0 o 0 0 0 0 0 0 6 a 7 IN WITNESS WHEREOF, the Seller has caused this FAA Assignment to be duly executed on the day and year written below. RAYTHEON AIRCRAFT RECEIVABLES CORPORATION By Dated: January 15. 2092 le: Vice resident David A. Davis 3 SDNY_GM_02762025 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248947 EFTA01332465
V40,IV1."0 A.LIO 1,3 T Wd 1. Ed 2u. gal • .. SDNY_GM_02762026 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248948 EFTA01332466
n 6 7 / . . FORM APPROVED OMB No. 2120.0042 1 •atrITY ASTAYeb 004.4ER/a DEPARTMENT OF TRANSPORTATION Ll 1.--_. CERT. ISSUE DATE t rim 0 4 S AIRCEtAFT REGISTRATION APPUCATION UNITED STKIES pj 793TA - REGISTRATION NUMBER III Ainca ntrylictaN5 93,0 43fItompany Beechjet 4OOA AIRCRAFT SERUM. No. RK-261-4 FOR FAA USE ONLY TYPE OF REGISTRATION (Check one box) 0 1. Individual 0 2 Partnership 0 3. Corporation oyac Co-owner 0 5 Eimet. 0 8. N°^4171thre" NAME OF APPUCANT (Person(s) shown on evidence of ownership. tf Individual. isve__ name. NM name: and middle Initial) 1. Samair, inc_ WN . ING e l do address below an undivided 6.25% interest 2.- See Attachment owning the interest shown on 316 676-8000 the attachment TELEPHONE NUMBER: ( ) ADDRESS S Rural Route: (Permanent mailing address for lest apParterl Wad-) 101 South Webb Road and street P.O. Box: CITY I Wichita STATE KS I ZIP CODE 67207 O A else N.S. • (1)« the (For CHECK 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 (Na application may be grounds foe punishment Code. Tide IS. Sac. 1001). CERTIFICATION CHANGE OF ADDRESS this application. by fine and tor imprisonment OareOrat;OrtS) ) or: CERTIFY: above eat Is owned by the undersigned NaTicarti: who Is a *Thin Onatagna e United States. voting trust, give name of busies: ONE AS APPROPRIATE: 1-151 bustrioas or Form 1-551) No. a. b. (2) That (3) That TYPE ID A ma dent alien, with alien roolstranon (Forte A otganited doing the taws of CI non-dtaan mrporatorm and and said alronalt is based and primailty used In inspection at under (state) the Untied States. Records or fIght hours we Administration. side if available for necessary. the Mcrae Is not registered under the taws of any legal evidence of ownership Is attached or has been NOTE: If executed for co-ownership all applicants OR PRINT NAME ICI TU foreign counbY: end filed Federal Aviation with the must sign. Use reverse LS i- g 5 x N••=. g r =cn g I- i w SIGNA RE TITLE esirterwer r5 ". OATS / 1 .46,2t:; - ATE Mar s ttachment TITLE SIGNATURE TITTLE DATE NOTE Pongee receipt of to Certificate of Akcraft Registration. the aircraft may be operated for a period days. during which time the PINK copy of this mutt he culled in meteesea "MAP C=CIT" not In excess of 90 NZ AC Form 80504 (12/90) (0052-00-628-9007) Supersedes PAREektrie EXP 0 03 0:2-. 4f)../ 3944 tn rs SDNY_GM_02762027 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248949 EFTA01332467
VIAO',1";11'.O A...113 bid L 93 Z0. 13-) 5.7."*.IttEis 4 I -- • SDNY_GM_02762028 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248950 EFTA01332468
• . . -*" N793TA Reechiel 400A Serial: RK-244 0 0 0 0 0 0 0 0 6 7 3 ATTACHMENT TO AIRCRAFT REGISTRATION APPLICATION Name of atmlicant: Owning an undivided Interest of: 2.) Michels Pipeline Construction, Inc. 25% 3.) Southeastern Mills, Inc. 12.5% 4.) REI Air, LLC 6.25% 5.) SL Wings, LLC 6.25% 6.) AIRCAP,LLC 12.5% 7.) Colas, Inc. 6.25% 8.) Anthony Zingale and Teresa M. Zingale 12.5% as Trustees of the Zingale Living Trust U/A/D 3/6/97 9.) OSF International, Inc. 6.25% 10.) Robert Knitter 6.25% Signatures: Title: Address: Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto 2-10.) Senior Contracts Manager of Raytheon Travel Air Company Acting as Attorney-in-Fact Karen S <ddnkins Date: I 1 1.5 1Oa.. By signingabove, the applicant agren and stipulates (I) to the 'emu, conditions and certification of the AC Form 80504 Aircraft Registration Applmtion, to width this page Is anathed (the "Application"), (U) that aft of the information set forth on theApplication is true and correct as of this date, and (ii) the Application may be executed by the cournmem by executing separate counterpart signature pages, oath of which when so executed and delivered shall be an original, but all such counterparts shall together constitute but the same application SDNY_GM_02762029 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248951 EFTA01332469
VNOFt'7 T;:0 /.113 r..!•?!''="1'; 0 63 Z hid L 93d ZO. SDNY_GM_02762030 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248952 EFTA01332470
qt -( FORA APPROVED n k 7 , WS NO. 21200042 0 V • 4.• 1 J P P 0 1. 9 6 7 U CONVEYANCE RECORDED 2082 PM 4 PP1 2 09 FEDERAL AVIATION ADMINISTRATION Do Pk. Wale Wino So FOR FAA USE ONLY .. • IMBED STATES OF MAINCOV 0 i) II I US DRARTNINT OF TANCPORTATON TEDOAL AVIA N AMMIISMTION" 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 S MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 DOES THIS 15th DAY OF January 2001 HEREBY SELL GRANT. TRANSFER AND DELNER ALL RIGHTS. TITLE. AND INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: g ;a 0 cd A. NAME AND ADDRESS OF DRWIDUANS). en LAST RUM MST NAMII. AND 24DOLE MTN-) Samair, Inc. do 101 South Webb Road Wichita, KS 67207 OWNING an undivided 6.25% Interest DEALER CERTIFICATE NUMBER AND TO EXECUTORS. ADMINISTRATORS, AND ASS/ONS TO HAVE AND TO HOLD SINGULARLY THE SAID AIRCRAFT FOREVER AND WARRANTS THE 1TME TOEFLEOF IN TENID4ONY wHIMEOF MR HAVE Sr OUR HAND AND SEAL THIS 1561 DAY OF January 2001 04 MI .1 ea cn NAME (S) OF SELLER Inn Oft PRAM) SIGNATURE (S) In 00007CCENTED ROA 4:O-OMCCRSHIA ALL MOST um) TITLE (MEDD& PADDED) Raytheon Travel Air Company Karen S. Jenkins ad % Sr. Contracts Manager ACKNOWLEDGEMENT PDT REQUIRED FOR PURPOSES OF FAA RECORDING: HOWEVER, MAY BE REQUIRED BY LOCAL LAW FOR vAuorrr OF THE INSTRUMENT.) ORIGINAL: TO FAA 020302330213 S5-00 02/07/2002 SDNY_GM_02762031 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248953 EFTA01332471
v1.1O1,111c-k:-.O z13. ka 1.. a • SDNY_GM_02762032 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248954 EFTA01332472
