民航发动机送修合同和送修管理W

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民航发动机

送修合同与送修管理

孔红生
2020.09.18
合同及一般专业要素

• GTA框架协议 • 支付条款
• 机队送修合同 • 特殊要求
• 单台送修合同 • 标的物定义
• 部分业务合同 • 工作范围界定
• 特殊业务合同 • 通用管理报价
• 技术工作范围报价
• 固定价和封顶价
• 送修工作范围
报价原则
• 所有的报价都是基于工作范围
• 所有的报价都是在发动机的正常运行使用和修理的前提下进行
• 超出正常情形的报价另行约定
• 正常情形的合同界定
• 报价单位(美元)
GTA框架协议的一般内容
- 名词定义 DEFINITIONS
- 合同范围 SCOPE OF SERVICES
- 记录和标准要求 RECORDS AND STANDARDS
- 交付条款 DELIVERY
- 修理周期管理条款 TURNAROUND TIMES AND EXCUSABLE DELAY
- 送修流程 ORDER PROCESSING
- 不可用件的管理要求 REJECTED PARTS
- 费用条款 CHARGES
- 支付条款 PAYMENT
- 关税条款要求 TAXES, DUTIES AND CUSTOMS FEES
- 协议修理 SUBCONTRACTING
- 保修条款 WARRANTY
- 责任 LIABILITY
- 其他约定 MISCELLANEOUS
- 合同有效期 DURATION AND TERMINATION
- 争议及违约处置 LAW AND ARBITRATION
- 备注 NOTICES
- 附件 Appendix
(标的物发动机的界定、报价细节、费率解释、工时计算、工作范围界定、适航要求、公式、计量等事
项的补充)
封面及开页

CFM56-7 ENGINE MAINTENANCE AGREEMENT

Between

Horson Airlines Co., Ltd.


Baiyun International Airport, Guangzhou

P.R. China
明确合同双(多)方主体
hereinafter referred to as “Operator”
必须是正式的名称和信息,根据情
and
况做一定的尽调,确认隐患和潜在
Kong Co., Ltd. 的风险

Hongqiao International Airport,Shanghai

hereinafter referred to as “Kong”

both Operator and Kong individually or together also referred to as

the “Party/Parties”

relating to time & material services concerning the CFM56 series engines.
封面及开页
RECITAL

WHEREAS,

the Operator requires maintenance, refurbishment, repair and modification services with respect to
CFM56 series engines specified by serial numbers in Appendix A,
The Operator means the Horson Airlines Co., Ltd. and its affiliates.

and

WHEREAS,

Kong has the facilities, expertise and experience and is willing and prepared to provide such
明确合同双(多)方主体
services according to Kong's standards, procedures and valid airworthiness authority - 资质确认
regulations as provided in Appendix D, and - 关联主体确认
- 契约委托和适航授权要不冲突,
WHEREAS,
体系的覆盖要顺畅
Kong shall perform such services based on rates as provided in Appendix B.

WHEREAS,

the Operator and Kong intend to meet in reasonable intervals to consult on the technical and
organizational aspects of this Agreement.

NOW THEREFORE,

in consideration thereof and reliance on the mutual promises given herein, the parties hereto
agree as follows:
条款一:名词和定义
Within the scope of this Agreement, unless otherwise individually stipulated, the following definitions shall
apply:

1.1 Customer Service Manual (CSM)

The document specifically set-up by Kong and the Operator to specify routine logistic and business 明确定义合同中出现的各种名词和
activities, procedures and responsibilities such as engine shipment and delivery instructions, engine 说法。
documentation, customer support procedures, warranty claim procedures, and workscope procedures.

1.2 CAAC 具体内容根据双方意愿增减,措辞


和文法需要通过法务人员审核
Civil Aviation Administration of China

1.3 Days 定义需要与双方被批准的体系中所


Any calendar Days. 描述的一直,至少关联关系上不冲
突、无争议。
1.4 Engine

The CFM56-7B engine specified by serial numbers in Appendix A, including spare Engines. The Engine CSM按需可有可无
and spare Engine serial numbers may be changed in line with the Operator’s fleet development.

1.5 Flight Cycle


确保定义中引用的名称是标准化或
通用的,没有歧义,没有二次定义
A completed Engine thermal cycle including the application of take off power. Each “touch-and-go” 的必要。
landing is also one cycle.

1.6 Flight Hour

The hour time of the accumulated Engine operating time intervals bet-ween wheels-off and wheels-on.
条款一:名词和定义
1.7 Foreign Object Damage (FOD)

Damage to any portion of the Engine caused by any object other than an integral part of the Engine
including but not limited to an impact or ingestion of birds, stones, hail and/or runway, taxiway or
apron gravel.
明确定义合同中出现的各种名词和
1.8 Incoterms
说法。
Incoterms 2000 plus later amendments as published by the I.C.C. Paris valid at the time of
conclusion of this Agreement. 具体内容根据双方意愿增减,措辞
和文法需要通过法务人员审核
1.9 FAA
定义需要与双方被批准的体系中所
Federal Aviation Administration of the United States of America 描述的一直,至少关联关系上不冲
1.10 EASA/LBA
突、无争议。

European Aviation Safety Agency and Luftfahrt Bundesamt 确保定义中引用的名称是标准化或


通用的,没有歧义,没有二次定义
1.11 Life Limited Part
的必要。
Any Engine Part which is admitted by the manufacturer for a defined service life stated in the terms
of flight hours and/or cycles.

1.12 Maintenance Policy Manual (MPM)

The document that describes and specifies Kong’s organization, structure and procedures.
条款一:名词和定义
1.13 Module

Modular construction - an Engine assembly of which large subassemblies can be removed,


exchanged and installed separately without adversely affecting the Engine integrity or performance.

1.14 Operator Owned Part/Module 明确定义合同中出现的各种名词和


说法。
Any Operator owned Repair Part or Module used during Work in order to expedite the Turnaround
Time.
具体内容根据双方意愿增减,措辞
1.15 Original Equipment Manufacturer (OEM) 和文法需要通过法务人员审核

CFM International S.A., France 定义需要与双方被批准的体系中所


1.16 Part 描述的一直,至少关联关系上不冲
突、无争议。
Any Part of an Engine.

1.17 Parts Management


确保定义中引用的名称是标准化或
通用的,没有歧义,没有二次定义
Contracting of Services which cannot be performed by Kong including necessary engineering and 的必要。
administrative Work to assure serviceable conditions.

