0 0 0 0 0 0 0 0 6 7 1N WITNESS WHEREOF, the Seller has caused this FAA Assignment to be duly executed on the day and year written below. Dated: January 15. 2002 RAYTHEON AIRCRAFT RECEIVABLES CORPORATION 3 EFTA00013011
F7) FA 4 : . • • . '02 FEB 7 PP1 1 Vi ox. CITY OXI:AhOliA EFTA00013012
• FORM APPROVED OMB No. 2120-0042 n 6 7 / ...) -MS . AS' TAtEb OFtgMERICL _DEPARTMENT.y0F TRANSPORTATION ON NTER AIRCRAFT REGISTRATION APPLICATION L l 1 CERT. ISSUE DATE Ti MAR 0 4 Si _ REGISTRATION UNITED STATES I 793TA INI NUMBER AIRCRAFIta Aff igNii n Witer Agli Etompany Beechjet 400A AIRCRAFT SERIAL No. RK-244 FOR FAA USE ONLY TYPE OF REGISTRATION (Cheac one box) o1. Individual 0 2. Partnership 0 3. Corporation (21( 2c Co-owner 0 5. Gov't. 0 8. Non-Citiz en Corporation NAME OF APPLICANT (Person(s) shown on evidence of ownership. If individual, grve last name, first name, and middle InitiaL) 1. Samair, Inc. OWNING III do address below an undivided 6.25% Interest 2.- See Attachment owning the interest shown on the attachment TELEPHONE NUMBER: ( ) ADDRESS Number Rural Route: (Permanent mailing address for " and street: P.O. Box: CRY Wichita STATE KS ZIP CODE 67207 CHECK HERE IF YOU ARE ONLY REPORTING A ATTENTION! Read the following statement before signing This portion MUST be completed. or dishonest answer to any question in this application may be grounds for punishment Code, ITU° 18, Sec. 1001). CERTIFICATION CHANGE OF ADDRESS this application. by fine and/or imprisonment corporations) ) or. • A false (U.S. III IeWE (1) That of (For CHECK CERTIFY: the above aircraft is owned by the undersigned applicant who is a citizen (including the United States. voting trust, give name of trustee: ONE AS APPROPRIATE: 1-151 business or Form 1-551) No a b. (2) That (3) That TYPE O A resident alien, with alien rogistration (Form O A norccitizen corporation organized and doing and said aircraft is based and primarily used in inspection at under the laws of (state) the United States. Records or flight hours aro available for Administration. side if necessary. the aircraft is not registered under the laws of legal evidence of ownership is attached or has NOTE: If executed for co-ownership all any been applicants foreign country; and filed with the Federal Aviation must sign. Use reverse (L? i, = OZ _ HOW cc it = .2 6 0- L.) (-, = -I W ta ato a cc tu cc...c. — DATE ATE SIGNATURE TITLE DATE Pending receipt of the Certificate of Aircraft Registration, the aircraft may be operated days, during which time the PINK copy of this aPPrireflee "lust be carried in the for a period not in excess of 90 aircraft- NOTE kSania4P_CVPIT__Ciar AC Form 8050-1 (12/90) (0052-00-628-9007) Supersedes Preilmaxe EXPinE Q 4" /Os /(- T .39z/ to /22 /51 rS - EFTA00013013
;AI ED 1. A A '02 FEB r 7 PM 1 24 Ch";.Lm:-.:::: 'A CITY Or;.LAkOVIA EFTA00013014
3 0 0 0 0 0 0 0 6 7 3 ATTACHMENT TO AIRCRAFT REGISTRATION APPLICATION N793TA Beech'et 400A Serial: RK-244 Name of applicant: Owning an undivided Address: Interest of: Signatures: 2-10. Title: 5% Shown on original form hereto 2.5% Shown on original form hereto .25% Shown on original form hereto .25% Shown on original form hereto 2.5% Shown on original form hereto .25% Shown on original form hereto 2.5% Shown on original form hereto 3/6/97 .25% Shown on original form hereto .25% Shown on original form hereto Senior Contracts Manager of Raytheon Travel Air Company Acting as Attorney-in-Fact Date: 1 IS 1.9a... By signing above, the applicant agrees and stipulates (1) to the terms, conditions and certification of the AC Form 8050-1 Aircraft Registration Applcation, to which this page is attached (the "Application"), (i) 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 EFTA00013015
VI-IORV11:0 hil3 Yri!VntirCI hC I Lid L 23A 20, VV Cria11:1 EFTA00013016
• • UNITED STATES OF AMEiICAg 0 n n US DEPARTMENT OF TRANSPORTATION FEDERAL AVIATION ADIADDSTMION" g AIRCRAFT BILL OF SALE 0 0 .6 7 FORM APPROVED P P 0 1 9 6 7 or° vala42 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 N 793TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 DOES This 15th DAY OF January 2001 HEREBY SELL GRANT, TRANSFER AND DELIVER ALL RIGHTS, TITLE, AND INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: CONVEYANCE RECORDED 2002 MRH 9 P11 2 09 FEDERAL AVIATION ADMINISTRATION De FORNMet7BrEs Boac ONLY PURCHASER NAME AND ADDRESS INDIVIDUAL(S) . GIVE LAST NAME. FIRST NAME. AND MIDDLE INITIAL) ICnI DEALER CERTIFICATE NUMBER OWNING an undivided 6.25% Interest EXECUTORS, ADMINISTRATORS, AND ASSIGNS TO HAVE AND TO HOLD SINGULARLY THE SAID AIRCRAFT FOREVER, AND IN TESTIMONY WHEREOF WE HAVE SET OUR HAND AND SEAL THIS 15th DAY OF January 2001 csa Ia NAME(S) OF SELLER (TYPE OR PRINTED) SIGNATURE (S) (IN INK) (IF EXECUTED FOR CO-OWNERSHIP, ALL MUST SIGN.) TITLE (TYPED OR PRINTED) Raytheon Travel Air Company r. Contracts Manager ACKNOWLEDGEMENT (NOT REQUIRED FOR PURPOSES OF FAA RECORDING: HOWEVER. MAY BE REQUIRED BY LOCAL LAW FOR VALIDITY OF THE INSTRUMENT.) ORIGINAL: TO FAA 0203111330243 05.00 02/07/2002 EFTA00013017
Ito vt4OKOrt.,.0 1.110 V VIZ 131c1 L ,„ • EFTA00013018
at FORM APPROVED OMB No. 2120-0042 a 0 .0 0- 0 ' UNITEQ STATES OF AMERICA DEPARTMENT OF TRANSPCiFITATIOW ..../ 7 3 9 -3 CERT. ISSUE DATE UU FEB 0 5 2002 FEDERAL AVLICTION ADLEFASTTLITTION-NeCE UONRONEY AERONAUTICAL CENTER AIRCRAFT REGISTRATION APPUCATION UNITED STATES REGISTRATION NUMBER N 793TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraffr Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 FOR FAA USE ONLY TYPE OF REGISTRATION (Check ono box) O 1. Individual O 2 Partnership O 3 Corporation MGC Co-owner O 5. Gov't. m 13.1.kinalzen Corporation NAME OF APPUCANT (Person(s) shown on evidence of ownership. If individual, give Iast name, first name, and middle initial.) 1. Raytheon Travel Air Company OWNING 0 c/o address below an undivided 6.25% Interest 2.- See Attachment the interest as shown on the attachment TELEPHONE NUMBER: ( M) )00 ADDRESS (Permanent mailing address for first applicant retied.) Number and street Rural Route: P.O. Box: CITY Wichita STATE KS ZIP 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 false or dishonest answer to any question In this application may be grounds for punishment by fine and imprisonment (U.S. Code, Tree 18. Sec. 1001). 4i CERTIFICATION VINE CERTIFY: (1) That the above aircraft is owned by the underafgnod apP•Zicant, who is a citizen (including corporations) of the United States. (For voting trust give name of trustee: ) or CHECK ONE AS APPROPRIATE a O A resident alien. with alien registration (Form 1-151 or Form 1-551) No. b. O( A non-eittcers corporation organized and doing business under the laws of (state) and said aircraft is based and primzeity used in the United States. Records or flight hours am available for Inspection at (2) That the aircraft is not registered under the laws of any foreign country; and (3) That legal evidence of ownership is attached or has been filed with the Federal Aviation Administration. NOTE: If executed for co-ownership all applicants must sign. Use reverse side if necessary. TYPE OR PRINT NAME BELOW SIGNAT RE r!, VE l= M. m SIG TITLE 1. r. Contracts Manager DATE 12/31/01 u- M i-- CD O= Cr m US ac-6g SIG ' 2 - See Attachment TITLE DATE ,,,...a_J cf. M cad SIGNATURE TITLE DATE NOTE Pending receipt of the Certificate of Aircraft Registration, the airomft may be operated for a period not In excess of 90 days. during which time the PINK copy of this application must be canted in the aircraft. AC Form 8050-1 (12/90) (0052-00-628-9007) Supersedes Previous Edition EFTA00013019