SW - O .O O- n FORM APPROVED OMB No. 2=-0042 • UNITER STATES OF AMERICA DEPAF/TMENT OF TRAMP'S/fill-COP,' .4`. FEDERAL AVIAMON ADINMSTR•31014-SE IdONRONEY AEROMAIIIICAL. CENTER AIRCRAFT FIEGLSTRATON APPIJCATON 7 39 -3 CERT. ISSUE DATE UU FEB 0 5 2002. METED STATES REGISTRATION NUMBER N 793TA AIRCRAFT MANUFACTURER a MODEL Raytheon Aircraffr Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 FOR FAA USE ONLY TYPE OF REGISTRATION (Chock ano box) 0 1. Incfividtial 0 2. Partnership 0 3. Corporation IOC Co-owner 0 S. Gov't_ 0 8. m i en NAME OF APPLICANT (Person(s) shown on evidence Of ownership. attn.:lb/dual. give last 1. Raytheon Travel Air Company 0 c/o address below an undivided 2.- See Attachment the interest attachment TELEPHONE NUMBER: ( 316) 676-8000 name. first name. and roldcar. litaL) OWNING 6.25% Interest as shown on the ADDRESS Number Rural Route: (Permanent mailing oddness for rust apt:Beard fisted.) and street 101 South Webb Road P.O. Banc CITY Wichita STATE KS ZIP CODE 67207 0 -A false (U.S. III (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 crehonost answer to any quesnon In this application may be grounds for punistenent Code Teo 10. Ser- 1001). CERTIFICATION OF ADDRESS this application. by fine and/or Imprisonment corporations) ) or the above aircraft is owned by the undersigned applicant, who is a citizen finclucfing the United States. voting trust. give name of tnmerr ONE AS APPROPRIATE: 1-151 business the or Form 1-551) No. a. O. (2) That (3) That TYPE 0 A maldont alien, with alkm registration (Fon 0 A non-di zen eorpormion organized and doing and said aircraft Is based and primarily used In inspection at under the laws of (ROW Untied States. Records or tight hoist are available for Administration. side if necessary. the aircraft is not registered under the laws of any foreign cots ay: and legal evidence Of ownership Is aliached or has been Sod with the Federal Aviaden NOTE: If executed for co-ownership all applicants must sign. Aso reverse OR PRINT NAME BELOW SIGNATURE EACH PART OF THIS APPLICATION MUST SE SIGNED IN INK. SIGNATU . 1. en . TOLE Sr. Contracts Manager DATE 12/31/01 SIGNATURE 2.- See Attachment TITLE DATE SIGNATURE TITLE DATE NOTE Pending receipt of to Cedlecale of Aircraft Registration. the aircraft may be operated for a period not In excess of 90 days, during which dine the PINK copy of this apploation must be carded In the alrecalL AC Form 80501 (12/90) (0052-00-628-9007) Supersedes Previous Edition • SDNY_GM_02762033 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248955 EFTA01332473
• VI-1O1-1r731O A.1.1O 1-'1,-P)'!'t-11,,) OT TC on TO. SDNY_GM_02762034 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248956 EFTA01332474
1. •• 0 0 0 0 0 0 0 0 3 7 0 ATTACHMENT TO AIRCRAFT REGISTRATION APPLICATION ii/793TA Beech et 400A Serial: RH-244 Name of applicant: Owning an undivided Address: Interest of: • 34-1 2.) Michels Pipeline Construction, Inc. 25% Shown on original form hereto 3.) Southeastern Mills, Inc, 12.5% Shown on original form hereto 4.) RBI Air, LLC 6.25% Shown on original form hereto 5.) SL Wings, LLC 6.25% Shown on original form hereto 6.) AIRCAP, LLC 12.5% Shown on original form hereto 7.) Colas, Inc. 6.25% Shown on original form hereto 8.) Anthony Zingale and Teresa M. Zingale 12.5% Shown on original form hereto as Trustees of the Zingale Living Trust U/AfD 3/6/97 9.) OSP International, IOC 6.25% Shown on original form hereto 10.) Robert Kettler 6.25% Shown on original form hereto Slaostarer 2.10.) Jenre) ren S. Title: Date: Senior Contracts Manager of Raytheon Travel Air Company Acting as Attorney-in-Fact I 1,1 3I lot By signing above, the applicant agrees and stipulates (1) to the terms, conditions and certification of the AC Fonts 8030.1 Aircraft Registration Appication, 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 (BB the Application may be executed by the ce-onecrs by executing separate counterpart signature pages, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute but one and the same application SDNY_GM_02762015 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248957 EFTA01332475
VHOUV1M0 1.110 t.'101-PIT:;0 20 OT lilt) IC 030 To< SDNY_GM_02762036 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248958 EFTA01332476
0 3 6 8 FORM APPROWO OMB ?O. 2120t0e 1 U U 0 3 2 6 6 4 38-I CONVEYANCE RECORDED 2002 FEB 5 P('l 1 51 FEDERAL AVIATION I AigialtbliM . WIRED STATES . at DEMITMENT OF IlLAISNATATION FlItt al AMISTAIONO An:faun 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 DECIRTRED AS FOLLOW& UNTIED STATES REGISTRATION NUMBER N793TA - AIRCRAFT MANUFACTURER A MODEL Raytheon Aircraft Beechfet 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 g a. NAME AND ADDRESS (11IXONIDUAL(S).13 WE LAST Kall:R.ST ROM AND MIDDLE W:111AL) Raytheon Travel Air Company 101 South Webb Road Wichita, KS 67207 OWNING an undivided 6.25% Interest DEALER CER1WICATE MIMBER AND TO EXeCuTORS. ADIGNISTRATORS. MO ASSIOMSTO MVE AND TO HOLD T TIO SAID AIRCAR FOREVER. AND W 11TLE TICEPEOF IN =simony WHEREOF wE HAVE SET OUR HAND AM) SEAL. THIS 31st DAY OF December, 2001 g CO . 2 ..9.ni NAME (S) OF SELLER CMS OR MIMEO) SIGNATURES) ON On (WIZOXIMIO PDX 4:OO1.161a AIL MIST a TITLE (TYPED cot mamma M International, agnatech L.P. J2 ri f . ACKNOWLEDGEMENT GOT REQUIRED FOR PURPOSES OF FAA RECORDING: HOWEVER. MAY BE REQUIRED EY LOCAL JAW FOR VALIDIff OF THE INSTRUMENT.) ORIGINAL: TO FAA I 013651010595 55.00 22/32/2001 . _ SDNY_GM_02762037 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248959 EFTA01332477
38 VUOHV1)10 All0 VY0:111M 30 OT IN T£ 330 TO. VV.: SDNY_GM_02762038 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248960 EFTA01332478
U.S. DEPARTMENT OF TRANSPORTATION FEDERAL AVIATION ADMINISTRATION SEE CONVEYANCE NO FILING DATE: ..—..--..—..—..— CROSS-REFERENCE-RECORDATION 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 9/25/2001 FROM Robert Rattler 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 NI WARR INVOLVFD 1 N793TA • ENGINES I TOTAL NUMBER INVOLVED 2 MAKE(S) P Sc V7 )TI5D-5 SERIAL NO. PCE4A0256 PCB-7A0257 PROPELLERS I TOTAL NUMBER INVOLVED MAKE(S) SERIAL NO. SPARE PARTS -LOCATIONS I TOTAL NUMBER INVOLVED LOCATION RECORDED CONVEYANCE PILED IN: N793TA Raytheon Aircraft Company 400A, Serial II RR-244 AC 8050-23 (1-96) 05240 SDNY_GM_02 762039 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248961 EFTA01332479
57-a SDNY GM 02762040 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248962 EFTA01332480
'I 0 0 0 0 0 0 2 2 0 0 0 0 0 2 5 8 copy . SECURiTY AGREEMENT 00 ; VANCE 7 RACC flEA"DED Raytheon Aircraft Credit Corporation NOU 27 firl 7 42 1. Grant of Security Interest. To secure the payment of the indebted-dais. due. Ftlithrlda lAircraft Credit Corporation (hereinafter referred to as "RACC) by Robert Kettler (hereinafterieferredtr ga, minor) 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. Aircraft Engines: Make: Pratt & Whitney; Model: PW 18101•42; 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 -KW) 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 Goveming 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 ROBERT KE1TLER. Sep-01 SDNY_GM_02762041 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248963 EFTA01332481
• : ‘,37'I %%IOW/IMO All3 V140HVIHO SS T bid TT 100 TO. E8 NOI1V NiSlO321 IV Z015.1%, VV3R11,7, C31H SDNY_GM_02762042 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248964 EFTA01332482
