- I 0 0 0 0 0 0 0 0 7 6 9 v.P -/ WICHITA, KANSAS, OR IN THE EIGHTEENTH JUDICIAL DISTRICT COURT OF SEDGWICK COUNTY, KANSAS, TO THE EXCLUSION OF ALL OTHER COURTS AND TRIBUNALS. NOTWITHSTANDING THE ABOVE, IN THE EVENT AN "EVENT OF DEFAULT" SHOULD OCCUR, RACC (AT ITS SOLE OPTION) MAY INSTITUTE A LEGAL PROCEEDING IN ANY JURISDICTION AS MAY BE APPROPRIATE IN ORDER FOR RACC TO OBTAIN POSSESSION OF THE COLLATERAL. THE PARTIES HEREBY CONSENT AND AGREE TO BE SUBJECT TO THE JURISDICTION OF THE AFORESAID COURTS IN SUCH PROCEEDINGS. 15. Enforceability. The unenforceability of any provision hereof shall not affect the validity of any other provision hereof. 16. Binding Agreement All obligations of Debtor hereunder shall bind the heirs, agents and attorneys-in-fact; successors and assigns of Debtor. If there be more than one Debtor, their liabilities shall be joint and several. All rights of RACC hereunder shall inure to the benefit of its successors and assigns. 17. Assignment. RACC may transfer or assign all or any part of its interest in this Security Agreement without the consent of Debtor or any other party. Debtor shall not sell, assign, transfer, encumber or convey any of its interests in the Collateral or in this Security Agreement without the prior written consent of RACC. 18. Entire Agreement This Security Agreement, the Promissory Note and the Governing Documents constitute the entire agreement between and among the parties with respect to the subject matter hereof. There are no verbal understandings, agreements, representations or warranties not expressly set forth herein. Neither this Security Agreement nor the Promissory Note shall be changed orally, but only by writing signed by the parties hereto. DEBTOR HEREIN ACKNOWLEDGES THAT DEBTOR HAS READ AND FULLY UNDERSTANDS AU. OF THE TERMS AND CONDITIONS OF THIS SECURITY AGREEMENT. BY EXECUTION HEREOF, THE UNDERSIGNED HEREBY CERTIFIES THAT HE/SHE IS DULY AUTHORIZED TO EXECUTE THIS SECURITY AGREEMENT IN THE CAPACITY STATED BELOW. Executed this 13_ day of 2001, at Wichita, Kansas. Debtor: Be n • str Debtor: N/A N/A (signature) (title) Address: 4700 Coliseum Way, Address: N/A Oakland, CA 94601 RAYTHEON Al CRAFT CREDIT CORPORATION "RA vid A. Davis, Vice President BERGEN INDUSTRIES. INC.. Jul 01 SDNY_GM_02759510 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246432 EFTA01330895

SDNY_GM_02759511 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246433 EFTA01330896

0 0 0 0 0 0 0 0 7 7 0 FAA ASSIGNMENT (TO BE USED FOR ADDITIONAL ASSETS - LOANS) ASSIGNMENT (the "FAA Assignment") executed by RAYTHEON AIRCRAFT CREDIT CORPORATION, a Kansas corporation ("RACQ"), pursuant to the Intercompany Purchase and Contribution Agreement, dated as of March 20, 1997 (as amended, supplemented or otherwise modified from time to time, the "Purchase Agreement"), between RACC and Raytheon Aircraft Receivables Corporation, a Kansas Corporation (the "Buyer"). NV LTNEftaETH: WHEREAS, RACC, pursuant to a certain contract ("Contract") the obligor thereunder has purchased the undivided interest in the aircraft described in the security agreement to which this FAA Assignment is attached (such undivided interest in such aircraft the "Aircraft") and RACC has obtained a lien in such Aircraft pursuant to the security agreement to which a counterpart of this FAA Assignment is attached for purposes of filing with and recording by the FAA (with the obligation secured thereby collectively, the "Security Agreement"): WHEREAS, RACC, pursuant to the Purchase Agreement, has agreed to assign the Contract and receivables arising thereunder, the liens created pursuant to the Security Agreement and all proceeds of the foregoing to the Buyer; WHEREAS, in order to perfect the Buyer's interest in all of RACC's rights and interest in, to and under the Contract, the Aircraft and the Security Agreement assigned under the Purchased Agreement and all proceeds thereof, RACC has agreed to execute this FAA Assignment; NOW, THEREFORE, in consideration of the foregoing, RACC hereby agrees as follows: (a) For value received, RACC hereby sells, assigns and transfers, effective on as of July 16. 2001 unto the Buyer all of RACC's right, title and interest in and to the Aircraft and in and to the Security Agreement and all of RACC's right, title and interest (but not obligations) in and to the Contract (including the right to payment thereunder) and all proceeds of the foregoing. (b) This FAA Assignment is one of the FAA Assignments referred to in, is entitled to the benefits of and is made subject to the terms and conditions of, the Purchase Agreement. (c) This FAA Assignment shall be governed by, and construed in accordance with, the laws of the State of New York. SDNY_GM_02759512 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246434 EFTA01330897

SDNY GM 02759513 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246435 EFTA01330898

0 0 0 0 0 0 0 0 7 7 1 IN WITNESS WHEREOF, RACC has caused this FAA Assignment to be duly executed on the day and year written below. RAYTHEON AIRCRAFT CREDIT CORPORATION B Dated: Jul,/ 16, 2001 Title: Vice Presid it, David A. Davis 2 SDNY_GM_02759514 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246436 EFTA01330899

SDNY_GM_02759515 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246437 EFTA01330900

. . • 0 0 0 0 0 0 0 0 7 7 2 FAA ASSIGNMENT ASSIGNMENT (the "FAA Assignment"), executed by RAYTHEON AIRCRAFT RECEIVABLES CORPORATION, a Kansas corporation, as seller (the "Seller") under the Amended and Restated Purchase and Sale Agreement (as amended and supplemented or otherwise modified from time to time, the "Purchase Agreement") dated as of March 18, 1999, among the Seller, Raytheon Aircraft Credit Corporation, as Servicer, the financial institutions and special purpose corporations from time to time parties thereunder (the "purchasers") Bank of America National Association, as Managing Facility Agent and as Administrative Agent for the Purchasers (in such capacity, the "Administrative Anne), Bank of America National Association and The Chase Manhattan Bank, as Co-Administrative Agents for the Purchasers, The Chase Manhattan Bank, as Syndication Agent, Citibank, N.A. and Credit Suisse First Boston, as Co- Syndication Agents, and each Administrative Agent referred to therein. AriniEaalini WHEREAS, pursuant to that certain contract (the "Contract") the obligor thereunder has purchased the undivided interest in the aircraft described in the security agreement to which this FAA Assignment is attached (such undivided interest in such aircraft the "Aircraft") and the Seller has obtained a lien in such Aircraft pursuant to the security agreement to which a counterpart of this FAA Assignment is attached for purposes of filing with and recording by the FAA (with the obligation secured thereby, collectively the "Security Agreement"); WHEREAS, the Seller, pursuant to the Purchase Agreement, has agreed to assign the Contract and receivables arising thereunder, the liens created pursuant to the Security Agreement and all proceeds of the foregoing to the Administrative Agent for the account of the Purchasers; WHEREAS, in order to perfect the Administrative Agent's security interest in all of the Seller's rights and interest in, to and under the Contract, the Aircraft and the Security Agreement assigned under the Purchase Agreement and all proceeds thereof, the Seller has agreed to execute this FAA Assignment; NOW, THEREFORE, in consideration of the foregoing, the Seller hereby agrees as follows: SDNY_GM_02759516 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246438 EFTA01330901

SDNY_GM_02759517 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246439 EFTA01330902

00000000773 31 I. For value received, the Seller hereby sells, assigns and transfers, effective on and as of July 16, 2001 unto the Administrative Agent for the ratable benefit of the Purchasers all of the Seller's right, title and interest in and to the Aircraft and in and to the Security Agreement and all of the Seller's right, title and interest (but not obligations) in and to the Contract (including the right to payment thereunder) and all proceeds of the foregoing. 2. This FAA Assignment is one of the FAA Assignments referred to in, is entitled to the benefits of and is made subject to the temis and conditions of, the Purchase Agreement. 3. GOVERNING LAW. THIS FAA ASSIGNMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK. SDNY_GM_02759518 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246440 EFTA01330903

SDNY_GM_02759519 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246441 EFTA01330904

0 0 0 0 0 0 .0 0 7 7 4 IN WITNESS WHEREOF, the Seller has caused this FAA Assignment to be duly executed on the day and year written below. RAYTHEON AIRCRAFT RECEIVABLES CORPORATION By. itic: Vice Pre dent David A. Davis Dated: imlv 16.iftQl SDNY_GM_02759520 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246442 EFTA01330905

3.1 0 VI4 141:1U0 Al l° V t-IGHIUDIO 93 OT Id& OC 111r TO. V .. • V d Hilt% 03114 I hereby certify that I have compared the fore- going with the original and it is a true and correct copy thereof. SDNY_GM 02759521 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246443 EFTA01330906

, • . ....._ ... ..._._ thl ett931 929Y A a co.. No. 203004 UNITEHaTEPOF emu es me AIRCRAFT RFEYSTRATON APPUCATION i zo ... 3 3 CERT. ISSUE DATE UNITED pi STATES al 787TH RECUSTROICH NUMBER ---- AIRCRAFT HAWFACTLIFIEN MQ0Q. Raytheon Aifrcr , • Company Beechjet 400A GG Atig 2 2 PO MACAW! SERML No. RK-260 FOR FAA USE ONLY TYPE 09 RECISTRAT/Cei Mean re toil O I:filtration& O 2. Partnership O 3. CorperaTon IN)E. OPOwner CIL Govt Ati ttlYczu" Win OF APPLICANT (Poisen(S) semen on erlderco Cl cemores. a ioanara 10" HO Art Si. lama. Of °Ma easi) 1. Bergen Industries, Inc. OWNING al do address below an undivided 8.25% Interest 2.-\ See Attachment owning the interest shown on 316 676-8000 the attachment TELEPSICNE HUMMER. ( I AGGRESS creanantri mains saw ix ax applaud UNTO 101 South Webb Road tone« as sweet Rwal Reale: arr Wichita STATE KS ZIP trot 87207 O CHECK HERE IF YOU ARE ONLY REPORTING A CHANGE OF ADDRESS ATIENTION I Read the following statement before signing this application. This portion MUST be completed. A also or daemon anima to try maim in Me ac$a5en miry be poem* IM Prefaltora by Si. ra e Of lafeisonment MS Ora ni* us Sec 1009, 011— ItI b 'In ta-3 • CERTIFICATION op t, err> '_a... a) UWE COMFY iii Om Moo is r owned by the Spiacent a a am lindiseng leo r t o of the U Sl at om urranianete ten capeetical) for voSrai Wet So name of imam I. Oi. CHECK ONE AS APPROPRIATE: a. r:) A Istairitlfen..min Ma) inste ri fern 3151 or Term 3.331) Pb. G business on:Menem of MVO a-tt° falCO-tf moo Ofa et)atannA=lat ci inity,d ?tit= Man am salad* AN (2) Thal 0* Mersa N not reaslona lade/ UM Ws Cl WV iO4.9. aNnter 333 (3) lael WO wistom Cl owmntro is now of has wen UM We. no Pre* Annan Acatirestrar. NOTE: IT smogs lot osownersho all appIcants must sign. Use wens aide il necessary. TYPE OR PRINT E SIGNATURE EACH FART OF MS APPLICATION MAST SE SHNE0 IN INK. SIGNATURE DATE A/0) V rtriNE /PA , i SIG DA ' YmF Tee Attachment SIGNATURE 1TTLE OATS NOTE P•0600 meat 01 Se Grace* of Mail Reds:RNA U. abaft nay be canal kr • Nyasa To le tem of fio denl ctelna etieh firm V* PINK apt el ell isomer nun be erect b. the east 0I AC Fun B0S0-I (12/113) (0052-004289007) samosas Precious Edam Q-11. ‘c\&I C:i fr• 47C SDNY_GM_02 759522 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246-144 EFTA01330907

• • 3 ••Tcfr: j .E3CD's2.0 3 ••n gCl:r1 xA • 'S A•mtuirAr.tr---..; • . 3:scl 19::f "."45zel:e 4..11 1$u. .L. LA • 17140HV1)10 A.1.13 VI4014111)10 LZ 01 iiiu.,,n-ar;;co. ;"Doy V VA H±IIu 031W SDNY_GM_02759523 T TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, EFTA_00246445 EFTA01330908

3 0 0 0 0 0 0 0 7 6 5 ATTACHMENT TO AIRCRAFT REGISTRATION APPLICATION N787TA Beech'et 400A Serial: RK-260 Name of applicant: 2.) Ferbert LLC 3.) Fly Away LLC 4.) Bloomfield Investment Company, LLC 5.) Wilero L.L.C. 6.) MAKA of Turrtleland L.L.C. 7.) East Penn Manufacturing Co., Inc. 8.) FC Corporate Air Travel, Inc. 9.) Samolot, LLC 10.) Alton, Inc. 11.) Pilgrim Cove Air LLC 12.) Leonard M. Rand and Barbara E. Rand, Trustees of the Rand Family Trust 13.) Air Ghislaine, Inc. 14.) Nassau Holdings, Inc. 15.) Raytheon Travel Mr Company 244.) 15.) area S. S. Je th in Owning an undivided Interest of: 6.25% 6.25% 6.25% 6.25% 6.25% 6.25% 6.25% 6.25% 6.25% 6.25% 12.5% 6.25% 6.25% 6.25% Address: Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Title: Date: Senior Contracts Manager of Raytheon Travel Air Company Acting as Attorney-in-Fact '7 be. Senior Contracts Manager of Raytheon Travel Air Company By signing above, the applicant agrees and stipulates (1) to the terms, conditions and certification of the AC Form 80504 Aircraft Registration Appleadon, to which this page is attached (the "Application"). Oft that all of the information set forth on the Application Is true and correct as of this date, and (iii) the Application may be executed by the co-owners by executing separate counterpart signature pages, each of which what so executed and delivered shall be an original, but all such counterparts shall together constitute but one and the same application SDNY_GM_02759524 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246446 EFTA01330909

VI4ONV 7)10 All0 VROHV1A0 L3 OT WO OC 1111' to. V VA Q3714uc SDNY_GM_02759525 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246447 EFTA01330910

