1C11(2019 Subject: N7221E From: "Brandee Wilson" Sent: 10/1/2019 12:26:31 PM To: Attachments: N7221E Escrow Agreement.pdf; IATS Terms and Conditions (2).pdf Hello, Please see attached our escrow agreement and our terms and conditions. Thank you! Brandee Wilson Assistant for Joan F. Roberts - VP Insured Aircraft Title Service, LLC 21 East Main, Suite 100 Oklahoma City, OK 73104 Phone: 405-681-6663 Fax: 405-682-0818 www.insuredaircraft.com 1/I CONFIDENTIAL Subject to Protective Order IATS - 000755 SDNY GM_02774860 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00261500 EFTA01340128

FAA Does & Filings CONFIDENTIAL Subject to Protective Order IATS - 000756 SDNY_GM_02774861 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00261 50 1 EFTA01340129

DoasSIgn Envelope ID: 94E88894-2066.4931-906-02418ASEADEC UNITED STATES OF AMERICA U.S. DEPARTMENT OF TRANSPORTATION FEDERAL AVIATION ADMWISTRATION AIRCRAFT BILL OF SALE FOR AND IN CONSIDERATION OF $10&OVC THE UNDERSIGNED OWNER(S) OF THE FULL LEGAL AND BENEFICIAL TITLE OF THE AIRCRAFT DESCRIBED AS FOLLOWS: UNITED STATES N 722JE REGISTRATION NUMBER AIRCRAFT MANUFACTURER & MODEL Keystone Helicopter S-76C AIRCRAFT SERIAL NO. 760750 DOES THIS DAY OF December .2019 HEREBY SELL, GRANT, TRANSFER AND DELIVER ALL RIGHTS, TITLE, AND INTERESTS IN AND TO SUCH AIRCRAFT UNTO: OMB CAN, 0) No. 2120-0042 Exp. 09/9012018 Do Not W1109 In This Block FOR FAA USE ONLY PURCHASER NAME AND ADDRESS (IF INDIVIDUAL(S). GIVE LAST NAME. FIRST NAME. AND MICOLE INITIAL.) HELICOPTER 1029, LLC 767 Fifth Avenue New York, New York 10153 DEALER CERTIFICATE NUMBER AND TO its successors EXECUTORS. ADMINISTRATORS. AND ASSIGNS TO RAVE AND TO HOLD SINGULARLY THE SAID AIRCRAFT FOREVER, AND WARRANTS THE TITLE THEREOF: IN TESTIMONY WHEREOF we HAVE SET NAME(S) OF SELLER (TYPED OR PRINTED) Hyperion Air, LLC ACKNOWLEDGMENT (NOT REQUIRED FOR PURPOSES OF FAA RECORDING: HOWEVER. MAY BE REQUIRED BY LOCAL LAW FOR VALIDITY OF THE INSTRUMENT.) ORIGINAL: TO FAA: v2.3 (10/18) our HAND AND SEAL THIS SIGNATURE(S) (IN INK) (IF EXECUTED FOR CO-OWNERSHIP. ALL MUST SIGN.) DAY OF Dec., 2019. TITLE (TYPED OR PRINTED) Lawrence Visoski CONFIDENTIAL Subject to Protective Order IATS - 000757 SDNY_GM_02774862 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00261502 EFTA01340130

DocuSipn Envelope ID: 8F03333D-465F-OCBFAB66-41012731A742 WARRANTY BILL OF SALE. Pursuant to that certain Aircraft Purchase Agreement, dated as of November 1 , 2019 (the "Aarcenterftl, by and between HYPERION AIR, LLC, U.S. Virgin Islands limited liability company ("Seller"), and HELICOPTER 1029, LLC, a Delaware limited liability company ("Purchaser"), for and in consideration of the sum of Ten Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by Seller, and being the owner of the MI legal and beneficial title in and to that certain used 2008 Keystone Helicopter (Sikorsky) model S-76C aircraft, bearing manufacturer's serial number 760750, and currently registered with the United States Federal Aviation Agency (the "FAA") as N722JE, together with said aircraft's two Turbomeca S.A. Model Arriel 2S2 engines, bearing manufacturer's serial numbers 42285TEC and 42286TEC, and with all avionics, equipment systems, furnishings and accessories installed on, contained in or attached to said aircraft and engines, and also including all airframe, engine and accessory logbooks, flight and operation manuals, maintenance and overhaul records, FAA Form 8130s for all life-limited parts, FAA Form 337s and all other records and paperwork relating to the above-described aircraft and engines that are (i) required for Part 91 operations, or (ii) in Seller's possession or control (collectively, the "Aircraft.% Seller does hereby grant, bargain, sell, convey, transfer and deliver unto Purchaser, all of Seller's right, title and interest in and to the Aircraft. Seller hereby warrants to Purchaser, its successors and assigns, that Seller is the lawful full legal, record and beneficial owner of 100% of the Aircraft and that there is hereby conveyed to Purchaser good and marketable title to the Aircraft, free and clear of any and all leases, liens, claims, encumbrances and rights of third parties whatsoever, and Seller will warrant and defend such title forever, at the sole expense of Seller, against all claims and demands whatsoever. EXCEPT FOR THE WARRANTIES SET FORTH IN THE IMMEDIATELY PRECEDING PARAGRAPH (THE "P -FS,J r 122 ANTES"), THE AIRCRAFT AND EACH PART THEREOF IS BEING SOLD TO PURCHASER HEREUNDER IN ITS"AS IS, WHERE IS" CONDITION AND "WITH ALL FAULTS" EFFECTIVE AT THE CLOSING. EXCEPT FOR THE EXPRESS WARRANTIES, NEITHER SELLER NOR ITS AGENTS, REPRESENTATIVES OR EMPLOYEES MAKE ANY WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND OR NATURE WHATSOEVER TO PURCHASER. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES, THERE IS (I)NO WARRANTY BY SELLER, ITS AGENTS, REPRESENTATIVES OR EMPLOYEES AS TO THE AIRWORTHINESS OR PHYSICAL CONDITION OF THE AIRCRAFT, (II) NO IMPLIED WARRANTY BY SELLER, ITS AGENTS, REPRESENTATIVES OR EMPLOYEES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE AIRCRAFT, (III) NO IMPLIED WARRANTY BY SELLER, ITS AGENTS, REPRESENTATIVES OR EMPLOYEES ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE, AND (IV) NO WARRANTY BY SELLER, ITS AGENTS, REPRESENTATIVES OR EMPLOYEES AGAINST PATENT INFRINGEMENT OR THE LIKE. IN NO EVENT SHALL EITHER PARTY HERETO BE LIABLE FOR ANY SPECIAL INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND. 18 CONFIDENTIAL Subject to Protective Order IATS - 000758 SDNY_GM_02774863 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00261503 EFTA01340131

DocuSion Envelope ID. 8F033330-465F4C8Fa868-410127314742 IN WITNESS WHEREOF, Seller has caused this Warranty Bill of Sale to be executed by its duly authorized representative this day of 2019. HYPERION AIR, LLC e— ClowSlons, br @ (Away). Uses6 1/4 —•44012002f44Ct. By: Name: Lawn:tarp Vignski Title: Manager Date: 19 CONFIDENTIAL Subject to Protective Order IATS - 000759 SDNY_GM_02774864 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00261504 EFTA01340132