1.18 Pool Parts/Modules

All Parts/Modules required in replacement of Parts/Modules for which the Repair time exceeds the
applicable Turnaround Time.
条款一:名词和定义

1.19 Purchase Order


明确定义合同中出现的各种名词和
An order stating that it is subject to the terms and conditions of this Agreement issued by the
Operator to Kong and includes:
说法。

a) The Purchase Order number to be referenced to in all invoices and other correspondence 具体内容根据双方意愿增减,措辞
related to the Work under such Purchase Order; 和文法需要通过法务人员审核
b) A statement of or reference to the applicable Work statement;
定义需要与双方被批准的体系中所
c) Return delivery instructions, including packaging and shipping. 描述的一直,至少关联关系上不冲
1.20 Rejected Part
突、无争议。

Any item removed by Kong from a Module or Engine which is not economically repairable in 确保定义中引用的名称是标准化或
accordance with OEM’s Engine Manual and consequently replaced by a Part. 通用的,没有歧义,没有二次定义
1.21 Repair Part 的必要。

Any Part which is repaired to serviceable condition.


条款一:名词和定义
1.22 Services

All Work in :

- Maintenance:Those actions required for restoring or maintaining Supplies in serviceable condition,


including servicing, repair, modification, overhaul, inspection and determination of condition.
明确定义合同中出现的各种名词和
- Modification:Services agreed upon between Kong and the Operator, which are based upon a
manufacturer's Service Bulletin.
说法。

- Testing:As defined in the applicable Engine manufacturer's Overhaul and Repair manual as well as 具体内容根据双方意愿增减,措辞
additional Testing if required by the Kong test procedures.
和文法需要通过法务人员审核
- Reconditioning
(Overhaul):The Work necessary to return Modules or Parts to the highest standard specified in the 定义需要与双方被批准的体系中所
relevant manuals.
描述的一直,至少关联关系上不冲
- Refurbishment 突、无争议。
(Engine, Module) :To restore an Engine or Module to ensure that cost effective operation will be
achieved.
确保定义中引用的名称是标准化或
- Repair:To make an Engine or Modules serviceable by replacing or processing failed or damaged Parts. 通用的,没有歧义,没有二次定义
- Restoration:The Work (on/off the aircraft) necessary to restore Modules or Parts to a specific standard. 的必要。

- Rework:To carry out Work on uninstalled Modules or Parts.

- Replacement:The action whereby a Module or Part is removed and another Module or Part is installed
in its place for any reason.

- Inspection:An examination of Supplies against a specific standard.


条款一:名词和定义
1.23 Service Bulletin (SB)

The primary document issued by the manufacturer to notify the Operator and Kong of
recommended Modifications, substitution of Parts, special Inspections/checks, reduction of existing
life limits or establishment of first time life limits and conversion from one Module to another.
明确定义合同中出现的各种名词和
1.24 Shop Operation Instructions SOI 说法。
The document specifically set up by Kong and the Operator to specify and control the procedures
for repair, overhaul and maintenance to the Operator’s Engines, Modules and Parts.
具体内容根据双方意愿增减,措辞
和文法需要通过法务人员审核
1.25 Supplies
定义需要与双方被批准的体系中所
Engines, Modules, Parts or any other items of associated equipment delivered to Kong for
Services. 描述的一直,至少关联关系上不冲
突、无争议。
1.26 Turnaround Time (TAT)

The agreed time of performance of Services for an Engine by Kong. Unless otherwise agreed and
确保定义中引用的名称是标准化或
subject to the provisions of Clause 5 of this Agreement, the TAT shall commence the day after 通用的,没有歧义,没有二次定义
receipt of an Engine or Module by Kong, provided all documents to be furnished by the Operator 的必要。
are made available to Kong, and ends upon redelivery of such Engine or Module according to
Clause 4.

1.27 Work

The performance of Services according to the terms and conditions of this Agreement.
条款一:名词和定义

明确定义合同中出现的各种名词和
1.28 Work Statement
说法。

Statement or Statements being part of the Purchase Order which include(s) the Work requirements 具体内容根据双方意愿增减,措辞
applicable to Engines, Modules or Parts. The Work Statement(s) shall include details relating but 和文法需要通过法务人员审核
not necessarily restricted to:

- Reason for shop visits 定义需要与双方被批准的体系中所


- Disassembly and re-assembly requirements 描述的一直,至少关联关系上不冲
- Inspection requirements
- Repairs to be accomplished
突、无争议。
- Modification standard to be accomplished
- Testing 确保定义中引用的名称是标准化或
- Shipping instructions. 通用的,没有歧义,没有二次定义
的必要。
条款二:协议内容范围

2.1 Operator agrees to place Purchase Orders for Services required on the Engines, Modules and
Parts owned or operated by it on Kong for the duration of this Agreement.

2.2 Kong agrees to accept Purchase Orders and will perform all Services on Engines, Modules and
Parts at the rates set forth in Appendix B hereto and subject to all other terms and conditions of this
Agreement.

2.3 All Services will be performed in accordance with the airworthiness requirements of the CAAC,
FAA and the EASA/LBA as applicable, the Engine manufacturer's Overhaul and Repair manuals, as
supplemented by Kong’s procedures, approved/accepted by the relevant airworthiness authorities,
Kong’s MPM, the Shop Operation Instructions, as well as any other particular condition as may be 内容的描述既要准确也要完整
expressly agreed to in writing by Operator and Kong. 由财务、法务、风控人员、专业工
程师共同确认
2.4 The Services will include but not be limited to the following:

2.4.1 Disassembly, cleaning, Inspection and rebuilding of Engines;

2.4.2 Exchange of Parts;

2.4.3 Rework of Engines, Modules and Parts to a serviceable condition:

2.4.4 Engine Testing according to the specifications of the Engine manufacturer and Kong;
条款二:协议内容范围
2.4.5 Parts Management

Incorporation of Modifications such as prescribed or advised from the manufacturer, Kong and/or
the Operator.

Technical support including Engineering Services when requested by the Operator, provided the
following Engine documentation is made available to Kong:

- Original Engine build-up data


- Log book or equivalent
- Life of all Life Limited Parts
- Performance monitor data of the Engine;
内容的描述既要准确也要完整
2.4.6 Replacement of Life Limited Parts;
由财务、法务、风控人员、专业工
2.5 程师共同确认
Should it become necessary for the proper performance to carry out Services substantially different
from those specified in the Work Statement, Kong will promptly notify the Operator of the nature
and extent of such Services and seek Operator's authorization to carry it out. The Operator shall
respond in writing (to include telex and telefax) to such request within 48hours. The Turnaround
Time will be increased by (i) the time needed by the Operator to respond to such request and (ii) as
the case may be by the additional time that is needed and verified by Kong due to the performance
of such different Services. Any impact on the agreed TAT resulting from such delay will be advised
by Kong.