UNITED STATES OF AMERICA US DUARTMINT Of TRANSPORTATION IMOCRAL AFIAlION AMINISTRATION AIRCRAFT BILL AF SIEJLEn FOR AND IN CONSIDERATION OF S I & OTEW.R. VALOABIg CONSIDERATIONS THE UNDERSIGNED OWNER(S) OF AN UNDIVIDED INTEREST IN THE LEGAL AND BENEFICIAL TITLE OF THE AIRCRAFT DESCRIBED AS FOLLOWS: UNITED STATES REGISTRATION NUMBER N787TA AIRCRAFT MANUFACTURER di MODEL Raytheon Aircraft Company Beechiet 400A AIRCRAFT SERIAL No. RK-260 DOES THIS 16th OAY OF July 2001 HEREBY SELL GRANT. TRANSFER AND DELIVER ALL RIGHTS. TITLE, AND INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: 1 0 7 6 3 PORU otsoveo OAR NO. 21200://2 60025106 O1,_9 I C0E—VANCE ie :WED al RUG 22 PI1 1 54 • Fam-arRATI0N PURCHASER NAME AND ADDRESS INC(VIDUAL(S) CAVE LAST NAME. FIRST KAM AM /ADDLE DOTIAL) OWNING an undivided 6.25% Interest Bergen Industries, Inc. do 101 South Webb Road Wichita, KS 67207 DEALER CERTIFICATE Human AND TO I OCCILSCiono .RIOEESTORtREAMOEURAPORG. AND ASSIGNS TO HAVE AND TO HOLD SINGULARLY THE SAID AIRCRAFT FOREVER. AND WARRANTS THE TITLE THEREOF. IN TESTIMONY WHEREOF WE HAVE SET OUR HAND AND SEAvrins 16th DAY OF July 2001 SELLER NAME (S) OF SELLER (TYPE OR PRIMED) SIGNATURE (S) (C. IMO OF =Ear= FOR CO-OW:MRS/MS ALL SRIST SIM) TITLE InTED OR MAU) Raytheon Travel Air Company Karen S. Jenkins iti. kti. .. 40sr. Contracts Manager AC KA owl. F ncr NI r NT NOT R min R Fn mix pi moncrcnr c 1 a 0 rrnermun• tznwevco xtsv oc urn...acne,' • "••.• • Atli me tin mw ne,...................... ORIGINAL: TO FAA CERTOflED COPY TO BE RECORDED BY FAA SDNY_GM_02759526 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246448 EFTA01330911

V1-10I- 11)10 Ail0 V WOHV1110 L.Z OT Wd OC W TO. . r‘l3l;l‘r V VII C1311.4 I hereby certify that I have compared the fore- going. with the original and it is a true and correct copy thereof. c Peg SDNY_GM_02759527 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246449 EFTA01330912

d • .11Cii.iikAetn fast n warm STATES OrAME)46A oclaRnAbir c+4Fuvhdortralott I FEDERAL ARAM* ACCIP4S/PAIIONall 100.411C4Erf AntsaartICAL CORY AIRCRAFT REGISTROXN APPLICATCH I o2X -- 5 . CENT ISSUE DATE RR JUN 1 3 2001 METED STATES - REGISTPATICN MAMA &l 787rA AIRCRAFT MANUFACTUFdER • MODEL RnvihPm Aircraft Crismanv Ftenchjet 4MA DAFT SERIAL Ha. W-260 FOR FM USE ONLY TYPE OF REOISIPATION (Ch•:k an WO •" CI 1. Indieldual 0 2. ParburshIp 0 3. CoryoratIcti zbe. Coon 0 & GOA geg. .de AM made MAU NAYS OFAPPLICANT Minot) s% en tiara al aeramho a PM ha mm4 EKE name. cr O Raytheon Travel Air Company ORM • 1. e/o address belts; an undivided /4,1.5% Interest 2.-PfSee Attachment taming the interest as shown on the attachment TELEPHONE NLTHEEPE 1316 ) 676-8000 ADDRESS (PannaPprd intEna acIbin fat Ent APPkArE led) mint..., w4 ..ye„. 101 South Webb Road Ray( fixer P.O. Dor. CRY Withi TA SLOE KS DP CODE 672(17 U CHECK HERE IF YOU ARE ONLY REPORTING A CHANGE OF ADDRESS ATTENTION! Read the following statement before signing this application. This portion MUST bo completed. . A Ito cc etttentg Watt a a all panto, in INA appkaten may be °mat Icr purls:meet by fine ...Olt, Sea yds. Cogs. Ttle la. Sae. MI). CERTIFICATION IWE COMFY: II) TRH to Atom Ho -PE HcHaPE Of the undarianaa app9cart %to Raab:at (n.RxIN anDealoni) al Re Wei Swot. (pa. refry tint EKE Mr* °I " et ). CC CHECK ONE AS APPROPECATE: a. Q les:rh Yen iesistraign (from IASI or Fenn 1551) Na. ELs 1t. b. WA ron-atarf or o;nisal c.rantiri End Wry bane.* Ender Ma PH) PE WHO fr killO r e " Ittgdan araikri*TraVigrilt=nter Pc OEM Kuno sea *ramble for (2)11ti Me amid I. rat revasnerl unar V's Laws of am ketegn couty: an, (9) That legal WEEK° PC cromorttlp Ls Sordid of has torn Nes .taw Pe federal Maw, Aorkiatralket, NOTE if to:Ma. n 0I' OTOVetwarthP an aPPIIcAMA mi".4-1 9C,. Use mane side ii DEPEssaflE TYPE OR PRINT NAME BE LOW SIGNATURE ggi , O Z 0 1g um? aR% SKi. . 1. e . TME Sr 'contracts Manager OM 3/30/01 SIGNATURE 2 4 1.kee Attachment MTLE DATE sravinstE TRU ERIE NOTE Paving maybe of me Canna*, d Mint Regbratan. Ye sayaii mai be csemlod IN • gemkr1 nal la wont CI NI drys. ming veldt Ono me FINK cow of It wpicaVon mum be cried in me S AC Form 0400-1 (1290) (0092404249007) Supersedes PIVA3uS &ROI r•di \0/3 e ttp 0 fa° 3 5r37 4, FORA APPRO.'S° OMB Na E@:012 SONY_GM_02759528 T TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, EFTA_00246450 EFTA01330913

• .• • • • • • it • . • • • . e • • •. (22;-.025 • okt • VitOnV1)10 Alto tncOttiNd re OI IJU ZT NU [OQZ tiouvalsia.3a rd'iTeant vrd HIM 031M S0NY_GM_02759529 T TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, EFTA 00246451 EFTA01330914

0 0 0 0 0 0 0 0 9 I 2 ATTACHMENT TO AIRCRAFT REGISTRATION APPLICATION N787TA Beech et 400A Serial: Rk-260 Name of applicant: 2.) Ferbert LLC 3.) Fly Away LLC 4.) Bloomfield Investment Company, LLC 5.) Wilcro L.L.C. 6.) MAKA of Turrtleland L.L.C. 7.) East Peon Manufacturing Co., Inc. 8.) FC Corporate Air Travel, Inc. 9.) Samolot, LLC 10.) Alcoa, Inc. 11.) Pilgrim Cove Air LLC 12.) Leonard M. Rand and Barbara E. Rand, Trustees of the Rand Family Trust 13.) Mr Ghislaine, Inc. 14.) Nassau Holdings, Inc. Signatures: 2-14.) Owning an undivided Interest of: 6.25% 6.25% ' 6.25% 6.25% 6.25% 6.25% 6.25% 6.25% 6.25% 6.25% 12.5% 6.25% 6.25% Title: Address: Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Senior Contracts Manager of Raytheon Travel Air Company Acting as Attorney-in-Fact Date: 3 ) 3O In I By signing above, the applicant agrees and stipulates (I) to the terms, conditions and certification of the AC Form 8050.1 Aircraft Registration Applcation, to which this page is attached (the "Application"), (10 that all of the information set forth on the Application Is true and correct as of this date. and (III) the Application may be executed by the oorowners by executing separate counterpart signature pages, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute but one and the same application SDNY_GM_02759530 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246452 EFTA01330915

VSIOHVZIO All0 tr'lOHY7k0 TE OT and ET NOr row /18 HO ral SP:3 f .M14 0,,,v vrd 1111:4 0;71;8 SDNY_GM_02759531 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246453 EFTA01330916

LRATECI STATESF AriERKra 0 as o VS Of TRANSPORTATION FEDERAL AVIATION ADM AIRCRAFT BILL OF SALE FOR AND IN CONSIDERATION OF S I & OTHER VALUABLE CONSIDERATIONS THE UNDERSIGNED OWNER(S) OF AN UNDIVIDED INTEREST IN THE LEGAL AND BENEFICIAL TITLE OF THE AIRCRAFT DESCRIBED AS FOLLOWS: UNITED STATES REGISTRATION NUMBER N787TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-260 DOES THIS Aoki DAY OF March 2001 HEREBY SELL GRANT. TRANSFER AND DELIVER ALL RIGHTS. TITLE. AND INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: 0 9 1 0 RR 0 2 LI 0 1 0 CONVEY %NOE RECORDED '01 JUN 13 PM 2 '10 FEDERAL AVIATIcR ADMitalgITingkitc4ist1/4 FOR FAA USE ONLY FOAM APPROVED OMB NO. 2120.00.I2 PURCHASER NAME AND ADDRESS EF INOWIDUAMS). GIVE LAST NAM/LIMEY NAME. AND MIDDLE RENAL) OWNING an undivided 6.25% Interest Raytheon Travel Air Company 101 S. Webb Road Wichita, KS 67201 DEALER CERTIFICATE NUMBER rAdtirs4Prabiffigi.sens -eXECInernaMe4eMMORS, AND ASSIGNS TO HAVE AND TO HOW SINGULARLY THE SAID AIRCRAFT FOREVER. AND IN TESTDAONY WHEREOF WE HAVE SET OUR HAND AND SEAL THIS 20 —*DAY OF March 2001 ..3 re ..1 CA co NAME (S) OF SELLER (TYPE OR PRINTED) SIGNATURE ($) ICI 000(W UMW. FOR CO-OWEIntStill. AU. MUST SICA.) , TITLE (TYPEDOR PIUMID) Magbri, LLC C —T - 7:r 2------- , f5,-r5e.nr..Ae, J ACKNOWLEDGEMENT GOT REQUIRED FOR PURPOSES OF FAA RECORDING: HOWEVER. M AC BE REQUIRED BY LOCAL LAW FOR VALIDITY OF THE INSTRUMENT.) ERTIFIED COPY • ORIGINAL: TO FAA (la/ --r - TO BE RECORDED BY FAA SDNY_GM_02759532 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246454 EFTA01330917

•rn VPIOHV7:10 All0 T£ OT Wy 01. Nfir TOO?. 8 NOLLPUISIO118 1 "if ' Ind H1114 0317; abiV I hereby certify that have compared the ore- oing with the angina! Ind duos and collect WY ft SDNY_GM_02759533 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246455 EFTA01330918

FILINGIC P FORII APPROVED 0M3 Aq 21200042 0 rrgster=w2W•l ze.thiada rithesnireasbirs we VONROKEY AFROMMTICAL C01101 - AIRCRAFT REGISTRATION APPUCATION CI(' 6 -.. CERT ISSUE DATE ? P .2 • 2.2. -en UNITED EWES RECKSTIA11011 NIA/BER N 76TTA AIRCRAFT MANUFACTURER A MODEL Raytheon Aircraft Cconanv Beer.hier 4O1k AIRCRAFT SERIAL No. FK-260 FOR FM USE ONLY TYPE OF REGISTRATION fChe:A one ORO O I. InIhrdual 0 2. Parinersits 0 3. CaparatiOn x2:0. commer 0 6. Govt. Pi E. 'teat " RIME OF APPUCANT (Ponoolt) skean on tadonco d craweptio. II IndAleall. Obs WS Mint TER same. IRS FRAITO Iowa 1. Raytheon Travel Air Company MENG • c/o address below an undivided 6.2r. Interest 2.-!k< See Attachment caning the interest as stunt on the attachment TELEPHONE NUIMIEft ( 316 1676-43009 ACCRESS etrinteerit mal3no Wein. Iof trey applant Iiile0) Nunbes. and Streit 14.1 South Webb _Road An: Route: PO. Oar CITY Wichita STATE KS DP CODE 67207 0 CHECK HERE IF YOU ARE ONLY REPORTING A CHANGE OF ADDRESS ATTENTION! Read the following statement before signing this application. This portion MUST be completed. A lasa or crehOtiosl antis to On) ouveloo in Ins apploabto may be ponds for purist/nor/ by Are and/of Frown/noel do Coda. 110.) Is sm. gee CERTIFICATION eve CEATIEV. (I) Tbal me Mine Ann" Is mar by V. trneml)ntKI oppKaAE EEG Is • often carludn; *awoke* Of me Uneed States. Tor WON W. QM° maw of tvsloc A Or CHECK ONE AS APPROPRIATE: o. In A itodol alert INN St (Fenn 1.151 at Fonts 1.5511 No Mar O. B A an124 4g -04.n" Ira dor.° boon trder No tan of (HMI 02.4,2 o/a said *PVC, is based o, ly am LIMO Slat r. Of fl Ilan NO IsitlablO (or IrmEEY4Ko in /0/ C. id' .), Or a l -1'n I' 0 Thal Ow aide. Is nor enislorod tea Ng Foss ol wry Nitro couny; ard 0) Thal logsE erAdoco of imme..hp Is anichtel Of has bp) Nod al the Folotal *KWH, AenElsbaron. NOTE: It Oxbruted for coeyinership an aopaconts mot son. eso reverse skis II ',actuary. TYPE OR PRINT NAME BE OW SIGNATURE gii b 5 S /RI Y zr. o SIGNATURE TITLE 1. Te - rr • Sr. Contracts Manager OM 11/30/00 SIGNATURE me 7 -14Ga Rtrachmant nay SIGNATURE mie was ROTE PrGE9 REHM 0 the colon et mans nosossn to stoma facto cotes for • prod is In coma so days. auto ielch sea the PINK OWEDI ES AIMAMFIKI MR t. faHRSHARF.003/1. 1.001 Irrt Tram% esposorr an AC ram 8S1 ( 7 0.4; -,5 T 0///‘ etrinGtw At& SONY_GM_02759534 T TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, EFTA_00246456 EFTA01330919

al9--.2- • • .O1 /O1%0 113 V 0 irt0FIV 1Iti ZI Zt taci tE 14j31‘I° as ticril j /O3103H liVu113ttiv Him 03 S0NY_GM_02759535 T TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, EFTA_00246457 EFTA01330920

no 0 Ala 0 0 2 od ATTACHMENT TO AIRCRitt REGISTRATION APPLICATION M787TA peechlet 4004 Serial: RK-260 Name of applicant; 2.) Ferbert LLC 3.) Fly Away LLC 4.) Bloomfield Investment Company, LLC 5.) Wilero L.L.C. 6.) MAICA of TunetIdand L.L.C. 7.) East Penn Manufacturing Co., Inc. 8.) FC Corporate Mr Travel, Inc. 9.) Magbri, LLC 10.) Samolot, LLC 11.) Alcon, Inc. 12.) Pilgrim Cove Mr LLC 13.) Leonard M. Rand and Barbara E. Rand, Trustees of the Rand Family Trust 14.) Air Ghislaine, Inc. 15.) Nassau Holdings, Inc. Signatures: 2-15.) Owning an undivided Interest of: 6.25% 6.25% 6.25% 6.25% 6.25% 6.25% 6.25% 6.25% 6.25% 6.25% 6.25% 12.5% 6.25% 6.25% Title: dc th -ess: Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Senior Contracts Manager of Raytheon Travel Air Company Acting as Attorney-in-Fact Date: By signing above, the applicant agrees and stipulates (I) to the terms, conditions and certification of the AC Form 8030-1 Aircraft Registration Applcation, to which this page is attached (the "Application"), Oft that all of the information set forth on the Application Is true and correct as of this date, and (di) the Application may be executed by the co owners by executing separate counterpart signature pages, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute but one and the same application SDNYGivl02759536 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246458 EFTA01330921

t• ak, V14014V180 Alto VHOHV1X0 21 ZI bid IC NEW TO. NOI1V alS1938 1478381V V id HJ.IM 03113 SDNY_GM_02759537 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246459 EFTA01330922

