12-11873-smb Doc 971 Filed 12/21/12 Entered 12/21/12 17:04

James H.M. Sprayregen, P.C. Paul M. Basta KIRKLAND & ELLIS LLP 601 Lexington Avenue New York, New York 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900

- and -

Patrick J. Nash, Jr. (admitted pro hac vice) Ross M. Kwasteniet (admitted pro hac vice) KIRKLAND & ELLIS LLP 300 N. LaSalle Chicago, Illinois 60654 Telephone: (312) 862-2000 Facsimile: (312) 862-2200 Counsel to the Debtors and Debtors in Possession

UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK

) In re: ) Chapter 11 ) HAWKER BEECHCRAFT, INC., et al.,1 ) Case No. 12-11873 (SMB) ) Debtors. ) Jointly Administered )

DEBTORS’ BRIEF IN SUPPORT OF THE DEBTORS’ FIRST OMNIBUS MOTION FOR ENTRY OF AN ORDER AUTHORIZING THE DEBTORS TO REJECT CERTAIN AIRCRAFT WARRANTY AND SUPPORT OBLIGATIONS RELATED TO HAWKER

4000 AND PREMIER I AND IA JETS EFFECTIVE AS OF NOVEMBER 15, 2012

1 The Debtors in the chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification

number, include: Hawker Beechcraft, Inc. (2598); Arkansas Aerospace, Inc. (7496); Beech Aircraft Corporation (0487); Beechcraft Aviation Company (3548); Hawker Beechcraft Acquisition Company, LLC (8770); Hawker Beechcraft Corporation (5770); Hawker Beechcraft Defense Company, LLC (5891); Hawker Beechcraft Finance Corporation (8763); Hawker Beechcraft Global Customer Support Corporation (7338); Hawker Beechcraft Holding, Inc. (6044); Hawker Beechcraft International Delivery Corporation (6640); Hawker Beechcraft International Holding LLC (6757); Hawker Beechcraft International Service Company (9173); Hawker Beechcraft Notes Company (0498); Hawker Beechcraft Quality Support Company (7800); Hawker Beechcraft Regional Offices, Inc. (3889); HBC, LLC (N/A); and Rapid Aircraft Parts Inventory and Distribution Company, LLC (N/A). The location of the Debtors’ corporate headquarters and the Debtors’ service address is: 10511 East Central, Wichita, Kansas 67206.

12-11873-smb Doc 971 Filed 12/21/12 Entered 12/21/12 17:04:49 Main Document Pg 1 of 187

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BACKGROUND

1. On, November 15, 2012, the above-captioned debtors and debtors in possession

(collectively, the “Debtors”) filed a motion (the “Rejection Motion”)2 seeking to reject warranty

and support agreements for the Debtors’ Hawker 4000 and Premier I and IA product lines.3 Six

parties filed formal objections (the “Objections”)4 to the Rejection Motion, however, prior to the

hearing on the Rejection Motion, two objecting parties withdrew their objections,5 leaving only

four objections filed by customers who purchased a Premier I or IA jet aircraft (collectively, the

“Premier Objectors”). In addition, on December 13, 2012, Pace withdrew its objection to the

Rejection Motion [Docket No. 926].

2. In response to the Objections, the Debtors filed an omnibus reply (the “Reply”).6

In support of the Rejection Motion and the Reply, the Debtors filed the declaration of Scott

2 See Debtors’ First Omnibus Motion for Entry of an Order Authorizing the Debtors to Reject Certain Aircraft

Warranty and Support Obligations Related to Hawker 4000 and Premier I and IA Jets Effective as of November 15, 2012 [Docket No. 777].

3 The agreements for the Hawker 4000 and Premier I and IA aircraft that the Debtors seek to reject include: (a) aircraft purchase agreements between the Debtors and their customers (the “Aircraft Purchase Agreements”) which contain the warranty obligations, (b) Hawker Beechcraft Corporation Support Plus Agreements between the Debtors and their customers (the “Support Plus Agreements”) which contain the “Support Plus” program obligations, and (c) individual agreements between the Debtors and their customers (the “Other Support Agreements”) which contain the Post-Delivery Commitment and Upgrade and Enhancement Program (each as defined in the Rejection Motion) obligations. The Other Support Agreements pertain only to Hawker 4000 aircraft, the Debtors are not seeking to reject any Other Support Agreements for Premier I and IA aircraft.

4 See (a) limited objection of Pace Aviation, LLC (“Pace”) to the Rejection Motion [Docket No. 875] (the “Pace Objection”); (b) objection of McGrath Air, LLC (“McGrath”) to the Rejection Motion [Docket No. 876] (the “McGrath Objection”); (c) objection of RCS Holdings, LLC to the Rejection Motion [Docket No. 884]; (d) objection of Biozyme Incorporated to the Rejection Motion [Docket No. 885]; (e) joinder of Elegant Aviation Limited (“EAL”) in objections to the Rejection Motion [Docket No. 889] (the “EAL Objection”); and (f) objection of Rotorwing, B.V. (“Rotorwing”) to the Rejection Motion [Docket No. 890] (the “Rotorwing Objection”).

5 See notice of withdrawal of the McGrath Objection [Docket No. 912]; and notice of withdrawal of the EAL Objection [Docket No. 916].

6 See Debtors’ Omnibus Reply to Objections to the Debtors’ First Omnibus Motion for Entry of an Order Authorizing the Debtors to Reject Certain Aircraft Warranty and Support Obligations Related to Hawker 4000 and Premier I and IA Jets Effective as of November 15, 2012 [Docket No. 908].


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Brubaker (the “Brubaker Declaration”), which was attached as Exhibit A to the Reply.

3. On December 11, 2012, the Debtors and three of the Premier Objectors (Pace,

Biozyme, and Rotorwing) appeared before the United States Bankruptcy Court for the Southern

District of New York (the “Court”) for a hearing (the “Hearing”). At the Hearing, the Debtors

called one witness, Scott Brubaker, a managing director of Alvarez & Marsal North America, the

turnaround and restructuring advisor to the Debtors in their bankruptcy proceedings, who

testified in support of the Rejection Motion. The Premier Objectors did not call any witnesses at

the Hearing.

4. At the end of arguments at the Hearing, the Court (a) denied the Rejection Motion

with respect to the Other Support Agreements, (b) reserved ruling with respect to the Aircraft

Purchase Agreements and Support Plus Agreements (together, the “Discontinued Agreements”),7

(c) directed the Debtors to provide the Court with a copy of the Hearing transcript,8 (d) directed

the Debtors to identify which customer obligations in the Discontinued Agreements would give

rise to a material breach if not performed,9 (e) offered the Debtors and any other party the

opportunity to brief the issue of whether unfulfilled conditions (as opposed to unfulfilled

obligations) are sufficient to render a contract “executory” under the Countryman Test (as

defined herein), and (f) offered the Debtors and Rotorwing the opportunity to brief the issue of

whether the Debtors were required to serve notice of the Rejection Motion as if it were a

7 Copies of the form Aircraft Purchase Agreements for Premier I and IA aircraft and Hawker 4000 aircraft are

attached hereto as Exhibits A1 and A2, respectively. Copies of the form Support Plus Agreements for Premier I and IA aircraft and Hawker 4000 aircraft are attached hereto as Exhibits B1 and B2, respectively.

8 On December 14, 2012, the Debtors provided to the Court paper and electronic copies of the transcript of proceedings dated December 11, 2012 (the “Hr’g Trans. 12/11”).

9 The Court conceded that the Debtors have material outstanding obligations under the Discontinued Agreements. Hr’g Trans. 12/11 at 68:7-68:12.


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summons.10

PRELIMINARY STATEMENT

5. The central issue discussed in this brief in support of the Rejection Motion (this

“Brief”) is whether the Debtors’ customers have remaining material performance obligations

under the Discontinued Agreements that, if not performed, would excuse the Debtors’ future

performance. This is the essence of the “Countryman Test,” one of the tests for “executoriness”

applied in the Second Circuit. The customers have material performance obligations remaining

under the Discontinued Agreements that, if not performed, would excuse the Debtors’ future

performance, or, in some instances, would permit the Debtors to sue for breach of contract.

Therefore, the Discontinued Agreements are “executory contracts” for purposes of the

Countryman Test.

6. The Aircraft Purchase Agreements contain two main sections, the purchase

agreement section and “Exhibit A” to the purchase agreement which contains the limited

warranty (the “Limited Warranty”). Under the purchase agreement, the customer’s most

significant obligation is to pay for the aircraft; an obligation that each customer has fully

performed. However, the purchase agreement contains additional material performance

obligations that the customers must continue to perform indefinitely – namely confidentiality

obligations and an indemnity.11 As described below, the Debtors may, in their discretion, sue a

non-performing customer for specific performance or may terminate the purchase agreement

(excusing the Debtors’ future performance) if a customer breaches their confidentiality or

indemnification obligations. Therefore, the customers have not fully performed under the

10 See Hr’g Trans. 12/11 at 68:1-71-12.

11 Exhibit A contains an additional indemnity.


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Aircraft Purchase Agreements and the Aircraft Purchase Agreements are plainly executory.12

7. In addition, under the Limited Warranty part of the Aircraft Purchase

Agreements, customers have further material performance obligations, including (a) the

obligation to maintain, operate, and store their aircraft in accordance with the Debtors’ manuals

and other instructions (including “Mandatory Service Bulletins”)13 and Federal Aviation

Regulations and advisory circulars and (b) the obligation to only use their aircraft for

conventional owner/operator usage. Although some might refer to these obligations as

“conditions” rather than “duties,” they are more properly characterized as material duties as they

involve the customers’ promise to take affirmative action – which takes time and costs money –

including acting to maintain, store, and operate their aircraft as required under the warranty.

These compliance obligations are rigorous and require time, attention, and specific actions on the

part of the customers. These compliance obligations are not mere passive conditions to the

Debtors’ performance that don’t require further action on the part of the customer.14 If the

customers do not comply with their rigorous performance obligations, the Limited Warranty is

void and the Debtors are excused from future performance. While the Debtors may not be able

to sue their customers for failing to comply with their performance obligations, the ability to

12 The Aircraft Purchase Agreements constitute one integrated agreement. Therefore, the customers’ remaining

material performance obligations under either the purchase agreement section or the Limited Warranty, alone, are sufficient to render the entire contract executory. In re MF Global Holdings Ltd,. 466 B.R. 239, 241 (Bankr. S.D.N.Y., 2012) (“The trustee must either assume the entire contract, cum onere, or reject the entire contract ….”)

13 Generally, a “Mandatory Service Bulletin” is a written statement issued by the Debtors in response to an identified problem affecting the airworthiness of the aircraft or other safety concerns that requires an aircraft owner to remedy the problem by securing appropriate service for their aircraft.

14 Compare these duties to, by way of example, the customers’ obligation to discover and report defects within 60 months from the date of delivery of the aircraft to the customer (for Premier I and IA airplanes) or 120 months or 10,000 hours of aircraft operation (for Hawker 4000 airplanes). With the exception of the administrative reporting requirement, customers are not obligated to act in order to fulfill this condition, and this sort of condition would not be sufficient to render the Aircraft Purchase Agreement executory under the Countryman Test.


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bring suit is not a requirement of the Countryman Test, and it suffices for the Countryman Test

that the customers owe future performance obligations that, if not satisfied, excuse the Debtors’

future performance. If there were merely technical conditions to the Debtors’ future

performance that did not require action on the part of the customer (i.e. the customer was not

capable of breaching), then perhaps the Aircraft Purchase Agreements would not be executory

contracts under the Countryman Test, but that is not the case here. Here, the customers must

take very specific actions to trigger the Debtors’ performance obligations. If the customers fail

to perform their obligations, the Debtors are clearly excused from performing.15

8. The Support Plus Agreements contain similar maintenance, storage, and operation

obligations. In addition, under the Support Plus Agreements, customers have the continuing

obligation to (a) make various payments, (b) comply with aircraft usage and maintenance

reporting requirements, and (c) pay the Debtors’ attorney’s fees under certain circumstances.

Again, these obligations are material duties, rather than mere conditions, because the customers

have promised to take affirmative action. The Debtors had no obligation to offer participation in

the “Support Plus” program to the affected customers, and, as with the Limited Warranties, only

did so subject to the customers’ promise to perform their obligations. If customers break their

promise, the Debtors may relieve themselves of the duty to perform by terminating the

agreement, or, in some instances by initiating litigation against the customers. Therefore, the

customers have not fully performed under the Support Plus Agreements and their failure to

continue to perform would constitute a material breach.

15 The fact that the Debtors’ obligation is styled as a “warranty” is not dispositive and does not suggest that the

contract is not executory. Many warranties, particularly those for run-of-the-mill household and consumer products, do not require any performance obligations on the part of the customer and cannot be said to be executory, even if they are subject to conditions. But a warranty for a multi-million dollar aircraft that requires and is expressly conditioned on the customer’s performance of extensive and rigorous compliance activities, including flying, maintaining, and storing the aircraft in specific ways, is very different, and is executory because it requires specific and agreed-upon performance on the part of the customer.


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9. In addition to the customers’ outstanding material performance obligations under

the Discontinued Agreements, this Brief also addresses whether the Court is obligated to apply

the Countryman Test (it is not, courts in the Second Circuit apply several additional less-strict

tests for executoriness, which the Discontinued Agreements easily satisfy) and whether

Rotorwing is subject to the Court’s personal jurisdiction. Based on the discussion in this Brief,

as well as the Rejection Motion, the Reply, the Brubaker Declaration, and the evidence presented

at the Hearing, the Debtors respectfully request that the Court grant the relief requested in the

Rejection Motion with respect to the Discontinued Agreements.

BRIEF

I. The Affected Customers Have Material Outstanding Obligations Under The Discontinued Agreements.

10. Section 365(a) of title 11 of the United States Code (the “Bankruptcy Code”)

allows a debtor in possession, with the approval of the bankruptcy court, to reject any executory

contract or unexpired lease. See 11 U.S.C. § 365(a). The Bankruptcy Code does not define an

“executory contract,” however, one test that courts look to is the so-called “Countryman” test,

which defines an executory contract as one under which the obligations of both the bankrupt and

the other party to the contract are so far unperformed that the failure of either to complete

performance would constitute a material breach excusing the performance of the other (the

“Countryman Test”).16 In re General Growth Properties, Inc., 451 B.R. 323, 330 n.11 (Bankr.

S.D.N.Y., 2011) (noting that the Countryman Test has been “widely accepted in this and other

Circuits”) (citing In re Penn Traffic Co., 524 F.3d 373 (2d Cir. 2008)). Whether a contractual

breach is material enough to excuse performance by the non-breaching party is a question of

16 As discussed below, courts in the Second Circuit have not exclusively adopted the Countryman Test and also

rely on several other tests for “executoriness.”


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state law. In re WorldCom, Inc., 343 B.R. at 493 (Bankr. S.D.N.Y., 2006) (“Courts look to state

contract law to determine whether failure to perform such obligations would constitute a material

breach.”); In re Helm, 335 B.R. 528, 55 (Bankr. S.D.N.Y., 2006) (“The question of whether a

breach of contract is material is a factual issue to be determined under state law”).17

11. This Court once held that “if applicable non-bankruptcy law permits either party

to sue for breach because of the other party’s failure to perform, the contract is executory.” In re

Riodizio, Inc., 204 B.R. 417, 421 (Bankr. S.D.N.Y., 1997). While the ability to sue for breach

would clearly satisfy the Countryman Test, the majority of the courts in the Second Circuit focus

on whether the breach of one party to the contract would excuse the performance of the other.

See e.g. In re Saint Vincent's Catholic Medical Centers of New York, 440 B.R. 587, 601 (Bankr.

S.D.N.Y., 2010) (finding that none of the outstanding performance obligations under a contract

were “so material that a breach would excuse the Debtor’s obligation to perform”); In re Calpine

Corp., 2008 WL 3154763, *6 (Bankr .S.D.N.Y., 2008) (“The obligations that [the non-debtor

party] asserts that arise from the [contract] and are outstanding … are incidental, not material

obligations that if breached would excuse [the debtor’s] performance under the [contract].”); In

re Helm, 335 B.R. at 536 (“When one party commits a material breach, the other party is

relieved, or excused, from its further performance obligations.”) (internal quotations omitted);

see also In re Teligent, Inc., 268 B.R. 723, 730 (Bankr. S.D.N.Y., 2001) (“In Delaware as 17 The Discontinued Agreements are governed by Kansas Law. See Aircraft Purchase Agreements at § 32;

Support Plus Agreements at Article V §10. Under Kansas law, a material breach occurs where the failure to perform is so substantial that it defeats the parties’ object in making the agreement. Wichita Arms, Inc. v. Wichita Precision, LLC, 259 P.3d 748 (Kan. App., 2011). Stated another way, “[a] material breach is one in which the promisee receives something substantially less or different than he or she bargained for,” and a material breach cannot exist if there has been substantial performance under the agreement. Dexter v. Brake, 269 P.3d 846, 1033-34 (Kan. App., 2012). A party’s uncured material breach can suspend or discharge the other party’s obligation to perform. Wichita Arms, Inc. 259 P.3d 748; see also Lassiter v. Topeka Unified School Dist. No. 501, 347 F.Supp.2d 1033, 1041 (“A party’s uncured material breach of a contract can suspend or discharge the other party’s obligation to perform.”). Whether a breach rises to the level of being considered a “material breach,” or whether a breaching party has substantially performed, is a question of fact. Id.; Almena State Bank v. Enfield, 954 P.2d 724, 838 (Kan. App., 1998).


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elsewhere, a material breach, if uncured, also operates as a failure of condition, and discharges

the other party’s corresponding duty to perform.”). In addition, courts in the Second Circuit

consider whether both parties to a contract have “substantially performed” under the contract. In

re Penn Traffic Co., 524 F.3d at 379. Contracts can be executory even if remaining performance

obligations are contingent and may never be triggered. See In re Safety-Kleen, 410 B.R. 164,

168 (Bankr. D. Del. 2009) (determining that contingent environmental indemnification

provisions that were material to both parties were sufficient to render a contract executory); In re

Kellstrom, 286 B.R. 833, 835 (Bankr. D. Del. 2002) (an option contract is executory when the

debtor is obligated to give notice of an offer to purchase and to sell property to a counter-party if

the counter-party matches the offer; and the counter-party is obligated to exercise or waive its

right of first refusal within 30 days of notice); In re Riodizio, 204 B.R. at 424 (a warrant is

executory when the debtor must keep an offer open and sell shares, and the counter-party must

exercise the option in the warrant to purchase the shares).

12. In the present case, the affected customers have not fully performed their material

obligations under the Discontinued Agreements and the customers’ failure to perform such

obligations would be a material breach of the agreements because it would excuse the Debtors’

future performance obligations (and, in some instances, permit the Debtors to initiate litigation

against the customers). Therefore, the Discontinued Agreements are executory under the

Countryman Test.

A. The Aircraft Purchase Agreements.

13. The affected customers have continuing material obligations under the Aircraft

Purchase Agreements which render the Aircraft Purchase Agreements executory under the

Countryman Test. The failure of the customers to perform these obligations would relieve the

Debtors of their obligation to perform, and, in some instances would permit the Debtors to sue


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the non-performing customer. First, section 31 of the Aircraft Purchase Agreements, when read

in conjunction with section 25, specifically provides that the Debtors are entitled to either

terminate the agreement or sue to seek specific performance against a customer who breaches

any term or condition contained in the agreement in any material respect.18 Although the

customers’ obligation to pay the Debtors for the aircraft is their most significant obligation under

the Aircraft Purchase Agreements, the customers have additional continuing material obligations

under the Aircraft Purchase Agreements, and therefore, the customers have not “fully” or

“substantially” performed under the agreements. The customer’s continuing material obligations

include:

• obligations relating to a customer’s future assignment of the Aircraft Purchase Agreement, including the obligation to obtain the Debtors’ prior written consent to any such assignment (Aircraft Purchase Agreements at § 27);

• certain confidentiality obligations (Aircraft Purchase Agreements at § 29);

• the obligation to indemnify the Debtors from and against the failure to comply with export control laws and regulations (Aircraft Purchase Agreements at § 15); and

• the obligation to indemnify the Debtors against certain claims relating to the use of the aircraft for identified training purposes (Aircraft Purchase Agreements at Crew Training Agreement).

Under section 25 of the Aircraft Purchase Agreements, a customer’s material breach of any of

these continuing duties would permit the Debtors to terminate the agreement (thus relieving

themselves of their obligations thereunder) or, under section 31 of the Aircraft Purchase

Agreements, sue for specific performance. Therefore, the Aircraft Purchase Agreements

themselves make clear that each of the customers’ obligations thereunder are material. In re

Gen. DataComm. Inds., 407 F.3d 616, 622-623(2005) (“‘Where the contract itself is clear in

18 See Aircraft Purchase Agreements, § 31 (“Except with respect to … Section 25 (as to which Seller is entitled to,

at its option, either the remedies provided therein or specific performance) …”); Aircraft Purchase Agreements, § 25 (“Buyer’s Default. Subject to a ten day cure period, Seller has the right to terminate this Agreement and retain all deposits previously paid by Buyer as liquidated damages if Buyer: … (E) breaches any term or condition contained in this Agreement in any material respect.”).


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making a certain event a material breach of that contract, a court must ordinarily respect that

contractual provision.’”) (citing 23 Williston on Contracts § 63:3 (4th ed.)). Further, the two

indemnities, in particular, are important bargained-for customer obligations that run to the

essence of the benefit the Debtors expect to receive under the contract. See Safety-Kleen, 410

B.R. 164, 168 (Bankr. D. Del. 2009) (determining that contingent environmental indemnification

provisions were sufficient to render a contract executory). In addition, the confidentiality

obligations are a material term of the Aircraft Purchase Agreements. See In re Gen. DataComm.

Inds., 407 F.3d at 622-623 (employees’ confidentiality obligations under benefit agreement were,

by contractual definition, material). Confidentiality obligations are particularly important in the

context of aircraft purchase agreements. Consistent with standard industry practice, the Debtors

often sell aircraft to customers at a discount to the listed price. If customers were to disclose

their individual discounts to the market, it would significantly erode the Debtors’ ability to sell

aircraft at the smallest possible discount, which could result in economic damage to the Debtors’

business. Therefore, the indemnities and the confidentiality obligations do not merely condition

the customers’ right to the Debtors’ performance, but rather are material obligations – separate

and apart from the obligations under and conditions to the Limited Warranty – that the customers

must continuously perform (or risk termination of the agreement or litigation initiated by the

Debtors to compel specific performance). Accordingly, such obligations render the contract

“executory” under the Countryman Test.19

19 Rotorwing contends that the Aircraft Purchase Agreement for its Premier IA jet differs from the form Aircraft

Purchase Agreement attached hereto as Exhibit A1. See supplemental memorandum in support of the Rotorwing Objection [Docket No. 963] (attaching the Rotorwing Aircraft Purchase Agreement as Exhibit A) (the “Rotorwing Memorandum”). The Rotorwing Aircraft Purchase Agreement differs from the form because Rotorwing purchased a used aircraft with no warranty. Nevertheless, the Debtors respectfully submit that the Rotorwing Aircraft Purchase Agreement is executory because it contains similar confidentiality and indemnification obligations as those contained in the form Aircraft Purchase Agreement and discussed herein. See Rotorwing Memorandum, Exhibit A, §§ 10, 12, & Addendum to Resale Aircraft Purchase Agreement.


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14. Second, customers have material performance obligations under the Limited

Warranty, which is incorporated into the Aircraft Purchase Agreement. The Customer’s

obligations under the Limited Warranty include:

• the obligation to maintain, operate, and store the aircraft in accordance with certain manuals, communications, or other written instructions (Aircraft Purchase Agreements at Limited Warranty, § B ¶ 1.iii); and

• the obligation not to take actions that would violate the warranty, including the obligation not to remove certain identification marks and serial numbers from the aircraft; modify or alter the aircraft other than as allowed under the warranty, and use the aircraft for purposes other than for certain specified purposes (Aircraft Purchase Agreements at Limited Warranty, § B ¶¶ 1.ii, iv, & v).

Breach of these obligations would excuse the Debtors’ future performance. Furthermore, under

any number of scenarios, the Debtors could sue a non-performing customer for breach of their

obligations under the Limited Warranty. For example, if a customer misrepresented to the

Debtors that it had complied with all applicable use, maintenance, and storage requirements and

the Debtors performed their warranty or support obligations based on this misrepresentation, the

Debtors could sue the customer for monetary damages. Even if the Debtors did not suffer

monetary damages, if a customer breaches their warranty obligations, the Debtors would be

immediately “relieved of all obligations and liability” going forward under the Limited

Warranty, and this, in and of itself, is sufficient to render the Aircraft Purchase Agreements

executory. Aircraft Purchase Agreements, Limited Warranty, § B. Regardless, the Debtors have

the clear right to sue for improper assignment, breach of confidentiality, and to enforce

indemnification obligations, so the Aircraft Purchase Agreements are executory regardless of

whether the Court follows a “right to sue” or “excused of future performance” formulation of the

“material breach” element of the Countryman Test.

15. Moreover, the customers’ obligations under the Limited Warranty are not “mere

conditions” to performance, which, by themselves, are not sufficient to render a contract


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“executory” under the Countryman Test. In re Columbia Gas System Inc., 50 F. 3d 233, 241

(1995) (conditions under a contract that are immaterial do not render a contract executory for

purposes of section 365 of the Bankruptcy Code because the failure of a party to perform such

conditions would not amount to a material breach of the contract).20 As mentioned above, the

customers’ obligations under Limited Warranties require the customers to take affirmative action

regarding use, maintenance, and storage of their aircraft. In re Keren Limited Partnership, 225

B.R. 303, 307 (Bankr. S.D.N.Y. 1998) (a party to a contract must have an affirmative duty to

act). The customers made a promise to the Debtors that they would continually perform these

actions, and, absent performance, the Debtors are relieved of their obligation to perform under

the Limited Warranty or, in certain circumstances, could initiate litigation against the customer.

That the Limited Warranties, by their very terms, make these obligations material, is enough to

satisfy the Countryman Test.

16. Accordingly, the Debtors respectfully submit that the affected customers have

material unperformed obligations under the Aircraft Purchase Agreements that, if not performed,

would (a) in some instances, permit the Debtors to sue the non-performing customer either for

damages or for specific performance and (b) in all instances, relieve the Debtors of their

obligation to perform under the agreements. These obligations are, by contractual definition,

material, and a customer’s failure to perform these material obligations would result in the

Debtors receiving something “substantially less or different than they bargained for” and would

“defeat the parties’ object in making the agreement.” The Debtors did not agree to warrant the

aircraft in any and all circumstances, and the contours of the Limited Warranty are material and

20 The distinction between failure of an immaterial condition and a breach of a material obligation (one that

requires an affirmative duty to act) is that “[n]on-occurrence of [an immaterial] condition is not a breach by a party unless he is under a duty that the condition occurs.” In re Columbia Gas System Inc., 50 F. 3d at 241 (citing Restatement (Second) of Contracts § 225(3) (1981)).


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essential to, and define the very nature of, the Limited Warranty. Therefore, the Debtors

respectfully submit that the customers have not fully or substantially performed under the

Aircraft Purchase Agreements and the Aircraft Purchase Agreements are “executory” under the

Countryman Test.

B. The Support Plus Agreements.

17. Likewise, the Support Plus Agreements are executory under the Countryman Test

because affected customers have material unperformed obligations thereunder. Importantly, two

of the Premier Objectors (albeit ones that subsequently withdrew their objections, Pace and

McGrath) conceded that the Support Plus Agreements are executory contracts under section 365

of the Bankruptcy Code because customers have material future performance obligations

thereunder.21 These obligations include:

• the obligation to pay various charges including, among other things, minimum service charges, actual aircraft flight time service charges, charges for additional flight hours, and charges for costs incurred over and above covered maintenance and repair (Premier Support Plus Agreement at Article II, §§ 4.1, 4.3.2, & 7.1 & Article IV, §§ 1.2.4, 1.5.2, 1.10.1, 1.11.1, & 4; Hawker 4000 Support Plus Agreement at Article II, §§ 3.1.3, Article IV, §§ 1.2.4, 1.5.2, 1.6.9, 1.10.1, 1.11.1, & Article V, § 4)

• various aircraft utilization and operation reporting obligations (Premier Support Plus Agreement at Article II, § 4.1.1 & Article IV, § 1.13.1; Hawker 4000 Support Plus Agreement at Article IV, § 1.13.1 & Article V, § 1.1);

• various aircraft maintenance and operation obligations, including the obligation to operate and maintain the aircraft in accordance with applicable flight, operating, and repair manuals, comply with all mandatory and recommended service bulletins and other written instructions, and refrain from abusing parts and components of the aircraft (Premier Support Plus Agreement at Article II, § 6.1, Article III, §§ 2.1.12 & 2.1.13, & Article IV, §§ 1.1.1, 1.5.3, & 1.11.1; Hawker 4000 Support Plus Agreement at Article II, § 4.2, Article III, §§ 2.1.12 & 2.1.13, & Article IV, §§ 1.1.1, 1.5.3, & 1.11.1)

• the obligation to notify the Debtors of any letters of investigation or notices of

21 See Pace Objection, FN. 6 (“Pace may have obligations in connection with the separate agreement which is part

of the Support Plus Program, but Pace is not contesting the Debtors’ ability to reject that separate contract.”); McGrath Objection, ¶19 (stating that McGrath “continued to perform … its material obligation under the Support Plus Agreement”) (emphasis added).


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violation received by, or any self-disclosures made to, certain airworthiness authorities in relating to maintenance services provided under the Support Plus Agreement (Premier and Hawker 4000 Support Plus Agreements at Article IV, § 1.1.2);

• various obligations relating to repairs performed at non-authorized service centers, including the obligation to monitor such work, report such work to the Debtors within a specified period of time, and release, discharge, and waive any claims against the Debtors with respect to such work (Premier and Hawker 4000 Support Plus Agreements at Article IV, § 1.7);

• the obligation to comply with and pay charges related to discretionary aircraft inspections (Premier and Hawker 4000 Support Plus Agreements at Article IV, § 1.9);

• the obligation to pay all reasonable attorney’s fees, expenses, and costs incurred by the Debtors in seeking recovery of amounts that the Aircraft Purchaser has failed to pay to the Debtors (Premier Support Plus Agreement at Article V, § 2; Hawker 4000 Support Plus Agreement at Article V, §§ 1.4 & 2);

• the obligation to obtain all permits, licenses, clearance, or documents for the import or export of any component exchanged under the Support Plus Agreement (Premier and Hawker 4000 Support Plus Agreements at Article V, § 4.3); and

• the obligation to pay various taxes, duties, and assessments relating to charges paid under the Support Plus Agreement, (Premier and Hawker 4000 Support Plus Agreements Support Plus Agreements at Article V § 4.4).

These material obligations include affirmative duties to either take action or pay money in the

future, and are not mere conditions precedent. The customers have not fully or substantially

performed these obligations.

18. In addition, under the termination clause set forth in Article V, section 2 of the

Premier Support Plus Agreement and Article V. sections 1.4 and 2 of the Hawker 4000 Support

Plus Agreements, if a customer fails to perform any of its duties under the agreement, (a) the

Debtors may terminate the agreement, thereby relieving themselves of the obligation to perform,

and (b) the customer agrees to be liable for and to pay all reasonable attorney’s fees, expenses,

and costs incurred by the Debtors in seeking to recover any amounts that the customer failed to

pay the Debtors. Therefore, the Debtors may sue a customer that fails to make payments in

accordance with the terms of the Support Plus Agreements. Furthermore, as described above

with respect to the Aircraft Purchase Agreements, the Debtors could sue a customer for breach of


16

the Support Plus Agreement if the Debtors act in reliance on a misrepresentation by a customer

that it has complied with the agreement and is eligible for service. Therefore, like the Aircraft

Purchase Agreements, the Support Plus Agreements contractually define the customers’ material

obligations.

19. Also, similar to the Aircraft Purchase Agreements, certain customer obligations

under the Support Plus Agreements may be described as “conditions”, but these obligations are

better characterized as “duties” because they require the customer to expend time, effort, and

resources to take specific actions. For example, in addition to the strict maintenance, storage,

and utilization requirements described above, under the Support Plus Agreements (a) every

month, customers must use the Debtors’ online flight hour reporting system to report total

aircraft utilization for the previous month and (b) customers must properly record in the aircraft

log books all aircraft flight hours, cycles, landings, calendar times, and other events. Premier

Support Plus Agreement at Article II, § 4.1.1 & Article IV, § 1.13.1; Hawker 4000 Support Plus

Agreement at Article IV, § 1.13.1 & Article V, § 1.1. If a customer fails to perform any of these

obligations, the Debtors can terminate the Support Plus Agreement or, potentially, initiate

litigation. Therefore, these obligations are material, not mere conditions, and are sufficient to

render the Support Plus Agreements executory under the Countryman Test.

20. The customers’ material outstanding obligations under the Support Plus

Agreements make up the very object (or the “essence”) of the agreements – the Debtors will

perform service in return for the customers’ payments and other performance – and a customer’s

failure to perform their outstanding obligations would “defeat the parties’ object in making the

agreement.” With respect to future payments owed by the customers to the Debtors under the

Support Plus Agreements, a customer’s failure to make such payments would result in the


17

Debtors receiving something “substantially less or different than they bargained for.” Indeed,

the Debtors were not required to offer participation in the Support Plus program to their

customers and did so only subject to and conditioned on the customers’ promise to perform

under the agreements. Accordingly, the Debtors respectfully submit that the Support Plus

Agreements are “executory” under the Countryman Test.

II. The Court Is Not Obligated To Apply The Countryman Test.

21. Although the Court did not request briefing on this issue, in light of the Court’s

remark at the Hearing that certain recent cases in the Second Circuit have referred to the

Countryman Test, the Debtors would like to take the opportunity to review these cases.22 The

Debtors believe that these cases demonstrate that the Second Circuit has not exclusively adopted

the Countryman Test for “executoriness.” In fact, as recently as January, 2012, a court in the

Second Circuit applied a less-strict standard. See In re Majestic Capital, Ltd., 463 B.R. 289, 299,

301 (Bankr. S.D.N.Y., 2012) (noting that “[t]he Second Circuit has not adopted the Countryman

definition of an executory contract; it has characterized such a contract as one in which

performance remains due to some extent on both sides” and applying the functional approach to

allow a debtor to reject an employment agreement). As pointed out by this Court in Teligent

“there are essentially three approaches to executoriness: the Countryman Test, … the related but

less stringent ‘some performance due’ test suggested by the legislative history, … and the

Functional Approach ....”23 In re Teligent, Inc., 268 B.R. at 729-30 (“The Second Circuit has

never formally adopted either the Countryman Test or the Functional Approach … and its most

recent pronouncement invoked the ‘some performance due’ test.”) (internal citations omitted).

22 Hr’g Trans. 12/11 at 15:10-15:21.

23 See Reply, ¶¶ 9-13 (discussing in detail the “Functional Test” and its application to the Discontinued Agreements).


18

Although some courts in the Second Circuit express a preference for the Countryman Test, the

Second Circuit has not exclusively adopted this standard. In re Majestic Capital, Ltd., 463 B.R.

at 299, 301. Indeed, courts in the Second Circuit often apply either the Functional Test alone, or

a combination of the Functional Test and the Countryman Test. In re Majestic Capital, Ltd., 463

B.R. at 299 (“In a district that follows both the Countryman test and the functional approach, …

the Court holds that the functional approach should be applied to allow the rejection of the

present employment contract.”); In re Worldcom, Inc., 2010 WL 2465362, *5 (Bankr. S.D.N.Y.,

2010) (applying both the Countryman and the Functional test to a disputed contract); In re

Appleridge Retirement Community, Inc., 422 B.R. 383, 398 (Bankr. W.D.N.Y., 2010) (applying

both the Countryman and the Functional test, but expressing preference for the Countryman test);

In re WorldCom, Inc., 343 B.R. at 493 (applying both the Countryman and the Functional test to

a disputed contract); In re Helm, 335 B.R. at 534-5 (noting that “[i]n addition to the Countryman

definition, courts have articulated the ‘some performance due’ test, as well as the ‘functional

approach’ to executoriness”).

22. Some cases cite to the Second Circuit’s decision in In re Penn Traffic Co. for the

proposition that the Second Circuit has adopted the Countryman Test. See In re Lehman Bros.

Holdings Inc., 422 B.R. 407, 415-16 (Bankr. S.D.N.Y., 2010) (noting that “[t]he Second Circuit

has characterized an executory contract as one on which performance remains due to some extent

on both sides” and citing Penn Traffic for the proposition that the Second Circuit applies the

Countryman test); In re Calpine Corp., 2008 WL 3154763, *3 (Bankr S.D.N.Y., 2008) (citing to

Penn Traffic for the proposition that the Second Circuit recognizes the Countryman test); see

also In re Penn Traffic Co., 524 F.3d at 379. However, the Second Circuit in Penn Traffic

expressly declined to opine on the “precise contours” of how much performance must be


19

outstanding for the contract to be treated as executory. Instead, the court held that the contract at

issue was executory under the Countryman Test, which is the most-strict standard, and did not

look further into the issue. In re Penn Traffic Co., 524 F.3d at 379 (noting that “we were not

called upon to address the question of how much performance must be outstanding for the

contract to be treated as executory under § 365,” and that “[w]e do not have to determine the

precise contours of the test for executoriness to resolve the issues here on appeal because … the

parties’ unperformed obligations under the Project Agreement satisfied the Countryman standard

as of the petition filing date”). The court’s ruling in Penn Traffic implies that the amount of

performance necessary to render a contract executory under section 365 may be something less

than that required by the Countryman Test.

23. Accordingly, the Debtors respectfully submit that this Court is not obligated to

exclusively apply the Countryman Test. As described in detail in the Reply, the Discontinued

Agreements easily meet the standard for executoriness under the “Functional Test”. In addition,

because customers have outstanding obligations under the Discontinued Agreements, the

Discontinued Agreements would also meet the “some performance due” standard. Therefore, the

Debtors request that even if the Court finds that the Discontinued Agreements are not executory

under the Countryman Test, that the Court nevertheless grant the relief requested in the Rejection

Motion under one of the other two tests.

III. The Debtors Properly Served The Rejection Motion And Rotorwing Is Subject To The Court’s Personal Jurisdiction.

24. Rotorwing contends that the Debtors were required to personally serve

Rotorwing, a foreign corporation located in the Netherlands, with the Rejection Motion.

Because the Debtors served Rotorwing via overnight mail, rather than via personal service,


20

Rotorwing argues that it is not subject to the Court’s personal jurisdiction.24 As described

herein, Rotorwing is incorrect and the Debtors properly served the Rejection Motion on

Rotorwing via overnight mail. Therefore, Rotorwing is subject to this Court’s personal

jurisdiction and the Rotorwing Objection should be overruled.

25. Under the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”) and

Federal Rules of Civil Procedure (the “Federal Rules”), service via mail outside the United

States is appropriate when the party receiving service is a corporation and where service via mail

would not violate internationally agreed means of service. According to Bankruptcy Rule

6006(a), a proceeding to reject an executory contract, other than as part of a plan, is governed by

Bankruptcy Rule 9014. Bankruptcy Rule 9014(b) requires that a rejection motion be served in

the manner provided for service of a summons and complaint by Bankruptcy Rule 7004. In turn,

Bankruptcy Rule 7004(b) provides for several permissible methods of service, including service

by first class mail in the United States. For the service outside the United States, however,

Federal Rule 4, incorporated by Bankruptcy Rule 7004(a), governs. Federal Rule 4(f) addresses

service on an individual outside of the United States, and requires service “by any internationally

agreed means of service that is reasonably calculated to give notice, such as those authorized by

the Hague Convention on the Service Abroad of Judicial and Extrajudicial Documents … or …

by delivering a copy of the summons and of the complaint to the individual personally.” Fed. R.

Civ. P. 4(f). Federal Rule 4(h)(2), however, addresses service on a corporation outside of the

United States, and requires that a domestic or foreign corporation must be served outside the

United States in any manner prescribed by Bankruptcy Rule 4(f) for serving an individual, except

personal delivery. Fed. R. Civ. P. 4(h). Therefore the Federal Rules do not require personal

24 Rotorwing Objection at ¶¶ 11-13.


21

service on Rotorwing, a foreign corporation, unless an internationally agreed means of service

requires personal service.

26. Rotorwing relies on a Seventh Circuit case, In re Teknek, LLC, 512 F.3d 342,

345-46 (7th Cir. 2007), for the proposition that Federal Rule 4(f) requires compliance with

international treaties and conventions, such as the Hague Convention on Service Abroad of

Judicial and Extrajudicial Documents (the “Hague Convention”), and such international treaties

and conventions require personal service. Rotorwing’s reliance on In re Teknek is misplaced.

First, Tetnek addressed service on an individual outside the United States, rather than service on

a corporation such as Rotorwing. Second, even under the Hague Convention, service through

“postal channels” is appropriate where the destination signatory state does not object to such

service.25 While many signatory states have objected to service by postal channels, the

Netherlands has not.26 Courts in the Second Circuit uphold service via mail under the Hague

Convention where the destination signatory state has not objected to such service.27

Accordingly, the Debtors respectfully submit that service via overnight mail on Rotorwing in the

Netherlands was appropriate under the Federal Rules, the Bankruptcy Rules, the Hague

25 Hague Convention, art. 10(a) (“Provided the State of destination does not object, the present Convention shall

not interfere with … the freedom to send judicial documents, by postal channels, directly to persons abroad.”) (emphasis added).

26 See Table Reflecting Applicability of Articles 8(2), 10(a),(b), and (c), 15(2) and 16(3) of the Hague Service Convention available at http://www.hcch.net/upload/applicability14e.pdf (last visited 12/17/12).

27 Ackermann v. Levine, 788 F.2d 830, 839-40 (2d Cir. 1986)(writing that as long as a state has not objected to the application of Article 10(a), service by mail should be upheld); see also Papir v. Wurms, 2005 WL 372061 (S.D.N.Y. Feb. 15, 2005) (acknowledging disagreement in the Ninth Circuit, but affirming that “Ackermann is the law of this Circuit.”); Heredia v. Transp. S.A.S., Inc., 101 F. Supp. 2d 158, 161 (S.D.N.Y. 2000) (noting that “service of process by registered mail is one of several methods of service permitted by the Hague Convention”); In re Bernard L. Madoff Inv. Sec. LLC, 418 B.R. 75, 82-83 (Bankr. S.D.N.Y. 2009) (holding service by mail upon Defendants in Switzerland insufficient only because Switzerland has made a formal objection to the application of Article 10(a)); Caytas v. Maruszak, 2009 WL 666768 (S.D.N.Y. Mar. 6, 2009) (Because Poland has filed an objection to the application of Art. 10(a) within its territory, “if the Court were to permit Plaintiff to effect service in Poland on defendants … through the mail, it would violate the Hague Service Convention.”).


Convention, and Second Circuit law and the Rotorwing Objection should be overruled.28

Conclusion

27. For the foregoing reasons, as well as those articulated in the Rejection Motion, the

Reply, and the Brubaker Declaration, the Debtors respectfully request that the Court overrule the

Objections and grant the relief requested in the Rejection Motion.

Dated: December 21, 2012 /s/ Ross M. Kwasteniet New York, New York James H.M. Sprayregen, P.C. Paul M. Basta KIRKLAND & ELLIS LLP 601 Lexington Avenue New York, New York 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 - and - Patrick J. Nash, Jr. (admitted pro hac vice) Ross M. Kwasteniet (admitted pro hac vice) KIRKLAND & ELLIS LLP 300 N. LaSalle Chicago, Illinois 60654 Telephone: (312) 862-2000 Facsimile: (312) 862-2200 Counsel to the Debtors and Debtors in

Possession

28 Notwithstanding the fact that personal service is not required in this instance, on December 7 and December 10,

2012, the Debtors attempted to personally serve Rotorwing with the Rejection Motion, however, no Rotorwing representatives were available at their service address to receive service. See In re Bernard L. Madoff Inv. Sec. LLC, 418 B.R. at 83-84 (denying the defendant’s motion to dismiss based on insufficient notice without prejudice and reserving the defendant’s right to renew the motion if trustee failed to “effect proper service within a reasonable time” and suggesting that the defendant waive service formalities in order to focus on the merits of the case).


EXHIBIT A1

Premier I and IA Aircraft Purchase Agreement


Premier IA APA191-34587 rev 04-12

Hawker Beechcraft CorporationAircraft Purchase Agreement

No. 191-

1. “Seller”:Hawker Beechcraft Corporation10511 E. CentralWichita, Kansas 67206

E-mail: [email protected]

3. Seller and Buyer enter into this Aircraft Purchase Agreement (“Agreement”) for the sale and purchase of one Aircraft S/N RB-TBD (referred to individually or collectivelapplicable Aircraft Specification & Description (which includes Exhibit “A”. If no Serial Number is specified, then Seller will provide the Serial Number(s) of the Aircraft to Buyer in writing at least [on International APAs] 60 days [on Domestic APAs] before the Scheduled Deliv

4. Buyer agrees to pay for the Aircraft as follows:

Aircraft Base PriceCharges for Optional Equipment / Modification selections from Buyer for incorporation into the Aircraft identified in attached Exhibit “B”.Total Aircraft List Price As Equipped

Less: Sales DiscountTotal Aircraft Purchase Price As Equipped (“Purchase Price”)

[Date]: Initial Deposit[Date]: Second Deposit [Date]: Third Deposit [Date]: Trade-In Credit Allowance for Buyer's Aircraft

Balance Due at Delivery

5. The following Exhibits/Addenda are attached and incorporated by reference:Exhibit A – SpecificationExhibit B – Optional Equipment / Modification SAddendum to Aircraft Purchase Agreement

Scheduled Delivery Date:Delivery Location:

[For deliveries within 30 days, change “Scheduled” to “Confirmed” Delivery Date and remove 1SPECIFICATION SELECTIONS AND SPECIAL REGISTRATION NUMBER NOTICE ARE DUE TO SELLER ON OR BEFORE THE FOLLOWING DUE DATES (the “SPEC DUE DATES”):

OPTIONAL EQUIPMENT SELECTION DUE DATE:

INTERIOR/EXTERIOR SELECTIONS ANDSPECIAL REGISTRATION NUMBER NOTICE DUE DATE:

NOTWITHSTANDING OTHER PROVISIONS OF THIS AGREEMENT, SPEC DUE DATES, SELLER RETAINS THE RIGHT TO ADJUST THE PURCHASE PRICE ITS ELECTION, MAY:

(1) ADJUST THE SCHEDULED DELIVERY DATE OR AIRCRAFT SERIAL NUMBER; OR (2) OUTFIT THE AIRCRAFT IN SELLER’S CONFIGURATION FOR U.S. REGISTRATION

AIRCRAFT PURCHASE AGREEMENT

INITIAL HERE: Buyer_______ Seller

2. “Buyer”:Name:Address:

E-mail:

Seller and Buyer enter into this Aircraft Purchase Agreement (“Agreement”) for the sale and purchase of one Premier IAreferred to individually or collectively as the “Aircraft”, as further defined in the Specification

Aircraft Specification & Description (which includes SELLER’S LIMITED WARRANTY) (the “Specification”) is attached as If no Serial Number is specified, then Seller will provide the Serial Number(s) of the Aircraft to Buyer in writing at least

[on International APAs] 60 days [on Domestic APAs] before the Scheduled Delivery Date.

Charges for Optional Equipment / Modification selections from Buyer for incorporation into the Aircraft

Total Aircraft Purchase Price As Equipped (“Purchase Price”)

[Date]: Trade-In Credit Allowance for Buyer's Aircraft

The following Exhibits/Addenda are attached and incorporated by reference:

ional Equipment / Modification Selections (TBD)Addendum to Aircraft Purchase Agreement [Delete if no changes to General Terms and Conditions]

On or Before DATEWichita, Kansas (BEC)

days, change “Scheduled” to “Confirmed” Delivery Date and remove 1st and 3rd sentences of SPECIFICATION SELECTIONS AND SPECIAL REGISTRATION NUMBER NOTICE ARE DUE TO SELLER ON OR BEFORE THE FOLLOWING

[Insert date]

SPECIAL REGISTRATION NUMBER NOTICE DUE DATE: [Insert date]

WITHSTANDING OTHER PROVISIONS OF THIS AGREEMENT, IF THE ABOVE SELECTIONS OR NOTICE ARE RECEIVED AFTER THE SELLER RETAINS THE RIGHT TO ADJUST THE PURCHASE PRICE TO ACCOUNT FOR THE DELAY

(1) ADJUST THE SCHEDULED DELIVERY DATE OR AIRCRAFT SERIAL NUMBER; OR OUTFIT THE AIRCRAFT IN SELLER’S CONFIGURATION FOR U.S. REGISTRATION


Seller________ 1

Premier IA (FAA Model 390), as further defined in the Specification). A copy of the

“Specification”) is attached as If no Serial Number is specified, then Seller will provide the Serial Number(s) of the Aircraft to Buyer in writing at least 90 days

TBD$0.00

()$0.00TBDTBDTBD

()

$0.00

of Section 6, “Delivery”.]SPECIFICATION SELECTIONS AND SPECIAL REGISTRATION NUMBER NOTICE ARE DUE TO SELLER ON OR BEFORE THE FOLLOWING

OTICE ARE RECEIVED AFTER THE O ACCOUNT FOR THE DELAY, AND SELLER, AT


General Terms and Conditions


6. Delivery and Inspection. The Aircraft’s Scheduled Delivery Date is preliminary. acceptance at Seller’s Delivery Location. Delivery terms are Ex Works (Incoterm 2010) Delivery Location.at least thirty days before the date the Aircraft will be ready for delivery (the

7. Acceptance. Within seven days of the Confirmed Delivery Date, Buyer will inspect the Aircraftis found, Buyer will accept the Aircraft on the date the inspection is performedhave a reasonable time to correct such discrepancies and The date on which Buyer accepts delivery of the Aircraft is referred to in this Agreement as the “Acceptance Date”the Aircraft, Buyer will deliver to Seller a completed Certificate of Final Acceptance

8. Payment. Buyer will make all payments in United States dollars, by wire transfer to: Hawker Beechcraft Corporation, Bank of Ameri100 West 33rd St, New York NY 10001, USA, Account Number: 1233246081, Routing Number: 026009593, Swift: BOFAUS3N, Reference: Buyer’s name and Aircraft serial number. Buyer.

9. Late Payments. If Buyer fails to timely pay any amount due under this Agreement, Seller one-month London Inter-Bank Offered Rate (“LIBOR”), as published in the Wall Street Journal under “Credit month during which the payment becomes late, plus 3%.Seller may have under this Agreement.

10. Title and Risk of Loss. Upon receipt of all payments due on the Acceptance DateAcceptance and Delivery, Seller will deliver to Buyer an FAA Certificate of Airworthiness (the time of such delivery, the “Delivery Time”)encumbrances created by or through Seller. Title to and risk of loss of the Aircraft Time. If the Aircraft is lost, destroyed or damaged beyond economic repair,automatically terminate upon Seller’s notice to Buyer. Seller’s sole obligation to Buyer will be tAgreement.

11. Taxes. Buyer will pay all taxes, excises, tariffs, chargessale of the Aircraft and any other item(s) delivered under this Agreement.

12. Changes by Seller. Until the Acceptance Date, Seller, at Seller’s cost, to the Aircraft and to substitute equivalent equipment, accessorieschanges (collectively and individually, the “Changes”), the Aircraft, or significantly affect its design, weightand such requirements become effective after the date of

13. Changes by Buyer. Buyer will not make any changes or additions to its selection of optional equipment or interior/exterior selections after the Spec Due Dates unless Seller has approved such changes in writing. Buyer understands that any approved changes or additiaffect one or more of the Aircraft’s weight, the Purchase Price, or the Scheduled Delivery Date. Seller will quote the effects of aapproved changes or additions to Buyer in writing by means of an Amendment or contract work amendment, which will becomeupon having been signed by Seller and Buyer.

14. Engines. Buyer acknowledges the Aircraft engines may not have identical recorded total times when delivered to Buyer. However, Buyeand Seller agree both engines are considered new, and Buyer times.

15. Subsequent Export or Re-Export. Buyer must comply with all export control laws and regulations of the United States of America apply to the Aircraft (including, without limitation, the United States Export Administration Act of 1979, as amendedExport Administration Regulations made under thecomply with all applicable laws and regulations. Diversion of the Aircraft contrary to laws of the United States of America is strictly prohibited.




The Aircraft’s Scheduled Delivery Date is preliminary. The Aircraft will be presented for Buyer’s inspection and Delivery terms are Ex Works (Incoterm 2010) Delivery Location. Seller will

at least thirty days before the date the Aircraft will be ready for delivery (the “Confirmed Delivery Date”).

onfirmed Delivery Date, Buyer will inspect the Aircraft at the Delivery Locationon the date the inspection is performed. If Buyer’s inspection reveals any discrepancies,

ies and Buyer will accept the Aircraft within two days after correction ofThe date on which Buyer accepts delivery of the Aircraft is referred to in this Agreement as the “Acceptance Date”.

deliver to Seller a completed Certificate of Final Acceptance and Delivery.

. Buyer will make all payments in United States dollars, by wire transfer to: Hawker Beechcraft Corporation, Bank of Ameri100 West 33rd St, New York NY 10001, USA, Account Number: 1233246081, Routing Number: 026009593, Swift: BOFAUS3N, Reference: Buyer’s name and Aircraft serial number. Any banking charge assessed to the described transaction will be

If Buyer fails to timely pay any amount due under this Agreement, Seller may assess interest on the amount due Bank Offered Rate (“LIBOR”), as published in the Wall Street Journal under “Credit Markets” on the first day of the

month during which the payment becomes late, plus 3%. This interest assessment is in addition to, and not in lieu of, any other remedy

payments due on the Acceptance Date and upon receipt of the executed Certificate of Final Acceptance and Delivery, Seller will deliver to Buyer an FAA bill of sale or a warranty bill of sale or both, together with a United States

(the time of such delivery, the “Delivery Time”), and the Aircraft will pass to Buyer free and clear . Title to and risk of loss of the Aircraft will pass to Buyer at the Delivery Location

or damaged beyond economic repair, prior to the Delivery Time, then this Agreement will automatically terminate upon Seller’s notice to Buyer. Seller’s sole obligation to Buyer will be to return to Buyer all depo

Buyer will pay all taxes, excises, tariffs, charges, or additions levied, assessed, or required by law to be paid by Buyer upon the other item(s) delivered under this Agreement.

Until the Acceptance Date, Seller, at Seller’s cost, has the right, without the prior consent of Buyer, to make changes the Aircraft and to substitute equivalent equipment, accessories, or material, or to incorporate manufacturing or inspection

Changes”), if the Changes do not adversely affect the price, time of deliveryor significantly affect its design, weight, or balance. If the Changes are required by Buyer’s applicable airworthiness authority

the date of this Agreement, Buyer will pay the cost of such Changes.

Buyer will not make any changes or additions to its selection of optional equipment or interior/exterior selections after the Spec Due Dates unless Seller has approved such changes in writing. Buyer understands that any approved changes or additi

one or more of the Aircraft’s weight, the Purchase Price, or the Scheduled Delivery Date. Seller will quote the effects of aapproved changes or additions to Buyer in writing by means of an Amendment or contract work amendment, which will become

. Buyer acknowledges the Aircraft engines may not have identical recorded total times when delivered to Buyer. However, Buyeand Seller agree both engines are considered new, and Buyer waives any objection to accepting delivery of engines with different total

comply with all export control laws and regulations of the United States of America to the Aircraft (including, without limitation, the United States Export Administration Act of 1979, as amended

Act) and indemnify Seller from and against the consequences of any failurlaws and regulations. Diversion of the Aircraft contrary to laws of the United States of America is strictly


Seller________ 2

for Buyer’s inspection and Seller will notify Buyer in writing

at the Delivery Location. If no discrepancy Buyer’s inspection reveals any discrepancies, Seller will

correction of any discrepancy. . Upon acceptance of

. Buyer will make all payments in United States dollars, by wire transfer to: Hawker Beechcraft Corporation, Bank of America, 100 West 33rd St, New York NY 10001, USA, Account Number: 1233246081, Routing Number: 026009593, Swift: BOFAUS3N,

transaction will be for the account of

on the amount due at the Markets” on the first day of the

This interest assessment is in addition to, and not in lieu of, any other remedy

and upon receipt of the executed Certificate of Final , together with a United States

ll pass to Buyer free and clear of all at the Delivery Location at the Delivery

, then this Agreement will return to Buyer all deposits paid under this

or additions levied, assessed, or required by law to be paid by Buyer upon the

ent of Buyer, to make changes g or inspection process

not adversely affect the price, time of delivery, or performance of airworthiness authority

Buyer will not make any changes or additions to its selection of optional equipment or interior/exterior selections after the Spec Due Dates unless Seller has approved such changes in writing. Buyer understands that any approved changes or additions may

one or more of the Aircraft’s weight, the Purchase Price, or the Scheduled Delivery Date. Seller will quote the effects of any approved changes or additions to Buyer in writing by means of an Amendment or contract work amendment, which will become effective

. Buyer acknowledges the Aircraft engines may not have identical recorded total times when delivered to Buyer. However, Buyer waives any objection to accepting delivery of engines with different total

comply with all export control laws and regulations of the United States of America that to the Aircraft (including, without limitation, the United States Export Administration Act of 1979, as amended (the “Act”), and the

Seller from and against the consequences of any failure by Buyer to laws and regulations. Diversion of the Aircraft contrary to laws of the United States of America is strictly




16. International Registry. The purchase and sale of the Aircraft pursuant toInterests in Mobile Equipment (the “Convention”), Matters Specific to Aircraft Equipment (the “Protocol”), botRegulations for the International Registry and the International Registry Procedures, and all other rules, amendments, supplerevisions to all of the foregoing (collectively the “Cape Town Treaty”). register the FAA Bill of Sale as a Contract of Sale (as defined in the Cape Town Treaty)Cape Town Treaty.