0 0 0 0 0 0 4 2 2 I 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 interesttherein. 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 manufacturer's operating and maintenance manuals and with FAA rules and regulations. Debtor shall properly maintain all records pertaining to the maintenance and operation of the Collateral. 6. Insurance. Subject to the Governing Documents, Debtor will, at its own expense, keep the Collateral Insured at all times against loss, damage, theft, and such other casualties as RACC may reasonably require (including hull insurance) in such amounts, under such forms of policies, upon such terms, for such periods and with such companies or underwriters as RACC may (but has no obligation to) approve. RACC hereby approves the insurance provided by RTA pursuant to the Governing Documents. Losses or refunds in all cases shall be payable to RACC and Debtor as their interests may appear. In no event shall the amount of such insurance be less than the amount of indebtedness due under the Promissory Note. All policies of insurance shall provide for at least thirty (30) days prior written notice of cancellation to RACC, and shall contain a breach of warranty endorsement in favor of RACC. RACC may obtain such insurance if such insurance is not provided by Debtor. Debtor shall furnish to RACC proof satisfactory to RACC of compliance with the provisions of this paragraph. RACC, and its assigns, are hereby irrevocably appointed attorney-in-fact for Debtor to endorse for Debtor any checks, drafts or other instruments whatsoever payable to Debtor as proceeds or refunds for any such Insurance and to make claims of loss and to sign proofs of loss against any insurance company and to receive all payments. Debtor will pay any deductible portion of such insurance. All risk of loss, damage, destruction or confiscation shall at all times be on Debtor. 7. 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 ROBERT Runes. SeP-01 EDNY_GIA_02 762043 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248965 EFTA01332483
SDNY_GM_02762044 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248966 EFTA01332484
) 0 0 0 0 0 0 I 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 lime 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 ail 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 bo attached or replevied. 12. Taxes. Debtor will promptly pay, or cause to bo 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 ROBERT KETTLER, Sop41 SDNY_GM_02 762045 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248967 EFTA01332485
VI-10HV1H0 A1.13 VI-1014V1)0 SS T bid IT 130 TO. ES t40117EIS!93EliVEOEIV VV3 03113 SDNY_GM_02762046 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248968 EFTA01332486
c_5-7— ) 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 .25_ day of Sptecher 2001, at Wichita, Kansas. Debtor: Rob Debtor: N/A N/A (signature) (title) (signature) (title) Address: 8081 Wothree Road, Address: N/A Vienna, VA 22182 RAYTHEON AIRCRAFT CREDIT PORATION By: David A. Davis, Vice President ROBERT KEMER, SDNYGM02762047 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248969 EFTA01332487
37 --rd • VHOHV1N0 A11O VHOIMUO SS T Wd II 100 TO. FOIIVtilS10321 liVi13?.17 03114 SDNY_GM_02762048 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248970 EFTA01332488
cg 7-- '3 0 0 0 0 0 0 I 2 2 4 FAA ASSIGNMENT (TO BE USED FOR ADDITIONAL ASSR i s - LOANS) ASSKiNMENf (the "FAA Assignment), executed by RAYTHEON AIRCRAFT CREDIT CORPORATION, a Kansas corporation ("fie"), 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 Agreements') between RACC and Raytheon Aircraft Receivables Corporation, a Kansas Corporation (the "Buyer's). INE as Eat': WHEREAS, RACC, pursuant to a certain contract ("Contact) 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 benefit& of and is made subject to the terms and conditions of, the Purchase Agreement (c) This FAA Assignment shall be governed by, and construed in accordance with, the laws of the State of New York. SDNY_GM_02762049 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 3, 9, 10, 15, and 17 EFTA_00248971 EFTA01332489
SDNY_GM_02762050 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248972 EFTA01332490
0 0 0 0 0 0 1 2 2 S • <37- 7 2 IN WITNESS WHEREOF, RACC has caused this FAA Assignment to be duly executed on the day and year written below. RAYTHEON AIRCRAFT CREDIT CORPORATION By e: Vice President David A. Davis Dated: &Wernher 25.2001 2 SDNY_GM_02762051 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248973 EFTA01332491
Co SDNY GM 02762052 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248974 EFTA01332492
) 0 0 0 0 0 0 1 2" '2 6 FAA ASSIGNMENT c57 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. EITNESSEILI WHEREAS, pursuant to that certain contact (the "Contract'), the obligor thereunder has purchased the undivided interest in the aircraft described in the security agreement to which this FAA Assignment is attached (such undivided interest in such aircraft the "Aircraft") and the Seller has obtained a lien in such Aircraft pursuant to the security agreement to which a counterpart of this FAA Assignment is attached for purposes of filing with and recording by the FAA (with the obligation secured thereby, collectively the "Security Agreement"); WHEREAS, the Seller, pursuant to the Purchase Agreement, has agreed to assign the Contract and receivables arising thereunder, the liens created pursuant to the Security Agreement and all proceeds of the foregoing to the Administrative Agent for the account of the Purchasers; WHEREAS, in order to perfect the Administrative Agent's security interest in all of the Seller's rights and interest in, to and under the Contact, the Aircraft and the Security Agreement assigned under the Purchase Agreement and all proceeds thereof, the Seller has agreed to execute this FAA Assignment; NOW, THEREFORE, in consideration of the foregoing, the Seller hereby agrees as follows: SDNY_GM_02762053 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248975 EFTA01332493
3/- SDNY_GM_02762054 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248976 EFTA01332494
• ) 0 0 0 0 0 0 2 2 7 97-3 2 1. For value received, the Seller hereby sells, assigns and transfers, effective on and as of Sentember 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 SDNY_GM_02762055 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248977 EFTA01332495
SDNY_GM_02762056 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248978 EFTA01332496
1 0 0 0 0 0 0 1 2' '2 8 • IN WITNESS WHEREOF, the Seller has caused this FAA Assignment to be duly executed on the day and year written below. RAYTHEON AIRCRAFT RECEIVABLES CORPORATION • By: Title• Vice Prest ent David A. Davis Dated: September 25. 2001 3 SDNY_GM_02762057 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248979 EFTA01332497
• . ' L57 VI4014V1X0 A113 V W:,14,71:.!!) SS T Wd TT 100 TO. SE t:011VSI Li VrA NINA 0311:1 SDNY_GM_02762058 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248980 EFTA01332498