UNITED STATES OF AMERICA yi REPARTHEYI OP TRANSPOWIT L AlTKIPOLOLDOIRAION 2 AmcRATT L FS E FOR AND IN CONSIDERATION OF S I & OTHER VALUABLE CONSIDERATIONS THE UNDERSIGNED OWNER(S)OF AN UNDIVIDED INTEREST IN THE LEGAL AND BENEFICIAL TITLE OF THE AIRCRAFT DESCRIBED AS FOLLOWS: UNITED STATES REGISTRATION NUMBER N787TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechiet 400A AIRCRAFT SERIAL No. RK-260 DOES THIS '254AY OF November 2000 HEREBY SELL GRANT. TRANSFER AND DELIVER ALL RIGHTS. TITLE, ANO INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: 1 7 Pp 015717 CONVEYANCE RECORDED 2001 FEB 22 PIM 10 23 FEILli. jcvUAT014 AD FOR FaiSeINLY FORM APPROVED OMB HO.2120-0042 3 a. a. NAME AND ADDRESS ININVIDUAL(SI , GIVE LAST RA ME. POST au/RAND WINE [MALI OWNING an undivided 6.25% Interest Raytheon Travel Air Company 101 S. Webb Road Wichita, KS 67201 DEALER CERTIFICATE NUMBER AND ro j.,--_5/4CCCSSoYS WARRANTS THE-raw THEREOF. illairfegictSfINatelieffifit AND ASSIGNS TO HAVE AND TO HOLD SINGULARLY THE SAID AIRCRAFT FOREVER. AND IN TESTIMONY WHEREOF WE HAVB 56T OUR HAND AND SEAL THIS 40" DAY OF PILIVernuer EVIA) SELLER NAME (S) OF SELLER HYPE OR (RIMED) SIGNATURE (S) (LT PM (IF EXECUTED FOR MOWRY-RUM ALL MUST SIGN TITLE ITITEDOR FILMED) Mark Styslinper /V/A 'r,,e4 4°, ,a CERTIFIED TO COPY RF RpeoRnFn RY FAA ACKNOWLEDGEMENT (NOT REQUIRED FOR PURPOSES OF FAA RECORDING: HOWEVER. MAY BE REWIRED BY LOCAL LAW FOR VALENTI( OF THE INSTRUMENT.) ORIGINAL: TO FAA SDNY_GM_02759538 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246460 EFTA01330923

<25 VI-113HV 1)10 Alla V140HV1710 ZI ZI Lid IC Ng' TO. be HOLLY SISI938 liVd3t1IV HiliA 0311d I hereby certify that I have compared the fore- going with the original and it is a true and coned copy thereof. SDNY_GM_02759539 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246461 EFTA01330924

CORRECTED FORM PPFFIOVED 01)/3 Na 21204:042 CI o UNETE92.X1 OF Al Ao =Dallt s TRAti m=thiloN U I . . AIRCRAFT REGISTRATION APPLIOCKIN • 7 7 I-1 CERT. ISSUE DATE , RR MM AUG 2 6 2000 • aif -3 °tome STATES REOSTTRATIa WUNDER N 7RM ,. AIRCRAFT MANIJFACTUREA & OACOEL . Raytheon Aircraft Company Beechjet 4004 ASICAAFT SEW No. & RK-260 FOR MA USE ONLY TYPE OF PEciasTRozoom peek cm kW 0 1. GvIdual 0 2. Partnerth0 0 3. Ocirgorstion' 4. Co.— CI & OM& 3ga • NAME OF APPUCAMT V lograhalll Sni SOSO IMS) (Porteo(s) sheen ge ramp el oreagnelp. EOM MO met Mine. eM 1. East Penn Manufacturing Co., Inc. CONING • c/o address holm; an undivided 6.25% Interest 2.-/5See Attachment owning the interest as sham on the attachment nanmant ranee. ( 31.6 ) 676-8C00 " ADDRESS nyara Sias* Ito ill er;ticeno win ATTN: CONTRACTS DEPT. Elonbee and fleet: 101 South Webb Road Rat Recto: PC. Sac CITY Wichita OM KS ZIP CCCE 67207 O CHECK HERE IF YOU ARE ONLY REPORTING A CHANGE OF ADDRESS ATTENTION! Road the hallowing tatomont before signing this application. This portion MUST be completed. A team or Ott obryon Kt any guest:on 13 His oppemoca may be goals 10I pitta,Mtel by flee an,/; krotisonerant iii Code. The IS. Set ih21). CERTIFICATION LWE CERTIFY) II) That the stow await a °mad ty Ote etaltcnad aNtkamt ...) Is a 6,2101 Oht409 WPMTE201) c4 De United Sate& fora Yang byta. Ent Natt of Mies: 1 or CHECK ONE AS APPROPRIATE: c 0 losattIelayth Sten ft, (Form 1.151 a rem bash No. Laame • A whatzen coratedoto wait* twee vidot the tan Cl !Vaal) risPe l swi ss" Ceribl. W TIE91373101,h taftserttall723/'"' in n't ' (2) That lie shwa Is not rtgatad yaw the Ian of en/ Isair ochrty. end (3) That legal eadtece of oweershp Is couched Or has teat Ned t1 the Fedora] *M1 em ACmIttstretort, NOTE II executed lot onennerdlilp Si appleantS !Tait sign., Ufa reYeria Skla It nec=are TYPE OR PRINT NAME BELOW SIGNATURE EACH PART OF INS APPLICATION MUST OE SIGNED KINK hooNAC riffir ../ C—Ci I TorPlArr . Cm EctsCEa lianas..., of Raytheon Travel Air Company aging fig art -in-fact - ea, i ae2 scuartME 2.45See Attachment Da d SIGNARIFE TIRE DATE NOTE Paden mete ol IN Comm Cl Meta illgatriaen. to *OM May be oppeind lor e pored not In mew d CO arts, dmiste et** Ins ea pea row el Eye ethelalbta manic. Es alcot AC form Med poSSOS628-900M Supesedes Predous Mal tArek.L5r SDNY_GM_02759540 T TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, EFTA_0O246462 EFTA01330925

• Vi4OHNIT510, VV:01.1V1A0 C 1,18 zz 1111' 00. • • 4:,div _ SDNY_GM_02759541 T TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, EFTA 00246463 EFTA01330926

0 0 2 13.419.40111aNt Tv Al CRAFT REGISTRATION APPLICATION N787TA Beechjet 400A Serial: RK-260 Name of applicant: Owning an undivided Address: Interest of: 2.) Air thislaine, Inc. 6.25P/O Shown on original form hereto 3.) Ferbert LLC 6.25% do applicant #2 4.) Fly Away LLC 6.25% do applicant #2 5.) Bloomfield Investment Company, LLC 6.25% do applicant #2 6.) Wilero L.L.C. 6.25% do applicant #2 7.) MAKA of Turrtleland L.L.C. 6.25% do applicant #2 8.) LeaiarrA stR= •grgna par. nay 12.5 % do applicant #2 9.) FC Corporate Mr Travel, Inc. 6.25% do applicant #2 10.) Mark Styslinger 6.25% do applicant #2 11.) IVIagbri, LLC 6/5% do applicant #2 12.) Samolot, LLC 6.25% do applicant #2 13.) Alcoa, Inc. 6.25% do applicant #2 14.) Pilgrim Cove Mr LLC 6.25% do applicant #2 15. )Nassau Holdings, Inc. 6.2511 c/o applicant 112 Signatures: Title: Date; 2-15 .) Terry L. Carr Senior Contracts Manager of Raytheon Travel Air Company Acting as Attorney-in-Fact By signing above, the applicant agrees and stipulates (1) to the terms, conditions and certification of the AC Form 80504 Aircraft Registration Appleadon, to which this page is attached (the "Application"), (ii) that all of the information set forth on the Application is true and correct as of this date, and (iii) the Application may be executed by the co-owners by executing separate counterpart signature pages, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute but one and the same application SDNY_GM_02759542 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246464 EFTA01330927

• V140HV1M0 ALIO WOHY1X0 . ST £ LW /2 111P 00. OK air SONY GM 02759543*MEM SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, -15-, and 17 EFTA_00246465 EFTA01330928

023-)9! U.S. DEPARTMENT OF TRANSPORTATION FEDERAL AVIATION ADMINISTRATION CROSS-REFERENCE-RECORDATION SEE CONVEYANCE NO FILINO DATE: This form is to be used in cases where a conveyance covers several aircraft and engines, propellers, or locations. File original of this form with the recorded conveyance and a copy in each aircraft folder involved. TYPE OF CONVEYANCE SECURITY AGREEMENT DATE EXECUTED 12/29/99 FROM FC CORPORATE AIR TRAVEL, INC. DOCUMENT NO. NN019133 TO OR ASSIGNED TO BANK OF AMERICA, NA DATE RECORDED March 27, 2000 THE FOLLOWING COLLATERAL IS COVERED HY THE CONVEYANCE: AIRCRAFT (List by registration number) I TOTAL NUMBER INVOLVED I N787TA ENGINES I TOTAL NUMBER INVOLVED 2 MAKE(S) PRATT & WHITNEY IT15D-5 SERIAL NO. PCE-JA0287 PC41- A0291 PROPELLERS I TOTAL NUMBER INVOLVED MAKE(S) SERIAL NO. SPARE PARTS -LOCATIONS I TOTAL NUMBER INVOLVED LOCATION RECORDED CONVEYANCE FILED IN: N787TA RAYTHEON AIRCRAFT COMPANY 400A S/N RK-260 SDNY_GM_02 759644 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246466 EFTA01330929

SDNY_GM_02759545 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246467 EFTA01330930

fl 0 0 0 ?I 1, Fite 6 0 TO BE RIE-CORD-ED BYPFAYA 14 11 19 1 3 3 RACC SECURITY AGREEMENT • Raytheon Aircraft Credit Corporation 1. Grant of Security Interest. To secure the payment of the indebtedneSsalUeliRa9 it Corporation (hereinafter referred to as "RACC") by FC Corporate Air Travel, Inc. (hereinafter referre4 to as "Debtor) under that certain Promissory Note (hereinafter referred to as the "Promissory Note"), dated of eAen date herewith, and any renewals, extensions or changes in form thereof, and of any ard:211;other. indebtedness of Debtor to RACC, either direct or indirect, absolute or contingent, whether now existing or hereafter arising, Debtor grants to RACC a security interest in the following property and in all additions and accessions thereto and substitutions and replacements thereof, all unearned insurance premiums and insurance proceeds, and the proceeds of all of the foregoing (all of said property is hereinafter collectively referred to as the "Collateral"): A. An undivided 6.25% interest in Raytheon Aircraft Company Aircraft Model Beechjet 400A, Serial Number RK-260, Registration Number N787TA (the 'Aircraft"), together with all other property used in the operation of the Aircraft or reflecting use or maintenance of the Aircraft, including but not limited to all engines, propellers, instruments, avionics, equipment and accessories attached to. connected with, located in or removed from the Aircraft and all logs, manuals and maintenance records. Aircraft Engines: Make: Pratt & Whitney; Model: PW-JT15D-5; Shaft Horsepower over 750; Serial Number (L):Pc.E.SA on? Serial Number (R):K64-t102.411 together with any replacement engines. Aircraft Propellers: Hub Make: N/A; Hub Model: N/A; Hub Serial Number (L): WA; Hub Serial Number (R): N/A, together with any replacement propellers. B. All contracts and agreements of every kind (oral and written), contract rights, rights to receive payments, goods or services of every kind, general intangibles, chattel paper and accounts, whether now existing or owned or hereafter arising or acquired, governing, relating to or arising out of my right, title or interest in the Aircraft, including, without limitation, the Raytheon Travel Air Company (hereinafter referred to as "RTA") agreements described as follows: Master Interchange Agreement, Joint Ownership Agreement, Management Agreement, and Aircraft Interest Purchase Agreement. Including any amendments thereto (collectively the "Governing Documents'). C. All proceeds of the foregoing, including, without limitation, all contract rights, general intangibles, accounts, cash, and goods and all payments under any insurance covering the Aircraft and any of its engines, equipment, accessories and accessions. 2. Governing Documents. Debtor warrants that on the date of this Security Agreement, the Governing Documents are in full force and effect and current in all respects, that no default or event or condition which with the passage of time would become a default thereunder exists and that no party to any of the Governing Documents has any right to offset or defense under or with respect to any of the Governing Documents. Except as otherwise provided in this Security Agreement, Debtor shall fully perform all Debtor's obligations under the Governing Documents. Debtor authorizes and directs RTA and its successors, assigns and affiliates to provide RACC, as the secured party, with such information as RACC may request regarding the Governing Documents, any amendments thereto or modifications thereof, and any other contract or agreement governing, relating to or arising out of Debtors right, title or Interest in the Collateral, including, without limitation information regarding Debtor's payments and performance thereunder. Debtor agrees not to enter into any amendments or modification of the Governing Documents or any other contract or agreement governing, relating to or arising out of Debtors right, title or interest in the Collateral without RACC's prior written consent Notwithstanding, anything herein to the contrary, RACC shall not be liable under the Governing Documents to perform any of the obligations thereunder, nor be required or obligated in any manner to make any payment, or make any inquiry as to the nature or sufficiency of any payment received by RTA, or present or file any claim, or (Rev 12/90) 1 )rn. 47 cDoc.%ir•N 531`$ 1.1/4 \5 .OO 3 _ 0 SDNY_GM_02 759546 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246468 EFTA01330931