In the event the Operator withholds the authorization or direction for the necessary alteration of the
Work Statement for a period exceeding ten (10) Days, Kong may remove the Engine, Module or
Part from the production line.
条款三:维修规范及记录
3.1
Kong will prior to commencement of Services establish and shall maintain throughout the duration
of this Agreement a service organization and facilities for Services on Engines, Modules and Parts
in accordance with the Engine manufacturer's manuals, Kong’s maintenance specification and
other applicable documentation. These facilities shall be approved by the EASA, FAA, CAAC, and
other appropriate authorities.

3.2
In respect of individual Engines or Modules, Operator shall render Kong all documents and supply
all information necessary to establish the extent of Services required, in a manner to be mutually
agreed by the Parties. This includes, but is not limited to:

3.2.1 The technical documentation (or any other applicable documentation): 内容的描述既要准确也要完整
由财务、法务、风控人员、专业工
3.2.2 Any required variations to the standard Work specification including Modifications which are 程师共同确认
required to be embodied in the Engine or Module during the performance of Work. Further
variations to any specific Work on an Engine or Module will be agreed between Kong and the
Operator;

3.2.3 Any further information in the possession of the Operator concerning the condition of the
Engine or Module;

3.2.4 Life of all Life Limited and/or time tracking Parts;

3.2.5 Installed power plant accessory component sheet, a listing by nomenclature of each
accessory component, Part number, quantity, time and cycles and serial number;
条款三:维修规范及记录

3.2.6 Log book or equivalent and Part (Module) cards;

3.2.7 Engine/Part installation data records;

3.2.8 Purchase Order;

3.2.9 Performance data (as mutually agreed upon) on that specific Engine for one month prior to
removal.

3.2.10 Original Engine build-up data


内容的描述既要准确也要完整
3.3
The Kong record system will include documentation of all Services performed, Rework operations
由财务、法务、风控人员、专业工
required and disposition of all Parts replaced. Kong agrees to keep all records herein described in 程师共同确认
form and detail sufficient for accurate and expeditious administration of the Agreement and shall
furnish to the Operator the following records and reports, as applicable for each shop visit:

3.3.1 Engine, Module, Part or accessory serial numbers;

The general exterior condition of the Engine, Module or Part and shipping conveyance;

List of the missing and/or damaged external Parts;

Borescope/chamber scope results, as applicable.


条款三:维修规范及记录
3.3.2 The following information for each cycle controlled and Life Limited Part installed during the
shop visit: a) Nomenclature
b) Part number
c) Serial number
d) History back to birth, i.e.
- Total operating cycles and hours accumulated to date
- Total cycles remaining, i.e.
e) Major maintenance events (date, TSN, CSN) if available.
f) Certifications tag and NIS for replaced llp during shop visit.

3.3.3 A list of all Parts determined to be scrap, with identified Part number, serial number (if
available), quantity, part time and cycles if defined as a tracking part and reason for scrap page in
case of the Life Limited Parts.
内容的描述既要准确也要完整
3.3.4 A list by nomenclature of each accessory component, Part number, serial number (if 由财务、法务、风控人员、专业工
available), quantity, Part time and cycles if defined as a tracking part. 程师共同确认
3.3.5 One (1) copy of the applicable engine and/or accessory test logs.

3.3.6 A report summarizing condition detected subsequent to Engine disassembly.

3.4
Kong shall be required to complete and properly execute CAAC Form 038, and if required by the
Operator’s needs certification forms in accordance with other appropriate airworthiness authorities’
regulations, subject to Kong being approved by such airworthiness authorities in line with Clause
3.1., for Supplies repaired, modified and/or tested by Kong under this Agreement.

Upon the request from the Operator accident and damage reports, including pictures and laboratory
investigation results will be issued by Kong.
条款四:交付

2000年国际贸易术语解释通则
E组(发货)
EXW 工厂交货(……指定地点)
4.1
Delivery of Engines, Modules, Parts and other items requiring Work to Kong's shall be
F组(主要运费未付)
effected by Operator DDU Kong’s facility in Shanghai, PRC.. FCA 货交承运人(……指定地点)
FAS 船边交货(……指定装运港)
The Operator shall advise Kong of its intention to deliver Engines, Modules, Parts and other FOB 船上交货(……指定装运港)
items prior to their dispatch. C组(主要运费已付)
CFR 成本加运费(……指定目的港)
Risk of loss or damage shall be borne by the Operator until arrival at Kong's facility Shanghai.
CIF 成本、保险费加运费付至(……指
4.2
定目的港)
After completion of Work Kong shall be obliged to redeliver Engines, Modules, Parts and CPT 运费付至(……指定目的港)
other items "FCA / Free Carrier" (Incoterms 2000) Kong's facility Shanghai and give notice to CIP 运费、保险费付至(……指定目的
the Operator of such redelivery in due course of time. 地)
D组(到达)
4.3 DAF 边境交货(……指定地点)
Redelivery shall be made by Kong upon fulfillment of the Services for the respective Engines,
DES 目的港船上交货(……指定目的港)
Modules, Parts or other items requiring Work.
DEQ 目的港码头交货(……指定目的港)
DDU 未完税交货(……指定目的地)
DDP 完税后交货(……指定目的地)
条款五:维修周期
5.1
Prior to delivery of an Engine, Module, Part or other item to Kong and after inspection by Kong,
Kong and the Operator shall agree on a reasonable TAT for such Engine, Module or Part.

5.2
TAT shall start the Day after receipt of an Engine, Module, Part or other item at Kong, provided all
documents according to Clause 3 are made available to Kong. Kong will use its best reasonable
effort to redeliver Engines back to the Operator

5.3
Compliance with an agreed TAT requires seven (7) Days advance notification by the Operator that
an Engine or Module is being or will be shipped for Services. In the event that Kong does not
receive such advance notification, the TAT shall commence with the start of Services on the Engine
or Module but not later than seven (7) Days after receiving the Engine or Module at Kong including 内容的描述既要准确也要完整
the necessary documentation. 由财务、法务、风控人员、专业工
程师共同确认
5.4
Any technical requests from Kong to the Operator which will affect the TAT have to be answered by
the Operator within 48 hours. The Turnaround Time will be increased (i) by the time needed by the
Operator to respond to such request and (ii) as the case may be by the additional time that is
needed and verified by Kong due to the respective technical request. Any impact on the TAT
resulting from this decision will be advised by Kong in advance or at the time of request.

5.5
Kong shall not be liable for exceeding the TAT due to reasons contained in Clause 5.8.

5.6
Kong shall promptly notify the Operator when such delays occur or impending delays are likely to
occur and shall continue to advise the Operator of new shipping schedules and/or changes thereto.
条款五:维修周期

5.7
In the event that the actual TAT in respect of an Engine or separately shipped Module exceeds the
TAT referred to in this Clause 5 (as such period may be extended pursuant to this Agreement) by
more than two (2) calendar weeks and if the Operator is in an AOG situation, the Operator may as
its sole remedy for such delay claim damages in an amount not exceeding the cost of providing a
lease Engine until such time as the delayed Engine or Module is delivered to the Operator. Such
claim is only permitted (i) if the Operator has maintained an appropriate quantity of spare Engines,
and (ii) is furthermore limited to the costs of a lease Engine for the overdue Days the original
engine is delayed. In the event Kong provides a lease Engine, such lease shall be subject to a
separate lease agreement.