Seller will not consent to a registration on the International Registry until and Delivery for the Aircraft and Seller has received payment in full under this Agreement. Buyer acknowledgesspecific authorization in writing from Seller, Buyer will not register, or consent to or allow any registration whatsoever (iregistration of a prospective international interest or prospective contract of sale) against

If this Agreement is terminated for any reason whatsoever, any reimbursement to be mdischarging any registration created by or through evidence of the discharge. Seller will be entitled to set off any costs, fees, or expenses incurred as a result of Buyer’s failure to the registration.

Buyer will pay any and all fees and costs (including legal fees) associated with representation whatsoever about validity, priority, or enforceability of any registration under the Cape Town Treaty.

17. [Delete Section if not applicable.] Registration NumberBuyer’s choice on the Aircraft. Buyer understands that it may be neselected by Buyer is assigned to the Aircraft by the appropriate aviation authority.

18. [Delete Section if not applicable.] Support Plus+ Credit: Parts & Labor(#) years or _____ hours (whichever occurs first) to be applied for Buyer’s benefit to the Support Plus+ Parts & Labor prograBuyer will enter into a separate agreement for the Sudetails of the Support Plus+ Parts & Labor program to Buyer under separate cover.

19. Confirmation of Financing.

(A) If Buyer finances its purchase of the Aircraft, BuyDelivery (the “Financial Institution”) to provide Seller with written confirmation Financial Institution have made all necessary arrangements to Financial Institution must provide the Financing Confirmation to Seller at leastSeller does not receive such Financing Confirmation Buyer’s purchase of the Aircraft will be on a cash basis.

(B) Upon written request from Seller, Buyer agrees to provide Seller with certain financial informreferences, length of financing relationship,provisions of the USA Patriot Act pertaining to commercial business transaction

20. Transaction Representation. Buyer represents that

21. [Note: Use clause ONLY as required for InternationalSeller will provide a United States Export Certificate of Airworthiness for the Aircraft in category. Buyer is responsible for all costs and expenses modification(s) to the Aircraft that is (are) required in addition to those set forth in Exhibit A (Aircraft Specification & Description) and Exhibit B (Optional Equipment) in order to achieve (countryare outside the scope of this Agreement unless otherwise agreed

22. [Note: Use clause ONLY as required for International Deals; otherwise, delete clause.]Section 6, Seller will give Buyer written notice of the




purchase and sale of the Aircraft pursuant to this Agreement is subject to the Convention on International Interests in Mobile Equipment (the “Convention”), or the Protocol to the Convention on International Interests in Mobile Equipment on Matters Specific to Aircraft Equipment (the “Protocol”), both signed in Cape Town, South Africa on November 16, 2001, together with the Regulations for the International Registry and the International Registry Procedures, and all other rules, amendments, supple

ely the “Cape Town Treaty”). If Buyer requests in writing, Seller will cooperate with Buyer to register the FAA Bill of Sale as a Contract of Sale (as defined in the Cape Town Treaty) on the International Registry

Seller will not consent to a registration on the International Registry until Buyer has provided Seller with a Certificate of Final Acceptance Seller has received payment in full under this Agreement. Buyer acknowledges and agrees that, without

specific authorization in writing from Seller, Buyer will not register, or consent to or allow any registration whatsoever (iregistration of a prospective international interest or prospective contract of sale) against the Aircraft under the Cape Town Treaty.

for any reason whatsoever, any reimbursement to be made to Buyer will be conditioneddischarging any registration created by or through it or by persons claiming by or through it; and (b) Buyer presenting

entitled to set off any costs, fees, or expenses incurred as a result of Buyer’s failure to

ny and all fees and costs (including legal fees) associated with registering under the Cape Town Treaty. Seller makes no validity, priority, or enforceability of any registration under the Cape Town Treaty.

Registration Number. Seller agrees to paint, at Seller’s expense, the available rBuyer’s choice on the Aircraft. Buyer understands that it may be necessary to utilize a temporary registration number until theselected by Buyer is assigned to the Aircraft by the appropriate aviation authority.

Support Plus+ Credit: Parts & Labor. Upon Aircraft delivery, Buyer will receive a credit for ____ (#) years or _____ hours (whichever occurs first) to be applied for Buyer’s benefit to the Support Plus+ Parts & Labor prograBuyer will enter into a separate agreement for the Support Plus+ Parts & Labor program to take advantage of the credit. Seller will provide details of the Support Plus+ Parts & Labor program to Buyer under separate cover.

If Buyer finances its purchase of the Aircraft, Buyer must cause the financial institution responsible for funding the Balance Due at Delivery (the “Financial Institution”) to provide Seller with written confirmation (the “Financing Confirmation”)

essary arrangements to ensure that the Balance Due at Delivery is paid he Financing Confirmation to Seller at least thirty days before the Scheduled Delivery Date. If

ng Confirmation at least thirty days before the Scheduled Delivery Date, Seller Buyer’s purchase of the Aircraft will be on a cash basis.

(B) Upon written request from Seller, Buyer agrees to provide Seller with certain financial information, including but not limited to banking and other similar information (the “Financial Information”) in accordance with certain

provisions of the USA Patriot Act pertaining to commercial business transactions.

Buyer represents that the Aircraft will be for business use only.

as required for International Deals; otherwise, delete Section.] Export Certificate of AirworthinessSeller will provide a United States Export Certificate of Airworthiness for the Aircraft in (country) in the (Private or Public Transport)

and expenses associated with registering the Aircraft in (country)(are) required in addition to those set forth in Exhibit A (Aircraft Specification & Description) and Exhibit

country) registration and certification approval or to support operational requirements of Buyer are outside the scope of this Agreement unless otherwise agreed to in writing by Buyer and Seller.

as required for International Deals; otherwise, delete clause.] Closing Proceduresthe Confirmed Delivery Date.


Seller________ 3

subject to the Convention on International the Protocol to the Convention on International Interests in Mobile Equipment on

h signed in Cape Town, South Africa on November 16, 2001, together with the Regulations for the International Registry and the International Registry Procedures, and all other rules, amendments, supplements, and

, Seller will cooperate with Buyer to on the International Registry established under the

provided Seller with a Certificate of Final Acceptance and agrees that, without

specific authorization in writing from Seller, Buyer will not register, or consent to or allow any registration whatsoever (including a the Cape Town Treaty.

ade to Buyer will be conditioned upon: (a) Buyer (b) Buyer presenting Seller with sufficient

entitled to set off any costs, fees, or expenses incurred as a result of Buyer’s failure to discharge

under the Cape Town Treaty. Seller makes no

eller’s expense, the available registration of umber until the number

Upon Aircraft delivery, Buyer will receive a credit for ____ (#) years or _____ hours (whichever occurs first) to be applied for Buyer’s benefit to the Support Plus+ Parts & Labor program. Seller and

pport Plus+ Parts & Labor program to take advantage of the credit. Seller will provide

er must cause the financial institution responsible for funding the Balance Due at (the “Financing Confirmation”) that Buyer and the

is paid to Seller. The days before the Scheduled Delivery Date. If

, Seller will assume that

ation, including but not limited to banking (the “Financial Information”) in accordance with certain

Export Certificate of Airworthiness. Private or Public Transport)

). Any equipment or (are) required in addition to those set forth in Exhibit A (Aircraft Specification & Description) and Exhibit

oval or to support operational requirements of Buyer

Procedures. In accordance with




(A) Not later than the Confirmed Delivery Date, Seller will prepare and hold a signed Warranty Bill of Sale, pending Buyer’s or Bdesignee’s inspection and acceptance of the Aircraft.the time it inspects and accepts the Aircraft.

(B) Concurrently with signing the Certificate of Final Acceptance, Buyer will waccount set forth in Section 8. Upon receipt of the Balance Due at Delivery and the signed Certificate of Final Aircraft AcceptanceDelivery, Seller will provide the Warranty Bill of Sale to Bu

(C) Buyer will have ____________ inspector(s) inspect and nationalize the Aircramake arrangements for the immediate issuance of necessary action to have the Aircraft de-registered from the Federal Aviation Administration (inspector(s) complete(s) (its)(their) inspection and nationalizes the Aircraft or upon Btemporary ___________ ferry permit. Upon receipt of a confirmation from the FAA that the Aircraft has been dewill be provided to Buyer and if applicable, Buyer’s designee, at which time Aircraft and affix the ___________ registration, re

(D) Immediately following the events set forth in (A) through (C) aboveDelivery Location. If Buyer does not remove the Aircraft from the Delivery Location within five days following on the sixth day following the Delivery Time: (1) Seller willremote storage location; and (2) storage costs in the amount of U.S. $600 per day will begin accruing to Buyer’s account and will continue to accrue until the day that Buyer removand must be paid by Buyer before removing the Aircraft from storage. Buyer will all losses, damages, claims, liabilities, and causes of action of every kind or character and nature arising out of decision to leave the Aircraft with Seller following the Delivery Time. Seller makes no representation and disclaims all resregarding the tax, legal or other consequences to Buyer as a result of within five days following the Delivery Time.

(E) If Buyer pays Seller in full for the Aircraft but delays day upon which Buyer paid Seller in full: (1) Seller willremote storage location; and (2) storage costs in the acontinue to accrue until the day that Buyer acceptsby Buyer before removing the Aircraft from storlegal, or other consequences to Buyer as a result of Buyer’swithin five days following the day that would have been the delivery date. against all losses, damages, claims, liabilities, and causes of action of Buyer’s decision to delay its acceptance of the Aircraft. remedies Seller may have under this Agreement

(F) Buyer agrees to be the Importer of Record and to be responsible for all importation taxes, duties, fees and other charges associatewith the import of the Aircraft into _________.

(G) Buyer understands and agrees that if Buyer intends to removePrinciple Party in Interest (exporter of record) by the United States Department of Commerce Census Bureau and must authorizeagent for filing the Electronic Export Information (“EEI”) in the U.S. Automated Export System (“States. If Buyer requests, in writing, for Seller to act as Buyer’s agent, Buyer agrees to timely provide a passport number for Seller’s use as the identification number associated with Buyer’s record in AES andcomplete the EEI. Further, effective upon Buyer’s will have appointed Seller as its attorney-in-fact for the sole purpose of enterifurther agrees to deliver to Seller any and all documents and undertakings reasonably necessary for Seller to enter the EEI fAircraft.

23. [Note: Use clause ONLY for Domestic Deals.]notice as to the “Confirmed Delivery Date”, the actual date the Aircraft will be ready for delivery.




Not later than the Confirmed Delivery Date, Seller will prepare and hold a signed Warranty Bill of Sale, pending Buyer’s or Bof the Aircraft. Buyer agrees to sign a Certificate of Final Aircraft Acceptance

signing the Certificate of Final Acceptance, Buyer will wire transfer the Balance Due at Delivery. Upon receipt of the Balance Due at Delivery and the signed Certificate of Final Aircraft Acceptance

, Seller will provide the Warranty Bill of Sale to Buyer or Buyer’s designee.

inspector(s) inspect and nationalize the Aircraft within five days after the Confirmed Delivery Date or the immediate issuance of a temporary ______________ ferry permit. In either case, Seller will take the

registered from the Federal Aviation Administration (the “FAA”) after either the inspection and nationalizes the Aircraft or upon Buyer or Buyer’s designee providing evidence of a

Upon receipt of a confirmation from the FAA that the Aircraft has been dewill be provided to Buyer and if applicable, Buyer’s designee, at which time Seller will remove the temporary “N” number from the

registration, re-strap the transponder, and make the appropriate logbook entries.

set forth in (A) through (C) above, Buyer, at its own expense, must remove the Aircraft from the If Buyer does not remove the Aircraft from the Delivery Location within five days following the

Delivery Time: (1) Seller will, at its option, place the Aircraft in storage, either on Seller’s property or at a torage costs in the amount of U.S. $600 per day will begin accruing to Buyer’s account and will

continue to accrue until the day that Buyer removes the Aircraft from storage. All accrued storage costs are a lien against the Aircraft and must be paid by Buyer before removing the Aircraft from storage. Buyer will indemnify and hold Seller harmless from and against

lities, and causes of action of every kind or character and nature arising out of decision to leave the Aircraft with Seller following the Delivery Time. Seller makes no representation and disclaims all res

ax, legal or other consequences to Buyer as a result of its decision not to remove the Aircraft from the Delivery L

If Buyer pays Seller in full for the Aircraft but delays acceptance of the Aircraft, then beginning on the sixth calendar day following : (1) Seller will, at its option, place the Aircraft in storage, either on Seller’s property

torage costs in the amount of U.S. $600 per day will begin accruing to Buyer’s account and will accepts the Aircraft and removes it from storage. All accrued storage costs must be paid

from storage. Seller makes no representation and disclaims all responsibility regarding the tax, legal, or other consequences to Buyer as a result of Buyer’s decision not to accept the Aircraft and remove it from Seller’s facility within five days following the day that would have been the delivery date. Buyer will indemnify and hold Seller harmless from and against all losses, damages, claims, liabilities, and causes of action of every kind or character and nature arising out of or related to Buyer’s decision to delay its acceptance of the Aircraft. Nothing contained in this Section 22E voids or waives remedies Seller may have under this Agreement.

agrees to be the Importer of Record and to be responsible for all importation taxes, duties, fees and other charges associateBuyer is responsible for the costs associated with registering the Aircraft in

r understands and agrees that if Buyer intends to remove the Aircraft from the United States Buyer will be considered the Principle Party in Interest (exporter of record) by the United States Department of Commerce Census Bureau and must authorizeagent for filing the Electronic Export Information (“EEI”) in the U.S. Automated Export System (“AES”) before departing the United

Seller to act as Buyer’s agent, Buyer agrees to timely provide a passport number for Seller’s use as the identification number associated with Buyer’s record in AES and provide any other information reasonably required to complete the EEI. Further, effective upon Buyer’s written request, and as evidenced by Buyer’s signature on this Agreement, Buyer

fact for the sole purpose of entering the EEI for the Aircraft on behalf of Buyer, and Buyer further agrees to deliver to Seller any and all documents and undertakings reasonably necessary for Seller to enter the EEI f

for Domestic Deals.] Closing Procedures. In accordance with Section 6, Seller will give Buyer written notice as to the “Confirmed Delivery Date”, the actual date the Aircraft will be ready for delivery.


Seller________ 4

Not later than the Confirmed Delivery Date, Seller will prepare and hold a signed Warranty Bill of Sale, pending Buyer’s or Buyer’s Buyer agrees to sign a Certificate of Final Aircraft Acceptance and Delivery at

ire transfer the Balance Due at Delivery to Seller’s bank . Upon receipt of the Balance Due at Delivery and the signed Certificate of Final Aircraft Acceptance and

the Confirmed Delivery Date or either case, Seller will take the

) after either the ___________uyer or Buyer’s designee providing evidence of a

Upon receipt of a confirmation from the FAA that the Aircraft has been de-registered, a copy Seller will remove the temporary “N” number from the

strap the transponder, and make the appropriate logbook entries.

expense, must remove the Aircraft from the the Delivery Time, then,

place the Aircraft in storage, either on Seller’s property or at a torage costs in the amount of U.S. $600 per day will begin accruing to Buyer’s account and will

es the Aircraft from storage. All accrued storage costs are a lien against the Aircraft harmless from and against

lities, and causes of action of every kind or character and nature arising out of or related to Buyer’s decision to leave the Aircraft with Seller following the Delivery Time. Seller makes no representation and disclaims all responsibility

o remove the Aircraft from the Delivery Location

aft, then beginning on the sixth calendar day following the place the Aircraft in storage, either on Seller’s property or at a

per day will begin accruing to Buyer’s account and will the Aircraft and removes it from storage. All accrued storage costs must be paid Seller makes no representation and disclaims all responsibility regarding the tax,

the Aircraft and remove it from Seller’s facility indemnify and hold Seller harmless from and

every kind or character and nature arising out of or related to voids or waives any other rights or

agrees to be the Importer of Record and to be responsible for all importation taxes, duties, fees and other charges associated Buyer is responsible for the costs associated with registering the Aircraft in _________.

Buyer will be considered the Principle Party in Interest (exporter of record) by the United States Department of Commerce Census Bureau and must authorize an

AES”) before departing the United Seller to act as Buyer’s agent, Buyer agrees to timely provide a passport number for Seller’s

ny other information reasonably required to request, and as evidenced by Buyer’s signature on this Agreement, Buyer

ng the EEI for the Aircraft on behalf of Buyer, and Buyer further agrees to deliver to Seller any and all documents and undertakings reasonably necessary for Seller to enter the EEI for the

, Seller will give Buyer written




(A) Not later than the Confirmed Delivery Date, Seller will prepare and designee’s inspection and acceptance of the Aircraft.the time it inspects and accepts the Aircraft.

(B) Concurrently with signing the Certificate of Final Acceptance, Buyer will wire transfer the Balance Due at Delivery to Seller’s bank account set forth in Section 8. Upon receipt of the Balance Due at Delivery and the signed Certificate of Final Aircraft AccDelivery, Seller will provide the Warranty Bill of Sale to Buyer or Buyer’s designee.

(C) Immediately following the events set forth in (A) and (B) aboveLocation. If Buyer does not remove the Aircraft from the Delivery Lthird day following the Delivery Time: (1) Seller willstorage location; and (2) storage costs in the amount of U.S. $600 per day will begin accruing to Buyer’s account and will continue to accrue until the day that Buyer removes the Aircraft from storage. All accrued storage costs are a lien against the Abe paid by Buyer before removing the Aircraft from storage. Buyer losses, damages, claims, liabilities, and causes of action of every kind or character and nature arising out of decision to leave the Aircraft with Seller following regarding the tax, legal, or other consequences to Buyer as a result of its decision not to remove the Aircraft from the DeliLocation within two days following the Delivery Time.

(D) If Buyer pays Seller in full for the Aircraft but delays which Buyer paid Seller in full: (1) Seller willstorage location; and (2) storage costs in the amount of U.S. $accrue until the day that Buyer accepts the Aircraft and removes it from storage. All accrued storage costs must be paid before removing the Aircraft from storage. Seller makes no representation and disclaims all responsibility regarding the tax, legal, or other consequences to Buyer as a result of Buyer’s ddays following the day that would have been the losses, damages, claims, liabilities, and causes of action of every kind or character and nature arisdecision to delay its acceptance of the Aircraft. Seller may have under this Agreement.

24. Excusable Delay. Seller will not be liable for any perform or delay in the performance of any of its other obligations under this Agreement, indirectly to a force majeure event, including, but not limited toactions or inaction of any governmental authorityearthquakes; volcano eruptions; strikes; labor stoppages; sabotage; quarantines;supplies such as electricity, natural gas, fuels, and water; certification, export or airworthiness approval for the Aircraft or any part thereof“Excusable Delay”). If an Excusable Delay occurs, the time required for the pea period equal to the period the Excusable Delay condition persists. If the delivery of the Aircraft is delayed for Excusablthan six months, either Buyer or Seller may terminatgiven within fifteen days immediately following the six month delay period. Upon return to Buyer all amounts previously paid to Seller under this Agreement.

25. Buyer’s Default. Subject to a ten day cure period, Sby Buyer as liquidated damages if Buyer:

(A) does not accept Aircraft delivery on or before the Confirmed Delivery Date

(B) informs Seller that it will not accept Aircraft delivery on or before the Confirmed Delivery Date

(C) fails to make any payments when due;

(D) cannot take delivery of the Aircraft without causing Seller to be in substantial risk of violating(based on Seller’s reasonable determination)




Not later than the Confirmed Delivery Date, Seller will prepare and hold a signed Warranty Bill of Sale, pending Buyer’s or Buyer’s designee’s inspection and acceptance of the Aircraft. Buyer agrees to sign a Certificate of Final Aircraft Acceptance

signing the Certificate of Final Acceptance, Buyer will wire transfer the Balance Due at Delivery to Seller’s bank account set forth in Section 8. Upon receipt of the Balance Due at Delivery and the signed Certificate of Final Aircraft Acc

, Seller will provide the Warranty Bill of Sale to Buyer or Buyer’s designee.

set forth in (A) and (B) above, Buyer, at its own expense, must remove the Aircraft from the Delivery t remove the Aircraft from the Delivery Location within two days following the Delivery Time then, on the

Delivery Time: (1) Seller will, at its option, place the Aircraft in storage, either on Seller’s property or at a remotorage costs in the amount of U.S. $600 per day will begin accruing to Buyer’s account and will continue to

accrue until the day that Buyer removes the Aircraft from storage. All accrued storage costs are a lien against the Abe paid by Buyer before removing the Aircraft from storage. Buyer will indemnify and hold Seller harmless from and against all losses, damages, claims, liabilities, and causes of action of every kind or character and nature arising out of decision to leave the Aircraft with Seller following the Delivery Time. Seller makes no representation and disclaims all responsibility regarding the tax, legal, or other consequences to Buyer as a result of its decision not to remove the Aircraft from the Deli

Delivery Time.

in full for the Aircraft but delays accepting the Aircraft, then beginning on the third day following : (1) Seller will, at its option, place the Aircraft in storage, either on Seller’s property or at a remote

torage costs in the amount of U.S. $600 per day will begin accruing to Buyer’s account and will continue to the Aircraft and removes it from storage. All accrued storage costs must be paid

Seller makes no representation and disclaims all responsibility regarding the tax, legal, or other consequences to Buyer as a result of Buyer’s decision not to accept the Aircraft and remove it from Selle

following the day that would have been the delivery date. Buyer will indemnify and hold Seller harmless from and against all losses, damages, claims, liabilities, and causes of action of every kind or character and nature arising out of or related to Buyer’s decision to delay its acceptance of the Aircraft. Nothing contained in this Section 23D voids or waives any other rights or remedies

liable for any failure to deliver the Aircraft or for any delay in the delivery of the Aircraft performance of any of its other obligations under this Agreement, if any such failure or delay is

a force majeure event, including, but not limited to one or more of the following: acts of God; unforeseeable circumstances; authority; wars (declared or undeclared); riots; revolutions; terrorism; hijackings

earthquakes; volcano eruptions; strikes; labor stoppages; sabotage; quarantines; epidemics; interruptions of essential services and and water; the nonattainment (after all reasonable efforts of Seller) of any governmental

certification, export or airworthiness approval for the Aircraft or any part thereof; or any other cause beyond Seller’s reasonable control “Excusable Delay”). If an Excusable Delay occurs, the time required for the performance of any obligation of this Agreement will extend for a period equal to the period the Excusable Delay condition persists. If the delivery of the Aircraft is delayed for Excusablthan six months, either Buyer or Seller may terminate this Agreement upon giving written notice to the other party, which notice must

days immediately following the six month delay period. Upon any such termination Seller’s sole obligation will be to return to Buyer all amounts previously paid to Seller under this Agreement.

ubject to a ten day cure period, Seller has the right to terminate this Agreement and retain all deposits p

does not accept Aircraft delivery on or before the Confirmed Delivery Date;

will not accept Aircraft delivery on or before the Confirmed Delivery Date;

cannot take delivery of the Aircraft without causing Seller to be in substantial risk of violating any applicable(based on Seller’s reasonable determination); or


Seller________ 5

hold a signed Warranty Bill of Sale, pending Buyer’s or Buyer’s Buyer agrees to sign a Certificate of Final Aircraft Acceptance and Delivery at

signing the Certificate of Final Acceptance, Buyer will wire transfer the Balance Due at Delivery to Seller’s bank account set forth in Section 8. Upon receipt of the Balance Due at Delivery and the signed Certificate of Final Aircraft Acceptance and

must remove the Aircraft from the Delivery Delivery Time then, on the

place the Aircraft in storage, either on Seller’s property or at a remote torage costs in the amount of U.S. $600 per day will begin accruing to Buyer’s account and will continue to

accrue until the day that Buyer removes the Aircraft from storage. All accrued storage costs are a lien against the Aircraft and must harmless from and against all

losses, damages, claims, liabilities, and causes of action of every kind or character and nature arising out of or related to Buyer’s resentation and disclaims all responsibility

regarding the tax, legal, or other consequences to Buyer as a result of its decision not to remove the Aircraft from the Delivery

, then beginning on the third day following the day upon place the Aircraft in storage, either on Seller’s property or at a remote

per day will begin accruing to Buyer’s account and will continue to the Aircraft and removes it from storage. All accrued storage costs must be paid by Buyer

Seller makes no representation and disclaims all responsibility regarding the tax, legal, or om Seller’s facility within two

indemnify and hold Seller harmless from and against all ing out of or related to Buyer’s

any other rights or remedies

delay in the delivery of the Aircraft or failure to if any such failure or delay is due directly or

acts of God; unforeseeable circumstances; hijackings; fires; floods;

interruptions of essential services and Seller) of any governmental

ond Seller’s reasonable control (an rformance of any obligation of this Agreement will extend for

a period equal to the period the Excusable Delay condition persists. If the delivery of the Aircraft is delayed for Excusable Delay for more he other party, which notice must be

termination Seller’s sole obligation will be to

eller has the right to terminate this Agreement and retain all deposits previously paid

any applicable law or regulation




(E) breaches any term or condition contained in this Agr

Buyer agrees that these liquidated damages do not constitute a penalty and are a reasonable and agreed amount of the anticipaactual damages Seller will suffer as a result of Buyer’s default. Buyer’s successive deposlosses at each successive phase of build, including, but not limited to, damages for lost volume sales, carrying costs, costsAircraft specifications, time value of resources, and diminution in are not easily and readily determinable and will accrue in reasonable proportion to Buyer’s successive deposits.

26. Seller’s Default. If Seller, in any material respect, Aircraft within ninety days after the Confirmed Delivery Date, other than for any of the causes described in Section Buyer has the right to terminate this Agreement after giving Seller written notice of the termination witthe expiration of ninety days after the Confirmed Delivery Date (the “Termination Notice Period”). The date Seller receives Buyer’s timely written notice of termination is the “Termination Date.” On or before the deposit(s) previously paid by Buyer, together with interest calculated from the day Seller received the deposit(s) throughDate. Interest will be at the one-month LIBOR, as published in the Wall Street Journal under “Credit Markets” on the first day of the month in which the Termination Date falls plus 3.0%. This return of deposit(s) plus interest is Buyer’sperform under this Agreement and for any claim arising out of or related to this Agreement

27. Assignment and Speculation.

(A) Assignment. This Agreement, including the rights of Buyer under this Agreement, may not be assigned, in whole or in part, without Seller’s prior written consent. Any attempted assignment of this Agreement without the prior written consent of Seller will be null, voidand without effect and will be in breach of this Agreement. indirect transfer of 50% or more of the equity ownership in Buyerthrough merger or otherwise.

(B) Speculation. Buyer will not engage in speculation or any other attempted selling or marketing of the Aircraftbefore delivery, either directly or through a third party.

28. [Note: Use clause ONLY for Deals with an individual as Buyer.]contrary in this Agreement, if Buyer is an individual and dies or is legally incapacitated, Buyer’s legal guardian, conservatfact, executor, administrator or legally appointed representative (“Buyer’s Representative”) may elect to do either of the fo

(A) fulfill Buyer’s obligations under this Agreement; or

(B) within thirty days after Buyer’s death orevidence provided by Buyer’s Representative request that Seller remarketing, Seller will make reasonable, goodRepresentative will remain obligated to fulfill all obligations of Buyer, including, but not limited to, making all payments when due and taking delivery of the Aircraft on the CoRepresentative, Seller’s re-marketing efforts will cease. If Seller successfully repurchaser before delivery to Buyer’s Representative, neeach other in regard to this Agreement, except that Seller will refund to Buyer’s Representative any amounts paid to Seller bBuyer or Buyer’s Representative, less any outprice reductions to re-sell the Aircraft, training costs, and the like) in connection with such re

29. Confidentiality. The terms and conditions of this Agreement (incldisclosed in any fashion, either in whole or in partparty’s legal counsel, financial institution, accountants, and other relevant personnel with a need to know) of Seller.

30. Waiver of Other Representations. BUYER IS AN INFORMEDNECESSARY IS EXPERIENCED IN THE EVALUATION AND PURCHAHAS PROVIDED BUYER WITH THE INFORMATION WITH RESPECT TO THE EXECUTION AND PERFOR




ion contained in this Agreement in any material respect.

Buyer agrees that these liquidated damages do not constitute a penalty and are a reasonable and agreed amount of the anticipaactual damages Seller will suffer as a result of Buyer’s default. Buyer’s successive deposits are intended to reflect Seller’s anticipated losses at each successive phase of build, including, but not limited to, damages for lost volume sales, carrying costs, costs

ircraft specifications, time value of resources, and diminution in market value of the Aircraft. The parties acknowledge that such losses are not easily and readily determinable and will accrue in reasonable proportion to Buyer’s successive deposits.

. If Seller, in any material respect, fails to perform any term or condition contained in this Agreement or fails tdays after the Confirmed Delivery Date, other than for any of the causes described in Section

s Agreement after giving Seller written notice of the termination within thirty days days after the Confirmed Delivery Date (the “Termination Notice Period”). The date Seller receives Buyer’s timely

tice of termination is the “Termination Date.” On or before the thirtieth day following the Termination Date, Seller will return all deposit(s) previously paid by Buyer, together with interest calculated from the day Seller received the deposit(s) through

month LIBOR, as published in the Wall Street Journal under “Credit Markets” on the first day of the month in which the Termination Date falls plus 3.0%. This return of deposit(s) plus interest is Buyer’s exclusive remedy for Seller’s failure to

under this Agreement and for any claim arising out of or related to this Agreement.

This Agreement, including the rights of Buyer under this Agreement, may not be assigned, in whole or in part, without Any attempted assignment of this Agreement without the prior written consent of Seller will be null, void

and without effect and will be in breach of this Agreement. For purposes of this paragraph, an “assignment” includes transfer of 50% or more of the equity ownership in Buyer or any direct or indirect parent of Buyer by any means,

Buyer will not engage in speculation or any other attempted selling or marketing of the Aircraftbefore delivery, either directly or through a third party.

for Deals with an individual as Buyer.] Death or Legal Incapacity. Notwithstanding anything to the contrary in this Agreement, if Buyer is an individual and dies or is legally incapacitated, Buyer’s legal guardian, conservatfact, executor, administrator or legally appointed representative (“Buyer’s Representative”) may elect to do either of the fo

fulfill Buyer’s obligations under this Agreement; or

Buyer being found legally incapacitated, based upon reasonable, written documentary evidence provided by Buyer’s Representative request that Seller re-market the Aircraft. In the case of any such request for remarketing, Seller will make reasonable, good-faith efforts to re-market the Aircraft. Notwithstanding the foregoing, Buyer’s Representative will remain obligated to fulfill all obligations of Buyer, including, but not limited to, making all payments when due and taking delivery of the Aircraft on the Confirmed Delivery Date. Upon delivery of the Aircraft to Buyer’s

marketing efforts will cease. If Seller successfully re-markets and delivers the Aircraft to a third party purchaser before delivery to Buyer’s Representative, neither Seller nor Buyer’s Representative will have any further obligation to each other in regard to this Agreement, except that Seller will refund to Buyer’s Representative any amounts paid to Seller bBuyer or Buyer’s Representative, less any out-of-pocket expenses incurred or to be incurred by Seller (i.e. remarketing costs,

sell the Aircraft, training costs, and the like) in connection with such re-marketing.

of this Agreement (including any Exhibits, Addenda, and Schedules attached)disclosed in any fashion, either in whole or in part, by Buyer to any third party (excluding governmental authorities and the disclosing party’s legal counsel, financial institution, accountants, and other relevant personnel with a need to know) without the prior written consent

BUYER IS AN INFORMED AND SOPHISTICATED PURCHASER AND TO THE EVALUATION AND PURCHASE OF AIRCRAFT. BUYER ACKNOWLEDGES THAT

ITH THE INFORMATION BUYER HAS REQUESTED TO ENABLE IT TO MAKE AN INFORMED DECEXECUTION AND PERFORMANCE OF THIS AGREEMENT AND THE PURCHASE


Seller________ 6

Buyer agrees that these liquidated damages do not constitute a penalty and are a reasonable and agreed amount of the anticipated or its are intended to reflect Seller’s anticipated

losses at each successive phase of build, including, but not limited to, damages for lost volume sales, carrying costs, costs to change ircraft. The parties acknowledge that such losses

erform any term or condition contained in this Agreement or fails to deliver the 24 (Excusable Delay),

days immediately following days after the Confirmed Delivery Date (the “Termination Notice Period”). The date Seller receives Buyer’s timely

day following the Termination Date, Seller will return all deposit(s) previously paid by Buyer, together with interest calculated from the day Seller received the deposit(s) through the Termination

month LIBOR, as published in the Wall Street Journal under “Credit Markets” on the first day of the month exclusive remedy for Seller’s failure to

This Agreement, including the rights of Buyer under this Agreement, may not be assigned, in whole or in part, without Any attempted assignment of this Agreement without the prior written consent of Seller will be null, void,

For purposes of this paragraph, an “assignment” includes the direct or or any direct or indirect parent of Buyer by any means, including

or its delivery position

Notwithstanding anything to the contrary in this Agreement, if Buyer is an individual and dies or is legally incapacitated, Buyer’s legal guardian, conservator, attorney-in-fact, executor, administrator or legally appointed representative (“Buyer’s Representative”) may elect to do either of the following:

ound legally incapacitated, based upon reasonable, written documentary market the Aircraft. In the case of any such request for re-

market the Aircraft. Notwithstanding the foregoing, Buyer’s Representative will remain obligated to fulfill all obligations of Buyer, including, but not limited to, making all payments to Seller

nfirmed Delivery Date. Upon delivery of the Aircraft to Buyer’s s the Aircraft to a third party

ither Seller nor Buyer’s Representative will have any further obligation to each other in regard to this Agreement, except that Seller will refund to Buyer’s Representative any amounts paid to Seller by

et expenses incurred or to be incurred by Seller (i.e. remarketing costs,

and Schedules attached) may not be to any third party (excluding governmental authorities and the disclosing

without the prior written consent

RCHASER AND TO THE EXTENT ER ACKNOWLEDGES THAT SELLER

MAKE AN INFORMED DECISION OF THE AIRCRAFT.




SUBJECT TO SELLER’S LIMITED WARRANTY, BUACCEPTANCE DATE, BASED ON ITS OWN INSPECTIONAND SELLER HEREBY AGREE, THAT EXCEPT AS OF ITS AFFILIATES HAS MADE OR IS MAKING WRITTEN OR ORAL, INCLUDING ANY IMPLIED RMERCHANTABILITY, SUITABILITY OR FITNESS

31. Exclusive Remedy. (A) EACH PARTY IRREVOCABLY WAIVES ANY RIGHT TO MA

CONTRACTUAL CLAIM AGAINST THE OT

CONTAINED IN THIS AGREEMENT. EXCEPT WITH RESPECT TO

AT ITS OPTION, EITHER THE REMEDIES PROVIDE

WHICH BUYER IS ENTITLED TO THE REMEDIES PROVIDE

NEITHER PARTY WILL MAKE ANY CLAIM FOR

RELATING TO THE AIRCRAFT, THIS AGREEMENT

AGREEMENT, WHETHER BASED ON CONTRACT, TO

APPLICABLE LAWS OR REGULATIONS, OR OTHER

Notwithstanding the foregoing, nothing set forward in this Section 31(A) shall deprive Buyer of its rights under Seller’s lim

warranty.

(B) NOTWITHSTANDING ANYTHING TO THE CONTRARY IN TH

SPECIAL, PUNITIVE, EXEMPLARY, MULTIPLE,

OR LOST BENEFITS (INCLUDING LOSS OF CONS

BUSINESS, DAMAGE TO REPUTATION OR LOSS TO GOOD

UNDER THIS AGREEMENT OR FOR ANY LACK OR L

OR SPARE PART, WHETHER BASED ON CON

ANY APPLICABLE LAWS OR REGULATIONS, OR O

PARTY’S SOLE, JOINT OR CONCURRENT NEGLIG

32. Choice of Law and Forum. THIS AGREEMENT(ANY OF WHICH IS A “LEGAL PROCEEDING”) THE PARTIES AND/OR THE INTERPRETATION AND ENFORCEMENT OF THE RIGHTS AND DUTIES OF THE PARCONSTRUED BY THE LAWS OF THE STATE OF KANSAS, WITHOUT RESORT TO ANY CHOICE OF LAW RULES FOLLOWED BY THE COURTS OF KANSAS. THE PARTIES AGREE THAT ANY LEGAL PROCEEDING THIS AGREEMENT OR PURCHASE OF THE AIRCRDISTRICT OF KANSAS AT WICHITA, KANSAS, OR IN THE EIGHTEENTH JUDICIAL DISTRICT COURT OF SEDGWICK COUNTY, KANSAS. THE PARTIES AGREE TO BE SUBJECT TO THE JURISDICTION OF THESE COURTS IN ANY AND IRREVOCABLY AND UNCONDITIONALLY PROCEEDING IN THESE COURTS, WAIVE ANY CLAIM THAT A BROUGHT IN AN INCONVENIENT FORUM, AND AGREE THAT THESE COURTS WILL BE CONCLUSIVE AND BINDING UPON THE PARTIES AND MAY BE ENFORCED IN ANY OTHER COURTS TO WHOSE JURISDICTION THE PARTIES MAY BE SUBJECT. APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT.

[ONLY USE FOR NON-US Buyers] Buyer agrees that service of any process, summons, notice or document in any such Proceeding may be made upon [PROCESS AGENT]irrevocably appointed as its agent to accept such service and Buyersuch service of process to it shall not impair or affect the validity of such service or any judgment based thereon. consents to service of process by U.S. registered mail addressed to




LIMITED WARRANTY, BUYER AGREES TO ACCEPT THE AIRCRAFT IN THE CONDITION IT IS IN ON ITS OWN INSPECTION. IT IS THE EXPLICIT INTENT OF BUYER AND SELLER, AND BUYER

REE, THAT EXCEPT AS OTHERWISE SET FORTH IN THIS AGREEMENT, NEITHER SELLER, S MADE OR IS MAKING ANY REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR

LUDING ANY IMPLIED REPRESENTATION OR WARRANTY AS TO THE VALUTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE AIRCRAFT.

IVES ANY RIGHT TO MAKE ANY TORT, EQUITABLE, STATUTORY OR OTHER EXTRA

CLAIM AGAINST THE OTHER PARTY WITH RESPECT TO THIS AGREEMENT OR THE SUBJECT MATTE

EPT WITH RESPECT TO (1) SECTION 25 (AS TO WHICH SELLER IS E

THE REMEDIES PROVIDED THEREIN OR SPECIFIC PERFORMANCE), AND (2) SECTION 26

THE REMEDIES PROVIDED THEREIN), NEITHER PARTY WILL HAVE ANY LIABILIT

L MAKE ANY CLAIM FOR DAMAGES OR LOSSES OF ANY KIND UNDER, ARIS

RAFT, THIS AGREEMENT, OR ANY OTHER DOCUMENT DELIVERED IN CONNECTION WITH THIS

ASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, EQUITABL

EGULATIONS, OR OTHERWISE.

Notwithstanding the foregoing, nothing set forward in this Section 31(A) shall deprive Buyer of its rights under Seller’s lim

THE CONTRARY IN THIS AGREEMENT, NEITHER PARTY WILL B

XEMPLARY, MULTIPLE, INCIDENTAL, CONSEQUENTIAL OR INDIRECT DAMAGES, LOST PROFITS

CLUDING LOSS OF CONSORTIUM), LOSS OF ENTERPRISE VALUE, DIMINUTION IN VALUE OF AN

TION OR LOSS TO GOODWILL, ARISING OUT OF OR RELATED TO ITS PERFORM

OR FOR ANY LACK OR LOSS OF USE OF THE AIRCRAFT OR ANY EQUIPM

WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, EQUITABLE REMEDIES,

OR REGULATIONS, OR OTHERWISE AND WHETHER OR NOT ARISING FROM

OR CONCURRENT NEGLIGENCE, STRICT LIABILITY OR OTHER FAULT.

THIS AGREEMENT AND ANY CLAIM, CONTROVERSY, DISPUTE, SUIT, ACTION OR PROCEEDING (ANY OF WHICH IS A “LEGAL PROCEEDING”) ARISING UNDER OR RELATED TO THE AGREEMENT, THE RELATIONSHIP OF THE PARTIES AND/OR THE INTERPRETATION AND ENFORCEMENT OF THE RIGHTS AND DUTIES OF THE PARCONSTRUED BY THE LAWS OF THE STATE OF KANSAS, WITHOUT RESORT TO ANY CHOICE OF LAW RULES FOLLOWED BY THE COURTS OF KANSAS. THE PARTIES AGREE THAT ANY LEGAL PROCEEDING ARISING OUT OF OR IN CONNECTION WITH

OR PURCHASE OF THE AIRCRAFT WILL BE BROUGHT IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF KANSAS AT WICHITA, KANSAS, OR IN THE EIGHTEENTH JUDICIAL DISTRICT COURT OF SEDGWICK COUNTY,

THE PARTIES AGREE TO BE SUBJECT TO THE JURISDICTION OF THESE COURTS IN ANY LEGAAND IRREVOCABLY AND UNCONDITIONALLY WAIVE ANY OBJECTION TO THE LAYING OF VENUE IN ANYPROCEEDING IN THESE COURTS, WAIVE ANY CLAIM THAT A LEGAL PROCEEDING BROUGHT IN THESE COURTS HAS BEEN BROUGHT IN AN INCONVENIENT FORUM, AND AGREE THAT FINAL JUDGMENT IN A LEGAL PROCEEDING BROUGHT IN THESE COURTS WILL BE CONCLUSIVE AND BINDING UPON THE PARTIES AND MAY BE ENFORCED IN ANY OTHER COURTS TO WHOSE JURISDICTION THE PARTIES MAY BE SUBJECT. BUYER WAIVES TO THE FULLEST EXTENT PERMITTED BY

E LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT.

Buyer agrees that service of any process, summons, notice or document in any such [PROCESS AGENT] (the “Process Agent”) and Buyer confirms that Process Agent has been duly and

service and Buyer agrees that the failure of the Process Agent to give any notishall not impair or affect the validity of such service or any judgment based thereon. Buyer

to service of process by U.S. registered mail addressed to Buyer or the Process Agent and agrees that either of such shall be


Seller________ 7

CONDITION IT IS IN ON THE ELLER, AND BUYER

EITHER SELLER, NOR ANY ATSOEVER, EXPRESS OR IMPLIED,

RANTY AS TO THE VALUE, CONDITION, TO THE AIRCRAFT.

RY OR OTHER EXTRA

OR THE SUBJECT MATTER

TO WHICH SELLER IS ENTITLED TO,

) SECTION 26 (AS TO

LL HAVE ANY LIABILITY, AND

ANY KIND UNDER, ARISING OUT OF OR

NECTION WITH THIS

UITABLE REMEDIES, ANY

Notwithstanding the foregoing, nothing set forward in this Section 31(A) shall deprive Buyer of its rights under Seller’s limited

NEITHER PARTY WILL BE LIABLE FOR

MAGES, LOST PROFITS

UTION IN VALUE OF ANY

LATED TO ITS PERFORMANCE

RCRAFT OR ANY EQUIPMENT, ACCESSORY

EQUITABLE REMEDIES,

OR NOT ARISING FROM THE OTHER

AND ANY CLAIM, CONTROVERSY, DISPUTE, SUIT, ACTION OR PROCEEDING ARISING UNDER OR RELATED TO THE AGREEMENT, THE RELATIONSHIP OF

THE PARTIES AND/OR THE INTERPRETATION AND ENFORCEMENT OF THE RIGHTS AND DUTIES OF THE PARTIES SHALL BE CONSTRUED BY THE LAWS OF THE STATE OF KANSAS, WITHOUT RESORT TO ANY CHOICE OF LAW RULES FOLLOWED BY

ARISING OUT OF OR IN CONNECTION WITH WILL BE BROUGHT IN THE UNITED STATES DISTRICT COURT FOR THE

DISTRICT OF KANSAS AT WICHITA, KANSAS, OR IN THE EIGHTEENTH JUDICIAL DISTRICT COURT OF SEDGWICK COUNTY, LEGAL PROCEEDING,

WAIVE ANY OBJECTION TO THE LAYING OF VENUE IN ANY LEGALPROCEEDING BROUGHT IN THESE COURTS HAS BEEN

PROCEEDING BROUGHT IN THESE COURTS WILL BE CONCLUSIVE AND BINDING UPON THE PARTIES AND MAY BE ENFORCED IN ANY OTHER COURTS

BUYER WAIVES TO THE FULLEST EXTENT PERMITTED BY E LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY

Buyer agrees that service of any process, summons, notice or document in any such Legal that Process Agent has been duly and

that the failure of the Process Agent to give any notice of any Buyer further irrevocably

that either of such shall be




effective service of process for any such legal proceedingSedgwick County, Kansas.

33. Notices. All notices must be in writing, addressed gives the other party written notification of a change of address). Notices may be sent by either electronic mail or by cert

34. Severability. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any provisions of this Agreement, which shall remain in full force and effect and according to its original terms and intent.

35. Amendments and Waivers. No amendment of this Agreement or waiver forth in writing and signed by a duly authorized representative of each of Buyer and Seller. right or power under this Agreement shall operate as right or power, or any abandonment or discontinuation of steps to enforce such a right or power, preclude any other or furthesuch right or power or the exercise of any other right or power.

36. Counterparts. This Agreement may be signed in two or more identical counterparts, each of which, when signed, will be considered an originaand the counterparts will, together, constitute one and the same instrum

37. Headings. Section headings used in this Agreement are for convenience of reference only, are not part of this Agreement and will notconstruction of, or be taken into consideration in interpreting this Agreement.

38. Survival. The provisions of this Agreement survive closing and delivery of any documents of title with respect to the Aircraft.

39. Entire Agreement. BUYER AND SELLER AGREE THAT THE SALE AND PURCHASE OF THE AIRCRAFT IS GOVERNED SOLELY BY THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT, IN THE EXHIBITS ATTACHED,ATTACHED, IF ANY. THIS AGREEMENT, TOGETHER WITH THE EXHIBITS ATTACHED, EMBODIES THE ENTIRE AGREEMENT OF THE PARTIES WITH RESPECT TO THE SUBJECT MATTER COMMUNICATIONS OR AGREEMENTS, WHETHER WRITTEN OR ORAL, BETWEEN THE PARTIES ARE SUPERSEDED BY THIS AGREEMENT. IN THE EVENT OF ANY INCONSISTENCIESAddendum; (2) Exhibit A, the Specifications; (3) this

TIME IS OF THE ESSENCE WITH RESPECT TO THIS AGREEMENT.

BUYER HAS READ AND UNDERSTANDS THE COMPLETE AGREEMENT. BUYER

Accepted By Buyer:

By:Name:

Title:

Date:“Buyer”

THIS AGREEMENT IS OFFERED FOR BUYER’S ACCEPTANCE THROUGH NOTICE FROM SELLER TO BUYER OR COUNTERSI




legal proceeding brought against it in any state or federal court sitting in

All notices must be in writing, addressed to the receiving party at its address shown on the face of this Agreement (unless a party gives the other party written notification of a change of address). Notices may be sent by either electronic mail or by cert

The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any provisions of this Agreement, which shall remain in full force and effect and such provision shall be interpreted as nearly

No amendment of this Agreement or waiver of any provision of this Agreement will be effective unless set forth in writing and signed by a duly authorized representative of each of Buyer and Seller. No failure or delay by Seller in exercising any right or power under this Agreement shall operate as a waiver of such right or power, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuation of steps to enforce such a right or power, preclude any other or furthe

cise of any other right or power.

This Agreement may be signed in two or more identical counterparts, each of which, when signed, will be considered an originaand the counterparts will, together, constitute one and the same instrument.

. Section headings used in this Agreement are for convenience of reference only, are not part of this Agreement and will notconstruction of, or be taken into consideration in interpreting this Agreement.

The provisions of this Agreement survive closing and delivery of any documents of title with respect to the Aircraft.

BUYER AND SELLER AGREE THAT THE SALE AND PURCHASE OF THE AIRCRAFT IS GOVERNED SOLELY ONS SET FORTH IN THIS AGREEMENT, IN THE EXHIBITS ATTACHED, AND IN THE ADDENDA

, TOGETHER WITH THE EXHIBITS ATTACHED, AND ANY ADDENDA ATTACHED EMBODIES THE ENTIRE AGREEMENT OF THE PARTIES WITH RESPECT TO THE SUBJECT MATTER INVOLVED. ALL PREVIOUS COMMUNICATIONS OR AGREEMENTS, WHETHER WRITTEN OR ORAL, BETWEEN THE PARTIES ARE SUPERSEDED BY THIS

IN THE EVENT OF ANY INCONSISTENCIES, THE ORDER OF PRECEDENCE WILL BE AS FOLLOWS: (3) this Agreement; and (4) additional Exhibits and Attachments, if any

HIS AGREEMENT.

ETE AGREEMENT. BUYER HAS RECEIVED A COPY OF THIS AGREE

Accepted by Seller: Hawker Beechcraft Corporation

By:Name:

Title:

Date:“Seller”

CEPTANCE THROUGH [[CALENDAR DATE]] UNLESS EXTENDED BY WO BUYER OR COUNTERSIGNATURE BY SELLER.


Seller________ 8

in any state or federal court sitting in Wichita, Kansas or

to the receiving party at its address shown on the face of this Agreement (unless a party gives the other party written notification of a change of address). Notices may be sent by either electronic mail or by certified mail.

The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other such provision shall be interpreted as nearly as possible

any provision of this Agreement will be effective unless set No failure or delay by Seller in exercising any

a waiver of such right or power, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuation of steps to enforce such a right or power, preclude any other or further exercise of

This Agreement may be signed in two or more identical counterparts, each of which, when signed, will be considered an original,

. Section headings used in this Agreement are for convenience of reference only, are not part of this Agreement and will not affect the

The provisions of this Agreement survive closing and delivery of any documents of title with respect to the Aircraft.

BUYER AND SELLER AGREE THAT THE SALE AND PURCHASE OF THE AIRCRAFT IS GOVERNED SOLELY AND IN THE ADDENDA

ANY ADDENDA ATTACHED INVOLVED. ALL PREVIOUS

COMMUNICATIONS OR AGREEMENTS, WHETHER WRITTEN OR ORAL, BETWEEN THE PARTIES ARE SUPERSEDED BY THIS BE AS FOLLOWS: (1)

additional Exhibits and Attachments, if any.

A COPY OF THIS AGREEMENT.

Accepted by Seller: Hawker Beechcraft Corporation

“Seller”

UNLESS EXTENDED BY WRITTEN


PREMIER IA

Hawker beechcraft Corporation10511 E. CentralWichita, Kansas 67206 USA+1.316.676.5034 • +1.316.676.6614 fax

SPECIFICATION AND DESCRIPTIONRB-282 THRU RB-291

EXHIBIT A

JULY 2010



Acknowledged: INITIAL HERE: Buyer: ______ Seller: ______July 2010

PREMIER IA SERIAL NUMBERS RB-282 THRU RB-291 HAWKER BEECHCRAFT CORPORATION 1

PREMIER IA SPECIFICATION AND DESCRIP-BEECHCRAFT PREMIER IA SPECIFICATION AND DESCRIPTION

THIS DOCUMENT IS PUBLISHED FOR THE PURPOSE OF PROVIDING GENERAL INFORMATION FOR THE EVALUATION OF THE DESIGN, PERFORMANCE AND EQUIPMENT OF THE BEECHCRAFT PREMIER IA. IT IS NOT A CONTRACTUAL AGREEMENT UNLESS APPENDED TO AN AIRCRAFT PURCHASE AGREEMENT.

Contents

1. GENERAL DESCRIPTION ...................................................... 2

2. GENERAL ARRANGEMENT .................................................. 3

3. DESIGN WEIGHTS AND CAPACITIES ..................................... 4

4. PERFORMANCE .................................................................. 4

5. STRUCTURAL DESIGN CRITERIA .......................................... 4

6. FUSELAGE ........................................................................... 5

7. WING ................................................................................. 5

8. EMPENNAGE ...................................................................... 6

9. LANDING GEAR .................................................................. 6

10. POWERPLANTS .................................................................. 6

11. SYSTEMS ............................................................................ 7

12. FLIGHT DECK AND AVIONICS.............................................. 9

13. INTERIOR ......................................................................... 12

14. BAGGAGE COMPARTMENTS ............................................ 12

15. EXTERIOR ........................................................................ 12

16. ADDITIONAL EQUIPMENT ................................................. 14

17. EMERGENCY EQUIPMENT ................................................ 14

18. DOCUMENTATION AND TECHNICAL PUBLICATIONS ......... 14

19. CAMP SYSTEMS MAINTENANCE TRACKING PROGRAM .... 14

20. PREMIER IA NEW AIRCRAFT LIMITED WARRANTY ............ 15

21. PREMIER IA CREW TRAINING AGREEMENT ...................... 19

Williams International, Rockwell Collins, 3M, Jeppesen, Honeywell, Artex, dB Systems, L3 Communications, MedAire, CAMP Systems and FlightSafety International are trademarks of their respective owners.



HAWKER BEECHCRAFT CORPORATION PREMIER IA SERIAL NUMBERS RB-282 THRU RB-2912

BEECHCRAFT PREMIER IA SPECIFICATION AND DESCRIPTION

INTRODUCTION

This Specifi cation and Description document is published for the purpose of general information for the evaluation of the design, performance and equipment of the Beechcraft Premier IA aircraft. Should more detailed data be required, it can be obtained by contacting:

Hawker Beechcraft CorporationP.O Box 85Wichita, Kansas 67201-0085Attention: Contracts Administration, Dept. 191Telephone: 316.676.7111Fax: 316.676.1910

This document describes only the Premier IA aircraft, serial numbers RB-282 through RB-291, its powerplants and equipment. Also included are the warranties applicable to the Premier IA aircraft, Williams International™ FJ44-2A engines, Rockwell Collins™ Pro Line 21 avionics as well as the Premier IA Crew Training Agreement. In the event of any confl ict or discrepancy between this document and the Aircraft Purchase Agreement to which it may be appended, terms specifi ed in the Aircraft Purchase Agreement govern.

Engine and Avionics warranties are subject to change at the discretion of the manufacturer. Hawker Beechcraft Corporation does not warrant engines or avionics. Should the engine or avionics warranty refl ected in this document not be the current warranty provided by the manufacturer, HBC disclaims any liability to Buyer for any such error.

The term “Aircraft” as used in this document and in the Aircraft Purchase Agreement into which it may be incorporated by reference shall unless otherwise designated include the entire Premier IA aircraft and all of its parts, components and related publications, including manuals, as more fully described in this Specifi cation and Description.

Throughout this document, Hawker Beechcraft Corporation reserves the right to revise the ‘Specifi cation and Description’ whenever occasioned by product improvements, government regulations or other good cause.

Copyright © 2010 Hawker Beechcraft Corporation.All rights reserved.

GENERAL DESCRIPTION1.

The Premier IA is a twin turbofan engine, swept wing light jet aircraft featuring a composite fuselage, composite/metal empennage and a metal wing. Standard seating is for 6 passengers and their baggage plus a crew of two. The aircraft is certifi ed for single pilot operation.

Powerplants are two Williams International FJ44-2A turbofan engines, pylon mounted on the rear fuselage.

The Premier IA is certifi ed in accordance with 14 CFR Part 23 thru Amendment 23-52, applicable special conditions and 14 CFR Part 36 noise requirements and meets the airworthiness requirements for RVSM approval.

Dimensions

Overall Height .......................................... 15 ft. 4 in. (4.67 m)Overall Length ........................................ 46 ft. 0 in. (14.02 m)

Wing

Span (overall) ......................................... 44 ft. 6 in. (13.56 m)Area ................................................... 247 sq. ft. (22.9 sq. m)Sweep (at 25% chord).............................................. 20.0 degDihedral ..................................................................... 2.5 degAspect Ratio ................................................................... 8.60Mean Aerodynamic Chord .......................... 5 ft. 6 in. (1.68 m)

Horizontal Tail

Span (overall) ........................................... 16 ft. 1 in. (4.90 m)Area ..................................................... 50 sq. ft. (4.65 sq. m)Sweep (at 25% chord)................................................. 25 degDihedral ........................................................................ 0 degAspect Ratio ..................................................................... 5.0

Vertical Tail

Area .................................................. 51.5 sq. ft. (4.78 sq. m)Sweep (at 25% chord).............................................. 40.4 degAspect Ratio ................................................................... 1.13

Cabin

Total Pressurized Length ........................... 18 ft. 8 in. (5.69 m)Length (excluding cockpit) ........................ 13 ft. 6 in. (4.11 m)Height ........................................................ 5 ft. 5 in. (1.65 m)Width ........................................................ 5 ft. 6 in. (1.68 m)Width - at fl oor .......................................... 4 ft. 0 in. (1.22 m)

Entrance Door

Height ........................................................ 4 ft. 2 in. (1.27 m)Width ..................................................... 2 ft. 1.5 in. (0.65 m)





GENERAL ARRANGEMENT2.





DESIGN WEIGHTS AND CAPACITIES3.