A 1131:MnVO 80 C WEI OZ MOO. 11 C:1.11::1 • SDNY_GM_02759547 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246469 EFTA01330932

n 0 0 0 0 0 0 n. 4 1 3 /2_2, )C take any action to collect or enforce the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times. The security interest granted herein is a purchase money security interest under the Kansas Uniform Commercial Code. 3. Debtor's Warranty of Title and Citizenship. Except for the security interest granted under this Security Agreement Debtor warrants that Debtor is (or, to the extent that the Collateral is to be acquired hereafter, will be) the owner of the Collateral free from any prior security interest lien or encumbrance. Debtor will defend the Collateral against all claims and demands of all persons claiming interest therein. Debtor further warrants that.it is a citizen of the United States as defined by 49 U.S.C. § 40102. 4. Debtor Will Execute and Deliver Documents. Debtor will, at RACC's request furnish RACC such information and execute and deliver to RACC such documents and do all such acts and things as RACC may reasonably request as are necessary or appropriate to assist RACC in establishing and maintaining a valid security interest in the Collateral and to assure that the Collateral is properly titled and registered and the security Interest perfected to RACC's reasonable satisfaction. Debtor will pay the cost of filing all appropriate documents in all public offices where RACC deems such filings necessary or desirable. 5. Operation, Maintenance and Repair. Subject to the Governing Documents, Debtor shall operate, maintain and repair the Collateral and retain actual control and possession thereof in accordance with the following provisions: 5a. Subject to the Goveming Documents, Debtor shall have complete use of the Collateral until default, and Debtor shall use, operate, maintain and store the Collateral, or any part thereof, properly, carefully and in compliance with all applicable statutes, ordinances, regulations, policies of insurance and manufacturers recommendation and operating and maintenance manuals. 5b. Subject to the Governing Documents, Debtor agrees that the Collateral will be operated only by duly certificated and qualified pilots and shall maintain U.S. registry and shall be based within the geographical boundaries of the United States. 5c. Subject to the Governing Documents, Debtor shall be responsible for and pay for all expenses of owning and operating the Collateral, including but not limited to storage, fuel, lubricants, service, inspections, overhauls, replacements, maintenance and repairs, all in compliance with the manufacturers operating and maintenance manuals and with FAA rules and regulations. Debtor shall properly maintain all records pertaining to the maintenance and operation of the Collateral. 6. Insurance. Subject to the Goveming Documents, Debtor will, at its own expense, keep the Collateral insured at all times against loss, damage, theft, and such other casualties as RACC may reasonably require (including hull insurance) in such amounts, under such forms of policies, upon such terms, for such periods and with such companies or underwriters as RACC may (but has no obligation to) approve. RACC hereby approves the insurance provided by RTA pursuant to the Governing Documents. Losses or refunds in all cases shall be payable to RACC and Debtor as their interests may appear. In no event shall the amount of such insurance be less than the amount of indebtedness due under the Promissory Note. All policies of insurance shall provide for at least thirty (30) days prior written notice of cancellation to RACC, and shall contain a breach of warranty endorsement in favor of RACC. RACC may obtain such insurance if such insurance is not provided by Debtor. Debtor shall furnish to RACC proof satisfactory to RACC of compliance with the provisions of this paragraph. RACC, and its assigns, are hereby irrevocably appointed attorney-in-fact for Debtor to endorse for Debtor any checks, drafts or other instruments whatsoever payable to Debtor as proceeds or refunds for any such insurance and to make claims of loss and to sign proofs of loss against any insurance company and to receive all payments. Debtor will pay any deductible portion of such insurance. All risk of loss, damage, destruction or confiscation shall at all times be on Debtor. 7. Debtor's Possession. Until default Debtor may have possession of the Collateral and use it in any lawful manner not inconsistent with this °ism trity Agreement. RACC may examine and inspect the Collateral, wherever located, at all reasonable times. At its option, but without assuming any obligation to do so, RACC may discharge taxes, liens or security interests, or other encumbrances levied or asserted against the Collateral, may place and (Rev 12/98) 2 SDNY_GM_02759548 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246470 EFTA01330933

SDNYGM 02759549 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 0024647I EFTA01330934

0 0 0 f) 0 0 0? 4 I 4 fl - 13 pay for insurance thereon, may order and pay for the repair, maintenance and preservation thereof, and may pay any necessary filing or recording fees. Amounts paid by RACC under the preceding sentence shall be added to Debtors unpaid balance under the Promissory Note, shall be secured by the Collateral and shall be payable upon demand, together with interest at the rate computed as provided in Paragraph 2 of the Promissory Note until paid in full. Subject to the Governing Documents, Debtor shall at all times keep the Collateral, and any proceeds therefrom, separate and distinct from other property of the Debtor and shall keep accurate and complete records of the Collateral and any such proceeds, 8. Default. Upon Default, as defined in the Promissory Note, RACC may require Debtor to assemble the Collateral and make it available to RACC at a place to be designated by RACC which is reasonably convenient to both parties. The requirements of the Kansas Uniform Commercial Code for reasonable notification to Debtor of the time and place of any proposed public sale of the Collateral or of the time after which any private sale or other intended disposition is to be made, shall be met if such notice is mailed, postage prepaid, to Debtors address, as shown herein, at least twenty (20) days before the time of the sale or disposition. After deduction of all reasonable expenses of retaking, holding, preparing for sale or lease, selling, leasing and the like, together with reasonable costs of collection, attorneys' fees and legal expenses of RACC, and after the payment of the principal and interest due under the Promissory Note, the balance, if any, of the proceeds of the sale may be applied to the payment of any or all other indebtedness of Debtor to RACC, whether due or not, whether direct or indirect, absolute or contingent, whether now existing or hereafter arising, and whether owing individually or in connection with others not parties hereto, and to the satisfaction of indebtedness secured by any subordinate security interest in the Collateral of which RACC has received notice prior to distribution of the proceeds. Debtor shall be liable for any deficiency after application of such proceeds, to the extent permitted by law. If after a default by Debtor, the Collateral is returned to or recovered by RACC, Debtor agrees RACC may fly or otherwise move the Collateral for demonstration and other purposes reasonably related to a proposed public or private sale or other disposition of the Collateral. 9. Sale of Aircraft and/or Related Collateral. In the event the Aircraft and/or related Collateral Is sold, RACC may declare all Indebtedness due under the Promissory Note, as well as any other Indebtedness or liability of Debtor to RACC, immediately due and payable. In addition to the foregoing, RACC may (a) sell, or instruct any agent or broker to sell, all or any part of the Collateral, and direct such agent or broker to deliver all proceeds thereof to RACC and apply all proceeds to the payment of any or all of the unpaid balance owed pursuant to the provisions contained in this Security Agreement, in such order and manner as RACC shall choose, in its discretion, and/or (b) cause title to the Collateral to be transferred into the name of RACC or its designee. Debtor understands and agrees that any sale by RACC of all or part of the Collateral pursuant to the terms of this Security Agreement may be effected by RACC at a time and in a manner which could result in the proceeds of such sale being significantly and materially less than might have been received if such sale had occurred at a different time or in a different manner, and Debtor hereby releases RACC and its officers and representatives from and against any and all obligations and/or liabilities arising out of or related to the timing or manner of any such sale. All rights and remedies of RACC provided herein are subject to the limitations set forth in the Governing Documents that relate to Debtors interest in the Collateral. 10. Waiver of Default. No waiver by RACC of any default shall be effective unless in writing, nor operate as a waiver of any other default or of the same default in the future. 11. Restriction on Transfer or Liens. Debtor will not, without the prior written consent of RACC, sell or otherwise transfer or encumber the Collateral, or any interest therein, or offer to do so or, except in accordance with the Governing Documents, permanently remove or attempt to permanently remove the Collateral from the United States. Debtor will keep the Collateral free from any adverse security interest, lien or encumbrance and will not permit the Collateral to be attached or replevied. 12. Taxes. Debtor will promptly pay, or cause to be paid, when due, all taxes and assessments upon the Collateral or upon its use or operation or upon this Security Agreement and the obligations evidenced by the Promissory Note. (Rov 12/P8) 3 SDNY_GM_02759550 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246472 EFTA01330935

SDNY GM 02759551 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246473 EFTA01330936

It 10 00 0 0 LI 1 3 13. Change of Address. Debtor will notify RACC in writing of any change of address from that shown in this Security Agreement within ten (10) days of such change. 14. GOVERNING LAW AND CHOICE OF FORUM. THIS SECURITY AGREEMENT WAS MADE AND ENTERED INTO IN THE STATE OF KANSAS AND THE LAW GOVERNING THIS TRANSACTION SHALL BE THAT OF THE STATE OF KANSAS AS IT MAY FROM TIME TO TIME EXIST. THE PARTIES AGREE THAT ANY LEGAL PROCEEDING BASED UPON THE PROVISIONS OF THIS SECURITY AGREEMENT SHALL BE BROUGHT EXCLUSIVELY IN EITHER THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF KANSAS AT WICHITA, KANSAS, OR IN THE EIGHTEENTH JUDICIAL DISTRICT COURT OF SEDGWICK COUNTY, KANSAS, TO THE EXCLUSION OF ALL OTHER COURTS AND TRIBUNALS. NOTWITHSTANDING THE ABOVE, IN THE EVENT AN "EVENT OF DEFAULT" SHOULD OCCUR, RACC (AT ITS SOLE OPTION) MAY INSTITUTE A LEGAL PROCEEDING IN ANY JURISDICTION AS MAY BE APPROPRIATE IN ORDER FOR RACC TO OBTAIN POSSESSION OF THE COLLATERAL. THE PARTIES HEREBY CONSENT AND AGREE TO BE SUBJECT TO THE JURISDICTION OF THE AFORESAID COURTS IN SUCH PROCEEDINGS. 15. Enforceability. The unenforceability of any provision hereof shall not affect the validity of any other provision hereof. 16. Binding Agreement. All obligations of Debtor hereunder shall bind the heirs, agents and attorneys-in-fact, successors and assigns of Debtor. If there be more than one Debtor, their liabilities shall be joint and several. All rights of RACC hereunder shall inure to the benefit of its successors and assigns. 17. Assignment. RACC may transfer or assign all or any part of its interest in this Security Agreement without the consent of Debtor or any other party. Debtor shall not sell, assign, transfer. encumber or convey any of its interests in the Collateral or in this Security Agreement without the prior written consent of RACC. 18. Entire Agreement. This Security Agreement, the Promissory Note and the Governing Documents constitute the entire agreement between and among the parties with respect to the subject matter hereof. There are no verbal understandings, agreements, representations or warranties not expressly set forth herein. Neither this Security Agreement nor the Promissory Note shall be changed orally, but only by writing signed by the parties hereto. DEBTOR HEREIN ACKNOWLEDGES THAT DEBTOR HAS READ AND FULLY UNDERSTANDS ALL OF THE TERMS AND CONDITIONS OF THIS SECURITY AGREEMENT. BY EXECUTION HEREOF, THE UNDERSIGNED HEREBY CERTIFIES THAT HE/SHE IS DULY AUTHORIZED TO EXECUTE THIS SECURITY AGREEMENT IN THE CAPACITY STATED BELOW. Executed this Al day of nye? itiurr 1912, at Wchita, Kansas. Debtor: N/A Debtor: FC Corporate Air Travel, Inc. CThr- /ViceTere_siciebk Ci.mcISecreErt N/A (signature (title) (signature) (title) Address: 50 Public Square, Suite 1160 Address: N/A Cleveland, OH 44113-2267 RAYTHEON AIRCRAFT CREDIT CORPORATION B (Rev 12/98) 4 "RACC" SDNY_GIvl02759552 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246474 EFTA01330937

SDNY GM 02759553 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246475 EFTA01330938

3-(1 000 9000 '1 4 1 FAA ASSIGNMENT (TO BE USED FOR ADDITIONAL ASSETS - LOANS) ASSIGNMENT (the "FAA Assignment"), executed by RAYTHEON AIRCRAFT CREDIT CORPORATION, a Kansas corporation ("RACC"), pursuant to the Intercompany Purchase and Contribution Agreement, dated as of March 20, 1997 (as amended, supplemented or otherwise modified from time to time, the "Purchase Agreement"), between RACC and Raytheon Aircraft Receivables Corporation, a Kansas Corporation (the "Buvet"). WHEREAS, RACC, pursuant to a certain Contract, the obligor thereunder has purchased the undivided interest in the aircraft described in the security agreement to which this FAA Assignment is attached (such undivided interest in such aircraft [the "Aircraft")) and RACC has obtained a lien in such Aircraft pursuant to the security agreement to which a counterpart of this FAA Assignment is attached for purposes of filing with and recording by the FAA (with the obligation secured thereby collectively, the "Security Agreement"); WHEREAS, RACC, pursuant to the Purchase Agreement, has agreed to assign the Contract and receivables arising thereunder, the liens created pursuant to the Security Agreement and all proceeds of the foregoing to the Buyer; WHEREAS, in order to perfect the Buyer's interest in all of RACC's rights and interest in, to and under the Contract, the Aircraft and the Security Agreement assigned under the Purchase Agreement and all proceeds thereof, RACC has agreed to execute this FAA Assignment; NOW, THEREFORE, in consideration of the foregoing, RACC hereby agrees as follows: (a) For value received, RACC hereby sells, assigns and transfers, effective on as of December 29. 1999 unto the Buyer all of RACC's right, title and interest in and to the Aircraft and in and to the Security Agreement and all of RACC's right, title and interest (but not obligations) in and to the Contract (including the right to payment thereunder) and all proceeds of the foregoing. (b) This FAA Assignment is one of the FAA Assignments referred to in, is entitled to the benefits of and is made subject to the terms and conditions of, the Purchase Agreement. (c) This FAA Assignment shall be governed by, and construed in accordance with, the laws of the State of New York. SDNY_GM_02759554 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246476 EFTA01330939