'01 DEC 31 .4111110 02 :.,hdrs CI T 010-.4.1401-1A .r- EFTA00013020
0 0 0 0 0 0 0 0 3 7 0 ATTACHMENT TO AIRCRAFT REGISTRATION APPLICATION N793TA Beech'et 400A Serial: RE:244 Name of applicant: Signatures: Owning an undivided Address: • Interest of: Shown on original form hereto 25% 12.5% Shown on original form hereto .25% Shown on original form hereto .25% Shown on original form hereto 2.5% Shown on original form hereto .25% Shown on original form hereto 2.5% Shown on original form hereto 3/6/97 .25% Shown on original form hereto .25% Shown on original form hereto Title: Senior Contracts Manager of Raytheon Travel Air Company Acting as Attorney-in-Fact Date: lot 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"), Qi) 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 EFTA00013021
'01 DEC 31 F11910 02 ONLAHOI..; CITY OKLAFIONA •bg. . . y • - EFTA00013022
UNITED STATES ormencAri US. DEPARTMENT OF TRANSPORTATION FE6 MIATTON AD,CLISTMODONO C 0 3 6 8 FORM APPROVED OUR HO. 21204:032 • AIRCRAFT BILL OF SALE FOR AND IN CONSIDERATION OF S I & OTHER VALUABLE CONSIDERATIONS THE UNDERSIGNED OWNERS) OF AN UNDIVIDED INTEREST IN THE LEGAL AND BENEFICIAL TITLE OF THE AIRCRAFT DESCRIBED AS FOLLOWS: UNITED STATES REGISTRATION NUMBER N 793TA - AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Beechjet 400A AIRCRAFT SERIAL No. RK-244 DOES THIS 31st DAY OF December, 2001 HEREBY SELL GRANT, TRANSFER AND DEUVER ALL RIGHTS, TITLE, AND INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: u 0 3 2 6 6 33-1 'CONVEYANCE RECORDED 2002 FEB 5 P19 1 51 FEDERAL AVIATION 46101274580 NAME AND ADDRESS (IF INDIVOXIAL(S), GIVE LAST NAME, FIRST NAME. AND MIDDLE DUI IAL) OWNING an undivided 6.25% Interest Ra theon T v ' mpany ichita, K 67207 DEALER CERTIFICATE NUMBER AND TO WARRANTS THE TITLE THEREOF. EXECUTORS, ADMINISTRATORS, AND ASSIGNS TO HAVE AND TO HOLD SINGULARLY THE SAID AIRCRAFT FOREVER. AND IN TESTIMONY WHEREOF WE HAVE SET OUR HAND AND SEAL nits 31st DAY OF December, 2001 SELLER NAME (S) OF SELLER (TYPE OR PRINTED) SIGNATURE (S) (EN INKUIF EXECUTED TITLE (TYPEDOR PRINTED) Magnatech International, L.P. ACKNOWLEDGEMENT (NOT REQUIRED FOR PURPOSES OF FAA RECOR nrAv:. T.:own/ER may RF RFCITriarn %iv I Me? I s IV L'elli VAt mrry nr rum nacre? n inn • ORIGINAL: TO FAA 013651010595 55.00 12/31/2001 EFTA00013023
• • Til.4 FAA - •:- • : '01 DEC 31 RBI 10 02 0:aAHOeiA CITY OKLAHOMA •g2• EFTA00013024
- 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 9/25/2001 FROM DOCUMENT NO. G000258 TO OR ASSIGNED TO Bank of America National Association DATE RECORDED November 27, 2001 THE FOLLOWING COLLATERAL IS COVERED BY THE CONVEYANCE: AIRCRAFT (List by registration number) I TOTAL NUMBER INVOLVED 1 N793TA ENGINES I TOTAL NUMBER INVOLVED 2 MAKE(S) P&WITISD-5 SERIAL NO. PCE-JA0256 PCB-MOM PROPELLERS I TOTAL NUMBER INVOLVED MAKE(S) SERIAL NO. SPARE PARTS -LOCATIONS I TOTAL NUMBER INVOLVED LOCATION RECORDED CONVEYANCE FILED IN: N793TA Raytheon Aircraft Company 400A, Serial # RK-244 AC FORM 8050-23 (1-96) (0052-00-5824000) EFTA00013025
1/437-/g EFTA00013026
G 0 0 0 2 5 8 ') 0 0 0 0 0 0 ! / 2' 2 0 RACC . SECURITY AGREEMENT COPY ON' ANCE 8717 -c--Pnrn Raytheon Aircraft Credit Corporation ilk AU 27 AN 7 92 1. Grant of Security Interest. To secure the e indebtethieis due. RaitaatAircraft Credit Corporation (hereinafter referred to as "RACC") by (hereinafterireferrecl trf AWICP.blor") 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 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-244, Registration Number N793TA (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. 71-fro,r Aircraft Engines: Make: Pratt & Whitney; Model: PW asTelimilQ; Shaft Horsepower over 750; Serial Number (L): PCE-JA0256; Serial Number (R): PCE-JA0257, 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 Goveming 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 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 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 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. 012841406011 815.00 10/11/2001 , Sep 01 EFTA00013027
FILED WITH FAA AIRCRAFT REGISTRATION BR '01 OCT 11 PF 1 55 OliLAHOilA CITY OKLAHOMA EFTA00013028
) 0 0 0 0 0 0 I 2 2 1 J 7 -Ise 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 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. Debtor's 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 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 Sep-01 EFTA00013029
,37--/41 1. EFTA00013030
0 0 0 0 0 0 ! 2 2 2 37-13 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 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 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. 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 Sep-01 EFTA00013031
FILED WiTP, FAA IP.CR A F T REG;STR A 7 ION 62 '01 OCT 11 Pf9 1 55 OKLAHOMA CITY OKLAHOMA EFTA00013032
c5" 7 — if 1 0 0 0 0 0 0 I 2 2 3 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 23 day of aptater 2001, at Wichita, Kansas. Debtor: Debtor: N/A (title) (signature) (title) N/A Address: Address: N/A Vienna, VA 22182 RA By: Sep-01 EFTA00013033
FILED WITH FAA AIRCRAFT REGISTRA TIO?1 '01 OCT 11 PM 1 55 OKLAHOMA CITY OKLAHOMA EFTA00013034
S 7- ) 0 0 0 0 0 0 1 2 2 4 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"). W I TNESSETH: 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 September 25. 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. EFTA00013035
37-t • . EFTA00013036
") 0 0 0 0 0 0 I 2 2 5 - 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 E=E Dated: September 25.2001 2 EFTA00013037
,32-. co EFTA00013038
) 0 0 0 0 0 0 1 2 2 6 (.57-5" 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 Administrative Agent referred to therein. wITNES SETH 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, tile 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: EFTA00013039
3>-Lf EFTA00013040
) 0 0 0 0 0 0 1 2 2 7 97-3 2 1. For value received, the Seller hereby sells, assigns and transfers, effective on and as of September 25. 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 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 EFTA00013041
EFTA00013042