Maximum Ramp Weight .........................12,590 lb. (5,711 kg)Maximum Take-off Weight ......................12,500 lb. (5,670 kg)Maximum Zero Fuel Weight ....................10,000 lb. (4,536 kg)Maximum Landing Weight ......................11,600 lb. (5,262 kg)Basic Operating Weight * .........................8,550 lb. (3,878 kg)Fuel Capacity (Useable) ............................3,670 lb. (1,665 kg)(@ 6.7 lb. per U.S. gallon)

* Approximate Basic Operating Weight: Standard aircraft with one pilot, unusable fuel and oil.

PERFORMANCE4.

All performance data is based on a standard aircraft and International Standard Atmospheric (ISA) conditions. Take-off and landing lengths are based on level, hard surface, dry runways with zero wind.

Range (± 3%) ....................................... 1,460 nm (2,704 km)(Max. Ramp Weight, Full fuel. Range allows for taxi, take-off, climb, long range cruise, descent and NBAA IFR reserve profi le with 100 nm alternate)

Maximum Operating Altitude ................41,000 ft. (12,497 m)

Take-off Field Length ................................3,792 ft. (1,156 m)(Max. Take off Weight, Sea Level, ISA)

Landing Distance ..........................................3,170 ft. (966 m)(Sea Level, ISA, 11,600 lb./5,262 kg)

Max. Cruise Speed (± 3%) ........................ 451 kt (835 km/hr)(ISA, 33,000 ft./10,060 m altitude)

Noise: The installed propulsion system meets the Stage 3 noise limitation requirements of 14 CFR Part 36.

Emissions: The Williams International FJ44-2A engine complies with the environmental aircraft pollution standards specifi ed in 14 CFR Part 34.

STRUCTURAL DESIGN CRITERIA5.

The Premier IA is a twin turbo-fan executive jet aircraft, certifi ed for worldwide operation under day or night, instrument and icing conditions. The aircraft is a low wing monoplane with all metal cantilever wing, an empennage consisting of a combination of metal structure and carbon fi ber/epoxy honeycomb skin panels, carbon fi ber/epoxy honeycomb fuselage and retractable tricycle landing gear.

Design maneuvering load limits are: -1.28 to +3.2 g’s at 12,500 lb. (5,670 kg).

At the maximum operating altitude of 41,000 ft. (12,497 m), a nominal maximum cabin pressure differential of 8.4 PSI provides an 8,000 ft. (2,438 m) cabin altitude.

Limit Speeds

VMO ......................................................320 KCAS (593 km/hr)(at Sea Level to 27,600 ft. (8,412 m)

MMO ............................................................................0.80 M(above 27,600 ft./8,412 m)

Flap Extension Speeds

VFE/VFO ...................................................200 KIAS (370 km/hr)(Flaps 10, Sea Level to 20,000 ft. (6,096 m)

VFE/VFO ..................................................200 KIAS (370 km/hr)(Flaps 20, Sea Level to 20,000 ft. (6,096 m)

VFE/VFO ...................................................170 KIAS (315 km/hr)(Flaps 30, Sea Level to 20,000 ft. (6,096 m)

Landing Gear Operating and Extension Speed

VLO (extension) ......................................200 KIAS (370 km/hr)VLO (retraction) ......................................180 KIAS (333 km/hr)

Speedbrake Operation

VSB ............................................................................ No LimitMSB ........................................................................... No Limit

CG Range

Forward Limits.................................24.0% MAC at 12,500 lb.Aft Limits ........................................32.5% MAC at 12,500 lb...................................................38.5% MAC up to 10,000 lb................(Linear variation between 10,000 lb. and 12,500 lb.)





FUSELAGE6.

The all-composite fuselage made of graphite epoxy laminate and honeycomb core sandwich provides unprecedented structural strength, effi ciency and extremely high resistance to fatigue and corrosion. As a result, the fuselage has no stated life limit.

The fuselage is circular in cross-section providing a maximum internal cabin width of 5 ft. 6 in. (1.68 m) and maximum cabin height of 5 ft. 5 in. (1.65 m).

The fuselage comprises three main sections, an unpressurized nose section, a pressurized fl ight deck and cabin section, and an unpressurized tail section.

Nose Section

The unpressurized nose section is that portion of the fuselage directly in front of the forward pressure bulkhead and includes the forward keel. The keel is a major structural installation that includes forward and aft bulkheads to provide the necessary structural support for the nose landing gear and doors.

A metal bulkhead fastens to the front of the keel and fuselage and closes off the nose section to provide mounting for the high-resolution weather radar antenna and composite nose cone. Space above and around the keel is divided into an avionics compartment on the right-hand side and a 10 cu. ft. (0.28 cu. m)/150 lb. (68 kg.) capacity baggage compartment on the left-hand side. The oxygen bottle and fi lling port are also located on the left-hand side.

Flight Deck Windows

The fl ight deck windows are manufactured from chemically toughened glass surrounding a layer of fi berglass. The windshield assembly is a dual-level, wire element heated type, providing ice and fog protection to zoned areas. The left and right assemblies have a primary heat control system, with a standby system provided for the left windshield. The fl ight compartment side windows are also heated to provide ice and fog protection.

Pressurized Cabin Section

The cockpit and passenger cabin comprises the pressurized portion of the fuselage. The pressure vessel extends from the forward pressure bulkhead to the aft pressure bulkhead and has a maximum pressure differential of 8.4 PSI. The cabin door is located on the forward left-hand side of the fuselage and is 4 ft. 2 in. (127 cm) high with a maximum width of 2 ft. 1.5 in. (65 cm). A plug-type emergency exit is located on the right-hand side of the cabin.

Passenger Windows

Three windows of dry air sandwich construction are provided on each side of the passenger cabin. The inner pane of the window assembly is capable of sustaining the full cabin differential pressure in the event of outer pane failure.

Tail Section

The aft fuselage contains an equipment bay on the right-hand side of the aircraft that houses the key components of the hydraulic, environmental, electrical power distribution, fl ight controls, fi re extinguishing system and avionics equipment. Access to the equipment bay is provided through a large upward opening maintenance door on the right-hand side. Maintenance bay lighting is activated by a switch inside the bay.

A 44 cu. ft (1.25 cu. m)/ 400 lb. (181 kg.) capacity heated baggage compartment is located on the left-hand side of the aft fuselage. Access to the baggage compartment is provided through a large upward opening baggage door on the left-hand side.

WING7.

The swept wing incorporates a continuous tip to tip aluminum alloy structural box that is mounted beneath the fuselage pressure vessel. It consists of single-piece upper and lower skin panels covering six single-piece spars and intercostal ribs. Spars 2 and 5 transition to upper stringers outboard of 75% span. The inboard trailing edge of the wing box angles aft from spar 6 to provide space for the main landing gear and is supported by an auxiliary spar. The wing attaches to the fuselage at seven points: a forward centerline spigot fi tting, four vertical links and two longitudinal joints at the inboard ends of the auxiliary spars.

With the exception of three small dry bays along the trailing edge, the entire wing box is used for fuel storage.

Lower wing panel access provides entry to the fuel storage area of the wing and fl ight control system components. The wing box provides the attachment points for the fuselage attach points, main landing gear and doors, fl ying control surfaces and aircraft system components. Wheel well shrouds provide environmental protection during ground operations.

Ailerons of graphite/epoxy composite construction provide roll control. Three spoilers of aluminum construction are attached to the upper surface of the wing. These provide additional roll control, speed brake and lift dump capability.

The fl ap system consists of inboard and outboard single-slotted, Fowler-type, electrically powered panels in each wing. The fl aps are of graphite/epoxy composite construction. An actuator drives each fl ap at each end of the panel. All panels are electrically interconnected and controlled by a single Flap Control Unit (FCU).





Flap surface motion is provided by the FCU in response to movement of the cockpit fl ap lever. There are four fl ap lever detents corresponding to Up, 10°, 20° and 30° of fl ap deployment. The 10° and 20° detents are take-off/approach settings and 30° is a landing setting.

EMPENNAGE8.

The empennage consists of a vertical and a variable incidence horizontal stabilizer in a ‘T-tail’ design. The vertical stabilizer consists of machined aluminum alloy forward and aft spars interconnected by seven aluminum ribs. Graphite epoxy honeycomb skins cover the structure. The horizontal stabilizer consists of one-piece composite front and rear spars, an aluminum center rib and a composite mid rib and tip rib. Continuous length skins are made up of a composite covering a Nomex core. Machined titanium fi ttings are used to attach the horizontal stabilizer to the vertical stabilizer.

The variable incidence horizontal stabilizer is used to trim the aircraft on the pitch axis. Elevators are attached to the trailing edge of the horizontal stabilizer and are operated through a cable/pulley assembly connected to the control column. The rudder is attached to the trailing edge of the vertical stabilizer. A trim tab is attached to the lower trailing edge of the rudder.

The leading edges of the horizontal stabilizer are electrically heated for anti-ice protection. Electro-Magnetic Expulsive De-ice (EMED) system actuators remove ice accreted aft of the leading edge heated parting strip and ice created from runback water that may freeze aft of the heater.

A white tail position light is located on the top rearmost section of the vertical stabilizer.

LANDING GEAR9.

The Premier IA is equipped with retractable tricycle landing gear. The main landing gear uses conventional air over oil struts and retracts inboard into the wing/fuselage fairing. The nose gear uses a conventional oil over air (separated) shock strut and retracts forward into the nose section keel. The landing gear is electrically controlled and hydraulically actuated and is enclosed by mechanically and hydraulically actuated doors.

The landing gear can be extended at speeds up to 200 KIAS and retracted at speeds up to 180 KIAS. The landing gear position and warning system provides visual and aural indications of landing gear position. Three green indicator lights are located adjacent to the landing gear control handle and a red warning light is located in the knob of the gear control handle.

Emergency landing gear extension is accomplished by a manual system that releases the main landing gear door uplocks, main landing gear uplocks and the nose landing gear uplock.

The gear doors open and the landing gear free falls to the down and locked position. The main landing gear inboard and outboard doors remain open. The nose landing gear forward doors are mechanically actuated to the closed position after extension.

Nosewheel Steering

Nosewheel steering is mechanically actuated by the rudder pedals to provide directional control on the ground. Maximum available steering angle is 45 degrees left or right. Rudder pedal mechanical linkage steering angle is 30 degrees left or right with an additional 15 degrees obtained through the use of differential braking and asymmetric thrust. A steering disconnect is installed in the nose gear torque link permitting free rotation of the nosewheel for towing purposes.

Brakes

The main landing gear wheels are equipped with hydraulically actuated disc brakes operable either by the normal or emergency brake systems. Left or right rudder pedal toe pressure controls normal braking pressure. The emergency and parking brake handle located on the fl ight deck center pedestal controls emergency and parking brake system pressure.

Normal or emergency hydraulic brake pressure moves the brake shuttle valve to direct hydraulic pressure to the disc brakes. Normal hydraulic pressure is supplied by the aircraft hydraulic system through the power brake and anti-skid control valve. The emergency and parking brake accumulator supplies emergency hydraulic pressure.

Brake system warning is supplied for both the anti-skid function and the emergency and parking brake system in the cockpit annunciator panel.

Electrically controlled anti-skid protection is available at speeds above approximately 20 knots. The system offers protection from skids and can provide consistently shorter landing rolls for all landing conditions.

POWERPLANTS10.

The Premier IA is powered by two aft pylon-mounted FJ44-2A turbofan engines manufactured by Williams International. The engines are twin spool, turbofan jets of modular design for ease of maintenance.

The FJ44-2A produces 2,300 lb. of static thrust (uninstalled) on a standard day at Sea Level rated to an ambient temperature of 72°F.

Engine starts may be made using the aircraft battery or external power. Engine control is provided by an Electronic Fuel Control Unit (EFCU) consisting of an airframe mounted, single channel Electronic Control Unit (ECU) directly linked to an engine mounted Hydro-Mechanical Fuel Control Unit (HMU).





Thrust is managed through power lever input to the HMU, which is mounted to the fuel pump and is driven by the engine gearbox. In the electronic mode, the HMU is controlled by the ECU, and in the manual mode, the HMU operates with authority independent of the ECU. The ECU utilizes sensor inputs to adjust fuel schedules to govern and ensure engine operation within limits.

An accessory gearbox is mounted on the lower side of the interstage housing and is driven by the N2 rotary group shaft. It drives the accessories for the engine and aircraft systems.

Air is bled from the engine high pressure (HP) compressor to provide bleed air for the nacelle inlet anti-icing, wing leading edge anti-icing and the pressurization and environmental systems.

A remote low engine oil sensor system provides the operator of the aircraft the ability to check the oil system without a stool or ladder. The oil sensor is located in a maintenance panel on the left aft right side maintenance bay.

A closed loop fi re detection system monitors the nacelle to detect and warn if a fi re occurs. A fi re extinguishing system is provided and annunciated in the cockpit.

SYSTEMS11.

Flight Controls

Dual fl ight controls are provided. The primary control system is of conventional design and is manually operated through control cables, push-pull rods and mechanical linkages providing pitch, roll and yaw. The elevator controls pitch attitude of the aircraft. Roll is controlled through ailerons augmented by a hydraulically powered roll spoiler system. The rudder provides yaw control.

The secondary control system provides electrical trim for the pitch system through the variable incidence stabilizer and is augmented by a geared tab on each elevator that is mechanically driven by horizontal stabilizer movement. An electrically operated aileron trim tab on the left aileron provides roll trim. An auxiliary roll tab is installed on the right aileron and is operated when roll input from the left aileron tab is not suffi cient to trim for level fl ight. An electrically operated rudder trim tab provides yaw trim.

The electrically signaled and hydraulically powered spoiler panels automatically augment aileron roll control after 10° of control wheel movement. The spoiler system consists of three spoilers per wing. The outboard and middle spoiler surfaces provide roll, speed brake and ground lift dump spoiler functions. The inboard spoiler surface provides ground lift dump function only.

The Speed Brake switch located on the center pedestal controls the speed brake only. When the switch is placed in the EXT position, the Spoiler Control Unit (SCU) activates the speed brake function and extends the outboard and middle spoilers accordingly. There is no airspeed limitation for the use of the speed brakes.

The Lift Dump handle is located in the center pedestal. The lift dump handle is mechanically protected from an inadvertent selection by means of a lever Lock/Unlock switch located adjacent to the lift dump handle. In the unlocked position, when the lift dump handle is placed in the EXT position, the SCU activates the Lift Dump function and extends the outboard, middle and inboard spoilers accordingly. Command of Lift Dump will override mixed roll spoiler and speed brake commands.

The Fowler type fl ap system consists of two fl ap segments per wing that are electronically controlled and powered. The Flap Control Unit (FCU) commands eight intermittent-duty brushless permanent magnet DC motors that drive eight screw type actuators to move the fl ap panels to the commanded position. A position sensor at each panel provides continuous position feedback to the controller for closed loop control. A sensor independent of the fl ap actuation system provides position information for the cockpit fl ap indication.

The Rudder Boost provides an automatic proportional directional control input to reduce the rudder pedal force required in the event of an asymmetric thrust condition. This control is applied using the autopilot yaw servo.

The Yaw Damper provides directional damping. The system is selectable by the pilot. Rudder control input is applied using the autopilot yaw servo.

Fuel System

The Premier IA features a conventional fuel system requiring minimum pilot management.

The fuel system provides for an independent fuel supply for each engine and is designed to operate on JET A, JET A-1 and JP-8 fuels. Limited use of Aviation Gasoline 100LL is permitted when operating below 10,000 feet. All components in the fuel system are compatible with all fuels approved for the Williams International FJ44-2A engine.

Fuel is stored in two independent wet wing tanks. Fueling is accomplished through a fi ller port on top of each wing.

The wing tanks have four sections and an inboard collector tank. The sections have fl apper valves, which allow fuel to fl ow from the wing tip to the collector tank. Fuel is provided to each engine by main jet pumps and boost pumps located in the collector tanks. Boost pumps are used during engine start-up and as a backup for the main jet pump.

During normal operation, each tank supplies fuel to its respective engine. Transfer capability is provided and when selected, permits equalization of fuel between both wing tanks and also makes fuel available to either engine.





Hydraulic System

Two hydraulic pumps, one driven by each engine, provide a continuous pressure of approximately 3,000 PSI throughout the hydraulic system. A hydraulic pressure gauge is mounted in the cockpit. A reservoir provides for system operation with a capacity of approximately 1.7 U.S. gallons of MIL-H-5606 hydraulic fl uid.

Systems utilizing hydraulic pressure for activation are the landing gear, spoiler and brake/anti-skid systems.

Electrical System

The electrical power system consists of two 28V DC, 325 ampere engine driven starter-generators, a power distribution system, a main battery, a standby battery power source and an external power system.

The main battery is a 24V DC, 42 ampere-hour sealed lead/acid battery supplying electrical power for engine starting. This battery also functions as a backup power source for the essential bus.

The standby battery is a 3.5 ampere-hour battery with a built in converter which supplies 24VDC and 5 VDC to the required aircraft electrical loads.

A 28V DC external power receptacle located on the aft fuselage side allows for connection to an external ground power unit.

Pressurization and Environmental System

The cabin pressurization and heating systems utilize engine bleed air to pressurize and heat the cabin. The system provides comfortable cabin air from ground level to an altitude of 41,000 ft. by regulating the outfl ow of air from the cabin through two outfl ow valves. Cabin pressure is regulated up to 8.4 PSI at an altitude of 41,000 ft. The cabin pressurization controller provides the hardware and software to maintain cabin pressure. The controller can be operated in automatic or manual modes.

Heat is supplied to the fl ight deck from the left engine bleed air. Right engine bleed air feeds the passenger cabin. Bleed air is mixed with recirculated air downstream of the cabin and fl ight deck blowers and distributed to the lower duct outlets. In the cabin, warm air is ducted to the sidewalls and emitted upward and downward along the sidewall from slotted outlets. On the fl ight deck, warm air is provided at the aft end of the side consoles and sweeps upward and forward along the side windows.

Warm air is emitted forward of the pilot and copilot’s feet and upward across the windshield for defogging.

Cooling of the fl ight deck and cabin is provided by a vapor cycle refrigeration system using ozone safe R134a refrigerant. The cooling system has an evaporator and blower in both the cockpit and aft cabin to provide zone cooling of the aircraft. A 28 VDC motor drives a compressor mounted in the aft fuselage.

The compressor motor can be operated on auxiliary ground power for pre-cooling the aircraft interior prior to engine startup. Each passenger seat location has an overhead outlet that can be adjusted for individual preference. Outlets on each side of the instrument panel cool the cockpit.

Oxygen System

The oxygen supply system is installed with diluter demand type crew masks and constant fl ow-type masks for all passengers. A standard 77 cubic foot bottle supplies the system.

The system is serviced from the left-side nose baggage compartment where the fi ll port and oxygen gauge are located. Two push-pull controls and a pressure gauge are mounted in the cockpit. In the unlikely event of depressurization above 12,500 ft. cabin pressure altitude, an auto deploy feature will activate the system by deploying the passenger masks and starting the supply of oxygen to the masks. Oxygen fl ow to each mask starts as passengers pull on and fi t the masks. The system can also be deployed manually.

Ice and Rain Protection

The Premier IA is fi tted with an ice protection system designed to allow safe fl ight through continuous and intermittent maximum icing conditions. These conditions can be met with one engine inoperative. All systems are operable on the ground for prefl ight check purposes.

Bleed airfl ow from the engine high-pressure (HP) compressor provides de-icing and anti-icing of the engine nacelle inlet lip and protects the wing leading edges.

The horizontal stabilizer de-ice system is automatically activated by a signal from either of two nose mounted ice detectors. The ice detectors are a vibrating probe type with heated probe and struts. The horizontal stabilizer de-ice system uses a heated parting strip and an Electro-Magnetic Expulsive De-icing (EMED) system to achieve safe fl ight when fl ying into icing conditions. The EMED system creates a strong electromagnetic fi eld in the actuators, resulting in a mechanical force that causes a small amplitude defl ection on the leading edge skin. This force de-bonds and shatters the accreted ice.

De-icing and anti-icing of the front and side windshields is accomplished by a dual-level, wire element heated type assembly, which provides ice and fog protection to zoned areas of the windshields. A standby system is incorporated to provide heating to selected zones of the left and right windshields. The pitot tubes, ice detectors and angle of attack (AOA) transmitters are also electrically heated.

Ice lights are provided each side of the forward fuselage fairings which will illuminate the wing leading edges at night.





FLIGHT DECK AND AVIONICS12.

The Premier IA is certifi ed for single pilot operation. All controls and displays are arranged for heads up operation.

The standard avionics installation in the Premier IA is a fully digital Rockwell Collins Pro Line 21 display package featuring three large 10 inch x 8 inch Active Matrix Liquid Crystal Displays (AMLCD). The system consists of a Primary Flight Display (PFD) and a Multi- Function display (MFD) on the pilot’s panel and a PFD on the copilot’s panel. A Display Control Panel (DCP) is located adjacent to each PFD. The Rockwell Collins Pro Line 21 package used in the Premier IA is a fully integrated system featuring EFIS, a Flight Management System (FMS) and Automatic Flight Guidance System (AFGS).

The Rockwell Collins ProLine 21 system includes an Integrated Flight Information System (IFIS) with IFIS 6.0 software that provides enhanced map features to traditional displays (e.g., rivers, lakes, national boundaries, airways and airspace depictions). A File Server Unit (FSU) is connected to an Ethernet capable MFD and provides the control interface to these enhanced features using a Cursor Control Panel (CCP).

The new 3D mapping feature provides horizontal, vertical, and performance-predicted fl ight plan information in a single, combined Three-Dimensional (3D) format on the MFD.

Included as standard is Rockwell Collins ECH-5000 Electronic Charts Software providing electronic charts similar to JeppView depicting NOTAMS, Airport Diagrams w/ aircraft location and Approach Charts (GPS/ILS). The charts are integrated into IFIS and preloads the electronic charts to match the FMS fl ight plan.

Subscription services are required for the following functions:

Electronic Charts – Jeppesen™•

Enhanced Map Overlays – Rockwell Collins•

Navigational Database – Rockwell Collins•

The FSU also has provisions for optional up linked graphical weather.

Standby instruments consist of an electromechanical attitude indicator, airspeed indicator and altimeter located in the center of the instrument panel. The instrument panel also contains pilot’s and copilot’s audio panels, pressurization controls and fi re detection/extinguishing controls.

Aircraft system annunciation is provided by a Master Warning/Master Caution annunciation system along with individual system annunciators.

A 115v outlet is provided in the right side circuit breaker panel.

An additional comfort feature is a left seat pilot relief tube fi tted as standard.

Avionics

The standard fl ight instrument installation in the Premier IA is the Rockwell Collins Pro Line 21 integrated avionics system. The system features an Integrated Avionics Processor System (IAPS), Electronic radar control and display range selection.

The EFIS displays are also capable of displaying the Honeywell™ EGPWS terrain information and the Rockwell Collins TCAS II.

Engine Indicating System (EIS)

The EIS utilizes two DCU-3000 Data Concentrator Units (DCUs) and the Williams International ECU’s to digitize aircraft engine data for input to the avionics system and convert avionics digital data into outputs to drive aircraft annunciators and aural horns.

Automatic Flight Guidance System (AFGS)

Rockwell Collins FGC-3000 Automatic Flight Guidance System•

The FGC-3000 Automatic Flight Guidance System (AFGS) provides an integrated fail-passive three-axis autopilot with yaw damper, fl ight guidance operation, automatic pitch trim and rudder boost. The AFGS consists of two identical fl ight guidance computers, three primary servos and a Flight Guidance Panel (FGP-3000).

Two FGC-3000 Flight Guidance Computers (FGCs) provide independent fl ight guidance computation and operate together to provide 3-axis autopilot, pitch trim and rudder boost functions.

Pilot operation is accomplished through a single integrated FGP-3000 control panel. This panel contains controls for Flight Guidance modes and operation, autopilot operation and yaw damp operation.

Air Data System (ADS)

Dual Rockwell Collins ADC-3000 Air Data Computers •

The Digital Air Data Computers supply digital output signals to the displays (airspeed and altitude), IAPs, AHRS, transponders, Flight Guidance System, autopilot, pressurization, stall warning and pitch trim.

Attitude Heading System (AHS)

Dual Rockwell Collins AHC-3000 Attitude Heading Reference • System (AHRS)

The AHC-3000 AHRS provides precision attitude body rates and three-axis linear acceleration data necessary for precision fl ight path control. The AHRS system provides the basic attitude and heading data displayed on the Primary Flight Display (PFD).





1. Primary Flight Display (PFD)

2. Display Control Panel (DCP)

3. Multi-Function Display (MFD)

4. Flight Guidance Panel (FGP)

5. Annunciator Panel

6. Comm/Nav Tuning Unit

7. Pressurization Control

8. Standby Airspeed Indicator

9. Standby Electromechanical Attitude Indicator

10. Standby Altimeter

11. Pilots Audio Panel

12. Copilot’s Audio Panel

13. Oxygen Pressure Indicator

14. Hydraulic Pressure Indicator

15. Cabin Alt. Indicator/Differential Pressure

16. Environmental Controls

17. CDU (FMS) / Backup Eng. Display

18. CDU (Radio Tuning)

19. Throttle Quadrant

20. Ice Protection Controls

21. Landing Gear Controls

22. Electrical Power

23. Fuel Management System

24. Master Warning Annunciator

25. Master Caution Annunciator

26. L. Firewall Valves

27. L. Engine Fire Detect

28. Engine Fire Extinguisher

29. R. Engine Fire Detect

30. R. Firewall Valves

31. Cursor Control Panel

32. Lift Dump Control

Premier IA Main Instrument Panel and Center Console





Flight Management System (FMS)

Single Rockwell Collins FMS-3000 Flight Management System • with Database and FMS 4.0 software providing LPV approach capability, a new Cruise Speed Mode and a performance database which posts V speeds and calculates Take off Field Length.

The Rockwell Collins FMC-3000 is a multi-sensor, position • blending, navigation/fl ight management system that derives precise aircraft position. The system is capable of using VOR/DME, DME/DME and GPS signals to determine position. A DBU-5000 Database Loader is provided which provides software update access to the FMS and File Server Unit.

The FMS installation includes two CDU-3000 Control Display Units (CDUs). The left (pilot’s) CDU is utilized for FMS operation and radio tuning with the right (copilot’s) CDU used for radio tuning only.

Traffi c Alert and Collision Avoidance System (TCAS II)

Rockwell Collins TCAS 4000 Traffi c Alert and Collision • Avoidance System (TCAS II)

Interrogates transponders of surrounding aircraft at ranges of more than 100 miles and displays the relative position of these aircraft on the MFD. The system provides aural and visual Traffi c Advisories (TA) and Resolution Advisories (RA). For Resolution Advisories, the system displays vertical evasive maneuvers in the form of red and green arcs on the vertical speed indicator. Controls for the TCAS system are integrated in the MFD display. The TCAS 4000 system includes dual Rockwell Collins TDR-94D ‘Diversity’ Transponders without Enhanced Surveillance (Flight ID).

Enhanced Ground Proximity Warning System (EGPWS)

Honeywell Mark V Enhanced Ground Proximity Warning System•

The Honeywell Mark V EGPWS provides protection against Controlled Flight into Terrain (CFIT) as well as providing wind shear warnings. CFIT warnings include excessive rate of descent, terrain closure rate, excessive altitude loss after take-off or missed approach procedure, insuffi cient terrain clearance, descent below glideslope and excessive bank angle. Aural warnings and evasive commands are provided in the cockpit. Terrain is displayed on the MFD.

Emergency Locator Transmitter

Artex™ ELT-C406-2 Emergency Locator Transmitter.•

The Artex ELT C406-2 transmits on 121.5, 243.0 and 406.025 MHz frequencies at a power output adequate for reception by satellites.

Radio System

The avionics package includes the following radio systems:

Dual Rockwell Collins VHF-4000 Digital VHF Communication • Transceivers that operate in the 118.00 to 136.975 MHz frequency range in 8.33 KHz spacing increments.

Single Rockwell Collins NAV-4000 Digital Navigation Receiver • with ADF Automatic Direction Finder, display on PFD and MFD. Includes; Glide Slope (GS) and Marker Beacons, Glide Slope and Marker Lights display on PFD.

Single Rockwell Collins NAV-4500 Digital Navigation Receiver • with frequency display on PFD and CDU. Includes; Glide Slope (GS) and Marker Beacons, Glide Slope and Marker Lights display on PFD.

Dual Rockwell Collins TDR-94D ‘Diversity’ Transponders With • Enhanced Surveillance (Flight ID).

Single Rockwell Collins DME-4000 Digital Distance Measuring • Equipment (DME). This unit is able to simultaneously interrogate three DME stations.

Single Rockwell Collins ALT-4000 Radio Altimeter. The ALT-4000 • is a solid-state radio altimeter that provides altitude information from 0 to 2,500 feet (762 m) AGL.

Single GPS-4000S Long Range Receiver and Antenna•

The GPS-4000S is a Wide Area Augmentation System (WAAS) enabled Global Positioning System (GPS) receiver. It processes the transmissions of up to 12 GPS satellites simultaneously, calculating navigation solutions based on information from all satellites in view. The computed position, velocity and time are input to the fl ight management system which integrates this data into the fl ight plan based navigation solution. The GPS-4000S is designed for compatibility with all Satellite Based Augmentation Systems (SBAS).

All of the radio equipment is normally controlled through keyboard operation on either CDU-3000. A single CTL-23C Comm/Nav Tuning Unit installed in the panel provides a backup tuning capability for the number one Comm and Nav radios. Utilizing the CTL-23C, the number one Comm can be operated while on the ground without turning on the master power switch (to obtain ATIS information and ATC clearances).

Weather Radar System (WXR)Rockwell Collins TWR-850 Turbulence Weather Radar •

The Rockwell Collins TWR-850 Weather Radar is a four color, 6 range weather radar designed to interface with the EFIS, Primary Flight Display (PFD) and Multi-Function Display (MFD). The radar features ± 15 degrees of antenna tilt (12 in. diameter antenna), 14 scans of 120 degrees per minute. Color weather depictions clearly identify the intensity and level of targets in any mode of operation.

Audio SystemDual dB Systems™ DB-700 Digital Audio Systems•

Features dual auto COMM and audio switches, crew interphone, dual cockpit speakers, microphone key button on pilot and copilot control wheels, dual hand-held microphones, dual boom microphone headsets, voice and ident fi lters.





Maintenance Diagnostic Computer

MDC-3110 Maintenance Diagnostic Computer •

The central Line Replaceable Unit (LRUs) of the Maintenance System are the Maintenance Diagnostics Computer (MDC), the Flight Guidance Computer (FGC) and the MFD. Maintenance data is displayed and controlled on the MFD through the Line Select keys. Maintenance information may be downloaded via a USB fl ash drive memory storage device to a laptop computer to allow further examination away from the aircraft.

The Maintenance System capabilities include failure detection, retrieval of current and past failures, displays of current LRU diagnostics and display and control of specifi ed aircraft information. Most LRU’s perform self monitoring (failure detection) and report failures to the MDC. The MDC compiles a maintenance record for each reporting LRU and stores this in nonvolatile memory. The pilot or fl ight-line technician can display LRU status information, current or past failures and real-time aircraft parameters. Aircraft identifi cation, time and date can be entered and stored in the MDC.

Additional avionics include:

Cabin Paging System with four speakers.•

Solid-State Cockpit Voice Recorder (SSCVR) L3 Communications™ • FA2100 with remote area microphone (120 minutes recording time).

Standby 2 in. Spherical Electro-mechanical Attitude Indicator•

Standby 2 in. Pneumatic Airspeed Indicator•

Standby 2 in. Pneumatic Counter-Pointer Altimeter•

INTERIOR13.

The Premier IA offers 315 cubic feet (8.92 cu. m) of cabin volume. Cabin height from the fl oor to the ceiling is 5 ft. 5 in. (1.65 m). Cabin width is 5 ft. 6 in. (1.68 m). Cabin length from fl ight deck/cabin divider to rear pressure bulkhead is 13 ft. 6 in. (4.11 m). Aft of the passenger cabin is a private lavatory that can also be used for additional baggage storage. Enclosed window shades provide an additional interior clear Lexan pane to protect the fabric window shades.

A cockpit sliding door mounted in the forward bulkhead provides privacy for crew and passengers.

The two front aft facing and two center forward facing cabin seats are equipped for side tracking, swivel and reclining capability. The two rear cabin seats are fi xed position with additional toe room. An armrest that can be raised or lowered is built into the inboard side of each chair. Controls for the side tracking and seat recline features are located in the armrest.

Cabinetry in the standard aircraft consists of a refreshment/hang-up baggage cabinet on the forward right side of the cabin. Features include cabin light switch, coat rod, heated liquid dispenser (1 gallon), condiment tray, cup dispenser, drip pan with reservoir, pull out work surface, storage drawer for liquid bottles, trash container drawer, ice storage drawer, trash container drawer and a general storage drawer.

Executive writing tables with leather work surfaces are located in the club seating area on both the left and right side of the cabin and stow in the sidewall consoles. Sidewall leather covered armrests are provided with wood trim. 115V power outlets are provided at each table for use with a laptop personal computer.

‘Jepps’ Manual, Aircraft Flight Manual and Pilots Operating Manual storage is provided in the cockpit.

Remote control entry lighting is provided.

BAGGAGE COMPARTMENTS14.

A large baggage access door located on the left side of the aircraft, underneath the left engine nacelle provides access to the tail cone of the aircraft. This outward opening door is hinged at the top making the opening very accessible for loading large bulky items and luggage. The size of the compartment is 44 cu. ft. (1.25 cu. m) with 400 lb. (181 kg.) capacity and can accommodate 210 cm skis or other long objects. Aft baggage heat is provided through a convection system.

A second baggage area is in the left nose section of the aircraft. It also incorporates a swing-up door for easy access. The size of this compartment is 10 cu. ft. (0.28 cu. m) with 150 lb. (68 kg.) capacity. Nose baggage bay lighting is activated by a switch inside the bay.

Baggage storage in the lavatory accommodates 19.9 cu. ft. (0.56 cu. m) and 140 lb. (64 kg.) capacity (65 lb./29 kg. of which can be positioned on the lavatory).

EXTERIOR15.

Distinctive exterior styling featuring polyurethane paint is provided.

A number of standard paint schemes are available:

Example: A multi-stripe scheme (selected from Hawker Beechcraft Corporation’s standard line) on an overall white base

(Drawing Ref 05A-IDV-390)





Premier IA Interior Layout





ADDITIONAL EQUIPMENT16.

Aircraft Keys•

Towbar (portable)•

Jack Pads (2) and Nose Jack Adapter•

Fuel Sample Unit•

Pitot, AOA, Ice Detector Covers•

Rigging Pin Set•

Gust Lock Assembly•

Engine Intake Covers (2)•

Emergency Exit Locking Pin Assembly•

Two Bose® Aviation ANR Headsets•

MedAire™ Program•

- MedAire First Aid Kit

- MedAire Automated External Defi brillator (AED)

- One year paid subscription to the MedLink Global Response Center.

EMERGENCY EQUIPMENT17.

Smoke Goggles (2)•

Fire Extinguisher in Cabin•

Individual Flotation Devices•

Flashlight (2 D-cell)•

DOCUMENTATION AND TECHNICAL PUBLICATIONS18.

Publications provided with and considered a part of the Aircraft

include:

Directory - Hawker Beechcraft Corporation Service Centers•

Certifi cate of Aircraft Registration•

Certifi cate of Airworthiness•

Aircraft Component Serial No. Inventory•

Aircraft Log Book•

Engine Log Books•

Aircraft Maintenance Manual *•

Engine Maintenance Manual (Williams International)•

Avionics Systems Manual (Rockwell Rockwell Collins)•

Avionics Systems Pilot’s Guide (Rockwell Rockwell Collins)•

Illustrated Parts Catalog *•

Wiring Diagram Manual *•

Main Battery Log•

FAA Approved Aircraft Flight Manual•

Pilot’s Operating Manual•

Pilot’s Checklist•

Structural Repair Manual *•

Component Maintenance Manual *•

Passenger Briefi ng Card•

Ground Personnel Emergency Briefi ng Card•

* Available on CD-ROM - paper copy is optional

CAMP SYSTEMS MAINTENANCE TRACKING PROGRAM19.

CAMP Systems maintenance tracking system provides computerized aircraft maintenance tracking with all data being exchanged electronically.

The CAMP Systems program is a full service aviation management system that continually monitors the entire range of aircraft maintenance and inspection requirements and brings them to the attention of the operator as they become due. CAMP Systems maintenance tracking program allows you to accurately track and predict the maintenance requirements of your aircraft.

CAMP Systems provides a dedicated analyst assigned to your aircraft to ensure that your aircraft data is as accurate and complete as possible. This is an aircraft specifi c program that is tailored to each specifi c aircraft serial number.

The fi rst two (2) years of CAMP Systems service is provided at no charge to Buyers of a new Premier IA. Subsequent years of CAMP are available through an annual subscription.

This program refl ects Hawker Beechcraft Corporation’s commitment to provide all Premier IA operators worldwide with the fi nest support services available.





PREMIER IA NEW AIRCRAFT LIMITED WARRANTY20.

All new Premier IA aircraft are covered by the following MANUFACTURER’S LIMITED WARRANTY, which gives Buyer specifi c legal rights. The law of Kansas applies to this warranty. Note: All warranty work must be accomplished by a Hawker Beechcraft Authorized Service Center rated to perform maintenance on Premier IA aircraft. (Ref: CSD-33830 Rev. 09/08).

HAWKER BEECHCRAFT CORPORATION’S (“HAWKER A. BEECHCRAFT”) LIMITED WARRANTY

1) Subject to the limitations and conditions hereinafter set forth, Hawker Beechcraft warrants, at the time of the delivery by Hawker Beechcraft, each part of the Aircraft structure (fuselage, empennage, wing and control surfaces) to be free from (i) defects in materials or workmanship, and (ii) defects in design that in view of the state-of-the-art as of the date of manufacture should have been foreseen; provided, however, that the defect must be discovered and reported to Hawker Beechcraft within sixty (60) months from the date of delivery of the Aircraft to Buyer.

2) Subject to the limitations and conditions hereinafter set forth, Hawker Beechcraft warrants, at the time of delivery by Hawker Beechcraft, each part of the Aircraft not mentioned in A. (1) above, except avionics equipment and engines (reference paragraphs D and E below), to be free from (i) defects in material or workmanship, and (ii) defects in design that in view of the state-of-the-art as of the date of manufacture should have been foreseen; provided, however, that the defect must be discovered and reported to Hawker Beechcraft within sixty (60) months or three thousand (3,000) hours of aircraft operation, whichever time period fi rst expires or event fi rst occurs from the date of delivery of the Aircraft to Buyer; provided further, however, that with respect to exterior paint and interior fi nish items designed, manufactured or installed by Hawker Beechcraft the defect must be discovered and reported to Hawker Beechcraft within twenty-four (24) months or six hundred (600) hours of aircraft operation, whichever time period fi rst expires or event fi rst occurs; provided further that with respect to maintenance manuals and other technical publications provided with the Aircraft by Hawker Beechcraft the defect must be discovered and reported to Hawker Beechcraft within the period of the free update subscription also provided with the aircraft for any such manual or publication.

(3) Subject further to A. (4) below, the entire extent of Hawker Beechcraft’s liability shall be limited to that of either reimbursing Buyer for its costs of purchasing a rebuilt, overhauled or repaired part from either Hawker Beechcraft or a properly Rated Hawker Beechcraft Authorized Service Center or, at Hawker Beechcraft’s election, reimbursing Buyer for its costs of having the part repaired at a properly Rated Hawker Beechcraft Authorized Service Center.

If Hawker Beechcraft elects not to repair the part and if neither a rebuilt, overhauled or repaired part is, in Hawker Beechcraft’s opinion, timely available then Hawker Beechcraft will reimburse Buyer for its costs of purchasing a new part from either Hawker Beechcraft or a properly Rated Hawker Beechcraft Authorized Service Center. The labor necessary to remove from the Aircraft such part or parts and to reinstall in the Aircraft such part or parts, as well as any repair made as the result of improper installations by Hawker Beechcraft, shall be covered by this Warranty, provided the work is performed at a properly Rated Hawker Beechcraft Authorized Service Center. The part to be replaced must be returned shipping prepaid to Hawker Beechcraft within sixty (60) days after the occurrence of the defect, at Buyer’s own expense (including but not limited to, freight, insurance, customs duties, etc.) unless otherwise directed by Hawker Beechcraft Warranty. HAWKER BEECHCRAFT’S LIMITED WARRANTY will apply to any part repaired or replaced by a properly Rated Hawker Beechcraft Authorized Service Center pursuant to HAWKER BEECHCRAFT’S LIMITED WARRANTY: however, the applicable warranty for such part repaired or replaced shall be limited to the unexpired portion of HAWKER BEECHCRAFT’S LIMITED WARRANTY described in A. (1) or A. (2) above, as applicable. In other words, the warranty period of the part repaired or replaced does not start over from the date of reinstallation.

(4) This limited warranty is pro-rated for life-limited parts. For Aircraft parts or systems that have life limitations (including replacement or overhaul intervals) established in the airworthiness section of the Hawker Beechcraft maintenance manual or in other technical publications including Safety Communiqués and Service Bulletins, Hawker Beechcraft’s liability hereunder shall be further limited to the remaining pro-rated life of the defective part, calculated as of the date the defect was discovered and reported to Hawker Beechcraft. For example, if a life limited part is found and reported to be defective at 1500 hours of a 2000 hour replacement or overhaul interval (or 750 cycles of a 1000 cycle interval or nine months of a one year age interval), 75% of its life will have been consumed and Hawker Beechcraft will provide 25% of the cost for replacing the part. If the part’s life limit is measured by alternative means (such as hours, cycles and/or age), the pro-ration calculation shall be based on the factor nearest to expiring as of the time the defect is discovered and reported. Nothing about this provision shall be construed to extend the total warranty period beyond the applicable time periods stated in A. (1) or A. (2) above. All warranties expire as noted in A. (1) or A. (2) above, regardless of any remaining life limits on parts. All replacement parts are covered only by their own spare parts warranties, if and as applicable and shall have no coverage under this warranty.





(5) Routine services (such as inspections, cleaning, adjustments, etc.) and replacement of items which deteriorate from expected normal wear and tear or exposure (such as paint, upholstery, trim items, bulbs, tires, brakes, hoses, belts, batteries, etc.) are not covered by this LIMITED WARRANTY. Such routine services and replacements required during the course of operation are not considered to be the result of any defect in the Aircraft.

LIMITATIONS APPLICABLE TO HAWKER BEECHCRAFT’S B. LIMITED WARRANTY

1) Hawker Beechcraft will be relieved of all obligations and liability under this Warranty if:

i. The alleged defect in the part is due to expected normal wear and tear (such as that is normally expected to paint, upholstery, trim items, etc.), to environmentally induced corrosion or erosion, to foreign object damage, or to misuse or neglect on the part of someone other than Hawker Beechcraft; or

ii. Hawker Beechcraft’s and/or Hawker Beechcraft’s supplier’s identifi cation mark or name or serial number has been removed from the part in question; or

iii. The Aircraft and/or equipment have not been maintained, operated or stored either in accordance with applicable manuals, communications or other written instructions (including, but not limited to, Mandatory Service Bulletins), of Hawker Beechcraft or any manufacturer of the part involved, or in accordance with applicable Federal Aviation Regulations and advisory circulars unless Buyer shows that such maintenance, operation or storage was not a contributory cause of the defect; or

iv. The part or system in question has been modifi ed or altered after delivery other than by the Manufacturer or in accordance with a modifi cation or alteration scheme approved in writing by the Manufacturer. In addition, any part or system of the aircraft affected by a modifi ed or altered part or system will not be covered by Hawker Beechcraft’s Limited Warranty; or

v. The Aircraft is used for purposes other than conventional owner/operator usage. Usage not considered conventional owner/operator includes, but is not limited to, scheduled airline operations, shared ownership fl eets, government/ military or special mission operations and fl ight/pilot training operations.

2) For the purpose of this Warranty, no part of the Aircraft or equipment will be regarded as breaching the LIMITED WARRANTY merely because, subsequent to its delivery, some modifi cation or alteration becomes necessary for product improvements or in order to meet a change in the requirements of any applicable Federal Aviation Regulation.

3) TO THE EXTENT ALLOWED BY APPLICABLE LAW, BUYER WAIVES AS TO HAWKER BEECHCRAFT AND SELLER ALL OTHER WARRANTIES, WHETHER OF MERCHANTABILITY, FITNESS OR OTHERWISE. THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE HEREOF.

4) TO THE EXTENT ALLOWED BY APPLICABLE LAW, THE OBLIGATIONS OF HAWKER BEECHCRAFT SET FORTH HEREIN SHALL BE THE EXCLUSIVE REMEDIES FOR ANY BREACH OF WARRANTY HEREUNDER, AND, TO THE SAME EXTENT, NEITHER HAWKER BEECHCRAFT NOR SELLER SHALL BE LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL, MULTIPLE OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES FOR DIMINUTION OF MARKET VALUE, LOSS OF USE OR LOSS OF PROFITS, OR ANY DAMAGES TO THE AIRCRAFT CLAIMED BY BUYER OR ANY OTHER PERSON OR ENTITY UPON THE THEORIES OF NEGLIGENCE OR STRICT LIABILITY IN TORT.

5) ANY ACTION BY BUYER FOR BREACH OF THIS WARRANTY BY EITHER HAWKER BEECHCRAFT OR SELLER MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. THE CAUSE OF ACTION ACCRUES WHEN THE BUYER FIRST LEARNS THAT THE WARRANTY HAS BEEN BREACHED.

TRANSFER OF WARRANTYC.

In the event the Aircraft is resold to another person, fi rm or entity prior to the expiration of the Limited Warranty described in paragraph A above, any remaining term of that Limited Warranty is automatically transferred to subsequent purchasers of the Aircraft, but subject to the limitations described in paragraph B above.

STANDARD AVIONICS WARRANTED BY APPLICABLE D. MANUFACTURERS

Factory installed standard avionics equipment is warranted by the respective manufacturers for varying periods of time. Details of these programs are available from the applicable manufacturer. The majority, but not all, of the Standard Equipment Avionics Suite is manufactured by Rockwell Collins. The following is a summary of the Limited Warranty provided by Rockwell Collins Commercial Systems Division of Rockwell International with respect to Rockwell Collins Pro Line avionics suite:

STANDARD AVIONICS WARRANTED BY ROCKWELL COLLINS

A. Rockwell Collins agrees to repair or replace at its discretion, without charge, any such equipment, which is defective as to design, workmanship or material, and which is returned to Rockwell Collins at its factory, transportation prepaid, provided:

(i) Notice of the claimed defect is given Rockwell Collins within fi ve (5) years from date of delivery and equipment is returned in accordance with Rockwell Collins instructions.

(ii) Such equipment shall not be deemed to be defective, if, due to exposure to any condition in excess of those published in the product specifi cation, it shall fail to operate in a normal manner.

(iii) Rockwell Collins’ obligations with respect to such equipment are conditioned upon the proper installation and operation of such equipment by Buyer in accordance with Rockwell Collins written directions.





(iv) This warranty shall be void if such equipment is altered or repair is attempted or made by other than Rockwell Collins or Rockwell Collins’ authorized service center.

B. Rockwell Collins warrants that any software delivered hereunder, either embedded in equipment described herein or specifi cally designed for use in or with such equipment, will substantially provide the functions set forth in the applicable specifi cation (or absent a specifi cation, as described in the applicable Service Bulletin). Rockwell Collins will, at its option, without charge, revise or replace such nonconforming software provided:

(i) Notice of the claimed defect is given Rockwell Collins within fi ve (5) years from the date of delivery or one hundred eighty (180) days from the date of fi rst installation, whichever occurs fi rst.

(ii) Software shall not be deemed to be defective if the software or the host medium is exposed to any computer virus or to any conditions in excess of those published in the applicable specifi cation(s).

(iii) Rockwell Collins’ obligations are conditioned upon the proper installation and operation of software and the host medium in accordance with Rockwell Collins’ written instructions.

(iv) This warranty shall be void if such software (or its host medium) is altered (or alterations are attempted) by other than Rockwell Collins or Rockwell Collins’ authorized service center.

NO OTHER WARRANTIES, EXPRESSED, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE SHALL BE APPLICABLE TO ANY EQUIPMENT SOLD OR SOFTWARE DELIVERED HEREUNDER, AND THE FOREGOING SHALL CONSTITUTE THE BUYER’S SOLE RIGHT AND REMEDY.

ENGINES WARRANTED BY WILLIAMS INTERNATIONAL E. This warranty covers Williams International Co., L.L.C. FJ44-2A engines installed in Hawker Beechcraft Corporation Aircraft which are sold for Commercial Business Jet use.

SECTION I. ALLOWANCES

1. ENGINE WARRANTY

Williams International Co., L.L.C. (“Williams International”) warrants to the Owner or Operator that each new Engine sold for installation in Hawker Beechcraft aircraft will at the time of delivery be free from defects in material, workmanship and title. Warranty shall run to the original purchaser, its successors, assigns, and customers when they are the Owner or Operator. This warranty shall expire 48 months from the date of shipment by Williams International, 36 months from the date of delivery to the original retail purchaser or First User, or 1500 Engine Operating Hours (EOH) prorated on a straight line basis to 1750 EOH, whichever occurs fi rst. Williams International will, at its option, during the warranty period:

a. Undertake Repair or replacement of an Engine, which in the sole discretion of Williams International is found to have suffered a Failure pursuant to the defi nition of “Failure” in Section II, Paragraph 2.4 of this warranty.

b. For Engines which have 1500 Engine Operating Hours or less, grant an allowance of 100 percent of the Price of Parts suffering Failure or Resultant Damage (or at its option Repair or exchange such Parts free of charge), plus cover the reasonable cost of labor used during Repair at a Williams International authorized Repair Facility.

c. For Engines which have 1500 to 1750 Engine Operating Hours, grant an allowance of, based on a straight line basis, the Price of Parts suffering Failure or Resultant Damage, or at its option, the Price to Repair or exchange such failed or damaged Parts.

2. SPARE PARTS AND EXCHANGE PART WARRANTY

Williams International warrants to the Owner that each new Spare Part sold for installation in Engines will at the time of delivery be free from defects in material, workmanship and title. Warranty shall run to the original purchaser, its successors, assigns, and customers when they are the Owner. This warranty shall expire 36 months from the date of shipment from Williams International or 12 months from the day of installation of the new Spare Part in an Engine, whichever occurs fi rst. Williams International will during this warranty period grant an allowance of 100 percent on the Price of the Spare Part which in the sole discretion of Williams International is found to have suffered a failure or the Resultant Damage of a warranted Part or at its option Repair or exchange such Spare Part free of charge.

SECTION II. DEFINITIONS

2. In this warranty, the following defi nitions shall apply to the exclusion of all other meanings, and words in the plural shall have similar meanings:

2.1. “Commercial Use” means the operation of the Engines in aircraft licensed by FAA or its equivalent for general civilian and Commercial Use excluding aerial dusting and spraying and any other type of fl ying requiring special authorization or dispensation by FAA or its equivalent.

2.2. “Engine” means a Williams International FJ44-2A Engine

2.3. “Engine Operating Hours” means the total number of hours run by an Engine since new.

2.4. “Failure” means the breakdown or deterioration of a Part which is established to the reasonable satisfaction of Williams International to be due to a defect in material or workmanship in the manufacture of that Part and which either:

2.4.1. Necessitates the removal of the Engine or Part from the aircraft before the next scheduled shop visit of the Engine, or is discovered during a Repair performed in connection with such removal, or





2.4.2. Is discovered during a scheduled shop visit and necessitates the scrapping of the Part because in the opinion of Williams International Co., L.L.C. the Part beyond Repair in accordance with Repair instructions approved in writing by Williams International.

2.5. “First User” means that individual, fi rm, legal entity, or agency effecting initial operation of the Engine, exclusive of operation incidental to production and initial distribution of the aircraft in which the Engine is installed.

2.6. “Operator” means that individual, fi rm, legal entity, or agency actually operating the Engine installed in an aircraft.

2.7. “Owner” means the Owner of the aircraft in which the Engine is installed who is registered with the Federal Aviation Agency (FAA) or its equivalent at the time of the warranty claim, or the legal Owner of the Engine.

2.8. “Part” means any Part manufactured or supplied by Williams International and originally assembled into or attached to an Engine. Where two or more Parts are permanently attached together by a manufacturing process, Part means the minimum assembly listed in the Williams International Illustrated Parts Catalogue.

2.9. “Price” as used in 1, Engine Warranty, of Section I, Allowances, means the net selling Price to the Operator (excluding import duties and sales or other taxes imposed in the Operator’s country), last published by Williams International prior to the time when the Failure is discovered.

2.10. “Repair” means the work comprising the tear down of one or more major assemblies which is required to render serviceable an Engine or Part which has suffered Failure, necessitating the removal of that Engine from the aircraft.

2.11. “Resultant Damage” means the damage suffered by a Part, necessi¬tating the scrapping of that Part because that Part is beyond economic Repair in accordance with Repair instructions approved in writing by Williams International, provided such damage is caused by the Failure of another warranted Part.

SECTION III. GOVERNING CONDITIONS

3. The obligations of Williams International hereunder are subject to the following conditions:

3.1. Claims submitted to Williams International via an authorized FJ44-2A service facility must be done in writing within 30 days after the date upon which the claim is discovered. The Operator shall keep and disclose accurate records of Engine operation and maintenance adequate to support such claims. A failed Engine or Part for Repair or replacement must be shipped within 30 days after notice.

3.2. Williams International shall have no obligation under this Warranty in respect of any Engine or Part which in the reasonable determination of Williams International:

3.2.1. Has not been properly installed, operated, and maintained in accordance with the requirements and recommendations of Williams International as contained in its manuals or other written instructions, including operating procedures; or

3.2.2. has been Repaired or altered by someone other than a Williams International authorized facility; or

3.2.3. has been subject to misuse, negligence, accident; or

3.2.4. has suffered damage due to the ingestion of a foreign body; or

3.2.5. was acquired by the Operator from a source other than a Williams International authorized FJ44-2A service facility, or through channels not specifi cally approved in writing by Williams International.

3.3. Except as expressly stated in Section I, Allowances, hereof, Williams International shall not be liable for any other expenses, taxes, duties or liabilities. In addition, costs of removal or replacement of an Engine from/in an aircraft and transportation costs of an Engine to/from a Repair facility are excluded from Section I, Allowances.

3.4. The Operator shall notify a Williams International Customer Support representative of a potential warranty problem prior to removing or shipping Engines pursuant to a warranty claim. This may be accomplished directly by the Operator, or via an authorized FJ44-2A service facility. The Operator or authorized FJ44-2A service facility shall make available, as requested by Williams International, all Engines and Parts for inspection and preliminary analysis relative to said claim.

3.5. Upon request of Williams International any Parts for which an allowance has been granted by Williams International hereunder, shall be returned by the Operator at Williams International’s expense, and upon such return any such Part shall become the property of Williams International.

3.6. Duration of the warranty for Engines and Parts replaced under the terms of this Warranty shall be for the unused portion of this new Engine warranty as applicable. Replacement of an Engine does not commence a new warranty period.

3.7. Williams International reserves the right to make changes in the design and to add improvements without incurring any obligation to incorporate the same on other Engines or Parts sold by Williams International.

3.8 ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, SUCH AS WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY EXCLUDED AND DISCLAIMED TO THE EXTENT THEY EXCEED THE





WARRANTIES GRANTED HEREIN. THIS WARRANTY COMPRISES WILLIAMS INTERNATIONAL’S ENTIRE LIABILITY IN RELATION TO ANY MALFUNCTION, FAILURE OR DEFECT TO THE EXCLUSION OF ALL OTHER LIABILITY, IN TORT (WHETHER FOR NEGLIGENCE, PRODUCT LIABILITY OR OTHERWISE) OR IN CONTRACT, INCLUDING THE EXCLUSION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL LOSS, DAMAGE OR EXPENSE.

3.9. NO AGREEMENT EXTENDING THIS WARRANTY SHALL BE BINDING UPON WILLIAMS-INTERNATIONAL UNLESS IN WRITING AND SIGNED BY ITS DULY AUTHORIZED OFFICER OR REPRESENTATIVE.

PREMIER IA CREW TRAINING AGREEMENT21.

TRAINING

Seller shall provide to Buyer (fi rst retail buyer), as a part of the Total Aircraft Purchase Price, a Standard Entitlement training package consisting of a training/familiarization program for two (2) suitably qualifi ed pilots and two (2) suitably qualifi ed maintenance personnel. Training shall be conducted by FlightSafety International (FSI) located in Wichita, Kansas or at another FSI training location as appropriate. For specifi c details regarding the training course, course requirements, or completion options contact FSI.

PILOT TRAINING

Two (2) pilots to type rating – Initial course.

Minimum pilot qualifi cation prerequisites: valid U.S. FAA Private • Pilot Certifi cate with multi-engine aircraft instrument rating or a valid foreign equivalent, and 1000 hours total aircraft pilot time.

Preferred pilot qualifi cations: valid U.S. FAA Commercial Pilot • Certifi cate with multi-engine aircraft instrument rating or a valid foreign equivalent, 1500 hours total aircraft pilot time with 250 hours multi-engine time, and previous completion of turbine and high altitude training.

FSI shall employ its standard established training curriculum consisting of ground school and fl ight simulator training currently developed to lead to achievement of a Premier IA check ride and type rating. Should additional ground or fl ight training be required beyond the established course syllabus, the schedule, number of fl ight hours, and other details will be mutually agreed at such time between Buyer and FSI. All additional ground or fl ight training shall be the responsibility of Buyer, will be accomplished in a Buyer provided aircraft, and all expenses associated with the additional training and/or operation of the aircraft shall be the responsibility of Buyer.