Qng SDNY GM 02759555 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246477 EFTA01330940

r 0 0 0 0 0 I . 4 I 7 12 X3.7 2 IN WITNESS WHEREOF, RACC has caused this FAA Assignment to be duly executed on the day and year written below. Dated: December 29, 1999 RAYTHEON AIRCRAFT CREDIT CORPORATION 2 SDNY_GM_02759556 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246478 EFTA01330941

SDNY_GM_02759557 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246479 EFTA01330942

ri 0 0 0 rJ 0 4 I 3 ' FAA ASSIGNMENT ASSIGNMENT (the "FAA Assignment"), executed by RAYTHEON AIRCRAFT RECEIVABLES CORPORATION, a Kansas corporation, as seller (the "Seller") under the Amended and Restated Purchase and Sale Agreement (as amended and supplemented or otherwise modified from time to time, the "Purchase Agreement") dated as of March 18, 1999, among the Seller, Raytheon Aircraft Credit Corporation, as Servicer, the financial institutions and special purpose corporations from time to time parties thereunder (the "Purchasers"), Bank of America National Association, as Managing Facility Agent and as Administrative Agent for the Purchasers (in such capacity, the "Administrative Agent"), Bank of America National Association and The Chase Manhattan Bank, as Co-Administrative Agents for the Purchasers, The Chase Manhattan Bank, as Syndication Agent, Citibank, N.A. and Credit Suisse First Boston, as Co- Syndication Agents, and each AdministrativeAgent referred to therein. WIINias_ETII WHEREAS, pursuant to a certain Contract, the obligor has purchased the undivided interest in the aircraft described in the security agreement to which this FAA Assignment is attached (such undivided interest in such aircraft, the "Aircraft") and the Seller has obtained a lien in such Aircraft pursuant to the security agreement to which a counterpart of this FAA Assignment is attached for purposes of filing with and recording by the FAA (with the obligation secured thereby, collectively, the "Security Agreement"). WHEREAS, the Seller, pursuant to the Purchase Agreement, has agreed to assign the Contract and Receivables arising thereunder, the liens created pursuant to the Security Agreement and all proceeds of the foregoing to the Purchasers; WHEREAS, in order to perfect the Purchasers' security interest in all of the Seller's rights and interest in, to and under the Contract, the Aircraft and the Security Agreement assigned under the Purchase Agreement and all proceeds thereof, the Seller has agreed to execute this FAA Assignment; NOW, THEREFORE, in consideration of the foregoing, the Seller hereby agrees as follows: SDNY_GM_02759558 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246480 EFTA01330943

231 SDNY_GM_02759559 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 002464R1 EFTA01330944

c233 0 0 0 1 0 0 0 2 4 1 9 2 1. For value received, the Seller hereby sells, assigns and transfers, effective on and as of December 29. 1999 unto the Administrative Agent for the ratable benefit of the Purchasers all of the Seller's right, title and interest in and to the Aircraft and in and to the Security Agreement and all of the Seller's right, title and interest (but not obligations) in and to the Contract (including the right to payment thereunder) and all proceeds of the foregoing. 2. This FAA Assignment is one of the FAA Assignments referred to in, is entitled to the benefits of and is made subject to the terms and conditions of, the Purchase Agreement. 3. GOVERNING LAW. THIS FAA ASSIGNMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF _ THE STATE OF NEW YORK. 2 SDNY_GM_02759560 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246482 EFTA01330945

SDNY_GM_02759561 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246483 EFTA01330946

(*) 0 0 0 0 0 0 2 4 2 0 IN WITNESS WHEREOF, the Seller has caused this FAA Assignment to be duly executed on the day and year written below. RAYTHEON AIRCRAFT RECEIVABLES CORPORATION Me: Vice Pre dent John S. Myers Dated: December 29. 1999 3 SDNYGivl02759562 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246484 EFTA01330947

‘VIONV1:10 I hereby certify that I have compared the fore- going with the griginal and it is a true a correct copy thereof. / t_en 80 £ LI8 8Z 233 00. :!-:11.V11.2107.2 147::3;::; 0.:3 Ilj SDNY_GM_02759563 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246485 EFTA01330948

U.S. DEPARTMENT OF TRANSPORTATION FEDERAL AVIATION ADMINISTRATION CROSS-REFERENCE-RECORDATION SEE CONVEYANCE NO FILING DATE: This form is to be used in cases where a conveyance covers several aircraft and engines, propellers, or locations. File original of this form with the recorded conveyance and a copy in each aircraft folder involved. TYPE OF CONVEYANCE SECURITY AGREEMENT DATE EXECUTED 10/31/99 FROM FERBERT, LLC DOCUMENT NO. NN019132 TOOR ASSIGNED TO BANK OF AMERICA, NA DATE RECORDED March 27, 2000 THE FOLLOWING COLLATERAL IS COVERED BY THE CONVEYANCE: AIRCRAFT (List by registration number) I TOTAL NUMBER INVOLVED I N787TA ENGINES I TOTAL NUMBER INVOLVED 2 MAKE(S) PRATT & WHITNEY rrI5D-5 SERIAL NO. PCE-JA0287 PCE-JA0291 PROPELLERS I Toni_ NUMBER INVOLVED MAKE(S) SERIAL NO. SPARE PARTS -LOCATIONS I TOTAL NUMBER INVOLVED LOCATION RECORDED CONVEYANCE FILED IN: N787TA RAYTHEON AIRCRAFT COMPANY 400A HMI RK-260 SDNY_GM_02759564 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246486 EFTA01330949

SDNY_GM_02759565 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246487 EFTA01330950

n i °CERTIFIED COn 3 RACC TO BE RECORDED BY IzAt H ,1 0 1 9 13 2 SECURITY AGREEMENT O- 17 Raytheon Aircraft Credit Corporation NN MAR 27 2000,1 1. Grant of Security Interest. To secure the payment of the in -ebte ness ue y eolf- Aircraft Credit r id ° Rein Corporation (hereinafter referred to as "RACC") by Ferbert, LLC (hereinafter referred to as "Debtor) under that certain Promissory Note (hereinafter referred to as the "Promissory Note"), dated of even date herewith, and any renewals, extensions or changes in form thereof, and of any and all other indebtldness,pf.Debtor to RACC, either direct or indirect, absolute or contingent, whether now existing or hereafter .aneing, Debtor grants to RACC a security interest in the following property and in all additions and accessions thereto and substitutions and replacements thereof, all unearned Insurance premiums and insurance proceeds, and the proceeds of all of the foregoing (all of said property is hereinafter collectively referred to as the "Collateral"): An undivided 6.25% interest in Raytheon Aircraft Company Aircraft Model Seechjet 400A, Serial Number RK-260, Registration Number N787TA (the "Aircraft"), together with all other property used in the operation of the Aircraft or reflecting use or maintenance of the Aircraft, including but not limited to all engines, propellers, instruments, avionics, equipment and accessories attached to, connected with, located in or removed from the Aircraft and all logs, manuals and maintenance records. Aircraft Engines: Make: Pratt & Whitney; Model: PW-JT15D-5; Shaft Horsepower over 750; Serial Number (L): PCE-JA0287; Serial Number (R): PCE-JA0291, together with any replacement engines. Aircraft Propellers: Hub Make: N/A: Hub Model: N/A; Hub Serial Number (L): N/A; Hub Serial Number (R): N/A, together with any replacement propellers. B. All contracts and agreements of every kind (oral and written), contract rights, rights to receive payments, goods or services of every kind, general intangibles, chattel paper and accounts, whether now existing or owned or hereafter arising or acquired, governing, relating to or arising out of my right, title or interest in the Aircraft, including, without limitation, the Raytheon Travel Air Company (hereinafter referred to as RTA") agreements described as follows: Master Interchange Agreement, Joint Ownership Agreement, Management Agreement, and Aircraft Interest Purchase Agreement including any amendments thereto (collectively the "Goveming Documents"). C. All proceeds of the foregoing, including, without limitation, all contract rights, general intangibles, accounts, cash, and goods and all payments under any insurance covering the Aircraft and any of its engines, equipment, accessories and accessions. 2. Governing Documents. Debtor warrants that on the date of this Security Agreement, the Governing Documents are in full force and effect and current in all respects, that no default or event or condition which with the passage of time would become a default thereunder exists and that no party to any of the Governing Documents has any right to offset or defense under or with respect to any of the Goveming Documents. Except as otherwise provided in this Security Agreement, Debtor shall fully perform all Debtors obligations under the Governing Documents. Debtor authorizes and directs RTA and its successors, assigns and affiliates to provide RACC, as the secured party, with such information as RACC may request regarding the Governing Documents, any amendments thereto or modifications thereof, and any other contract or agreement governing, relating to or arising out of Debtor's right, title or interest in the Collateral, including, without limitation information regarding Debtor's payments and performance thereunder. Debtor agrees not to enter into any amendments or modification of the Governing Documents or any other contract or agreement governing, relating to or arising out of Debtor's right, title or interest in the Collateral without RACC's prior written consent Notwithstanding, anything herein to the contrary, RACC shall not be liable under the Governing Documents to perform any of the obligations thereunder, nor be required or obligated in any manner to make any payment, or make any Inquiry as to the nature or sufficiency of any payment received by RTA, or present or file any claim, or (Rev Was) O o o 5"n•-lo‘'s1,, tk. 15. SDNY_Gtvl_02 759566 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246488 EFTA01330951

80 £ WY ea C1 oo, SDNY_GM_02759567 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246489 EFTA01330952

n00 10002414 4-24)-1( take any action to collect or enforce the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times. The security interest granted herein is a purchase money security interest under the Kansas Uniform Commercial Code. 3. Debtor's Warranty of Title and Citizenship. Except for the security interest granted under this Security Agreement. Debtor warrants that Debtor is (or, to the extent that the Collateral is to be acquired hereafter, will be) the owner of the Collateral free from any prior security interest, lien or encumbrance. Debtor will defend the Collateral against all claims and demands of all persons claiming interest therein. Debtor further warrants th4it is a citizen of the United States as defined by 49 U.S.C. § 40102. 4. Debtor Will Execute and Deliver Documents. Debtor will, at RACC's request, furnish RACC such information and execute and deliver to RACC such documents and do all such acts and things as RACC may reasonably request as are necessary or appropriate to assist RACC in establishing and maintaining a valid security interest in the Collateral and to assure that the Collateral is properly titled and registered and the security interest perfected to RACC's reasonable satisfaction. Debtor will pay the cost of filing all appropriate documents in all public offices where RACC deems such filings necessary or desirable. 5. Operation, Maintenance and Repair. Subject to the Governing Documents, Debtor shall operate, maintain and repair the Collateral and retain actual control and possession thereof in accordance with the following provisions: 5a. Subject to the Governing Documents, Debtor shall have complete use of the Collateral until default, and Debtor shall use, operate, maintain and store the Collateral, or any part thereof, properly, carefully and in compliance with all applicable statutes, ordinances, regulations, policies of insurance and manufacturer's recommendation and operating and maintenance manuals. 5b. Subject to the Governing Documents, Debtor agrees that the Collateral will be operated only by duly certificated and qualified pilots and shall maintain U.S. registry and shall be based within the geographical boundaries of the United States. 5c. Subject to the Governing Documents, Debtor shall be responsible for and pay for all expenses of owning and operating the Collateral, including but not limited to storage, fuel, lubricants, service, inspections, overhauls, replacements, maintenance and repairs, all in compliance with the manufacturer's operating and maintenance manuals and with FAA rules and regulations. Debtor shall properly maintain all records pertaining to the maintenance and operation of the Collateral. 6. Insurance. Subject to the Governing Documents, Debtor will, at its own expense, keep the Collateral Insured at all times against loss, damage, theft, and such other casualties as RACC may reasonably require (including hull insurance) in such amounts, under such forms of policies, upon such terms, for such periods and with such companies or underwriters as RACC may (but has no obligation to) approve. RACC hereby approves the insurance provided by RTA pursuant to the Governing Documents. Losses or refunds in all cases shall be payable to RACC and Debtor as their interests may appear. In no event shall the amount of such insurance be less than the amount of indebtedness due under the Promissory Note. All policies of insurance shall provide for at least thirty (30) days prior written notice of cancellation to RACC, and shall contain a breach of warranty endorsement in favor of RACC. RACC may obtain such insurance if such insurance is not provided by Debtor. Debtor shall furnish to RACC proof satisfactory to RACC of compliance with the provisions of this paragraph. RACC, and its assigns, are hereby irrevocably appointed attorney-in-fact for Debtor to endorse for Debtor any checks, drafts or other instruments whatsoever payable to Debtor as proceeds or refunds for any such insurance and to make claims of loss and to sign proofs of loss against any insurance company and to receive all payments. Debtor will pay any deductible portion of such insurance. All risk of loss, damage, destruction or confiscation shall at all times be on Debtor. 7. Debtors Possession. Until default. Debtor may have possession of the Collateral and use it in any lawful manner not inconsistent with this Security Agreement. RACC may examine and inspect the Collateral, wherever located, at all reasonable times. At Its option, but without assuming any obligation to do so, MCC may discharge taxes, liens or security interests, or other encumbrances levied or asserted against the Collateral, may place and (Rev 9/99) 2 SDNY_GM_02 759568 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246490 EFTA01330953

