***] 2009  
No. 123 Firm Aircraft [***] 2009  
No. 124 Firm Aircraft [***] 2009  
No. 125 Firm Aircraft [***] 2009  
No. 126 Firm Aircraft [***] 2009  
No. 127 Firm Aircraft [***] 2009  
No. 128 Firm Aircraft [***] 2010 * 
No. 129 Firm Aircraft [***] 2010 * 
No. 130 Firm Aircraft [***] 2010 * 
No. 131 Firm Aircraft [***] 2010 * 
No. 132 Firm Aircraft [***]Quarter 2010 * 
No. 133 Firm Aircraft [***]Quarter 2010 * 
No. 134 Firm Aircraft [***]Quarter 2010 * 
No. 135 Firm Aircraft [***]Quarter 2010 * 
No. 136 Firm Aircraft [***]Quarter 2010 * 
No. 137 Firm Aircraft [***]Quarter 2010 * 
No. 138 Firm Aircraft [***]Quarter 2010  
No. 139 Firm Aircraft [***]Quarter 2010  
No. 140 Firm Aircraft [***]Quarter 2010  
No. 141 Firm Aircraft [***]Quarter 2010  
No. 142 Firm Aircraft [***]Quarter 2010  
No. 143 Firm Aircraft [***]Quarter 2010  
No. 144 Firm Aircraft [***]Quarter 2010  
No. 145 Firm Aircraft [***]Quarter 2010  
No. 146 Firm Aircraft Year 2011 * 
No. 147 Firm Aircraft Year 2011 * 
No. 148 Firm Aircraft Year 2011 * 
No. 149 Firm Aircraft Year 2011 * 
No. 150 Firm Aircraft Year 2011 * 
No. 151 Firm Aircraft Year 2011 * 
No. 152 Firm Aircraft Year 2011  
No. 153 Firm Aircraft Year 2011  
No. 154 Firm Aircraft Year 2011  
No. 155 Firm Aircraft Year 2011  
No. 156 Firm Aircraft Year 2011  
No. 157 Firm Aircraft Year 2011  
No. 158 Firm Aircraft Year 2011 * 
No. 159 Firm Aircraft Year 2011  
No. 160 Firm Aircraft Year 2011 * 
No. 161 Firm Aircraft Year 2011 * 
No. 162 Firm Aircraft Year 2011 * 
[***] Represents material which has been redacted and filed separately with the Commission pursuant to a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended.

5




IAE PROPRIETARY INFORMATION


Rank No. Aircraft Month Year  
No. 163 Firm Aircraft Year 2011 * 
No. 164 Firm Aircraft Year 2012  
No. 165 Firm Aircraft Year 2012  
No. 166 Firm Aircraft Year 2012  
No. 167 Firm Aircraft Year 2012  
No. 168 Firm Aircraft Year 2012 * 
No. 169 Firm Aircraft Year 2012 * 
No. 170 Firm Aircraft Year 2012 * 
No. 171 Firm Aircraft Year 2012 * 
No. 172 Firm Aircraft Year 2012 * 
No. 173 Firm Aircraft Year 2012 * 

2004 Option Aircraft


Rank No. Aircraft Month Year
No. 174 Option Aircraft Year 2009
No. 175 Option Aircraft Year 2009
No. 176 Option Aircraft Year 2009
No. 177 Option Aircraft Year 2009
No. 178 Option Aircraft Year 2010
No. 179 Option Aircraft Year 2010
No. 180 Option Aircraft Year 2010
No. 181 Option Aircraft Year 2010
No. 182 Option Aircraft Year 2011
No. 183 Option Aircraft Year 2011
No. 184 Option Aircraft Year 2011
No. 185 Option Aircraft Year 2011
No. 186 Option Aircraft Year 2011
No. 187 Option Aircraft Year 2011
No. 188 Option Aircraft Year 2012
[***] Represents material which has been redacted and filed separately with the Commission pursuant to a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended.

6




IAE PROPRIETARY INFORMATION

Option Aircraft to be delivered after December 31, 2011 are subject to IAE and Airbus SAS concurrence on extension of the current purchase agreement between the parties.


Rank No. Aircraft Month Year
No. 189 Option Aircraft Year 2012
No. 190 Option Aircraft Year 2012
No. 191 Option Aircraft Year 2012
No. 192 Option Aircraft Year 2012
No. 193 Option Aircraft Year 2012
No. 194 Option Aircraft Year 2012
No. 195 Option Aircraft Year 2012
No. 196 Option Aircraft Year 2012
No. 197 Option Aircraft Year 2012
No. 198 Option Aircraft Year 2012
No. 199 Option Aircraft Year 2012
No. 200 Option Aircraft Year 2012
No. 201 Option Aircraft Year 2012
No. 202 Option Aircraft Year 2012
No. 203 Option Aircraft Year 2012
No. 204 Option Aircraft Year 2012
No. 205 Option Aircraft Year 2012
No. 206 Option Aircraft Year 2012
No. 207 Option Aircraft Year 2012
No. 208 Option Aircraft Year 2012
No. 209 Option Aircraft Year 2013
No. 210 Option Aircraft Year 2013
No. 211 Option Aircraft Year 2013
No. 212 Option Aircraft Year 2013
No. 213 Option Aircraft Year 2013
No. 214 Option Aircraft Year 2013
No. 215 Option Aircraft Year 2013
No. 216 Option Aircraft Year 2013
No. 217 Option Aircraft Year 2013
No. 218 Option Aircraft Year 2013
No. 219 Option Aircraft Year 2013
No. 220 Option Aircraft Year 2013
No. 221 Option Aircraft Year 2013

Leased Aircraft


Year Number Delivery Dates
1999 1 [***]
2000 3 [***],[***],[***]
2001 4 [***],[***],[***]
2003 1 [***]
2004 1 [***]
[***] Represents material which has been redacted and filed separately with the Commission pursuant to a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended.

7