MAINTENANCE TRAINING

Two (2) maintenance personnel – Initial course.

Minimum maintenance personnel qualifi cation prerequisites: • valid U.S. FAA Maintenance Technician Certifi cate or a valid foreign equivalent.

FSI shall employ its standard training curriculum which currently consists of classroom instruction utilizing systems mock-ups and simulations. Should additional training be required beyond the established course syllabus, the schedule and/or number of hours will be mutually agreed at such time between Buyer and FSI. All expenses associated with additional training shall be the responsibility of Buyer.

PERFORMANCE STANDARDS AND COMPLETION OF TRAINING

FSI is responsible for developing course curriculum and satisfactory performance standards in accordance with all current FAA Regulations, Seller requirements, and appropriate industry standards. Seller and FSI cannot guarantee or otherwise assure successful completion of training or fi nal qualifi cation for any license, certifi cate, or rating. Neither Seller nor FSI shall be responsible for the competency of Buyer’s crew during and after training. Neither does Seller or FSI assume any responsibility or liability for training delay or incompletion due to factors beyond their control.

DURATION OF TRAINING SERVICES

Buyer must avail itself of entire Seller provided crew training package within, and no later than, one (1) year following the delivery date of the aircraft. No credit or any other fi nancial adjustment shall be allowed for any training not used by Buyer within the one (1) year time period. FSI shall schedule all training, provide Buyer specifi c details regarding the training course, course requirements, and completion options, and endeavor to schedule training at a convenient time for Buyer.

BUYER’S EXPENSES

Buyer shall be responsible for all expenses incurred by Buyer’s personnel in conjunction with crew training, including but not limited to: food, lodging, transportation, car rental, and all costs of operating, maintaining, and insuring the aircraft if utilized for training. Buyer shall also be responsible for all costs involved in acquiring an interpreter if Buyer’s personnel are not conversant in English or Spanish.

In consideration of the above, Buyer hereby releases and will indemnify and save harmless the Seller and FSI, their respective offi cers, employees, agents, subcontractors, and insurers against any and from all liabilities, claims, actions, and causes of action whatsoever, including any claims for damage to the Aircraft, regardless of the cause thereof (excluding however, any liability of claim relating to the manufacture of the Aircraft and except the negligence of willful misconduct of Seller and their respective offi cers, employees, agents, and insurers) and all expenses in connection therewith (including reasonable counsel fees) arising directly or indirectly out of or in connection with the use of the Aircraft for the training described above.

Buyer’s execution of Aircraft Purchase Agreement, of which the Specifi cation and Description is a part, constitutes Buyer’s acceptance of the foregoing terms and conditions pertaining to the training to be furnished thereunder.




July 2010Specifi cations and performance are subject to change without notice. Contact Hawker Beechcraft Corporation for details.© 2010 Hawker Beechcraft Corporation. All rights reserved. Hawker and Beechcraft are trademarks of Hawker Beechcraft Corporation.

+1.316.676.0800www.hawkerbeechcraft.com


EXHIBIT A2

Hawker 4000 Aircraft Purchase Agreement



Hawker 4000 APA INITIAL HERE: Buyer_______ Seller________ 1191-34562 rev 04-12

Hawker Beechcraft CorporationAircraft Purchase Agreement

No. 191-

1. “Seller”: 2. “Buyer”:Hawker Beechcraft Corporation Name:10511 E. Central Address:Wichita, Kansas 67206

E-mail: [email protected] E-mail:

3. Seller and Buyer enter into this Aircraft Purchase Agreement (“Agreement”) for the sale and purchase of one Hawker 4000 Aircraft S/N RC-TBD (referred to individually or collectively as the “Aircraft”, as further defined in the Specification). A copy of the applicable Aircraft Specification & Description (which includes SELLER’S LIMITED WARRANTY) (the “Specification”) is attached as Exhibit “A”. If no Serial Number is specified, then Seller will provide the Serial Number(s) of the Aircraft to Buyer in writing at least 90 days [on International APAs] 60 days [on Domestic APAs] before the Scheduled Delivery Date.

4. Buyer agrees to pay for the Aircraft as follows:

Aircraft Base PriceCharges for Optional Equipment / Modification selections from Buyer for incorporation into the Aircraft identified in attached Exhibit “B”. TBDTotal Aircraft List Price As Equipped $0.00

Less: Sales Discount ()Total Aircraft Purchase Price As Equipped (“Purchase Price”) $0.00

[Date]: Initial Deposit TBD[Date]: Second Deposit TBD[Date]: Third Deposit TBD[Date]: Trade-In Credit Allowance for Buyer's Aircraft ()

Balance Due at Delivery $0.00

5. The following Exhibits/Addenda are attached and incorporated by reference:Exhibit A – SpecificationExhibit B – Optional Equipment / Modification Selections (TBD)Exhibit C – Service of Process Appointment Letter [Note: Use ONLY for International Deals; otherwise, delete.]Addendum to Aircraft Purchase Agreement [Delete if no changes to General Terms and Conditions]

Scheduled Delivery Date: On or Before DATEDelivery Location: Little Rock, Arkansas (LIT)

[For deliveries within 30 days, change “Scheduled” to “Confirmed” Delivery Date and remove 1st and 3rd sentences of Section 6, “Delivery”.]SPECIFICATION SELECTIONS AND SPECIAL REGISTRATION NUMBER NOTICE ARE DUE TO SELLER ON OR BEFORE THE FOLLOWING DUE DATES (the “SPEC DUE DATES”):

OPTIONAL EQUIPMENT SELECTION DUE DATE: [Insert date]

INTERIOR/EXTERIOR SELECTIONS ANDSPECIAL REGISTRATION NUMBER NOTICE DUE DATE: [Insert date]

NOTWITHSTANDING OTHER PROVISIONS OF THIS AGREEMENT, IF THE ABOVE SELECTIONS OR NOTICE ARE RECEIVED AFTER THE SPEC DUE DATES, SELLER RETAINS THE RIGHT TO ADJUST THE PURCHASE PRICE TO ACCOUNT FOR THE DELAY, AND SELLER, AT ITS ELECTION, MAY:

(1) ADJUST THE SCHEDULED DELIVERY DATE OR AIRCRAFT SERIAL NUMBER; OR (2) OUTFIT THE AIRCRAFT IN SELLER’S CONFIGURATION FOR U.S. REGISTRATION





6. Delivery and Inspection. The Aircraft’s Scheduled Delivery Date is preliminary. The Aircraft will be presented for Buyer’s inspection and acceptance at Seller’s Delivery Location. Delivery terms are Ex Works (Incoterm 2010) Delivery Location. Seller will notify Buyer in writingat least thirty days before the date the Aircraft will be ready for delivery (the “Confirmed Delivery Date”).

7. Acceptance. Within seven days of the Confirmed Delivery Date, Buyer will inspect the Aircraft at the Delivery Location. If no discrepancy is found, Buyer will accept the Aircraft on the date the inspection is performed. If Buyer’s inspection reveals any discrepancies, Seller will have a reasonable time to correct such discrepancies and Buyer will accept the Aircraft within two days after correction of any discrepancy. The date on which Buyer accepts delivery of the Aircraft is referred to in this Agreement as the “Acceptance Date”. Upon acceptance of the Aircraft, Buyer will deliver to Seller a completed Certificate of Final Acceptance and Delivery.

8. Payment. Buyer will make all payments in United States dollars, by wire transfer to: Hawker Beechcraft Corporation, Bank of America, 100 West 33rd St, New York NY 10001, USA, Account Number: 1233246081, Routing Number: 026009593, Swift: BOFAUS3N, Reference: Buyer’s name and Aircraft serial number. Any banking charge assessed to the described transaction will be for the account of Buyer.

9. Late Payments. If Buyer fails to timely pay any amount due under this Agreement, Seller may assess interest on the amount due at the one-month London Inter-Bank Offered Rate (“LIBOR”), as published in the Wall Street Journal under “Credit Markets” on the first day of the month during which the payment becomes late, plus 3%. This interest assessment is in addition to, and not in lieu of, any other remedy Seller may have under this Agreement.

10. Title and Risk of Loss. Upon receipt of all payments due on the Acceptance Date and upon receipt of the executed Certificate of Final Acceptance and Delivery, Seller will deliver to Buyer an FAA bill of sale or a warranty bill of sale or both, together with a United States Certificate of Airworthiness (the time of such delivery, the “Delivery Time”), and the Aircraft will pass to Buyer free and clear of all encumbrances created by or through Seller. Title to and risk of loss of the Aircraft will pass to Buyer at the Delivery Location at the Delivery Time. If the Aircraft is lost, destroyed or damaged beyond economic repair, prior to the Delivery Time, then this Agreement will automatically terminate upon Seller’s notice to Buyer. Seller’s sole obligation to Buyer will be to return to Buyer all deposits paid under this Agreement.

11. Taxes. Buyer will pay all taxes, excises, tariffs, charges, or additions levied, assessed, or required by law to be paid by Buyer upon the sale of the Aircraft and any other item(s) delivered under this Agreement.

12. Changes by Seller. Until the Acceptance Date, Seller, at Seller’s cost, has the right, without the prior consent of Buyer, to make changes to the Aircraft and to substitute equivalent equipment, accessories, or material, or to incorporate manufacturing or inspection process changes (collectively and individually, the “Changes”), if the Changes do not adversely affect the price, time of delivery, or performance of the Aircraft, or significantly affect its design, weight, or balance. If the Changes are required by Buyer’s applicable airworthiness authorityand such requirements become effective after the date of this Agreement, Buyer will pay the cost of such Changes.

13. Changes by Buyer. Buyer will not make any changes or additions to its selection of optional equipment or interior/exterior selections after the Spec Due Dates unless Seller has approved such changes in writing. Buyer understands that any approved changes or additions may affect one or more of the Aircraft’s weight, the Purchase Price, or the Scheduled Delivery Date. Seller will quote the effects of any approved changes or additions to Buyer in writing by means of an Amendment or contract work authorization, which will become effective upon having been signed by Seller and Buyer.

14. Engines. Buyer acknowledges the Aircraft engines may not have identical recorded total times when delivered to Buyer. However, Buyer and Seller agree both engines are considered new, and Buyer waives any objection to accepting delivery of engines with different total times.

15. Subsequent Export or Re-Export. Buyer must comply with all export control laws and regulations of the United States of America that apply to the Aircraft (including, without limitation, the United States Export Administration Act of 1979, as amended (the “Act”), and the Export Administration Regulations made under the Act) and indemnify Seller from and against the consequences of any failure by Buyer to comply with all applicable laws and regulations. Diversion of the Aircraft contrary to laws of the United States of America is strictly prohibited.





16. International Registry. The purchase and sale of the Aircraft pursuant to this Agreement is subject to the Convention on International Interests in Mobile Equipment (the “Convention”), or the Protocol to the Convention on International Interests in Mobile Equipment on Matters Specific to Aircraft Equipment (the “Protocol”), both signed in Cape Town, South Africa on November 16, 2001, together with the Regulations for the International Registry and the International Registry Procedures, and all other rules, amendments, supplements, and revisions to all of the foregoing (collectively the “Cape Town Treaty”). If Buyer requests in writing, Seller will cooperate with Buyer to register the FAA Bill of Sale as a Contract of Sale (as defined in the Cape Town Treaty) on the International Registry established under the Cape Town Treaty.

Seller will not consent to a registration on the International Registry until Buyer has provided Seller with a Certificate of Final Acceptance and Delivery for the Aircraft and Seller has received payment in full under this Agreement. Buyer acknowledges and agrees that, without specific authorization in writing from Seller, Buyer will not register, or consent to or allow any registration whatsoever (including a registration of a prospective international interest or prospective contract of sale) against the Aircraft under the Cape Town Treaty.

If this Agreement is terminated for any reason whatsoever, any reimbursement to be made to Buyer will be conditioned upon: (a) Buyer discharging any registration created by or through it or by persons claiming by or through it; and (b) Buyer presenting Seller with sufficient evidence of the discharge. Seller will be entitled to set off any costs, fees, or expenses incurred as a result of Buyer’s failure to discharge the registration.

Buyer will pay any and all fees and costs (including legal fees) associated with registering under the Cape Town Treaty. Seller makes no representation whatsoever about validity, priority, or enforceability of any registration under the Cape Town Treaty.

17. [Delete Section if not applicable.] Registration Number. Seller agrees to paint, at Seller’s expense, the available registration of Buyer’s choice on the Aircraft. Buyer understands that it may be necessary to utilize a temporary registration number until the number selected by Buyer is assigned to the Aircraft by the appropriate aviation authority.

18. [Delete Section if not applicable.] Support Plus+ Credit: Parts & Labor. Upon Aircraft delivery, Buyer will receive a credit for ____ (#) years or _____ hours (whichever occurs first) to be applied for Buyer’s benefit to the Support Plus+ Parts & Labor program. Seller and Buyer will enter into a separate agreement for the Support Plus+ Parts & Labor program to take advantage of the credit. Seller will provide details of the Support Plus+ Parts & Labor program to Buyer under separate cover.

19. Confirmation of Financing.

(A) If Buyer finances its purchase of the Aircraft, Buyer must cause the financial institution responsible for funding the Balance Due at Delivery (the “Financial Institution”) to provide Seller with written confirmation (the “Financing Confirmation”) that Buyer and the Financial Institution have made all necessary arrangements to ensure that the Balance Due at Delivery is paid to Seller. The Financial Institution must provide the Financing Confirmation to Seller at least thirty days before the Scheduled Delivery Date. IfSeller does not receive such Financing Confirmation at least thirty days before the Scheduled Delivery Date, Seller will assume that Buyer’s purchase of the Aircraft will be on a cash basis.

(B) Upon written request from Seller, Buyer agrees to provide Seller with certain financial information, including but not limited to banking references, length of financing relationship, and other similar information (the “Financial Information”) in accordance with certain provisions of the USA Patriot Act pertaining to commercial business transactions.

20. Transaction Representation. Buyer represents that the Aircraft will be for business use only.

21. [Note: Use clause ONLY as required for International Deals; otherwise, delete Section.] Export Certificate of Airworthiness. Seller will provide a United States Export Certificate of Airworthiness for the Aircraft in (country) in the (Private or Public Transport)category. Buyer is responsible for all costs and expenses associated with registering the Aircraft in (country). Any equipment or modification(s) to the Aircraft that is (are) required in addition to those set forth in Exhibit A (Aircraft Specification & Description) and Exhibit B (Optional Equipment) in order to achieve (country) registration and certification approval or to support operational requirements of Buyer are outside the scope of this Agreement unless otherwise agreed to in writing by Buyer and Seller.

22. [Note: Use clause ONLY as required for International Deals; otherwise, delete clause.] Closing Procedures. In accordance with Section 6, Seller will give Buyer written notice of the Confirmed Delivery Date.





(A) Not later than the Confirmed Delivery Date, Seller will prepare and hold a signed Warranty Bill of Sale, pending Buyer’s or Buyer’s designee’s inspection and acceptance of the Aircraft. Buyer agrees to sign a Certificate of Final Aircraft Acceptance and Delivery at the time it inspects and accepts the Aircraft.

(B) Concurrently with signing the Certificate of Final Acceptance, Buyer will wire transfer the Balance Due at Delivery to Seller’s bank account set forth in Section 8. Upon receipt of the Balance Due at Delivery and the signed Certificate of Final Aircraft Acceptance and Delivery, Seller will provide the Warranty Bill of Sale to Buyer or Buyer’s designee.

(C) Buyer will have ____________ inspector(s) inspect and nationalize the Aircraft within five days after the Confirmed Delivery Date or make arrangements for the immediate issuance of a temporary ______________ ferry permit. In either case, Seller will take the necessary action to have the Aircraft de-registered from the Federal Aviation Administration (the “FAA”) after either the ___________inspector(s) complete(s) (its)(their) inspection and nationalizes the Aircraft or upon Buyer or Buyer’s designee providing evidence of a temporary ___________ ferry permit. Upon receipt of a confirmation from the FAA that the Aircraft has been de-registered, a copy will be provided to Buyer and if applicable, Buyer’s designee, at which time Seller will remove the temporary “N” number from the Aircraft and affix the ___________ registration, re-strap the transponder, and make the appropriate logbook entries.

(D) Immediately following the events set forth in (A) through (C) above, Buyer, at its own expense, must remove the Aircraft from the Delivery Location. If Buyer does not remove the Aircraft from the Delivery Location within five days following the Delivery Time, then, on the sixth day following the Delivery Time: (1) Seller will, at its option, place the Aircraft in storage, either on Seller’s property or at a remote storage location; and (2) storage costs in the amount of U.S. $600 per day will begin accruing to Buyer’s account and will continue to accrue until the day that Buyer removes the Aircraft from storage. All accrued storage costs are a lien against the Aircraft and must be paid by Buyer before removing the Aircraft from storage. Buyer will indemnify and hold Seller harmless from and against all losses, damages, claims, liabilities, and causes of action of every kind or character and nature arising out of or related to Buyer’s decision to leave the Aircraft with Seller following the Delivery Time. Seller makes no representation and disclaims all responsibility regarding the tax, legal or other consequences to Buyer as a result of its decision not to remove the Aircraft from the Delivery Location within five days following the Delivery Time.

(E) If Buyer pays Seller in full for the Aircraft but delays acceptance of the Aircraft, then beginning on the sixth calendar day following the day upon which Buyer paid Seller in full: (1) Seller will, at its option, place the Aircraft in storage, either on Seller’s property or at a remote storage location; and (2) storage costs in the amount of U.S. $600 per day will begin accruing to Buyer’s account and will continue to accrue until the day that Buyer accepts the Aircraft and removes it from storage. All accrued storage costs must be paid by Buyer before removing the Aircraft from storage. Seller makes no representation and disclaims all responsibility regarding the tax, legal, or other consequences to Buyer as a result of Buyer’s decision not to accept the Aircraft and remove it from Seller’s facility within five days following the day that would have been the delivery date. Buyer will indemnify and hold Seller harmless from and against all losses, damages, claims, liabilities, and causes of action of every kind or character and nature arising out of or related to Buyer’s decision to delay its acceptance of the Aircraft. Nothing contained in this Section 22E voids or waives any other rights or remedies Seller may have under this Agreement.

(F) Buyer agrees to be the Importer of Record and to be responsible for all importation taxes, duties, fees and other charges associated with the import of the Aircraft into _________. Buyer is responsible for the costs associated with registering the Aircraft in _________.

(G) Buyer understands and agrees that if Buyer intends to remove the Aircraft from the United States Buyer will be considered the Principle Party in Interest (exporter of record) by the United States Department of Commerce Census Bureau and must authorize an agent for filing the Electronic Export Information (“EEI”) in the U.S. Automated Export System (“AES”) before departing the United States. If Buyer requests, in writing, for Seller to act as Buyer’s agent, Buyer agrees to timely provide a passport number for Seller’s use as the identification number associated with Buyer’s record in AES and provide any other information reasonably required to complete the EEI. Further, effective upon Buyer’s written request, and as evidenced by Buyer’s signature on this Agreement, Buyer will have appointed Seller as its attorney-in-fact for the sole purpose of entering the EEI for the Aircraft on behalf of Buyer, and Buyer further agrees to deliver to Seller any and all documents and undertakings reasonably necessary for Seller to enter the EEI for the Aircraft.

23. [Note: Use clause ONLY for Domestic Deals.] Closing Procedures. In accordance with Section 6, Seller will give Buyer written notice as to the “Confirmed Delivery Date”, the actual date the Aircraft will be ready for delivery.





(A) Not later than the Confirmed Delivery Date, Seller will prepare and hold a signed Warranty Bill of Sale, pending Buyer’s or Buyer’s designee’s inspection and acceptance of the Aircraft. Buyer agrees to sign a Certificate of Final Aircraft Acceptance and Delivery at the time it inspects and accepts the Aircraft.

(B) Concurrently with signing the Certificate of Final Acceptance, Buyer will wire transfer the Balance Due at Delivery to Seller’s bank account set forth in Section 8. Upon receipt of the Balance Due at Delivery and the signed Certificate of Final Aircraft Acceptance and Delivery, Seller will provide the Warranty Bill of Sale to Buyer or Buyer’s designee.

(C) Immediately following the events set forth in (A) and (B) above, Buyer, at its own expense, must remove the Aircraft from the Delivery Location. If Buyer does not remove the Aircraft from the Delivery Location within two days following the Delivery Time then, on the third day following the Delivery Time: (1) Seller will, at its option, place the Aircraft in storage, either on Seller’s property or at a remote storage location; and (2) storage costs in the amount of U.S. $600 per day will begin accruing to Buyer’s account and will continue to accrue until the day that Buyer removes the Aircraft from storage. All accrued storage costs are a lien against the Aircraft and must be paid by Buyer before removing the Aircraft from storage. Buyer will indemnify and hold Seller harmless from and against all losses, damages, claims, liabilities, and causes of action of every kind or character and nature arising out of or related to Buyer’s decision to leave the Aircraft with Seller following the Delivery Time. Seller makes no representation and disclaims all responsibility regarding the tax, legal, or other consequences to Buyer as a result of its decision not to remove the Aircraft from the Delivery Location within two days following the Delivery Time.

(D) If Buyer pays Seller in full for the Aircraft but delays accepting the Aircraft, then beginning on the third day following the day upon which Buyer paid Seller in full: (1) Seller will, at its option, place the Aircraft in storage, either on Seller’s property or at a remote storage location; and (2) storage costs in the amount of U.S. $600 per day will begin accruing to Buyer’s account and will continue to accrue until the day that Buyer accepts the Aircraft and removes it from storage. All accrued storage costs must be paid by Buyer before removing the Aircraft from storage. Seller makes no representation and disclaims all responsibility regarding the tax, legal, or other consequences to Buyer as a result of Buyer’s decision not to accept the Aircraft and remove it from Seller’s facility within two days following the day that would have been the delivery date. Buyer will indemnify and hold Seller harmless from and against all losses, damages, claims, liabilities, and causes of action of every kind or character and nature arising out of or related to Buyer’s decision to delay its acceptance of the Aircraft. Nothing contained in this Section 23D voids or waives any other rights or remedies Seller may have under this Agreement.

24. Excusable Delay. Seller will not be liable for any failure to deliver the Aircraft or for any delay in the delivery of the Aircraft or failure to perform or delay in the performance of any of its other obligations under this Agreement, if any such failure or delay is due directly or indirectly to a force majeure event, including, but not limited to one or more of the following: acts of God; unforeseeable circumstances; actions or inaction of any governmental authority; wars (declared or undeclared); riots; revolutions; terrorism; hijackings; fires; floods; earthquakes; volcano eruptions; strikes; labor stoppages; sabotage; quarantines; epidemics; interruptions of essential services and supplies such as electricity, natural gas, fuels, and water; the nonattainment (after all reasonable efforts of Seller) of any governmental certification, export or airworthiness approval for the Aircraft or any part thereof; or any other cause beyond Seller’s reasonable control (an “Excusable Delay”). If an Excusable Delay occurs, the time required for the performance of any obligation of this Agreement will extend for a period equal to the period the Excusable Delay condition persists. If the delivery of the Aircraft is delayed for Excusable Delay for more than six months, either Buyer or Seller may terminate this Agreement upon giving written notice to the other party, which notice must be given within fifteen days immediately following the six month delay period. Upon any such termination Seller’s sole obligation will be to return to Buyer all amounts previously paid to Seller under this Agreement.

25. Buyer’s Default. Subject to a ten day cure period, Seller has the right to terminate this Agreement and retain all deposits previously paid by Buyer as liquidated damages if Buyer:

(A) does not accept Aircraft delivery on or before the Confirmed Delivery Date;

(B) informs Seller that it will not accept Aircraft delivery on or before the Confirmed Delivery Date;

(C) fails to make any payments when due;

(D) cannot take delivery of the Aircraft without causing Seller to be in substantial risk of violating any applicable law or regulation (based on Seller’s reasonable determination); or





(E) breaches any term or condition contained in this Agreement in any material respect.

Buyer agrees that these liquidated damages do not constitute a penalty and are a reasonable and agreed amount of the anticipated or actual damages Seller will suffer as a result of Buyer’s default. Buyer’s successive deposits are intended to reflect Seller’s anticipated losses at each successive phase of build, including, but not limited to, damages for lost volume sales, carrying costs, costs to change Aircraft specifications, time value of resources, and diminution in market value of the Aircraft. The parties acknowledge that such losses are not easily and readily determinable and will accrue in reasonable proportion to Buyer’s successive deposits.

26. Seller’s Default. If Seller, in any material respect, fails to perform any term or condition contained in this Agreement or fails to deliver the Aircraft within ninety days after the Confirmed Delivery Date, other than for any of the causes described in Section 24 (Excusable Delay), Buyer has the right to terminate this Agreement after giving Seller written notice of the termination within thirty days immediately following the expiration of ninety days after the Confirmed Delivery Date (the “Termination Notice Period”). The date Seller receives Buyer’s timely written notice of termination is the “Termination Date.” On or before the thirtieth day following the Termination Date, Seller will return all deposit(s) previously paid by Buyer, together with interest calculated from the day Seller received the deposit(s) through the Termination Date. Interest will be at the one-month LIBOR, as published in the Wall Street Journal under “Credit Markets” on the first day of the month in which the Termination Date falls plus 3.0%. This return of deposit(s) plus interest is Buyer’s exclusive remedy for Seller’s failure to perform under this Agreement and for any claim arising out of or related to this Agreement.

27. Assignment and Speculation.

(A) Assignment. This Agreement, including the rights of Buyer under this Agreement, may not be assigned, in whole or in part, without Seller’s prior written consent. Any attempted assignment of this Agreement without the prior written consent of Seller will be null, void, and without effect and will be in breach of this Agreement. For purposes of this paragraph, an “assignment” includes the direct or indirect transfer of 50% or more of the equity ownership in Buyer or any direct or indirect parent of Buyer by any means, including through merger or otherwise.

(B) Speculation. Buyer will not engage in speculation or any other attempted selling or marketing of the Aircraft or its delivery positionbefore delivery, either directly or through a third party.

28. [Note: Use clause ONLY for Deals with an individual as Buyer.] Death or Legal Incapacity. Notwithstanding anything to the contrary in this Agreement, if Buyer is an individual and dies or is legally incapacitated, Buyer’s legal guardian, conservator, attorney-in-fact, executor, administrator or legally appointed representative (“Buyer’s Representative”) may elect to do either of the following:

(A) fulfill Buyer’s obligations under this Agreement; or

(B) within thirty days after Buyer’s death or Buyer being found legally incapacitated, based upon reasonable, written documentary evidence provided by Buyer’s Representative request that Seller re-market the Aircraft. In the case of any such request for re-marketing, Seller will make reasonable, good-faith efforts to re-market the Aircraft. Notwithstanding the foregoing, Buyer’s Representative will remain obligated to fulfill all obligations of Buyer, including, but not limited to, making all payments to Seller when due and taking delivery of the Aircraft on the Confirmed Delivery Date. Upon delivery of the Aircraft to Buyer’s Representative, Seller’s re-marketing efforts will cease. If Seller successfully re-markets and delivers the Aircraft to a third party purchaser before delivery to Buyer’s Representative, neither Seller nor Buyer’s Representative will have any further obligation to each other in regard to this Agreement, except that Seller will refund to Buyer’s Representative any amounts paid to Seller by Buyer or Buyer’s Representative, less any out-of-pocket expenses incurred or to be incurred by Seller (i.e. remarketing costs, price reductions to re-sell the Aircraft, training costs, and the like) in connection with such re-marketing.

29. Confidentiality. The terms and conditions of this Agreement (including any Exhibits, Addenda, and Schedules attached) may not be disclosed in any fashion, either in whole or in part, by Buyer to any third party (excluding governmental authorities and the disclosing party’s legal counsel, financial institution, accountants, and other relevant personnel with a need to know) without the prior written consent of Seller.

30. Waiver of Other Representations. BUYER IS AN INFORMED AND SOPHISTICATED PURCHASER AND TO THE EXTENT NECESSARY IS EXPERIENCED IN THE EVALUATION AND PURCHASE OF AIRCRAFT. BUYER ACKNOWLEDGES THAT SELLER HAS PROVIDED BUYER WITH THE INFORMATION BUYER HAS REQUESTED TO ENABLE IT TO MAKE AN INFORMED DECISION





WITH RESPECT TO THE EXECUTION AND PERFORMANCE OF THIS AGREEMENT AND THE PURCHASE OF THE AIRCRAFT. SUBJECT TO SELLER’S LIMITED WARRANTY, BUYER AGREES TO ACCEPT THE AIRCRAFT IN THE CONDITION IT IS IN ON THE ACCEPTANCE DATE, BASED ON ITS OWN INSPECTION. IT IS THE EXPLICIT INTENT OF BUYER AND SELLER, AND BUYER AND SELLER HEREBY AGREE, THAT EXCEPT AS OTHERWISE SET FORTH IN THIS AGREEMENT, NEITHER SELLER, NOR ANY OF ITS AFFILIATES HAS MADE OR IS MAKING ANY REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING ANY IMPLIED REPRESENTATION OR WARRANTY AS TO THE VALUE, CONDITION, MERCHANTABILITY, SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE AIRCRAFT.

31. Exclusive Remedy. (A) EACH PARTY IRREVOCABLY WAIVES ANY RIGHT TO MAKE ANY TORT, EQUITABLE, STATUTORY OR OTHER EXTRA

CONTRACTUAL CLAIM AGAINST THE OTHER PARTY WITH RESPECT TO THIS AGREEMENT OR THE SUBJECT MATTER

CONTAINED IN THIS AGREEMENT. EXCEPT WITH RESPECT TO (1) SECTION 25 (AS TO WHICH SELLER IS ENTITLED TO,

AT ITS OPTION, EITHER THE REMEDIES PROVIDED THEREIN OR SPECIFIC PERFORMANCE), AND (2) SECTION 26 (AS TO

WHICH BUYER IS ENTITLED TO THE REMEDIES PROVIDED THEREIN), NEITHER PARTY WILL HAVE ANY LIABILITY, AND

NEITHER PARTY WILL MAKE ANY CLAIM FOR DAMAGES OR LOSSES OF ANY KIND UNDER, ARISING OUT OF OR

RELATING TO THE AIRCRAFT, THIS AGREEMENT, OR ANY OTHER DOCUMENT DELIVERED IN CONNECTION WITH THIS

AGREEMENT, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, EQUITABLE REMEDIES, ANY

APPLICABLE LAWS OR REGULATIONS, OR OTHERWISE.

Notwithstanding the foregoing, nothing set forward in this Section 31(A) shall deprive Buyer of its rights under Seller’s limited

warranty.

(B) NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, NEITHER PARTY WILL BE LIABLE FOR

SPECIAL, PUNITIVE, EXEMPLARY, MULTIPLE, INCIDENTAL, CONSEQUENTIAL OR INDIRECT DAMAGES, LOST PROFITS

OR LOST BENEFITS (INCLUDING LOSS OF CONSORTIUM), LOSS OF ENTERPRISE VALUE, DIMINUTION IN VALUE OF ANY

BUSINESS, DAMAGE TO REPUTATION OR LOSS TO GOODWILL, ARISING OUT OF OR RELATED TO ITS PERFORMANCE

UNDER THIS AGREEMENT OR FOR ANY LACK OR LOSS OF USE OF THE AIRCRAFT OR ANY EQUIPMENT, ACCESSORY

OR SPARE PART, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, EQUITABLE REMEDIES,

ANY APPLICABLE LAWS OR REGULATIONS, OR OTHERWISE AND WHETHER OR NOT ARISING FROM THE OTHER

PARTY’S SOLE, JOINT OR CONCURRENT NEGLIGENCE, STRICT LIABILITY OR OTHER FAULT.

32. Choice of Law and Forum. THIS AGREEMENT AND ANY CLAIM, CONTROVERSY, DISPUTE, SUIT, ACTION OR PROCEEDING (ANY OF WHICH IS A “LEGAL PROCEEDING”) ARISING UNDER OR RELATED TO THE AGREEMENT, THE RELATIONSHIP OF THE PARTIES AND/OR THE INTERPRETATION AND ENFORCEMENT OF THE RIGHTS AND DUTIES OF THE PARTIES SHALL BE CONSTRUED BY THE LAWS OF THE STATE OF KANSAS, WITHOUT RESORT TO ANY CHOICE OF LAW RULES FOLLOWED BY THE COURTS OF KANSAS. THE PARTIES AGREE THAT ANY LEGAL PROCEEDING ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR PURCHASE OF THE AIRCRAFT WILL BE BROUGHT IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF KANSAS AT WICHITA, KANSAS, OR IN THE EIGHTEENTH JUDICIAL DISTRICT COURT OF SEDGWICK COUNTY, KANSAS. THE PARTIES AGREE TO BE SUBJECT TO THE JURISDICTION OF THESE COURTS IN ANY LEGAL PROCEEDING, AND IRREVOCABLY AND UNCONDITIONALLY WAIVE ANY OBJECTION TO THE LAYING OF VENUE IN ANY LEGALPROCEEDING IN THESE COURTS, WAIVE ANY CLAIM THAT A LEGAL PROCEEDING BROUGHT IN THESE COURTS HAS BEEN BROUGHT IN AN INCONVENIENT FORUM, AND AGREE THAT FINAL JUDGMENT IN A LEGAL PROCEEDING BROUGHT IN THESE COURTS WILL BE CONCLUSIVE AND BINDING UPON THE PARTIES AND MAY BE ENFORCED IN ANY OTHER COURTS TO WHOSE JURISDICTION THE PARTIES MAY BE SUBJECT. BUYER WAIVES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT.

[ONLY USE FOR NON-US Buyers] [Note: If APA is pursuant to other than Kansas law, Process Agent name and address will change. In which case, coordinate with Mike Thornton or Katrina Lee] Buyer agrees that service of any process, summons, notice, or document in any such Legal Proceeding may be made upon The Corporation Company, Inc. with its business address at 112 SW 7th Street, Suite 3C, Topeka, KS 66603 USA (the “Process Agent”) and Buyer confirms that Process Agent is hereby duly and irrevocably appointed as its agent to receive and forward such service for a period of one year from the date of this Agreement at Seller’s cost and





expense (see Exhibit C hereto). Buyer agrees that the failure of the Process Agent to give any notice of any such service of process to it shall not impair or affect the validity of such service or any judgment based thereon. Buyer further irrevocably consents to service of process by U.S. registered mail addressed to Buyer or the Process Agent at the address set out above and agrees that either of such shall be effective service of process for any such legal proceeding brought against it in any state or federal court sitting in Wichita, Kansas or Sedgwick County, Kansas.

33. Notices. All notices must be in writing, addressed to the receiving party at its address shown on the face of this Agreement (unless a party gives the other party written notification of a change of address). Notices may be sent by either electronic mail or by certified mail.

34. Severability. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provisions of this Agreement, which shall remain in full force and effect and such provision shall be interpreted as nearly as possible according to its original terms and intent.

35. Amendments and Waivers. No amendment of this Agreement or waiver of any provision of this Agreement will be effective unless set forth in writing and signed by a duly authorized representative of each of Buyer and Seller. No failure or delay by Seller in exercising any right or power under this Agreement shall operate as a waiver of such right or power, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuation of steps to enforce such a right or power, preclude any other or further exercise of such right or power or the exercise of any other right or power.

36. Counterparts. This Agreement may be signed in two or more identical counterparts, each of which, when signed, will be considered an original, and the counterparts will, together, constitute one and the same instrument.

37. Headings. Section headings used in this Agreement are for convenience of reference only, are not part of this Agreement and will not affect the construction of, or be taken into consideration in interpreting this Agreement.

38. Survival. The provisions of this Agreement survive closing and delivery of any documents of title with respect to the Aircraft.

39. Entire Agreement. BUYER AND SELLER AGREE THAT THE SALE AND PURCHASE OF THE AIRCRAFT IS GOVERNED SOLELY BY THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT, IN THE EXHIBITS ATTACHED, AND IN THE ADDENDA ATTACHED, IF ANY. THIS AGREEMENT, TOGETHER WITH THE EXHIBITS ATTACHED, AND ANY ADDENDA ATTACHED EMBODIES THE ENTIRE AGREEMENT OF THE PARTIES WITH RESPECT TO THE SUBJECT MATTER INVOLVED. ALL PREVIOUS COMMUNICATIONS OR AGREEMENTS, WHETHER WRITTEN OR ORAL, BETWEEN THE PARTIES ARE SUPERSEDED BY THIS AGREEMENT. IN THE EVENT OF ANY INCONSISTENCIES, THE ORDER OF PRECEDENCE WILL BE AS FOLLOWS: (1) Addendum; (2) Exhibit A, the Specifications; (3) this Agreement; and (4) additional Exhibits and Attachments, if any.

[REMAINDER OF THIS PAGE INTENTIONALLY BLANK]





TIME IS OF THE ESSENCE WITH RESPECT TO THIS AGREEMENT.

BUYER HAS READ AND UNDERSTANDS THE COMPLETE AGREEMENT. BUYER HAS RECEIVED A COPY OF THIS AGREEMENT.

Accepted By Buyer: Accepted by Seller: Hawker Beechcraft Corporation

By: By:Name: Name:

Title: Title:

Date: Date:“Buyer” “Seller”

THIS AGREEMENT IS OFFERED FOR BUYER’S ACCEPTANCE THROUGH [[CALENDAR DATE]] UNLESS EXTENDED BY WRITTEN NOTICE FROM SELLER TO BUYER OR COUNTERSIGNATURE BY SELLER.


Specifi cation and DescriptionRC-52 THRU RC-83 (REV 3)

Hawker 4000

EXHIBIT A

Hawker Beechcraft Corporation10511 E. Central

Wichita, Kansas 67206 USA+1.316.676.5034 • +1.316.676.6614 fax



Acknowledged: INITIAL HERE: Buyer: ______ Seller: ______June 2012

HAWKER 4000 SERIAL NUMBERS RC-52 THRU RC-83 (REV 3) / SPECIFICATION AND DESCRIPTION 1

CONTENTS

1. INTRODUCTION ......................................................................... 22. GENERAL DESCRIPTION ........................................................ 23. GENERAL ARRANGEMENT ................................................... 34. DESIGN WEIGHTS .................................................................... 45. PERFORMANCE ........................................................................ 46. STRUCTURAL DESIGN CRITERIA ....................................... 47. FUSELAGE................................................................................... 58. WING ............................................................................................. 69. EMPENNAGE .............................................................................. 610. LANDING GEAR ......................................................................... 611. POWERPLANTS........................................................................ 712. THRUST REVERSERS ............................................................ 813. AUXILIARY POWER UNIT ...................................................... 814. SYSTEMS ................................................................................... 815. FLIGHT COMPARTMENT AND AVIONICS ........................1116. INTERIOR .................................................................................. 1617. CABIN ELECTRONICS EQUIPMENT ................................ 1818. EXTERIOR ................................................................................. 1919. ADDITIONAL EQUIPMENT .................................................. 1920. EMERGENCY EQUIPMENT ................................................ 1921. DOCUMENTATION & TECHNICAL PUBLICATIONS .... 1922. REDUCED VERTICAL SEPARATION MINIMUM .......... 1923. CAMP SYSTEMS MAINTENANCE TRACKING ............. 2024. HAWKER 4000 NEW LIMITED WARRANTY ............... 2025. HAWKER 4000 CREW TRAINING AGREEMENT ........ 24

THIS DOCUMENT IS PUBLISHED FOR THE PURPOSE OF PROVIDING GENERAL INFORMATION FOR THE EVALUATION OF THE DESIGN, PERFORMANCE AND EQUIPMENT OF THE HAWKER 4000. IT IS NOT A CONTRACTUAL AGREEMENT UNLESS APPENDED TO AN AIRCRAFT PURCHASE AGREEMENT.



SPECIFICATION AND DESCRIPTION / HAWKER 4000 SERIAL NUMBERS RC-52 THRU RC-83 (REV 3)2

INTRODUCTION1.

This Specifi cation and Description document is published for the purpose of providing general information for the evaluation of the design, performance and equipment of the Hawker 4000 aircraft. Should more detailed data be required, it can be obtained by contacting:

Hawker Beechcraft CorporationP.O Box 85Wichita, Kansas 67201-0085Attention: Contracts Administration, Dept. 191Telephone: 316.676.7111Fax: 316.676.1910

This document describes only the Hawker 4000 aircraft, serial numbers RC-52 thru RC-83, its powerplants and equipment. Also included are the warranties applicable to the Hawker 4000 aircraft, Pratt & Whitney Canada™ PW308A engine, Honeywell™ Avionics Equipment as well as the Hawker 4000 Crew Training Agreement. In the event of any confl ict or discrepancy between this document and the Aircraft Purchase Agreement to which it may be appended, terms specifi ed in the Aircraft Purchase Agreement shall prevail.

Engine and Avionics warranties are subject to change at the discretion of the manufacturer. Hawker Beechcraft Corporation does not warrant engines or avionics. Should the engine or avionics warranty refl ected in this document not be the current warranty provided by the manufacturer, HBC disclaims any liability to Buyer for any such error.

The term “Aircraft” as used in this document and in the Aircraft Purchase Agreement into which it may be incorporated by reference shall unless otherwise designated include the entire Hawker 4000 aircraft and all of its parts, components and related publications, including manuals, as more fully described in this Specifi cation and Description.

Throughout this document, Hawker Beechcraft Corporation reserves the right to revise the ‘Specifi cation and Description’ whenever occasioned by product improvements, government regulations or other good cause, as long as such revisions do not result in a signifi cant reduction in performance standards of the aircraft.

Copyright © 2011 Hawker Beechcraft Corporation. All rights reserved.

GENERAL DESCRIPTION2.

The Hawker 4000 is a twin turbofan engine, swept wing executive jet aircraft featuring a composite fuselage, composite empennage and a metal wing. Standard seating is for 8 passengers and their baggage plus a minimum crew of two. The aircraft has optional seating layouts, which can accommodate up to 10 passengers.

Powerplants are two Pratt & Whitney (Canada) PW308A turbofan engines, pylon mounted on the rear fuselage.

The Hawker 4000 is certifi ed in accordance with 14 CFR Part 25 thru Amendment 105 and 111 and 14 CFR Part 36 noise requirements and meets the airworthiness requirements for RVSM approval.

DimensionsOverall Height ....................................19 ft. 9 in. (6.02 m)Overall Length ................................. 69 ft. 6 in. (21.18 m)

WingSpan (overall) .................................. 61 ft. 9 in. (18.82 m)Area .............................................531 sq. ft. (49.33 sq. m)Sweep (at 25% chord) .......................................28.4 degDihedral ...................................................................... 4.0 degAspect Ratio......................................................................7.17Mean Aerodynamic Chord ..............9 ft. 7 in. (2.92 m)

Horizontal TailSpan (overall) ...................................25 ft. 11 in. (7.90 m)Area ................................................. 140 sq. ft. (13.0 sq.m)Sweep (at 25% chord) .......................................33.5 degDihedral .......................................................................... 0 degAspect Ratio................................................................... 4.80

Vertical TailArea ............................................ 110.4 sq. ft. (10.26 sq.m)Sweep (at 25% chord) ...........................................45 degAspect Ratio....................................................................... 1.0

CabinLength ................................................. 25 ft. 0 in. (7.62 m)(Cockpit divider to secondary pressure bulkhead)

Height ......................................................6 ft. 0 in. (1.83 m)Width .................................................... 6 ft. 5.5 in. (1.97 m)Width - at fl oor .....................................4 ft. 2 in. (1.28 m)

Entrance DoorHeight ......................................................5 ft. 6 in. (1.68 m)Width .......................................................2 ft. 6 in. (0.76 m)




GENERAL ARRANGEMENT3.




DESIGN WEIGHTS4.

Maximum Ramp Weight .......... 39,700 lb (18,007 kg)Maximum Take-off Weight ...... 39,500 lb (17,916 kg)Maximum Landing Weight .......33,500 lb (15,195 kg)Maximum Zero Fuel Weight .... 26,000 lb (11,793 kg)Basic Operating Weight * ........23,700 lb (10,750 kg)Fuel Capacity (Useable) ............ 14,600 lb (6,622 kg)(@ 6.7 lb per US gallon)

* Basic Operating Weight includes standard interior, avionics, unusable fuel, oil, two crew (200 lb each) and a 340 lb. allow-ance for typical options, manuals, water, galley provisions, and required equipment.

PERFORMANCE5.

All performance data is based on a standard aircraft with noted Basic Operating Weight (Section 2) using the International Standard Atmosphere (ISA) conditions validated by fl ight test and FAA Certifi cation. Take-off and landing lengths are based on level, hard surface, dry runways.

Range (M0.78) (-3%) ...............3,190 nm (5,908 km)(Includes 800 lbs payload comprising 4 passengers at 200 lb. each including baggage. Range allows for taxi, take-off , climb, cruise, descent and NBAA IFR reserves)

Maximum Operating Altitude ..45,000 ft (13,716 m)

Take-off Distance (+3%) ................5,068 ft (1,545 m)(14 CFR 25, Sea Level, ISA, 39,500 lb/17,916 kg)

Landing Distance ................................. 2,465 ft (751 m)(14 CFR 25, Sea Level, ISA, 27,000 lb/12,247 kg)

Max Speed Cruise ..Mach 0.84/484 kt (896 km/hr)(ISA, 35,000 ft (10,668 m) altitude, 30,000 lb (13,608 kg)

Noise *

Take-off ...............................................................75.1 EPNdB

Sideline .............................................................. 91.6 EPNdB

Approach ........................................................... 91.6 EPNdB

* These noise levels comply with the requirements of FAR 36 Stage 4 and ICAO annex 16 (Volume 1, Chapter 4) at 39,500 lb take-off weight and 33,500 lb landing weight.

Emissions: The PW308 engine complies with the environmental aircraft pollution standards specifi ed in 14 CFR Part 34.

STRUCTURAL DESIGN CRITERIA6.

The Hawker 4000 is certifi ed for worldwide operation by day or night, under instrument and known icing conditions. The aircraft is a low wing monoplane with all metal cantilever wing, composite empennage, carbon fi ber/epoxy honeycomb fuselage and retractable tricycle landing gear.

Design maneuvering load limits are -1.0 to +2.50 g’s at 39,500 lb (17,916 kg).

At an operating altitude of 45,000 ft (13,716 m),a nominal maximum cabin pressure diff erential of 9.6 psi provides a 6,000 ft (1,830 m) cabin altitude.

Maximum SpeedsVMO (SL to 8,000 ft) .................. 280 KIAS (519 km/hr)VMO (8000 ft to 20,000 ft) ...350 KIAS (648 km/hr)MMO ................................................................................ 0.84 M

Flap Extension SpeedsVFE (Flaps 12 - Take-off , Approach)......................................................... 230 KIAS (426 km/hr)VFE (Flaps 20 - Take-off ) ........ 230 KIAS (426 km/hr)VFE (Flaps 35 - Landing) .......... 180 KIAS (333 km/hr)

Landing Gear Operating and Extension SpeedVLE ................................................... 230 KIAS (426 km/hr)VLO (Ext) ........................................ 230 KIAS (426 km/hr)VLO (Ret) ........................................ 210 KIAS (389 km/hr)

Speedbrake OperationVSB ...............................................................................No LimitMSB ..............................................................................No Limit

CG RangeForward Limits:.28.6% MAC at 23,000 lb to 25.0% MAC at 25,000 lb............... 21.0% MAC between 30,000 lb & 33,500 lb......................................................22.5% MAC at 37,500 lb.....................................................23.5% MAC at 39,500 lb

Aft Limits:.....................................................40.0% MAC at 23,000 lb...............31.0 % MAC between 30,000 lb & 37,500 lb....................................................30.0 % MAC at 39,500 lb




FUSELAGE7.

The all-composite fuselage, made of graphite epoxy laminate and honeycomb core sandwich provides unprecedented structural strength, effi ciency and extremely high resistance to fatigue and corrosion. The fuselage is comprised of three main sections; an unpressurized radome section, a pressurized fl ight deck and cabin section, and an unpressurized tail section.

Radome SectionA composite radome is fi tted forward of the forward pressure bulkhead, housing the weather radar and other components. The radome is hinged to provide easy access and adequate work clearance during maintenance.

Pressurized Cabin SectionThe fuselage off ers an outside diameter of 84 inches. Coupled with advanced interior materials and components, the resultant interior cabin off ers a maximum width of 6 ft 5.5 in. and a fl at-fl oor stand-up height of 6 ft 0 in.

The baggage compartment is both internally and externally accessible. In addition, two cabinets in the forward vestibule area provide additional luggage storage area.

The forward vestibule area off ers a fully functional galley with ample storage space.

The pressure cabin comprising the fl ight deck and passenger compartment, runs from the forward pressure bulkhead to the rear pressure dome. Structural pressure walls form the boundary of the nose gear bay in the fl ight compartment.

Attachment fi ttings for the wing are of high strength titanium and attach through metal ringframes at the front and rear spar positions.

The primary aft pressure bulkhead is the aft primary interface between the pressurized and unpressurized portions of the aircraft. Forward of this is the secondary aft pressure bulkhead, a fl at composite bulkhead that separates the passenger compartment and baggage compartment. A door is installed in this bulkhead for access to the baggage compartment in fl ight up to 35,000 ft.

Flight Deck WindowsThe fl ight deck has two forward facing windshields and an additional window on each side. The windshield panels are manufactured from fail safe

glass. The front windshield is single curvature, with the side panels being double curvature. The front windshield and side panels are electrically heated via an electrically conductive fi lm located between the window layers. As a result of the windshield slope, with the application of a rain repellent coating on the glass, rain is repelled adequately without requiring windshield wipers or blowers.

Passenger WindowsSeven windows of ‘dry-air sandwich’ construction are provided on each side of the passenger compartment. The inner pane of each window assembly is capable of sustaining the full cabin diff erential pressure in the event of outer pane failure.

Entrance DoorAn outward opening, electrically operated, drop-down door with integral steps is located on the left side of the fuselage, forward of the wing. There are switches to control door operation, one on the outside of the aircraft and one on a cabinet inside the aircraft. From either switch the door can be electrically raised to the nearly closed position where the door lever is used to completely close the door. When the door lever is moved to the open position, the door will open, then coast down to the entry stair position.

Emergency ExitsOne emergency exit door, incorporating a passenger window is provided on the right-hand side of the cabin over the wing. This door can be opened from inside or outside the aircraft. A locking pin is provided for ground security.

Rear Baggage CompartmentThe rear baggage compartment accommodates 88.5 cubic feet/900 lb. of baggage within the pressurized area of the cabin. Internal access to baggage can be gained during fl ight up to 35,000 ft. through a hinged door in the secondary rear pressure bulkhead. An external door is also provided for loading and unloading baggage.

Aft FuselageThe aft fuselage section contains an equipment bay which is accessible through an under fuselage door. This bay houses key aircraft components and sub-systems. The in-fl ight capable Auxiliary Power Unit (APU) is mounted in the aft most section of fuselage.




FairingsThe aft fairing extends aft from the rear wing spar. This fairing contains the exterior keel beams and systems as required. Access to systems contained within the fairing is provided by access panels and by removal of the fairing.

WING8.

The all-new wing has been designed exclusively for the Hawker 4000. The moderate sweep, supercritical, aft loaded airfoil off ers excellent high speed characteristics for superior cruise and range performance. In addition, the outstanding low speed performance results in exceptional fi eld performance and docile, pilot-friendly handling qualities.

The wing is assembled into a one piece structure that is contoured to fi t underneath the fuselage. It attaches to the fuselage at six attachment points (two vertical load attachment points on each spar, a horizontal load attachment point on the front spar and a spigot type fi tting on the rear spar to transfer drag loads). A major portion of the wing is sealed to form an integral fuel tank. The wing assembly includes fl ight controls/control surfaces, removable leading edges, a leading edge anti-ice system, fuel plumbing, main landing gear installation, electrical systems, electrical bonding and hydraulic systems. Access panels are conveniently located throughout the wing to provide access during maintenance.

Ailerons and Roll SpoilersThe manually operated ailerons, actuated by cables and push rods, are both mass and aerodynamically balanced. The left aileron incorporates a geared/trim tab while the right aileron has a geared tab.

The outboard and midboard spoilers on each wing operate in conjunction with the ailerons to provide lateral control. The spoilers are electrically signaled and hydraulically driven.

Additionally, the spoilers serve as speed brakes in fl ight, defl ecting to any setting commanded by the pilot, from 0° to 35°. Lift dump is provided on the ground by deploying all spoilers to 60° defl ection.

FlapsDouble slotted fl aps, with two panels per side, are hinged on dual external hinges below the wing and extend from the fuselage side to just inboard of the aileron.

The fl ap system is electronically controlled and electrically powered. Upon selection by the pilot, the fl ap motor will drive the fl ap surfaces to the selected position and the electronic control unit will control the asymmetry brake module.

The fl ap control lever has four positions: 0°, 12°, 20° and 35°.

EMPENNAGE9.

The empennage consists of a vertical stabilizer and a fully trimmable horizontal stabilizer utilizing dual electric motors for pitch trim system redundancy. Elevators are hinged to the trailing edge of the horizontal stabilizer and are operated through a cable/pulley assembly connected to the control column. The hydraulically operated rudder is attached to the trailing edge of the vertical stabilizer.

The horizontal stabilizer has two aluminum spars with aluminum ribs installed between the spars. The upper and lower skin assemblies are one piece tip-to-tip design and consist of graphite/epoxy composite sandwich construction. The stabilizer pivots on a four-lug fi tting. The removable leading edges incorporate an Electro Magnetic Expulsive De-icing (EMED) system for ice protection. The elevator consists of a fully balanced three hinge aluminum surface with an aluminum geared tab.

The vertical stabilizer has three aluminum spars with aluminum ribs. The skin assemblies are of graphite/epoxy composite sandwich construction. No ice protection is required for the leading edge of the vertical stabilizer. The over-fi n fairing is of composite construction and requires no ice protection.

The rudder consists of a four-hinge aluminum/composite surface that is electrically signaled and hydraulically actuated.

A white position light is located on the rearmost section of the overfi n fairing and a red anti-collision strobe is located on top of the overfi n.

LANDING GEAR10.

The Hawker 4000 is equipped with a fully retractable tricycle landing gear. The main landing gear features trailing link suspension for superior handling and ride qualities. Each main landing gear leg has twin wheels, which retract inboard into the fuselage. The nose gear uses a conventional air over oil shock strut with twin wheels, which retract forward into the




fuselage. The landing gear is electrically signaled and hydraulically actuated. The nose and main gear doors are sequenced to open for gear extension and retraction and close after the gear sequence is complete.

The landing gear may be extended at speeds up to 230 KIAS or retracted at speeds up to 210 KIAS. The landing gear position and warning system provides visual and aural indications of landing gear position.

When the aircraft is on the ground, a latch engages to prevent selection of the ‘gear up’ position on the control lever. If this latch fails to automatically disengage when the aircraft becomes airborne (as sensed by the weight on wheels system), an override control is provided to allow retraction of the gear.

An ‘emergency landing gear extend’ system is employed in the event the landing gear cannot be lowered as a result of component or hydraulic system failure.

Nosewheel SteeringThe nose gear incorporates a digital steer-by-wire steering system that is operated by a hand wheel located in the left hand side console of the cockpit and allows for a ± 70 degree steering angle.

The steer-by-wire system is electrically signaled and controlled with hydraulic actuation. Steering can also be accomplished with diff erential braking should the steering system fail. As the nose landing gear is being retracted, it is stowed in a neutral position by mechanical centering cams. Nose wheel steering is activated when the aircraft is on the ground (as sensed by the weight-on-wheels system).

A steering disconnect is installed in the torque links, permitting free 360° rotation of the nosewheel for towing purposes.

BrakesThe main landing gear wheels are equipped with a digital brake-by-wire system electrically signaled from toe operated brake pedals (part of the rudder pedals) available to both crew members. A brake temperature monitoring system provides an overheat condition for annunciation/indication on the Engine Indicating and Crew Alerting System (EICAS).

Carbon brake assemblies with multiple rotors and stators are installed on each of the four main landing gear wheels. The brake system is powered by both main hydraulic systems, with each system supplying one wheel brake on each main gear. An automatic system applies brake pressure after take-off to stop the wheels prior to gear retraction.

Each main wheel incorporates a wheel speed sensor transducer and hubcap assembly that senses wheel speed and controls braking function through the anti-skid system to prevent skidding and loss of braking eff ectiveness during the braking cycle. In the event the anti-skid system fails or is selected off , normal braking without anti-skid protection is available.

When hydraulic pressure is not available from either engine driven pump, the main hydraulic system accumulators are used to supply emergency and parking brake power. In the event of loss of electrical power, emergency braking is provided by actuation of a hand lever in the cockpit. This lever is also used to provide static (parking) braking.

POWERPLANTS11.

The Hawker 4000 is powered by two aft mounted PW308A turbofan engines manufactured by Pratt & Whitney Canada. The engines are twin spool turbofan jets of modular design for ease of maintenance. Pratt & Whitney Canada off ers the PW308A with initial hot section/overhaul guarantees of 3,000 hours and 6,000 hours respectively.

The PW308A produces 6,900 lb. of static thrust on a standard day. The engines are fl at rated to ISA+22°C, thus assuring exceptional high/hot performance.

The PW308A features a Full Authority Digital Engine Control (FADEC). Movements of the power levers in the cockpit cause engine power to be adjusted throughout the fl ight envelope. Each channel of FADEC receives analog electric position signals from the power levers and communicates with the avionics system via digital electric ARINC 429 signals and analog electric signals.

FADEC 800 software provides 10 min takeoff thrust (single engine only) and Time Limited Dispatch (TLD) - short and long term.