1 0 0 0 0 0 0 I 2 2 8' 3 IN WITNESS WHEREOF, the Seller has caused this FAA Assignment to be duly executed on the day and year written below. Dated: September 25, 2001_ RAYTHEON AIRCRAFT RECEIVABLES 3 EFTA00013043
FILED WITH FAA :RCR AFT REGISTRATION 3R '01 OCT 11 P19 1 55 AHCMA CITY OKLAHOMA • • J •• • • • • EFTA00013044
S In FORM APPROVED OMB No. 2120-0042 a • on, I 4-1 I CrathED MATE ...43F AMETRICA FEDERAL AVIATION ADMINISTRATION AIRCRAFT REGISTRATION S.--- SPO ATION AERONAUTICAL CENTER Se , ___.3 CERT. ISSUE DATE e M OCT 3 0 2W PAR MENT -NIKE MONRONEY APPLICATION UNITED STATES _ REGISTRATION NUMBER 14 793TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 4OOA AIRCRAFT SERIAL No. RK-244 FOR FAA USE ONLY TYPE OF REGISTRATION (Check one box) Non Citizen 0 1. Individual 0 2. Partnership D 3. Corporation )U4. Co-owner D 5. Gov't. 0 8.— . Co/potation NAME OF APPLICANT (Person(s) shown on evidence of ownership. II individual, give last name, first name, and middle Initial.) 1. . OWNING e fr c/o address below an undivided 6.25% Interest 2.- See Attachment owning the interest shown on the attachment TELEPHONE NUMBER: ( ' ADDRESS Number Rural Route: (Permanent mailing address for first applicant and street• P.O. Box: CITY Wichita STATE KS ZIP CODE 672O7 CHECK HERE IF ATTENTION! Read This or dishonest answer to any Code, Title 18, Sec. 1001). CERTIFY: the above aircraft is owned the United States. voting trust. give name of ONE AS APPROPRIATE: YOU ARE ONLY REPORTING A CHANGE the following statement before signing portion MUST be completed. question in this application may be grounds for punishment CERTIFICATION OF ADDRESS this application. by fine and / or imprisonment corporations) ) on • A false (U.S. 4110 EWE (1) That of (For CHECK by the undersigned applicant, who Is a citizen (including trustee: 1-151 business or Form 1-551) No a. b. (2) That (3) That TYPE 0 A resident alien, with alien registration (Form 0 A non-citizen corporation organized and doing and said :aircraft is based and primarily used in Inspection at under the laws of (state) the United States. Records or flight hours are available for Administration. side it necessary. the aircraft is not registered legal evidence of ownership NOTE OR PR under the laws of any is attached or has been foreign country: and riled with the Federal Aviation nts must sign. Use reverse on_ . 4 s) ti_ = 2? LC1 -c-c= 0-00 = i.5 a_ ta ' %1 SIGNA 1. DATE q-- aSsoi SIGNA 2.— See Attachment DATE SIGNATURE TTELE DATE NOTE Pending receipt of the Certificate of Aircraft Registration, the aircraft may be operated for a period not In excess of 90 days, during which time the PINK copy of this application must bo carried in the aircraft. ,• s". a • 71— •••-., •"."- :•-• ta. ,^ .r-:r— f - ...--r ar9 r a 1 L.; t • J • AC Form 8050-1 (12/90) (0052-00-628.9007) Supersedes Previous,Fil r:EPS TO I.=.'-iii ERIE /7 O/ EFTA00013045
• VI-IOk1V1)1O ALIO V1-1O1-r IMO SS I td-d• TT 1.00 TO, t•CALV::11.S1O3IVI:AVUOUIV "1:3 :13.114-A C311:1 EFTA00013046
) 0 0 0 0 0 0 ' 1 2' I 9 N793TA Beechiet 400A Serial: RIC-244 Name of applicant: ATTACHMENT TO AIRCRAFT REGISTRATION APPLICATION Owning an undivided Address: Interest of: Signatures: Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto cneral partners 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 9/zs Io / 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 (ii) 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 EFTA00013047
V.1.7;:, 17.1%A AIRCRAFT REGISTRATION BR '01 OCT 11 Pfq 1 55 OKLAHOMA CITY OKLAHOMA 8)O EFTA00013048
UNITED STAIStgICA I US. DEPARTMENT OF TRANSPORTATI N VIATION ADISIDTION° I AIRCRAFT BILL OF SALE 2 1 7 A 0 5 2 8 5 FORM APPROVED OMB NO. 2120-CO42 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 N793TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 DOES This 25th DAY OF September 2001 HEREBY SELL GRANT. TRANSFER AND DELIVER ALL RIGHTS. TITLE. AND INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: CONVEYANCE RECORDED 2001 OCT 30 PP 2 31 FEDERAL AVIATION ADMINISTRATION Do Not WAR In *Maio( FOR FAA USE ONLY NAME AND ADDRESS (IF IMRVIDUAMS), GIVE LAST NAME, MST NAME. AND MIDDLE INDIAW OWNING an undivided 6.25% Interest do Wichita, KS 67207 DEALER CERTIFICATE NUMBER AND TO WARRANTS THE TITLE THEREOF EXECUTORS, ADMINISTRATORS, AND ASSIGNS TO HAVE AND TO HOLD SINGULARLY THE SAID AIRCRAFT FOREVER, AND IN TESTIMONY WHEREOF WE HAVE SET OUR HAND AND SEAL nus 25th DAY OF September 2001 I SELLER NAME (S) OF SELLER (TYPE OR maw) SIGNATURE (S) (IN INK)(IT EXECUTED FOR CDOWNERSIRP, ALL MUST SIGN.) TITLE (TYPED OR MINTED) Raytheon Travel Air Company I Sr. Contracts Manager ACKNOWLEDGEMENT MOT REOUIRED FOR PURPOSES OF FAA RECORDING: HOWEVER_ MAY RE REWIRED WI LOCAL LAW FOR vAf mrry nr Tur INCIIII na ohm \ 012841406011 95.00 10/11/2001 ORIGINAL: TO FAA EFTA00013049
FILED WITH FAA :.!::CRAFT REGISTRATIOU '01 OCT 11 Pig 1 55 OKLAHOMA CITY OKLAHOMA EFTA00013050
FORM APPROVED OMB No. 2120-0042 - •_s. _ pc? Pv L i UNItED otTES‘tiF AAEIRICA b€PARTritENT‘ 6F TR4.JSPORTATION FEDERAL AVIATION ADM MSTRATI ON-NIKE NIONPI 0 KEY AFRO NAUTICAL CENTER AIRCRAFT REGISTRATION APPLICATION CERT. ISSUE DATE .6 -1_5 K. JUL 1 8 2001 - REGISTRATION UNITED STATES N NUMBER 793TA AIRCRAFT MANUFACTURER 8 MODEL Raytheon Aircraft Company Rtner-bioat LrOflA AIRCRAFT- SERIAL No. PK-244 FOR FAA USE ONLY TYPE OF REGISTRATION (Check ono box) en El 1. Individual 0 2. Partnership 0 3. Corporation [Rx4. Co-owner • 5. Gov't. 0 P . NOn -Ci ttio NAME OF APPLICANT (Person(s) shown on evidence of ownership. If Individual, give last • 1. Raytheon Travel Air Company c/o address below an undivided 2.- t iO See Attachment owning on the TF1FPHONE NUMBER: ( 316 ) 676-8000 name, first name, and middle Initial.) OWNING 6.25% interest the interest as shwon attachment ADDRESS (Permanent mailing address for first applicant listed.) Number and street: _____ ___ . . _ Rural Route: PO. Box: CITY Wichita STATE KS ZIP CODE 67207 CHECK HERE IF YOU ARE ONLY REPORTING A ATTENTION! Read the following statement before signing This portion MUST be completed. or dishonest answer to any question in this application may bo grounds for punishment Code, Title 18, Sec. 1001). CERTIFICATION CHANGE OF ADDRESS this application. by find and/or imprisonment corporations) ) or- • A false S. UWE (1) That of (For CHECK CERTIFY: the above aircraft Is owned by the undersigned applicant, who Is a citizen (Including tho United States. voting trust, give name of trustee: ONE AS APPROPRIATE: business or Form 1-551) No a. b. (2) That (3) That TYPE 0 A resident alien, with alien registration (Form 1-151 0 A non-citizen corporation organized and doing and said aircraft Is based and primarily used in Inspection at under the laws of (state) the United States. Records or flight hours are available for Administration. side If necessary. the aircraft Is not registered under the laws of any foreign country; and legal evidence of ownership is attached or has been filed with the Federal Aviation NOTE: If executed for co-ownership all applicants must sign. Use reverse OR PRINT NAME BELOW SIGNATURE • EACH PART OF THIS APPLICATION MUST BE SIGNED IN INK. • TITLE - Sr. Contrartg Manager DATE 1/10/01 DATE - - 10 See Attachmenet TITLE SIGNATURE DATE NOTE Pending receipt of the Certificate of Aircraft Regi..tration, the aircraft may bo operated for a period not in excess of 90 days, during which time the PINK copy of this application must bo carried in the aircraft. AC Form 8050-1 (12/90) (0052-00-628-9007) Supersedes Previous Edition O-Cve"./ /n-fr EFTA00013051
