From: Darren Indyke Sent: 13 December 2016 01:02 To: Nelson, Michael Cc: Larry; Rob DiCastri; Ashok Kumar; Claire Brugirard; Husham Osman; Krishnan N. V.; Bisset,Mark; Marrinan, Joseph; Mehta, Natasha Subject: Re: BBJ SN 30884 [CC-MERO.FID1500434] mailto: Mike: Thank you for your email. There is to be a board meeting next Tuesday, so I do not anticipate having an answer until after the Christmas holiday. Unfortunately, I don't believe we will be able to have a signed contract before the December 18 commencement date. We will have to address this after the holiday. Regards, DARREN K. INDYKE DARREN K. INDYKE, PLLC 575 Lexington Avenue, 4th Floor New York, New York 10022 Telephone: (212) 971-1314 Telecopi r• 8 Mobile email: The information contained in this communication is confidential, may be attorney-client privileged, and is intended only for the use of the addressee. It is the property of Darren K. Indyke, PLLC. Unauthorized use, disclosure or copying of this communication or any part thereof is strictly prohibited and may be unlawful. If you have received this communication in error, please notify us immediately by return e-mail, and destroy this communication and all copies thereof, including all attachments. Copyright of Darren K. Indyke, PLLC - m 2016 Darren K. Indyke, PLLC — All rights reserved. On Dec 12, 2016, at 10:59 AM, Nelson, Michael Dear Darren, wrote: Further to the emails below, can you please confirm whether the Aircraft Purchase Agreement is now agreed (subject to the insertion of the aircraft specs and the inspection scope)? For reference, please find attached the aircraft specs provided by Royal Jet (note that information on times and cycles still needs to be provided in relation to the 3rd engine). The inspection scope will follow. In order that we don't lose the spot with Etihad, is the Purchaser able to confirm to Etihad that the Purchaser will be proceeding with the inspection on 18 December? Looking forward to finalising the Aircraft Purchase Agreement and proceeding to signing and inspection. Kind regards, EFTA00663826
Mike Michael Nelson Senior Associate I Clyde & Co Direct Dial: +971 4 384 4347 I Mobile: 4 <image001..png> PO Box 7001 I Rolex Tower I Sheikh Zayed Road I Dubai. UAE Main +971 4 384 4000 I Fax +971 4 384 4004 Iwww.clydeco.com Winner, Law Firm of the Year 2016, The Lawyer <image002.png> Follow us on twitter @AyiationClydeCo Airline Economics Law Firm of the Year (2016) Who's Who Legal Aviation Firm of the War 2005 - 2016 From: Nelson, Michael [mailtcl Sent: 07 December 2016 16:31 To: 'Darren Indyke' Cc: 'Larry'; 'Rob DiCastri'; 'Ashok Kumar; 'Claire Brugirard'; 'Husham Osman'; 'Krishnan N. V.'; Bisset,Mark; Marrinan, Joseph; Mehta, Natasha Subject: RE: BB3 SN 30884 [CC-MERO.FID1S00434] Dear Darren, Further to the emails below, we have now discussed the points raised with Royal Jet. To keep matters moving forward, please find attached a revised draft of the Aircraft Purchase Agreement (in clean and red-line against the last draft) (which remains subject to the further review of Royal Jet). Please note the following: 1. Section 1.2: Royal Jet have agreed that all 3 engines may undergo the boroscopic examinations at the same time prior to the main pre-purchase inspection. Royal Jet will require that, at the least, those examinations follow the inspection process for the aircraft itself in that the engines should be accepted if they are in the Delivery Condition (rather than there being a wider discretion). Note that Royal Jet are incurring costs in grounding two aircraft to complete these examinations and potential swaps and that the inspection process is already in the Purchaser's favour given it is rare there is no discrepancy requiring rectification. 2. Section 3(c): Royal Jet accepts that the Purchaser will not have complete control over Etihad, so we have made the requirement to commence the inspection by 18 December subject to the availability of Etihad. As a general point, it is important that we finalise the Aircraft Purchase Agreement and confirm this slot quickly so we do not lose it. 3. Section 3(d): Boroscopic examinations of the engines are now excluded from the main pre-purchase inspection given they will already have been carried out. 4. Section 3(e): Royal Jet will permit further flight tests to be carried out, but if they are not necessary as per manufacturer's maintenance manual for release to service then the Purchaser should pay for them. 5. Section 3(f): Royal Jet has agreed to remove the time limit on provision of the inspection report (so it will simply be provided "as soon as is reasonably practicable"). 6. Section 14(a): Given we have not made any progress in inserting an actual amount for the combined single limit, in order to move this forward, we have simply made reference to a market standard amount. 7. Section 15(f): We have corrected the typos referenced below. We will forward the aircraft specs and inspection scope to you once received from Royal Jet. Once those are inserted, we should be able to put the Aircraft Purchase Agreement into execution form and proceed with signing. We look forward to hearing from you. Kind regards, Mike EFTA00663827