The engines provide hydraulic pump drive, AC generator drive, bleed air for environmental and




anti-ice systems. For engine starting, the PW308A has a pneumatic starter. Engine starting power is provided by the APU, an operating engine or an external air power source.

A fi re/overheat condition in two zones of each engine nacelle will be detected by a continuous wire loop sensing system. When a fi re/overheat condition is detected, visual and aural alarms will be presented in the cockpit. A fi re extinguishing system is provided.

THRUST REVERSERS12.

The thrust reversers are of target type design and are hydraulically operated.

Each reverser is mounted on the aft end of each engine forming the exhaust nozzle when stowed. When deployed, the reverser doors join behind the exhaust nozzle and direct the exhaust gas forward over and under the nacelle. This provides additional deceleration force for ground braking.

AUXILIARY POWER UNIT13.

A Honeywell Aerospace Model 36-150(HH) Auxiliary Power Unit (APU) with unattended mode is fi tted as standard. The APU is a turbine engine that provides air conditioning and electrical power independent of the main engines or ground power units. The system provides bleed air for environmental control system heating/cooling and main engine starting.

The air cooled, AC generator driven by the APU, produces 3 phase 115/200 VAC rated at 16.7 kVA and is available for both air and ground operations.

The APU system is approved for in-fl ight operation from Sea Level to 34,000 feet (10,363 m). The APU can be operated during refueling.

The APU system is entirely self-monitoring, and in the event of a serious fault, an automatic shutdown of the APU will occur. In addition, the APU is certifi ed to show complete internal hub and rotor containment and will be approved for unattended ground operation.

Warranty duration for the Honeywell Model 36-150[HH] APU is sixty (60) months from date of delivery to owner, or three thousand (3,000) APU operating hours, whichever fi rst occurs.

SYSTEMS14.

Flight ControlsDual controls are provided. The elevators control pitch attitude of the aircraft. Roll is controlled through the ailerons and spoiler panels on top of the wing. Yaw control is accomplished by the rudder. The ailerons and elevators are of conventional design and are manually operated through control cables, push-pull rods and mechanical linkages. The rudder is hydraulically powered to enhance single engine operations.

The rudder is electrically signaled using fl y-by-wire technology and utilizes a hydraulically powered dual actuator system. During a single engine failure condition, full rudder authority is available to allow the pilot to apply the input necessary to maintain directional control of the aircraft. There is no rudder trim tab on the rudder. Rudder trim is achieved through a cockpit control that biases the rudder left or right of the neutral position. Such displacement of the rudder will feed back to the rudder pedals.

The secondary control system provides electrical trim for the pitch system through the fully trimmable horizontal stabilizer. Roll trim is provided by the electrically powered trim actuator operating a trim tab on the left aileron.

The wing fl aps are operated by four ball screw actuators and driven by fl ex shafts. The fl ap system is electrically controlled and electrically powered. AC power from the aircraft electrical power is converted to DC power within the fl ap drive system.

Upon pilot selection, the fl ap motor will drive the fl ap surfaces to the ‘commanded’ position and the electronic control unit will control the asymmetry brake modules (one in each wing). Axial load limiters in each actuator provide overload protection.

Spoiler PanelsThree spoiler panels are provided on each wing. In addition to providing roll control, the midboard and outer panels serve as speed brakes during fl ight and as a lift dump device during landing. In fl ight, the speed brake system operates the midboard and outboard spoiler panels to a total travel of 35°.

Upon touchdown, the lift dump system can be used to extend all three-spoiler panels on each wing to a total travel of 60°. The lift dump system can be armed to automatically deploy upon touchdown.




Fuel SystemThe fuel system provides an independent fuel supply for each engine and is designed to operate up to 45,000 ft using the following fuels: Jet A, Jet A-1, JP-5, JP-8, Chinese No. 3 Jet Fuel and CIS Fuels Type RT and TS-1 (for occasional use only). All components in the fuel system are compatible with all fuels approved for the PW308A engine.

All fuel storage is provided in two independent integral wing tanks divided into two compartments by the centerline rib. Ribs inside the wing structure are used to form anti-surge compartments. Flapper valves in these compartments prevent fuel from moving outboard within the wing.

Total capacity of the two tanks is 2,180 US gallons (14,600 lb).

The tanks can be gravity fi lled overwing through fuel caps located at the outboard portion of the wing, or by single point pressure refueling. Pressure refueling of empty tanks can be accomplished in less than 12 minutes from a receptacle in the RH forward wing fairing. The fuel tanks can also be pressure suction defueled from this same location.

The system has both a ‘wing tank to wing tank’ transfer capability and a cross-feed capability from either wing tank to one or both engines.

Fuel from each wing tank gravity fl ows to the feed tank located in the inboard or center section of the wing. Each feed tank is kept full under all fl ight conditions by operation of three motive fl ow scavenge jet pumps. Under normal conditions (crossfeed valve closed), fuel fl ow from each tank to its respective side engine is generated by a motive fl ow jet pump and the APU is fed from the supply line from the right wing tank.

As a backup to motive fl ow feed to the engines, an AC powered pump is installed in each feed tank. A DC powered pump installed in the right tank supplies fuel pressure to the APU and both engines during the start sequence (before motive fl ow is initiated), when AC voltage is not available.

The wing upper stringer design allows venting to surge tanks in the wing tips. The fuel quantity gauging system is designed to compensate for temperature, fuel type, and aircraft cruise attitudes to provide accuracy within 1% of maximum fuel on the ground and at cruise attitudes.

Hydraulic SystemThe hydraulic system consists of two independent main systems and a high integrity auxiliary system. The system utilizes mineral based fl uid (MIL-PRF-5606) and has a nominal operating pressure of 3,000 PSI.

Each main system is comprised primarily of an engine driven pump, a hydraulic module, a reservoir, an isolation valve and an accumulator. The two systems are interconnected by a power transfer unit to sustain system operations following the loss of one engine-driven pump. The accumulators supplement engine pump capacity and provide emergency power for wheel brakes and landing gear free-fall assistance.

The emergency rudder system is comprised primarily of a continuous duty electric motor driven pump, a reservoir, a fi ltration system, and two selector valves.

The hydraulic system in total supports the normal landing gear, landing gear free-fall assistance, wheel brakes, parking brakes, thrust reversers, spoilers, rudder, emergency rudder, standby electrical generator and nose wheel steering.

Electrical SystemThe Electrical Power Generation and Distribution System (EPGDS) consists of engine and APU driven AC generators, Transformer Rectifi er Units (TRU’s), battery storage devices, an emergency power generator, and a split bus architecture distribution system. All components of the EPGDS are monitored by the aircraft utility system, with status and fault reporting to the cockpit through the avionics displays and the EICAS system. All power source and bus confi gurations are automatically controlled by the utilities system with manual confi guration control provided to the crew for abnormal operations. The system is designed to the requirements of long range fl ight. Reliability, redundancy and maintainability have remained prime design objectives throughout the development process.

Primary Electrical PowerPrimary power generation is achieved from two (2) independent, oil cooled, high speed, variable frequency, engine driven AC generators producing 3-phase 115/200 VAC rated to 30 kVA. The output frequency will vary with engine RPM from 375 Hz (at ground idle) to 700 Hz (at 100% N2). This frequency




range will remain within the 360 to 800 Hz range specifi ed for wide speed range engines by the draft issue of ISO 1540. All power quality metrics, excluding frequency, comply with MIL-STD-704E. Primary DC electrical power is provided by two 200 amp TRU’s that convert the AC generated power to produce a 28 VDC bus, complying with MIL-STD-704E.

One AC generator, driven by the APU and air-cooled produces 3 phase 115/200 VAC rated to 16.7 kVA and is available for both air and ground operations. The output frequency is maintained within the range of 380 Hz to 420 Hz. All power quality metrics, excluding frequency, comply with MIL-STD-704E. The APU generator will be capable of delivering up to 16.7 kVA continuously up to an altitude of 26,000 ft, and 10 kVA continuously up to an altitude of 34,000 ft.

Secondary Electrical PowerTwo 42 ampere hour lead-acid batteries provide electrical support for the fl ight-critical loads. These batteries support the APU start and DC ground operations.

Emergency Electrical PowerOne dual-motor, hydraulically driven electrical generator will be the main source of non-time limited electrical power to maintain fl ight critical electrical loads following the failure of the primary electrical power system. The maximum combined AC and DC load output of the emergency generator will be 4 kW. Emergency lighting in accordance with 14 CFR Part 25.812 is provided by two installed batteries, one forward in the cabin and one aft in the cabin

External Electrical PowerFuselage mounted receptacles are provided to accommodate both AC and DC external power. These receptacles are monitored electronically to prevent the connection of a faulty external power source to the aircraft system.

Power Bus StructureThe electrical power distribution system uses a multiple bus architecture providing for power distribution to main load busses, essential busses, standby bus and battery busses. During normal operation, these busses are isolated between LH and RH aircraft systems. During ground and abnormal air operations, bus ties are used to maintain power to essential equipment when all power sources are not available. The power distribution system is controlled and monitored electronically as part of the aircraft utilities system.

Pressurization and Environmental SystemThe cockpit, cabin, and baggage compartment can be pressurized from 0 to 9.64 PSI diff erential. Pressurization air is extracted from the compressor section of both engines. Controls are used to automatically regulate cabin pressure altitude and rate-of-change. Outfl ow/safety valves are installed on the right hand side of the fuselage in the lavatory area. In addition to providing normal control of cabin pressure, these valves also provide maximum positive pressure diff erential relief and negative pressure relief.

With this system, a cabin altitude of 6,000 feet can be maintained while the aircraft is fl ying at an altitude of 45,000 feet.

In addition to bleed air provided by the main engines, the in-fl ight rated APU is capable of providing bleed air to the environmental system on the ground.

The aircraft employs an air conditioning system comprised of two air cycle refrigeration packs, one for the cockpit and one for the cabin, which provide cooling/heating air distribution. The temperature controls reside in the co-pilots console. Bleed air from the engines and/or the APU is the source for conditioned (cold/hot) air produced by routing this bleed air through dual air cycle refrigeration packs.

During ground operations, the system is capable of controlling the cabin at a temperature of approximately 75°F in either very cold conditions (-40°F and 35 MPH wind conditions) or can cool and maintain 87°F in hot conditions (122°F).

In fl ight, the air conditioning system is capable of automatically maintaining the cabin temperature of the aircraft to any selected temperature in the range of 65°F to 85°F (±5°F), at all operational outside temperatures. The cabin air control system provides for independent control of the cockpit and passenger compartment temperatures. The passenger compartment temperature levels can be controlled via a selector control in the passenger compartment. The rear baggage compartment stays at approximately the same temperature as the cabin.

The air conditioning system supplies suffi cient conditioned airfl ow to the occupants necessary to meet or exceed the requirements of 14 CFR Part 25.831.




Oxygen SystemThe gaseous breathing oxygen system has a capacity of 100 cubic feet. Two (2) oxygen bottles are provided and installed under the cockpit fl oor. Two additional oxygen bottles are available as an option. Two quick-don, diluter-demand, microphone equipped, full face crew oxygen masks are provided in the cockpit. Audio and oxygen is provided for a third crew member. Portable protective breathing equipment is provided for one crew member.

Auto-deploy, constant fl ow, altitude compensated oxygen masks are installed in overhead stowage boxes adjacent to the crew observer seat, passenger seats (number dependent on seating arrangement), lavatory (2 masks), and the vestibule (1 mask).

Ice Protection SystemThe aircraft is designed and approved to operate in continuous maximum icing and intermittent maximum icing conditions per Appendix C to 14 CFR Part 25. Parts/systems of the aircraft that have anti-ice protection are: cockpit windows, wing leading edges, horizontal stabilizer leading edges, engine air inlets, pitot and static masts, TAT probe and Angle of Attack (AOA) probes.

De-fog and anti-icing of the front windshields and defog only on the side panels is achieved via electrically conductive transparent fi lm that heats layers within the panels.

The wing leading edges are anti-iced using engine bleed air heat. The hot air is distributed spanwise (inboard to outboard) through the leading edges via piccolo tubes. Bleed air fl owing through the piccolo tubes is pressure and temperature regulated.

The horizontal stabilizer leading edges are de-iced utilizing an Electro-Magnetic Expulsive De-icing (EMED) system. The EMED system creates a strong electromagnetic fi eld in the actuators resulting in a mechanical force that causes a small amplitude defl ection on the leading edge skin. This force de-bonds and shatters the accreted ice. No ice protection is required for the vertical stabilizer.

Hot engine bleed air is circulated through the engine inlet lip using piccolo tubes, while in icing conditions, to prevent ice accumulation. The primary pitot and static masts and the auxiliary pitot/static probe are electrically heated. The AOA probes and TAT probe are also electrically heated. Pitot/static and AOA heat is selected ‘On’ for all fl ight operations.

All anti-ice systems are capable of being tested on the ground before takeoff . Annunciation of ice accumulation is activated by dual vibrating probe ice detectors installed on the tail of the aircraft.

Built-In-Test (BIT)/Central Maintenance Com-puter (CMC)The Central Maintenance Computer (CMC) is an interface device that provides a complete history of aircraft systems performance by collecting member system LRUs/LRMs fault reports and presenting them to the appropriate display. The CMC has the ability to link recorded faults to maintenance information such as wiring diagrams and component/installation procedures through CD-ROM formatted maintenance manuals that can be displayed on an external remote terminal.

This reliable in-depth BIT capability greatly reduces overall aircraft maintenance with eff ective fault isolation that drastically reduces both equipment and labor costs. Likewise, BIT provides reduced maintenance downtime and increased availability by eliminating the need for multiple replacement of suspect LRUs/LRMs to meet dispatch requirements.

FLIGHT COMPARTMENT AND AVIONICS15.

The cockpit accommodates a crew of two with the compartment arranged for dual pilot operation. The Hawker 4000 is a paperless cockpit (approach plates) with dual charts and maps.

All instruments required for fl ight are within each crew member’s optimum visual zone, and the master caution/warning annunciators are located in the glareshield in front of each crew member. Cockpit instruments and displays are fully visible under a wide variety of lighting conditions including direct sunlight and full dark. The cockpit has sun visors for crew convenience.

The aircraft monitors and advises the crew of all safety related systems functions with both visual and, when required, audible cues. The cockpit is designed to be dark/quiet, i.e., annunciators are normally extinguished and will illuminate only in response to abnormal conditions.

The crew seats meet the relevant requirements for dynamic and static test of 14 CFR Part 25 and JAR Part 25. Each seat is equipped with a fi ve point restraint harness. The two main seats have fore/aft tracking, recline adjustment, vertical adjustment, lumbar adjustment, inboard and outboard armrests, and head supports.




Hawker 4000 Flight Deck

1. Primary Flight Display (PFD)

2. Multifunction Display (MFD)

3. Engine Indicating and Crew Alerting System (EICAS)

4. Multifunction Control Display Unit (MCDU)

5. Primary Flight Display Controller

6. Flight Guidance Controller

7. MFD Display Reversion Control

8. PFD Source Reversion Control

9. Standby Flight Instrument Display

10. Landing Gear Selector

11. Nosewheel Steering Handwheel

12. Cursor Control Device (CCD)

13. Emergency Gear Extension

14. Power Levers

15. Speed Brake

16. Flap Selector

17. Engine Start

18. Handbrake

19. Gust Lock

20. Trim Control




The Integrated Flight Control System and Avionics are provided by Honeywell. The Honeywell Primus Epic features a fi ve-display format utilizing 8 inch by 10 inch LCD (Liquid Crystal Display) panels.

In addition to the Primary Flight Displays and the Multifunction Displays, the Epic™ system features EICAS (Engine Indicating and Crew Alerting System). Honeywell, as the system integrator, has teamed with Sundstrand to provide a complete integrated utility system which incorporates numerous aircraft sub-systems into the avionics suite, thereby easing cockpit workload and reducing the number of controls and switches in the cockpit.

AvionicsThe controlling elements of the avionics system are the two Modular Avionics Units (MAUs). The MAUs comprise the following line replaceable modules:

Power Supply Modules•

Network Interface Modules•

Processor Modules•

Database Module•

Input/Output Modules•

CMC Module•

Application Specifi c Modules (GPS, Autopilot, • Fuel, etc.)

The architecture of the MAU provides the fl exibility to accommodate optional equipment as well as future avionics upgrades. The MAUs and most of the other avionics LRUs are installed in an avionics rack located just behind the co-pilot’s bulkhead.

Crew Control and DisplayThe Primus Epic Integrated Avionics System provides the following methods for the fl ight crew to interface with and operate the system.

The Primus Epic Electronic Display System (EDS) provides essential display information from sensor, engines, fl ight controls, navigation and performance systems to the pilot’s prime viewing area. Display formats are variable to allow reduced clutter in certain fl ight conditions. The Multifunction Display (MFD) System is used in conjunction with the Weather Radar System to provide weather information.

It also provides navigation maps, synoptic displays, ground proximity terrain data, TCAS II information as well as normal and emergency electronic checklists.

Controls:

Dual Cursor Control Devices (CCD) – Supports • Graphical User Interface (Soft Keys and Pull Down Menus).

Dual Honeywell Multi-Function Control and Display • Unit (MCDU) - Twelve line control keys (Control and display for FMS, Radio Tuning, Weather Radar, and Electrical Load Management Functions).

Dedicated Control Interfaces - AFCS mode and • Reversionary selection.

The following indications related to operation of the powerplants are displayed on the EICAS:

Oil pressure•

Oil temperature•

Fuel quantity and temperature•

Fuel fl ow/fuel quantity•

Rotor speeds (N1 & N2)•

Engine vibration•

Interstage turbine temperature (ITT)•

Engine ignition•

Engine anti-ice on•

Thrust reverser status•

Auto-throttle status•

APU EGT and RPM•

Other annunciations/indications provided on the EICAS:

Landing gear status•

Flap position status•

Speed brake status•

Trim positions•

Annunciator messages•

Cabin temperature•

Cabin altitude, pressure diff erential, and rate of • climb/descent

Battery 1 and Battery 2 Voltage•




CommunicationCommunications are provided primarily by the Primus Epic radio system. The radio system includes two way communication radios as well as navigation radios. It provides the standard navigation and communication functions including VOR, ADF, DME, ILS, GPS, Marker Beacon, VHF Communication, HF Communication and Mode S Transponder system. A digital audio system provides audio, interphone, passenger address, and an aural warning/tone generation system. All of this is housed in dual radio cabinets with line replaceable modules. Control for the system and for HF Communications is provided by dual Multi-function Control/Display Units (MCDU’s) (shared with the Flight Management System). The HF Comm and telephone functionality is provided by the Collins HF-9000 with Selective Calling (SELCAL) compatibility and the airborne telephone.

The following is a listing of the standard communications equipment:

Dual Honeywell RCZ-833 VHF Communication • transceivers (118.000 to 136.975 MHz in with 8.33 KHz spacing increments), tuning through either MCDU or either CCD.

VHF Datalink (VDL) for the Communication • Management Function (CMF - i.e. ACARS).

Single Rockwell Collins™ HF-9000 HF • Communication transceiver, tuned through either MCDU, includes SELCAL.

Dual Honeywell RNZ-851E diversity Mode S • transponders with dual antennas, tuning through either MCDU. Both include upgrades to comply with elementary and enhanced transponder requirements that apply in European airspace.

Dual Honeywelll AV-850 dual digital audio system • providing crew audio and interphone, passenger address and aural warnings/tones.

Aircell™ ST-3100 Iridium Satellite Phone•

Flight ManagementThe Honeywell Primus Epic™ avionics system performs fl ight management functions in the Processor Module of the MAU and stores the FMS databases in the MAU Memory Module. The FMS performs prefl ight planning, en-route fl ight path modifi cation, and automatic execution for global and terminal area navigation. The fl ight management function integrates information from pilot, navigation sensors, and databases to automatically determine aircraft position and provide automatic navigation

sensor management. Route planning, execution and performance calculations are also accomplished. The primary function of the FMS is to provide high accuracy lateral and vertical navigation.

System satisfi es MNPS, RNP-5 and RNP-10 airspace requirements.

FMS Software V7.1 provides Takeoff and Landing Data (TOLD), Vertical Glide Path (VGP), LNAV/VNAV approaches, PRNAV and Auto LNAV transition at TOGA.

Flight ControlFlight control is provided by the Honeywell Primus Epic Automatic Flight Control System (AFCS). The AFCS processor resides in the Modular Avionics Unit (MAU). The fail-operational design of the AFCS provides automatic reversion following in-fl ight failure of one of the MAU’s. Reversion is annunciated to the crew and will result in no changes to mode selection or engage status. Each AFCS is designed to be fail-passive/fail-safe without reliance on the other AFCS. No single fault within the AFCS will cause a hazard to the aircraft. Self test for latent faults is built in so that exposure to latent faults within safety-essential hardware elements is minimized.

The Automatic Flight Control System (AFCS) provides the following functions:

Autopilot (including automatic pitch trim)•

Yaw Damper•

Flight Director Guidance•

Mach trim (integral to autopilot system)•

The AFCS functions controlled via the guidance panel include: fl ight director modes, pitch wheel references, engagement of the autopilot and yaw damper functions, and selection of left or right Primary Flight Display (PFD) data to be used by the AFCS. The Mach trim function will be engaged automatically upon system power up. The Autopilot/Flight Director (AP/FD) provides Category II approach and coupled VOR approach operations with RNP 0.3 capability.

Dual Honeywell Full Authority Auto-throttles are provided. They combine with the Automatic Flight Control System (AFCS) and the Flight Management System (FMS) to provide automatic, full-fl ight-regime energy management with a minimum of pilot inputs. Airspeed targets from the FMS are coupled with the autothrottle for tracking commands. The autothrottle also responds to manually selected speeds.




Hawker 4000 Interior Layout




NavigationThe navigation function is performed by processing the outputs from several avionics measurement sources in the processor modules of the MAU to generate navigation information that is necessary for safe fl ight. The navigation information is presented on the EFIS for pilot use in maneuvering the aircraft. The information presented is aircraft heading, attitude, altitude, airspeed, time, temperature, position, velocity, and route progress. The major sensor elements that provide the navigation measurements are the Digital Air Data Module, Inertial Measurement Unit, GPS Sensor Module, Radio Altimeter, Clock, VOR/LOC/GS/Marker Beacon Module, DME Module, and ADF Module.

The following is a listing of the standard navigation equipment:

Dual Honeywell Digital Air Data modules with • RVSM capable altimetry system.

Dual Honeywell RNZ-850 VHF NAV (VOR/Marker • Beacon/Localizer/Glideslope) receivers, tuning through either MCDU or either CCD.

Dual Honeywell Laseref V micro Inertial Reference • Systems providing attitude and position information.

Dual Honeywell 24 channel Global Positioning • System (GPS) receivers with WAAS/LPV approach capability.

Single Honeywell AA-300 Radio Altimeter, • measures altitude up to 2,500 feet AGL, displayed on PFD’s.

Dual Honeywell RNZ-850 DME’s with distance • information being displayed on PFD’s and MFD’s.

Single Honeywell RNZ-850 ADF (190.0 to 1799.5 • KHz in 500 Hz tuning increments), tuning through either MCDU.

MiscellaneousIn addition to the specifi c functions described above, the avionics system will perform various miscellaneous functions to support the fl ight crew, ground crew, as well as passenger operation, information, and comfort.

The following is a listing of the standard miscellaneous avionics equipment:

Secondary fl ight display system - Meggitt™ • system with independent air data unit, displays attitude, Altitude, airspeed, heading, localizer deviation and glideslope.

ACSS™ FA-2100 Solid State Cockpit Voice • Recorder (CVR) with 2 hour recording time.

Aural Warning System.•

Central Maintenance Computer (CMC).•

Honeywell Primus 880 Turbulence Detection • Weather Radar with display capability on PFD’s or MFD’s.

Dual Angle-of-Attack (AOA) Systems.•

Cabin Management and Entertainment System, • including Airshow Network.

Dual Clocks (Displayed on the PFD’s).•

Honeywell Mark V Enhanced Ground Proximity • Warning System (EGPWS) with windshear detection satisfi es FAA class A TAWS requirement.

RAAS (Runway Awareness and Advisory System).•

ACSS TCAS 2000 Traffi c Alert and Collision • Avoidance System (TCAS II).

Artex™ C406-2 (SAR type) Emergency Locator • Transmitter (ELT).

INTERIOR16.

The Hawker 4000 standard interior off ers approximately 912 cubic foot (25.83 cu. m) of cabin space (not including the rear baggage compartment) providing comfortable passenger and crew seating. The cabin headroom is 6 ft 0 in. (1.83 m), which is constant throughout the length of the cabin. Cabin width is 6 ft 5� in. (1.97 m). The length of the cabin is 25 ft 0 in. which includes the private lavatory compartment.

The standard seating layout is for 8 passengers featuring a ‘double club four’ arrangement. Each seat is equipped with side tracking and reclining capability. The controls for the side tracking mechanism are located in the armrest. The seat recline button is located on the inboard side of the armrest.

Cabinetry in the standard aircraft consists of a large galley on the forward right side of the cabin opposite the entry door. Closets are located either side of the entry door. Large, 24 inch wide executive writing tables are provided between each individual seat position which stow in the sidewall panels. The lavatory area at the rear of the cabin features a fl ushing toilet with external servicing and a wash basin with hot and cold water.




Aft of the lavatory is the baggage compartment which features access internally and externally. The baggage compartment can be accessed during fl ight through a door in the secondary rear pressure bulkhead.

The cabin is divided into three main areas; vestibule area, main cabin area, lavatory area and baggage area. The features of each are as follows:

VESTIBULE AREAAn outward opening drop down air-stair door with two storage compartments (with doors) built into airstair door steps.

An acoustic curtain for the main cabin door is provided and stowed in forward LH cabinet compartment when not in use.

An avionics cabinet is located on forward RH side with a removable closeout for maintenance access only.

The forward LH storage cabinet, 22” wide, includes:

Single hinged door. -

Compartment light activated with door opening. -

Upper storage shelf (storage location for crew -PBE).

Coat rod for hang-up stowage. -

Storage provisions for four umbrellas on door. -

Cabin door water dam (used during emergency -ditching in water) stored inside cabinet.

The forward RH galley, 43” length, includes:

Upper GalleyCabin management master control. -

Microwave. -

Coff ee maker with automatic water feed from -pressurized water system.

One general storage drawer. -

One drawer for cup/saucer storage. -

Two retractable covers for upper cabinet. -

SurfaceCountertop surface with molded-in sink and -faucet delivering hot and cold pressurized water.

Heated overboard drain for sink. -

Storage provisions for three wine bottles and -glassware behind sliding doors at countertop level.

110 VAC electrical outlet. -

Removable sink cover/cutting board. -

Pull out work surface. -

Lower GalleyOne drawer for plate and bowl storage. -

Two ice container drawers. -

One drawer for silverware storage. -

One drawer for mini liquor bottle storage. -

One drawer for condiments storage. -

Large trash container drawer with removable -metal trash compartment.

Aft LH storage cabinet, 22” wide, includes:

Single hinged door. -

Coat rod for hang-up stowage. -

Compartment light activated with door opening. -

Storage location for optional portable walkaround -oxygen bottle.

Right and left bulkheads in aft vestibule area to -partition vestibule from main cabin.

MAIN CABIN AREAEight individual pedestal based cabin chairs arranged in a double club arrangement, chairs include:

Selection of soft or fi rm density seat cushions -and long or short seat cushion length.

Fore/aft and lateral tracking with 360 degree -swivel capability.

Recline capability to full berthing position. -

Three point belt restraint system. -

Fixed inboard and outboard armrests. -

Underseat miscellaneous storage compartment -with door.

Life vest storage, with life vest. -

Adjustable headrest. -

Three 24” and one 23” wide side console mounted cabin tables, one located between each set of facing chairs.




Mechanically operated enclosed pleated window shades in each of the fourteen cabin windows.

Eight side console storage compartments with hinged covers, one located adjacent to each chair.

Eight side console mounted dual drink holders, one located adjacent to each passenger chair.

Four 115 VAC universal electrical outlets located in lower sidewall.

Eight overhead mounted adjustable cool air outlets, one located above each seat location.

Bulkheads on right and left side with sliding pocket doors to separate main cabin from lavatory.

Cabin fi re extinguisher located on forward side of aft RH and LH bulkheads and aft side of RH forward bulkhead.

Plug type escape hatch located on RH side of cabin adjacent to aft facing RH aft club chair.

Cabin sconce lights located between the cabin windows.

LAVATORY AREAToilet, non belted chair on LH side of lavatory includes:

Flushing, recirculating chemical toilet with -4.3 gallon tank capacity (including .75 gallon chemical pre-charge, not included in standard basic empty weight of airplane) and external drain, fl ush, and fi ll capability from RH side of aft fuselage.

Toilet paper storage in arm mounted drawer. -

Dual drink holder mounted in chair arm. -

Fold-down padded seat back. -

Storage compartment in sidewall behind seat -back containing fi rst aid kit.

Vanity cabinet, includes:

Over vanity two shelf storage, cabinet with mirror -surfaced hinged doors.

Countertop surface with molded-in sink and -faucet delivering heated warm pressurized water.

110 VAC outlet. -

Heated overboard drain for sink. -

Under counter storage pockets in double hinged -doors.

Storage drawer on RH upper side. -

Large trash container drawer with removable -metal trash compartment.

Water tank and pressurized water delivery system -that serves both vanity and galley includes: 7.0 gallon capacity water tank, water heating system, internal/gravity water fi ll capability, and external/ pressurized water fi ll capability (from aft RH side of fuselage).

Overhead adjustable cool air outlet mounted above toilet chair.

Bulkheads on right and left side and a hinged center access door with mirrored surface in aft lavatory area to partition lavatory from baggage compartment. (Note: this serves as secondary aft pressure bulkhead).

BAGGAGE AREAExternal baggage access door.

Smoke detector.

Coat rod for hanging garments.

Three baggage restraint systems with nets and attachment fi ttings includes net over external baggage door opening, net to separate aft area of compartment, and net to separate right side of compartment.

Aircraft Maintenance laptop stowage.

CABIN ELECTRONICS EQUIPMENT17.

Worldwide coverage for telephone communications is provided through the Iridium satellite network. The AirCell ST3100 Iridium Phone System includes two handsets, one in the cabin and one in the cockpit.

The Rockwell Collins Airshow Cabin Entertainment System can be operated via a remote control and includes a dual disk CD/DVD player and the Airshow 4000 system which features mapping capability and display of uplinked information.

A 15 inch LCD display is located on the forward RH bulkhead for display of videos or network graphics.

The speaker system consists of seven overhead mounted mid-range speakers (six in the cabin and one in the lavatory) and two sub-woofers located on the cabin partitions (one on the forward LH partition and one on the aft RH partition.




Two system master controls are provided, one located inside the CEO chair storage compartment and one located in the upper fascia panel of the galley.

Nine Personal Control Units (PCU) are provided with headset jacks that control individual audio levels/overhead lights/cabin call, one PCU adjacent to each passenger chair and one in the lavatory.

EXTERIOR18.

Distinctive exterior styling featuring polyurethane paint is provided.

ADDITIONAL EQUIPMENT19.

MedAire™ Program

- MedAire First Aid Kit

- MedAire Automated External Defi brillator (AED)

- One year paid subscription to the MedLink Global Response Center.

Portable Towbar Head•

Aircraft Keys•

Static Vent Plugs (4)•

Engine Intake/Thrust Reverser Covers•

Pilot/Co-pilot Cockpit Maintenance Seat Covers (1)•

Fuel Sampling Tool•

Rigging Pin Set•

Emergency Exit Locking Pins•

EMERGENCY EQUIPMENT20.

Crew & Passenger Oxygen•

Individual Flotation Devices•

Flashlight•

Fire Extinguisher in Cockpit & Cabin•

Fire Axe•

Flashlight•

DOCUMENTATION & TECHNICAL PUBLICATIONS21.

Publications provided with and considered a part of the Aircraft include:

Certifi cate of Aircraft Registration•

Certifi cate of Airworthiness•

Aircraft Component Serial No. Inventory•

Aircraft Log Book•

Engine Log Books•

Aircraft Maintenance Manual **•

Maintenance Schedule•

Illustrated Parts Catalog *•

Weight and Balance Manual•

Wiring Diagram Manual *•

Main Battery Logs•

Auxiliary Power Unit Log Book•

Flight Manual•

Pilot Operating Manual•

Tool and Equipment Manual *•

Structural Repair Manual *•

Component Maintenance Manual *•

Passenger Safety Procedures Briefi ng Cards•

* Available on CD-ROM - paper copy is optional

** Available on CD-ROM and interactive with the diagnostic function of the CMC.

REDUCED VERTICAL SEPARATION MINIMUM 22.

Hawker Beechcraft Corporation has included an RVSM service that will provide the owner/operator with the required material to achieve RVSM operational approval and Aircraft-specifi c Minimum Equipment List (“MEL”) approval after entering into a separate agreement with an RVSM service provider (“Provider”).

Included in the RVSM service, Buyer will receive:

An Aircraft-specifi c MEL•

Either a Domestic RVSM Procedures Manual or • International Operations Manual (includes RVSM/MNPS/RNP-10)




One year of Revision Support Services for the • above documents

Height Monitoring RVSM Validation Flight for • collecting data to ensure autopilot performance

Buyer is responsible for conducting the Height Monitoring RVSM validation fl ight within six (6) months from obtaining Operational RVSM Approval, however HBC customarily arranges for and conducts a Height Monitoring RVSM validation fl ight on or before the acceptance fl ight at delivery. The Provider will make every reasonable attempt to provide Buyer with the documentation required to obtain Operator’s RVSM Operational Approvals at the time of Aircraft delivery.

However, it is important to understand that the length of time required for the approval process is controlled by several factors that are beyond the control of the Provider (i.e. Buyer’s local regulatory authority). Therefore, Operational Approval, at the time of Aircraft delivery, is not implied or guaranteed.

CAMP SYSTEMS MAINTENANCE TRACKING23.

CAMP Systems™ maintenance tracking system is a program that provides computerized aircraft maintenance tracking with all data being exchanged electronically.

The CAMP Systems program is a full service aviation management system that continually monitors the entire range of aircraft maintenance and inspection requirements and brings them to the attention of the operator as they become due. CAMP Systems maintenance tracking program allows you to accurately track and predict the maintenance requirements of your aircraft.

CAMP Systems provides a dedicated analyst assigned to your aircraft to ensure that your aircraft data is as accurate and complete as possible. This is an aircraft specifi c program that is tailored to each specifi c aircraft serial number.

The fi rst fi ve (5) years of CAMP Systems service is provided at no charge to Buyers of a new Hawker 4000. Subsequent years of CAMP are available through an annual subscription.

This program refl ects Hawker Beechcraft Corporation’s commitment to provide all Hawker 4000 operators worldwide with the fi nest support services available.

HAWKER 4000 NEW LIMITED WARRANTY24.

All new Hawker 4000 aircraft are covered by the following MANUFACTURER’S LIMITED WARRANTY, which gives Buyer specifi c legal rights. The law of Kansas applies to this warranty. Note: All warranty work must be accomplished by a Hawker Beechcraft Authorized Service Center rated to perform maintenance on Hawker 4000 aircraft. (Ref: CSD-33922 Rev. 06/09).

HAWKER BEECHCRAFT CORPORATION’SA.

(“HAWKER BEECHCRAFT”) LIMITED WARRANTY

(1) Subject to the limitations and conditions hereinafter set forth, Hawker Beechcraft warrants, at the time of delivery by Hawker Beechcraft, each part of the Aircraft structure (fuselage, empennage, wing and control surfaces) to be free from (i) defects in materials or workmanship, and (ii) defects in design that in view of the state-of-the-art as of the date of manufacture should have been foreseen; provided, however, that the defect must be discovered and reported to Hawker Beechcraft within one hundred and twenty (120) months or ten thousand (10,000) hours of aircraft operation, whichever time period fi rst expires or event fi rst occurs from the date of delivery of the Aircraft to Buyer.

(2) Subject to the limitations and conditions hereinafter set forth, Hawker Beechcraft warrants, at the time of delivery by Hawker Beechcraft, each part of the Aircraft manufactured or purchased by Hawker Beechcraft not mentioned in A. (1) above, except avionics equipment and engines (reference paragraphs D and E below), to be free from (i) defects in material or workmanship, and (ii) defects in design that in view of the state-of-the-art as of the date of manufacture should have been foreseen; provided, however, that the defect must be discovered and reported to Hawker Beechcraft within sixty (60) months or fi ve thousand (5,000) hours of aircraft operation, whichever time period fi rst expires or event fi rst occurs from the date of delivery of the Aircraft to Buyer; provided further, however, that with respect to exterior paint and interior fi nish items designed, manufactured or installed by Hawker Beechcraft the defect must be discovered and reported to Hawker Beechcraft within twenty-four (24) months or eight hundred (800) hours of aircraft operation, whichever time period fi rst expires or event fi rst occurs; provided further that with respect to maintenance manuals and other technical publications provided with the




Aircraft by Hawker Beechcraft the defect must be discovered and reported to Hawker Beechcraft within the period of the free update subscription also provided with the aircraft for any such manual or publication.

(3) Subject further to A. (4) below, the entire extent of Hawker Beechcraft’s liability shall be limited to that of either reimbursing Buyer for its costs of purchasing a rebuilt, overhauled or repaired part from either Hawker Beechcraft or a properly Rated Hawker Beechcraft Authorized Service Center or, at Hawker Beechcraft’s election, reimbursing Buyer for its costs of having the part repaired at a properly Rated Hawker Beechcraft Authorized Service Center. If Hawker Beechcraft elects not to repair the part and if neither a rebuilt, overhauled or repaired part is, in Hawker Beechcraft’s opinion, timely available then Hawker Beechcraft will reimburse Buyer for its costs of purchasing a new part from either Hawker Beechcraft or a properly Rated Hawker Beechcraft Authorized Service Center. The labor necessary to remove from the Aircraft such part or parts and to reinstall in the Aircraft such part or parts, as well as any repair made as the result of improper installations by Hawker Beechcraft, shall be covered by this Warranty, provided the work is performed at a properly Rated Hawker Beechcraft Authorized Service Center. The part to be replaced must be returned shipping prepaid to Hawker Beechcraft within sixty (60) days after the occurrence of the defect, at Buyer’s own expense (including but not limited to, freight, insurance, customs duties, etc.) unless otherwise directed by Hawker Beechcraft Warranty. HAWKER BEECHCRAFT’S LIMITED WARRANTY will apply to any part repaired or replaced by a properly Rated Hawker Beechcraft Authorized Service Center pursuant to HAWKER BEECHCRAFT’S LIMITED WARRANTY: however, the applicable warranty for such part repaired or replaced shall be limited to the unexpired portion of HAWKER BEECHCRAFT’S LIMITED WARRANTY described in A. (1) or A. (2) above, as applicable. In other words, the warranty period of the part repaired or replaced does not start over from the date of reinstallation.

(4) This limited warranty is pro-rated for life-limited parts. For Aircraft parts or systems that have life limitations (including replacement or overhaul intervals) established in the airworthiness section of the Hawker Beechcraft maintenance manual or

in other technical publications including Safety Communiqués and Service Bulletins, Hawker Beechcraft’s liability hereunder shall be further limited to the remaining pro-rated life of the defective part, calculated as of the date the defect was discovered and reported to Hawker Beechcraft. For example, if a life limited part is found and reported to be defective at 1500 hours of a 2000 hour replacement or overhaul interval (or 750 cycles of a 1000 cycle interval or nine months of a one year age interval), 75% of its life will have been consumed and Hawker Beechcraft will provide 25% of the cost for replacing the part. If the part’s life limit is measured by alternative means (such as hours, cycles and/or age), the pro-ration calculation shall be based on the factor nearest to expiring as of the time the defect is discovered and reported. Nothing about this provision shall be construed to extend the total warranty period beyond the applicable time periods stated in A. (1) or A. (2) above. All warranties expire as noted in A. (1) or A. (2) above, regardless of any remaining life limits on parts. All replacement parts are covered only by their own spare parts warranties, if and as applicable and shall have no coverage under this warranty.

(5) Routine services (such as inspections, cleaning, adjustments, etc.) and replacement of items which deteriorate from expected normal wear and tear or exposure (such as paint, upholstery, trim items, bulbs, tires, brakes, hoses, belts, batteries, etc.) are not covered by this LIMITED WARRANTY. Such routine services and replacements required during the course of operation are not considered to be the result of any defect in the Aircraft.

LIMITATIONS APPLICABLE TO HAWKER BEECH-B.

CRAFT’S LIMITED WARRANTY

(1) Hawker Beechcraft will be relieved of all obligations and liability under this Warranty if:

(i) The alleged defect in the part is due to expected normal wear and tear (such as that is normally expected to paint, upholstery, trim items, etc.), to environmentally induced corrosion or erosion, to foreign object damage, or to misuse or neglect on the part of someone other than Hawker Beechcraft; or

(ii) Hawker Beechcraft’s and/or Hawker Beechcraft’s supplier’s identifi cation mark or name or serial number has been removed from the part in question; or




(iii) The Aircraft and/or equipment have not been maintained, operated or stored either in accordance with applicable manuals, communications or other written instructions (including, but not limited to, Mandatory Service Bulletins), of Hawker Beechcraft or any manufacturer of the part involved, or in accordance with applicable Federal Aviation Regulations and advisory circulars unless Buyer shows that such maintenance, operation or storage was not a contributory cause of the defect; or

(iv) The part or system in question has been modifi ed or altered after delivery other than by the Manufacturer or in accordance with a modifi cation or alteration scheme approved in writing by the Manufacturer. In addition, any part or system of the aircraft aff ected by a modifi ed or altered part or system will not be covered by Hawker Beechcraft’s Limited Warranty; or

(v) The Aircraft is used for purposes other than conventional owner/operator usage. Usage not considered conventional owner/operator includes, but is not limited to, scheduled airline operations, shared ownership fl eets, government/ military or special mission operations and fl ight/pilot training operations.

(2) For the purpose of this Warranty, no part of the Aircraft or equipment will be regarded as breaching the LIMITED WARRANTY merely because, subsequent to its delivery, some modifi cation or alteration becomes necessary for product improvements or in order to meet a change in the requirements of any applicable Federal Aviation Regulation.

(3) TO THE EXTENT ALLOWED BY APPLICABLE LAW, BUYER WAIVES AS TO HAWKER BEECHCRAFT AND SELLER ALL OTHER WARRANTIES, WHETHER OF MERCHANTABILITY, FITNESS OR OTHERWISE. THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE HEREOF.

(4) TO THE EXTENT ALLOWED BY APPLICABLE LAW, THE OBLIGATIONS OF HAWKER BEECHCRAFT SET FORTH HEREIN SHALL BE THE EXCLUSIVE REMEDIES FOR ANY BREACH OF WARRANTY HEREUNDER, AND, TO THE SAME EXTENT, NEITHER HAWKER BEECHCRAFT NOR SELLER SHALL BE LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL, MULTIPLE OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES FOR DIMINUTION OF MARKET VALUE, LOSS OF USE OR LOSS OF PROFITS, OR ANY

DAMAGES TO THE AIRCRAFT CLAIMED BY BUYER OR ANY OTHER PERSON OR ENTITY UPON THE THEORIES OF NEGLIGENCE OR STRICT LIABILITY IN TORT.

(5) ANY ACTION BY BUYER FOR BREACH OF THIS WARRANTY BY EITHER HAWKER BEECHCRAFT OR SELLER MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. THE CAUSE OF ACTION ACCRUES WHEN THE BUYER FIRST LEARNS THAT THE WARRANTY HAS BEEN BREACHED.

TRANSFER OF WARRANTYC.

In the event the Aircraft is resold to another person, fi rm or entity prior to the expiration of the Limited Warranty described in paragraph A above, any remaining term of that Limited Warranty is automatically transferred to subsequent purchasers of the Aircraft, but subject to the limitations described in paragraph B above.

STANDARD AVIONICS WARRANTED BY APPLICABLE D.

MANUFACTURERS.

Factory installed standard avionics equipment is warranted by the respective manufacturers for varying periods of time. Details of these programs are available from the applicable manufacturer. The majority, but not all, of the Standard Equipment Avionics Suite is manufactured by Honeywell Inc.. The following is a summary of the fi ve (5) year Limited Warranty provided by Honeywell, Inc. with respect to the portion of Standard Equipment Avionics Suite manufactured by Honeywell, Inc.:

STANDARD AVIONICS WARRANTED BY HONEYWELL

Honeywell’s Hawker 4000 - “Standard Avionics” - Warranty is defi ned as fi ve (5) years from the date of delivery of the Hawker 4000 Aircraft to Hawker Beechcraft’s fi rst retail Buyer (“Buyer”).

1. The Warranty Period is SIXTY (60) MONTHS for Equipment fi tted to a new Hawker 4000 Aircraft (or purchased with a new aircraft for ‘initial provision’ spares). The Warranty Period to the Buyer begins on the delivery of the Aircraft to the Buyer.

2. The Warranty Period for all SPEX Exchange Program Units used on corporate aircraft, supplied from Honeywell either directly of indirectly to the Buyer on a warranty exchange basis during an active Warranty Period, is the balance of any then-applicable Warranty remaining to the Buyer.




3. The Warranty Period for all repaired LRU Equipment, returned either directly or indirectly to the Buyer from Honeywell during an active Warranty period, is the balance of any then-applicable Warranty remaining to the Buyer.

The following terms and conditions are applicable to Honeywell’s, “Standard Avionics” Warranty as follows:

STANDARD SERVICE WARRANTY

1. HONEYWELL INC., COMMERCIAL FLIGHT SYSTEMS GROUP (HEREIN CALLED THE “HONEYWELL”), WARRANTS TO ITS CUSTOMER (BEING HEREIN CALLED THE “BUYER”) THAT, AT THE TIME OF DELIVERY, ALL ARTICLES SERVICED BY HONEYWELL WILL BE FREE FROM DEFECTS IN MATERIAL AND WORKMANSHIP, AND UNDER RECOMMENDED USE AND SERVICE, WILL CONFORM TO THE REQUIREMENTS FOR WHICH THE ARTICLE WAS INTENDED.

2. HONEYWELL’S OBLIGATION UNDER THIS WARRANTY IS LIMITED TO REPAIRING, OR AT HONEYWELL’S OPTION REPLACING, AT ANY ONE OF ITS SUPPORT CENTERS OR AT ITS FACTORY OR AT THE BUYER’S SITE, ANY DEFECTIVE ARTICLE OR PART RETURNED BY THE BUYER TO ANY SUCH SUPPORT CENTER OR TO SUCH FACTORY OR TO HONEYWELL AT THE BUYER’S SITE, IN ACCORDANCE WITH THE FOLLOWING:

A. OVERHAULED ARTICLES

ARTICLES RETURNED TO HONEYWELL BY BUYER FOR OVERHAUL WILL HAVE BEEN DISASSEMBLED, CLEANED, INSPECTED, REWORKED, REASSEMBLED AND TESTED PER HONEYWELL’S APPLICABLE OVERHAUL MANUAL. THESE ARTICLES CARRY A WARRANTY OF ONE (1) YEAR AFTER DELIVERY ON WORKMANSHIP, ALL MECHANICAL OR ELECTROMECHANICAL ASSEMBLIES, AND ON THOSE ELECTRONIC PARTS OR ELECTRONIC ASSEMBLIES THAT WERE REPLACED AT TIME OF OVERHAUL.

B. OTHER SERVICE ACTIONS

ARTICLES RETURNED TO HONEYWELL BY BUYER FOR SERVICE ACTIONS OTHER THAN OVERHAUL CARRY A WARRANTY OF SIX (6) MONTHS AFTER DELIVERY, LIMITED TO THE REPAIR OR REPLACEMENT OF PARTS AND/OR SUBASSEMBLIES REPLACED DURING THE SERVICE ACTION AND ASSOCIATED WORKMANSHIP.

C. NOTIFICATION PERIOD

NOTIFICATION OF ANY DEFECT CLAIMED UNDER 2.A. AND 2.B. ABOVE MUST BE GIVEN TO HONEYWELL WITHIN THIRTY (30) DAYS AFTER DISCOVERY OF SUCH DEFECT.

3. EXCEPT FOR A WARRANTY OF TITLE AND THE WARRANTY SET FORTH IN PARAGRAPH 1. ABOVE, THERE ARE NO WARRANTIES, EXPRESS, IMPLIED, OR IMPLIED BY LAW, APPLICABLE TO THE ARTICLES FURNISHED UNDER THIS ORDER; AND EXCEPT AS SPECIFICALLY SET FORTH HEREIN HONEYWELL MAKES NO WARRANTY, EXPRESSED OR IMPLIED, OF MERCHANTIBILITY OR FITNESS FOR ANY PARTICULAR PURPOSE; AND HONEYWELL SHALL HAVE NO OTHER OBLIGATION OR LIABILITY, WHETHER UNDER THIS ORDER, OR OTHERWISE, ON ACCOUNT OF SUCH ARTICLES. IN NO EVENT SHALL HONEYWELL BE LIABLE FOR SPECIAL OR CONSEQUENTIAL DAMAGES.

ENGINES WARRANTED BY PRATT & WHITNEY E.

CANADA.

Engines are warranted by their manufacturer, Pratt & Whitney Canada. Details of the engine warranty are available from Pratt & Whitney Canada. An outline of that engine warranty is as follows:

WARRANTY FOR NEW ENGINES

Pratt and Whitney Canada Inc. (P&WC) warrants that at the time of delivery all parts of a new engine comply with the relevant specifi cation and are free from defects in material and workmanship and that the engine shall be free from defects in design, having regard to the state of the art at the time of said design and the requirements for the engine as installed on the aircraft.

This warranty shall take eff ect immediately upon acceptance of the engine by the Buyer, either installed in an aircraft or delivered as a spare, and shall remain in force until the expiration of fi ve (5) years from delivery to the fi rst operator or the completion of 3,000 operating hours, whichever occurs fi rst. This warranty is transferable to subsequent operators.

COVERAGE

During the warranty period, P&WC will repair or replace any parts found to be defective (including resultant damage to the engine) during the warranty period. Such replacement may, at P&WC’s option, be made with new parts or serviceable parts.




P&WC will pay reasonable troubleshooting labor, engine removal and reinstallation costs and transportation costs (excluding insurance, duties and taxes) to and from a repair facility designated by P&WC Warranty Administration.

When a rental engine is required to support an engine removal covered by the terms of this warranty, P&WC will provide a special warranty engine rental rate based on the reasonably expected engine maintenance cost for the operator’s mission profi le.

The operator is responsible for the costs of scheduled maintenance during the warranty period, including but not limited to, routine line maintenance and adjustments, hot section inspection and refurbishment, and engine overhaul. Removal of a part from service because of hourly, cyclic, normal wear and tear or other limitations on its continued use specifi ed in P&WC maintenance or service documents, will not constitute a defect under this warranty, but may be supported on a pro rata (pay for use) basis under the Primary Parts Service Policy.

Notice of a warranty defect must be provided to P&WC within thirty (30) days of the occurrence, and P&WC reserves the right to refuse any warranty claim received more than 180 days after removal from operation of any engine or engine part.

APPLICATION

This Warranty For New Engines applies only to engines operated in non-military aircraft used for commercial, corporate, or private transportation service.

OPERATOR’S RESPONSIBILITIES

The operator is responsible for operating and maintaining the engine, and the cost thereof, in accordance with applicable manuals and recommendations. This includes, but not limited to routine lie maintenance and adjustments, hot section inspection and refurbishment and engine overhauls described in P&WC manuals and required by regulatory authorities. All warranty repairs must be carried out at a facility designated by P&WC warranty administration. P&WC shall not be responsible for defects or damages, and the costs thereof, resulting from improper use or maintenance, normal wear and tear, accident, foreign object damage (FOD), erosion, corrosion, sulphidation or any other cause beyond the control of P&WC.

LIMITATIONS

This is the only warranty applicable to the engine and is given and accepted in place of all other warranties or remedies, express or implied, including without limitation any warranties as to MERCHANTIBILITY or fi tness for purpose. In no event shall P&WC be responsible for incidental or consequential damages.

OTHER TERMS AND CONDITIONS APPLY TO THE WARRANTY. A COMPLETE COPY OF THE WARRANTY FOR NEW ENGINES MAY BE OBTAINED FROM P&WC PARTS AND COMMERCIAL SERVICES ON REQUEST.

HAWKER 4000 CREW TRAINING AGREEMENT25.

CREW TRAINING

Seller shall provide to Buyer (fi rst retail buyer), as a part of the Total Aircraft Purchase Price, a training package consisting of a training/familiarization program for two (2) suitably qualifi ed pilots and two (2) suitably qualifi ed maintenance personnel. Training shall be conducted by FlightSafety International™ (FSI) located in Wichita, Kansas or at another FSI training location as appropriate. For specifi c details regarding the training course, course requirements, or completion options contact FSI.

PILOT TRAINING

Two (2) pilots to type rating – Initial course

Minimum pilot qualifi cation prerequisites: valid • U.S. FAA Private Pilot Certifi cate with multi-engine aircraft instrument rating or a valid foreign equivalent, and 1000 hours total aircraft pilot time.

Preferred pilot qualifi cations: valid U.S. FAA • Commercial Pilot Certifi cate with multi-engine aircraft instrument rating or a valid foreign equivalent, 1500 hours total aircraft pilot time with 250 hours multi-engine time, and previous completion of turbine and high altitude training.

FSI shall employ its standard established training curriculum consisting of ground school and fl ight simulator training currently developed to lead to achievement of a Hawker 4000 check ride and type rating. Should additional ground or fl ight training be required beyond the established course syllabus, the schedule, number of fl ight hours, and other details will be mutually agreed at such time between Buyer and FSI. All additional ground or fl ight training shall be the responsibility of Buyer,




will be accomplished in a Buyer provided aircraft, and all expenses associated with the additional training and/or operation of the aircraft shall be the responsibility of Buyer.

MAINTENANCE TRAINING

Two (2) maintenance personnel – Initial course

Minimum maintenance personnel qualifi cation • prerequisites: valid U.S. FAA Maintenance Technician Certifi cate or a valid foreign equivalent.

FSI shall employ its standard training curriculum which currently consists of classroom instruction utilizing systems mock-ups and simulations. Should additional training be required beyond the established course syllabus, the schedule and/or number of hours will be mutually agreed at such time between Buyer and FSI. All expenses associated with additional training shall be the responsibility of Buyer.

PERFORMANCE STANDARDS AND COMPLETION OF TRAINING

FSI is responsible for developing course curriculum and satisfactory performance standards in accordance with all current FAA Regulations, Seller requirements, and appropriate industry standards. Seller and FSI cannot guarantee or otherwise assure successful completion of training or fi nal qualifi cation for any license, certifi cate, or rating. Neither Seller nor FSI shall be responsible for the competency of Buyer’s crew during and after training. Neither does Seller or FSI assume any responsibility or liability for training delay or incompletion due to factors beyond their control.

DURATION OF TRAINING SERVICES

Buyer must avail itself of entire Seller provided training package within, and no later than, one (1) year following the delivery date of the Aircraft. No credit or any other fi nancial adjustment shall be allowed for any training not used by Buyer within the one (1) year time period. FSI shall schedule all training, provide Buyer specifi c details regarding the training course, course requirements, and completion options, and endeavor to schedule training at a convenient time for Buyer.

BUYER’S EXPENSES

Buyer shall be responsible for all expenses incurred by Buyer’s personnel in conjunction with training, including but not limited to: food, lodging, transportation, car rental, and all costs of operating,

maintaining, and insuring the aircraft if utilized for training. Buyer shall also be responsible for all costs involved in acquiring an interpreter if Buyer’s personnel are not conversant in English or Spanish.

In consideration of the above, Buyer hereby releases and will indemnify and save harmless the Seller and FSI, their respective offi cers, employees, agents, subcontractors, and insurers against any and from all liabilities, claims, actions, and causes of action whatsoever, including any claims for damage to the Aircraft, regardless of the cause thereof (excluding however, any liability of claim relating to the manufacture of the Aircraft and except the negligence of willful misconduct of Seller and their respective offi cers, employees, agents, and insurers) and all expenses in connection therewith (including reasonable counsel fees) arising directly or indirectly out of or in connection with the use of the Aircraft for the training described above.

Buyer’s execution of Aircraft Purchase Agreement, of which the Specifi cation and Description is a part, constitutes Buyer’s acceptance of the foregoing terms and conditions pertaining to the training to be furnished thereunder.

Pratt & Whitney Canada, Honeywell, Rockwell Collins, Aircell, ACSS, Meggitt, Artex, CAMP Systems and FlightSafety International are trademarks of their respective owners.


December 2011

Specifi cations and performance are subject to change without notice. Contact Hawker Beechcraft Corporation for details.© 2012 Hawker Beechcraft Corporation. All rights reserved. Hawker and Beechcraft are trademarks of Hawker Beechcraft Corporation.

+1.316.676.0800www.hawkerbeechcraft.com


EXHIBIT B1

Premier I and IA Support Plus Agreement


Premier Sample Agreement.docx Sept 2012 Page : i

Hawker Beechcraft Corporation Support Plus

SAMPLEAGREEMENT

FOR

<<HAWKER BEECHCRAFT OWNER>>


Premier Sample Agreement.docx Sept 2012 Page : ii

Beechcraft and Hawker are registered trademarks of Hawker Beechcraft Corporation. Collins Avionics Service Plan and CASP are registered trademarks of Rockwell Collins. Honeywell Service and Support Plan, HSPP, Maintenance Service Plan and MSP are registered trademarks of Honeywell International. Eagle Service Plan and ESP are registered trademarks of Pratt & Whitney Canada. Total Assurance Plan and TAP are registered trademarks of Williams International. MedAire is the registered trademark of MedAire, Inc.