921- iti .. SDNY_GM_02759569 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246491 EFTA01330954

no00000 1. 41 nJ GU- pay for insurance thereon, may order and pay for the repair, maintenance and preservation thereof, and may pay any necessary filing or recording fees. Amounts paid by RACC under the preceding sentence shall be added to Debtor's unpaid balance under the Promissory Note, shall be secured by the Collateral and shall be payable upon demand, together with interest at the rate computed as provided in Paragraph 2 of the Promissory Note until paid in full. Subject to the Governing Documents, Debtor shall at all times keep the Collateral, and any proceeds therefrom, separate and distinct from other property of the Debtor and shall keep accurate and complete records of the Collateral and any such proceeds. 8. Default. Upon Default, as defined in the Promissory Note, RACC may require Debtor to assemble the Collateral and make it available to RACC at a place to be designated by RACC which is reasonably convenient to poth parties. The requirements of the Kansas Uniform Commercial Code for reasonable notification to Debtor of the time and place of any proposed public sale of the Collateral or of the time after which any private sale or other intended disposition is to be made, shall be met if such notice is mailed, postage prepaid, to Debtors address, as shown herein, at least twenty (20) days before the time of the sale or disposition. After deduction of all reasonable expenses of retaking, holding, preparing for sale or lease, selling, leasing and the like, together with reasonable costs of collection, attorneys' fees and legal expenses of RACC, and after the payment of the principal and interest due under the Promissory Note, the balance, if any, of the proceeds of the sale may be applied to the payment of any or all other indebtedness of Debtor to RACC, whether due or not, whether direct or indirect, absolute or contingent, whether now existing or hereafter arising, and whether owing individually or in connection with others not parties hereto, and to the satisfaction of indebtedness secured by any subordinate security interest in the Collateral of which RACC has received notice prior to distribution of the proceeds. Debtor shall be liable for any deficiency after application of such proceeds, to the extent permitted by law. If after a default by Debtor, the Collateral is returned to or recovered by RACC, Debtor agrees RACC may fly or otherwise move the Collateral for demonstration and other purposes reasonably related to a proposed public or private sale or other disposition of the Collateral. 9. Sale of Aircraft and/or Related Collateral. In the event the Aircraft and/or related Collateral is sold, RACC may declare all indebtedness due under the Promissory Note, as well as any other indebtedness or liability of Debtor to RACC, immediately due and payable. In addition to the foregoing, RACC may (a) sell, or instruct any agent or broker to sell, all or any part of the Collateral, and direct such agent or broker to deliver all proceeds thereof to RACC and apply all proceeds to the payment of any or all of the unpaid balance owed pursuant to the provisions contained in this Security Agreement, in such order and manner as RACC shall choose, in its discretion, and/or (b) cause title to the Collateral to be transferred into the name of RACC or its designee. Debtor understands and agrees that any sale by RACC of all or part of the Collateral pursuant to the terms of this Security Agreement may be effected by RACC at a time and in a manner which could result in the proceeds of such sale being significantly and materially less than might have been received if such sale had occurred at a different time or in a different manner, and Debtor hereby releases RACC and its officers and representatives from and against any and all obligations and/or liabilities arising out of or related to the timing or manner of any such sale. All rights and remedies of RACC provided herein are subject to the limitations set forth in the Goveming Documents that relate to Debtor's Interest in the Collateral. 10. Waiver of Default. No waiver by RACC of any default shall be effective unless in writing, nor operate as a waiver of any other default or of the same default in the future. 11. Restriction on Transfer or Liens. Debtor will not, without the prior written consent of RACC, sell or otherwise transfer or encumber the Collateral, or any interest therein, or offer to do so or, except in accordance with the Governing Documents, permanently remove or attempt to permanently remove the Collateral from the United States. Debtor will keep the Collateral free from any adverse security interest, lien or encumbrance and will not permit the Collateral to be attached or replevied. 12. Taxes. Debtor will promptly pay, or cause to be paid, when due, all taxes and assessments upon the Collateral or upon its use or operation or upon this Security Agreement and the obligations evidenced by the Promissory Note. (Rev 9799) 3 SDNY_Glvl_02759570 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246492 EFTA01330955

SDNY_GM_02759571 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246493 EFTA01330956

nno lo 00 , A f) ; 13. Change of Address. Debtor will notify RACC in writing of any change of address from that shown in this Security Agreement within ten (10) days of such change. 14. GOVERNING LAW AND CHOICE OF FORUM. THIS SECURITY AGREEMENT WAS MADE AND ENTERED INTO IN THE STATE OF KANSAS AND THE LAW GOVERNING THIS TRANSACTION SHALL BE THAT OF THE STATE OF KANSAS AS IT MAY FROM TIME TO TIME EXIST. THE PARTIES AGREE THAT ANY LEGAL PROCEEDING BASED UPON THE PROVISIONS OF THIS SECURITY AGREEMENT SHALL BE BROUGHT EXCLUSIVELY IN EITHER THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF KANSAS AT WICHITA, KANSAS, OR IN THE EIGHTEENTH JUDICIAL DISTRICT COURT OF SEDGWICK COUNTY, KANSAS, TO THE EXCLUSION OF ALL OTHER COURTS AND TRIBUNALS. NOTWITHSTANDING_ THE ABOVE, IN THE EVENT AN "EVENT OF DEFAULT' SHOULD OCCUR, RACC (AT ITS SOLE OPTION) MAY INSTITUTE A LEGAL PROCEEDING IN ANY JURISDICTION AS MAY BE APPROPRIATE IN ORDER FOR RACC TO OBTAIN POSSESSION OF THE COLLATERAL. THE PARTIES HEREBY CONSENT AND AGREE TO BE SUBJECT TO THE JURISDICTION OF THE AFORESAID COURTS IN SUCH PROCEEDINGS. 15. Enforceability. The unenforceability of any provision hereof shall not affect the validity of any other provision hereof 16. Binding Agreement. All obligations of Debtor hereunder shall bind the heirs, agents and attorneys-in-fact, successors and assigns of Debtor. If there be more than one Debtor, their liabilities shall be joint and several. All rights of RACC hereunder shall inure to the benefit of its successors and assigns. 17- Assignment RACC may transfer or assign all or any part of its interest in this Security Agreement without the consent of Debtor or any other party. Debtor shall not sell, assign, transfer, encumber or convey any of its interests in the Collateral or in this Security Agreement without the prior written consent of RACC. 18. Entire Agreement This Security Agreement, the Promissory Note and the Governing Documents constitute the entire agreement between and among the parties with respect to the subject matter hereof. There are no verbal understandings, agreements, representations or warranties not expressly set forth herein. Neither this Security Agreement nor the Promissory Note shall be changed orally, but only by writing signed by the parties hereto. DEBTOR HEREIN ACKNOWLEDGES THAT DEBTOR HAS READ AND FULLY UNDERSTANDS ALL OF THE TERMS AND CONDITIONSOF THIS SECURITY AGREEMENT. BY EXECUTION HEREOF, THE UNDERSIGNED HEREBY CERTIFIES THAT HE/SHE IS DULY AUTHORIZED TO EXECUTE THIS SECURITY AGREEMENT IN THE CAPACITY STATED BELOW. Executed this 31 day of 0C-4&i 19 fl , at Wichita, Kansas. Debtor: Ferbert, LLC Debtor: N/A (sig.: lure) (title) N/A (signature) (title) Address: 1750 Telegraph Road Suite 300 Address: N/A Bloomfield Hills, MI 48302 RAYTHEON AIRCRAFT CREDIT CORPORATION B9 049,7a0 (Ray 9/99) 4 "RACC" SDNY_Glvl_02759572 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246494 EFTA01330957

c2O2- lo SDNY_GM_02759573 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246495 EFTA01330958

1; n 0 0 0 0 0 1 4 0 7 FAA ASSIGNMENT (TO BE USED FOR ADDITIONAL ASSETS - LOANS) Pt I ASSIGNMENT (the "FAA Assimmen1"), executed by RAYTHEON AIRCRAFT CREDIT CORPORATION, a Kansas corporation (")tACC"), pursuant to the Intercompany Purchase and Contribution Agreement, dated as of March 20, 1997 (as amended, supplemented or otherwise modified from time to time, the "Purchase Agreement"), between RACC and Raytheon Aircraft Receivables Corporation, a Kansas Corporation (the "Buyer"). W I TNEaSETH: WHEREAS, RACC, pursuant to a certain Contract, the obligor thereunder has purchased the undivided interest in the aircraft described in the security agreement to which this FAA Assignment is attached (such undivided interest in such aircraft [the "agar]) and RACC has obtained a lien in such Aircraft pursuant to the security agreement to which a counterpart of this FAA Assignment is attached for purposes of filing with and recording by the FAA (with the obligation secured thereby collectively, the "Security Agreement"); WHEREAS, RACC, pursuant to the Purchase Agreement, has agreed to assign the Contract and receivables arising thereunder, the liens created pursuant to the Security Agreement and all proceeds of the foregoing to the Buyer; WHEREAS, in order to perfect the Buyer's interest in all of RACC's rights and interest in, to and under the Contract, the Aircraft and the Security Agreement assigned under the Purchase Agreement and all proceeds thereof, RACC has agreed to execute this FAA Assignment; NOW, THEREFORE, in consideration of the foregoing, RACC hereby agrees as follows: (a) For value received, RACC hereby sells, assigns and transfers, effective on as of January 5. 1999 unto the Buyer all of RACC's right, title and interest in and to the Aircraft and in and to the Security Agreement and all of RACC's right, title and interest (but not obligations) in and to the Contract (including the right to payment thereunder) and all proceeds of the foregoing. (b) This FAA Assignment is one of the FAA Assignments referred to in, is entitled to the benefits of and is made subject to the terms and conditions of, the Purchase Agreement. (c) This FAA Assignment shall be governed by, and construed in accordance with, the laws of the State of New York. SDNY_GM_02759574 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246496 EFTA01330959

SDNY_GM_02759575 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246497 EFTA01330960

c2c2-7 0 0 0 0 0 0 4"! 4 IN WITNESS WHEREOF, RACC has caused this FAA Assignment to be duly executed on the day and year written below. RAYTHEON AIRCRAFT CREDIT CORPORATION By Dated: January 5. 1999 Vice Presi nt, John S. Myers 2 SDNY_GM_02759576 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246498 EFTA01330961

SDNY_GM_02759577 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246499 EFTA01330962

n iloo lj no24I9 ' FAA ASSIGNMENT ASSIGNMENT (the "FAA Assignment"), executed by RAYTHEON AIRCRAFT RECEIVABLES CORPORATION, a Kansas corporation, as seller (the "Seller") under the Amended and Restated Purchase and Sale Agreement (as amended and supplemented or otherwise modified from time to time, the "Purchase Agreement") dated as of March 18, 1999, among the Seller, Raytheon Aircraft Credit Corporation, as Servicer, the financial institutions and special purpose corporations from time to time parties thereunder (the "Purchasers"), Bank of America National Association, as Managing Facility Agent and as Administrative Agent for the Purchasers (in such capacity, the "Administrative Agent"), Bank of America National Association and The Chase Manhattan Bank, as Co-Administrative Agents for the Purchasers, The Chase Manhattan Bank, as Syndication Agent, Citibank, N.A. and Credit Suisse First Boston, as Co- Syndication Agents, and each AdministrativeAgent referred to therein. EzinEaaRiff WHEREAS, pursuant to a certain Contract, the obligor has purchased the undivided interest in the aircraft described in the security agreement to which this FAA Assignment is attached (such undivided interest in such aircraft, the "Aircraft") and the Seller has obtained a lien in such Aircraft pursuant to the security agreement to which a counterpart of this FAA Assignment is attached for purposes of filing with and recording by the FAA (with the obligation secured thereby, collectively, the "Security Agreement). WHEREAS, the Seller, pursuant to the Purchase Agreement, has agreed to assign the Contract and Receivables arising thereunder, the liens created pursuant to the Security Agreement and all proceeds of the foregoing to the Purchasers; WHEREAS, in order to perfect the Purchasers' security interest in all of the Seller's rights and interest in, to and under the Contract, the Aircraft and the Security Agreement assigned under the Purchase Agreement and all proceeds thereof, the Seller has agreed to execute this FAA Assignment; NOW, THEREFORE, in consideration of the foregoing, the Seller hereby agrees as follows: SDNY_GM_02759578 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246500 EFTA01330963

SDNY GM 02759579 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246501 EFTA01330964

n 1) 0 0 0 0 0 n. 4 I 0 X2.3 2 1. For value received, the Seller hereby sells, assigns and transfers, effective on and as of January 5. 1999 unto the Administrative Agent for the ratable benefit of the Purchasers all of the Seller's tight, title and interest in and to the Aircraft and in and to the Security Agreement and all of the Seller's right, title and interest (but not obligations) in and to the Contract (including the right to payment thereunder) and all proceeds of the foregoing. 2. This FAA Assignment is one of the FAA Assignments referred to in, is entitled to the benefits of and is made subject to the terms and conditions of, the Purchase Agreement. 3. GOVERNING LAW. THIS FAA ASSIGNMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK 2 SDNY_GM_02759580 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246502 EFTA01330965

p2.2- P-- SDNY_GM_02759581 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246503 EFTA01330966

no0n000 1 4 I I 02.2-1 3 IN WITNESS WHEREOF, the Seller has caused this FAA Assignment to be duly executed on the day and year written below. RAYTHEON AIRCRAFT RECEIVABLES CORPORATION itrt. ice ident John "S Myers Dated: January 5, 1999 3 SDNYGIvl02759582 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246504 EFTA01330967

I hereby certify that I have compared the.fore- going with the iginal and it is a true d correct copy thereof. ti-et/K, vvrolvtio vwotivuo 80 £ IJIJ 82 93J 00. SUP? :UV:1 SDNY_Gtv1_02759583 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246505 EFTA01330968