FILED WITH FAA AIRCRAFT RECISTRATION BR -2601 JUN -12 RP) 10 "16 • OKLA-Ho..A CITY OKLAHOMA . • 1:•.•••• • • . - - • ":••:_;••. • , - • • • -- ..• . • • .."‘- • •••• - EFTA00013052
• N793TA Beechiel 400A Serial: RK-244 Name of applicant: Signatures: 0 0 0 0 0 0 0 0 9 3 ATTACHMENT TO AIRCRAFT REGISTRATION APPLICATION Owning an undivided Address: Interest of: 54- Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto general partners 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 313O/of By signing above, the applicant agrees and stipulates (I) to the terms, conditions and certification of the AC Form 8050-I Aircraft Registration Applcation, 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 EFTA00013053
FILED WITH FAA AIRCRAFT REGISTRATION BR 2001 JUN 12 API 10 16 OKLAHOMA CITY OKLAHOMA EFTA00013054
UNITED STATE-p..11OF alERIpe. n US. DEPARTMENT OF TRANSPORTATIORTInEadorWiONWDMIARAIGN AIRCRAFT BILL OF SALE 0 9 2 9 K 0 3 0 8 5 3 FORM APPROVED ONO NO. 2120-0042 FAR AND IN CONSIDERATION OF S I & OTHER VALUABLE CONSIDERATIONS THE UNDERSIGNED OWNERS) OF AN UNDIVIDED INTEREST IN THE LEGAL AND BENEFICIAL TITLE OF THE AIRCRAFT DESCRIBED AS FOLLOWS: • UNITED STATES REGISTRATION NUMBER N 793TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 DOES THIS CitkiAY 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: F CONVEYANCE RECORDED 2001 JUL 18 RP) 7 13 FEDERAL AVIATION ADMINISTRATION Do Not Wale In This Sack FOR FAA USE ONLY 33-I PURCHASER NAME AND ADDRESS roxVIDIJALIT). GIVE LAST NAME. MIST NAME AND MIDDLE INITIAL) OWNING an undivided 6.25% Interest Raytheon Travel Air Company Wichita, KS 67201 DEALER CERTIFICATE NUMBER AND TO CCILSSDCLS WARRANTS lid& Ta idOF. . AND ASSIGNS TO HAVE AND TO HOLD SINGULARLY THE SAID AIRCRAFT FOREVER. AND IN TESTIMONY WHEREOF WE HAVE SET OUR HAND AND SEAL THIS DAY OF March 2001 SELLER NAME (S) OF SELLER [TYPE OR HUNTED) SIGNATURE (S) (Thl VOC) (I, EXECUTED FOR CO.OWNERSIIIP. ALL MUST SIGN.) TITLE (TYPED OR MAIO) rustee of the rust --.1 -e-e-- ACKNOWLEDGEMENT NOT REOUIREO FOR PURPOSES OF FAA RECORDING: HOWEVER. MAY BE REOUIRED BY LOCAL LAW FOR VALIDITY OF THE INSTRUMENT.) CERTIFIED COPY TO BE RECORDED BY FAA ORIGINAL: TO FAA 0i/63/SOWS 15. 0 O 6 - a -al a2/6: /"4-7- EFTA00013055
• 33 V;YOH7l)10 '114014V1NO 91 OT WV OT Nil IOU have compared the.fore- I fy that I going with the original fioliVaISIOrd and it is a true and correct VVA HIM% 03112 copy thereof. EFTA00013056
FspN91 qo Yr, FORM APPROVED OMB No. 2120-0042 UNITED SLATES OF AMERICA DEPARTMENT OF TRANSPORTATION -.. Ftanal_ AVIATION AOMINISTRATION-MIKE MOINFIONLTY AERONAUTICAL CENTER AIRCRAFT REGISTRATION APPLICATION . V .6., .4 0 I CERT. ISSUE DATE a 3 c2 • ag APR 1 .9 2001 UNITED STATES . REGISTRATION NUMBER N793TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 FOR FAA USE ONLY TYPE OF REGISTRATION (Chock ono box) 0 1. Individual 0 2. Partnership 0 3. Corporatioraci 4. Co-owner 0 5. Gov't. 0 8. Non-Citizen Corporation NAME OF APPLICANT (Porson(s) shown on evidence of ownership. If individual. givo last name, first name. and middle initial.) 1. OSF International, Inc. OWNING al c/o address below an undivided 6.25% Interest xio 2.- See Attachment owning the interest shown on the attachment TELEPHONE NUMBER: AP ADDRESS Number Rural Route: (Permanent malting address for first applicant listed.) and street' P.O. Box: CITY - Wichita STATE KS ZIP CODE 67207 0 A (also S. ME (1) That of (For CHECK CHECK HERE IF YOU ARE ONLY REPORTING A CHANGE ATTENTION! Read the following statement before signing This portion MUST be completed. or dishonest answer to any question in this application may bo grounds for punishment Code, Title Is. Soc. 1001). CERTIFICATION OF ADDRESS this application. by Ono and / or impnsonment corporations) ) on. CERTIFY: the above aircraft is owned by the undersigned applicant. who is a citizen (including the United States. voting trust, give name of trustee: ONE AS APPROPRIATE: 1-151 business or Form 1-551) NO. a. b. (2) That (3) That TYPE D A resident alien, with alien registration (Form 0 A non-citizen corporation organized and doing and said aircraft Is based and primarily used in Inspection at under the laws of (state) the United States. Records or flight hours are available for Administration. side if necessary. the aircraft Is not registered under the laws of any foreign country: and legal evidence of ownership Is attached or has been filed with the Federal Aviation NOTE: If executed for co-ownership all applicants must sign. Use reverse OR PRINT NAME BELOW SIGNATURE EACH PART OF THIS APPUCATION MUST BE SIGNED IN INK C-r -- 0 /3 2 1 DATE 4 11 0/ 2.- °See Attachment 0 SIGNATURE TITLE DATE NOTE Pending receipt of the Certificate of Aircraft Registration, the aircraft may bo operated for a period not in excess of 90 days. during which time the PINK copy of this application must be carried in the aircraft. AC Form 8050.1 (12/90) (0052-00-628-9007) Supersedes Previous Edition C7/ o 941/ Ste -2 Cole 015— 51/4 /0 / EFTA00013057
FT) Wi17I FAA 'Di 11PR y pn 3 28 On L.:- r; A CITY OKLAHOMA I • . • _7c - EFTA00013058
• N793TA Beech'et 400A Serial: RK-244 Name of applicant: ' 0 0 0 0 0 0 2 2 8 2 ATTACHMENT TO AIRCRAFT REGISTRATION APPLICATION Owning an undivided Address: • Signatures: Title: Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto general partners 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 2-10.) Senior Contracts Manager of Raytheon Travel Air Company Acting as Attorney-in-Fact Date: a 1 ts t 302-1 By signing above, the applicant agrees and stipulates (1) 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 (lii) the Application may be executed by the co-owners by executing separate counterpart signature page, 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 EFTA00013059
3-07 VI4OHY1X0 A ' VHOunl '00 83 C hid h Hdfd TO. — Lb, EFTA00013060