Premier Sample Agreement.docx Sept 2012 Page : iii

TABLE OF CONTENTS

HAWKER BEECHCRAFT CORPORATION SUPPORT PLUS ..........................1

AARTICLE I CONTACT INFORMATION ........................................................................3

ARTICLE II PROGRAM TERMS AND HOURLY RATES .............................................5

SECTION 1 - AIRCRAFT ENROLLMENT ................................................................................................. 5

SECTION 2 - TERM OF THE AGREEMENT ............................................................................................. 5

SECTION 3 - HOURLY RATE BASIS........................................................................................................ 5

SECTION 4 - HOURLY RATE.................................................................................................................... 7

SECTION 5 - HOURLY RATE ADJUSTMENTS........................................................................................ 9

SECTION 6 - AIRCRAFT ENROLLMENT AND COMPONENT CONDITION......................................... 11

SECTION 7 – TRANSFER OF AGREEMENT ......................................................................................... 12

SECTION 8 – SUPPORT Plus BONUS ................................................................................................... 12

ARTICLE III COVERAGE UNDER THE PLAN..........................................................13

SECTION 1 – COVERED UNDER THE PLAN ........................................................................................ 13

SECTION 2 – EXCLUDED FROM COVERAGE UNDER THE PLAN..................................................... 16

ARTICLE IV PROCEDURES UNDER THE PLAN.....................................................19

SECTION 1 - AIRCRAFT OPERATION, LABOR AND COMPONENT EXCHANGE ............................. 19

ARTICLE V STANDARD TERMS AND CONDITIONS ..............................................26

SECTION 1 - PAYMENT TERMS............................................................................................................. 26

SECTION 2 - TERMINATION................................................................................................................... 26

SECTION 3 - TITLE AND RISK OF LOSS............................................................................................... 27

SECTION 4 - CHARGES AND TAXES .................................................................................................... 28

SECTION 5 - EXCUSABLE DELAY AND NONPERFORMANCE .......................................................... 28

SECTION 6 - WARRANTY....................................................................................................................... 29

SECTION 7 - LIMITATION OF LIABILITY ............................................................................................... 29


Premier Sample Agreement.docx Sept 2012 Page : iv

SECTION 8 - SUPPORT SERVICES UNDER THE PLAN....................................................................... 29

SECTION 9 – WAIVER AND DEVIATIONS ............................................................................................. 29

SECTION 10 - APPLICABLE LAW AND DISPUTES .............................................................................. 30

SECTION 11 - APPENDICES................................................................................................................... 30

SECTION 12 - HEADINGS ....................................................................................................................... 31

SECTION 13 - ENTIRE AGREEMENT..................................................................................................... 31

AAPPENDIX A .............................................................................................................. 32

SECTION 1 - DEFINITIONS .................................................................................................................... 32

APPENDIX B .............................................................................................................. 38MONTHLY STATUS REPORTING CARD……………………………..……………………..……………38

APPENDIX C .............................................................................................................. 40SERVICE BULLETINS REQUIRED FOR ENROLLMENT .........................................................................40

APPENDIX D………………………………………………………………………………..42 NOTIFICATION OF AIRCRAFT SALE OR REGISTRATION NUMBER CHANGE……………….…..42

THE REMAINDER OF THIS PAGE IS INTENTIONALLY BLANK


Premier Sample Agreement.docx Sept 2012 Page : 1

Hawker Beechcraft Corporation Support Plus

AGREEMENT

This agreement No. <<CONTRACT NO.>> (the “Agreement”) is entered into effective as of the <<Effective Date>>, (“Effective Date”) by and between

HAWKER BEECHCRAFT CORPORATION

a corporation incorporated under the laws of the State of Kansas, U.S.A., with its principal place of business at 10511 E. Central Wichita, KS 67206 (hereinafter called “HBC”).

- AND -

<<BEECHCRAFT OWNER>>

a company organized pursuant to the laws of <<Legal Jurisdiction>> with its principal place of business at <<Address01>>, <<Address02>>, <<Address03>> <<Address04(hereinafter called “the Owner").



BACKGROUND:

WHEREAS HBC manufactures and sells various models of quality aircraft under the trade names and trademarks of “Hawker” and “Beech” (the “Hawker Beechcraft Aircraft”).

WHEREAS The Owner intends to purchase and/or operate Hawker Beechcraft Aircraft (with the Owner’s aircraft being referred to as the “Aircraft”).

HBC offers to Owners of Hawker Beechcraft Aircraft the Support PLUS Maintenance Plan, also otherwise known as “Support Plus”,or the “Plan”, which provides selectable options for comprehensive maintenance support of:

labor for scheduled inspections, maintenance and component removals;

parts for scheduled inspections, maintenance and component removals;

labor for unscheduled inspections, maintenance and component removals;

parts for unscheduled inspections, maintenance and component removals; and

service bulletin coverage

for the Hawker Beechcraft Aircraft, avionics equipment and other parts, components and systems which are installed on the Aircraft in consideration of the monthly payment of a service charge during the term of the Plan.

WHEREAS The Owner wishes to contract with HBC to cover the Aircraft under the Plan.

NOW, THEREFORE, in consideration of the mutual terms and conditions herein contained, Based on the above, HBC and the Owner agree as follows:



AARTICLE I CONTACT INFORMATION

SECTION 1 – CONTACTS, NOTICES and BILLING

1.1 Each party agrees to notify the other party of any change to the contact information referenced herein. The Owner further agrees to notify HBC of any change in registration of the Aircraft or of any pending or actual sale of the Aircraft title transfer using Appendix D, attached hereto.

1.2 Until changed by written notice, given by either party to the other, the contact addresses and numbers of the parties for the purposes of this Agreement will be as follows:

In the case of HBC:

HAWKER BEECHCRAFT CORPORATION10511 East Central Avenue, B091-306Wichita, Kansas 67206USAby telephone to: 316.676.0448by telefacsimile to: 316.671.3060

For the attention of:Manager, Support Plus ProgramsDepartment 854

and in the case of the Owner:

<<OWNER>><<Address11>><<Address12>><<ADDRESS14>>

by telephone to:by telefacsimile to:by e-mail to:

<<Opsphone>><<OpsFax>><<Opse-mail>>

For the attention of:

<<OpsContact>><<OpsContactTitle>>

1.3 Any formal notice or communication required or permitted under this Agreement will be in writing and deemed sufficiently given if said notice or communication is personally delivered, sent by registered or certified mail (return receipt requested), or sent by means of e-mail or tested telefacsimile to the party to whom the notice is to be given. Any notice or communication which is delivered in person or sent by means of e-mail or tested telefacsimile will be deemed to be served effective as of the date the notice or communication is delivered or sent, as applicable. Any notice or communication which is sent by registered or certified mail (return receipt requested) will be deemed to be served seven (7) days after the date it is postmarked to the addressee, postage prepaid. Notices so sent will be deemed to be received upon actual receipt by the receiving party.

y g y y y gThe Owner further agrees to notify HBC of any change in registration of the Aircraft or of any pending or g y y g gactual sale of the Aircraft title transfer using Appendix D, attached hereto.



1.4 Until changed by written notice, given by either party to the other, the billing addresses and numbers of the parties for the purposes of this Agreement will be as follows:

<<BILLING PARTY>><<Address11>><<Address12>><<ADDRESS14>>

by telephone to:by telefacsimile to: by e-mail to:

<<BPphone>><<BPFax>><<BPemail>>


<<BPContact>><<BPContactTitle>>




AARTICLE II PROGRAM TERMS AND HOURLY RATES

SECTION 1 – AIRCRAFT ENROLLMENT

1.1 HBC will provide the Owner with a Support Plus Maintenance Plan which will include comprehensive coverage for scheduled and unscheduled maintenance, including but not limited to, inspections, maintenance, troubleshooting and component replacement which is necessary to maintain the continued airworthiness of the Aircraft.

1.2 Aircraft Information:

1.2.1 Aircraft Model: <<AircraftModel>>; Aircraft Serial Number: <<AIRCRAFTSERIALNO>>

1.2.2 Aircraft Starting Hours and LandingsOwner payments in accordance with Section 4 will start at <<StartHours>>_ hours total time and _<<StartLandings>>_ landings.

1.2.3 Aircraft Geographical Maintenance LocationThe Owner’s primary area of maintenance will be <<Within the Americas>>/Outside the Americas>>.

SECTION 2 - TERM OF THE AGREEMENT

2.1 The term of this Agreement (“Term”) will commence on the Effective Date and will expire on the <<60months after effective date>> unless terminated earlier as provided for in this Agreement.

SECTION 3 - HOURLY RATE BASIS

3.1 The hourly rate is based on the Owner maintaining the Aircraft in the geographical location defined in Section 1.2.3 above and meeting the following Aircraft Utilization Assumptions and Conditions:

3.1.1 Flight hours are defined for the purpose of this Agreement as the actual number of hours flown by theAircraft;

3.1.2 The Aircraft will operate a minimum of 200 flight hours per year, with an average of 1.0 flight hours per landing;

3.1.3 For each period of twelve (12) consecutive calendar months after the effective date of this Agreement, the Owner will pay to HBC a minimum service charge which will be based upon a minimum of 16.7 flight hours per month. Any pre-paid hours will be debited each month for the minimum flight hours per month.

Agreem16.7

( )Owner will pay to HBC a minimum service charge which will be based upon a minimum of wil flight p y

hours per month.

Ownerr maintaining them Aircraft in the geographical location defined iny g g gSection 1.tio 2.3 above andve a meeting the following Aircraft Utilization Assumptions and Conditions:meeting the fo

200 1.0ThThe Aircraft will operate a minimum of Aircraft will oper e a flight hours per year, with an average of flight hours per landing;



3.1.4 If the Aircraft exceeds 500 flight hours in any twelve (12) month period from the effective date, or an anniversary of the effective date, the hourly rate will be increased by 25 percent for all hours flown in excess of 500 hours in the aforementioned twelve (12) month period.

3.1.5 If the Aircraft average flight hours to landings ratio is less than as defined in Section 3.1.2 above in any twelve (12) month period from the Effective Date, or an anniversary of the Effective Date, HBC will invoice the Owner a per flight-hour adjustment for each hour flown in the prior 12 month period. The per flight-hour adjustment amount is as follows:

FLIGHT HOURS

PER LANDING

Flight Hour Adjustment Premier 1A

1 $0.000.95 $2.640.9 $5.58

0.85 $8.870.8 $12.56

0.75 $16.760.7 $21.54

0.65 $27.060.6 $33.50

0.55 $41.120.5 $50.25

<0.50 As Calculated by HBC

3.1.6 All figures are in 2012 United States Dollars and subject to adjustment in accordance with Section 5below.



SECTION 4 - HOURLY RATE

4.1 From the Effective Date of this Agreement, and for each period of twelve (12) consecutive calendar months after the Effective Date of this Agreement, the Owner will pay to HBC the greater of actual aircraft flight time or a minimum service charge based upon an annual minimum of 200 flight hours. Reporting of monthly flight hours and landings and payment of monthly service charges will be provided as follows:

4.1.1 At the end of each calendar month, the Owner will report total aircraft utilization (including utilization of zero hours) within six (6) calendar days by using the HBC on-line Report Flight Hour form located at http://www.hawkerbeechcraft.com/ under Service and Support/Support Programs. In the event the access to the on-line report form is unavailable, monthly aircraft utilization may be submitted to HBC using the Support+ Monthly Status Reporting Card, a copy of which is attached hereto as Appendix B; and,

4.2 In the absence of the on line or printed Support+ Monthly Status Reporting Card, HBC will invoice the Owner an amount based on at least the monthly minimum required flight hours multiplied by the Hourly Rate.

4.3 Without limiting any of the foregoing provisions, should the Owner fail to report monthly utilizationor in the event that the Owner is in arrears in paying any invoice issued by HBC for goods or services provided to the Owner for the Aircraft, any benefits to be provided under the Plan will, at the option of HBC, be suspended for so long as payment from the Owner is not received. In addition, but without prejudice and under reserve of any other rights or recourses that HBC may legally have, HBC will have the right to terminate this Agreement in accordance with the provisions set forth in Article V Section 2.


At the end of each calendar month, the Owner will report total aircraft utilization (including utilization of ( gzero hours) within six (6) calendar days by using the HBC on-line Report Flight Hour form located at) ( ) y y g p ghttp://www.hawkerbeechcraft.com/ under Service and Support/Support Programs. gra

ircraft 200flight time or a minimum service charge based upon an annual minimum of flight hours.

twelve (12) consecutive calendar( )gmonths after the Effective Date of this Agreement, the

( )Owner will pay to HBC the greater of actual aiBC theg y g



4.3.1 The Owner hereby agrees that from the effective date of this Agreement until expiration of the current calendar year, the base hourly usage rate set forth below will be used by the Owner for purposes of computing the monthly service charge pursuant to Article V Section 1 of the Agreement (hereafter “Hourly Rate”):

Hourly Rate

In WarrantyIn Service Years

<<As Applicable>>

Out of WarrantyIn Service Years

<<As Applicable>>

In Service Years<<As

Applicable>>

In Service Years<<As

Applicable>>

US $Airframe $<<rate>> $<<rate>> $<<rate>> $<<rate>>

Less Allowance for Williams TAP Elite ($10.00) ($10.00) ($10.00) ($10.00)

Total Per Flight Hour $<<total>> $<<total>> $<<total>> $<<total>>

Total Pre-PaidPre-Paid for <<mos or n/a>> Months or <<hours or n/a>> Hours, Whichever Occurs First. Starting on <<date or n/a>> at <<hours or n/a>> Hours

Note: 1. In Service Years shown above are calculated from the original warranty start date.

2. Above rate reflects a $10 reduction in consideration of the Operator enrolling in Williams International TOTAL ASSURANCE PLAN (TAP® ELITE) and filing all engine related claims to Williams International. In the event the Owner discontinues enrollment in TAP® ELITE, the allowance will cease to apply.

4.3.2 The Owner is responsible for payment of all additional flight hours, over and above any pre-paid flight hours, at the applicable rate for the balance of the Term.

4.3.3 All figures are in 2012 United States Dollars and are subject to adjustment in accordance with Section 5 below, as applicable.


The Owner is responsible for payment of all additional flight hours, over and above any preof all ad flight h -paid flight yhours, at the applicable rate for the balance of thence of the Term.



SECTION 5 - HOURLY RATE ADJUSTMENTS

5.1 Change to Aircraft Configuration

5.1.1 The base Hourly Rate per hour defined in Section 4 above, will be subject to adjustments as follows:

5.1.2 HBC may, from the first day following any change described below which occurs during the Term, adjust the base Hourly Rate to include costs associated with installation and/or maintenance with respect to the following items:

5.1.2.1 HBC optional equipment or modifications selected by the Owner after execution of this Agreement and incorporated in the Aircraft under a HBC optional service bulletin or under HBC’s direction;

5.1.2.2 Any change in the Aircraft Geographical Maintenance Location defined in Article II, Section 1.3.3 above, as determined by HBC, may result in a permanent increase to the Hourly Rate equal to the rate differential currently in effect for that region of the world.

5.2 Economic Change Indices and Calculations

5.2.1 In addition to the adjustment to the base Hourly Rate pursuant to Section 5.1 above, if any, the base Hourly Rate will be subject to positive adjustment each calendar year following the current calendar year in accordance with the provisions outlined below. Commencing on January 1, 2013, the Hourly Rate will be adjusted by the percentage of positive change, if any, calculated as follows:

5.2.1.1 The Hourly Rate Adjustment will be determined by reference to United States Government (“USG”)indices set forth below to account for economic fluctuation of labor and material costs in the aircraftindustry plus HBC’s material cost factor, if applicable, capped at 3% above the USG indices.

5.2.1.2 The period during which the Hourly Rate Adjustment will be calculated will commence in the base month of September 2011 and will terminate in and include September of the year preceding the year in question (hereafter “Base Period”).

5.2.1.3 Hourly Rate in the calendar year following the Base Period will be fixed at a price which is equal to the initial rate(s) referenced in Section 4 above (hereafter “Base Price”) plus any adjustment, if applicable, related to Section 5.1 above plus the Hourly Rate Adjustment.

5.2.2 In the event the USG has not released indices to enable calculation of the economic fluctuation for any month preceding or including the delivery month, then said calculation will be determined by using the latest available indices released by the USG and adding them to the monthly arithmetic average escalation for the unknown period. The monthly arithmetic average escalation will be calculated by using the six month period immediately preceding the last indices released by USG.

5.2.3 The calculations described above in this Section 5.2 will be based 70% upon the index described below in Subsection 5.2.3.1 (“Labor Index”) and 30% upon the index described below in Subsection 5.2.3.2 (“Parts Index”).

5.2.3.1 Labor Index: "Employment Cost Index for wages and salaries, for private industry workers, by occupational group and industry, under the Occupational group and industry series entitled "Aircraft Manufacturing” (BLS Series ID ciu2023211000000I) in the NAICS basis publication entitled "ECI Current-Dollar Historical Listings" as published by the U.S. Department of Labor, Bureau of Labor Statistics (hereafter "ECI"); and



5.2.3.2 Parts Index: "Producer Price Indexes for the net output of selected industries and their products, not seasonally adjusted” under the Industry and product grouping entitled “Aerospace Product and Parts Mfg” (BLS (Series ID PCU3364—3364--) in the monthly periodical entitled "PPI Detailed Report" as published by the U.S. Department of Labor, Bureau of Labor Statistics (hereafter "PPI").

5.2.4 Hourly Rate Adjustment will be made to the Base Price for any escalation in the aforementioned labor and material indices occurring during the Base Period, according to the following formula:

PriceBaseXMCF)))30.70.((=A o

o

o

o

WWW

SSS

Where:A = The total amount of Hourly Rate Adjustment by which the Base Price will

be increased because of economic escalation.S = ECI published for September of the preceding calendar year for which

the new Hourly Rate is being calculated.So = ECI published for the base month of September 2011.W = PPI published for September of the preceding calendar year for which the

new Hourly Rate is being calculated.Wo = PPI published for the base month of September 2011.

MCF = HBC Material Cost Factor (3% Cap)

5.2.5 In the event the U.S. Department of Labor: (i) discontinues publication of any index cited herein during the Base Period; or (ii) fails to resume publication, during the Base Period, of any index for which publication has been suspended for (24) months or more; or (iii) materially alters the basis of calculating any index cited herein during the Base Period, then in any such event, HBC will select a comparablealternate index, or indices, for adjusting the portion of the Base Price to which the replaced index applied.

5.3 Economic Adjustment Effectivity

5.3.1 Commencing on January 1, 2013 and continuing thereafter, annually on January 1st of each successive year during the term of this Agreement, the Hourly Rate per hour will be fixed at a price equal to the then current Hourly Rate as calculated in Section 4.1 above plus the Hourly Rate Adjustments as calculated in Section 5.2 above.

5.3.2 HBC will determine the adjustment, if any, to the hourly usage rate during the month of October of the current calendar year.

5.3.3 HBC will notify in writing the Owner of any applicable adjustment to the hourly usage rate(s) for the subsequent calendar year on or before December 1 of the current calendar year.

5.3.4 Aircraft enrolled into the Plan with pre-paid flight hours will not be subject to annual adjustment. However, the Owner will be responsible for reporting flight hours and landings on a monthly basis andfor payment of all additional flight hours, over and above the pre-paid flight hours, at the applicable adjusted rate for the balance of the Term.




SECTION 6 - AIRCRAFT ENROLLMENT AND COMPONENT CONDITION

6.1 At the sole discretion of HBC, the Owner will not, under any circumstances whatsoever, be entitled to any of the benefits of the Plan unless and until the following enrollment conditions as indicated [ ]below are met to the satisfaction of HBC:

[ ] For aircraft enrolled into the Plan upon initial delivery into service, HBC agrees to waive compliance by the Owner with the provisions of this Section 6.1.

[ ] For aircraft enrolled into the Plan after initial delivery into service, the Owner, at its own cost, makes theAircraft available to HBC at a mutually acceptable date and Hawker Beechcraft Services (HBS) location, to allow HBC in the presence of any representative of the Owner, to perform, at the expense of the Owner, an initial inspection and flight test of the Aircraft to determine the maintenance status of the Aircraft, and the condition and use of any and all components on the Aircraft covered under the Plan.

[ ] The Owner, at its own cost, corrects any and all deficiencies identified by HBC in any component on the Aircraft covered under the Plan to the satisfaction of HBC.

[ ] The Owner, at its own cost or expense, will comply with all HBC mandatory service bulletins issued prior to the effective date of this Agreement as well as all HBC recommended service bulletins issued prior to the effective date of this Agreement having a HBC specified compliance deadline. The Owner will comply with all the HBC service bulletins referred in this Section 6.1 prior to being entitled to any of the benefits of the Plan, or within the compliance deadline specified in any applicable service bulletin, unlesssuch period or deadline is extended in writing by HBC. If the Owner fails to perform its obligations under this Section 6, HBC, at its sole and complete discretion, will have the right either to suspend any of the benefits of the Plan to which the Owner is entitled until the Owner fulfills its obligations hereunder or to terminate the Agreement in accordance with the provisions of Article V Section 2 of this Agreement.

[ ] The Owner will make a one-time payment to HBC for reserves of future maintenance that will occur during the term of this Agreement and for use on all time and wear limited components covered pursuant to the Plan accumulated prior to the enrollment inspection. This payment will be taken into account in any calculation of a Support Plus Bonus under Article II Section 8 of the Agreement.


The Owner, at its own cost, corrects any and all deficiencies identified by HBC in any component on theHBC in any componeyAircraft covered under the Plan to the satisfaction of HBC.

The Owner, at its own cost or expense, will comply with all HBC mandatory service bulletins issued priorll HB ce bulletins y yto the effective date of this Agreement as well as all HBC recommended service bulletins issued prior toBC recommended service letins gthe effective date of this Agreement having a HBC speciified compliance deadline. Thefied compliance dea ne. Owner willg gcomply with all the HBC service bulletins referred in this Section 6. in this S on 6.11 prior to being entitled to any of the ingy g ygbenefits of the Plan, or within the compliance deadline specified in any applicable service bulletin, unleeadline specif n any applicable ssyysuch period or deadline is extended in writing by HBC. If the g by HBC. If the Owner fails to perform its obligations underfails to perg yg y gthis Section 6, HBC, at its sole and complete discretion, will have the right either to suspend any of the pleete discretion, will right eg ygbenefits of the Plan to which the Ownerer is entitled until the is ed until the Owner fulfills its obligations hereunder or tolls gterminate the Agreement in accordance with the provisions of Article V Section 2 of this Agreement.ce with visions

during



SECTION 7 – TRANSFER OF AGREEMENT

7.1 The Owner hereby understands and agrees as indicated [ ] below that:

[ ] For aircraft enrolled into the Plan, this Agreement together with the rights and/or obligations of the Owner hereunder may be assigned or transferred, in whole by the Owner provided that HBC has given its prior written consent to such assignment. HBC reserves the right to offer such transfer of the Agreement subject to subsequent owner or Owner creditworthiness and HBC’s usual and customary background check and denied parties screening. In event of such a transfer, the Agreement will expire at the original expiration date set forth in Article II Section 2.1. The Ownerwill pay to HBC any prorated minimum flight hour payments as may be applicable up to the date of assignment or transfer.

7.2 The Owner agrees to notify HBC of any change to the Aircraft registration number within 5 days in accordance with Article I Section 1.1 of the Agreement or of any pending sale or actual aircraft title transfer using Appendix D, attached hereto.

SECTION 8 – SUPPORT Plus BONUS

8.1 At the end of the Term provided for under Article II Section 2.1 of this Agreement, HBC will calculate sixty-five percent (65%) of the difference between the total sum of all the monthly service charges and minimum flight hour charges (less an administration fee of $16.00 per flight hour), plus Support Plus enrollment charges and any applicable fees paid to HBC directly by the Owner pursuant to this Agreement plus the total retail price of all the benefits provided by HBC to the Owner under the Plan.Any resulting credit balance will be credited to the Owner’s HBC Support Plus account and will be available for payment of future Support Plus Agreements entered into immediately following the end of the term of this Agreement.

8.2 HBC will have sole responsibility and authority for the Support Plus Bonus calculation. To allow time for all transactions to process, HBC will start the calculation no earlier than ninety (90) days following the end of the Agreement term or termination and will provide the Owner a summary of the calculation.


g gOwner provided that HBC hasy g

given its prior written consent to such assignment.

Ownerwill pay to HBC any prorated minimum flight hour payments as may be applicable up to the date of ppy yassignment or transfer.

The Owner agrees to notify HBC of any change to the Aircraft registration numberstration number within 5 days ing y y g g yaccordance with Article I Section 1.1 of the Agreement or of any pending sale or actual pending sale or actu aaircraft title transfer using Appendix D, attached hereto.

yHBC reserves the right to offer such transfer of g

the Agreement subject to subsequent owner or Owner creditworthiness and HBC’s usual and g g

g jcustomary background check and denied parties screening. In event of such a transfer, the y g gAgreement will expire at the original expiration date set forth in Article II Section 2.1. Theg g



AARTICLE III COVERAGE UNDER THE PLAN

SECTION 1 – COVERED UNDER THE PLAN

The Plan will provide only the following coverage, including those as selected by the Owner and indicated [ ] below, if applicable:

1.1 [ ] Components and Consumables Coverage

1.1.1 The exchange of components and the supply of related parts and/or consumables as further defined below associated with the Aircraft and other parts, components and systems which are installed on the Aircraft with respect to the Aircraft in the original configuration in which it was delivered into service by HBC to the first purchaser of the Aircraft, and as subsequently modified by HBC service bulletins, but prior to and/or excluding modifications or installations by Supplemental Type Certification (STC.) or other similar actions.

1.1.2 Avionics parts and components, as applicable, and/or services will be administered and provided directly to the Owner by the respective manufacturer; however, the payment for such parts and/or services is included in the Plan.

1.1.3 MedAire parts and components, as applicable, and/or services will be administered and provided directly to the Owner by MedAire; however, the payment for such parts and/or services is included in Support Plus.

1.1.4 All components covered pursuant to the Plan required for scheduled component removals and scheduled maintenance requirements as defined in Hawker Beechcraft Aircraft Maintenance Manual, and for unscheduled component removals.

1.1.5 All consumables covered pursuant to the Plan required for the components referred to in Section 1.1.4above.

1.1.6 Replacement components covered pursuant to the Plan for HBC mandatory and recommended service bulletins installed on the Aircraft prior to the Effective Date.

1.1.7 Kits or components as defined by the service bulletin required to install all HBC mandatory service bulletins covered pursuant to the Plan and issued after the Effective Date.

1.1.8 Kits or components as defined by the service bulletin required to install all HBC recommended service bulletins covered pursuant to the Plan issued after the Effective Date.

1.1.9 Replacement components covered pursuant to the Plan for HBC mandatory and recommended service bulletins installed on the Aircraft after the Effective Date.

1.1.10 Replacement components covered pursuant to the Plan for any of those optional service bulletins issued by HBC that are purchased and installed on the Aircraft at the Owner’s expense.

1.1.11 Charges for routine freight (AAA) shipments from a HBC warehouse or a warehouse of HBC’s wholly owned spare parts subsidiary, HBP&D directly to the Owner or directly to the aircraft location, upon receipt of a valid claim under the Plan, associated with the exchange of components and the supply of related parts and/or consumables covered pursuant to the Plan.



1.2 [ ] Comprehensive Scheduled and Unscheduled Maintenance Labor Coverage

1.2.1 Flat-rate charges for labor to accomplish work such as, but not limited to, gaining access to, inspecting, checking, or reassembly accomplished by the Service Facility for all scheduled inspections with intervals of 200 hours or twelve (12) months or greater as listed in the Aircraft Maintenance Schedule

1.2.2 Flat-rate charges for labor to accomplish work such as, but not limited to, gaining access to, inspecting, checking, or reassembly accomplished by the Service Facility for all scheduled maintenance with requirement periods of less than those periods stated in Section 1.2.1, above as listed in the Aircraft Maintenance Schedule and unscheduled inspection requirements covered pursuant to the plan.

1.2.3 Flat-rate charges for for troubleshooting labor accomplished by the Service Facility, as the case may be, for all unscheduled maintenance requirements covered pursuant to the Plan, unless otherwise directed by HBC.

1.2.4 Flat-rate charges for limited labor, performed by the Owner, for removal and replacement of wheels, tires and light bulbs. Reimbursement for such labor will be at the rate of $30USD per hour or such higher rate as is established by HBC as its standard Owner support labor rate and HBC’s flat rates in effect at that time.

1.2.5 Flat-rate charges for limited labor performed by a local repair facility to accomplish certain work when the Aircraft is Aircraft On Ground (“AOG”).

1.2.6 Labor required to replace such components covered pursuant to the Plan for HBC mandatory and recommended service bulletins installed on the Aircraft prior to the effective date of this Agreement.

1.2.7 Labor as defined by the service bulletin required to install all HBC mandatory service bulletins covered pursuant to the Plan issued after the Effective Date.

1.2.8 Labor as defined by the service bulletin required to install all HBC recommended service bulletins covered pursuant to the Plan issued after the Effective Date.

1.2.9 Labor required to replace such components covered pursuant to the Plan for HBC mandatory and recommended service bulletins installed on the Aircraft after the Effective Date.

1.2.10 Labor required to replace such components covered pursuant to the Plan for any of those optional service bulletins issued by HBC that are purchased and installed on the Aircraft at the Owner’s expense.

1.3 [n/a] Propeller overhaul coverage

1.3.2 Propellers and related consumables covered pursuant to the Plan required for scheduled propeller removals and overhaul, if applicable.

1.4 [ ] Avionics coverage

1.4.2 Avionics and related consumables covered pursuant to the Plan required for scheduled and unscheduled component removal as provided by the respective avionics manufacturer.

1.5 [ ] MedAire Coverage

1.5.2 Medical kits and services as provided directly by MedAire.






SECTION 2 – EXCLUDED FROM COVERAGE UNDER THE PLAN

2.1 The Plan will not provide any coverage whatsoever for the following items:

2.1.1 Any charges for engine or APU components and/or labor resulting from work such as, but not limited to, gaining access to, inspecting, checking, troubleshooting, rigging, engine compressor washing removing, repairing, refurbishing or overhauling, or replacing any engine or APU component and related gaskets, seals, O-rings, and other similar type consumables.

2.1.2 Any charges incurred resulting from modification, installation and/or maintenance with respect to any optional equipment or modifications incorporated in the Aircraft, equipment, outfitting or avionics modifications or installations by STC not installed by HBC or under HBC’s direction, or FAA or equivalent airworthiness authority mandated generic aircraft modifications, inspections, or procedures including, but not limited to, test procedures affecting the Aircraft, but which are not specifically directed to the Hawker Beechcraft model in question, or other similar actions incorporated or performed.

2.1.3 All charges for any and all labor performed by the Owner, and/or all charges for any and all labor, if selected under the Plan, performed by, or on behalf of, the Owner which are: (i) labor overtime and/or premium charges, or (ii) beyond allowed flat-rate labor charges and/or a reasonable number of hours, or (iii) labor charges beyond a reasonable value as covered pursuant to the Plan and authorized and/or directed by HBC for the maintenance task performed, or (iv) discretionary inspections, pre-purchase evaluation inspections, and associated rectification that would not otherwise have been discovered, or discretionary component removal at the direction of the Owner, or (v) preparation of the Aircraft for maintenance, cleaning, handling or towing, or (vi) routine labor as defined pursuant to the Plan.

2.1.4 All charges incurred in rendering services pursuant to the Plan at the express request of the Owner at locations other than the Service Facility for all types of tooling fees, hangar fees or any related airport fees, or travel-related expenses including, but not limited to, travel, living and lodging expenses related to AOG repairs. Such expenses will be the responsibility of the Owner and will be paid by the Owner.The limitation set forth above does not apply to travel-related expenses incurred in connection with normal customer support services which are provided by HBC to all of its customers without charge.

2.1.5 All charges for all types of consumable or expendable used by the Owner in performing servicing of the Aircraft, engines or APU including, without limitation fuel, lubrication oil, hydraulic oil, de-ice or anti-ice fluids, water or waste systems, oxygen, nitrogen, rain repellent, windscreen surface treatments, general inspection and condition, cleaning and preflight or post flight inspections and any other maintenance activity of similar nature.

2.1.6 All charges for all types of repairs or services not performed in accordance with the then current requirements of FAA ADs, HBC mandatory or recommended Service Bulletins, and FAA-Approved Manuals, and any other HBC and HBC-supplier's written instructions pertaining to inspection, maintenance or operation including, but not limited to, repairs, service or inspections which are not recommended or required by the manufacturer of the Aircraft, its engines, APU or suppliers of other parts, components or systems installed on the Aircraft.

2.1.7 Any charges incurred for inspections, or the replacement and/or recertification of a component that remains serviceable, but is returned due to periodic recertification requirements of any appropriate Airworthiness Authorities or resulting from additional requirements beyond Federal Aviation Administration or equivalent Airworthiness Authority operational requirements.



2.1.8 All charges for all types of maintenance and/or repair of equipment not installed on the Aircraft by HBC or under the direction of HBC, or any customer furnished equipment.

2.1.9 All charges for all types of maintenance and/or repairs resulting from exceeding any Aircraft and/or engine or APU operating limitation unless the exceedence is caused by a confirmed Aircraft component malfunction.

2.1.10 All charges for all types of additional maintenance resulting from exceeding any Aircraft inspection time limitation or performed outside of the inspection tolerance.

2.1.11 Any charges for any parts or services for repairs related to the Aircraft structure required after the Aircraft is no longer within HBC’s limited warranty.

2.1.12 Any charges incurred resulting from any damages to a component arising from or attributable directly or indirectly to repairs, service and/or inspections and subsequent testing and/or recertification of equipment due to (1) abuse, (2) accident, (3) negligence, (4) foreign object damage or contamination,(5) subsequent or consequential damage, (6) corrosion or erosion, (7) force majeure such as, but not limited to, environmentally induced turbulence, hurricanes, lightning, rain, hail, wind and tornado, (8)theft, (9) acts of war and/or civil disturbance, (10) an event covered by an insurance policy, (11) labor strikes (12) failure to comply with FAA ADs, HBC mandatory or recommended Service Bulletins to the extent incorporation is required under the Plan, and/or FAA-Approved Manuals, and/or any other HBC-suppliers's written instructions pertaining to inspection, maintenance and/or operations or any other causes whatsoever whether similar to those hereinbefore mentioned or of a different nature beyond the reasonable control and without the fault or negligence of the Owner.

2.1.13 Any charges incurred resulting from any damages to a component arising from or attributable directly or indirectly to any abuse by the Owner or any third party, whether or not under the control of the Owner.

2.1.14 Any costs arising from or attributable directly or indirectly to the Owner's customized modifications and installations, and/or modifications and installations.

2.1.15 Any costs, unless directed by HBC, for labor, if applicable under the Plan, performed with the intent to repair, rectify or troubleshoot any unconfirmed condition or component discrepancy which results in a Fault not Found conclusion.

2.1.16 Any costs, unless directed by HBC, incurred for any component returned by the Owner to HBC, when Fault not Found determination is rendered upon investigation by HBC or any supplier or designated by HBC.

2.1.17 Any costs incurred for restocking and/or recertification for any component requested and returned by the Owner to HBC because the component was not required and/or installed.

2.1.18 All costs for a component arising from use of a new component when exchange components were available or repair of the component was feasible, unless directed by HBC.

2.1.19 Any attaching parts including, without limitation, standard aircraft hardware which can be used more than once and is generally available from sources other than HBC.

2.1.20 Any discretionary removal of a component.

2.1.21 Except as otherwise provided in Section 1.1.10 above, any optional service bulletins issued by HBC or any service bulletins issued by anyone other than HBC.



2.1.22 Any service bulletin issued prior to enrollment and service bulletins previously offered at no charge to the Owner for which the Owner has exceeded the deadline specified by HBC and/or its suppliers for ordering or installing the related components or kits.

2.1.23 The provisioning of spare parts by HBC at the Owner's facility or base of operation.

2.1.24 The supply or replacement of any protective coverings, ground lock pins, gust locks, flags, loose equipment, or other such ground support equipment, tooling or the purchase or rental of any ground support equipment, subscription and similar type services.

2.1.25 Any flight test expenses and any fuel for any reason whatsoever.

2.1.26 Theft or misplaced components.

2.1.27 Any costs associated with non-approved parts.

2.1.28 Any charges for replacement aircraft or aircraft charter for any losses or damages for or arising out of any loss of use of any aircraft covered by the Plan.

2.1.29 Any Fixed Base Operator's or other service provider’s fees including, but not limited to, ramp fees, hangar fees or any related airport fees.

2.1.30 Any costs specifically excluded pursuant to the provisions of this Agreement or to be specifically paid by the Owner in addition to the monthly service charge to be paid pursuant to the provisions of thisAgreement including, without limitation, costs for transportation, insurance, packing, storage, taxes, duties, or similar costs.

2.1.31 Notwithstanding the provisions of Section 1.1.11 above, any charges for expedited shipping or costs in excess of charges for routine freight shipments associated with the exchange of components and the supply of related parts and/or consumables covered pursuant to the Plan from a HBC or HBP&Dwarehouse to the Owner, or any and all charges for the shipment of such items from the Owner to a HBC or HBP&D warehouse.

2.1.32 Any charges for maintenance and/or repairs to interior/exterior furnishings and appearance items such as paint, upholstery and trim, or cleaning, washing and polishing or daily turn around service items such as, but not limited to, cleaning, stocking and servicing of the Aircraft.

2.2 Subject to the provisions of Section 2.1 above, HBC may, in its sole and absolute discretion, on an exceptional basis, provide coverage for any part not covered by the Plan pursuant to the provisions of this Agreement, provided that the Owner understands and agrees that HBC may provide such exceptional coverage without any commitment, obligation or liability for similar other coverage in the future.




AARTICLE IV PROCEDURES UNDER THE PLAN

SECTION 1 - AIRCRAFT OPERATION, LABOR AND COMPONENT EXCHANGE

1.1 Aircraft Operation

1.1.1 During the term of this Agreement, the Owner will operate and maintain the Aircraft in accordance with the Hawker Beechcraft Corporation Airplane Flight Manual, operating manuals, the applicable maintenance and repair manuals, applicable mandatory and recommended service bulletins, and any other written instructions issued by HBC and its suppliers as amended from time to time. The Owner will also comply with all the applicable requirements of appropriate Airworthiness Authorities, and/or with generally accepted practices currently followed in the general aviation industry.

1.1.2 The Owner agrees to notify HBC of any letters of investigation or notices of violation received by it from, or any self-disclosure made by it to the Airworthiness Authority in relation to maintenance services provided under this Agreement. Such notification will describe the nature of the violation and the corrective action being taken by the Owner.

1.1.3 Avionics services for the benefit of the Owner will be administered and provided directly to the Owner by the respective avionics manufacturer; however, the cost of such services is included in the Plan.

1.1.4 MedAire parts and components, and/or services will be administered and provided directly to the Owner by MedAire; however, the payment for such parts and/or services is included in Support Plus.

1.1.5 The Owner hereby warrants that, at all times, components exchanged under the Plan have been and/or will be utilized on the Aircraft only on the strict condition that the Aircraft has been, is and will be operated for business aircraft-type operations only.

1.1.6 With the exception of labor referenced in Article III Section 1.2.4 and Article IV Section 1.7 of this Agreement, if applicable, all types of scheduled and unscheduled maintenance performed on the Owner's Aircraft pursuant to this Agreement must be accomplished at the Service Facility . All claims under the Plan for maintenance and support services will be filed with HBC to the detailed task level.


Owner will operate and maintain the Aircraft in accordance withg gthe Hawker Beechcraft Corporation Airplane Flight Manual, operating manuals, the applicableg gmaintenance and repair manuals, applicable mandatory and recommended service bulletins, and anyy yother written instructions issued by HBC and its suppliers as amended from time to time. Theme to Owner willyalso comply with all the applicable requirements of appropriate Airworthiness Authorities, and/or with iness Auygenerally accepted practices currently followed in the general aviation industry.dust

The Owner agrees to notify HBC of any letters of investigation or notices of violation received by it from,tices of violation received bg y y g yor any self-disclosure made by it to the Airworthiness Authority in relation to maintenance services on to maintenance y yprovided under this Agreement.

ySuch notification will describe the nature of the violation and thesc of the violation g

corrective action being taken by the Owner.

Owner hereby warrants that, at all times, components exchanged under ll time ponent the Plan have been and/ory gwill be utilized on the Aircraft only on the strict condition that the Aircraft has been, is and will ben the s ndition yoperated for business aircraft-type operations only.ations onl



1.2 Labor Charges under the Plan

1.2.1 Charges associated with labor, as selected under the Plan, performed at the Service Facility to inspect, service, repair or troubleshoot any confirmed condition or component discrepancy will be the responsibility of HBC, only to the extent of the HBC flat-rate labor allowance as defined under the Plan,or authorized and/or directed by HBC for the maintenance task performed.

1.2.2 Charges for labor, if selected under the Plan, associated with troubleshooting accomplished by the Service Facility for unscheduled maintenance requirements covered pursuant to the Plan will be the responsibility of HBC, only to the extent of an additional fifteen percent (15%) of the published flat-rate labor allowance or one (1) labor hour, whichever is greater, used to repair or troubleshoot any confirmed condition or component discrepancy claimed under the Plan, unless otherwise directed by HBC.

1.2.3 In the event labor required for troubleshooting will exceed the fifteen percent (15%) of the published flat-rate labor allowance or one (1) labor hour, whichever is greater, used to repair or rectify the confirmed condition or component discrepancy claimed under the Plan, the Owner or the Service Facility, as applicable, will inform HBC and HBC will be given the opportunity to concur or propose an alternate remedy for such troubleshooting. Charges for such additional troubleshooting labor will be the responsibility of HBC, only to the extent authorized and/or directed by HBC for the maintenance task performed.

1.2.4 The Owner or the Service Facility, as applicable, will be responsible for any costs over and above the flat-rate labor allowance amounts that would have been charged by or to HBC in the event the Owner or the Service Facility fails to obtain authorization from HBC prior to performing such additional troubleshooting. Unless authorized and/or directed by HBC, (i) charges for such additional troubleshooting labor accomplished by the Service Facility in excess of the flat-rate troubleshooting labor allowance will be the responsibility of the Service Facility, and such charges will not be billed to the Owner, or to HBC under the Plan; and, (ii) charges for such additional troubleshooting labor accomplished for the benefit of the Owner under Article IV Section 1.7 in excess of the flat-rate troubleshooting labor allowance will be the responsibility of the Owner.

1.3 Scheduled Component Removal

1.3.1 HBC will exchange a component and related consumables with the Owner for any component with a designated service life provided that the Owner notifies the Service Facility, as selected by the Owner,thirty (30) days in advance of the date for any scheduled component removal. The Owner or the Service Facility, as applicable, will be responsible for removing and returning any unserviceable component to HBC or any supplier or repair or overhaul facility as directed by HBC within fifteen (15) days after the receipt of a serviceable component and related consumables by the Owner.

1.3.2 If any component with a designated service life is removed from service more than fifty (50) hours or fifty (50) cycles or 1 (one) month, as applicable, prior to achieving its designated service life, HBC will send an invoice to the Owner for an amount equal to the overhaul cost per hour, cycle or month, as applicable, for the unused portion of the designated service life.


The Owner or the Service Facility, as applicable, will be responsible for any costs over and above thee, will be re onsible for any costs

yThe Owner or the Servicey ( ) y y

Facility, as applicable, will be responsible for removing and returning any unserviceable component tocable, will be ble y g g yHBC or any supplierlier or repair or overhaul facility as directed by HBC within fifteen (15) days after the repair or overhhay y yreceipt of a serviceable component and related consumables by the eipt able component an Owner.

yythe Ownerer or theor the Service FacilityFa , asy y

applicable, will inform HBC and HBC will be given the opportunity to concur or propose an alternate cur or propose an aremedy for such troubleshooting.

y yyflat-rate labor allowance amounts that would have been charged by or to HBC in the event theave been char y or to HBC in Owner org ythe Service Facility fails to obtain authorization from HBC prior to performing such additionalhorization from H or to petroubleshooting. Unless authorized and/or directed by HBC, and/or directed by (i)

ycharges for such additional ch

gy ( ) g

troubleshooting labor accomplished by they the Service Facilitye Facility in excess of the flatth -rate troubleshooting labor gg yy y g

allowance will be the responsibility of thef the Service FacilityS Facility, and such charges will not be billed to the yOwner, or to HBC under the Plan; and, (ii) and, (i

yy gcharges for such additional troubleshooting labor rges for s( ) g(

accomplished for the benefit of the OwnerOwner nder Article IV Section und cle IV



1.4 Unscheduled Component Removal

1.4.1 HBC will exchange any component and related consumables with the Owner to support any unscheduled component removal in accordance with the following conditions:

1.4.2 HBC, at its discretion, may require the Owner or the Service Facility to obtain prior written authorization of a HBC representative for any unscheduled component removal with a retail price in excess of $15,000USD. HBC may, in its own discretion, send a representative to the aircraft location, at the expense of HBC to verify the condition of any unserviceable component and the cause of its failure and, if required, to authorize the removal of such component. If the Aircraft is AOG due to an unscheduled component removal, HBC will reply to the Owner's request within 24 hours of receipt of an order for the replacement component.

1.4.3 Any component and related consumables exchanged by HBC for any unscheduled component removal will be forwarded with reasonable efforts by HBC to the aircraft location within 48 hours of receipt of an order for the replacement component.

1.4.4 Notwithstanding the provisions of Section 1.3.1 above, HBC at its option and for purely economic reasons, may require the Owner to refurbish on site any unserviceable component. In such event, HBC will supply those parts and consumables required for such component refurbishment.

1.5 Mandatory or Recommended Service Bulletins

1.5.1 HBC will provide, upon acceptance of a valid claim, coverage for all kits or components required for HBC mandatory or recommended service bulletins, provided that the Owner incorporates such service bulletins within the specified compliance deadline stated in the said service bulletins, if applicable, unless such period or deadline is extended in writing by HBC.

1.5.2 HBC will retain the right to impose a time limitation for coverage of labor or any component and/or kit to be provided under the Plan pursuant to Article III Section 1.1.7 or 1.1.8 of this Agreement. Notwithstanding any other provision to the contrary in this Agreement, upon expiration of any time limitation determined by HBC for compliance by the Owner with any mandatory or recommended service bulletin, the Owner will be responsible for all charges to be paid for installation and/or to acquire any component and related consumables and/or kit for such service bulletin.

1.5.3 HBC will perform or, as the case may be, cause its supplier to perform all component inspections and/or modifications specified in and in accordance with HBC mandatory or recommended service bulletins, during shop visits for unserviceable components, when such inspections and/or modifications are recommended by HBC. Notwithstanding the foregoing, HBC, at its option, may require compliance by the Owner with suppliers’ mandatory, alert or recommended service bulletins, and will provide coverage for any related component and/or kit to the Owner for such service bulletins. HBC in its own absolute discretion, but before any component exceeds the period of time assigned by suppliers in their mandatory, alert or recommended service bulletins for compliance by the Owner, may assign a date to the Owner for the replacement of such component under the Plan.

1.6 Component Exchanged Under The Plan

1.6.1 Excluding Collins and Honeywell avionics, engines, APU and MedAire services parts and components, as applicable, all parts and components, whether used by HBC, a maintenance facility or the Owner, will have been acquired from HBC. If not acquired from HBC, HBP&D or the Service Facility, a financial credit will not be provided in lieu of a replacement part.

Owner or the Service Facility to obtain prior written authorization y yof a HBC representative for any unscheduled component removal with a retail price in excess of $15,000USD.

compliance by y g g g y ythethe OwnerOwne with suppliers’ pliers mandatory, alert or recommended service bulletins, and will provide coverage ato yfor any related component and/or kit to the for any rel one Owner for such service bulletins.

y y y yOwner will be responsibsponsible for all charges to be paid for installation and/or to acquire any le for all chargesg

component and related consumables and/or kit for such service bulletin.ables and/or kit fo



1.6.2 Excluding Collins and Honeywell avionics, engines, APU and MedAire services parts and components, as applicable, all component repairs and overhauls performed under the Plan will be the responsibility of HBC or HBP&D whether used by HBC, a maintenance facility or the Owner.

1.6.3 For any unscheduled component removal with respect to any unserviceable component with a designated service life, HBC in its sole discretion, may provide a serviceable component which is not new, but of known time since last overhaul with at least fifty percent (50%) of its designated service life remaining.

1.6.4 Any component exchanged by HBC or HBP&D with the Owner under the Plan will be for the replacement of any component installed on the Aircraft. Any component covered under the Plan will be an original component supplied by HBC or a component subsequently procured from HBC or HBP&D as a spare or replacement component. HBC reserves the right to provide HBC preferred components as a replacement in lieu of an exact replacement part.

1.6.5 The Owner will, at its own cost or expense, supply all the labor and/or material for any painting or decorative requirements of the Owner with respect to any component exchanged by HBC or HBP&Dwith the Owner under this Agreement resulting from any optional equipment or modifications incorporated in the Aircraft by the Owner.

1.6.6 HBC (or its applicable component supplier), at its own discretion, will have the right to discontinue the support of any component whose configuration has been superseded by a later configuration. In suchevent, HBC will provide a superseding component in lieu of the earlier configuration component. The Owner will, at its own cost or expense, ensure the superseded component’s compatibility (throughmodification of the Aircraft or otherwise) when it is not provided for by service bulletin coverage under the Plan.

1.6.7 HBC, at its own discretion, may provide a serviceable component as a no charge rental component to the Owner to replace an unserviceable component pending its repair or overhaul by HBC or any supplierdesignated by HBC. The Plan will provide coverage for labor and the supply of related parts and/or consumables necessary to install the serviceable no charge rental component and to reinstall the repaired or overhauled component in the Aircraft. The Owner will remove and return the serviceable no charge rental component to HBC within fifteen (15) days after the return to the Owner of the repaired or overhauled component.

1.6.8 The Owner agrees that, for any unserviceable component or consumables removed from the Aircraft by the Owner for which HBC or HBP&D has exchanged a serviceable component or consumables to the Owner under the Plan pursuant to the provisions of this Agreement, (i) if specifically requested by HBC, any unserviceable component or consumables removed by the Owner will be returned to HBC or any supplier or repair or overhaul facility designated by HBC within fifteen (15) days of removal, or (ii) if requested by HBC, the Owner will properly store any removed unserviceable component or consumables at the Owner's expense until HBC issues instructions for its disposal, or (iii) unless the Owner is specifically requested by HBC to do otherwise, unserviceable components or consumables not requested to be returned to HBC or HBP&D, as the case may be, must be held by the Owner for thirty (30) days from settlement date of the claim submitted under the Plan. If HBC has not requested the part to be returned, the Owner may scrap the part in such a manner as to render the part totally unusable.

1.6.9 The Owner will pay the full retail price of any unserviceable component or consumable not returned to HBC or any supplier or repair or overhaul facility designated by HBC within fifteen (15) days if specifically requested by HBC, or not disposed of as instructed by HBC.

The Owner will, at its own cost or expense, supply all the labor and/or material for any painting oror material for any pay y gydecorative requirements of the Owner with respect to any component exchanged by HBC or hanged by HBC or HBP&Dy g yg ywith the Owner under this Agreement resulting from any optional equipment or modifican pment or mod ations gincorporated in the Aircraft by the Owner.

The g ggOwner will, at its own cost or expense, ensure theensure supersededuper component’s compatibilitycomponen (throughy ( gmodification of the Aircraft or otherwise) when it is not provided for by service bulletin coverage under wwhen it is not prov y serthe Plan.

ghe OwnerO will remove and return the serviceable no

charge rental component to HBC within fifteen (15) daysHBC within fifteen (15) da after the return to the Owner of the repaired or goverhauled component.

The Owner will pay the full retail price of any unserviceable component or consumable not returned towi y yHBC or any supplier or repair or overhaul facility designated by HBC within fifteen (15) days if y y g yspecifically requested by HBC, or not disposed of as instructed by HBC.

The Owner agrees that, for any unserviceable component or consumaees that, f rviceabl bles removed from the Aircraft by g y ythe Owner for which HBC or hich HBC or HBP&D has exchanged a serviceable component or consumables to the as gOwner under the PlanPla pursuant to the provisions of this Agreement, (i) if specifically requested by HBC,ursuant to the ppr g ( ) y yany unserviceable componuns component or consumables removed by theor con Owner will be returned to HBC or any y y ysuppliersupplier or repair or overhaul facility designated by HBC within fifteen (15) days of removal, or (ii) if o r overhaul facil y g y ( ) y ( )requested by HBC, the requested th Owner will properly store any removed unserviceable component or y y yconsumables at theconsumables at Ownerwner's expense until HBC issues instructions for its disposal, or (iii) unless thes ( )OwneOwner cifically requested by HBC to do otherwise, unserviceable components or consumables not is specifically quey yyrequested to be returned to HBC or equested to be retu ed HBP&D, as the case may be, must be held by the Owner for thirty y y y(30) days from settlement date of the claim submitted under ttle the Plan. If HBC has not requested the part ( ) yto be returned, the turned, the OwnerO may scrap the part in such a manner as to render the part totally unusable.



1.7 AOG Repair by Local Repair Facility

1.7.1 HBC and the Owner recognize that, from time to time, it may become necessary for certain work to be performed at a non-HBC authorized service facility when the Aircraft is not operational due to mechanical difficulties or requires non-complex unscheduled maintenance. HBC will be informed in such event, and be given the opportunity to concur or propose an alternate remedy for an AOG situation or non-complex unscheduled maintenance requirement.

1.7.2 The Owner will, at its own cost, have such repairs done by the non-HBC authorized service facility. The Owner will be solely responsible, to the complete exoneration of HBC for monitoring and ensuring that the repair work is correctly and satisfactorily performed by the non-HBC authorized service facility. The Owner will obtain a copy of the work order, shop order, repair order, or any other similar documentation which will report events such as, but not limited to, abuse or damage to any component, modifications, repairs and maintenance as prescribed by HBC instructions and/or those of any appropriate Airworthiness Authorities. This form will be signed by an authorized representative of the non-HBC authorized service facility. In addition, such repair information will be accompanied by a properly completed part information form supplied with the replacement part, or equivalent,

1.7.3 All maintenance at such non-HBC authorized service facility must be reported to HBC within ten (10) working days from occurrence. The Owner will provide proof of payment within thirty (30) calendar days from the date of having such repairs accomplished. All Owner invoices for work performed submitted more than sixty (60) days after the completion of the maintenance event will not be eligible for payment by HBC. All such reports and invoices must be detailed regarding the maintenance task level for parts and labor.

1.7.4 Provided that it has received all required documentation, upon acceptance of a valid claim HBC will issue to the Owner a credit for the amount of such repair labor charges. Costs associated with such labor will be the responsibility of HBC, only to the extent that HBC would have been responsible had the work been accomplished at the Service Facility. The Owner will be responsible for any costs over and above the amount that would have been charged by or to HBC for like or similar work at the Service Facility. Such credits may be used by the Owner for future purchases of goods or services for the Aircraft from HBC.

1.7.5 The Owner hereby forever releases and discharges HBC from any obligation, liability, claim, action, or proceedings with respect to any repair work performed by non-HBC authorized service facilty pursuant to the foregoing provisions of this Section 1.7. Accordingly, the Owner hereby agrees to pursue any claim that it may have with respect to any repair work performed by a non-HBC Authorized service facility solely and exclusively and to the complete exoneration of HBC.


Owner will, at its own cost, have such repairs done by the non-HBC authorized service facility. They yOwner will be solely responsible, to the complete exoneration of HBC for monitoring and ensuring thatnitoy g gthe repair work is correctly and satisfactorily performed by the non-HBC authorized horized service facility. The y y y yOwner will obtain a copy of the work order, shop order, repair order, or any other similar documentation any other siy yywhich will report events such as, but not limited to, abuse or damage to any component, modifications,to any componeg yyrepairs and maintenance as prescribed by HBC instructions and/or those of any appropriate and/or those of any ay yyAirworthiness Authorities. This form will be signed by an authorized representative of theepresentative of the non-HBC authorized service facility.

g yIn addition, such repair information will be accompanied by a properly ccompanied by a y

completed part information form supplied with the replacement part, or equivalent,ent nt,

All maintenance at such non-HBC authorized service facility must be reported to HBC within ten (10)facility must be reported HBC y ( )yworking days from occurrence. The Owner will provide proof of payment within thirty (30) calendarroof of payment with thg ydays from the date of having such repairs accomplished.ccomplishe

y y ( )yAll Owner invoices for work performedAll Owner invoicesy g

submitted more than sixty (60) days after the completion of the maintenance event will not be eligiblee completion o maintenance eyfor payment by HBC. All s

TheTh Ownerer will be responsible for any costs over and y yabove the amount that would have been charged by or to HBC for like or similar work at would have been charged by or t the Service Facility.



1.8 Discretionary Removal

1.8.1 In the case of discretionary removal of any component, HBC will send an invoice to the Owner for an amount equal to the full retail price of the component normally charged to an aircraft owner prorated to the difference between the wear limit, tolerance or allowance specified in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions, including, without limitation, applicable Maintenance Manual or Service Bulletin, and the actual wear accumulated on such component. The Owner will pay HBC’s invoice in accordance with the provisions of Article V Section 1 of this Agreement.

1.9 Discretionary Inspection

1.9.1 In the case of discretionary inspection, the Owner will be responsible for an amount equal to the full retail price of the flat rated inspection prorated to the difference between the inspection frequency required and time remaining to the required inspection period.

