Aircraft Sales Agreement

(b) The performance, supply and delivery of the contract by the seller has been duly authorized by all necessary measures on behalf of the seller and is not in contradiction with a violation of any of the conditions or resulting in a delay in a document, instrument or agreement involving the seller. The buyer and seller agree that the terms of this contract, including all exhibitions, constitute the entire agreement between the parties. The representations, guarantees, alliances and agreements of the buyer and seller will survive the conclusion for the long term. (g) The seller agrees to compensate the buyer for and against any claim by a broker or other party that asserts an interest in the aircraft or the purchase price resulting from a real or alleged or contractual relationship or agreement with the seller. The seller wishes to exchange the full right, title and participation of the seller on the aircraft for other aircraft of the same nature and qualifying use, in accordance with Section 1031 of the Internal Income Code. In order to promote these rights, the seller expressly reserves the right to exercise his rights, but not his obligations, in accordance with IRC Reg. 1.103l (k) -l (g) (4) to be sold to Exeter 1031 Exchange Services, LLC, a qualified intermediary. Any sale, use or similar taxation and any interest or penalty on these taxes (unless such interest or penalties are the result of an act or omission by or on behalf of the seller that is not authorized or ordered by other means by the buyer) resulting from the sale of the aircraft to the buyer, excluding income, capital gains or similar taxes that are imposed on the seller , are the buyer`s responsibility. When the seller receives a notification of similar sales, uses or taxes, audits, receivables, receivables or debts at risk, for which the buyer may be held liable in accordance with this section, the seller must immediately inform the buyer of such potential tax debt.

The buyer has the right to control, manage or defend audits, claims, claims, proposals of liability or litigation relating to a use of the sale or a similar tax for which the buyer is responsible in accordance with this section. Certain _____N________die manufacturer`s serial numbers – as well as all other devices, data, instruments, accessories, accessories, equipment or other equipment or objects installed or connected to these aircraft on these aircraft, as well as aircraft equipment and documents associated with the above parts, as defined in this aircraft purchase agreement (the agreement) between the seller and the purchase unit.