8 0 FORM APPROVED OMB NO. 2120-0042 UNITED STATES OnAmEgICA n u S. DEPARTMENT OF TrwrseorrATioN mew. AVIATICKS AD/ISTIOTION0 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 N793TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 DOES THIS 16th DAY OF March 2001 HEREBY SELL GRANT, TRANSFER AND DEUVER ALL RIGHTS. TITLE, AND INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: 31-I QQ022693 CONVEYANCE RECORDED oomeaLii.PER0.19 API 8 33 FOR FAA USE ONLY rai -tt NAME AND ADDRESS INDWIDUAL(S) . GIVE LAST NAME, FIRST NAME. AND MIDDLE INITIAL-) OSF International Inc. do Wichita, KS 67207 FE.DEr.:L OWNINer" " an undivided 6.25% Interest DEALER CERTIFICATE NUMBER AND TO ...cdts successors. WARRANTS THE TITLE THEREOF. EkEHIffeltt-Pd3ME445FROSOHS, AND ASSIGNS TO HAVE AND TO HOLD SINGULARLY THE SAID AIRCRAFT FOREVER. AND IN TESTIMONY WHEREOF WE HAVE SET OUR HAND AND SEAL THIS 16th DAY OF March 2001 NAME (S) OF SELLER ("MEGA PRINTED) rn SIGNATURE (S) INK) OF EXECUTED FOR CO-OWNERSHIP. ALL MUST SIGN.) TITLE (TYPED OR PRINTED) r. Contracts Manger ACKNOWLEDGEMENT (NOT REQUIRED FOR PURPOSES OF FAA RECORDING: HOWEVER. MAY BE REQUIRED BY LOCAL LAW FOR VAUDITY OF THE INSTRUMENT.) CERTIFIED COPY TO BE RECORDED BY FAA ORIGINAL: TO FAA EFTA00013061
3 Al I4NV7X0 Vf.-'?“-7"n 82 £ lid h WO TO. tr - : vd ua I hereby certify that I have compared the fore- going with t and it is a true copy thereof. EFTA00013062
PILING COPY FORM APPROVED OMB No. 2120-0042 • E UNIT.S.O IE.FV0IF 41'4RICrpEPAVMEISLDF V TWINSPkiliTATIOEI ti AsnoNAUTrcAt. centime 9 CERT. -.-5 6 30-- FEDERAL A TI0N.ADIMNIWTRATIONlliaKE ONRON i AIRCRAFT REGISTRATION APPLICATION • ISSUE DATE e..-D -UNITED STATES REGISTRATION NUMBER N 793TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 FOR FAA USE ONLY TYPE OF REGISTRATION (Chock one box) O 1. Individual O 2. Partnership O 3. CorporationkR 4. Co-owner O 5. Gov't. O 8. No NAM F APP I A P . n show n evid nc f ownership. If Individual, give last name, first name, and middle Initial.) 1. s Trustees of the OWNING all ngae an undivided12.50% Interest do address below owning the interest shown on 2.S See Attachment the attachment TELEPHONE NUMBER: ( ADDRESS (Permanent mailing address for first applicant listed.) Number end street: Rural Route: P.O. Box: CITY Wichita STATE KS ZIP CODE 67207 REPORTING A CHANGE statement before signing be completed. may be grounds for punishment OF ADDRESS this application. by fino and /or imprisonment corporations) ) or • CHECK HERE IF YOU ARE ONLY ATTENTION! Read the following This portion MUST A false or dishonest answer to any question in this application i Code, Title ta, Soc. 1001). d CERTIFICATION UWE CERTIFY: (1) That the above aircraft Is owned by the undersigned applicant, who is a citizen (including of the United States. (For voting trust, give name of trustee: CHECK ONE AS APPROPRIATE: 1-151 business or Form 1-551) No. a. O A resident alien, with alien registration (Form b. O A non-citizen corporation organized and doing and said aircraft Is based and pernaray used in Inspection at under the laws of (state) the United States. Records or flight hours are available for Administration. side if necessary. (2) That ere aircraft Is not registered under the laws of any foreign country: and (3) That legal evidence Of ownership Is attached or has been filed with the Federal Aviation NOTE: If executed for co-ownership all applicants must sign. Use reverse -rep • : - : •I Lhtl : et CuLli : %1 TITLE DATE i • c:-.) • b k ,.. c=1--- C - - T` —.. O g 71T-LE ya2.1..C__CT a e - DATE /— ,..TO--c7t ‘.0 115=2;EitialC t t. co . ee Attachment TITLE NOTE Pending receipt of the Certificate of Akeraft Registration,. the aircraft may be operated for a poriod not in excess of 90 days. during which time the PINK copy of this application must be carried in the aircraft. AC Form 8050-1 (12/90) (0052-00-628-9007) Supersedes Previous Edition 0 70:5 3 / a y& S5" .07 47 EFTA00013063
It IWO • at,- ".• a oda • • Nre,37 • - 30 IR Aect.;% -.1c;cygrnt., 7.1 .oarit .ts,1 >UK --A. 7 4O a ri J Ji 'S ••• 1.-nt• •-••••Ge: VP. - ;.,3 .A.8; 42••• 'J'ae• C • • C112.6. a a E.::: Ina rar3.1.71.1. *98 - cozsna Gig notyti NI VIC:A-0 -Oka IA 0 NI NekONANI -010 WO Wa, tit VINA t0, 14011--4 1.-s‘c3-3%-)-3.1v,ovir4 kk ti‘ tiS'AVA75.1, A • EFTA00013064
' • - • N793TA Beechief 400A Serial: RK-244 Name of applicant: Signatures: Q. 0 2 1 05 10 f9TE9CIPMENT TO AIRCRAFT REGISTRATION APPLICATION Owning an undivided Address: Interest of: Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto eneral partners 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: Senior Contracts Manager of Raytheon Travel Air Company Acting as Attorney-in-Fact Date: Senior Contracts Manager of Raytheon Travel Air Company a.la,~o 30-I lity signing above, the applicant agrees and stipulates (I) to the terms, conditions and certification of the AC Form 8050-I Aircraft Registration Appicatlon, 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 EFTA00013065
FILED WITH FAA AIRCRAFT REGISTRATION SR '01 MN 14 NI 2 44 OKLAHOMA CITY OKLAHOMA EFTA00013066
UNITED STAIESF Rit a ,.., U 5•DEPARTMENT OPAANSPORY ON E AVID. N uNISgtATKO 2 AIRCRA BI L OF SALE FOol 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 N 793TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 PURCHASER DOES THIS 2nd DAY OF February 2001 HEREBY SELL GRANT, TRANSFER AN0 DELIVER ALL RIGHTS, TITLE, AND INTERESTS IN AND TO AN UNDIVIDED 12.50% INTEREST IN SUCH AIRCRAFT UNTO: NAME AND ADDRESS Ilf INDIVIDIJAUS) . GIVE LAST NAME. FIRST NAME. AND MIDDLE INITIAL) and as Tru t Trust U/A/D 3/6/97 do Wichita, KS 67207 1 0 3 FORM APPROVED ome NO. 21204042 Q 0 2 2 6 2 CONVEYANCE - RECORDED 2001 APR 19 flPi 8 33 Do NW Wow In This Mock FOR F.44,0SE,0NLY, . • - • OWNING an undivided 12.50% Interest DEALER CERTIFICATE NUMBER • AND TO WARRANTS1H-tE 0F. EXECUTORS. ADMINISTRATORS. AND ASSIGNS TO HAVE AND TO HOLD SINGULARLY THE SAID AIRCRAFT FOREVER. AND IN TESTIMONY WHEREOF WE HAVE SET OUR HAND AND SEAL THIS 2nd DAY OF February 2001 NAME (S) OF SELLER (TYPE OR HUNTED) ts3 SIGNATURE (S) LNIC) OF EXECUTED FOR co.onwtRmuy, ALL MUST SIGN.) TITLE (TYIPEGOR MINTED) r. Contracts Manager ACKNOWLEDGEMENT (NOT REQUIRED FOR PURPOSES Of FAA RECORDING: HOWEVER. MAY BE REQUIRED BY LOCAL LAW FOR VALIDITY OF THE INSTRUMENT.) CERTIFIED COPY TO BE RECORDED BY FAA ORIGINAL: TO FAA EFTA00013067
V1-10HV1U0 All3 VI-10HV1510 hil 2 Wci hi NNW n I hereby certify that I illha*compared the fore- da NOIlValSIORII3V a ) jog with the original VV.3 Hilirk 0311 It is a true and correct py thereof. EFTA00013068