1 FORM APPROVED OMB No. 2120-0042 U IMMO IZIATEStabr AlligiTICAI dEPARiMENT4F TRANSPOMATION FEDERAL avtxnou AbustastuanON-taxa MO/MONEY AERONAUTICAL. CENTER AIRCRAFT REGISTRATION APPLICATION 6 -3 CER*LE DATE I' .. 4140 OCT 3 0 201 - UNITED STATES ' N REGISTRATION NUMBER 793TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 FOR FAA USE ONLY TYPE OF REGISTRATION (Chodc one box) 0 T. IndlvidUal O 2. Partnership O S. Corporation )4. Co-owner O 5. Gov't. O 8. Non-Citizen NAME OF APPLICANT (Person(s) shown on evidence of ownership. If Individual. give last name. first name, and mkktle Initial.) 1. Robert Kettler ' OWNING 410 do address below an undivided 6.25% Interest 2.- See Attachment owning the interest shown on TELEPHONE NUMBER: ( 316) 676-8000 the attachment • ADDRESS (Permanent malting addri= for first applicant listed.) Number and street 101 South Webb Road 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 bo completed. A false or dishonest answer to any question in this application may be grounds for punishment by fine and/or imprisonment (U.S. Code, Mae 18, Soc. 1001). 41. CERTIFICATION AWE CERTIFY: (1) That Um above aircraft ls owned by the undersigned applicant, who Is a citizen (including corporations) of the United Slates. (Poe 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-citizen corporation organized and doing business under the laws of (state) and said aircraft is based and primarily used In the United States. Records or flight hours are available for Inspection at (2) That the ainzraft Is not registered under the laws of any foreign country; and (3) That legal evidence of ownership is attached or has boon filed with the Federal Aviation Administration. NOTE: If executed for co-ownership all applicants must sign. Use reverse side it necessary. TYPE OR PRI TORE EACH PART OF THIS APPLICATION MUST BE SIGNED IN NEC SIGNATUR 1. Veit itiettve TITLE DATE €r- as-01 SIGNATURE 2.- See Attachment TIRE DATE SIGNATURE TITLE DATE NOTE Pending receipt of the Certificate of Aircraft Reel tration. the Baden may be operated (Or a period not In excess Cl 90 days, during which Ume the PINK copy of this application must be carried In the aircraft P et.• ^a •t.. , AC Form 8050-1 (12/90) (0052-80-628-9007) Supersedes Previousniace L•••••.0 R lam. 1,4 Car fe ll TO -E).:PiRE // -;.9-9-0/ T 0/4 ez/J SDNY_Gid_02782059 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EF1'A_0024898I EFTA01332499
• 'VS-1O1-1,V1)1O A110 'V V-101-1V:010 SS T II 130 TO. ze alSiO37:1•3:3',/ O ':.11%/ C2:11:1 SDNY_GM_02762060 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248982 EFTA01332500
) 0 0 0 0 0 0'I 2' I 9 ATTACHMENT TO AIRCRAFT REGISTRATION APPLICATION N7937:4 Beechiet 4004 Serial: RE-244 Name of applicant: Owning an undivided Address: Interest of: 2.) Michels Pipeline Construction, Inc. 25% Shown on original form hereto 3.) Southeastern Mills, Inc. 12.5% Shown on original form hereto 4.) REI Air, LLC 6.25% Shown on original form hereto 5.) Magnatech International, L.P., 6.25% Shown on original form hereto a Pennsylvania limited partnership, Paul Koziol( & David L. Thun, general partners 6.) SL Wings, LLC 6.25% Shown on original form hereto 7.) AIRCAP, LLC 123% Shown on original form hereto 8.) Colas, Inc. 6.25% Shown on original form hereto 9.) Anthony Zingale and Teresa M. Zingale 123% Shown on original form hereto as Trustees of the Zingale Living Trust U/A/D 3/6/97 10.) OSF International, Inc. Sipoatures: 6.25% Shown on original form hereto Title: Date: 2-10.) Senior Contracts Manager of Raytheon Travel Air Company Werreala Acting as Attorney-in-Fact 9/25101 Karen S. Je By signing above, the applicant agrees and stipulates (I) to the terms, conditions and certlfkation of the AC Form 6050-1 Aircraft Registration Apple-Allem, to which this page is attached (the"Application”), Op that all of the Information set forth on the Application is true and correct as of this date, and (M) the Application may be executed by the to-ownen by executing separate counterpart signature pages, each of which when so executed and delivered shall be an original, but all such counterparts shell together constitute but one and the tame application SDNY_GM_02762061 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_0O248983 EFTA01332501
, 3(E, V140HV1U0 AlIO VI-JOHVV.i0 SST Wd TT 100 TO. NOILVS1S19321 .1.JVH04;7 SDNY_GM_02762062 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248984 EFTA01332502
I sst caa US. DEMOTION °OTTAN uN,TED.TAT I:MTN:I i N i Tumor.iso TION0 r 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 71TLE OF THE AIRCRAFT DESCRIBED AS FOLLOWS: UNITED STATES REGISTRATION NUMBER. N793TA AIRCRAFT MANUFACTURER 8 MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 DOES THIS 25th DAY OF September 2001 HERESY SELL GRANT. TRANSFER AND DELIVER ALL TITLE, AND INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: NAME AND ADDRESS (rs INDIVIWAL(s).0wil USTI:AVE FIRST NAME. AND WV= INITIAL) OWNING an =divided 6.25% Interest Robert Kettler do 101 South Webb Road Wichita, KS 67207 2 I 7 4 0 5 2 8 5 9 TOM APPROVED CONVEYANCE RECORDED 21101 OCT 30 Prl 2 31 FEDERAL AVIATION ADMINISTRATION DO WNW° N Ms Sock FOR FAA USE ONLY CM, NO.21200342 I 5 DEALER CERTIFICATE NUMBER AND TO WARRANTS THE TITLE THEREOF. ADMINISTRATORS, AND ASSIGNS TO HAVE AND TO HOLD SINGULARLY THE SAID AIRCRAFT FOREVER. AND arrEsamoNy vnanop wE HAVE SET OUR NAND AND SEAL THIS 25th DAY OT September 2001 I NAME (S) OF SELLER (TIRE OR PRINTED) SIGNATURE (S) MT INKRIP tacuito FOR COVADERSIOA ALL MUST slag TITLE (MEV OR mama) Raytheon Travel Alr Company Karen S. Jenkin eiy i e Sr. Contracts Manager ACKNOWLEDGEMENT (NOT REQUIRED FOR PURPOSES OF FAA RECORDING: HOWEVER. MAY BE REQUIRED BY LOCAL LAW FOR VALIDITY OF THE rNSTRUMIDIT.) 012841406011 55.00 10/11/2001 ORIGINAL: TO FAA SDNY_GM_02 762063 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248985 EFTA01332503
VII0HV1X0 Ally VROHV1.`40 SS I LW TT 100 TO. 219 1:011VNISIO3II .1.47eolr: V VA HUM 03113 SDNY_GM_02762064 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248986 EFTA01332504