内容的描述既要准确也要完整
5.8 由财务、法务、风控人员、专业工
Operator agrees that delivery dates are based on the assumptions that there will be no delays due 程师共同确认
to causes beyond the reasonable control of Kong. Kong shall not be charged with any liability for
delay or non-delivery when due to delays of suppliers of Kong including the Operator and any third
party, acts of God or the public enemy, compliance in good faith with any applicable foreign or
domestic governmental regulations or order whether or not it proves to be valid or invalid, fires,
riots, labor disputes, unusually severe weather or any other cause beyond the reasonable control of
Kong and which are not reasonable foreseeable. To the extent such causes actually retard the
deliveries or render them in part or whole impossible, the time for the performance shall be
extended for as such Days beyond the agreed date of delivery as is required to obtain removal of
such causes. This provision shall, however, not relieve Kong from using its best efforts to avoid or
remove such causes and to continue performance with reasonable dispatch whenever such causes
are removed.
条款六:送修

6.1
The Operator will provide Kong with an Order number before commencement of Services.

6.2
In the event that the Operator delivers an incomplete Engine or Module, Kong will inform the
Operator of the missing Parts. In case the Operator does not react within ten (10) Days upon such
information, Kong will redeliver the Engine or Module in received configuration. Should the
Operator request to add the missing Parts within the above mentioned ten (10) Days, Kong will use 内容的描述既要准确也要完整
reasonable efforts to deliver the requested Parts together with the Engine or Module.
由财务、法务、风控人员、专业工
Requested accessories which are not available at the date of redelivery of an Engine or Module will 程师共同确认
be sent to Operator in due course of time separately.

6.3
In case of Rework Kong shall not perform uneconomical Rework, i.e. when the costs for the
Rework of a Part exceed ???percent (?%) of the then current list price for the respective new
Part. In such case Kong shall replace the removed Part by a new one or serviceable one and
charge the price for it according to Appendix B.
条款七:不可用件

7.1
All Parts removed during Work and determined by Kong as scrap or rejected in accordance with
Engine Manual requirements with a value of less than US$ ?.00 be disposed of locally by Kong
provided the part is not repairable or the repair is uneconomical.

7.2 内容的描述既要准确也要完整
All Parts removed during Work and determined by Kong as scrap or rejected with a value of US$ ?
.00 or more will be stored at Operator owned stock subject to inspection by both parties twice a
由财务、法务、风控人员、专业工
year to determine further action. 程师共同确认

7.3
If Kong and the Operator cannot agree on further action for any such stored Parts within
consecutive twenty four (24) months after redelivery of the respective Engine(s), Kong shall deliver
such Parts to Operator EXW" (Incoterms 2000) in "as is" condition.
条款八:费用计算

For all Services the Operator shall pay the sums charged in accordance with Appendix B, B2, B3,
B4.
内容的描述既要准确也要完整
All charges shall be calculated in US$ based on Appendix B and finally Kong issues the invoice 由财务、法务、风控人员、专业工
equivalence in RMB to the Operator whereby the exchange rate for US$ and RMB shall be the 程师共同确认
official exchange rate (median-between buying and selling rate) published by the People’s Bank of
China on the day of issuing invoice.
条款九:费用支付
9.1 Services rendered for the Operator shall be separately invoiced by Kong for each individual
Purchase Order.

9.2 Invoices shall be issued in Yuan RMB forwarded to the Operator in 4 duplicates.

9.3 All invoices shall be due and payable within sixty (60) Days after receipt of invoice; all payments
shall be made in full net cash - free of all charges - in Yuan RMB on Kong 's bank account with
Bank Name: China Construction Bank, Shanghai Branch,

Beneficiary: Kong Co. Ltd.


CNY- Account No: 440000000000000009

9.4 In case of Excusable Delays at the Operator’s reason, Kong shall be entitled to payment of an
adequate and reasonable partial payment for Services already rendered. 内容的描述既要准确也要完整
由财务、法务、风控人员、专业工
9.5 A final invoice shall be issued for Services within two (2) months of completion of Work. The final 程师共同确认
invoice will be forwarded to the Operator via express service.

9.6 If Operator is in default of any payment obligation, Kong will issue a reminder stating that
payment is due within seven (7) Days. Sixty-eight (68) Days after receipt of invoice Kong is without
reminder and prejudice to any other rights entitled to charge interest at a rate of one percent (1%) per
month for any outstanding sum, beginning with any due date of payment,such interest being deemed to
accrue on a day to day basis from the due date.

9.7 If the Operator is in default of any payment obligation over 30 days, Kong may postpone the
performance of its own obligations under this Agreement until such payment is made.

9.8 The Operator is not entitled to withhold payments or to make any deductions whatsoever unless
accepted by Kong or affirmed by a judgment of a court of competent jurisdiction.
条款十:税务

10.1
Besides payments for Services rendered or Parts sold by Kong under this Agreement, the Operator
shall further pay to Kong
(1) Taxes required by both lawful taxing authority and customs which are related to the material
and parts import for the provision to the Operator by Kong under this Agreement.
(2) Delivery cost, customs fee, insurance fee and other incidental expenses paid by Kong for
providing any material and parts to the Operator under this Agreement.
(3) Reasonable legal fee and cost relating to (1) or (2) above.

10.2
If a claim is made under either item above, Kong, upon receiving notice of such claim, shall
promptly notify the Operator. On request of the Operator will negotiate or protest such claim in 内容的描述既要准确也要完整
consultation with the Operator. Respective payments Kong made by the Operator shall be charged
to and be paid by the Operator.
由财务、法务、风控人员、专业工
程师共同确认
10.3
If any tax if refundable, Kong and the Operator shall use their reasonable efforts to obtain the
refund or permit the Operator to protest such tax. If all or any part of such tax shall be refunded,
Kong shall repay to the Operator the equivalent amount by issuing a corresponding credit note and
attach related refund notice so that the Operator shall offset this in the next payment. The Operator
shall pay to Kong upon demand all reasonable expenses incurred by Kong in protesting payment of
such tax and endeavoring to obtain the aforesaid refund at the Operator’s request.