1.10 Fault Not Found

1.10.1 In cases of labor, if selected under the Plan, performed with the intent to repair, rectify or troubleshoot any unconfirmed condition or component discrepancy, or removal of any component returned by the Owner to HBC, occurring without the direction of HBC, which results in a Fault not Found conclusion, HBC will send an invoice to the Owner for an amount equal to the actual labor costs and/or the full retail price of the component. The Owner will pay HBC’s invoice in accordance with the provisions of Article V Section 1 of this Agreement.

1.10.2 If supporting information for a related claim is requested by HBC, the Owner agrees to respond within fifteen (15) days from the date of such request. HBC reserves the right for an additional sixty (60) days from the date of requesting supporting information to conduct an investigation by HBC or any supplierdesignated by HBC to settle such claim under the Plan. If the Owner has not received notification from HBC that “Fault not Found” was determined upon investigation by HBC or any supplier designated by HBC within ninety (90) days from the date of HBC’s receipt of the returned component, any resulting “Fault not Found” charges to the Owner related to such claim will be waived by HBC.

1.11 Component Subject to Abuse

1.11.1 Upon determination by HBC or any supplier or repair or overhaul facility designated by HBC that any unserviceable component of the Owner has been subjected to abuse, such unserviceable component will not be eligible for an exchange under the Plan pursuant to the provisions of this Agreement. Notwithstanding any other provision in this Agreement to the contrary, in such a case, HBC will send an invoice to the Owner for an amount equal to the full retail price for any serviceable component to be supplied by HBC to the Owner, less any core credit for the unserviceable component, if applicable. The Owner will pay HBC’s invoice in accordance with the provisions of Article V Section 1 of this Agreement.

1.12 Component Condition and History

1.12.1 Any unserviceable component returned to HBC or any supplier or repair or overhaul facility designated by HBC will be accompanied by a properly completed part information form supplied with the replacement part, or equivalent, The form will be attached to the unserviceable component and will at all times be kept with the unserviceable component removed by the Owner.

Owner will be responsible for an amount equal to the full retail an amount eyprice of the flat rated inspection prorated to the difference between the inspection frequency requiredthe inspection frand time remaining to the required inspection period.

The Owner will pay HBC’s BC’s invoice in accordance with the provisions of Article Vvoice in ordance with theSection 1 of this Agreement.

OwnerO agrees to respond within gfifteen (15) days from the date of such request. h reque

They yOwner will pay HBCwill pay C’s invoice’s inv in accordance with the provisions of Article V Section 1 of thisAgreement.



1.13 Aircraft Log Book

1.13.1 The Owner will properly record in the Aircraft log book all aircraft flight hours, cycles, landings, or calendar times as reasonably required by HBC for purposes of this Agreement and/or by any appropriate Airworthiness Authority. In addition, the Owner will report operating events, including abuse or damage to the Aircraft or any component, modifications, repairs and maintenance as prescribed by HBC instructions and/or those required by any appropriate Airworthiness Authority in the Aircraft log book. This information will be furnished to HBC from time to time upon reasonable request. The Owner further agrees to grant to the representative(s) of HBC access to the Aircraft and/or any component, and also to the Aircraft, auxiliary power unit and engine operation records upon the reasonable request of HBC. The Owner warrants to HBC that at all times, all information recorded in these logbooks or otherwise reported to HBC will be true and correct.

1.14 Failure to Provide Information

1.14.1 If the Owner fails to record and/or to provide to HBC any information required pursuant to the provisions of Sections 1.12 and 1.13 above to determine the Aircraft maintenance status or the maintenance and/or modification status of any unserviceable component, HBC will have the right to require that such unserviceable component be overhauled at the Owner's expense.

1.14.2 HBC will not reimburse the Owner for costs related to a claim if supporting information requested by HBC is not received from the Owner within fifteen (15) days from the date of such request and the claim is rejected due to the Owner’s failure to provide such information in a timely manner.


The Owner will properly record in the Aircraft log book all aircraft flight hours, cycles, landings, or y g g y gcalendar times as reasonably required by HBC for purposes of this Agreement and/or by any yappropriate Airworthiness Authority.

y g y yIn addition, the Owner will report operating events, including y g g

abuse or damage to the Aircraft or any component, modifications, repairs and maintenance as g yprescribed by HBC instructions and/or those required by any appropriate Airworthiness Authority in the y y y yAircraft log book. This information will be furnished to HBC from time to time upon reasonable request. gThe Owner further agrees to grant to the representative(s) of HBC access to the Aircraft and/or anyg g ( ) ycomponent, and also to the Aircraft, auxiliary power unit and engine operation records upon the y greasonable request of HBC. The Owner warrants to HBC that at all times, all information recorded in all these logbooks or otherwise reported to HBC will be true and correct.

that such unserviceable component be overhauled at the Owner's expense.expe

If the Owner fails to record and/or to provide to HBC any information required pursuant to the provisionsired pursuant to the pyof Sections 1.12 and 1.13 above to determine the Aircraft maintenance status or the maintenance status or the mainand/or modification status of any unserviceable component, HBC will have the right to require t, H right to require y



AARTICLE V STANDARD TERMS AND CONDITIONS

SECTION 1 - PAYMENT TERMS

1.1 Upon receipt of an invoice from HBC, all payments will be made in full by the Owner to an account designated by HBC. Terms of payment are net thirty (30) days from the date of the invoice for accounts in good standing with HBC and its subsidiaries. Such funds must be received by HBC within thirty (30) days of the date set forth on the invoice.

1.2 If payment to HBC specified in Section 1.1 above for the preceding month is not received by HBC within thirty days of the date set forth on the invoice interest will be charged at an interest rate of one and one-half percent (1 ½ %) per month on any unpaid balance.

1.3 All amounts payable under this Agreement is stated in terms of United States Dollars and must be paid in United States Dollars.

SECTION 2 - TERMINATION

2.1 At the request of the Owner, this Agreement may be terminated at any time before the expiration of the term of this Agreement provided

2.1.1 that either all applicable monthly service charges, flight hour charges, fees and Support Plus enrollment charges and fees, if applicable, paid by or for the benefit of the Owner to HBC on the termination date will not be less than the total retail price of all the benefits provided by HBC to the Owner or in the event that there is a deficit, the Owner will pay any such deficit to HBC on such termination date, and

2.1.2 any other amounts charged by HBC to the Owner pursuant to this Agreement will be paid by the Owneron such termination date.

2.2 HBC may, at any time, terminate this Agreement immediately on the day on which HBC sends a written notice of termination to the Owner in the event that:

2.2.1 the Owner has failed to perform any of its obligations under this Agreement and has not cured or remedied such failure to the reasonable satisfaction of HBC within a period of thirty (30) consecutive calendar days (five (5) days for nonpayment) after having been previously notified in writing by HBC to do so within such grace period; or

2.2.2 the Aircraft has been substantially damaged beyond economic repair; or

2.2.3 the Owner has filed a voluntary petition in bankruptcy; or

2.2.4 proceedings in bankruptcy have been instituted against the Owner and have not been dismissed within a period of thirty (30) calendar days thereafter; or

2.2.5 a Court of competent jurisdiction has taken and retained jurisdiction over the assets of the Owner for a period of at least thirty (30) calendar days; or

2.2.6 a receiver has been appointed with respect to the property of the Owner by a Court of competent jurisdiction and has not been discharged within a period of thirty (30) calendar days thereafter; or

2.2.7 the Owner has become insolvent or has suspended business; or

2.2.8 the Owner has made an assignment for the benefit of its creditors; or

2.2.9 the Owner no longer owns or operates the Aircraft.

all payments will be made in full by the Owner to an account designated by HBC. T


2.1 At the request of the Owner, this Agreement may be terminated at any time before the expiration of therminated at any time bef the exterm of this Agreement provided

2.1.1 that either all applicable monthly service chargeses, flight hour charges, fees and , flight hou arges, fees and Support Plus enrollment Suy g g ggcharges and fees, if applicable, paid by or for the benefit of thefor the benefit of Ownerwner to HBC on the termination date to HBCg ywill not be less than the total retail price of all the benefits provided by HBC to the f all the benefits pr y HBC t Owner or in the eventythat there is a deficit, the Owner will pay any such deficit to HBC on such termination date, anday a ch deficit to ch t

2.1.2 any other amounts charged by HBC to the the OwnerOw pursuant to this Agreement will be paid by the rsuant Ownery gon such termination date.

2.2.1 the Owner has failed to perform any of its obligations under this Agreement and has not cured or orm any of its obligay g gyremedied such failure to the reasonable satisfaction of HBC within a period of thirty (30) consecutive ch sonable satisfa y ( )calendar days (five (5) days for nonpayment) after having been prs (five (5 npaymen eviously notified in writing by HBC toy ( ( ) y( (do so within such grace period; orch grace per

2.2.2 the Aircraft has been substantially damaged beyond economic repair; orAir en substantially dama

2.2.3 thethe Ownerner has filed a voluntary petition in bankruptcy; ora voluntary pe

2.2.4 proceedings in bankruptcy have been instituted agproceedings in ban tcy h ainst the Owner and have not been dismissed within ayg yperiod of thirty (30) calendar days thereafter; orperiod of thirty (30) c end

2.2.5 a Court of competent jurisdiction has taken and retained jurisdiction over the assets of theof competen Owner for ajperiod of at least thirty (30) calendar days;f at least th or

2.2.6 a receiver has been appointed with respect to the property of the Owner by a Court of competent y yjurisdiction and has not been discharged within a period of thirty (30) calendar days thereafter; or



2.2.9 the Owner no longer owns or operates the Aircraft.

2.2 HBC may, at any time, terminate this Agreement immediately on the day on which HBC sends a writtenrminate this Agreement immediately y ggnotice of termination to thethe OwnerOwner in the evenin the event that:t that:



In the event of any termination of this Agreement pursuant to the provisions of this Section 2, the Owner will remain liable to the date of termination to pay to HBC any deficit between the total sum of all the monthly service charges and minimum flight hour charges (less administrative fees), plus Support Plus enrollment charges and fees, if applicable, paid to HBC by or for the benefit of the Owner pursuant to this Agreement and the total retail price of all the benefits provided by HBC to the Owner under the Plan. If the Owner fails to perform in accordance with any of the provisions set forth in this Agreement, the Owner hereby agrees to be liable and to pay for all reasonable attorney's fees, expenses and costs incurred by HBC in seeking recovery of any amount which the Owner has failed to pay to HBC.

SECTION 3 - TITLE AND RISK OF LOSS

3.1 HBC and the Owner warrants to each other that, for any component that is exchanged under the Plan,each party has, upon delivery of the component pursuant to Article IV Sections 1.3 or 1.4, as applicable, title to it free and clear of any and all mortgages, liens, charges, encumbrances or security interests whatsoever.

3.2 When a component exchanged under the Plan is shipped directly from HBC to the Owner, title to and risk of loss of or damage to a “direct shipped “ component exchanged under the Plan by HBC to the Owner will be transferred from HBC to the Owner upon delivery of the component EXW (Incoterms2000) at HBC’s Warehouse. Each party will, when required, deliver to the other all documents that are necessary to transfer title and to establish the actual release of all mortgages, liens, charges, encumbrances or security interests whatsoever.

3.3 Title to and risk of loss of or damage to any component exchanged under the Plan by the Owner to HBC will be transferred from the Owner to HBC upon delivery of the component EXW (Incoterms 2000) at HBC’s Warehouse. Each party will, when required, deliver to the other all documents that are necessary to transfer title and to establish the actual release of all mortgages, liens, charges, encumbrances or security interests whatsoever.


gIf the Owner fails to perform in y

accordance with any of the provisions set forth in this Agreement, the Owner hereby agrees to be liable and toy g y gpay for all reasonable attorney's fees, expenses and costs incurred by HBC in seeking recovery of any amount y ywhich the Owner has failed to pay to HBC.



SECTION 4 - CHARGES AND TAXES

4.1 Excluding charges for routine freight provided in Article III Section 1.1.11 above, any and all handling, packing, crating, transportation, taxes, duties, insurance or storage costs and any and all other costs incurred will be paid by the Owner.

4.2 The Owner or the Service Facility will, at its own cost or expense, adequately pack and crate for shipment any and all components to be returned to HBC under the Plan.

4.3 The Owner will be responsible to obtain, at its own cost, all permits, licenses, clearances or documents for the import or export of any component exchanged under the Plan.

4.4 Any and all monthly service charges and any and all other amounts to be paid or refunded by the Ownerto HBC pursuant to this Agreement will not include any sales, use, personal property, excise, consumption, goods and services, value added or any similar or any other taxes, duties, or assessments, including interest and penalties thereon, which may be levied, assessed or imposed by any governmental authority or agency on or as a result of this Agreement or the Plan or the Aircraft itself or any transaction under the Plan, or any other matters or things covered the Plan, to the extent imposed by law on HBC, or the Owner, as the case may be. The Owner will pay any such tax, duty or assessment, including interest and penalties thereon. HBC will notify the Owner of any such tax, duty or assessment, including interest and penalties thereon, that any governmental authority or agency is seeking to collect from HBC and the Owner agrees to promptly, but in no event later than ten (10) calendar days after receiving such notice, pay same directly to said governmental authority or agency, or to reimburse HBC for said tax, duty or assessment, including interest and penalties thereon, or to assume the defense against imposition thereof at its sole cost and expense, and to hold HBC harmless from such imposition. If the Owner does not make timely payment directly to said governmental authority or agency or timely defense, HBC may, at its own discretion, pay the asserted tax, duty or assessment, including interest and penalties thereon, and the Owner will thereupon reimburse HBC for any such payment and all reasonable costs and expenses incurred by HBC in accordance with the provisions of Article V Section 1 of this Agreement.

SECTION 5 - EXCUSABLE DELAY AND NONPERFORMANCE

5.1 The parties to the Agreement will be excused for failures and delays in performance of their respective obligations under this Agreement when the failure or delay is due to force majeure, including but not limited to, any enemy or war, whether declared or undeclared; civil commotion, insurrection, riot, embargo; or any legislation, act, order, directive, proclamation or regulation of any governmental or other duly constituted authority; or by labor strike, lock-out, walk-out, slow-down, or other labor trouble or industrial disturbance; acts of God or fire, explosion, earthquake, lightning, flood, drought, windstorm or other action of the elements, or other catastrophe or accident, epidemic or quarantine restrictions; or lack or shortage or delay in delivery of supplies, materials, accessories, equipment, tools or parts, delay or failure of subcontractors or suppliers for any reason whatsoever including mechanical breakdown, delay or failure of carriers; or other cause beyond the reasonable control of the affected party. This provision will not, however, release such party from using reasonable efforts to avoid or remove such causes, nor will it excuse or release such party from the payment of the compensation accrued under the terms of this Agreement prior to any of the above mentioned failures or delays in performance. Any party claiming such an excuse or delay for nonperformance will give prompt notice of the event or events to the other party.

5.2 In the event of any delay on the part of HBC in the performance of any of its obligations under the Planpursuant to the provisions of this Agreement due, indirectly or directly, to force majeure, or any other cause whatsoever, whether similar to those mentioned herein or of a different nature but beyond the control or without the negligence of HBC, HBC will not be responsible for any such delay and the time fixed or required for the performance of any obligation or responsibility in this Agreement will, at the option of HBC be extended for a period equal to the period during which any such cause and effects thereof persist.

shipment any and all components to be returned to HBC under the Plan.

4.3 The Owner will be responsible to obtain, at its own cost, all permits, licenses, clearances or documentsfor the import or export of any component exchanged under the Plan.

The Owner or the Service Facility will, at its own cost or expense, adequately pack and crate for y

gThe Th Owner will pay any such tax, duty orany such y y y y yy

assessment, including interest and penalties thereon. HBC will notify theHBC will n Ownerer of any such tax, duty or ny sug y y yyassessment, including interest and penalties thereon, that any governmental authority or agency isany governmental a thog y g y g yy gseeking to collect from HBC and the Owner agrees to promptly, but in no evegrees to p ptly, but in no event later than ten (10)ng g yg y ( )calendar days after receiving such notice, pay same directly to said governmental authority or agency, or same directly t d governmentaly g y y g y g yy gto reimburse HBC for said tax, duty or assessment, including interest and penalties thereon, or toassessment, inclu erest andy gassume the defense against imposition thereof at its sole cost and expense, and to hold HBC harmlessheereof at its sole co ensefrom such imposition. If the Owner does not make timely payment directly to said governmental do make tim nty y y gauthority or agency or timely defense, HBC may, at its own discretion, pay the asserted e, HBC at its o tax, duty ory g y y y y yassessment, including interest and penalties thereon, and thenalties th and the Ownerw will thereupon reimburse HBC for gany such payment and all reasonable costs and expenses incurred by HBC in accordance with the costs and ses incy yprovisions of Article V Section 1 of this Agreemon 1 of this Agreemeen



SECTION 6 - WARRANTY

6.1 Nothing in this Agreement will be construed to add, vary, modify, restrict, diminish, delete or cancel the warranty provided by HBC for the Aircraft under the Hawker Beechcraft Corporation Aircraft Purchase Agreement, if the Owner is entitled to the benefit of such warranty on the effective date of this Agreement.

6.2 Nothing in this Agreement will be construed to add, vary, modify, restrict, diminish, delete or cancel the warranty provided by HBP&D under the HBP&D Part Limited Warranty for parts and componentsacquired from HBP&D, whether used by HBC, a maintenance facility or the Owner, if the Owner is entitled to the benefit of such warranty during the term of this Agreement.

6.3 If the Aircraft or a component is entitled to the benefit of both this Agreement and a warranty referenced in Section 6.1 and 6.2 above or a warranty provided by a component manufacturer, as applicable, the applicable warranty provisions will control and satisfy any obligations before this agreement is effective.

6.4 The Owner acknowledges and agrees that all repairs and maintenance work under this Agreement will not be performed by HBC. The maintenance provider will provide all warranties relating to maintenance and repair work performed and HBC will not be liable for nor extend any warranty for the services performed by the maintenance provider.

6.5 THE OWNER HEREBY WAIVES ALL WARRANTIES, OBLIGATIONS, OR LIABILITIES, EXPRESSED OR IMPLIED ARISING BY LAW, IN CONTRACT OR IN TORT, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS OR OTHERWISE OR ANY IMPLIED CONDITION, AND ANY OTHER OBLIGATION OR LIABILITY ON THE PART OF HBC TO ANYONE OF ANY NATURE WHATSOEVER BY REASON OF THE OBLIGATIONS CREATED PURSUANT TO THIS AGREEMENT.

SECTION 7 - LIMITATION OF LIABILITY

7.1 HBC WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, MULTIPLE AND/OR PUNITIVE DAMAGES OF ANY KIND OR NATURE UNDER ANY CIRCUMSTANCES WHATSOEVER AND HOWSOEVER CAUSED, NOR FOR ANY LOSSES OR DAMAGES FOR OR ARISING OUT OF ANY LACK OR LOSS OF USE OF ANY AIRCRAFT OR ANY COMPONENT AND RELATED CONSUMABLES EXCHANGED OR NO CHARGE RENTAL COMPONENTS PROVIDED UNDER THE PLAN OR THIS AGREEMENT FOR ANY REASON WHATSOEVER.

SECTION 8 - SUPPORT SERVICES UNDER THE PLAN

8.1 The Owner hereby understands and agrees that:

8.1.1 support services provided under the Plan pursuant to the provisions of this Agreement may, with respect to the Aircraft, be performed, at any time and from time to time, by the Service Facility as HBC may in its own discretion decide and appoint; and,

8.1.2 where an ASC facility is appointed by HBC pursuant to the provisions of an Authorized Service Center Agreement, then the ASC will only have the power to exercise those rights or perform those obligations which the terms and conditions of the Agreement specifically provided to be exercised or performed by HBC.

SECTION 9 – WAIVER

9.1 The failure of either party at any time to require performance by the other party of any provision of this Agreement will not affect the right to require such performance at any time thereafter, and the waiver by either party of a breach of any provision of such Agreement will not constitute a waiver of any succeeding breach of the same.



SECTION 10 - APPLICABLE LAW AND DISPUTES

10.1 It is expressly understood and agreed that this Agreement will be interpreted according to and governed by the laws of the State of Kansas, U.S.A. as to all matters hereunder.

10.2 The parties agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply to this Agreement.

10.3 In the event of a dispute, at least one senior officer of each party will, prior to initiation of any legal proceedings, discuss the basis and nature of the dispute and identify the desired remedy(ies), and seek to resolve the dispute. Should such discussions not be successful in resolving the dispute within thirty (30) calendar days, the parties may, subject to mutual agreement, engage a mediator or other third party to aide the parties in resolving the dispute within the succeeding thirty (30) calendar days. Should both of these means to resolve the dispute fail, then, and only then, may litigation be pursued by either party. Any proceeding conducted in accordance with this Section 10 will be governed by the laws of the State of Kansas, without giving effect to its internal principles of conflict of laws.

10.4 EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY AGREESTHAT ANY ACTIONS OF PROCEEDINGS ARISING DIRECTLY OR INDIRECTLY IN CONNECTION WITH, OUT OF, RELATED TO OR FROM THIS AGREEMENT SHALL BE LITIGATED EXCLUSIVELY IN FEDERAL COURT HAVING SITUS WITHIN THE UNITED STATES OF AMERICA, STATE OF KANSAS. EACH OF THE PARTIES HEREBY IRREVOCABLY CONSENTS AND SUBMITS TO THE EXCLUSIVE JURISDICTION AND VENUE OF THE FEDERAL COURT LOCATED IN WICHITA, KANSAS.




SECTION 11 - APPENDICES

11.1 All appendices attached hereto are by this reference made a part of this Agreement. All appendices will automatically become void and be without further force or effect upon termination or expiration of this Agreement.

SECTION 12 - HEADINGS

12.1 The headings of the sections in this Agreement are inserted for convenience of reference only, are not part of this Agreement, and will not in any way affect the interpretation of this Agreement.

SECTION 13 - ENTIRE AGREEMENT

13.1 This Agreement and the matters referred to herein constitute the entire agreement between HBC and the Owner and will supersede and cancel all prior negotiations, representations, alleged warranties, statements, letters, acceptances, contracts, agreements, and communications, whether oral or written, between HBC and the Owner concerning all matters covered herein. No agreement or understanding varying the terms and conditions of this Agreement will have any affect unless it is in writing and signed on behalf of each party by its duly authorized representative. In the event of any inconsistency between this Agreement and any of the Appendices, the provisions of this Agreement will prevail.

IN WITNESS WHEREOF, the Owner and HBC have agreed to and accepted the terms and conditions set forth in this Agreement and the Appendices attached hereto, and caused the same to be approved and executed by their duly authorized representatives.

Signed by }By .................................................for and on behalf ofHAWKER BEECHCRAFT CORPORATION }Name .................................................

}Title .................................................“HBC”

NOTE: IN SIGNING THIS AGREEMENT THE OWNER ACKNOWLEDGES AND AGREES THAT: (A) THIS AGREEMENT WILL AUTOMATICALLY EXPIRE ON THE <<EXPIRATIONDATE>> AS SPECIFIED ABOVE IN ARTICLE II SECTION 2.1; (B) THE OWNER'S PLAN IS NOT PERMANENT AND MAY BE REVOKED OR TERMINATED PRIOR TO THE AFORESAID DATE FOR ANY OF THE REASONS SPECIFIED IN ARTICLE VSECTION 2, AND (C) THIS AGREEMENT DOES NOT CREATE OR VEST ANY LEGAL RIGHTS FOR OR IN THE OWNER WHICH ARE RENEWABLE, CONTINUOUS, LASTING, PERMANENT OR IRREVOCABLE IN NATURE OR SCOPE.

Signed by }By .................................................for and on behalf of<<HBC OWNER>> }Name .................................................

}Title ................................................. “the Owner”



AAPPENDIX A

SECTION 1 - DEFINITIONS

The following words or expressions, when used in this Agreement or in connection with the Plan, will have the meaning given to them below:

1.1 ABUSE

(a) The failure by the Owner to perform the proper maintenance, repair, or modification of the Aircraft, engine, APU or any component as required by any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions including, without limitation,HBC maintenance, repair and overhaul manuals, and any appropriate Airworthiness Authorities' requirements and/or airworthiness directives; or

(b) any use, operation, testing or storage of the Aircraft, engine, APU or any component not in accordance with accepted aircraft operation, maintenance practice or applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions; or

(c) any neglect, misuse, degradation, negligence or wrongful act or omission, unauthorized repair or modification adversely affecting the Aircraft, engine, APU or any component; or

(d) any accident, impact or foreign object damage or contamination resulting in damage, fatigue or unusual wear to the Aircraft, engine, APU or any component; or

(e) any operation of the Aircraft, engine, APU or component, for any reason whatsoever, beyond the limits set forth in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions; or

(f) any improper techniques or methods of performing labor such as the failure to follow applicable requirements of appropriate HBC manuals or any appropriate Airworthiness Authority document and/or generally accepted practices currently followed in the general aviation industry, or

(g) any removal, tampering, obliteration or destroying of HBC’s, or its supplier’s, identification mark, name or serial number from any part or component.

1.2 AIRCRAFTmeans the Hawker Beechcraft aircraft bearing the serial number as defined in Appendices to this Agreement operated by the Owner to which the Plan applies.

1.3 AIRCRAFT GEOGRAPHICAL MAINTENANCE LOCATION

means the worldwide geographical location from which Support Plus claims for inspections, heavy maintenance, parts and service originate.

1.4 AIRCRAFT PURCHASE AGREEMENTmeans the Purchase Agreement between HBC and the original purchaser of the Aircraft operated by the Owner to which the Plan or this Agreement applies.

1.5 AIRWORTHINESS AUTHORITYmeans the Federal Aviation Administration of the United States of America (or any successor thereof) or the equivalent regulatory authority with jurisdiction applicable to the Owner.



1.6 AIRCRAFT ON GROUND (AOG)means the highest priority designation to process a requirement for a spare part(s) and/or maintenance action where the Aircraft is unable to continue or be returned to service until appropriate action is taken without the possibility that the item can remain inoperable and/or unserviceable within the terms of the Minimum Equipment List (MEL), if applicable.

1.7 ATTACHING PARTmeans any part used to attach a component to the Aircraft which can be used more than once including, without limitation, standard aircraft hardware that is generally available from sources other than HBC, but excluding a part which, by design, is specific to the Aircraft.

1.8 AUTHORIZED SERVICE CENTER OR ASCmeans certain duly qualified service facilities appointed to perform support services, as appropriately rated by HBC, on behalf of HBC for the convenience of the Owner.

1.9 COMPONENTmeans any self-contained part or any combination of parts, sub-assemblies or units which performs a distinctive function in any operating system installed or incorporated in the Aircraft and covered by thePlan pursuant to the provisions of this Agreement.

1.10 CONSUMABLESmeans any item which, by design, is specific to HBC aircraft for any component installation or servicing and which can be used only once, but excluding readily available standard maintenance consumables, fluids and compounds, or standard aircraft hardware.

1.11 DESIGNATED SERVICE LIFEmeans the serviceable life (hours/cycles/calendar time) of any component defined by maximum permitted life, service life restrictions or temporary life restrictions as listed in any applicable publications or instructions. Any component will be removed from service immediately after having achieved its designated service life in order to be overhauled, refurbished or replaced, as may be applicable. For purposes of this definition, "service life restrictions" means the point(s) in time specified by HBC and/or any of its suppliers when any component will be refurbished or replaced; and "temporary life restrictions" means the point(s) in time specified by any appropriate Airworthiness Authority when any component will be overhauled, refurbished or replaced, as may be applicable.

1.12 DISCRETIONARY INSPECTIONmeans any premature inspection of the Aircraft or its components, at the Owner's discretion or convenience, prior to achieving the applicable inspection interval or tolerance as specified in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions including, without limitation, HBC Aircraft Maintenance Manual and/or that is not in compliance with all appropriate Airworthiness Authorities' requirements and/or airworthiness directives.

1.13 DISCRETIONARY REMOVALmeans any premature removal of a component, at the Owner's discretion or convenience, prior to achieving the applicable designated service life, wear limit, tolerance or allowance specified in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions including, without limitation, HBC Aircraft Maintenance Manual.

1.14 EAGLE SERVICE PLAN (ESP®)means a Service Program offered and administered by Pratt & Whitney Canada Inc. for the exchange or supply of materials or labor related to the Pratt & Whitney engines installed on the Aircraft in consideration of the monthly payment of a service charge as per the terms and conditions of the ESP contract.



1.15 FAULT NOT FOUNDmeans labor performed with the intent to repair, rectify or troubleshoot any condition or component, or the removal of any component which is returned to HBC and/or to any supplier or repair or overhaul facility designated by HBC which, after investigation by HBC is found to be serviceable, resulting in no change or no findings confirmed due to the condition and/or component(s) which is or are within serviceable limits as per the appropriate manuals.

1.16 FLAT-RATE CHARGESmeans charges for labor hour reimbursement where HBC, in its sole and absolute discretion, has established a flat-rate labor allowance that, after taking into consideration the normal requirements for accomplishing a maintenance task on the Aircraft, consists of a nominal quantity of labor hours for accomplishing such work, including labor for gaining access to, inspecting, checking, troubleshooting, removing, repairing, refurbishing or overhauling, or replacing any component and related consumables for each scheduled and/or unscheduled maintenance task covered pursuant to the Plan. Costs associated with such work by the Service Facility will be the responsibility of HBC, only to the extent of the HBC flat-rate labor allowance referenced above multiplied by the applicable facility’s labor rate as defined under the Plan. HBC will not be responsible for any costs over and above the flat-rate labor allowance amount that would have been charged by or to HBC for like or similar work at the Service Facility.

1.17 HOURLY RATEmeans the flight hour rate established at the effective date of the agreement and includes anadministration fee of $16.00 per flight hour that will not be refundable in the event of termination or expiration of this Agreement

1.18 LABORmeans the maintenance labor hours of work expended directly on the Aircraft or removed components to complete the maintenance task.

1.19 LABOR RATEmeans labor charges for standard non-overtime labor hours at the facility’s current posted shop rate or labor rate agreed upon by HBC for the purposes of the Plan, whichever is lower, and excluding any overtime premium and/or call-out charges.

1.20 MAINTENANCE SERVICE PLAN (MSP®)means a Service Program offered and administered by Honeywell International for the exchange or supply of materials or labor related to the Honeywell Inc. engines or auxiliary power unit, as applicable, installed on the Owner's aircraft in consideration of the monthly payment of a service charge as per the terms and conditions of the MSP contract.

1.21 MEDAIREMeans a Service Program offered and administered by MedAire, Inc. for the supply of goods and services.

1.22 OVERHAULmeans to make any component serviceable by disassembling, inspecting, replacing, or repairing failed, damaged or worn parts of such a component including, where necessary, compliance with applicable service bulletins, if required for certification, to achieve operating or design tolerances. An overhauled component will be certified to have zero time for purpose of designated service life, unless otherwise specified.

1.23 PLANmeans the Support Plus Maintenance Plan, also otherwise known as “Support Plus”, offered to the Owner for the Aircraft and administered by the terms and conditions of this Agreement.

1.24 HBP&Dmeans Hawker Beechcraft Parts and Distribution, HBC’s wholly owned subsidiary responsible for the inventory and distribution of parts, components, tooling and ground support equipment, publications and other technical data obtained from HBC.



1.25 REFURBISH OR REFURBISHMENTmeans to restore or recertify any component using written procedures to allow such a component to continue to be or remain serviceable.

1.26 REPAIRmeans to make any component serviceable by disassembling, inspecting, replacing, or repairing failed or damaged parts of such a component including, where necessary, compliance with applicable service bulletins, if required for certification.

1.27 ROUTINE FREIGHTmeans ground and/or non-expedited shipments by common carriage associated with the exchange of components and the supply of related parts and/or consumables covered pursuant to the Plan from a HBC or HBP&D warehouse directly to the Owner or directly to the aircraft location. Such routine freight is coded by HBC as “AAA”.

1.28 ROUTINE LABORmeans labor performed by the Owner for the servicing of the Aircraft, engines or APU including, without limitation, fuel, lubrication oil, hydraulic oil, de-ice or anti-ice fluids water/ waste, oxygen, tires, general inspection and condition, cleaning and preflight or post flight inspections and any other maintenance activity similar in nature.

1.29 SCHEDULED COMPONENT REMOVALmeans the removal of any component occurring as a result of such a component having achieved its designated service life or being within a grace period of fifty (50) hours or fifty (50) cycles or one (1) month, as applicable, from achieving its designated service life.

1.30 SCHEDULED INSPECTIONmeans any inspection performed at intervals defined in the current applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions as revised from time to time including, without limitation, HBC Aircraft Maintenance Manual and/or that is in compliance with all appropriate Airworthiness Authorities' requirements and/or airworthiness directives to maintain an item in a serviceable condition by systematic inspection, detection, functional and/or operational checks to ensurea satisfactory operating condition as defined by the limits, tolerances or allowances.

1.31 SERVICEABLE COMPONENT OR SERVICEABLEmeans any component that is in a satisfactory operating condition as defined by the limits, tolerances or allowances set forth in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions, and/or that is in compliance with all appropriate Airworthiness Authorities' requirements and/or airworthiness directives.

1.32 SERVICE FACILITYmeans the appropriately rated Hawker Beechcraft Services facility for the purposes of conducting all scheduled inspection requirements and all unscheduled maintenance requirements required on the Aircraft. The appropriately rated Hawker Beechcraft Corporation Authorized Service Center is also included in the definition of Service Facility and may perform certain unscheduled maintenance requirements and certain scheduled inspection requirements as defined in Article III, Section 1.2.2 and 1.2.3, above. The appropriately rated Hawker Beechcraft Corporation Authorized Service Center is also included in the definition of Service Facility for the purpose of conducting all scheduled inspection requirements and all unscheduled maintenance required on the Aircraft for Owners with a base of operation outside of the United States of America.

Approved Maintenance Article and Section Ref

Hawker Beechcraft Services

Authorized Service Center

Authorized Service CenterOutside of USA

Article III, Section 1.2.1Article III, Section 1.2.2Article III, Section 1.2.3



1.33 TOTAL ASSURANCE PLAN (TAP®)means a Service Program offered and administered by Williams International for the exchange or supply of materials or labor related to the Williams International engines installed on the Aircraft in consideration of the monthly payment of a service charge as per the terms and conditions of the TAP contract.

1.34 UNSCHEDULED COMPONENT REMOVALmeans the removal of any component occurring as a result of the determination, by HBC and/or any supplier designated by HBC following investigation, of the existence of a malfunction and/or discrepancy.

1.35 UNSCHEDULED INSPECTIONmeans any inspection to ensure a satisfactory operating condition as defined by the limits, tolerances or allowances set forth in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions, with an inspection interval not specified by an inspection interval in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions including, without limitation, HBC Aircraft Maintenance Manual and/or that is in compliance with all appropriate Airworthiness Authorities' requirements and/or airworthiness directives.

1.36 UNSCHEDULED MAINTENANCEmeans any maintenance performed to restore any component to a serviceable condition occurring as a result of a confirmed malfunction and/or discrepancy.

1.37 UNSERVICEABLE COMPONENT OR UNSERVICEABLEmeans any component that is not in a serviceable condition as defined by the limits, tolerances or allowances set forth in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions, and/or that is not in compliance with all appropriate Airworthiness Authorities' requirements and/or airworthiness directives.

Unless specifically defined above, terms of art or technical terms or expressions used in this Agreement or in connection with the Plan will have the meaning ascribed to them in the Air Transport Association’s ATA Common Support Data Directory or the commonly accepted meaning used for them in the general aviation industry.




THIS PAGE INTENTIONALLY BLANK



AAPPENDIX B

Support+ Monthly Status Reporting Card

A/C Serial No.

Company

Reporting Month/Year

E-mail

Date of Report

Phone Number

Reported By

Fax

Aircraft Utilization:TotalHours

TotalLandings

A. At end of reporting month F. At end of reporting month

B. At end of previous month - G. At end of previous month -

C. Total Hours for reportingmonth (Item A minus B)

H. Total Landings for reporting month(Item F minus G)

* Complete this Monthly Status Card forward to:

Hawker Beechcraft CorporationFAX: +1.316.671.3060Phone: +1.316.676.6995Attention: Support Plus Billing

This report may also be e-mailed to: [email protected]

This report may also be accessed and submitted on line at: http://www.hawkerbeechcraft.com/customer_support/support_plus/

* This must be received within 6 calendar days of the end of each month even if no hours flown.






AAPPENDIX C

SERVICE BULLETINS REQUIRED FOR ENROLLMENT

1. In accordance with Article II Section 6.2 of this Agreement, at the sole and complete discretion of HBC, the Owner agrees, at its own cost or expense, to incorporate the latest revision of (i) all HBC Mandatory Service Bulletins, (ii) all Recommended Service Bulletins having a specified compliance requirement prior to exceeding the compliance requirement for these types of Service Bulletins issued prior to the effective date of this Agreement as applicable to the Aircraft (iii) all Recommended Service Bulletins in the attached list prior to being entitled to any of the benefits of the Plan. Proof of compliance will be required to determine Service Bulletin incorporation. The Plan will not provided coverage for any service bulletin issued prior to enrollment and service bulletins previously offered at no charge to the Owner for which the Owner has exceeded the deadline specified by HBC and/or its suppliers for ordering or installing the related components or kits.

gOwner agrees, at its own cost or expense, to incorporate the latest revision of (i) all HBC Mandatory Service (i) all HBCgBulletins,

( ) y((ii) all Recommended Service Bulletins having a specified compliance requirement prior to compliance req( ) g

exceeding the compliance requirement for these types of Service Bulletins issued prior to the effective datens issued prior to thg yof this Agreement as applicable to the Aircraft (iii) all Recommended Service Bulletins in the attached list Service Bulletins in the attg ( )prior to being entitled to any of the benefits of the Plan. Proof of compliance will be required to determine will be required to deg yService Bulletin incorporation. The Plan will not provided coverage forra any service bulletin issued prior to ce bulletin issuedg yenrollment and service bulletins previously offered at no charge to the arg Owner for which thewhich the Owner has y ggexceeded the deadline specified by HBC and/or its suppliers for ordering or installing the related componentss for ordering or installing relateor kits.







APPENDIX D

Comments: ____________________________________________________________

________________________________________________________________

Support+ Notification of Aircraft Sale or Registration Number change

A/C Serial No.

Date of Notification

Agreement No.

Name on Agreement

Reported By

Phone Number

Fax Number

Email

Sold In process of sale Registration Number Change

Date of Sale/Registration Number Change: ____________Hours at Sale/Registration Number Change: ___________Landings at Sale/Registration Number Change: ___________

Registration Number Change from ___________ to ___________

Prospective/New Owner Name: ______________________________

Address: ________________________________________________

________________________________________________

________________________________________________

Phone Number: __________________________________________

Fax Number: ____________________________________________

Contact Name: ___________________________________________

Email Address: __________________________________________

* Complete this Notification and forward to:

Hawker Beechcraft CorporationFAX: +1.316.671.3060Phone: +1.316.676.0448Attention: Support Plus

This notification may also be e-mailed to: [email protected]


EXHIBIT B2

Hawker 4000 Support Plus Agreement


H-4000 Sample (Pre-Paid) April 2011.docx April 2011 Page :i

HawkerÿBeechcraftÿCorporationÿPre-PaidÿSupportÿPlus

SAMPLEAGREEMENTÿ

FOR

<<HAWKER 4000 OWNER>>


H-4000 Sample (Pre-Paid) April 2011.docx April 2011 Page :ii

Beechcraft and Hawker are registered trademarks of Hawker Beechcraft Corporation. Collins Avionics Service Plan and CASP are registered trademarks of Rockwell Collins. Honeywell Service and Support Plan, HSPP, Maintenance Service Plan and MSP are registered trademarks of Honeywell International. Eagle Service Plan and ESP are registered trademarks of Pratt & Whitney Canada. Total Assurance Plan and TAP are registered trademarks of Williams International.


H-4000 Sample (Pre-Paid) April 2011.docx April 2011 Page :iii

TABLE OF CONTENTS

HAWKERÿBEECHCRAFTÿCORPORATIONÿSUPPORTÿPLUS ..........................1

AARTICLEÿIÿCONTACTÿINFORMATION ........................................................................3

SECTION 1 – CONTACTS, NOTICES and BILLING ................................................................................ 3

ARTICLEÿIIÿPROGRAMÿTERMSÿANDÿHOURLYÿRATES .............................................5

SECTION 1 – ELIGIBLE AIRCRAFT AND AIRCRAFT ENROLLMENT................................................... 5

SECTION 2 - TERM OF THE AGREEMENT.............................................................................................. 5

SECTION 3 - GUARANTEED PRE-PAID BASIS ...................................................................................... 5

SECTION 4 - AIRCRAFT ENROLLMENT AND COMPONENT CONDITION........................................... 7

SECTION 5 – TRANSFER OF AGREEMENT............................................................................................ 8

ARTICLEÿIIIÿÿCOVERAGEÿUNDERÿTHEÿPLAN ............................................................9

SECTION 1 – COVERED UNDER THE PLAN .......................................................................................... 9

SECTION 2 – EXCLUDED FROM COVERAGE UNDER THE PLAN ..................................................... 11

ARTICLEÿIVÿÿPROCEDURESÿUNDERÿTHEÿPLAN.....................................................14

SECTION 1 - AIRCRAFT OPERATION, LABOR AND COMPONENT EXCHANGE ............................. 14

ARTICLEÿV ÿSTANDARDÿTERMSÿANDÿCONDITIONS..............................................21

SECTION 1 – PAYMENT TERMS............................................................................................................ 21

SECTION 2 - TERMINATION ................................................................................................................... 21

SECTION 3 - TITLE AND RISK OF LOSS............................................................................................... 22

SECTION 4 - CHARGES AND TAXES .................................................................................................... 22

SECTION 5 - EXCUSABLE DELAY AND NONPERFORMANCE .......................................................... 23

SECTION 6 - WARRANTY ....................................................................................................................... 23

SECTION 7 - LIMITATION OF LIABILITY ............................................................................................... 24

SECTION 8 - SUPPORT SERVICES UNDER THE PLAN ...................................................................... 24

SECTION 9 - WAIVER…………………………………………………………………………………………...24


H-4000 Sample (Pre-Paid) April 2011.docx April 2011 Page :iv

SECTION 10 - APPLICABLE LAW AND DISPUTES ..............................................................................25

SECTION 11 - APPENDICES ...................................................................................................................25

SECTION 12 - HEADINGS .......................................................................................................................25

SECTION 13 - ENTIRE AGREEMENT .....................................................................................................26

AAPPENDIXÿÿA .............................................................................................................. 28

APPENDIXÿÿB ................................................................................................ 34

APPENDIXÿÿC .............................................................................................................. 36

APPENDIXÿÿD .............................................................................................................. 38

APPENDIXÿÿE .............................................................................................................. 40



H-4000 Sample (Pre-Paid) April 2011.docx April 2011 Page : 1

HawkerÿBeechcraftÿCorporationÿPre-PaidÿSupportÿPlus

AGREEMENT

This Hawker Beechcraft Corporation Pre-Paid Support Plus AGREEMENT No. <<CONTRACT NO.>>(hereinafter, the “Agreement”) is entered into effective as of the <<Effective Date>> by and between

HAWKER BEECHCRAFT CORPORATION

a company incorporated under the laws of the State of Kansas, U.S.A., with its principal place of business at 10511 E. Central Wichita, KS 67206 (hereinafter called “HBC”).

- AND -

<<HAWKER BEECHCRAFT OWNER>>

a company organized pursuant to the laws of <<Legal Jurisdiction>> with its principal place of business at <<Address01>>, <<Address02>>, <<Address03>> <<Address04(hereinafter called “the Owner").

This Agreement shall be effective as of the date and flight hours recorded on the Certificate of Final Acceptance (hereinafter the “Certificate of Final Acceptance”) issued pursuant to the Aircraft Purchase Agreement entered into by and between HBC and the Owner pertaining to the Aircraft



WHEREAS HBC manufactures and sells various models of quality aircraft under the trade names and trademarks of “Hawker” and “Beech” ;

WHEREAS the Owner intends to purchase and/or operate Hawker Beechcraft Aircraft;

WHEREAS HBC offers to Owners of Hawker Beechcraft Aircraft the Support PLUS Pre-Paid MaintenancePlan, also otherwise known as “Support Plus” or “the Plan,” which provides selectable options for comprehensive maintenance support of

labor for scheduled inspections, maintenance and component removals,

parts for scheduled inspections, maintenance and component removals,

labor for unscheduled inspections, maintenance and component removals,

parts for unscheduled inspections, maintenance and component removals, and

service bulletin coverage

for the Hawker Beechcraft Aircraft, avionics equipment and other parts, components and systems which are installed on the Aircraft;

WHEREAS the Owner desires to avail itself of the benefits of the Support Plus Plan;

NOW, THEREFORE, in consideration of the mutual terms and conditions herein contained, HBC and the Owneragree as follows:



AARTICLEÿIÿCONTACTÿINFORMATION

SECTION 1 – CONTACTS, NOTICES and BILLING

1.1 Each party agrees to notify the other party of any change to the contact information referenced herein. The Owner further agrees to notify HBC of any change in registration of the Aircraft or of any pendingsale or actual Aircraft title transfer using Appendix E, attached hereto.

1.2 Until changed by written notice, given by either party to the other, the contact addresses and numbers of the parties for the purposes of this Agreement will be as follows:

In the case of HBC:

HAWKER BEECHCRAFT CORPORATION10511 East CentralWichita, Kansas 67206USAby telefacsimile to: 316.671.3060

For the attention of:Manager, Support Plus ProgramsDepartment 854

and in the case of the Owner:

<<OWNER>><<Address11>><<Address12>><<ADDRESS14>>

by telephone to:by telefacsimile to:by e-mail to:

<<Opsphone>><<OpsFax>><<Opse-mail>>


<<OpsContact>><<OpsContactTitle>>

1.3 Any formal notice or communication required or permitted under this Agreement will be in writing and deemed sufficiently given if said notice or communication is personally delivered, sent by registered or certified mail (return receipt requested), or sent by means of tested telefacsimile to the party to whom the notice is to be given. Any notice or communication which is delivered in person or sent by means of tested telefacsimile will be deemed to be served effective as of the date the notice or communication is delivered or sent, as applicable. Any notice or communication which is sent by registered or certified mail (return receipt requested) will be deemed to be served seven (7) days after the date it is postmarked to the addressee, postage prepaid. Notices so sent will be deemed to be received upon actual receipt by the receiving party.



1.4 Until changed by written notice, given by either party to the other, the billing addresses and numbers of the parties for the purposes of this Agreement will be as follows:

<<BILLING PARTY>><<Address11>><<Address12>><<ADDRESS14>>

by telephone to:by telefacsimile to: by e-mail to:

<<BPphone>><<BPFax>><<BPemail>>


<<BPContact>><<BPContactTitle>>




AARTICLEÿIIÿPROGRAMÿTERMSÿANDÿHOURLYÿRATES

SECTION 1 – ELIGIBLE AIRCRAFT AND AIRCRAFT ENROLLMENT

1.1 HBC will provide the Owner with a Pre-Paid Support Plus Maintenance Plan which will include options selected by the Owner that provide comprehensive parts and labor coverage for scheduled and unscheduled maintenance, including but not limited to, inspections, maintenance, troubleshooting and component replacement which is necessary to maintain the continued airworthiness of the Aircraft.

1.2 HBC and the Owner have entered into agreement as of the effective date of this Agreement and theOwner agrees to the following:

1.2.1 Aircraft Serial NumberThe <<AircraftModel>> Aircraft bearing serial number _<<AIRCRAFTSERIALNO>> isoperated by the Owner and is the Aircraft to which the Plan applies.

1.2.2 Aircraft Starting Hours and LandingsAgreement will start AS OF THE HOURS AND LANDINGS RECORDED ON THE CERTIFICATE OFFINAL ACCEPTANCE.

1.2.3 Aircraft Geographical Maintenance LocationThe Owner’s primary area of maintenance will be <<Within the Americas/Outside the Americas.>>

SECTION 2 - TERM OF THE AGREEMENT

2.1 The term of this Agreement will commence on the effective date and flight hours set forth on the Certificate of Final Acceptance and will expire <<MONTHS>> or <<FLIGHT HOURS>>THEREAFTER, WHICHEVER OCCURS FIRST, unless terminated earlier as provided for under this Agreement.

SECTION 3 - GUARANTEED PRE-PAID BASIS

3.1 The guaranteed Pre-Paid basis, provided by HBC, is based on the Owner maintaining the Aircraft in the geographical location defined in Section 1.2.3 above and meeting the following Aircraft Utilization Assumptions and Conditions:

3.1.1 The guaranteed coverage basis applies to the “as delivery” configuration of the Aircraft;

3.1.2 The Aircraft will operate an average of 1.25 flight hours per landing;




3.1.3 If the Aircraft average flight hours to landings is less than 1.25 flight hour per landing in any twelve (12) month period from the effective date, or an anniversary of the effective date, HBC will invoice the Owneran Excess Landing Charge for each hour flown in the prior 12 month period. The hourly rate for the excess landing charges are as follows:

FLIGHT HOURS PER LANDING

EXCESS LANDING CHARGE PER HOUR

1.25 $ 0.001.20 $ 3.97 1.15 $ 8.28 1.10 $ 13.00 1.05 $ 18.15 1.00 $ 23.82 0.95 $ 30.10 0.90 $ 37.06 0.85 $ 44.85 0.80 $ 53.60 0.75 $ 63.53

<0.75 As Calculated by HBC




SECTION 4 - AIRCRAFT ENROLLMENT AND COMPONENT CONDITION

4.1 At the sole discretion of HBC, the Owner will not, under any circumstances whatsoever, be entitled to any of the benefits of The Plan unless and until the following enrollment conditions as indicated [ ]below are met to the satisfaction of HBC:

4.1.1 [ ] For Aircraft enrolled into the Plan upon initial delivery into service, or upon the purchase of the Aircraft from HBC resale, HBC agrees to waive compliance by the Owner with the provisions of this Section 4.1.1 and 4.1.2.

[ ] For Aircraft enrolled into the Plan after initial delivery into service, the Owner, at its own cost, makes its Aircraft available to HBC at a mutually acceptable date and Hawker Beechcraft Services (“HBS”) location, to allow HBC in the presence of any representative of the Owner, to perform, at the expense of the Owner, an initial inspection and flight test of the Aircraft to determine the maintenance status of the Aircraft, and the condition and use of any and all components on the Aircraft covered under the Plan.

4.1.2 [ ] The Owner, at its own cost, corrects any and all deficiencies identified by HBC in any component on the Aircraft covered under the Plan to the satisfaction of HBC.

4.2 [ ] The Owner, at its own cost or expense, will comply with all HBC mandatory service bulletins issued prior to the effective date of this Agreement as well as all HBC recommended service bulletins issued prior to the effective date of this Agreement having a HBC specified compliance deadline. The Owner will comply with all the HBC service bulletins referred in this Section 6.2 prior to being entitled to any of the benefits of the Plan, or within the compliance deadline specified in any applicable service bulletin, unless such period or deadline is extended in writing by HBC. If the Owner fails to perform its obligations under this Section 6, HBC, at its sole and complete discretion, will have the right either to suspend any of the benefits of the Planto which the Owner is entitled until the Owner fulfills its obligations hereunder or to terminate the Agreement in accordance with the provisions of Article V Section 2 of this Agreement.

4.3 [ ] The Owner, at its own cost and expense, will enroll all Engines and/or APU’s in the applicable manufacturer’s maintenance service program applicable to each such engine and/or APU installed in the Aircraft such as, but not limited to, Honeywell’s Maintenance Service Plan (MSP) or Pratt & Whitney’s Eagle Service Plan (ESP), if such Engines and/or APU’s are not currentlyenrolled in the applicable manufacturer’s maintenance service program.

4.4 [ ] In addition, the Owner will make a one-time payment to HBC for reserves of future maintenance that will occur during the term of this Agreement and for use on all time and wear limited components covered pursuant to the Plan accumulated prior to the enrollment inspection. This payment will be taken into account in any calculation of a Support Plus Bonus under Article II Section 8 of the Agreement.

4.5 [ ] For Aircraft enrolled into the Plan upon initial delivery into service, or upon the purchase of the Aircraft from HBC resale, HBC agrees to waive compliance by the Owner with the provisions of this Section 4.4.




SECTION 5 – TRANSFER OF AGREEMENT

5.1 The Owner hereby understands and agrees as indicated [ ] below that:

[ ] For Aircraft enrolled into the Plan, this Agreement together with the rights and/or obligations of the Owner hereunder may be assigned or transferred, in whole by the Owner provided that HBC has given its prior written consent to such assignment. HBC reserves the right to offer such transfer ofthe Agreement subject to subsequent owner or Owner creditworthiness and HBC’s usual and customary background check and denied parties screening. In event of such a transfer, the Agreement will expire at the original expiration date set forth in Article II Section 2.1.

5.2 The Owner agrees to notify HBC of any change to the Aircraft registration number in accordance with Article I Section 1.1 of the Agreement or of any pending sale or actual Aircraft title transfer usingAppendix E, attached hereto.




AARTICLEÿIIIÿÿCOVERAGEÿUNDERÿTHEÿPLAN

SECTION 1 – COVERED UNDER THE PLAN

The Plan will provide only the following coverage, including those as selected by the Owner andindicated [ ] below, if applicable:

1.1 [ ] Components and Consumables Coverage

1.1.1 The exchange of components and the supply of related parts and/or consumables as further defined below associated with the Aircraft, and its engines, propellers, APU’s, as selected under the plan, and other parts, components and systems which are installed on the Aircraft with respect to the Aircraft in the original configuration in which it was delivered into service by HBC to the first purchaser of the Aircraft, and as subsequently modified by HBC service bulletins, but prior to and/or excluding modifications or installations by Supplemental Type Certification (STC) or other similar actions.

1.1.2 Avionics parts and components, and/or services will be administered and provided directly to the Ownerby the respective manufacturer; however, the payment for such parts and/or services is included in Support Plus.

1.1.3 All components covered pursuant to the Plan required for scheduled component removals and scheduled maintenance requirements as defined in Hawker Beechcraft Aircraft Maintenance Manual, and for unscheduled component removals.

1.1.4 All consumables covered pursuant to the Plan required for the components referred to in Section 1.1.3 above.

1.1.5 Kits or components as defined by the service bulletin required to install all HBC mandatory service bulletins covered pursuant to the Plan and issued after the effective date of this Agreement.

1.1.6 Kits or components as defined by the service bulletin required to install all HBC recommended service bulletins covered pursuant to the Plan issued after the effective date of this Agreement.

1.1.7 Replacement components covered pursuant to the Plan for HBC mandatory and recommended service bulletins installed on the Aircraft prior to the effective date of this Agreement.

1.1.8 Replacement components covered pursuant to the Plan for any of those optional service bulletins issued by HBC that are purchased and installed on the Aircraft at the Owner’s expense.

1.1.9 Charges for routine freight (AAA) shipments from a HBC warehouse or a warehouse of HBC’s wholly owned spare parts subsidiary, Hawker Beechcraft Parts and Distribution (“HBP&D”) to the Owner, upon receipt of a valid claim under the Plan, associated with the exchange of components and the supply of related parts and/or consumables covered pursuant to the Plan.

1.2 [ ] Comprehensive Scheduled and Unscheduled Maintenance Labor Coverage

1.2.1 Flat-rate charges for labor to accomplish work such as gaining access to, inspecting, checking, or reassembly accomplished by an appropriately rated HBS facility for all scheduled inspections with intervals of 600 hours or greater as listed in the Aircraft Maintenance Schedule. Owners with a base of operation greater than 1500 nautical miles of an appropriately rated HBS facility may use an appropriately rated Authorized Service Center (ASC).


H-4000 Sample (Pre-Paid) April 2011.docx April 2011 Page :10

1.2.2 Flat-rate charges for labor to accomplish work such as gaining access to, inspecting, checking, orreassembly accomplished by an appropriately rated HBS or ASC facility, as the case may be, for all scheduled maintenance with requirement periods of less than 600 hour intervals as listed in the Aircraft Maintenance Schedule and unscheduled inspection requirements covered pursuant to the plan.

1.2.3 Flat-rate charges for labor to accomplish work such as gaining access to, inspecting, checking, troubleshooting, rigging, removing, repairing, refurbishing or overhauling, or replacing any component and related consumables accomplished by an appropriately rated HBS or ASC facility, as the case may be, for all scheduled and unscheduled maintenance requirements covered pursuant to the Plan.

1.2.4 Flat-rate charges for limited labor for troubleshooting accomplished by an appropriately rated HBSfacility or an appropriately rated ASC facility, as the case may be, for all unscheduled maintenance requirements covered pursuant to the Plan. Such troubleshooting will be limited to an additional fifteen percent (15%) of the published flat-rate labor allowance or one (1) labor hour, whichever is greater, used to remove and replace the item claimed under the Plan unless otherwise directed by HBC.

1.2.5 Flat-rate charges for limited labor for minor inspection requirements of less than Twelve (12) months or 600 hour intervals as listed in the “Miscellaneous Inspections” section of the Aircraft Maintenance Schedule and removal and replacement of wheels, tires and light bulbs. Reimbursement for such labor will be at the rate of $30 per hour or such higher rate as is established by HBC as its standard Owner support labor rate and HBC’s flat rates in effect at that time.

1.2.6 Flat-rate charges for limited labor performed by a local repair facility to accomplish certain work when the Aircraft is Aircraft on Ground (“AOG”) as further defined in this Agreement.

1.2.7 Labor as defined by the service bulletin required to install all HBC mandatory and recommended service bulletins covered pursuant to the Plan issued after the effective date of this Agreement.