- • - Fly G FORM APPROVED OMB No. 2120-0042 . 4--' liiiitED btATES‘ECF Aki/3141CA latPAR)14ENT"oF TFUSISPOFitATIOIT FEDERAL AVIATION AOIClaSTarm0H-maat IISONROICEY AERONAUTICAL CANTER . AIRCRAFT REGISTRATION APPLICATION ' • OEFt.T. ISSUE. DATE &-.--i---5 K JUL 1 8 2001 - UNITED STATES NI REGISTRATION NUMBER 793TA AIRCRAFT MANUFACTURER & MODEL II yth2nn Ai Treaf 1. rranpany j3rocte-hicnt- META AIR . SERIAL No. IRK-244 FOR FAA USE ONLY TYPE OF REGISTRATION (Chock one box) 0 1. Individual CI 2. Partnership CI 3.- Corporation . TM. Co-owner b 6. Gov't. 0 P. on-Oaten NAME OF APPLICANT (Penson(a) shown on evidence of ownership. If Individual, give last name. first name. and middle Initial) 1. Raytheon Travel Air Company OWNING • c/o address below an undivided 6.25% interest 2.-t 0 See Attachment owning the interest as shwon on the attachment TELEPHONE NUMBER: ( 316 ) 676--Anno ADDRESS (Permanent mailing address for Snit applicant fisted.) . Number and -Peet: 1 m Snitch Wahl.. Retold' Rural Route: P.O. Ber. . 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 bo grounds for punishment by fine end r or imprisonment S. Code. Tine le. Sao 1001). CERTIFICATION UWE CERTIFY: (1) That the above aircraft is owned by the undersigned aPPaaanti who is a citizen Onekaling CorPeratlens) of the United States. (For voting trust, give name of trustee: - ) or CHECK ONE AS APPROPRIATE: a. ID A resident alien, with alien registration (Form 1-151 or FORT 1-551) No a ID A non-citizen corporation organized and doing business under the laws of (state) and said sm elt Is based and primarily used In the United States. Records or Right hours are available for inspection at (2) That the simian Is not registered under the laws of any foreign **until': and - (3) Thal legal evidence of ownership is attached or has been filed with the Federal Aviation Admesstration. NOTE: If executed for co-ownership all applicants must sign. Use reverse side If necessary. TYPE OR PRINT NAME BELOW SIGNATURE • EACH PART OF NS APPUCATION MIST BE SIGNED IN INK SIGNA . 1 - si TITLE Sr CrintrArtg Manager DATE 1/1O/O1 DATE SIGNATURE 10 2.- See Attachment TITLE ' SIGNATURE TITLE • DATE NOTE Pantang receipt of the Certificate of Aircraft Registration, the aircraft may be operated fora period not In eloaelia ci 90 days, during which time the PINT( copy or this algaCeden must be anted in the aircraft. AC Form 8050-1 (12/90) (0052-00-628-9007) Supersedes Previous Edition Coel:p 147- SDNY_GM_02762065 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248987 EFTA01332505
VP40/41/1)10 A110 v."191-privo 9I 01 WU • 2T-Nnr as N0LI.Vai.Si.".38 _LVF.1O21/V VV:1 /11.11e, 0311:.1 SDNY_GM_02762066 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248988 EFTA01332506
0 0 0 0 0 0 0 0 9 ATTACHMENT TO AIRCRAFT RgIARATION APPLICATION P1793T4. peechlet 4004 Serial: RK-244 Name of applicant: 2.) Michels Pipeline Construction, Inc. 3.) Southeastern Mills, Inc. 4.) REI Air, LLC Owning an undivided Interest of: 25% 12.5% 6.25% Address: Shown on original form hereto Shown on original form hereto Shown on original form hereto 5.) Magnatech International, L.P., 6.25% Shown on original form hereto a Pennsylvania limited partnership, Paul Kozloff & David L. Thun, general partners 6.) SL Wings, LLC 7.) AIRCAP, LLC 8.) Colas, Inc. 6.25% 12.5% 6.25% 9.) Anthony Zingale and Teresa M. Zingale 12.5% as Trustees of the Zingale Living Trust U/A/D 3/6/97 10.) OSF International, Inc. 6.25% Sienatures: Title: 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: 3 /3O/en By signing above, the applicant agrees and stipulates ro to the terms, conditions and certification of the AC Form 8050-1 Aircraft Registration Appication, to which Ibis page Is attached (the "Application"), Oft that all of the Information set forth on the Application Is true and correct as of this date, and (iii) the Application may be executed by the co-owners by executing separate counterpart signature pages, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute but one and the same application SDNY_GM_02762067 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248989 EFTA01332507
54 VIIOHTINO All3 VIIMHVINO 9T 01 WY 21 NIP HOZ H8 NOLINUIS10311 I3V8080/ V1/4 03114 SDNY_GM_02762068 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248990 EFTA01332508
WOW SPAT OF PERIP6 n et le n a US IMPARTHENT OF TRANSPORTATWMWEIW.MARTIONDDMINOTRA AIRCRAFT BILL OF SALE EOR AND IN CONSIDERATION OF S 1 & OTHER VALUABLE CONSIDERATIONS TIE 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 5 a lt:tAY OF March 2001 HEREBY SELL GRANT, TRANSFER AND DELIVER ALL RIGHTS. TITLE, AND INTERESTS IN AND TO AN UNDMDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: Q 9 2 9 1 K 0 3 0 8 5 3 CONVEYANCE RECORDED 2081 JUL 18 tin 7 13 FEDERAL AVIATION ADMINISTRATION Do Hot Wnla Si DU exit FOR FAA USE ONLY FORM APPROVED OMB NO 21204042 35- 1 PURCHASER NAME AND ADDRESS (IP DANYUXIMO(, DVE EAST /manor Ema.mioPAOOLE INITIAL) OWNING an undivided 6.25% Interest Raytheon Travel Air Company 101 S. Webb Road Wichita, KS 67201 DEALER CERTIFICATE NUMBER AND TO CASH AMEOUTOHIVADMMEIPMENCH AND ASSIGNS TO HAVEAND TO HOLD SINGULARLY THE SAID AIRCRAFT FOREVER. AND WARRANTSTl IN TESTIMONY DIOR FOP WE NAVE SET OUR HAND AND SEAL MSC) th- DAY OF March 2001 SELLER NAME (5) OF SELLER (WHOA MIME SIGNATURE (S) we OMIT CRECY= FOR CDOWNERMUA ALL MUST NCO TITLE (MEOCA MOIR) Morteza Ejabat. Trustee of the Morteza Elabat Trust e _....---- /A-6 4 5 i-F-ra-- ACKNOWLEDGEMENT NOT REWIRED FOR PURPOSES OF FAA REGORGING: NOWEVEIL MAY BE REOUIRED BY LOCAL LAW FOR VALM/TY rW TILE PECTIN MPNT I CERTIFIED COPY TO BE RECORDED BY FAA ORIGINAL: TO FAA 0/216 "Pr ons3,tion /5.0. SDNY_GM_02762069 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248991 EFTA01332509
vivournio ALIT 91 01 Wel 71 NIT IOU N8 NOI.I.ValSteaa I dVelOillY VV.4 HSU.t 03"Ild I hereby certify. that I have compared the fore- going with the original and it is a true and correct copy thereof. • g SDNY_GM_02762070 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248992 EFTA01332510
FliIklics99 9,0,113Y, FORM APPROVED OMB No. 2120-0042 . UNITED SLATES OF AMERICA DEPARTMENT OF TRANIPORTAfiON `r ii-A FEDERAL AVIATOR ArnataBiAATON•sinfla MOMSIONEY AEROieurrical cannot AIRCRAFT REGISTRATION APPLICATOR e- 4 0 I CERT. ISSUE DATE 3r -... Gig APR 1.9 2 UNITED STATES . REGISTRATION NUMBER N793TA AIRCRAFT MANUFACWRER & MODEL Raytheon Aircraft Company Beechjet 4OOA AIRCRAFT SERIAL No. RK-244 FOR FAA USE ONLY TYPE OF REGISTRATION (Check one box) 0 1. Individual 0 2. pennorship El 3. CorporaUo9QQ 4. Co-owner O 5. Gov't. O 8. ra rP mrin NAME OF APPUC.Ahrr (Person(s) shown on evidence of ownership. Ii likaviduak like Gist name. Met name. and middle Malta) 1. OSF International, Inc. OWNING alb do address below an undivided 6.25% Interest •:# 2.- See Attachment owning the interest shown on TELEPHONE NUMBER pi 6 )676-8000 the attachment ADDRESS (Permanent mailing address for first apPlieenf listed.) 101 South Webb Road Number and street: Rural Route: P.O. Box: , CRY ' Wichita STATE KS ZIP CODE 67207 CI 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 bo grounds for punishment by one and/or imprisonment S. Code, MR la. Soo. 1001). CERTIFICATION UWE CERTIFY: (1) That the above referee ts owned by Me undersigned aPPlionnt, who kind:Men (including corporations) of the United States. (For young must give name of trustee: ) Or CHECK ONE AS APPROPRIATE: a. 0 A resident aXon, with alien registration (Form 1-151 or Form 1.551) No b. O A nom-cal:on corporation organized and doing business under the laws of (date) and said aircraft Is based and Mauve). used in the United States. Records or MgM hours are available for Inspection at (2) That the aircraft Is not registered under the laws of any foreign country; end (3) That Weal evidence of ownership is attached or has been filed web the Federal Aviation Administration. NOTE: It executed for co-ownership all applicants must sign. Use reverse side it necessary. TYPE OR PRINT NAME BELOW SIGNATURE 4 x a g E 0 to 1 SIGNATURE 1. cSs..1.1,,k_e_ces,,,c_jbt2504.0 TITLE CAC° DATE 344/0/ o SIGNIXTURE 2.3-See Attachment TITLE SIGNATURE -ETRE DATE NOTE Pending receipt of the Certificate of Aircraft Registration, the fennel may be operated for a period not in excess of 00 days, dining which time the PINK copy of this application must be carried In the aircraft AC Form 8050-1 (12/90) (0052-CO-628-900n Supersedes Previous Edition / fq/s- i 1/4 /0 SDNY_GM_02762071 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248993 EFTA01332511