10.4
The aforesaid taxes only are incurred in connection with provision of Services and sales to the
Operator, excluding any taxes based upon the capital and net income or gain of Kong.
条款十一:外委协议

Kong may subcontract Services hereunder to the Engine manufacturer or to another qualified party 内容的描述既要准确也要完整
to perform Services.
由财务、法务、风控人员、专业工
Any subcontracting shall not release Kong from its obligations under this Agreement. 程师共同确认
条款十二:保修
12.1
Kong warrants that at the time of delivery of serviced Engines the Services will have been
performed in a workmanlike manner. This warranty is limited to Kong 's correcting at its facilities
such Services as are shown to Kong 's reasonable satisfaction being defective, provided that the
defect has arisen the first three thousand (3000) flight hours following redelivery , provided further
that written notice of the defect is received by Kong within ninety (90) Days after discovery by the
Operator. Transportation charges for return and redelivery of defective Engines to Kong and their
reshipment will be borne by Kong, subject to Clause 12.7 herebelow. In the event of a justified
warranty claim hereunder the warranty period shall be extended by the time required to carry out
the work.

12.2
Non-compliance of an Engine with the specified performance and consumption rates can only be
determined and demonstrated by a test run at Kong 's facilities or any test cell agreed between 内容的描述既要准确也要完整
both parties. 由财务、法务、风控人员、专业工
程师共同确认
12.3 Kong 's warranty shall not apply:

a) if after redelivery by Kong the Operator, its servants, agents, subcontractors or third parties have
abused, altered or repaired the Engine or Module or have not operated the Engine or Module in
accordance with the manufacturer's operating instructions or recommendations, or
b) if the Operator has not complied with its technical related obligations under this Agreement with
regard to the respective Engine or Module.

12.4
If an Engine defect was caused due to the failure of a new Part installed by Kong, the Operator
agrees to look exclusively to the manufacturer's warranty. In any event Kong 's liability shall be
limited to the extent outlined in this Clause 12 and Clause 13 herebelow and shall apply if all
attempts at judicial actions against the manufacturer have failed.
条款十二:保修

12.5
Kong assumes no warranty for Parts supplied by the Operator and properly installed by Kong.

12.6
If the warranty claim related to investigation of outside vendor, within two (2) month after the receipt
of the engine at Kong facility Kong will use its reasonable efforts to determine if a warranty claim
can be accepted; If the warranty related to the repair in house of Kong, Kong shall determine if the
warranty claim can be accepted within two (2) month.

12.7 内容的描述既要准确也要完整
In case the Operator asserts a warranty claim according to this Clause 12 and as a result of an
investigation performed by the Operator, Kong and an independent expert it is established that
由财务、法务、风控人员、专业工
Kong is not liable for the defects claimed, the costs of investigation as well as any other costs and 程师共同确认
expenses connected with such claim shall be borne by the Operator and due and payable upon
receipt of the respective in-voice. If the investigation shows it is the liability of Kong 's, all cost and
expenses connected with such claim shall be borne by Kong

The Operator and Kong will mutually agree on the person which shall act as the independent
expert.

12.8
If a defect will be caused due to Work performed by any of Kong 's subcontractors the Operator
agrees that the provisions of Clause 12.4 above will apply.
条款十二:保修
12.9 EXCLUSIVE WARRANTIES AND REMEDIES

THE FOREGOING WARRANTIES ARE EXCLUSIVE AND ARE GIVEN AND ACCEPTED IN LIEU
OF (i) ANY AND ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING WITHOUT
LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE; AND (ii) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY IN
CONTRACT, TORT OR STRICT LIABILITY, WHETHER OR NOT ARISING FROM Kong 's
NEGLIGENCE, ACTUAL OR IMPUTED. THE REMEDIES OF THE OPERATOR SHALL BE
LIMITED TO THOSE PROVIDED IN THIS AGREEMENT TO THE EXCLUSION OF ANY AND ALL
OTHER REMEDIES, INCLUDING WITHOUT LIMITATION, INCIDENTAL OR CONSEQUENTIAL
DAMAGES. NO AGREEMENT VARYING OR EXTENDING THE FOREGOING WARRANTY,
REMEDIES OR THIS LIMITATION WILL BE BINDNG UPON Kong UNLESS IN WRITING,
SIGNED BY TWO DULY AUTHORIZED OFFICERS OF Kong. 内容的描述既要准确也要完整
由财务、法务、风控人员、专业工
12.10 WARRANTY AGAINST OEM 程师共同确认
Upon request and supply of proper documentation, Kong will administer all warranty claims on
behalf of the Operator with respect to deficiencies in Parts as assigned on OEM's manual and
publications. The warranty allowances and benefits if granted by the Engine manufacturer or other
vendors with respect to such deficiencies and which are assignable to Kong will be transferred to
the Operator. Kong will on behalf of the Operator initiate such warranty claim as may be reasonably
justified and Kong may no charge per warranty claim to cover collection of data to complete the
Engine manufacturer's standard warranty claim form and initiation of a warranty claim, plus
verifiable reasonable expenses for special tasks such as engineering investigations and testing and
further claim administration incurred in connection with justifying a warranty claim. Any warranty
claim will be only administered if the Operator has concluded and maintained a valid general terms
agreement with OEM.
条款十三:承修义务

13.1
Kong, its officers, directors, employees, agents and subcontractors (collectively herein "the
Indemnified Parties") shall not be liable for any damage to or loss of any aircraft or other properties
owned or operated by the Operator or injury or death or any other damage sustained by the
Operator, its personnel or third parties due to or in connection with or in consequence of the
performance or non-performance of Services under this Agreement, unless caused by willful
misconduct or negligence of an Indemnified Party.
内容的描述既要准确也要完整
13.2 由财务、法务、风控人员、专业工
In cases of negligence(other than gross negligence), however, any liability of the Indemnified 程师共同确认
Parties shall be limited for any and all claims which might arise under or in connection with this
Agreement to US Dollar five million (US$5.000.000,00) per occurrence or in the aggregate per year.

13.3
Except for the Indemnified Parties’ liability outlined in Clauses 13.1 and 13.2 above, the Operator
shall indemnify and hold harmless the Indemnified Parties from any and all liability claims including
costs and expenses incident thereto.
条款十三:承修义务

13.4
Throughout the term of this Agreement, Operator shall maintain in full force, at its expense, the
following insurance:

a) Comprehensive aircraft third party, passenger (including personal injury), baggage (checked or
unchecked), cargo and mail legal liability insurance for a combined single limit of least US Dollars
fifty million (US$ 50.000.000,00) per occurrence. Such insurance shall name the Indemnified
Parties as additional insured.

b) Hull All Risks, Hull War and Allied Perils insurances covering Operator's aircraft against loss or 内容的描述既要准确也要完整
damage. Such Hull insurances shall contain a waiver of recourse in favor of the Indemnified
Parties, except in cases of the Indemnified Parties' liability outlined above in this Clause 13.
由财务、法务、风控人员、专业工
程师共同确认
Upon Kong 's request Operator shall have its insurers provide certificates of insurance evidencing
the coverage required herein, and such insurance certificates shall also include that the insurers
accept and insure the indemnification and hold harmless provisions of this Clause 13. But only to
the extent of the coverage provided under the related policies. Any deductibles shall be the sole
responsibility of the Operator.