Ia FILING CO FORM APPROVED B No .,2120-0042 UNITED STATES OF AMERICA DEPAttt F TbkispbtA-ndati v F710191AL AVIIMON A0IdataSTRATION-MIRE NREW I AERONAMICIU_ CENTER AIRCRAFT REGISTRATION APPLICATION iu it i n.... • • 01 8: CERT. ISSUE DATE ro l t 0 - UNITED STATES REGISTRATION NUMBER 14 793TA AIRCRAFT MANUFACTURER & MODEL hP00 Adrrrafr Company Beechiet 4OOA AI CRAFT SERIAL No. 1BC-244 FOR FAA USE ONLY TYPE OF REGISTRATION (Check ono box) 1. Individual O 2. Partnership O 3. Corporation OKX4. Co-owner O 5. Govt. O 8. Non-Citizen • IS NAME OF APPLICANT (Porson(s) shown on evidence of ownership. II individual, give last 1. Raytheon Travel Air Company Ill c/o address below an undivided 2.2 ‘ See Attachment owning on the TELEPHONE NUMBER: ( name, first name. and griddle initial.) OWNING 18-75% Interest the interest as showr attachment ADDRESS Number Rural Route: (Permanent mailing address for first applicant listed.) and street P.O. Box: CITY Wichita STATE KS ZIP CODE 672O7 CHECK HERE IF YOU ARE ONLY REPORTING A CHANGE ATTENTION! Read the following statement before signing This portion MUST be completed. or dishonest answer to any question in this application may be grounds for punishment Code, Title 18, See. 1001). CERTIFICATION OF ADDRESS this application. by fine and imprisonment corporations) ) Or: Ili A false (U.S. UWE (1) That of (For CHECK CERTIFY: the above aircraft Is owned by the undersigned applicant, who Is a citizen (Including the United States. voting trust, give name of trustee: ONE AS APPROPRIATE: 1-151 business or Form 1-551) No. a. b. (2) That (3) That TYPE 0 A resident alien, with alien registration (Form 0 A non-citizen corporation organized and doing and said aircraft is based and primarily used In Inspection at under the laws of (state) the United States. Records or flight hours are available for Administration. side If necessary. the aircraft Is not registered under the laws of any foreign country; and legal evidence of ownership is attached or has been filed with the Federal Aviation NOTE: If executed for co-ownership all applicants must sign. Use reverse OR PRINT NAME BELOW SIGNATURE EACH PART OF THIS APPLICATION MUST SE SIGNED IN INK. SIG F TTLE 1 _ Sr Contracts Manager DATE 1/31/01 SIG clamant ITLE DATE SIGMA RE TITLE DATE NOTE Pending receipt of the Certificate of Aircraft Registration, the aircraft may be operated for a period not in excess of 90 days, during which time the PINK copy of this application must be carried in the aircraft. 0/0 3 0 * 5 - -V/516/ AC Form 8050-1 (12/90) (0052-00-628-9007) Supersedes Previous Edition EFTA00013069
a. • • . • • V 1,4014 \i'flO A113 VIr101-IV1)10 LO TT Wd 22. 413i TO kH3 14011.V 21.1.S10311- 13V )301:11V VVdHi1MQ3113 EFTA00013070
' N793TA Beech et 400A Serial: RK-244 Name of applicant: Signatures: 2-9.) o 91194C19WIRVT9'O9IR&AlT3EaSTRATION APPLICATION Owning an undivided Address: Interest of: Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto general partners 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 / 2. 7/ /O/ a $-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"), (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 EFTA00013071
FILED WITH FAA AIRCRAFT REGISTRATION BR '01 FEB 22 Rift 11 37 OKLAHOMA CITY OKLAHOMA • At EFTA00013072
UMTEO STATES OF EFTS* n US DEPARTMEM OF fRANSPORTAT EDCRAL AVIADONADMPUTRAAN 0 I 9 2 3 FORM APPROVED OMB NO. 2120-0042 • ' 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 N793TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 PURCHASER DOES THIS pi DAY OF January 2001 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 INDMDUAL(S) . OMB LAST NAME. FIRST NAME. ANDMIDDLE INMAL) Raytheon Travel Air Company Wichita, KS 67201 QQ0 2 2 6 1 CONVEYANCE RECORDED .2011QPR 19 BPI 8 33 00 rim run Mis BI0Ck FOR FAA_VS,EQNLX 7. • •• OWNING an undivided 6.25% Interest DEALER CERTIFICATE NUMBER AND TO frZ<CGC S .721-H etECUPEIRBrADMINISW. 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 SEAL THIS 0 i--- 13AY OF January 2001 SELLER I NAME (S) OF SELLER SIGNATURE (S) (TYPE OR PRIMED) (V CM (IF EXECUTED FOR CO-OVRIERSEXP. ALL MUST TITLE (TYPED OR PRINTED) REI Air, LLC a ACKNOWLEDGEMENT 124OT REQUIRED FOR PURPOSES OF FAA RECORDING: HOWEVER MAY BE REOUIRED BY LOCAL LAW FOR VALIDITY OF THE INSTRUMENT] CERTIFIED COPY TO BE RECORDED BY FAA ORIGINAL: TO FAA EFTA00013073
I hereby certify that I have compared the fore- All3 V140/10,0,71310 LC TT WY 22 03d as uoiivalsioae LIV83201, V lid PLUM 03113 EFTA00013074
UNITED via s sZtEATAAnsxmosai .US, DEPARTMENT OP TRANSPORTA F-- 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 DESCFUBED AS FOLLOWS: UNITED STATES REGISTRATION NUMBER N 793TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. rat RK-244 DOES THIS I 1 dDAY OF January 2001 HEREBY SELL GRANT, TRANSFER AND DEUVER ALL RIGHTS, TITLE, AND INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: NAME AND ADDRESS (IF INDIVIDUAL(S) . GIVE LAST NAME. FIRST NAME, AND MIDDLE INITU•L) Ra eon Travel Air Company Wichita, KS 67201 9 2 2 FORM APPROVED 0148 NO. 21208342 ?4 -1 QQ022690 CONVEYANCE RECORDED 2samiLfin 8 33 FOR grA.,$1,1K ONLY. L.L/L.\-‘1... • awf471`48ncr ‘T'"' an undivided 6.25% Interest DEALER CERTIFICATE NUMBER AND TO a Tagif c?sScry'S EXTIGI:FPINESMDMRITSERWEGRS, AND ASSIGNS TO HAVE AND TO HOLD SINGULARLY THE SAID AIRCRAFT FOREVER. AND WARRANTS T IN TESTIMONY WHEREOF WE HAVE SET OUR HAND AND SEAL THIS!, DAY OF January 2001 I SELLER NAME (S) OF SELLER SIGNATURE (S) (TYPE OR PRINTED) (IN INK) OF EXECUTED FORGO-OWNERSHIP. ALL MUST TITLE (TYPED OR PRINTED) Interactive Pictures Corporation Z --7) / g ACKNOWLEDGEMENT (NOT REOIRREO FOR PURPOSPS or FAA arrimenrun• HOU/Pt/FR MAY RR Tarn RR May! Mu T • ur coo vA An nn., ne TUC wean naexrr • ORIGINAL: TO FAA CERTIFIED COPY TO BE RECORDED BY FAA EFTA00013075
V140I-ION /41/1NO 110 V VIXO LC TT ILILI 72 93d TO. 6 NOLL siDia 80e r; V lid Hlikt 173713 I hereby certify that I have compared the fore- going with the original and it' a true and correct cop l reof. EFTA00013076
VOTED STATEB OtteEtitca n U.SpePARTMENT OF TRANSPORTATI ONADMIUTRAN 0 AIRCRAFT BILL OF SALE . FOR AND IN CONSIDERATION OF S I & OTHER VALUABLE CONSIDERATIONS THE UNDERSIGNED OWNERS) OF AN UNDIVIDED INTEREST IN THE LEGAL AND BENEFICIAL TITLE OF THE AIRCRAFT DESCRIBED AS FOLLOWS: UNITED STATES REGISTRATION NUMBER N 793TA AIRCRAFT MANUFACTURER 8 MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 DOES THIS Aqttl DAY OF December 2000 HEREBY SELL GRANT, TRANSFER AND DELIVER AU. RIGHTS. TITLE. AND INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: 1 9 2 1 FORM APPROVED OMB NO. 21204042 00022639 CONVEYANCE RECORDED FaMingly An 8 33 PURCHASER NAME AND ADDRESS (IF INDIVIDUAL(S). GIVE LAST NAME. FIRST NAME. AND MIDDLE INITIAL) Ra heon Travel Air Company , FEDERAL .""!:',TION OWNIPC1INISTR.\TION an undivided 6.25% Interest DEALER CERTIFICATE NUMBER AND TO .4,1(3 7/14 CC €S.SOrs. EXEOYFORWROMINISEREFFORSRAND 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 SEAL THLSAA 4 DAY OF December 2000 SELLER NAME (S) OF SELLER Um pit PRINTED) SIGNATURE (S) OH INK) (IF EXECUTED FOR CO-OWNERSHIP. ALL MUST SIGN.) TITLE (TYPEDOR MINTED) CIAO, LLC Ari 4 A/ / 46Pcv L._ ACKNOWLEDGEMENT (NOT REQUIRED FOR PURPOSES OF FAA RECORDING! HOWEVER. MAY RE REQUIRED RY LOCAL LAW FOR VALIDITY OF THE INSTRIMF_NT.1 CERT FLED COPY TO BE RECORDED BY FAA ORIGINAL: TO FAA EFTA00013077
. .15 I hereby certify that I have compared the fore- A113 0HWIXO V140Hrl NO LC TT ILIEJ ZO 03.4 TO 88 NOEL V alS1038 13V832:1111 V V.1 H.LIM 0311j EFTA00013078