-g- -c _4/ '.` , O/./ O in, ,..;7),•O 9a SDNY_GM_02762072 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00248994 EFTA01332512
' 0 0 0 r) 0 0 2 2 8 2 ATTACHMENT TO AIRCRAFT REGISTRATION APPLICATION N793TA Beech jet 400A Serial: RK-244 Name of applicant: Owning an undivided Address: Interest of: 2.) Michels Pipeline Construction, Inc. 25% Shown on original form hereto 3.) Southeastern Mills, Inc. 12.5% Shown on original form hereto 4.) REI Air, LLC 6.25% Shown on original form hereto 5.) Magnatech International, L.Y., 6.25% Shown on original form hereto a Pennsylvania limited partnership, Paul Kozloff & David L. Thuu, general partners 6.) Morteza Ejabat Trustee of the Morteza Ejabat Trust 6.25% Shown on original form hereto 7.) SL Wings, LLC 6.25% Shown on original form hereto 8.) AIRCAP, LLC 12.5% Shown on original form hereto 9.) Colas, Inc. 6.25% Shown on original form hereto 10.) Anthony Zingale and Teresa M. Zingale 12.5% Shown on original form hereto as Trustees of the Zingale Living Trust U/A/D 3/6/97 Signatures; Title: Date: 2-10.) Senior Contracts Manager of Raytheon Travel Air Company Acting as Attorney-in-Fact 3 I/4.16 I 3O2-I By signing above, the applicant agrees and stipulates (1) to the terms, conditions and certification of the AC Form 8050-1 Aircraft Registration Appication. to which this page is attached (the "Application"), (ii) chat 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 <O.w:we's by executing separate counterpart signature page‘ each of which ss hen so executed and delivered shall be an original, but all such counterparts shall together constitute belt one and the same application SDNYGM02762073 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA ({)248995 EFTA01332513
3A .?•40,,,,,,1 g E' "0 4 4rd6, TO. SDNY_GM_02762074 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248996 EFTA01332514
UNITED ETAT n V.S. DUARTMENT Of TRANSPOETAUCH /10MPAL AVIATOR ADISTIDITOta 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 1TTLE OF THE AIRCRAFT DESCRIBED AS FOLLOWS: UNITED STATES REGISTRATION NUMBER N793TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL Na RK-244 PURCHASER DOES THIS 16th DAY OF March 2001 HEREBY SELL GRANT, TRANSFER AND DELIVER ALL RIGHTS, TITLE, AND INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: NAME AND ADDRESS CIF INOI VIDUALM .GIvE LAST RAMC/MST Rua. AHD MIDDLE Rend-) OSF International, Inc. do 101 South Webb Road Wichita, KS 67207 2 8 0 FORM APPROVED OMB NO. 21209042 31-1 QQ022643 CONVEYANCE RECORDED ..2491,f1PL.19 (VI 8 33 FOR FAA USE ONLY .1.1. 7 1 .2 owm-Ne an undivided 6.25% Interest DEALER CERTIFICATE NUMBER AND TO adfs 54.4 ccessors aBOVFORX-RDNEMFFRATOPEL AND ASSIGNS TO HAVE AND TO 03LDSINOLILARLY TEE SAID AIRCRAFT MEYER AND WARRANTS THE TITLE THEREOF. IN TESTIMONY WHEREOF WE HAVE SET CIA NAND AND SEAL THIS UM DAY OF March 2001 SELLER I NAME (S) OF SELLER mil OR MOOED) SIGNATURE (S) (CV MOHR EXECUTED FOR CG OwNERSHII. ALL MUST SION TITLE (TIED OR PRINTED) Raytheon Travel Air Company Karen S. Jenkins tar e Sr. Contracts Manger ACKNOWLEDGEMENT (NOT REQUIRED FOR RAMSES Cf FAA R Pan*: HOWEVER. MAY BE REOUIRED BY LOCAL LAW FOR VALIDITY OP TRU DNCI<T mann % CERTIFIED COPY TO BE RECORDED BY FAA ORIGINAL: TO FAA SDNY_GM_02762075 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248997 EFTA01332515
bi-/ORLI lUO tr:. ^••-7,in el C 1,1d h WV I0. v Vd 1;4 I hereby certify that I have compared the fore- going with the original and it is a true and correct copy thereof. SDNY_GM_02762076 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00248998 EFTA01332516
••• 4 . PILING COPY FORM APPROVED OMB No. 21200142 %., 3 6).... % CERT. ISSUE DATE -SO 4- 11) UNTTEOTeTEFIOF tRERICEpEFACITUDOOF TtANSPZAITA11014 llCOMM A tiOttaostiflmsal easta ONROHMI AllitONAUTM..m. wan 'la AIRCRAFT REGISTRATION APPLICATION UNITED STATES ettots-rwmost NYMBER Ikl 793TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 FOR FAA USE ONLY TYPE OF REGISTRATION (Cheek one box) 0 I. Individual ci 2. Partnership 0 3. COirpOrtstIonkR 4. Co-owner 0 5. Gov't. 0 8. Non-Citizen • NAME OF APPLICANT (ThrineOn(e) shown on evidence of ovmerahlp. If Individual. give last name, first name: and rnickile initial) 1. Anthony rengate and Teresa M. ringttle as Trustees of the OWNING •angels Living Trust LVA1D 03106/97 an undivided12.50%) Interest %c/o address below owning the interest shown on 2.1 ee Attachment the attachment TELEPHONE NUMBER; ( 316 ) 676-8000 ADDRESS (Permanent mailing address for first applicant listed.) Number and street 101 South Webb Road Rural Route: P.O. I3ox: CITY Wichita STATE KS ZIP CODE 67207 Ci 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 Of dishonest answer to any question in this application may be grounds for punishment by fine and /or Imprisonment 0 Code, Tido 10. Sec. 1001). CERTIFICATION NNE CERTIFY: (1) That the above aircraft Is owned by the undersigned applicant, who is a Citizen (including corporations) of the United States. (For voting trust give name of trustee: ). or: CHECK ONE AS APPROPRIATE: a. 0 A resident alien. with alien registration (Form 1-151 or Form 1-551) No b. O A nondtlzon corporation organized and doing business under the laws of (state) and said aircraft is based and primarily used In the United States. Records or flight hours are available for Inspection at (2) That the aircraft Is not registered under the laws of any foreign country; end (3) That legal evidence of Ownership is attached or has been ftled 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 SIGNATURE ul ;§1 u- a = 0 z — 111 9 5R u, 6* SIGNA, Tm-E r i -E-M - S - T -E - e 7 Co - lssoliag.--- DATE i • 3O • b k 1‘ , SIGMA . 1 -Axrcet RILE r 02-LAST e e* zo —2mti se DATE 7— ro—at SION&TURE 2.1mSee Attachnient TITLE DATE NOTE Pending receipt of the Certificate of Aircraft Registration, She aircraft may bo operated ON a petted not in eX011ee of 00 days. during which lime the PINK copy of this application must be anted In the °kora AC Form 8050-1 (12/90) (0052-00-628-9007) Supersedes Previous Edition OS-3 / .34/ lecne ,5" -2/>>747 SDNY_GM_02 762077 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9110, 15, and 17 EFTA 00248999 EFTA01332517