13.5
For the purposes of this Clause 13, the term "Indemnified Parties" shall also include the companies
of the Kong’s group of companies (Kong).
条款十四:其他相关事项

14.1 Interpretation

The rule of construction that ambiguities or inconsistencies are to be resolved against the drafting
party shall not be employed in the interpretation of this Agreement to favor any party against the
other. Ambiguities or inconsistencies shall be resolved by applying the most reasonable
interpretation under the circumstances, giving full consideration to the intentions of the parties at
the time of conclusion of this Agreement.

14.2 Order of Precedence


内容的描述既要准确也要完整
In the event that there are any conflicts of inconsistencies between the provisions of this Agreement
and the appendices hereto, the provisions of this Agreement shall prevail.
由财务、法务、风控人员、专业工
程师共同确认
14.3 Merger of Negotiations

The terms and provisions contained herein constitute the entire agreement between the parties and
the parties agree that neither of them has placed any reliance whatsoever on any representations,
agreements, statements or understandings made prior to the signature of this Agreement whether
orally or in writing relating to the scope of this Agreement other than those expressly incorporated in
this Agreement which has been negotiated on the basis that its provisions represent their entire
agreement relating to the subject matter hereof and shall supersede all such representations,
agreements, statements and understandings.
条款十四:其他相关事项
14.4 Property and Risk

The risk in respect of loss of or damage to the supplies shall pass to Kong on delivery to Kong in
accordance with Clause 4 hereof and shall remain with Kong until redelivered in accordance with
Clause 4 hereof.

Kong shall maintain adequate insurance coverage against loss of or damage to the Supplies while
they are in its care, custody and control.

Should any of the items delivered to Kong according to Clause 4 above while being in Kong 's care,
custody and control due to Kong 's default be destroyed or damaged, howsoever, Kong as its sole
responsibility and as Operator's sole remedy with regard thereto, will either (as Kong may in its
discretion decide) provide an adequate replacement or pay to the Operator the actual replacement
cost of the items concerned. 内容的描述既要准确也要完整
由财务、法务、风控人员、专业工
Kong shall at all times ensure that Supplies in its care, custody and control do not by its act or 程师共同确认
omission become the subject of any lien, tax, charge, duty or encumbrance and Kong shall
indemnify the Operator against all costs, expenses and damages which the Operator may incur or
suffer by reason of Kong failing to carry out its obligations under this Clause.

14.5 Lien

Notwithstanding anything to the contrary in this Agreement, Kong shall have a general lien on any
Supplies in its possession for all amounts due under this Agreement and not paid when due.

14.6 Title to Parts

Title to Parts incorporated during Services shall pass to the Operator upon payment in full of Kong
's respective invoices for such Services.
条款十四:其他相关事项

14.7 Title to Exchanged Parts

The Operator and Kong each represent and warrant that they will accomplish transfer of the full
legal title of any item exchanged hereunder free and clear of all charges, liens and encumbrances.
The Operator warrants the authorization of the owner of such items to effect such exchange of title.
Either party will only with the prior written consent of the other enter into any arrangement or
agreement which might prejudice or impair its ability to perform its obligations under this Clause.

14.8 Assignment

Neither party hereto may assign any of its rights or obligations hereunder without prior written
consent of the other party except that Kong may assign claims for monies due hereunder to a bank 内容的描述既要准确也要完整
or to a bank or other financial institution. Any assignment made in violation of this Clause shall be
null and void.
由财务、法务、风控人员、专业工
程师共同确认
14.9 Alterations and Amendments

This Agreement shall not be altered or amended in any way other than by agreement in writing (to
include telex) entered into by the parties hereto after the date of this Agreement, which is expressly
stated to amend or alter this Agreement.

14.10 Negation of Waiver

Failure of either party at any time to enforce any of the provisions of this Agreement shall not be
construed as a waiver or forbearance by such party of such provisions or in any way affect the
validity of this Agreement or part thereof.
条款十四:其他相关事项

14.11 Partial Invalidity

In case one or more of the provisions contained in this Agreement should be or become fully or in
part invalid, illegal or unenforceable, the validity, legality or enforceability of the remaining
provisions contained in this agreement shall not be affected in any way or impaired thereby, and the
parties shall to the extent possible replace such invalid, illegal or unenforceable provision(s) by
another clause or clauses considering the economic intention of the parties.

14.12 Inspection

The appropriate airworthiness authorities and Operator's representatives may at all reasonable
times, upon advance notice, inspect the performance of Services. During such an event Kong will 内容的描述既要准确也要完整
provide to the Operator office space, including telephone and facsimile devices. Any such
inspection shall not constitute an acceptance of Services.
由财务、法务、风控人员、专业工
程师共同确认
14.13 Headings

The headings of clauses and the table of content of this Agreement are inserted for convenience
only and are not deemed as part of this Agreement or affect the construction or interpretation of the
provisions of this Agreement.

14.14 Relationship of the Parties

The Relationship of the Parties hereto shall be that of independent contractors and not that of
principal and agent. Neither Party shall represent as agent of the other.
条款十四:其他相关事项

14.15 Proprietary Information

In respect of all information acquired by either Party directly or indirectly from the other, each Party
undertakes:

- not to disclose the information to any third party without the written permission of the other Party
except only to the extent necessary to those of its employees to whom such disclosure is
reasonably necessary for the performance of the Work. Any legal entity of the Kong’s group of
companies shall not be considered as a third party in this context and disclosure of necessary 内容的描述既要准确也要完整
information as agreed with the Operator may be made available to any of them;
由财务、法务、风控人员、专业工
- not to use the information for any purpose other than performance of Services; 程师共同确认

- not to copy the information except as may be reasonably necessary for the purposes specified in
the subclasses above;

- to return to the appropriate Party on demand all information which has been supplied by the other
Party in the form of drawings or written material including all copies, provided such information is
no longer required for the performance of Work.
条款十四:其他相关事项

The above clause will not apply to any information which;

- is or becomes generally known in the aero-engine industry otherwise than by breath of this
Agreement, or

- was in its possession by virtue of being recorded in its files or being in its use prior to the receipt
or acquisition from the other Party, or
内容的描述既要准确也要完整
- has been received from a bona fide person not receiving the information directly or indirectly from 由财务、法务、风控人员、专业工
the other Party. 程师共同确认
The obligations imposed on both Parties by this clauses will survive the expiration or termination of
this Agreement and will remain in force until such time as and to the extent that the information
referred to in this clause is or becomes generally known in the aero-engine industry otherwise than
by a breath of this Agreement.

