Exhibit 10.1.38
THE USE OF THE FOLLOWING NOTATION IN THIS EXHIBIT INDICATES THAT THE CONFIDENTIAL PORTION HAS BEEN OMITTED PURSUANT TO A REQUEST FOR
CONFIDENTIAL TREATMENT AND THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION: [***]
American Airlines, Inc.
4333 Amon Carter Blvd.,
Ft. Worth, TX 76155
USA
ATTN: Ryan Maitland
December 21, 2016
Ryan:
This letter agreement (Letter Agreement) by and between Gogo LLC (Gogo) and American Airlines, Inc.
(American) is being executed in connection with (i) the Third Amended and Restated In-Flight Connectivity Services Agreement, dated as of September 13, 2012, between Gogo and
American (as amended to date, the Original AA Agreement), (ii) the In Flight Connectivity Services Agreement, dated as of September 13, 2012, between Gogo and American (as amended to date, the Apollo
Agreement) and (iii) the Amended and Restated In Flight Connectivity Services Agreement, dated as of March 14, 2012, between Gogo and American (as successor in interest to US Airways, Inc.) (as amended to date, the US
Agreement, and collectively with the Original AA Agreement and the Apollo Agreement, the Connectivity Agreements), each of which provide for the installation of certain equipment and provision of certain services related
to Gogos in-flight connectivity on certain aircraft operated by American. By way of this letter, the parties wish to modify the terms under which Gogo provides its Gogo Vision in-flight entertainment product on Gogo-equipped American aircraft. Capitalized terms used but not defined herein will have the meanings ascribed to them in the Connectivity Agreements.
Effective as of November 1, 2016 (the Effective Date), the parties hereby agree as follows:
2) |
American Fees. As of the Effective Date, Section 7 of Exhibit L of the Original AA Agreement, Section 6 of Exhibit L of the Apollo Agreement, and Section 6 of Exhibit D and the last 2
sentences of section 10.2 of Exhibit D of the US Agreement, will be of no further force and effect, and will be replaced with the following: |
3) |
Invoicing and Payment. Gogo shall invoice American for amounts payable hereunder on a monthly
basis. Payment by American for any amounts payable under this Letter Agreement shall be made net [***] days from the
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