•arde.r C.% r • 3D -a Kra f.117 AOf21.4 is ..t -‘,:,crzt".:* :.34)rit st• 2-74P WIU TNAIO :7 :s 'err. 'S .3.7.4-7 lent. rbraPt V•1O.43 t : • .”.•^7 'tag. CO szc-2 • v O38-exa b-:.74F! r rAir:OrV:i NJ VO'S 'AO 3O NA WCAA\1114O- \1\-, 2, WA \Ai, acs 1143.-4:gra: tcnIkoZt t y.i _ SDNY_GM_02762078 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00249000 EFTA01332518
1 0 A 3-. 0.T 0 TO AIRCRAFT 2, A I n 310E II SEN C REGISTRATION APPLICATION N793TA Beech Jet 400A Serial: RK-244 Name of applicant: Owning an undivided Interest of: 2.) Michels Pipeline Construction, Inc. 25% 3.) Southeastern Mills, Inc. 12.5% 4.) REI Air, LLC 6.25% 5.) Magnatech International, L.P., 6.25% a Pennsylvania limited partnership, Paul Kozloff & David 6.) Morteza Ejabat Trustee of the Morteza Ejabat Trust 6.25% 7.) SL Wings, LLC 8.) AIRCAP, LLC 9.) Colas, Inc. 10.) Raytheon Travel Air Company Signatures: 2-9.) 10.) ena z Afryno !Caren S. Jenkins iseixzfintea:n 6.25% 12.5% 6.25% 6.25% Address; Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto L Thun, 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 hy Senior Contracts Manager of Raytheon Travel Mr Company a. Ig../a I 30-I By signing above, the applicant agrees and stipulates (i) tome term, conditions and certification of the AC Form BOSO-I Aircraft Registration Anatolian, 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 dote, and (III) the Application may he toasted by the co-owners by executing separate counterpart signature pages, each of which when so executed and delivered shall be on original, but all such counterparts shall together constitute but one sad the same application SDNY_GM_02762079 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 0024900I EFTA01332519
• • • • 30 V14014V1)10 A ila V1,4010 1)10 hh Z Wd htBBWTO. as NOI1V 8151938 G13V31 B"0B1V CIVJ SDNY_GM_02762080 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249002 EFTA01332520
ORPARTIOIRIT OIVRAMSIORT VOTED VEIT p IOC AVI A IRC RA BI L OF SALE 4.9.0 2 AND. 114 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 S MODEL Raytheon Aircraft Company Seechiet 400A AIRCRAFT SERIAL No. RK-244 ce DOES THIS 2nd DAY OF February 2001 HEREBY SELL GRANT. TRANSFER ANO OEUVER ALL RIGHTS, TITLE. AND INTERESTS IN AND TO AN UNDIVIDED 12.50% INTEREST IN SUCH AIRCRAFT UNTO: NAME AND ADDRESS III moonotham.ays Lan NAME. FIRST NU Q. AND mIDDLE t4nALI Anthony Zingale and Teresa M. Zingale as Trustees of Zingale Living Trust UIPJD 3/6/97 do 101 South Webb Road Wichita, KS 67207 0 3 FORM APPROVED o10NO.TITDWIR 00022642 CONVEYANCE. RECORDED 001 APR 19 firl 8 33 III Weis I, IIYR IPock FOR EWISE.PNLY, • - • OWNING an undivided 12.50% Interest AA-I DEALER CERTIFICATE NUMBER AND TO THE TI S EXECUTORS. ADMINISTRATORS. AND ASSIGNS TO HAVE AND TO HOLD SINGULARLY THE SAID AIRCRAFT FOREVER. AND IN TESTIMONY WHEREOF WE HAVE SET OUR HAND AND sva. nits 2nd DAY OF February 2001 Iri ,-] •-.1 LII (n NAME (S) OF SELLER (nn OR PRDOEDI SIGNATURE (S) II/I MD (IF ammo FOR CO-OWNIRSIIP. ALL WM SICK) TITLE (TYPED,* /IMMO, Raytheon Travel Air Company Karen S. Jenkins r,4,(1/4 itifri .O Sr. Contracts Manager ACKNOWLEDGEMENT (NOT REOUIRED FOR PURPOSES OF FAA RECORDING: HOWEVER. MAY BE REQUIRED BY LOCAL LAW FOR VALIDITY Cc MR IVSTRUMENT 1 CERTIFIED COPY TO BE RECORDED BY FAA ORIGINAL: TO FAA SDNY_GM_02762081 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_002 49003 EFTA01332521
VHOHV1NO A113 VI-WHWINO II Tr, I hereby certify that I 2 Lid il nwhatt- compared the fore- the original NOIIVS.13103 liVa is a true and correct ELLIM 0311 with Ifthereof. SDNY_GM_02762082 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00249004 EFTA01332522
CO.!' FORM APPROVED OMB NO UNITED STATES OF AMERICA DEPARbAEaF T14015P4SITATICWI 1-, InICIEILU. AVIATION ADIataSTNATION-SUKE WWI AERONAUTICAL Oral AIRCRAFT REGISTRATION APPIJCATION V s 49 8-C CERT. ISSUE DATE I 0 Co " UNITED STATES REGISTRATION NUMBER RI 793TA AIRCRAFT MANUFACTURER & MODEL Rnyt -henn Ai -Pr -A-aft - CorrtraTOr Byhealiet 400A AIRCRAFT SERIAL No. RK-244 FOR FAA USE ONLY TYPE OF REGISTRATION (Check one box) 0 1. Individual 0 2. Partnership 0 3. Corporation MO. Co-owner 0 5. Gov't. 0 8. "4 -carep on NAME OF APPLICANT (Porson(a) shown on evidence of ownership. If Individual. Oro last 1. Raytheon Travel Air Company ill cio address below an undivided 2. 2 ‘ See Attacinnent owning on the TELEPHONE NUMBER: ( 316 ) 6760-8000 name. first narne, end middle Initial.) OWN/MG 18.75% Interest the interest as show( attachment ADDRESS Number Rural Roulo: (Permanent mailing address for first applicant listed.) and stmet. 1O1 South Webb Road P.O. Box: CITY Wichita STATE KS ZIP CODE 67207 CHECK HERE IF YOU ARE ONLY REPORTING A ATTENTION! Road 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, Tine 18. Sec. 1001). CHANGE OF ADDRESS this application. by fine and/or Imprisonment corporations) ) or: • A false (U.S. El me (I) That of (For CHECK CERTIFICATION 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 ellen, with alien registration (Fenn O 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 night hours are available for Adminisuation. side if necessary. the aircraft la not registered under the laws of any foreign country: and legal evidence of ownership Is attastwid or has boon filed with the Federal Aviation NOTE: If executed for CO-Ownership all applicants must sign. Uso rovorto OR PRINT NAME BELOW SIGNATURE EACH PART OF TVS APPUCKI1ON MUST BE SIGNED IN INK. SIGNATIJ E 1., ten TITLE Sr. Contracts Manager DATE 1/31/01 SIGNATURE tc kSee_Attarlenrwhe TITLE DATE I NA RE TITLE DATE NOTE Pending rocolia of the Gorilla :ate of Aircraft Registration, the aircraft may be operated for a period not in excess of 90 days. during which time the PINK copy or this aPPIKAIKIII must he carded in the ahatat- AC Form 8050-1 (12/90) (0052-00-628-9007) Supersedes Previous Edition /O /Cf / SDNY_GM_02762083 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00249005 EFTA01332523
c;2 g . • - • • 4‘4O‘A:O1"-.A49vAO IS, \.,\NA 2,2, CI3A104. Iva taw N. x1 tILS \ O1* 1 AV /1O1:1V4 CIVA‘A IA CA-WA SDNY_GM_02762084 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_002 49006 EFTA01332524