x1.4 9 1 8 3 • GA LOAN 0000000 1 587 CON [(Worn deals drawn under the March 20, 1997 Agreement) RECORDED !001 FEB 28 AN 10 18 (10 if' Engine Make, and Model its e *7 ?y Engine Serial #s FEDERAL AVIATION (2%4.,- 0 ft' Ill.' GI, ADMINISTRATION 4,-,39,- y t. 4. RELEASE VO‘ The undersigned, assignee of an interest of Raytheon Aircraft Credit Corporation (F/K/A Beech Acceptance Corporation, Inc.), secured party under the Security Agreement dated Thar embpr 30 , 1999 , with CIAO, LLC as debtor, recorded by the Federal Aviation Administration on .7, me 30 , 2000 , as Conveyance No. VV016656 , which Security Agreement was assigned to the undersigned pursuant to the FAA Assignment dated as of December 30 1999 , recorded by the FAA on June 30, 2000 , as Conveyance No. VV016656 , and by FAA Assignment dated as of December 30 , 1999 recorded by the FAA on June 30, 2000 , as Conveyance No. VV016656 hereby releases all of its interest the collateral covered by said Security Agreement. Propeller Make and Model #s Propeller Serial #s Dated this 29th day of December , 2000 Beechjet400A Serial RK-244 Registration N793TA Pratt & Whitney PW JT15D-5 PCE-JA0256 and PCE-JA0257 • N/A . N/A BANK OF AMERICA NATIONAL ASSOCIATION, AS AD By:' The undersigned assignors hereby release all of their interest, if any, in the collateral covered by the Security Agreement described above. Dated this 29th day of December , 2000 This release shall consist of this one page only, with no schedules, appendices or similar attachments attached hereto. . etEircp, AO Gar D EFTA00013079
FILED WITH FAA AIRCRAFT REGISTR A TION OR '01 JfiN 25 RPI 11 28 OKLAHOMA CITY OKLAHOMA f/c:A v. • . le, •-••••;,.. EFTA00013080
23 - 9 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 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 EXECUTED 12/30/99 FROM CIAO LLC DOCUMENT NO. VV0I 6656 TO OR ASSIGNED TO Bank of America NA Administrative Agent DATE RECORDED June 30, 2000 TFIE FOLLOWING COLLATERAL IS COVERED BY THE CONVEYANCE: AIRCRAFT (List by registration number) I TOTAL NUMBER INVOLVED 1 793TA ENGINES I TOTAL NUMBER INVOLVED 2 MAKE(S) Pratt & Whitney PW ITI 5D-5 SERIAL NO. PCE-JA0256 PCE-3A0257 PROPELLERS I TOTAL NUMBER INVOLVED MAKE(S) SERIAL NO. SPARE PARTS —LOCATIONS I TOTAL NUMBER INVOLVED LOCATION RECORDED CONVEYANCE FILED IN: 793TA, Raytheon 400A, s/n RK-244 AC FORM 8050-23 (1-96) (005240-582-6000) EFTA00013081
. c,?3—ig EFTA00013082
0 n RACC SECURITY AGREEMENT 0 0 0 8 v v 0 16 6 S o 3-17 CERTIFIED COPY TO BE RECORDED BY FAA Raytheon Aircraft Credit Corporation D0NVEIANt, 'EC0RDED , nn 30 pin 12 32 1. Grant of Security Interest. To secure the payment of the indebtedness duel-JR*Theon Aircraft Credit Corporation (hereinafter referred to as "RACC") by CIAO,LLC (hereinafter referred to as r".Cebtort) tiriclecnbt certain Promissory Note (hereinafter referred to as the "Promissory Note"), dated of everraal•edlei.e.With,,,ari6q,ny renewals, extensions or changes in form thereof, and of any and all other indebtedness of f5Agtort AAtt, 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-244, Registration Number N793TA (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 & Wnitney; Model: PW JT15D-5; Shaft Horsepower over 750. Serial Number (L): PCE-JA0256; Serial Number (R): PCE-JA0257 , 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 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 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 11/99) 1 1 47lizetik-er 00(q31.9.25y/t,t,75 5-4221/40 EFTA00013083
FIt-ED cut 4 Fikict. "00 FM 22 P(1 12 03 0:: Li-. c")% :A CITY OKLAHOMA EFTA00013084
0 0 0 0 8 3 6 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, Maintenanceand 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 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 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 EFTA00013085
. 023 -ILA .. EFTA00013086
0 0 r" .) 0 0 0 8 3 7 023-/g 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 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 understandsand 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 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 11199) 3 EFTA00013087
. a3-/a, EFTA00013088
0 0 r, 0 0 0 8 3 O23- i I 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 SECURITYAGREEMENT. BY EXECUTION HEREOF, THE UNDERSIGNED HEREBY CERTIFIES THAT HE/SHE IS DULY AUTHORIZED TO EXECUTE THIS SECURITY AGREEMENT IN THE CAPACITY STATED BELOW. .2A AI Executed this-2/ - day ofikefither, 199'9, at Wichita, Kansas. Palm Beach, FL 33410 33410 RAYTHEON AIRCRAFT CREDIT CORPORATION (Rev 11/93) 4 EFTA00013089
• a-i° EFTA00013090
0 0 n 0 0 0 8 3 9 023-9 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 Affreement"), between RACC and Raytheon Aircraft Receivables Corporation, a Kansas Corporation (the "Buyer"). W I TNES S HI 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. EFTA00013091
as- 8" EFTA00013092
0 0 n. n 0 0 Q 8 q 0 2 O23- 7 IN WITNESS WHEREOF, RACC has caused this FAA Assignment to be duly executed on the day and year written below. Dated: December 30. 1999 RAYTHEON AIRCRAFT CREDIT CORPORATION 2 EFTA00013093
. 023 - G9 EFTA00013094
0 n 000 8 4 I ,o3-5 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. WITNESSETH 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: EFTA00013095
c,23'-1 EFTA00013096
. oon cnopo s 4 2 2 c23-3 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 EFTA00013097
••• a3 -2- EFTA00013098
. o on n nnoo a ll 3 a3-I WITNESS WHEREOF, the Seller has caused this FAA Assignment to be duly executed on the day and year written below. Dated: December 30. 1999 RAYTHEON AIRCRAFT RECEIVABLES CORPORATION 3 EFTA00013099
025 I hereby certify that I have compared the fore- going with the original 1-10H117140 A lin t• • • 1.1:7 CO Or bid 23 AR1 00, EFTA00013100
FILINQ CrpVY,-, FORM APPROVED ( 9MB No. 2120-00-42 Lc :-. y L 9 t ; t• ._. • ... nt CERT. ISSUE DATE -2-2 - S % tiAlf 1 2 2T% _ UNITED STATES OF AMERICA DEPARTMENT OF TRANSPORTATION f FEOERA1- AVIATION ADIAINISTRATON-WKE IMONRONEY AERONAUTICAL CENTER AIRCRAFT REGISTRATION APPLICATION UNITED STATES - - Al 7SSTA REGISTRATION NUMBER is AIRCRAFT MANUFACTURER & MODEL Jiii Raytheon Aircraft Company 13s=atzlat 400A AIRCRAFT SERIAL No. RK-244 FOR FAA USE ONLY TYPE OF REGISTRATION (Chock ono box) O 1. Individual O 2. Partnership O 3. Corporation .9 1‘.4. Co-owner O 5. Gov't. O 8. N°nCilizen Corporation NAME OF APPLICANT (Person(s) shown on evidence of ownership. 1_ Colas, Inc. a c/o address below 2.