arn2ozo Subject: N7221E From: "Rhiannon Routh" Sent: 3/2/2020 8:28:27 AM To: George, Can you send me the serial numbers for the Turbomeca engines? Thank you, Rhiannon Routh Escrow Support 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 Please be aware. Online bank fraud is on the rise and it is important that you be cautious before wiring funds. If you receive an email containing WIRE TRANSFER INSTRUCTIONS call your escrow officer before wiring funds to verify the accuracy of the wiring instructions. Your escrow officer ran be reached at (405)681-6663. JiE VERY CAREFUL IN WIRING FUNDS Il1 CONFIDENTIAL Subject to Protective Order IATS - 000900 SDNY_GM_02775005 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00261645 EFTA01340273

LETTER OF INTENT February 26, 2020 Aircraft Services Group Inc. 401 Industrial Avenue Teterboro, NJ 07608 Re: 2008 Keystone (Sikorsky) S-76C++ I lelicopter Serial No. 760750. U.S. Registration No. N722JE Ladies and Gentlemen: Black Air 777 Group PLC, with an address at Berkeley Square House, Berkeley Square, London, England W 1J 6BD ("Purchaser") hereby expresses its intent to purchase from Hyperion Air, LLC, with an address at do Kellerhals Ferguson Kroblin PLLC, 9053 Estate Thomas, Suite 101, St. Thomas, USVI 00802 ("Seller), that certain 2008 Keystone (Sikorsky) S-76C helicopter (sometimes referred to as a S-76C++), bearing Manufacturer's Serial No. 760750 and U.S. Registration No. N722JE, with two (2) Turbomeca Arriel 2S2 engines, together with all avionics, equipment, systems, furnishings and accessories installed on, contained in, or attached to said helicopter and engines, and also including all airframe, engine and accessory logbooks, flight and operation manuals, maintenance and overhaul records, checklists, drawings, warranty documents for any assignable warranties, and all other records and paperwork relating to the above- described helicopter and engines in Seller's possession, all as is to be more particularly described in the definitive written Aircraft Purchase Agreement described below (collectively, the "Aircraft"), subject to the following terms and conditions: 1. The total purchase price for the Aircraft shall be the sum of Three Million Three Hundred Thousand U.S. Dollars (US $3,300,000.00), payable as follows: (a) Within three (3) business days after Seller's acceptance of this Letter of Intent ("1O1"), Purchaser shall wire transfer a fully refundable One Hundred Fifty Thousand U.S. Dollar (US $150,000.00) deposit (the "Deposit") to Insured Aircraft Title Service, Inc., Oklahoma City, Oklahoma, Attn: Joan Roberts, Vice President (the "Escrow Agent"), which Deposit shall be held in escrow and disbursed in accordance with the terms and conditions set forth in the definitive written Aircraft Purchase Agreement described below; and (b) The balance of the purchase price for the Aircraft in the amount of Three Million One Hundred Fifty Thousand U.S. Dollars (US $3,150,000.00) shall be paid at the closing provided for in the definitive Aircraft Purchase Agreement described below, said purchase price balance to be wire transferred prior to such closing into a special escrow account of the Escrow Agent for its disbursement to the Seller at CONFIDENTIAL Subject to Protective Order IATS - 000901 SDNY_GM_02775006 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EF1'A_00261646 EFTA01340274

said closing upon the satisfaction of the conditions and requirements to be set forth in the said Aircraft Purchase Agreement. 2. The Deposit and this LOI shall be subject to the execution of a definitive written Aircraft Purchase Agreement between Seller and Purchaser in form and substance mutually satisfactory to the parties, providing for the sale and purchase of the Aircraft on terms consistent with this LOI, such other terms as are typically found in transactions of the type contemplated herein and such other terms and conditions as may be mutually agreed upon by the parties. Said definitive written Aircraft Purchase Agreement shall herein be referred to as the "Purchase Agreement". Seller shall provide to Purchaser an initial draft of the Purchase Agreement within seven (7) business days after the acceptance of this LOI by Seller, and Seller and Purchaser shall undertake to execute and deliver to each other the mutually acceptable Purchase Agreement within fifteen (15) business days after the acceptance of this LOI by Seller. The Purchase Agreement shall supersede this LOI in its entirety, and, if there should be any conflicts between the provisions of the Purchase Agreement and this LOI, the provisions of the Purchase Agreement shall control for all purposes. If the parties fail to enter into the Purchase Agreement within such fifteen (15) business day period, then, unless the parties agree in writing to extend the date for execution, the Escrow Agent shall, within one (I) business day after the expiration of such fifteen (15) business day period, return the Deposit to Purchaser, and neither Seller nor Purchaser shall have any further liability to the other party. 3. The Aircraft shall be delivered with good and marketable title and free and clear of all liens, claims, demands and encumbrances. 4. The Aircraft shall be delivered in an airworthy condition with a valid standard U.S. Certificate of Airworthiness and shall comply in all respects with the "Delivery Condition" to be defined and specified in detail in the Purchase Agreement. 5. A pre-purchase inspection of the Aircraft shall be conducted at a facility to be specified in the Purchase Agreement, and the scope of the pre-purchase inspection, including mechanical and records inspections, test flights and the like will also be specified in the Purchase Agreement. Closing on the purchase of the Aircraft shall be subject to Purchaser's satisfaction, in Purchaser's sole discretion, with the results of the pre-purchase inspection of the Aircraft. 6. The provisions of this LOI are confidential and neither party shall disclose this LOI or the provisions hereof, except (a) to the members, owners, principals, managers, officers, and directors thereof, and to the employees, agents, and professional advisors thereof with a need to know the same, (b) as required by law, or (c) as such party may deem necessary in order to effectuate the transactions contemplated by this LOI. 7. Except as otherwise may be provided in the Purchase Agreement, each party shall bear its own costs, fees and expenses relating to preparation, negotiation, execution and performance of this LOI, the Purchase Agreement and the transactions contemplated herein and therein. CONFIDENTIAL Subject to Protective Order IATS - 000902 SDNY_GM_02775007 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EF1'A_00261647 EFTA01340275

8. The provisions of this LOI and the Purchase Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to contracts executed and to be fully performed therein without reference to New York law principals of conflicts of law. 9. This LOI will remain in effect until 5:00 p.m. EST on March 2, 2020, after which, if not accepted by Seller, it shall expire and have no further force or effect. This LOI may be accepted by Seller's returning by email a pdf of a copy hereof, signed by an authorized representative of Seller, to Marty Black, CEO and Director of Purchaser, at [email protected] prior to that time. BLACK AIR 777 GROUP PLC By: Name: Marty Black Title: CEO and Director ACCEPTED: HYPERION AIR By: Nettie: Lawrence Visoski Title: Manager 2/26/20 Date: CONFIDENTIAL Subject to Protective Order IATS - 000903 SDNY_GM_02775008 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00261648 EFTA01340276