,21- Id/ U.S. DEPARTMENT OF TRANSPORTATION FEDERAL AVIATION ADMINISTRATION CROSS-REFERENCE-RECORDATION SEE CONVEYANCE NO FLUNG DATE: ..................._..—.--.-- This form is to be used in cases where a conveyance coven several aircraft and engines, propellers, or locations. File original of this form with the recorded conveyance and a copy in each aircraft folder involved. TYPE OF CONVEYANCE SECURITY AGREEMENT DATE FrFruTED 12/30/99 FROM NASSAU HOLDING, INC DOCUMENT NO. N140I9131 TO OR ASSIGNED TO BANK OF AMERICA, NA DATE RECORDED Math 27, 2000 THE FOLLOWING COLLATERAL IS COVERED BY THE CONVEYANCE: AIRCRAFT (List by registration number) I TOTAL NUMBER INVOLVED I N787TA ENGINES il TOTAL NUMBER INVOLVED 2 MAKE(S) PRATT & WHITNEY IT 15D-5 SERIAL NO. PCE-IA0287 PCE-JA0291 PROPELLERS I TOTAL NUMBER INVOLVED MAKE(S) SERIAL NO. SPARE PARTS -LOCATIONS I TOTAL NUMBER INVOLVED LOCATION RECORDED CONVEYANCE FILED IN: N787TA RAYTHEON AIRCRAFT COMPANY 400A S/N RK-260 .....,-....- - ,. - -- ..... • SDNY_GM_02 759584 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246506 EFTA01330969

c2i- 117 SDNY_GM_02759585 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246507 EFTA01330970

r ° ICERIIFiEb ethni RACC SECURITY AGREEMENT TO BE RECORDED BY FAA NH 019131 Al-17 Raytheon Aircraft Credit Corporation : r rp,247.3 P11 1 40 1. Grant of Security Interest. To secure the payment of the indebtedness Ode Raytheon Aircraft Credit Corporation (hereinafter referred to as "RACC") by Nassau Holdings, Inc. (hereinafter referred to as ."Detttar) under that certain Promissory Note (hereinafter referred to as the "Promissory Note"), dated of even date Inewith, and any renewals, extensions or changes in form thereof, and of any and all other indebtedness' of Debtor to RACC, either direct or indirect, absolute or contingent, whether now existing or hereafter arising, Debtor grants to RACC a Security interest in the following property and in all additions and accessions thereto and substitutions and replacements thereof, all unearned insurance premiums and insurance proceeds, and the proceeds of all of the foregoing (all of said property is hereinafter collectively referred to as the "Collateral"): A. An undivided 6.25% interest in Raytheon Aircraft Company Aircraft Model Beechjet 400A, Serial Number RK-260, Registration Number N787TA (the 'Aircraft"), together with all other property used in the operation of the Aircraft or reflecting use or maintenance of the Aircraft, including but not limited to all engines, propellers, instruments, avionics, equipment and accessories attached to, connected with, located in or removed from the Aircraft and all logs, manuals and maintenance records. Aircraft Engines: Make: Pratt & Whitney; Model: PW JT15D-5; Shaft Horsepower over 750' Serial Number (L): PCE-JA0287; Serial Number (R): PCE-JA0291 , together with any replacement engines. Aircraft Propellers: Hub Make: N/A; Hub Model: N/A; Hub Serial Number (L): N/A; Hub Serial Number (R): N/A, together with any replacement propellers. B. All contracts and agreements of every kind (oral and written), contract rights, rights to receive payments, goods or services of every kind, general intangibles, chattel paper and accounts, whether now existing or owned or hereafter arising or acquired, governing, relating to or arising out of my right, title or interest in the Aircraft, including, without limitation, the Raytheon Travel Air Company (hereinafter referred to as "RTA") agreements described as follows: Master Interchange Agreement, Joint Ownership Agreement, Management Agreement, and Aircraft Interest Purchase Agreement, including any amendments thereto (collectively the "Governing Documents"). C. All proceeds of the foregoing, including, without limitation, all contract rights, general intangibles, accounts, cash, and goods and all payments under any insurance covering the Aircraft and any of its engines, equipment, accessories and accessions. 2. Governing Documents. Debtor warrants that on the date of this Security Agreement, the Governing Documents are in full force and effect and current in all respects, that no default or event or condition which with the passage of time would become a default thereunder exists and that no party to any of the Governing Documents has any right to offset or defense under or with respect to any of the Governing Documents. Except as otherwise provided in this Security Agreement, Debtor shall fully perform all Debtors obligations under the Governing Documents. Debtor authorizes and directs RTA and its successors, assigns and affiliates to provide RACC, as the secured party, with such information as RACC may request regarding the Governing Documents, any amendments thereto or modifications thereof, and any other contract or agreement governing, relating to or arising out of Debtor's right, title or interest in the Collateral, including, without limitation information regarding Debtors payments and performance thereunder. Debtor agrees not to enter into any amendments or modification of the Governing Documents or any other contract or agreement governing, relating to or arising out of Debtors right, title or interest in the Collateral without RACC's prior written consent. Notwithstanding, anything herein to the contrary, RACC shall not be liable under the Governing Documents to perform any of the obligations thereunder, nor be required or obligated in any manner to make any payment, or make any inquiry as to the nature or sufficiency of any payment received by RTA, or present or file any claim, or (Rev 11/99) 1 000S9V-VA'Sle5 \ 5 . to o a-web—clic, SDNY_GM_02759586 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246508 EFTA01330971

6Q I- lir • 1.110 0}19 `:0 1:40 8° £ 03 03j O. !!! • .. . : .. SDNY_GM_02759587 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246509 EFTA01330972

r. f 0 1 0 r) U . 3 9 take any action to collect or enforce the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times. The security interest granted herein is a purchase money security interest under the Kansas Uniform Commercial Code. 3. Debtor's Warranty of Title and Citizenship. Except for the security interest granted under this Security Agreement, Debtor warrants that Debtor is (or, to the extent that the Collateral is to be acquired hereafter, will be) the owner of the Collateral free from any prior security interest, lien or encumbrance. Debtor will defend the Collateral against all claims and demands of all persons claiming interest therein. Debtor further warrants thakit is a citizen of the United States as defined by 49 U.S.C. § 40102. 4. Debtor Will Execute and Deliver Documents. Debtor Wdl, at RACC's request, furnish RACC such information and execute and deliver to RACC such documents and do all such acts and things as RACC may reasonably request as are necessary or appropriate to assist RACC in establishing and maintaining a valid security interest in the Collateral and to assure that the Collateral is property titled and registered and the security interest perfected to RACC's reasonable satisfaction. Debtor will pay the cost of filing all appropriate documents in all public offices where RACC deems such filings necessary or desirable. 5. Operation, Maintenance and Repair. Subject to the Governing Documents, Debtor shall operate, maintain and repair the Collateral and retain actual control and possession thereof in accordance with the following provisions: 5a. Subject to the Governing Documents, Debtor shall have complete use of the Collateral until default, and Debtor shall use, operate, maintain and store the Collateral, or any part thereof, properly, carefully and in compliance with all applicable statutes, ordinances, regulations, policies of insurance and manufacturer's recommendation and operating and maintenance manuals. 5b. Subject to the Governing Documents, Debtor agrees that the Collateral will be operated only by duly certificated and qualified pilots and shall maintain U.S. registry and shall be based within the geographical boundaries of the United States. 5c. Subject to the Governing Documents, Debtor shall be responsible for and pay for all expenses of owning and operating the Collateral, including but not limited to storage, fuel, lubricants, service, inspections, overhauls, replacements, maintenance and repairs, all in compliance with the manufacturers operating and maintenance manuals and with FAA rules and regulations. Debtor shall properly maintain all records pertaining to the maintenance and operation of the Collateral. 6. Insurance. Subject to the Governing Documents, Debtor will, at its own expense, keep the Collateral insured at all times against loss, damage, theft, and such other casualties as RACC may reasonably require (including hull insurance) in such amounts, under such forms of policies, upon such terms, for such periods and with such companies or underwriters as RACC may (but has no obligation to) approve. RACC hereby approves the insurance provided by RTA pursuant to the Governing Documents. Losses or refunds in all cases shall be payable to RACC and Debtor as their interests may appear. In no event shall the amount of such insurance be less than the amount of indebtedness due under the Promissory Note. All policies of insurance shall provide for at least thirty (30) days prior written notice of cancellation to RACC, and shall contain a breach of warranty endorsement in favor of RACC. RACC may obtain such insurance If such insurance is not provided by Debtor. Debtor shall furnish to RACC proof satisfactory to RACC of compliance with the provisions of this paragraph. RACC, and its assigns, are hereby irrevocably appointed attorney-in-fact for Debtor to endorse for Debtor any checks, drafts or other instruments whatsoever payable to Debtor as proceeds or refunds for any such insurance and to make claims of loss and to sign proofs of loss against any insurance company and to receive all payments. Debtor will pay any deductible portion of such insurance. All risk of loss, damage, destruction or confiscation shall at all times be on Debtor. 7. Debtors Possession. Until default, Debtor may have possession of the Collateral and use it in any lawful manner not inconsistent with this Security Agreement RACC may examine and inspect the Collateral, wherever located, at all reasonable times. At its option, but without assuming any obligation to do so, RACC may discharge taxes, liens or security interests, or other encumbrances levied or asserted against the Collateral, may place and (Rev 11/99) 2 SDNY_GM_02759588 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_002465 ID EFTA01330973

.21- ))-{ SDNY_GM_02759589 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_0024651 I EFTA01330974

! 0 0 1 0 0 0 ). 3 9 • 21- 13 pay for insurance thereon. may order and pay for the repair, maintenance and preservation thereof, and may pay any necessary filing or recording fees. Amounts paid by RACC under the preceding sentence shall be added to Debtors unpaid balance under the Promissory Note, shall be secured by the Collateral and shall be payable upon demand, together with interest at the rate computed as provided in Paragraph 2 of the Promissory Note until paid in full. Subject to the Governing Documents, Debtor shall at all times keep the Collateral, and any proceeds therefrom, separate and distinct from other property of the Debtor and shall keep accurate and complete records of the Collateral and any such proceeds.. 8. Default Upon Default, as defined in the Promissory Note, RACC may require Debtor to assemble the Collateral and make it available to RACC at a place to be designated by RACC which is reasonably convenient to .both parties. The requirements of the Kansas Uniform Commercial Code for reasonable notification to Debtor of the time and place of any proposed public sale of the Collateral or of the time after which any private sale or other intended disposition is to be made, shall be met if such notice is mailed, postage prepaid, to Debtor's address, as shown herein, at least twenty (20) days before the time of the sale or disposition. After deduction of all reasonable expenses of retaking, holding, preparing for sale or lease, selling, leasing and the like, together with reasonable costs of collection, attorneys' fees and legal expenses of RACC, and after the payment of the principal and interest due under the Promissory Note, the balance, if any, of the proceeds of the sale may be applied to the payment of any or all other indebtedness of Debtor to RACC, whether due or not, whether direct or indirect, absolute or contingent, whether now existing or hereafter arising, and whether owing individually or in connection with others not parties hereto, and to the satisfaction of indebtedness secured by any subordinate security interest in the Collateral of which RACC has received notice prior to distribution of the proceeds. Debtor shall be liable for any deficiency after application of such proceeds, to the extent permitted by law. If after a default by Debtor, the Collateral is retumed to or recovered by RACC, Debtor agrees RACC may fly or otherwise move the Collateral for demonstration and other purposes reasonably related to a proposed public or private sale or other disposition of the Collateral. 9. Sale of Aircraft and/or Related Collateral. In the event the Aircraft and/or related Collateral is sold, RACC may declare all indebtedness due under the Promissory Note, as well as any other indebtedness or liability of Debtor to RACC, Immediately due and payable. In addition to the foregoing, RACC may (a) sell, or instruct any agent or broker to sell, all or any part of the Collateral, and direct such agent or broker to deliver all proceeds thereof to RACC and apply all proceeds to the payment of any or all of the unpaid balance owed pursuant to the provisions contained in this Security Agreement, in such order and manner as RACC shall choose, in its discretion, and/or (b) cause title to the Collateral to be transferred Into the name of RACC or its designee. Debtor understands and agrees that any sale by RACC of all or part of the Collateral pursuant to the terms of this Security Agreement may be effected by RACC at a time and in a manner which could result in the proceeds of such sale being significantly and materially less than might have been received if such sale had occurred at a different time or in a different manner, and Debtor hereby releases RACC and its officers and representatives from and against any and all obligations and/or liabilities arising out of or related to the timing or manner of any such sale. All rights and remedies of RACC provided herein are subject to the limitations set forth in the Governing Documents that relate to Debtor's interest in the Collateral. 10. Waiver of Default. No waiver by RACC of any default shall be effective unless in writing, nor operate as a waiver of any other default or of the same default in the future. 11. Restriction on Transferor Liens. Debtor will not, without the prior written consent of RACC, sell or otherwise transfer or encumber the Collateral, or any interest therein, or offer to do so or, except in accordance with the Governing Documents, permanently remove or attempt to permanently remove the Collateral from the United States. Debtor will keep the Collateral free from any adverse security interest, lien or encumbrance and will not permit the Collateral to be attached or replevied. 12. Taxes. Debtor will promptly pay, or cause to be paid, when due, all taxes and assessments upon the Collateral or upon its use or operation or upon this Security Agreement and the obligations evidenced by the Promissory Note. (Rev tun) 3 SDNY_GIvl_02759590 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246512 EFTA01330975

02.1-I,9--- : SDNY GM 02759591 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246513 EFTA01330976

nlolo no 3 9 7 13. Change of Address. Debtor will notify RACC in writing of any change of address from that shown in this Security Agreement within ten (10) days of such change. 14. GOVERNING LAW AND CHOICE OF FORUM. THIS SECURITY AGREEMENT WAS MA DE AND ENTERED INTO IN THE STATE OF KANSAS AND THE LAW GOVERNING THIS TRANSACTION SHALL BE THAT OF THE STATE OF KANSAS AS IT MAY FROM TIME TO TIME EXIST. THE PARTIES AGREE THAT ANY LEGAL PROCEEDING BASED UPON THE PROVISIONS OF THIS SECURITY AGREEMENT SHALL BE BROUGHT EXCLUSIVELY IN EITHER THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF KANSAS AT WICHITA, KANSAS, OR IN THE EIGHTEENTH JUDICIAL DISTRICT COURT OF SEDGWICK COUNTY, KANSAS, TO THE EXCLUSION OF ALL OTHER COURTS AND TRIBUNALS. NOTWITHSTANDING :FHE ABOVE, IN THE EVENT AN "EVENT OF DEFAULT" SHOULD OCCUR, RACC (AT ITS SOLE OPTION) MAY INSTITUTE A LEGAL PROCEEDING IN ANY JURISDICTION AS MAY BE APPROPRIATE IN ORDER FOR RACC TO OBTAIN POSSESSION OF THE COLLATERAL. THE PARTIES HEREBY CONSENT AND AGREE TO BE SUBJECT TO THE JURISDICTION OF THE AFORESAID COURTS IN SUCH PROCEEDINGS. 15. Enforceability. The unenforceability of any provision hereof shall not affect the validity of any other provision hereof. 16. Binding Agreement. All obligations of Debtor hereunder shall bind the heirs, agents and attorneys-in-fact, successors and assigns of Debtor. If there be more than one Debtor, their liabilities shall be joint and several. All rights of RACC hereunder shall inure to the benefit of its successors and assigns. 17. Assignment. RACC may transfer or assign all or any part of its interest in this Security Agreement without the consent of Debtor or any other party. Debtor shall not sell, assign, transfer, encumber or convey any of its interests in the Collateral or in this Security Agreement without the prior written consent of RACC. 18. Entire Agreement This Security Agreement the Promissory Note and the Governing Documents constitute the entire agreement between and among the parties with respect to the subject matter hereof. There are no verbal understandings, agreements, representations or warranties not expressly set forth herein. Neither this Security Agreement nor the Promissory Note shall be changed orally, but only by writing signed by the parties hereto. DEBTOR HEREIN ACKNOWLEDGES THAT DEBTOR HAS READ AND FULLY UNDERSTANDS ALL OF THE TERMS AND CONDITIONS OF THIS SECURITY AGREEMENT. BY EXECUTION HEREOF, THE UNDERSIGNED HEREBY CERTIFIES THAT HE/SHE IS DULY AUTHORIZED TO EXECUTE THIS SECURITY AGREEMENT IN THE CAPACITY STATED BELOW. rr Executed this& day of /.t ivnik;- 19a at Wichita, Kansas. Debtor. Nass s, Inc. Debtor: N/A N/A (title) (signature) (title) Address: 619 Alexander Road, 3rd Floor Address: N/A Princeton, NJ 08540 RAYTHE9N#1IRCRAFT CREDIT CORPORATION (Rev 11(90) 4 "RACC" SDNY_GM_02759592 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA (X)246514 EFTA01330977