1.2.8 Labor required to replace such components covered pursuant to the Plan for HBC mandatory and recommended service bulletins installed on the Aircraft prior to the effective date of this Agreement.

1.3 Labor required to replace such components covered pursuant to the Plan for any of those optional service bulletins issued by HBC that are purchased and installed on the Aircraft at the Owner’sexpense.

1.4 [N/A] Engine and APU Service Program Coverage

1.4.1 Engine and APU parts and components, and/or services, administered and provided directly to the Owner by the respective manufacturer’s maintenance service program applicable to such engine or APU installed in the Aircraft such as, but not limited to, ESP, MSP or TAP.

1.5 [N/A] Propeller Coverage

1.5.1 Propellers and related consumables covered pursuant to the Plan required for scheduled propeller removals, if applicable.




SECTION 2 – EXCLUDED FROM COVERAGE UNDER THE PLAN

2.1 The Plan will not provide any coverage whatsoever for the following items:

2.1.1 Any charges for components and/or labor resulting from work such as, but not limited to, gaining access to, inspecting, checking, troubleshooting, rigging, removing, repairing, refurbishing or overhauling, or replacing any component and related consumables accomplished by an appropriately rated HBS orASC facility, as the case may be, with respect to any engine or APU and/or engine or APU parts or components, and/or propellers or related components unless applicable coverage is selected by theOwner pursuant to the Plan.

2.1.2 Any charges incurred resulting from modification, installation and/or maintenance with respect to any optional equipment or modifications incorporated in the Aircraft, engines, auxiliary power unit, equipment, outfitting or avionics modifications or installations by STC not installed by HBC or under HBC’s direction, or other similar actions incorporated in the Aircraft by the Owner.

2.1.3 All charges for any and all labor performed by the Owner, and/or all charges for any and all labor, if selected under the Plan, performed by, or on behalf of, the Owner which are: (i) labor overtime and/or premium charges, or (ii) beyond allowed flat-rate labor charges and/or a reasonable number of hours, or (iii) labor charges beyond a reasonable value as covered pursuant to the Plan and authorized and/or directed by HBC for the maintenance task performed, or (iv) discretionary inspection or removal at the direction of the Owner, or (v) preparation of the Aircraft for maintenance, cleaning, handling or towing, or (vi) routine labor as defined pursuant to the Plan.

2.1.4 All charges incurred in rendering services pursuant to the Plan at the express request of the Owner atlocations other than an appropriately rated HBS or ASC facility for all types of tooling fees, hangar fees or any related airport fees, or travel-related expenses including, but not limited to, travel, living and lodging expenses related to AOG repairs. Such expenses will be the responsibility of the Owner andwill be paid by the Owner, or if paid by HBC, in its own discretion, reimbursed by the Owner to HBC in accordance with the payment provisions of this Agreement. The limitation set forth above does not apply to travel-related expenses incurred in connection with normal customer support services which are provided by HBC to all of its customers without charge.

2.1.5 All charges for all types of consumable or expendable used by the Owner in performing servicing of the Aircraft, engines or APU including, without limitation fuel, lubrication oil, hydraulic oil, water or wastesystems, oxygen, nitrogen, general inspection and condition, cleaning and preflight or post flight inspections and any other maintenance activity similar in nature.

2.1.6 All charges for all types of repairs or services not performed in accordance with the then current requirements of FAA ADs, HBC mandatory or recommended Service Bulletins, and FAA-ApprovedManuals, and any other HBC and HBC-vendor's written instructions pertaining to inspection, maintenance or operation including, but not limited to, repairs, service or inspections which are not recommended or required by the manufacturer of the Aircraft, its engines, APU or vendors of other parts, components or systems installed on the Aircraft.

2.1.7 Any charges incurred for inspections, or the replacement and/or recertification of a component that remains serviceable, but is returned due to periodic recertification requirements of any appropriateAirworthiness Authorities or resulting from additional requirements beyond Federal Aviation Administration or equivalent Airworthiness Authority operational requirements.

2.1.8 All charges for all types of maintenance and/or repair of equipment not installed on the Aircraft by HBC or under the direction of HBC, or any Customer Furnished Equipment (CFE) including, but not limitedto, first aid kits, life raft survival kits and/or MedAire International kits.

2.1.9 All charges for all types of maintenance and/or repairs resulting from exceeding any Aircraft and/or engine operating limitation unless the exceedence is caused by a confirmed Aircraft component malfunction.



2.1.10 All charges for all types of additional maintenance resulting from exceeding any Aircraft inspection time limitation.

2.1.11 Any charges for any parts or services for repairs related the Aircraft structure required after the Aircraft is no longer within HBC’s limited warranty.

2.1.12 Any charges incurred resulting from any damages to a component arising from or attributable directly or indirectly to repairs, service and/or inspections and subsequent testing and/or recertification ofequipment due to (1) abuse, (2) accident, (3) negligence, (4) foreign object damage, (5) subsequent or consequential damage, (6) environmentally induced corrosion or erosion, (7) force majeure such as, but not limited to, environmentally induced turbulence, hurricanes, lightning, rain, hail, wind and tornado, (8)theft, (9) acts of war and/or civil disturbance, (10) an event covered by an insurance policy, (11) labor strikes (12) failure to comply with FAA ADs, HBC mandatory or recommended Service Bulletins to the extent incorporation is required under the Plan, and/or FAA-Approved Manuals, and/or any other HBCvendor's written instructions pertaining to inspection, maintenance and/or operations or any other causes whatsoever whether similar to those hereinbefore mentioned or of a different nature beyond the reasonable control and without the fault or negligence of the Owner.

2.1.13 Any charges incurred resulting from any damages to a component arising from or attributable directly or indirectly to any abuse by the Owner or any third party, whether or not under the control of the Owner.

2.1.14 Any costs arising from or attributable directly or indirectly to the Owner's customized modifications and installations, and/or modifications and installations.

2.1.15 Any costs, unless directed by HBC, for labor, if applicable under the Plan, performed with the intent to repair, rectify or troubleshoot any unconfirmed condition or component discrepancy which results in a “Fault not Found” conclusion.

2.1.16 Any costs, unless directed by HBC, incurred for any component returned by the Owner to HBC, when “Fault not Found” determination is rendered upon investigation by HBC or any vendor designated by HBC.

2.1.17 Any costs incurred for restocking and/or recertification for any component requested and returned by the Owner to HBC because the component was not required and/or installed.

2.1.18 All costs for a component arising from use of a new component when exchange components were available or repair of the component was feasible, except in the event an AOG situation exists.

2.1.19 Any attaching parts including, without limitation, standard aircraft hardware which can be used more than once and is generally available from sources other than HBC.

2.1.20 Any discretionary removal of a component.

2.1.21 Except as otherwise provided in Section 1.1.8 above, any optional service bulletins issued by HBC or any service bulletins issued by anyone other than HBC.

2.1.22 Any service bulletin issued prior to enrollment and service bulletins previously offered at no charge to the Owner for which the Owner has exceeded the deadline specified by HBC and/or its vendors for ordering or installing the related components or kits.

2.1.23 The provisioning of spare parts by HBC at the Owner's facility or base of operation.

2.1.24 The supply or replacement of any protective coverings, loose equipment, tooling or the purchase or rental of any ground support equipment.

2.1.25 Any flight test expenses and any fuel for any reason whatsoever.



2.1.26 Theft or misplaced components.

2.1.27 Any costs associated with non approved parts.

2.1.28 Any charges for replacement aircraft or aircraft charter for any losses or damages for or arising out of any loss of use of any Aircraft covered by the Plan.

2.1.29 Any Fixed Base Operator's or other service provider’s fees including, but not limited to, ramp fees,hangar fees or any related airport fees.

2.1.30 Any costs specifically excluded pursuant to the provisions of this Agreement or to be specifically paid by the Owner in addition to the monthly service charge to be paid pursuant to the provisions of this Agreement including, without limitation, costs for transportation, insurance, packing, storage, taxes, etc.

2.1.31 Notwithstanding the provisions of Section 1.1.9 above, any charges for expedited shipping or costs in excess of charges for routine freight shipments associated with the exchange of components and the supply of related parts and/or consumables covered pursuant to the Plan from a HBC or HBP&Dwarehouse to the Owner, or any and all charges for the shipment of such items from the Owner to a HBC or HBP&D warehouse.

2.1.32 Any charges for maintenance and/or repairs to interior/exterior furnishings and appearance items such as paint, upholstery and trim, or cleaning, washing and polishing or daily turn around service items such as, but not limited to, cleaning, stocking and servicing of Aircraft.

2.2 Subject to the provisions of Section 2.1 above, HBC may, in its sole and absolute discretion, on an exceptional basis, provide coverage for any part not covered by the Plan pursuant to the provisions of this Agreement, provided that the Owner understands and agrees that HBC may provide such exceptional coverage without any commitment, obligation or liability for similar coverage in the future.




AARTICLEÿIVÿÿPROCEDURESÿUNDER THEÿPLAN

SECTION 1 - AIRCRAFT OPERATION, LABOR AND COMPONENT EXCHANGE

1.1 Aircraft Operation

1.1.1 During the term of this Agreement, the Owner will operate and maintain the Aircraft in accordance with the Hawker Beechcraft Corporation Airplane Flight Manual, operating manuals, the applicable maintenance and repair manuals, applicable mandatory and recommended service bulletins, and any other written instructions issued by HBC and its vendors as amended from time to time. The Owner willalso comply with all the applicable requirements of appropriate Airworthiness Authorities, and/or with generally accepted practices currently followed in the general aviation industry.

1.1.2 The Owner agrees to notify HBC of any letters of investigation or notices of violation received by it from, or any self-disclosure made by it to the Airworthiness Authority in relation to maintenance services provided under this Agreement. Such notification will describe the nature of the violation and the corrective action being taken by the Owner.

1.1.3 The Owner hereby agrees that, if selected under the Plan, at all times all Engines and APU’s will be enrolled in the applicable manufacturer’s maintenance service program applicable to each engine or APU installed in the Aircraft such as, but not limited to, Honeywell’s Maintenance Service Plan (MSP), Pratt & Whitney’s Eagle Service Plan (ESP) or William’s Total Assurance Plan (TAP). At the Ownersrequest, HBC will administer the collection of applicable service charges related to these programs, however, services for the benefit of the Owner will be administered and provided directly to the Ownerby the respective engine manufacturer.

1.1.4 Avionics services for the benefit of the Owner will be administered and provided directly to the Owner bythe respective avionics manufacturer; however, the cost of such services is included in this Agreement.

1.1.5 The Owner hereby warrants that, at all times, components exchanged under the Plan have been and/or will be utilized on the Aircraft only on the strict condition that the Aircraft has been, is and will be operated for business aircraft-type operations only.

1.1.6 With the exception of labor referenced in Article IV Section 1.7 of this Agreement, if applicable, all types of scheduled and unscheduled maintenance performed on the Aircraft pursuant to this Agreement must be accomplished to the fullest extent possible at an appropriately rated HBS or ASC facility as the case may be. All claims under the Plan for maintenance and support services will be filed with HBC to the detailed task level.




1.2 Labor Charges under the Plan

1.2.1 Charges associated with labor, as selected under the Plan, performed by an appropriately rated HBS orASC facility, as the case may be, to inspect, service, repair or troubleshoot any confirmed condition or component discrepancy will be the responsibility of HBC, only to the extent of the HBC flat-rate labor allowance as defined under the Plan, or authorized and/or directed by HBC for the maintenance task performed.

1.2.2 Charges for labor, if selected under the Plan, associated with troubleshooting accomplished by anappropriately rated HBS facility or ASC facility, as the case may be, for unscheduled maintenance requirements covered pursuant to the Plan will be the responsibility of HBC, only to the extent of anadditional fifteen percent (15%) of the published flat-rate labor allowance or one (1) labor hour, whichever is greater, used to repair or troubleshoot any confirmed condition or component discrepancyclaimed under the Plan, unless otherwise directed by HBC.

1.2.3 In the event labor required for troubleshooting will exceed the fifteen percent (15%) of the published flat-rate labor allowance or one (1) labor hour, whichever is greater, used to repair or rectify the confirmed condition or component discrepancy claimed under the Plan, the Owner or the ASC, as applicable, will inform HBC and HBC will be given the opportunity to concur or propose an alternate remedy for such troubleshooting. Charges for such additional troubleshooting labor will be the responsibility of HBC, onlyto the extent authorized and/or directed by HBC for the maintenance task performed.

1.2.4 The Owner or the ASC, as applicable, will be responsible for any costs over and above the flat-rate labor allowance amounts that would have been charged by or to HBC in the event the Owner or ASC fails to obtain authorization from HBC prior to performing such additional troubleshooting. Unless authorized and/or directed by HBC, (i) charges for such additional troubleshooting labor accomplished by the ASC in excess of the flat-rate troubleshooting labor allowance will be the responsibility of the ASC, and such charges will not be billed to the Owner, or to HBC under the Plan; and, (ii) charges for such additional troubleshooting labor accomplished for the benefit of the Owner under Article IV Section 1.7 in excess of the flat-rate troubleshooting labor allowance will be the responsibility of the Owner.

1.3 Scheduled Component Removal

1.3.1 HBC will exchange a component and related consumables with the Owner for any component with a designated service life provided that the Owner notifies an appropriately rated HBS or ASC facility, asthe case may be, thirty (30) days in advance of the date for any scheduled component removal. The Owner or the ASC, as applicable, will be responsible for removing and returning any unserviceablecomponent to HBC or any vendor or repair or overhaul facility as directed by HBC within fifteen (15) days after the receipt of a serviceable component and related consumables by the Owner.

1.3.2 If any component with a designated service life is removed from service more than fifty (50) hours or fifty (50) cycles or 1 (one) month, as applicable, prior to achieving its designated service life, HBC will send an invoice to the Owner for an amount equal to the overhaul cost per hour, cycle or month, as applicable, for the unused portion of the designated service life.



1.4 Unscheduled Component Removal

1.4.1 HBC will exchange any component and related consumables with the Owner to support any unscheduled component removal in accordance with the following conditions:

1.4.2 HBC, at its discretion, may require the Owner or the appropriately rated ASC to obtain prior written authorization of a HBC representative for any unscheduled component removal with a retail price in excess of $ 15,000. HBC may, in its own discretion, send a representative to the Aircraft location, at the expense of HBC to verify the condition of any unserviceable component and the cause of its failure and, if required, to authorize the removal of such component. If the Aircraft is AOG due to an unscheduled component removal, HBC will reply to the Owner's request within 24 hours of receipt of an order for the replacement component.

1.4.3 Any component and related consumables exchanged by HBC for any unscheduled component removal will be forwarded with reasonable efforts by HBC to the Aircraft location within 48 hours of receipt of an order for the replacement component.

1.4.4 Notwithstanding the provisions of Section 1.3.1 above, HBC at its option and for purely economic reasons, may require the Owner to refurbish on site any unserviceable component. In such event, HBC will supply those parts and consumables required for such component refurbishment.

1.5 Mandatory or Recommended Service Bulletins

1.5.1 HBC will provide, upon acceptance of a valid claim, coverage for all kits or components required for HBC mandatory or recommended service bulletins, provided that the Owner incorporates such service bulletins within the specified compliance deadline stated in the said service bulletins, if applicable, unless such period or deadline is extended in writing by HBC.

1.5.2 HBC will retain the right to impose a time limitation for coverage of labor or any component and/or kit to be provided under the Plan pursuant to Article III Section 1.1.5 or 1.1.6 of this Agreement. Notwithstanding any other provision to the contrary in this Agreement, upon expiration of any time limitation determined by HBC for compliance by the Owner with any mandatory or recommended service bulletin, the Owner will be responsible for all charges to be paid for installation and/or to acquire any component and related consumables and/or kit for such service bulletin.

1.5.3 HBC will perform or, as the case may be, cause its vendors to perform all component inspections and/or modifications specified in and in accordance with HBC mandatory or recommended service bulletins, during shop visits for unserviceable components, when such inspections and/or modifications are recommended by HBC. Notwithstanding the foregoing, HBC, at its option, may require compliance bythe Owner with vendors’ mandatory, alert or recommended service bulletins, and will provide coverage for any related component and/or kit to the Owner for such service bulletins. HBC in its own absolute discretion, but before any component exceeds the period of time assigned by vendors in their mandatory, alert or recommended service bulletins for compliance by the Owner, may assign a date to the Owner for the replacement of such component under the Plan.

1.6 Component Exchanged Under The Plan

1.6.1 Excluding Collins and Honeywell avionics, engine and APU parts and components, as applicable, all parts and components, whether used by HBC, a maintenance facility or the Owner, will have been acquired from HBC. If not acquired from HBC, HBP&D or an appropriately rated ASC facility, a financial credit will not be provided in lieu of a replacement part.



1.6.2 Excluding Collins and Honeywell avionics, engine and APU components, as applicable, all component repairs and overhauls performed under the Plan will be the responsibility of HBC or HBP&D whetherused by HBC, a maintenance facility or the Owner.

1.6.3 For any unscheduled component removal with respect to any unserviceable component with a designated service life, HBC in its sole discretion, may provide a serviceable component which is not new, but of known time since last overhaul with at least fifty percent (50%) of its designated service life remaining.

1.6.4 Any component exchanged by HBC or HBP&D with the Owner under the Plan will be for the replacement of any component installed on the Aircraft. Any component covered under the Plan will be an original component supplied by HBC or a component subsequently procured from HBC or HBP&D asa spare or replacement component.

1.6.5 The Owner will, at its own cost or expense, supply all the labor and/or material for any painting or decorative requirements of the Owner with respect to any component exchanged by HBC or HBP&Dwith the Owner under this Agreement resulting from any optional equipment or modifications incorporated in the Aircraft by the Owner.

1.6.6 HBC, at its own discretion, will have the right to discontinue the support of any component whose configuration has been superseded by a later configuration. In such event, HBC will provide a superseding component in lieu of the earlier configuration component. The Owner will, at its own cost or expense, ensure the superseded component’s compatibility when it is not provided for by service bulletin coverage under the Plan.

1.6.7 HBC, at its own discretion, may provide a serviceable component as a no charge rental component to the Owner to replace an unserviceable component pending its repair or overhaul by HBC or any vendordesignated by HBC. The Plan will provide coverage for labor and the supply of related parts and/or consumables necessary to install the serviceable no charge rental component and to reinstall the repaired or overhauled component in the Aircraft. The Owner will remove and return the serviceable no charge rental component to HBC within fifteen (15) days after the return to the Owner of the repaired or overhauled component.

1.6.8 The Owner agrees that, for any unserviceable component or consumables removed from the Aircraft bythe Owner for which HBC or HBP&D has exchanged a serviceable component or consumables to the Owner under the Plan pursuant to the provisions of this Agreement, (i) if specifically requested by HBC, any unserviceable component or consumables removed by the Owner will be returned to HBC or anyvendor or repair or overhaul facility designated by HBC within fifteen (15) days of removal, or (ii) if requested by HBC, the Owner will properly store any removed unserviceable component or consumables at the Owner's expense until HBC issues instructions for its disposal, or (iii) unless the Owner is specifically requested by HBC to do otherwise, unserviceable components or consumables not requested to be returned to HBC or HBP&D, as the case may be, must be held by the Owner for thirty (30) days from settlement date of the claim submitted under the Plan. If HBC has not requested the part to be returned, the Owner may scrap the part in such a manner as to render the part totally unusable.

1.6.9 The Owner will pay the full retail price of any unserviceable component or consumable not returned to HBC or any vendor or repair or overhaul facility designated by HBC within fifteen (15) days if specifically requested by HBC, or not disposed of as instructed by HBC.




1.7 AOG Repair by Local Repair Facility

1.7.1 HBC and the Owner recognize that, from time to time, it may become necessary for certain work to be performed at mutually agreeable non-HBC authorized facilities when an Aircraft is not operational due to mechanical difficulties or requires non-complex unscheduled maintenance. HBC will be informed in such event, and be given the opportunity to concur or propose an alternate remedy for an AOG situationor non-complex unscheduled maintenance requirement.

1.7.2 If labor coverage is selected under the Plan, HBC may, at its own discretion, authorize the Owner whoso requests to have any unscheduled maintenance labor performed by a non-HBC Authorized local repair facility selected by the Owner, provided that the Owner establishes to the satisfaction of HBC that such local repair facility is fully licensed and approved by any appropriate Airworthiness Authority, and that the work does not require special tooling and/or expertise not in the possession of the local repairfacility. The Owner will not have the right to have such repair performed before obtaining prior written authorization from HBC.

1.7.3 The Owner will, at its own cost, have such repairs done by the local repair facility authorized by HBC. The Owner will be solely responsible, to the complete exoneration of HBC for monitoring and ensuring that the repair work is correctly and satisfactorily performed by the local repair facility. The Owner willobtain a copy of the local repair facility work order, shop order, repair order, or any other similar documentation which will report events such as, but not limited to, abuse or damage to any component, modifications, repairs and maintenance as prescribed by HBC instructions and/or those of any appropriate Airworthiness Authorities. This form will be signed by an authorized representative of the local repair facility. In addition, such repair information will be accompanied by a properly completed historical component record on the form set forth in Appendix B which forms an integral part of this Agreement.

1.7.4 All maintenance at such local repair facilities must be reported to HBC within ten (10) working days fromoccurrence. The Owner will provide proof of its payment made to the local repair facility together with the local repair facility work order, shop order, repair order, or any other similar documentation pursuant to the provisions of Section 1.6 above within thirty (30) calendar days from the date of having such repairs accomplished. All Owner invoices for work performed at local repair facilities submitted more than sixty (60) days after the completion of the maintenance event will not be eligible for payment by HBC. All such reports and invoices must be detailed regarding the maintenance task level for parts andlabor.

1.7.5 Provided that it has received all required documentation, upon acceptance of a valid claim HBC will issue to the Owner a credit for the amount of such repair labor charges. Costs associated with such labor at non-HBC authorized local facilities will be the responsibility of HBC, only to the extent that HBC would have been responsible had the work been accomplished at an appropriately rated ASC facility. The Owner will be responsible for any costs over and above the amount that would have been chargedby or to HBC for like or similar work at an appropriately rated ASC facility. Such credits may be used by the Owner for future purchases of goods or services for the Aircraft from HBC.

1.7.6 The Owner hereby forever releases and discharges HBC from any obligation, liability, claim, action, or proceedings with respect to any repair work performed by a local repair facility pursuant to the foregoing provisions of this Section 1.7. Accordingly, the Owner hereby agrees to pursue any claim that it may have with respect to any repair work performed by a local repair facility solely and exclusively against such local repair facility to the complete exoneration of HBC.




1.8 Discretionary Removal

1.8.1 In the case of discretionary removal of any component, HBC will send an invoice to the Owner for an amount equal to the full retail price of the component normally charged to an aircraft Owner prorated to the difference between the wear limit, tolerance or allowance specified in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions, including, without limitation, applicable Maintenance Manual or Service Bulletin, and the actual wear accumulated on such component. The Owner will pay HBC’s invoice in accordance with the provisions of Article V Section 1 of this Agreement.

1.9 Discretionary Inspection

1.9.1 In the case of discretionary inspection, the Owner will be responsible for an amount equal to the full retail price of the flat rated inspection prorated to the difference between the inspection frequency required and time remaining to the required inspection period.

1.10 Fault Not Found

1.10.1 In cases of labor, if selected under the Plan, performed with the intent to repair, rectify or troubleshoot any unconfirmed condition or component discrepancy, or removal of any component returned by the Owner to HBC, occurring without the direction of HBC, which results in a “Fault not Found” conclusion,HBC will send an invoice to the Owner for an amount equal to the actual labor costs and/or the full retail price of the component normally charged to an aircraft Owner, prorated to the difference between the wear limit, tolerance or allowance specified in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions, including, without limitation, applicable Maintenance Manual or Service Bulletin, and the actual wear accumulated on such component. The Owner will pay HBC’s invoice in accordance with the provisions of Article V Section 1 of this Agreement.

1.10.2 If supporting information for a related claim is requested by HBC, the Owner agrees to respond within fifteen (15) days from the date of such request. HBC reserves the right for an additional sixty (60) daysfrom the date of requesting supporting information to conduct an investigation by HBC or any vendor designated by HBC to settle such claim under the Plan. If the Owner has not received notification from HBC that “Fault not Found” was determined upon investigation by HBC or any vendor designated by HBC within ninety (90) days from the date of HBC’s receipt of the returned component, any resulting “Fault not Found” charges to the Owner related to such claim will be waived by HBC.

1.11 Component Subject to Abuse

1.11.1 Upon determination by HBC or any vendor or repair or overhaul facility designated by HBC that any unserviceable component of the Owner has been subjected to abuse, such unserviceable component will not be eligible for an exchange under the Plan pursuant to the provisions of this Agreement. Notwithstanding any other provision in this Agreement to the contrary, in such a case, HBC will send an invoice to the Owner for an amount equal to the full retail price for any serviceable component to be supplied by HBC to the Owner, less any core credit for the unserviceable component, if applicable. The Owner will pay HBC’s invoice in accordance with the provisions of Article V Section 1 of this Agreement.

1.12 Component Condition and History

1.12.1 Any unserviceable component returned to HBC or any vendor or repair or overhaul facility designated by HBC will be accompanied by a properly completed historical component record on the form set forth in Appendix B which forms an integral part of this Agreement. The card copy of this form will be attached to the unserviceable component and will at all times be kept with the unserviceable component removed by the Owner.



1.13 Aircraft Log Book

1.13.1 The Owner will properly record in the Aircraft log book all aircraft flight hours, cycles, landings, or calendar times as reasonably required by HBC for purposes of this Agreement and/or by anyappropriate Airworthiness Authority. In addition, the Owner will report operating events, including abuse or damage to the Aircraft or any component, modifications, repairs and maintenance as prescribed by HBC instructions and/or those required by any appropriate Airworthiness Authority in the Aircraft log book. This information will be furnished to HBC from time to time upon reasonable request.The Owner further agrees to grant to the representative(s) of HBC access to the Aircraft and/or any component, auxiliary power unit and engine operation records upon the reasonable request of HBC. The Owner warrants to HBC that at all times, all information recorded in these logbooks or otherwise reported to HBC will be true and correct.

1.14 Failure to Provide Information

1.14.1 If the Owner fails to record and/or to provide to HBC any information required pursuant to the provisions of Sections 1.12 and 1.13 above to determine Aircraft maintenance status or the maintenance and/or modification status of any unserviceable component, HBC will have the right to require that such unserviceable component be overhauled at the Owner's expense.

1.14.2 HBC will not reimburse the Owner for costs related to a claim if supporting information requested by HBC is not received from the Owner within fifteen (15) days from the date of such request and the claim is rejected due to the Owner’s failure to provide such information in a timely manner.




AARTICLEÿVÿSTANDARDÿTERMSÿANDÿCONDITIONS

SECTION 1 – PAYMENT TERMS

1.1 At the end of each calendar month, the Owner will report total Aircraft utilization within six (6) calendar days by using the HBC on-line Report Flight Hour form located at http://www.hawkerbeechcraft.com/under Service and Support/Support Programs. In the event the access to the on-line report form is unavailable, monthly Aircraft utilization may be submitted to HBC using the Support+ Monthly Status Reporting Card, a copy of which is attached hereto as Appendix C. In the event no Aircraft flight time is logged during any calendar month, the Owner will report total utilization for each calendar month in the normal reporting manner.

1.2 Upon receipt of an invoice from HBC, any payments due herewith will be made in full by the Owner to an account designated by HBC. Terms of payment are net thirty (30) days from the date of the invoice for accounts in good credit standing with HBC and its subsidiaries. Such funds must be received by HBCwithin thirty (30) days of the date set forth on the invoice.

1.3 If payment to HBC specified in Section 1.2 above for the preceding month is not received by HBC within thirty days of the date set forth on the invoice interest will be charged at an interest rate of one and one-half percent (1 ½ %) per month on any unpaid balance.

1.4 Without limiting any of the foregoing provisions, in the event that the Owner is in arrears inpaying any invoice issued by HBC or HBP&D for any goods or services provided to the Owner by HBC or HBP&D for the Aircraft outside the boundaries of this Agreement, any benefits to be provided under the Plan and Agreement will, at the option of HBC, either i) be suspended for as long as payment from the Owner is not received by HBC or ii) be paid in full cash on delivery (C.O.D.) by the Owner. In addition, but without prejudice and under reserve of any other rights or recourses that HBC may legally have, HBC will have the right to terminate this Agreement in accordance with the provisions set forth in Article V Section 2. If the Owner fails to make payment to HBC in accordance with any of the provisions set forth in this Agreement, the Owner hereby agrees to be liable and to pay for all reasonable attorney's fees, expenses and costs incurred by HBC in seeking recovery of any amount which the Owner has failed to pay to HBC in accordance with the provisions of this Agreement.

1.5 All amounts quoted and/or payable under or pursuant to this Agreement will be in the legal currency of the United States of America.


2.1 At the request of the Owner, this Agreement may be terminated at any time before the expiration of the term of this Agreement provided any other amounts charged by HBC to the Owner pursuant to this Agreement will be paid by the Owner on such termination date.

2.2 HBC may, at any time, terminate this Agreement immediately on the day on which HBC sends a written notice of termination to the Owner in the event that:

2.2.1 the Owner has failed to perform any of its obligations under this Agreement and has not cured or remedied such failure to the reasonable satisfaction of HBC within a period of thirty (30) consecutive calendar days after having been previously notified in writing by HBC to do so within such grace period; or

2.2.2 the Aircraft has been substantially damaged beyond economic repair; or

2.2.3 the Owner has filed a voluntary petition in bankruptcy; or



2.2.4 proceedings in bankruptcy have been instituted against the Owner and have not been dismissed within a period of thirty (30) calendar days thereafter; or

2.2.5 a court of competent jurisdiction has taken and retained jurisdiction over the assets of the Owner for a period of at least thirty (30) calendar days; or

2.2.6 a receiver has been appointed with respect to the property of the Owner by a court of competent jurisdiction and has not been discharged within a period of thirty (30) calendar days thereafter; or



2.2.9 the Owner no longer operates the Aircraft.

SECTION 3 - TITLE AND RISK OF LOSS

3.1 HBC and the Owner warrant to each other that, for any component that is exchanged under the Plan,each party has, upon delivery of the component pursuant to Article IV Sections 1.3 or 1.4, as applicable, title to it free and clear of any and all mortgages, liens, charges, encumbrances or security interests whatsoever.

3.2 When a component exchanged under the Plan is shipped directly from HBC to the Owner, title to and risk of loss of or damage to a “direct shipped “ component exchanged under the Plan by HBC to the Owner will be transferred from HBC to the Owner upon delivery of the component EXW (Incoterms2000) at HBC’s Warehouse. Each party will, when required, deliver to the other all documents that are necessary to transfer title and to establish the actual release of all mortgages, liens, charges, encumbrances or security interests whatsoever.

3.3 Title to and risk of loss of or damage to any component exchanged under the Plan by the Owner to HBC will be transferred from the Owner to HBC upon delivery of the component EXW (Incoterms 2000) atHBC’s Warehouse. Each party will, when required, deliver to the other all documents that are necessaryto transfer title and to establish the actual release of all mortgages, liens, charges, encumbrances or security interests whatsoever.

SECTION 4 - CHARGES AND TAXES

4.1 Excluding charges for routine freight provided in Article III Section 1.1.9 above, any and all handling, packing, crating, transportation, taxes, insurance or storage costs and any and all other costs incurred by HBC for purposes of the Plan are not included in the Plan and will be paid by the Owner, or if paid by HBC such charges will be reimbursed by the Owner to HBC, in accordance with the provisions of Article V Section 1 of this Agreement.

4.2 The Owner or ASC will, at its own cost or expense, adequately pack and crate for shipment any and all components to be returned to HBC under the Plan.

4.3 The Owner will be responsible to obtain, at its own cost, all permits, licenses, clearances or documents for the import or export of any component exchanged under the Plan.




4.4 Any and all other amounts to be paid or refunded by the Owner to HBC pursuant to this Agreement will not include any sales, use, personal property, excise, consumption, goods and services, value added or any similar or any other taxes, duties, or assessments, including interest and penalties thereon, which may be levied, assessed or imposed by any governmental authority or agency on or as a result of this Agreement or the Plan or the Aircraft itself or any transaction under the Plan, or any other matters or things covered by this Agreement or the Plan, to the extent imposed by law on HBC, or the Owner, as the case may be. The Owner will pay any such tax, duty or assessment, including interest and penalties thereon. HBC will notify the Owner of any such tax, duty or assessment, including interest and penalties thereon, that any governmental authority or agency is seeking to collect from HBC and the Owneragrees to promptly, but in no event later than ten (10) calendar days after receiving such notice, pay same directly to said governmental authority or agency, or to reimburse HBC for said tax, duty or assessment, including interest and penalties thereon, or to assume the defense against imposition thereof at its sole cost and expense, and to hold HBC harmless from such imposition. If the Owner doesnot make timely payment directly to said governmental authority or agency or timely defense, HBC may,at its own discretion, pay the asserted tax, duty or assessment, including interest and penalties thereon, and the Owner will thereupon reimburse HBC for any such payment and all reasonable costs and expenses incurred by HBC in accordance with the provisions of Article V Section 1 of this Agreement.

SECTION 5 - EXCUSABLE DELAY AND NONPERFORMANCE

5.1 The parties to the Agreement will be excused for failures and delays in performance of their respective obligations under this Agreement when the failure or delay is due to force majeure, including but not limited to, any enemy or war, whether declared or undeclared; civil commotion, insurrection, riot, embargo; or any legislation, act, order, directive, proclamation or regulation of any governmental or other duly constituted authority; or by labor strike, lock-out, walk-out, slow-down, or other labor trouble or industrial disturbance; acts of God or fire, explosion, earthquake, lightning, flood, drought, windstorm or other action of the elements, or other catastrophe or accident, epidemic or quarantine restrictions; or lack or shortage or delay in delivery of supplies, materials, accessories, equipment, tools or parts, delay or failure of subcontractors or suppliers for any reason whatsoever including mechanical breakdown, delay or failure of carriers; or other cause beyond the reasonable control of the affected party. This provision will not, however, release such party from using reasonable efforts to avoid or remove such causes, nor will it excuse or release such party from the payment of the compensation accrued under the terms of this Agreement prior to any of the above mentioned failures or delays in performance. Any party claiming such an excuse or delay for nonperformance will give prompt notice of the event or events to the other party.

5.2 In the event of any delay on the part of HBC in the performance of any of its obligations under the Planpursuant to the provisions of this Agreement due, indirectly or directly, to force majeure, or any other cause whatsoever, whether similar to those mentioned herein or of a different nature but beyond the control or without the negligence of HBC, HBC will not be responsible for any such delay and the time fixed or required for the performance of any obligation or responsibility in this Agreement will, at the option of HBC be extended for a period equal to the period during which any such cause and effects thereof persist.

SECTION 6 - WARRANTY

6.1 Nothing in this Agreement will be construed to add, vary, modify, restrict, diminish, delete or cancel the warranty provided by HBC for the Aircraft under the Hawker Beechcraft Corporation Aircraft Purchase Agreement, if the Owner is entitled to the benefit of such warranty on the effective date of this Agreement.

6.2 Nothing in this Agreement will be construed to add, vary, modify, restrict, diminish, delete or cancel the warranty provided by HBP&D under the HBP&D Part Limited Warranty for parts and components acquired from HBP&D, whether used by HBC, a maintenance facility or the Owner, if the Owner isentitled to the benefit of such warranty during the term of this Agreement.



6.3 If the Aircraft or a component is entitled to the benefit of both this Agreement and a warranty referenced in Section 6.1 and 6.2 above or a warranty provided by a component manufacturer, as applicable, the applicable warranty provisions will control and satisfy any obligations before this Agreement is effective.

6.4 The Owner acknowledges and agrees that all repairs and maintenance work under this Agreement will not be performed by HBC. The maintenance provider will provide all warranties relating to maintenance and repair work performed and HBC will not be liable for nor extend any warranty for the services performed by the maintenance provider.

6.5 THE OWNER HEREBY WAIVES ALL WARRANTIES, OBLIGATIONS, OR LIABILITIES, EXPRESSEDOR IMPLIED ARISING BY LAW, IN CONTRACT OR IN TORT, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS OR OTHERWISE OR ANY IMPLIED CONDITION, AND ANY OTHER OBLIGATION OR LIABILITY ON THE PART OF HBC TO ANYONE OF ANY NATURE WHATSOEVER BY REASON OF THE OBLIGATIONSCREATED PURSUANT TO THIS AGREEMENT.

6.6 The obligations and liabilities of HBC contained in this Article V Section 6 have been expressed, discussed, understood and agreed to between the Owner and HBC.

SECTION 7 - LIMITATION OF LIABILITY

7.1 HBC WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL,MULTIPLE AND/OR PUNITIVE DAMAGES OF ANY KIND OR NATURE UNDER ANYCIRCUMSTANCES WHATSOEVER AND HOWSOEVER CAUSED, NOR FOR ANY LOSSES OR DAMAGES FOR OR ARISING OUT OF ANY LACK OR LOSS OF USE OF ANY AIRCRAFT OR ANYCOMPONENT AND RELATED CONSUMABLES EXCHANGED OR NO CHARGE RENTALCOMPONENTS PROVIDED UNDER THE PLAN OR THIS AGREEMENT FOR ANY REASONWHATSOEVER.

SECTION 8 - SUPPORT SERVICES UNDER THE PLAN

8.1 The Owner hereby understands and agrees that:

8.1.1 support services provided under the Plan pursuant to the provisions of this Agreement may, with respect to its Aircraft, be performed, at any time and from time to time, by HBC or appropriately rated ASC facilities as HBC may in its own discretion decide and appoint; and,

8.1.2 where an ASC facility is appointed by HBC pursuant to the provisions of an Authorized Service Center Agreement, then the ASC will only have the power to exercise those rights or perform those obligations which the terms and conditions of such agreement specifically provided to be exercised or performed by HBC.

SECTION 9 - WAIVER

9.1 The failure of either party at any time to require performance by the other party of any provision of this Agreement will not affect the right to require such performance at any time thereafter, and the waiver by either party of a breach of any provision of this Agreement will not constitute a waiver of any succeeding breach of the same.



SECTION 10 - APPLICABLE LAW AND DISPUTES

10.1 It is expressly understood and agreed that this Agreement will be interpreted according to and governed by the laws of the State of Kansas, U.S.A. as to all matters hereunder.

10.2 The parties agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply to this Agreement.

10.3 In the event of a dispute, at least one senior officer of each party will, prior to initiation of any legal proceedings, discuss the basis and nature of the dispute and identify the desired remedy(ies), and seek to resolve the dispute. Should such discussions not be successful in resolving the dispute within thirty (30) calendar days, the parties may, subject to mutual agreement, engage a mediator or other third party to aide the parties in resolving the dispute within the succeeding thirty (30) calendar days. Should both of these means to resolve the dispute fail, then, and only then, may litigation be pursued by either party. Any proceeding conducted in accordance with this Section 10 will be governed by the laws of the State of Kansas, without giving effect to its internal principles of conflict of laws.

10.4 EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY AGREESTHAT ANY ACTIONS OF PROCEEDINGS ARISING DIRECTLY OR INDIRECTLY IN CONNECTIONWITH, OUT OF, RELATED TO OR FROM THIS AGREEMENT SHALL BE LITIGATED EXCLUSIVELY IN FEDERAL COURT HAVING SITUS WITHIN THE UNITED STATES OF AMERICA, STATE OF KANSAS. EACH OF THE PARTIES HEREBY IRREVOCABLY CONSENTS AND SUBMITS TO THE EXCLUSIVE JURISDICTION AND VENUE OF THE FEDERAL COURT LOCATED IN WICHITA,KANSAS.

SECTION 11 - APPENDICES

11.1 All appendices attached hereto are by this reference made a part of this Agreement. All appendices will automatically become void and be without further force or effect upon termination or expiration of this Agreement.

SECTION 12 - HEADINGS

The headings of the sections in this Agreement are inserted for convenience of reference only, are not part of this Agreement, and will not in any way affect the interpretation of this Agreement.







SECTION 13 - ENTIRE AGREEMENT

13.1 This Agreement and the matters referred to herein constitute the entire agreement between HBC and the Owner and will supersede and cancel all prior negotiations, representations, alleged warranties, statements, letters, acceptances, contracts, agreements, and communications, whether oral or written, between HBC and the Owner concerning all matters covered herein. No agreement or understanding varying the terms and conditions of this Agreement will have any affect unless it is in writing and signed on behalf of each party by its duly authorized representative. In the event of any inconsistency betweenthis Agreement and any of the Appendices, the provisions of this Agreement will prevail.

IN WITNESS WHEREOF, the Owner and HBC have agreed to and accepted the terms and conditions set forth in this Agreement and the Appendices attached hereto, and caused the same to be approved and executed by their duly authorized representatives.

Signed by }By .................................................for and on behalf ofHAWKER BEECHCRAFT CORPORATION }Name .................................................

}Title .................................................“HBC”

NOTE: IN SIGNING THIS AGREEMENT THE OWNER ACKNOWLEDGES AND AGREES THAT: (A) THIS AGREEMENT WILL AUTOMATICALLY EXPIRE ON <<MONTHS>> OR <<FLIGHT HOURS>> AFTER THE DATE AND FLIGHT HOURS RECORDED ON THE CERTIFICATE OF FINAL ACCEPTANCE AS SPECIFIEDABOVE IN ARTICLE II SECTION 2.1; (B) THE OWNER'S SUPPORT PLUS PLAN IS NOT PERMANENTAND MAY BE REVOKED OR TERMINATED PRIOR TO THE AFORESAID DATE FOR ANY OF THE REASONS SPECIFIED IN ARTICLE V SECTION 2, AND (C) THIS AGREEMENT DOES NOT CREATE ORVEST ANY LEGAL RIGHTS FOR OR IN THE OWNER WHICH ARE RENEWABLE, CONTINUOUS, LASTING, PERMANENT OR IRREVOCABLE IN NATURE OR SCOPE.

Signed by }By .................................................for and on behalf of<<HBC OWNER>> }Name .................................................

}Title ................................................. “the Owner”




AAPPENDIXÿÿA

SECTION 1 - DEFINITIONS

The following words or expressions, when used in this Agreement or in connection with the Plan, will have the meaning given to them below:

1.1 ABUSE

(a) The failure by the Owner to perform the proper maintenance, repair, or modification of the Aircraft, engine, propeller, APU or any component as required by any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions including, without limitation, HBC maintenance, repair and overhaul manuals, and any appropriate Airworthiness Authorities' requirements and/or airworthiness directives; or

(b) any use, operation, testing or storage of the Aircraft, engine, propeller, APU or any component not in accordance with accepted aircraft operation, maintenance practice or applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions; or

(c) any neglect, misuse, degradation, negligence or wrongful act or omission, unauthorized repair or modification adversely affecting the Aircraft, engine, propeller, APU or any component; or

(d) any accident, impact or foreign object damage resulting in damage, fatigue or unusual wear to the Aircraft, engine, propeller, APU or any component; or

(e) any operation of the Aircraft, engine, propeller, APU or component, for any reason whatsoever, beyond the limits set forth in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions; or

(f) any improper techniques or methods of performing labor such as the failure to follow applicable requirements of appropriate HBC manuals or any appropriate Airworthiness Authority documentand/or generally accepted practices currently followed in the general aviation industry, or

(g) any removal, tampering, obliteration or destroying of HBC’s, or its vendor’s, identification mark, name or serial number from any part or component.

1.2 AIRCRAFTmeans the Hawker Beechcraft Aircraft bearing the serial number as defined in Appendices to this Agreement operated by the Owner to which the Plan or this Agreement applies.

1.3 AIRCRAFT GEOGRAPHICAL MAINTENANCE LOCATION

means the worldwide geographical location from which Support Plus claims for inspections, heavy maintenance, parts and service originate.

1.4 AIRCRAFT PURCHASE AGREEMENTmeans the Aircraft Purchase Agreement between HBC and the original purchaser of the Aircraftoperated by the Owner to which the Plan or this Agreement applies.

1.5 AIRWORTHINESS AUTHORITYmeans the Federal Aviation Administration of the United States of America (or any successor thereof) or the equivalent regulatory authority with jurisdiction applicable to the Owner.



1.6 AIRCRAFT ON GROUND (AOG)means the highest priority designation to process a requirement for a spare part(s) and/or maintenance action where the Aircraft is unable to continue or be returned to service until appropriate action is taken without the possibility that the item can remain inoperable and/or unserviceable within the terms of the Minimum Equipment List (MEL), if applicable.

1.7 ATTACHING PARTmeans any part used to attach a component to the Aircraft which can be used more than once including, without limitation, standard aircraft hardware that is generally available from sources other than HBC, but excluding a part which, by design, is specific to the Aircraft.

1.8 AUTHORIZED SERVICE CENTER OR ASCmeans certain duly qualified service facilities appointed to perform support services, as appropriately rated by HBC, on behalf of HBC for the convenience of the owners and the Owner.

1.9 COMPONENTmeans any self-contained part or any combination of parts, sub-assemblies or units which performs a distinctive function in any operating system installed or incorporated in the Aircraft and covered by thePlan pursuant to the provisions of this Agreement.

1.10 CONSUMABLESmeans any item which, by design, is specific to a HBC aircraft for any component installation or servicingand which can be used only once, but excluding readily available standard maintenance consumables, fluids and compounds, or standard aircraft hardware.

1.11 DESIGNATED SERVICE LIFEmeans the serviceable life (hours/cycles/calendar time) of any component defined by maximum permitted life, service life restrictions or temporary life restrictions as listed in any applicable publications or instructions. Any component will be removed from service immediately after having achieved its designated service life in order to be overhauled, refurbished or replaced, as may be applicable. For purposes of this definition, "service life restrictions" means the point(s) in time specified by HBC and/or any of its vendors when any component will be refurbished or replaced; and "temporary life restrictions" means the point(s) in time specified by any appropriate Airworthiness Authority when any component will be overhauled, refurbished or replaced, as may be applicable.

1.12 DISCRETIONARY INSPECTIONmeans any premature inspection of the Aircraft or its components, at the Owner's discretion or convenience, prior to achieving the applicable inspection interval as specified in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions including, without limitation, HBC Aircraft Maintenance Manual and/or that is not in compliance with all appropriate Airworthiness Authorities' requirements and/or airworthiness directives.

1.13 DISCRETIONARY REMOVALmeans any premature removal of a component, at the Owner's discretion or convenience, prior to achieving the applicable designated service life, wear limit, tolerance or allowance specified in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructionsincluding, without limitation, HBC Aircraft Maintenance Manual.

1.14 EAGLE SERVICE PLAN (ESP®)means a Service Program offered and administered by Pratt & Whitney Canada Inc. for the exchange or supply of materials or labor related to the Pratt & Whitney engines installed on the Aircraft in consideration of the monthly payment of a service charge as per the terms and conditions of the ESP contract.



1.15 FAULT NOT FOUNDmeans labor performed with the intent to repair, rectify or troubleshoot any condition or component, or the removal of any component which is returned to HBC and/or to any vendor or repair or overhaul facility designated by HBC which, after investigation by HBC is found to be serviceable, resulting in no change or no findings confirmed due to the condition and/or component(s) which is or are within serviceable limits as per the appropriate manuals.

1.16 FLAT-RATE CHARGESmeans charges for labor hour reimbursement where HBC, in its sole and absolute discretion, has established a flat-rate labor allowance that, after taking into consideration the normal requirements for accomplishing a maintenance task on the Aircraft, consists of a nominal quantity of labor hours for accomplishing such work, including labor for gaining access to, inspecting, checking, troubleshooting,removing, repairing, refurbishing or overhauling, or replacing any component and related consumables for each scheduled and/or unscheduled maintenance task covered pursuant to the Plan. Costs associated with such work by HBC or an appropriately rated ASC facility will be the responsibility of HBC, only to the extent of the HBC flat-rate labor allowance referenced above multiplied by the applicable facility’s labor rate as defined under the Plan. HBC will not be responsible for any costs overand above the flat-rate labor allowance amount that would have been charged by or to HBC for like or similar work at an appropriately rated ASC facility.

1.17 LABORmeans the maintenance labor hours of work expended directly on the Aircraft or removed components to complete the maintenance task.

1.18 LABOR RATEmeans labor charges for standard non-overtime labor hours at the facility’s current posted shop rate or labor rate agreed upon by HBC for the purposes of the Plan, whichever is lower, and excluding anyovertime premium and/or call-out charges.

1.19 MAINTENANCE SERVICE PLAN (MSP®)means a Service Program offered and administered by Honeywell International for the exchange or supply of materials or labor related to the Honeywell Inc. engines or auxiliary power unit, as applicable, installed on the Aircraft in consideration of the monthly payment of a service charge as per the terms and conditions of the MSP contract.

1.20 OVERHAULmeans to make any component serviceable by disassembling, inspecting, replacing, or repairing failed, damaged or worn parts of such a component including, where necessary, compliance with applicable service bulletins, if required for certification, to achieve operating or design tolerances. An overhauled component will be certified to have zero time for purpose of designated service life, unless otherwise specified.

1.21 PLANmeans the Support Plus Maintenance Plan, also otherwise known as “Support Plus,” offered to the Owner for the Aircraft and administered by the terms and conditions of this Agreement.

1.22 HBP&Dmeans Hawker Beechcraft Parts and Distribution, HBC’s wholly owned subsidiary responsible for the inventory and distribution of parts, components, tooling and ground support equipment, publications and other technical data obtained from HBC.

1.23 REFURBISH OR REFURBISHMENTmeans to restore or recertify any component using written procedures to allow such a component to continue to be or remain serviceable.

1.24 REPAIRmeans to make any component serviceable by disassembling, inspecting, replacing, or repairing failed or damaged parts of such a component including, where necessary, compliance with applicable service bulletins, if required for certification.



1.25 ROUTINE FREIGHTmeans ground and/or non-expedited shipments by common carriage associated with the exchange of components and the supply of related parts and/or consumables covered pursuant to the Plan from a HBC or HBP&D warehouse. Such routine freight is coded by HBC as “AAA”.

1.26 ROUTINE LABORmeans labor performed by the Owner for the servicing of the Aircraft or engines including, without limitation, fuel, lubrication oil, hydraulic oil, water/ waste, oxygen, tires, general inspection and condition, aircraft cleaning and preflight or post flight inspections and any other maintenance activity similar in nature.

1.27 SCHEDULED COMPONENT REMOVALmeans the removal of any component occurring as a result of such a component having achieved its designated service life or being within a grace period of fifty (50) hours or fifty (50) cycles or one (1) month, as applicable, from achieving its designated service life.

1.28 SCHEDULED INSPECTIONmeans any inspection performed at intervals defined in the current applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions as revised from time to time including, without limitation, HBC Aircraft Maintenance Manual and/or that is in compliance with all appropriate Airworthiness Authorities' requirements and/or airworthiness directives to maintain an item in a serviceable condition by systematic inspection, detection, functional and/or operational checks to ensure a satisfactory operating condition as defined by the limits, tolerances or allowances.

1.29 SERVICEABLE COMPONENT OR SERVICEABLEmeans any component that is in a satisfactory operating condition as defined by the limits, tolerances or allowances set forth in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions, and/or that is in compliance with all appropriate Airworthiness Authorities' requirements and/or airworthiness directives.

1.30 TOTAL ASSURANCE PLAN (TAP®)means a Service Program offered and administered by Williams International for the exchange or supply of materials or labor related to the Williams International engines installed on the Aircraft in consideration of the monthly payment of a service charge as per the terms and conditions of the TAP contract.

1.31 UNSCHEDULED COMPONENT REMOVALmeans the removal of any component occurring as a result of the determination, by HBC and/or any vendor designated by HBC following investigation, of the existence of a malfunction and/or discrepancy.

1.32 UNSCHEDULED INSPECTIONmeans any inspection to ensure a satisfactory operating condition as defined by the limits, tolerances or allowances set forth in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions, with an inspection interval not specified by an inspection interval in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions including, without limitation, HBC Aircraft Maintenance Manual and/or that is in compliance with all appropriate Airworthiness Authorities' requirements and/or airworthiness directives.

1.33 UNSCHEDULED MAINTENANCEmeans any maintenance performed to restore any component to a serviceable condition occurring as a result of a confirmed malfunction and/or discrepancy.




1.34 UNSERVICEABLE COMPONENT OR UNSERVICEABLEmeans any component that is not in a serviceable condition as defined by the limits, tolerances or allowances set forth in any applicable manuals, bulletins, guidelines, specifications, publications and/or written instructions, and/or that is not in compliance with all appropriate Airworthiness Authorities' requirements and/or airworthiness directives.

Unless specifically defined above, terms of art or technical terms or expressions used in this Agreement or in connection with the Plan will have the meaning ascribed to them in the Air Transport Association’s ATA Common Support Data Directory or the commonly accepted meaning used for them in the general aviation industry.







APPENDIXÿÿB

Parts Information Tag852-31847Issued xx/xx

CUSTOMER NO: _______1_____ R.A. NO: ________2_______ DATE: ___3__

REF/CLAIMNO:_______________________________4___________________________________

OWNER: ___________5__________ AIRCRAFT S/N: __________6________

PART NO: _____________7____________ PART S/N: ____________8________

PARTDESCRIPTION: ____________9_______

PARTHOURS: _____10_____

PARTQUAN: _11_

CYCLES SINCE NEW: _________12_______ SINCE OVERHAUL: ______13____

DESCRIPTION OF CONDITION: CONDITION CODE: __14___

______________________________15__________________________________________________________________________________________________________________________________________________________________________________________________________

AIRWORTHINESS AUTHORITY:FAA/CAA/JAA/OTHER 16

SIGNATURE:17

INSTRUCTIONS FOR PARTS INFORMATION TAG

1. HBC Customer Number Enter the number furnished by the HBP&D / Service Center.

2. R.A. Number No longer applicable. New Part Returns require the bar-coded form to be returned with the part to Grapevine, TX, per the green and white shipping label.

3. Date Enter the date that the part was removed.

4. Ref / Claim Number Enter the claim number that was used when entering the claim on the Web, or the claim number assigned on your paper claim if not using the Web.

5. Owner Enter the name of the aircraft Owner.

6. Aircraft Serial Number Enter the aircraft serial number.

7. Part Number Enter the part number.

8. Part Serial Number Enter the part serial number.

9. Part Description Enter the description of the part.

10. Part Hours Enter the number of hours on the part.

11. Part Quantity Enter the number of parts.

12. Cycles Since New Enter the number of cycles since new.

13. Since Overhaul Enter the number of cycles since overhaul.

14. Condition/ATA Code Enter the condition ATA code (optional)..

15. Description of Condition Enter the description of condition.

16. Airworthiness Authority Enter the airworthiness authority that has responsibility for the repair facility. FAA, CAA, JAA, etc.

17. Signature Signature of the technician who removed the part(s).

PARTS INFORMATION TAG (SAMPLE)






AAPPENDIXÿÿC

Support+ÿMonthlyÿStatusÿReportingÿCard

A/C Serial No.

Company

Reporting Month/Year

E-mail

Date of Report

Phone Number

Reported By

Fax

Aircraft Utilization:TotalHours

TotalLandings

A. At end of reporting month F. At end of reporting month

B. At end of previous month - G. At end of previous month -

C. Total Hours for reportingmonth (Item A minus B)

H. Total Landings for reporting month(Item F minus G)

* Complete this Monthly Status Card forward to:

Hawker Beechcraft CorporationFAX: +1.316.671.3060Phone: +1.316.676.6995Attention: Support Plus Billing

This report may also be e-mailed to: [email protected]

This report may also be accessed and submitted on line at: http://www.hawkerbeechcraft.com/customer_support/support_plus/

* This must be received within 6 calendar days of the end of each month even if no hours flown.






AAPPENDIXÿÿD

SERVICE BULLETINS REQUIRED FOR ENROLLMENT

1. In accordance with Article II Section 6.2 of this Agreement, at the sole and complete discretion of HBC, the Owner agrees, at its own cost or expense, to incorporate the latest revision of (i) all HBC Mandatory Service Bulletins, (ii) all Recommended Service Bulletins having a specified compliance requirement prior to exceeding the compliance requirement for these types of Service Bulletins issued prior to the effective date of this Agreement as applicable to this Aircraft (iii) all Recommended Service Bulletins in the attached list prior to being entitled to any of the benefits of the Plan. Proof of compliance will be required to determine Service Bulletin incorporation. The Plan will not provided coverage for any service bulletin issued prior to enrollment and service bulletins previously offered at no charge to the Owner for which the Owner hasexceeded the deadline specified by HBC and/or its vendors for ordering or installing the related components or kits.







AAPPENDIXÿÿE

Comments: ____________________________________________________________

________________________________________________________________

Support+ÿNotificationÿofÿAircraftÿSaleÿorÿRegistrationÿNumberÿchange

A/C Serial No.

Date of Notification

Agreement No.

Name on Agreement

Reported By

Phone Number

Fax Number

Email

Sold In process of sale Registration Number Change

Date of Sale/Registration Number Change: ____________Hours at Sale/Registration Number Change: ___________Landings at Sale/Registration Number Change: ___________

Registration Number Change from ___________ to ___________

Prospective/New Owner Name: ______________________________

Address: ________________________________________________

________________________________________________

________________________________________________

Phone Number: __________________________________________

Fax Number: ____________________________________________

Contact Name: ___________________________________________

Email Address: __________________________________________

* Complete this Notification and forward to:

Hawker Beechcraft CorporationFAX: +1.316.671.3060Phone: +1.316.676.0448Attention: Support Plus

This notification may also be e-mailed to: [email protected]