-I°See Attachment TELEPHONE NUMBER: ( If indnndual, give last name, first name, OWNING and middle Initial.) Interest on an undivided 6.25% owning the interest shown the attachment ADDRESS Number Rural Route: (Permanent mailing address for first applicant listed.) and street- P.O. Box: CITY Wichita STATE KS ZIP CODE 67201 CHECK HERE IF YOU ARE ONLY REPORTING A CHANGE ATTENTION! Read the following statement before signing This portion MUST be completed. or dishonest answer to any question in this application may bo grounds for punishment Code, Title 18, Sec. 1001). CERTIFICATION OF ADDRESS this application. - by fine and/or imprisonment corporations) ) or: • A false (U.S. II lAvE (I) That of (For CHECK CERTIFY: the above aircraft Is owned by the undersigned applicant, who is a citizen (including the United States. voting trust, give name of trust ONE AS APPROPRIATE: 1-151 business or Form 1-551) No a. b. (2) That (3) That TYPE ID A resident alien, with alien registration (Fenn 0 A non-citizen corporation organized and doing and said aircraft Ls based and primarily used In Inspection at under the laws of (state) the United States. Records or flight hours aro available for Administration. side if necessary. the aircraft Is not registered under the laws of any foreign country; and legal evidence of ownership is attached or has been filed with the Federal Aviation NOTE: If executed for co-ownership all applicants must sign. Use reverse EACH PART OF THIS APPLICATION MUST BE SIGNED IN INK. TITLE 1," :- / ..2 14e--"E/AC-e--4-a-7- # DATE 5- i i I oo 2.- See Attachment TITLE DA SIGNATURE - TITLE DATE Pending receipt of the Certificate of Aircraft Registration, the aircraft may bo operated for a period not in excess of 00 days, during which time the PINK copy of this application must be carried in the aircraft. NOTE AC Form 8050-1 (12/90) (0052-00-628.9007) Supersedes Previous Edition --rf 0-// -0 0 % 0 z_o /5 to 7D e-x EFTA00013101
• • OM • IP4'4 ' - e ▪ •• `;„ e" • a - 1•• - 4. • 022-2, VI-101AV "PLO 1.3_1O \I %IOW/ 1:10 0 In *at VI (30.. A IT 21'3 raillIV V.3_S•rat-tti tkkit;12'lf...14:•1 t.1 t.: I 1 • • EFTA00013102
• l• N793TA Beec/:jet 400A Serial: RK-244 Name of applicant: Signatures: 97.194 CDMAV74}O SiThra'aFT 12E3/STRA TION APPLICATION; Owning an undivided Address: Interest of: on original form hereto on original form hereto on original form hereto on original form hereto on original form hereto eneral partners on original form hereto on original form hereto on original form hereto on original form hereto Title: Senior Contracts Manager of Raytheon Travel Air Company Acting as Attorney-in-Fact Date: S /o2, 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"), (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 N• hich when so executed and delivered shall be an original, but all such counterparts shall together constitute but one and the same application Cliqa ‘C)4°I.Ajt cr EFTA00013103
.1 ' 17k0,1 V 7 MO A _up trkonv "IMO ZI rid TT Mid 00, .1:2::eavz:sIscr! EFTA00013104
uNrito STATES+ViCA VS.DEPARTMENT OT TRANSPORTATION WIN non n AIRCRAFT B1L , 0, Alf, "Penl" FOR AND IN CONSIDERATION OF S & OTHER VALUABLE CONSIDERATIONS THE UNDERSIGNED OWNERS) OF AN UNDIVIDED INTEREST IN THE LEGAL AND BENEFICIAL TTTI.E OF THE AIRCRAFT DESCRIBED AS FOLLOWS: UNITED STATES REGISTRATION NUMBER N793TA AIRCRAFT MANUFACTURER ei MODEL It?i Raytheon Aircraft Companyiesechiet 400A AIRCRAFT SERIAL No. RK-244 PURCHASER DOES THIS 1St DAY OF May 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 (IF INDIVIDUAL(5). GIVE LAST RAW, FIRST NAME. AND MIDDLE INITIAL) Colas Inc c/o Wichita, KS 67207 pqRTIFIED COPY :,TO!BE RECORDED BY FAA X 11 9 0 5 7 5 FORM APPROVED OW NO. 21204012 CONVEYANCE RECORDED '00 nay 12 Pfl 1 56 Do N„ Thc, ;D i g R A L AVIATION FOR FAA USE OWN' S TR ATIO N OWNING an undivided 6.25% Interest DEALER CERTIFICATE NUMBER AND TO .4t3 LIAAct...o.440YS Eilte:HORS7RIXVISILSTR:ICIDES. 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 SEAL THLS 1st DAY OF May 2000 NAbIE (S) OF SELLER (TYPE OR PIUNIED) SIGNATURE (S) (IN Dag BF ERECMED FOR CO.OWNERSD IP, ALL MUST SIGN.) TITLE (TYPED OR PAINTED) Raytheon Travel Air Company Sr. Contracts Manager A VLED ORIGINAL: TO FAA (NOT REQUIRED FOR PURPOSES OF FAA RECORDING: HOWEVER. MAY BE REQUIRED BY LOCAL LAW FOR VALIDITY OF THE INSTRUMENT.) 0 O132-/S 14-zegO sc 4-- /7-00 EFTA00013105
I hereby certify that I have compared fore- going with anditisat copy thereo • • HOW/ '1%0 /113 V1401O71510 Oy ZI I,ld it MN 00, IT reit IV Z15107:3 If; 1-17114 EFTA00013106
L2 0- / 3 0 1 0 ri 0 o 9 S 3 NUMBER CHANGED Tkl 7 t STil- DATE 4 MAK 14 2000 alk r r illig U.S Deportment offronsportoNon Federal Aviation Administration ASSIGNMENT OF SPECIAL REGISTRATION NUMBERS Special Registration Number N793T A Aircraft Makc and Model RAYTHEON AIRCRAFT COMPANY 400A Present Registration Number N428HR Serial Number RK -244 7150010 ID ICAO AIRCRAFT ADDRESS CODE FOR N793TA = 52542324 iiiIIIIIIIIII ed I CHIT A KS 67207-1315 RAYTHEON TRAVEL AIR CO MICHEL S PIPELINE CONSTRUCTION INC SOUTHEASTERN MILLS INC c T—AL Issue Date: MARCH G1, 2000 This is your authority to change the United States registra- tion number on the above described aircraft to the special registration number shown. Carry duplicate of this form in the aircraft together with the old registration certificate as interim authority to operate the aircraft pending receipt of revised certificate of registration. Obtain a revised certificate of airworthiness from your near- est Flight Standards District Office. The latest FAA Form 8130-6, Application For Airworthiness on file Is dated: OCTOBER 01 • 1999 The airworthiness classification and category: STD TRANSP SIGN AND RETURN fil affixed on the aircraft. The authority INSTRUCTIONS: THE ORIGINAL of this form to the Civil Aviation Registry, A revised certificate will then be issued. This authority AFS-750, within 5 days after the special registration number is is valid for 90 days from the issue date. MARCH 01. 2001 to use the special number expires: CERTIFICATION: I certify that the special registration number was placed on the aircraft esc ' a Signat RETURN . . . . a oma L A . FORM TO: gistry, AFS-750 i , Oklahoma 73125-0504 ISSUED TEMP a C. EG TO EXprE T OO I CERT OF ei -I3-ocs Title of Owner: /Va nc s ActkoNt vt:. Fa- CA/ Vt tst. gZekt....Jli +CO ( C-Q_C 462,4 r nye. . ,... 7-4444' Date Placed on Aircraft: )1 1--(esdir, _ , 9 AC Form t060-64 (615) Supersedes Previous Edition EFTA00013107
• 111.ED FAL\ Aircr4 AFT REGISTRATION BR '00 PM 10 -fill 9 49 OKLAHOMA CITY OKLANOFIA • c:•" • ! •. : oe .!1;' V • EFTA00013108
t • p. 1 1 n 0 •) 4 MORGAN AIRCRAFT TITLE SERVICES. INC. • TO: FAA Aircraft Registry ATTENTION: Central Records Wail REGISTERED RETURI1 tO Date: 11/01/99 Cana. RECORDS FOR A.NUMSER CHANGE 7q3 Please reserve ONE (1) special identification number(s) per order of choice. N793TA* In Choice • rd Choice ,Slik 6 MAR 01 2000 3" Choice 4th Choice Irfor Assignment to: Make and Model. RAYTHEON AIRCRAFT COMPANY 400A Serial No.: RK-244 Registration No.: N428HR SEND in Notice Er --AC Form 8050-64 to: RAYTHEON TRAVEL AIR COMPANY • O Form 8050-7 WICHITA, KS. 67201 G' Please send to Morgan Aircraft Title Services in the Public Documents Room. ADDITIONAL INSTRUCTIONS *LETTER OF RELEASE ATTACHED. Than 993051212021 S 10.00 11/01/1999 EFTA00013109
FILED WITH FAA tux:- • 7 ^ '99 NOU 1 API 11 59 OKLAHOMA CITY OKLAHOMA • • bl' EFTA00013110