Nothing contained herein shall convey to Kong and the Operator any right to use or exercise any
patent, copyright or other intellectual property right belonging to the other Party.
条款十五:合同有效期
15.1
This Agreement shall be effective on ___APR, 2016 and shall remain valid and binding until ___
APR, 2020, at which time it shall be automatically renewed for an additional one (1) year until such
time as terminated by either party with at least one (1) month prior written notice to the other party.
For any Purchase Orders placed prior to any date of expiration or termination of this Agreement
shall continue to be valid until fulfillment of all obligations of the parties thereunder.

15.2
The rights and obligations of the parties under the following clauses shall survive any termination or
expiration of this Agreement:
Clause 10 (TAXES)
Clause 12 (WARRANTY)
Clause 13 (LIABILITY)
Clause 14.15 (PROPRIETARY INFORMATION) 内容的描述既要准确也要完整
Clause 16 (APPLICABLE LAW AND ARBITRATION). 由财务、法务、风控人员、专业工
程师共同确认
15.3 Termination

If either the Operator or Kong makes an agreement with creditors compounding debts, enters into
liquidation whether compulsory or voluntary (otherwise than for the purpose of amalgamation or
reconstruction), becomes insolvent, suffers receiver of the whole or parts of its assets to be
appointed, or commits a breach of any of its obligations under this Agreement (hereinafter
collectively "Events of Default"), the defaulting party shall have thirty (30) Days upon notification by
the non-defaulting party to remedy any such Event of default or provide an acceptable plan for the
remedy otherwise the non-defaulting party shall have the right without prejudice to its other rights or
remedies under applicable laws which rights or remedies shall be cumulative and not exclusive:

a) to terminate this Agreement or any Purchase Order hereunder by written notice (to include telex), and
b) to stop any Work already commenced and to refuse to commence any further Work.
条款十六:法律适用与仲裁条款

This Agreement shall be governed by and construed in accordance with the laws and regulations of
the PRC.

All disputes arising form the execution of, or in connection with, the Agreement shall be amicably
settled through consultation between the Parties with their best efforts. If no settlement can be
reached through consultation within three (3) months after one Party has received from the other
Party notice in writing on the existence of such dispute, the dispute shall be submitted to the China
International Economic and trade Arbitration Commission (CIETAC) for arbitration which shall be
conducted in accordance with the Commission’s Arbitration Rules in effect at the time of applying
for arbitration. The language to be used in the arbitration proceeding shall be Chinese. The place of 内容的描述既要准确也要完整
arbitration will be Beijing. The arbitration award shall be final and binding on the Parties.
由财务、法务、风控人员、专业工
In case that any translation is required in the course of or in connection with such arbitration, each 程师共同确认
Party shall bear half of the translation costs.

During the arbitration proceeding, the Agreement shall continue to be executed by the Parties
(except for the part which is under arbitration).

In any arbitration proceeding, any legal proceeding to enforce an arbitral award and in any other
legal action between the Parties relating to this Contract, each Party expressly waives the defense
of sovereign immunity and any other defense based on the fact or allegation that it is a political
subdivision, agency or instrumentality of a sovereign state.
条款十七:联系沟通方式
Any notice or communication to be served pursuant to this Agreement shall be sent by registered
mail, telefax, telex or delivered personally and shall be deemed to have been duly given when
received by the addressees under the following address:

For Operator:

Airlines Co., Ltd.

Phone: 0086-.....
Fax: 0086-.....
SITA:.......
Telex: .......

内容的描述既要准确也要完整
For Kong : 由财务、法务、风控人员、专业工
程师共同确认
Kong Co., Ltd.
Trade Zone,
Shanghai, P.R.China 700000
Phone: 0086-….
Fax: 0086-……
SITA:
Telex:

or such other place of business as may be notified in writing by the other party to this Agreement
from time to time.

All notices, reports, certificates, data and communications pertaining to this Agreement shall be in
the English language.
条款十八:其他

Clause 18

The agreement will be made in four(4) original counterparts, two(2) for each party, each counterpart
will have the equal legal validity.

Clause 19
All attachments described in this agreement will be deemed incorporated into and made a part of
this agreement , except that if this any conflict between this agreement and the provisions of any
attachment, the provisions of this agreement will control, terms used in an attachment and also
used in this agreement will have the same meaning in the attachment as in this agreement. 内容的描述既要准确也要完整
由财务、法务、风控人员、专业工
程师共同确认
IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be executed
and delivered on its behalf by its duly authorized representative(s) as of the Day, month and year
written below.

Date, Place …………………………….. Date, Place ……………………………..

Signature pages
附件:A

Appendix A

Shop Visit

This agreement will cover all shop visits except the warranty claim of other vendor
during the effective and valid time of this agreement.
内容的描述既要准确也要完整
ENGINE 由财务、法务、风控人员、专业工
程师共同确认
The following Engines are covered under this Agreement:

xxx

and any other CFM56-3 engines added to the Operator’s B737 fleet through the duration of this
Agreement.
附件:B

Appendix B

T&M Conditions for Engine Maintenance Services on CFM56-3 Engines

Appendix B1 Rates for Engine Maintenance Services on CFM56-3 Engines

For all Services provided by Kong Co. Ltd. (“Kong”), the customer shall pay the amounts invoiced
in accordance with the following rates:
内容的描述既要准确也要完整
1. Hourly Rate US$ $X.00
由财务、法务、风控人员、专业工
2. Incoming Test-run (Including Fuel & Oil) US$ $X,000.00 程师共同确认

3. New material supplied by Kong (if original parts are determined rejected):

3.1 New replacement parts shall be priced according to the CLP with a mark up of X%
limited to US$XXX per Part or US$XXX per Set

3.2 New LLPs shall be priced according to the CLP with a markup of X%
limited to US$XXX per Part
附件:B
4. Used Material supplied by Kong (if original parts are
determined rejected).

4.1 Used replacement parts shall be with a markup of X%


priced at X% of the CLP

4.2 Used LLPs shall be priced on a prorate basis according to the CLP with a mark up of X%
limited to US$XXX per Part.

Cycles New - Cycles Used X The Current Spare Parts Price


Cycles New

5. Exchange Parts supplied by Kong 内容的描述既要准确也要完整


5.1 For Parts supplied on a “One for One” exchange
basis, an exchange fee of X%
由财务、法务、风控人员、专业工
based on the CLP will be charged. In addition to the exchange fee, the actual repair cost to 程师共同确认
return the removed part to serviceable standard will be charged in accordance to this Appendix
limited to US$XXX per Part and $XXX per set.