SDNY_GM_02759593 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246515 EFTA01330978

r; 2 0 0 0 9 0 1 39 . FAA ASSIGNMENT (TO BE USED FOR ADDITIONAL ASSETS - LOANS) ASSIGNMENT (the "FAA Assignment") executed by RAYTHEON AIRCRAFT CREDIT CORPORATION, a Kansas corporation ("RACC"), pursuant to the Intercompany Purchase and Contribution Agreement, dated as of March 20, 1997 (as amended, supplemented or otherwise modified from time to time, the "Purchase Agreement"), between RACC and Raytheon Aircraft Receivables Corporation, a Kansas Corporation (the "Buyer"). WHEREAS, RACC, pursuant to a certain Contract, the obligor thereunder has purchased the undivided interest in the aircraft described in the security agreement to which this FAA Assignment is attached (such undivided interest in such aircraft [the "Aircraft")) and RACC has obtained a lien in such Aircraft pursuant to the security agreement to which a counterpart of this FAA Assignment is attached for purposes of filing with and recording by the FAA (with the obligation secured thereby collectively, the "Security Agreement"); WHEREAS, RACC, pursuant to the Purchase Agreement, has agreed to assign the Contract and receivables arising thereunder, the liens created pursuant to the Security Agreement and all proceeds of the foregoing to the Buyer; WHEREAS, in order to perfect the Buyer's interest in all of RACC's rights and interest in, to and under the Contract, the Aircraft and the Security Agreement assigned under the Purchase Agreement and all proceeds thereof, RACC has agreed to execute this FAA Assignment; NOW, THEREFORE, in consideration of the foregoing, RACC hereby agrees as follows: (a) For value received, RACC hereby sells, assigns and transfers, effective on as of ;December 30. 1999, unto the Buyer all of RACC's right, title and interest in and to the Aircraft and in and to the Security Agreement and all of RACC's right, title and interest (but not obligations) in and to the Contract (including the right to payment thereunder) and all proceeds of the foregoing. (b) This FAA Assignment is one of the FAA Assignments referred to in, is entitled to the benefits of and is made subject to the terms and conditions of, the Purchase Agreement. (c) This FAA Assignment shall be governed by, and construed in accordance with, the laws of the State of New York. 21-ci SDNY_GM_02759594 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246516 EFTA01330979

SDNY GM 02759595 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246517 EFTA01330980

noo no o 0 1, 3 9 9 ,21-7 2 IN WITNESS WHEREOF, RACC has caused this FAA Assignment to be duly executed on the day and year written below. RAYTHEON AIRCRAFT CREDIT CORPORATION By rT ice President hn S. Myers Dated: December 30. 1999 2 SDNY_GM_02759596 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_002465 I EFTA01330981

SDNY_GM_02759597 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246519 EFTA01330982

0 0 0 0 0 0 , 4 1 0 ' FAA ASSIGNMENT ASSIGNMENT (the "FAA Assignment"), executed by RAYTHEON AIRCRAFT RECEIVABLES CORPORATION, a Kansas corporation, as seller (the "Seller") under the Amended and Restated Purchase and Sale Agreement (as amended and supplemented or otherwise modified from time to time, the "Purchase Agreement") dated as of March 18, 1999, among the Seller, Raytheon Aircraft Credit Corporation, as Servicer, the financial institutions and special purpose corporations from time to time parties thereunder (the "Purchasers"), Bank of America National Association, as Managing Facility Agent and as Administrative Agent for the Purchasers (in such capacity, the _ "Administrative Agent"), Bank of America National Association and The Chase Manhattan Bank, as Co-Administrative Agents for the Purchasers, The Chase Manhattan Bank, as Syndication Agent, Citibank, N.A. and Credit Suisse First Boston, as Co- Syndication Agents, and each AdministrativeAgent referred to therein. EziNEaaEill WHEREAS, pursuant to a certain Contract, the obligor has purchased the undivided interest in the aircraft described in the security agreement to which this FAA Assignment is attached (such undivided interest in such aircraft, the "Aircraft") and the Seller has obtained a lien in such Aircraft pursuant to the security agreement to which a counterpart of this FAA Assignment is attached for purposes of filing with and recording by the FAA (with the obligation secured thereby, collectively, the "Security Agreement"). WHEREAS, the Seller, pursuant to the Purchase Agreement, has agreed to assign the Contract and Receivables arising thereunder, the liens created pursuant to the Security Agreement and all proceeds of the foregoing to the Purchasers; WHEREAS, in order to perfect the Purchasers' security interest in all of the Seller's rights and interest in, to and under the Contract, the Aircraft and the Security Agreement assigned under the Purchase Agreement and all proceeds thereof, the Seller has agreed to execute this FAA Assignment; NOW, THEREFORE, in consideration of the foregoing, the Seller hereby agrees as follows: SDNY_GM_02759598 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246520 EFTA01330983

SDNY_GM_02759.9 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 0024652! EFTA01330984

n 0 0 0 0 0 n. 4 1 I 021-3 2 1. For value received, the Seller hereby sells, assigns and transfers, effective on and as of December 30. 1999 unto the Administrative Agent for the ratable benefit of the Purchasers all of the Seller's right, title and interest in and to the Aircraft and in and to the Security Agreement and all of the Seller's right, title and interest (but not obligations) in and to the Contract (including the right to payment thereunder) and all proceeds of the foregoing. 2. This FAA Assignment is one of the FAA Assignments referred to in, is entitled to the benefits of and is made subject to the terms and conditions of, the Purchase Agreement. 3. GOVERNING LAW. THIS FAA ASSIGNMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK. 2 SDNY_GM_02759600 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246522 EFTA01330985

(21- c2- SDNY_GM_02759601 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246523 EFTA01330986

C1 1000 00 4 '1 2 IN WITNESS WHEREOF, the Seller has caused this FAA Assignment to be duly executed on the day and year written below. RAYTHEON AIRCRAFT RECEIVABLES CORPORATION BYC:20e-JZ1/./. 7 - Vice Pre:fted John S. Myers Dated: December 30. 1999 3 SDNYGIvl02759602 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246524 EFTA01330987

2I J. t • ' • 4,10:1*/ 1:10 80 C WEI 82 G]J CO. I hereby certify that I have compared the fore- going with the or nal and it is a true an orrect copy thereof. SDNY_GM_02759603 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246525 EFTA01330988

• 0 p 0 0 UNITED Sinai OF a OCIASITlert OF TRANSPORTATION t AMA-ON AceseautliTesinTS miner/ Asporassmcas corms NRCRAFT REGISTRATION APRJOITION %maw sm., lIZOISTRADCH NUMBER N 78T1A IIIWICRAFT IONTWACRIRER lt MODEL vtheon Aircraft Canoanv Beertiet 4O3A AIKAAFT SERIAL No. W-260 0 fly COPY= 9 0 cQO -3 CERT. ISSUE DATE T MAR 8 2008 FOR FM USE ONLY TnIt CF RIOSTRAION (Check one bai) 0 I. lAbhMi/401 0 2. Par DOTTITIT 0 3. COOKKESOCCO I. Caaprer 0 5. Gall ID 8.I. IFE: NAME CF npuourt 64noto nixon an oleos of ansenha IT InFahni On 44 44T4. FFF orbs. 4'4 mild! "bill 1. Nassau Holdings, Inc. worm • c/o address below an undivided 6.25% Interest 2.4SSee Attachment owning the interest as sham at the attachment niemose Humans( 316 )676-8O3O ADNIESS (Pennareo mans Maass Tor as applabl Sad) WON , sheet 101 South Webb Road TON( Rout P.O. B OW Wichita STATE KS Z. CODS 67201 0 CHECK HERE IF YOU ARE ONLY REPORTING A CHANGE OF ADDRESS ATTENTION! Read the following of/dimwit before signing this application. This portion MUST be compietad. A Ida or suconent anyone to any quesson In an *Known ate to aounta low anisrenent try [no ani( of hiss. ma N.S. Oda Tao IS. Sec. 'COTS • CERTIFICATION ITT That the atod, •thIr Ls Yomad by ed nrdanodnad Aypiant x410 Is a alto enchain ccianions) of to lAwlid Snob (For nerd WOl ine on a Inane: I. Ca. CHECK ONE AS APPROPIIMTC: • Cl A nand ann. nth nen regendon (Fan T•151 or Form labl) NO. ' G O A ronction conorston asentted s clang bainotS Lockv NO lawn/ (sta) ard yid *ma Is baloi aid WNW./ used N ext Lrit.3 Swot Rama a S.)11 1164.6 an *tab. for W•Csatco U 12) That to &CMS Is noI nanens4 take U. laws of an lye*, tansy: An 11.1 Tut legal waste of ownenhp a aTa040 a has Wen Wed en to redact Anon AdninsTaion NOM: II esecutod for soontrarNap sit :Winans must Man Use reverse side if necessary TYPE OR PAINT SIGNATURE 2,- Z h 3 8 14. Xgo bli! SIGNATU 1 • Tn€5 , o4 0-7— DMZ aftfoo 2.-ISSee Attachlent oial SIGNATURE TIRE WO ICE P•6 9 reap di the Cdthcd• Of ..61.1 Rolgooko. to angel Inn to yawned to • woos no is as at 10 de" taing leech time Its PINK ie./ a 44* stieneboo COW be CanC•I n to *rota AC Form $0504 (12A0) (00524:042b9011) SWOON* Rebus Edbal pooS? PIS /re SDNY_GM_O27596O4 T TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, EFTA_00246526 EFTA01330989

• a • •• •••• . • • • VR01.17110 1.110 VW3W/720 1.0 € WY 8Z 00. Et ::CIIVelSWV-!!Pr")::.." VP' SDNY_GM_02759605 T TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, EFTA_00246527 EFTA01330990

n Ann nn 11 1_ a TVICHMEWT TO IRCRA-P-TR aVISTRATION APPLICATION Is787TA Reechiet 400A Serial: RK-260 ,Qa - I Name of applicant: Owning an undivided Address: Interest of: 2.) Ferbert LLC 6.25% Shown on original form hereto 3.) Fly Away LLC 6.25% Shown on original form hereto 4.) Bloomfield Investment Company, LLC 6.25% Shown on original form hereto 5.) Wilero L.L.C. 6.25% Shown on original form hereto 6.) MAKA of Turttleland L.L.C. 6.25% Shown on original form hereto 7.) East Penn Manufacturing Co., Inc. 6.25% Shown on original form hereto 8.) FC Corporate Air Travel, Inc. 6.25% Shown on original form hereto 9.) Mark Styslinger 6.25% Shown on original form hereto 10.) Magbri, LLC 6.25% Shown on original form hereto 11.) Samolot, LLC 6.25% Shown on original form hereto 12.) Alcon, Inc. 6.25% Shown on original form hereto 13.) Pilgrim Cove Air LLC 6.25% Shown on original form hereto 14.) Leonard M. Rand and Barbara E. Rand, 12.5% Shown on original form hereto Trustees of the Rand Family Trust 15.) Air Chislaine, Inc. Signatures: 2-15.) 6.25% Shown on original form hereto Title: Date: Senior Contracts Manager of Raytheon Travel Air Company Acting as Attorney-in-Fact zI I Irso By signing above, the applicant agrees and stipulates (I) to the terms, conditions and certification of the AC Form 8050.1 Aircraft Registration Appleation, to which this page is attached (the "Application"), (ii) that all of the information set forth on the Application is true and correct as of this date, and (iii) the Application may be executed by the co-owners by executing separate counterpart signature pages, each of a hich ashen so executed and delivered shall be an original, but all such counterparts shall together constitute but one and the same application SDNY_GM_02 759606 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246528 EFTA01330991

ao SDNY_GM_02759607 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246529 EFTA01330992

UNITED STATES OF AMERICA U S DEPABBieter Or litAXSTORTATION FWERAL AVIATION ADMDrATT AIRCRAFT B!LLd S,O,E FOR AND IN CONSIDERATION OF S I & OTHER VALUABLE CONSIDERATIONS THE UNDERSIGNED OWNER(S) OF AN UNDIVIDED INTEREST IN THE LEGAL AND BENEFICIAL TITLE OF THE AIRCRAFT DESCRIBED AS FOLLOWS: UNI i ED STAI ES REGISTRATION NUMBER N787TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-260 PURCHASER DOES This 1st DAY OF February 2000 HEREBY SELL GRANT, TRANSFER AND DELIVER ALL RIGHTS, TITLE. AND INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: NAME AND ADDRESS DP INDIVIDUAL(3). GIVE LAST NAME. FOIST NAME. AND COLE virnAL) Nassau Holdings, Inc. 101 South Webb Road Wichita, KS 67207 CEPTIFIED COPY TO BE i±?EcoRDED By FAA P 2 2 9 4 5 FORM APPROVED OMB NO 2%20.0042 CONVEYANCE RECORDED De Net WAWA Titbit* 00.r.,. MR FAA URE °NW' sas-VN MAR 0 0 40 AN -3} OWNING iv I A TION an UlidividtiettAtiNest DEALER CEFtTIFICATE NUMBER WARRANTS ANDY) nitirnaticeoF. LIQ.CuNNer*DMINISSRATORS AND ASSIGNS T N LARL AIR RAFT AND IN TFSDMONY WHEREOF WE HAVE SET OUR HAND AND SEAL TIES 1st DAY OF February 2000 > n nr SELLER NAME (S) OF SELLER (TYPE OR PRINTED) SIGNATURE (5) (D4 INK) IA EXECUTED FOR CO.OWNCBSIM. ALL MUST SIC.%) TITLE (MED OR PRINTED) Raytheon Travel Air Company er------ Terry L. Carr ...7 2.-Cit.____ Sr. Contracts Manager ENT (NOT REQUIRED FOR PURPOSES OF FAA RECORDING: HOWEVER MAY BE REOUIXFD BY LOCAL LAW FOR VAT lnInt Or /14F m cyst i ran' % \.„67;• 0 - 14.-) ORIGINAL: 0/12- TO FAA SDNY_GM_02759608 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00246530 EFTA01330993

). i0 VI-10 I hereby certify that I have compared the fore- going with the ori inal and it is a true an rrect copy thereof. LO Ull 22 °A". - O- SDNY_GM_02759609 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00246531 EFTA01330994