5.2 For LLPs supplied on a “One by One” exchange basis, an exchange fee of
X%
based on the CLP will be charged,limited to US$XXX per Part. In addition to the exchange fee, the
actual repair cost to return the removed part to serviceable standard will be charged in accordance to this
Appendix.

A life cycle adjustment will be calculated based on the CLP and the difference between the remaining life
of the removed and installed LLPs. Removed LLPs with a remaining life of 10% will be deemed scrap.
附件:B

6. Sub-Contracted Services

Sub-Contracted services will be charged at the actual vendor invoice plus a handling fee of X%
capped at XXX per part and XXX per set

7. Technical Services

The charges for Technical Services provided at Operator’s Facilities will be priced at
$X.00/Man hour
Or $X0.00/Man-day (X hrs. per day counting) 内容的描述既要准确也要完整
由财务、法务、风控人员、专业工
程师共同确认
Notes:

All Parts Prices are based on the OEM Catalogue List Price (CLP) in effect at the re-delivery date
of the Engine/Module. For any engine maintenance services provided during the transition period
from old to new CLP, Kong and Operator shall discuss and determine the price basis in reasonable
and fair manners.

All prices quoted herein are in US Dollars and are valid for CFM56-3 only . All prices shall be
escalated annually in accordance with Appendix C to this Agreement.
附件:C
Appendix C

Escalation Formula

Escalation formula applicable to labor provided by Kong :

P1 = P0 x A

Whereby:

P1 = effective hourly rate


内容的描述既要准确也要完整
P0 = actual hourly rate
由财务、法务、风控人员、专业工
A = the annual increased gross hourly wage published by 程师共同确认
Shanghai, the People’s Republic of China.

Escalation formula for material fixed prices and mark-up caps:

The material fixed prices and mark-up caps as outlined in Appendix B1 shall be adjusted in
accordance with the published OEM price lists and the material price increases reflected therein.

Escalation formula for subcontracted repairs and accessories/QEC inspection/bench test:

Shall be adjusted in accordance with the annual increase of the pub-lished GE Component Repair
and Accessory Catalog
发动机按小时包修那些事儿
常见说法
• * 罗罗: Total care
• * GE: True Choice Flight Hour Agreement
• * 普惠:FMP(Fleet Management Plan)
• * IAE: FHA(Fleet Hour Agreement)
• * CFMI: Rate Per Flight Hour Agreement
• * AFI:CPFH(Cost Per Flight Hour),不属于OEM
• * MTU:FBH(Fly by Hour)
基本概念
* 概念:航企与发动机MRO或OEM约定
• * 在选定时间范围内
• * 包修厂家提供发动机维修服务
• * 航企按”约定费率+发动机飞行小时“付费
* 按小时包修模式
• *OEM或MRO
• * 保证航企财务资金流的平稳
• * 航企对新型机队维修的主流操作模式
* OEM是主要包修供应商

• * 零部件供应优势

• * 技术支援优势

• * 其他优势
对航企好

• 平滑或阶梯状平滑发动机修理费用,解决修理费用波动的问题

• 准确预测发动机每一年的修理成本

• 减少航企日常工程管理负担

• 保障备发支援

• 避免因技术革新、材料更新、OEM问题造成的非计划因素造成的
成本风险
对航企不好

• 控制修理工作范围,仅仅满足最低退出条件,对航企后续管理不利

• 因未触发合同拆发条件而拒绝下发,给航企造成下发诉求的被动
(安全、缺陷、衰退、孔探、监控、间隔等)

• 无详细修理账单,无修理成本构成知识,附加服务涵盖范围多,不
利于发动机管理人员成长

• 整个机队同一发动机型号包修合同退出条款与后加入的租赁协议退
出条款有差异,造成退租风险
小时费率 * 飞行小时数--->发动机维修费用
• 不同年度飞行小时数
• 不同机型
• 不同单台发动机
• 小时循环比
• 减推力
• 运行环境
• 其他
* 修理量越大,平均费用就越低。判断修理量依据
• 飞机型号
• 发动机型号
• 机队数量
* 机队平均年利用率
• 规定一个最低年利用率,如3000FH/Y
• 按高于或等于最低年利用率付费。保证供应商收到足够包修
费用
* 机队平均小时循环比
• 平均飞行小时与飞行循环比例,如2.0
• 小时循环比低,LLP使用时间短,增加包修期内的航材成本,
小时包修费会提高
* 机队平均减推力
• 定义航企该机型起飞减推力比例或综合减推力比例,如10%
• 减推力多则发动机损坏降低,延长在翼时间,小时包修费率也会
降低
* 年平均起飞场温
• 该机型所飞机场的年平均起飞场温
• 平均起飞场温越低,发动机损耗减少,延长在翼时间,降低小时
包修费
* 备发数量或备发率
• 备发充足程度影响包修附加服务
• 包修商需要在发动机不可用时租用发动机提供给航企使用,对小
时包修费率影响
* 合同的期限
• 根据各自需求共同商定一个包修期限,如15年
• 租赁飞机,通常合同期限就是飞机退租的期限
* LLP最低安装标准
• 如7000,依发动机型号和小时循环比而定
• 保障发动机修理后装机使用,不会因时寿件到寿而拆下
* 小时费率
• 综合以上因素,议定一个基本的发动机小时费率
• 按季度或其他期限支付
• 通常每期支付按合同约定的标准小时利用率计算的包修费用,
年底按实际情况进行一次调整。
* 小时费率浮动率
• 供应商根据人工成本和航材价格等变化提供一个年度小时费
率浮动率,对小时包修价格进行调整
• 同时规定一个固定值或封顶值,防止调整过多,如调整3%,
不超过-5%~+5%
* 合同结束退出条件
• 通常2种形式
• 现状退出
• 满足某些条件退出
• 退出博弈
• 航企希望必须能够保证不低于或者接近单独送修时的发动机状态
• 供应商考虑如何保证其在包修期间的最大利润
• * 小时包修的附加服务
* 发动机维修计划服务
* 提供在翼远程监控服务
* LLP置换
* 附件修理服务
* FOD损伤修理
* 备发AOG支援
* 在翼排故支援服务
* 其他约定的服务项目
探讨:机队送修管理的模式选择
第一阶段 单台送修询价,材料+工时
• 机队规模小
• 保安全、保质量、保可靠性
• 价格公开透明

• 送修量小
• 优惠少
• 修理客服差
第二阶段 打包询价,整机封顶价
• 送修量增加
• 打包询价有价格成本优势
• 批量管理

• 工作范围调整难度加大
• 不包括项目比较重要
• 开始有备发数量
第三阶段 单元体采用封顶价,打包询价,
• 比如17个单元体+附件/LRU
• 长期协议,
• 质量优选
• 对比优势,数据可比性强
• 不同维修级别费用比较
• 对供应商的数据化科学管理
• 围绕降低成本、提高质量的系统管理效应

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