2T7901AT9 -09IARA3T3EasTRATION APPLICATION N793T4 jaechiet 4004 Serial: RK-244 Name of applicant: Owning an undivided Address: Interest of: 2.) Michels Pipeline Construction, Inc. 25% Shown on original form hereto 3.) Southeastern Mills, Inc. 12.5% Shown on original form hereto 4.) REI Air, LLC 6.25% Shown on original form hereto 5.) Magnatech International, L.P., 6.25% Shown on original form hereto a Pennsylvania limited partnership, Paul Kozloff & David L. Thou, general partners 6.) Morteza Ejabat Trustee of the Morteza Ejabat Trust 6.25% Shown on original form hereto 7.) SL Wings, LLC 8.) AIRCAP, LLC 9.) Colas, Inc. Signatures: 2-9.) kt4 Rain Karen S. Jen 6.25% Shown on original form hereto 12.5% Shown on original form hereto 6.25% Shown on original form hereto Title: Date: Senior Contracts Manager of Raytheon Travel Air Company Acting as Attorney-in-Fact as-1 By signing above, the applicant agrees and stipulates (I) to Cho terms, conditions and certification of the AC Form 8050-1 Aircraft Registration Applestion, to which this page is attached (the "Applkation"), (ii) that ell 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 stall be an original, but all such counterparts shall together constitute but one sad the ante application SDNY_GM_02762085 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00249007 EFTA01332525
VHOHV1X0 AIM VFIOEIV1U0 LC TT WI ZZ 93J TO. 80 NOILV81.51038 13'48381V V V3 HIIM 03113 _02762086 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, SDNY_GM 15, and 17 EFTA_00249008 EFTA01332526
UNITED TAT%- OF WERICIA US. DEPAMMENT OP YRANDORTAIIWEDRIULL AVIATIOtaDMVOIRAQH 0 • AIRCRAFT BILL OF SALE FOR AND IN CONSIDERATION OF SIB 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 79 3TA AIRCRAFT MANUFACTURER a MODEL Raytheon Aircraft Company Seechiet 400A AIRCRAFT SERIAL No. RK-244 FL. DOES THIS 4J DAY OF January 2001 HEREBY SELL GRANT, TRANSFER AND DELIVER ALL RIGHTS. TOLE AND INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: NAME MID ADDRESS OF THINVIDVAMS). OWE tar Rua mm Hue. Alto MID= WMAW Raytheon Travel Air Company 101 S. Webb Road Wichita, KS 67201 I 9. 2 3 FORM APPROVED Ow HO 21204042 Q(1022 691 CONVEYANCE RECORDED 3 .1.0f.! 19 AN 8 33 FOR FAA VaEQRLY • • • — • •• OWNING an undivided 6.25% Interest DEALER CERTIFICATE NUMBER AND TO At 514CCC 3 Er-eN WARRANTS THE TITLE THEREOF. AND ASSIGNS TO HAVE AND TO HOLD SINGULARLY THE SAID MRCP/FR FOREVER. AND IN TESTIMONY WHEREOF WE HAVE SET OUR HAND AND SEAL THIS ACDAY OF January 2001 SELLER NAME (S) OF SELLER *TYPE OR MEMO SIGNATURE (S) ON ROG OF =CEEB FOR CODEUSUOP. MA. MUST MGR.) .....-- -- Inc (TYPED Mt METED) REI Air, LLC $ ( 6; 7:4",t)t^/ /114.4-Ictr,e,, ACKNOWLEDGEMENT NOT REOUIRED PEI PURPOSE OP FAA RECORDING: HOWEVER- MAY BE REOUTRED BY LOCAL LAW FOR VALENTI, Of THE INSTRIDENTA CERTIFIED COPY TO BE RECORDED BY FAA ORIGINAL: TO FAA SDNY_GM_02762087 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_002 49009 EFTA01332527
I hereby certify that I have compared the fore- going with the original a ' a true and correct V140HV1U0 A110 VI-JOH V1310 LCTTWy 22833T da 8011V211S1938 13V a321). V ted }-11.1h1 03113 SDNY_GM_02762088 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00249010 EFTA01332528
ijNiTED SWAG- OF .LIA CAMMOINTOF TILMAPORTATM F 7.20W/TOSTIDGCTI 0 AIRCRAFT BILI:WiALE FOR AND IN CONSIDERATION OF S I & OTHER VALUABLE CONSIDERATIONS THE UNDERSIGNED OWNER(S) OF AN UNDIVIDED INTEREST IN ME LEGAL AND BENEFICIAL TITLE OF THE AIRCRAFT DESCRIBED AS FOLLOWS: UNITED STATES REGISTRATION NUMBER N 793TA AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beer-Net 400A AIRCRAFT SERIAL No. PURCHASER RK-244 DOES THIS ild DAY OF January 2001 HEREBY SELL GRANT. TRANSFER AND DELIVER ALL RIGHTS. TITLE, AND INTERESTS IN AND TO AN UNDIVIDED 625% INTEREST IN SUCH AIRCRAFT UNTO: NAME AND ADDRESS Of MIMI/AL/D. GIVE LAST NAME. /MT NAME. AND CUDDLE INITIAL] Raytheon Travel Air Company 101 S. Webb Road Wichita, KS 67201 9 2 2 FORM APPROVED OWITIZATIZOOTI2 ' ? (°-1 00022640 CONVEYANCE RECORDED Villa:J IM 8 33 FOR ret p3SS.FL,Y, ow isl9N8P an undivided 6.25% Interest DEALER CERTIFICATE NUMBER AND TO ."-Ags ifirdspC,e . scorS IDZEI:FfOleitINGNISTRAIBIRS. AND ASSIGNS TO HAVE AND TO HOLD SINGULARLY THE SAID AIRCRAFT FOREVER. WARRANTS TranTra IN TESTIMONY WHEREOF WE HAVE SET OUR NAND AND SEAL TIES ri etDAY OF January 2001 SELLER NAME (S) OF SELLER (WPC Olt MAID, SIGNATURE (S) WI MID CIPEDICLITED FOR CDOWTIOISICIP. ALL MUST SICK) TITLE (SWIM OR ?MUSS) Interactive Pictures Corporation .-.--- .—..-CZ -- 7 a .• a AC e :W ACKNOWLEDGEMENT (NOT REQUIRED FOR PURPOSES OF FAA RECORDING: HOWEVER MAY BE REOUTIGED BY LOCAL LAW POP VALIDITY OP THE DismanDrr A ORIGINAL: TO FAA CERTIFIED COPY TO BE RECORDED BY FAA SDNY_GM_02762089 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249011 EFTA01332529
A 7 1-10I4O1{ y 3 V H V1 X0 LE TTWNee od rrrNou insist" 8147b3ert hi Galli I hereby certify that I have compared the fore- going. with cored the original and it a reof. SDNY_GM_02762090 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00249012 EFTA01332530
loam Svirtu tOns ca n:Ain 0 ULSytMPART..MIDIT OP TIANSKIRTA AIRCRAFT BILL OF SALE . FOR. AND IN CONSIDERATION OF SI &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 N793 1A AIRCRAFT MANUFACTURER & MODEL Raytheon Aircraft Company Beechjet 400A AIRCRAFT SERIAL No. RK-244 DOES THIS Agit DAY OF December 2000 HEREBY SELL GRANT, TRANSFER AND DELIVER ALL RIGHTS. TITLE. AND INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: 9 2 1 FORM APPROVED OHS H0.21260042 00022639 CONVEYANCE RECORDED Fantny API 8 33 1:4 At NAME AND ADDRESS OF INDNIDUAL(SI. RIVE 4.51 HAM MST KAHL AND MIDDLE RURAL) FEDERAL :""2,TI::::1 OWNWPINISTRATIO4 an undivided 6.25% Interest Raytheon Travel Air Company 101 S. Webb Road Wichita, KS 67201 DEALER CERWICATE NUMBER AND TO 4.7/5 7/4 CC eSSOYS. EXECITTORPHOWIReffREFFORSMND MAGNETO HAVE AND TO HOW SINGULARLY THE SAID AIRCRAFT FOREVER. AND WARRANTS TITLE THEREOF. TESTIMONY WHEREOF WE HAVE SET OUR HAND AND SEAL THIS Pi At DAY OF December 2000 co na ;a co NAME ISI OF SELLER (TM OR 'PROM SIGNATURE (S) ON MOOT FELCIITED FOR CO-OWNEISIDT. ALL MUST SIOL) TITLE (VISDORPRINTEDI CIAO. LLC )_ 'n--cf-.6) :C.- - in 4A//46r7vt ACKNOWLEDGEMENT NOT MIME) FOR PURPOSES OF FAA RECORDING. HOWEVER_ MAY RE MIMED RY LOCAL LAW FOR VAI1DITY OF THE INSTRUMENT, CERT FIED COPY TO BE RECORDED BY FAA ORIGINAL: TO FAA SDNY_GM_02762091 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00249()13 EFTA01332531
VI4O14V /XO kilo VHOHV/NO LC IT WO 22 oil To. 2113NO11 V a1510321 Id V 8O81" V V3 Hilh1 0311d I hereby certify that I have compared the fore- going with the original and it i true and correct eof. SDNY_GM_02762092 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00249014 EFTA01332532
x 9 183 • GA LOAN 0000000 1 s8 7 CO N E(V5rtrtieton deals drawn under the March 20, 1997 Agreement) RECORDED T01 FEB 28 API 10 18 47) FEDERAL AVIATION 0,46), ADMINISTRATION 0 .-40 ICA Engine Make, and Model Hs Engine Serial 03 ,0 cm Propeller Make and Model Us cri" Propeller Serial tis gy C e r ce RELEASE gl% Beechjet400A Serial RK-244 Registration N793TA Pratt & they Fld 31150-5 PCE-JA02,56 and PCZ-JA0257 N/A' N/A 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 nprojohpr •;ci 1999 , with CIAO, LIZ as debtor, recorded by the Federal Aviation Administration on June 30 , 9000 as Conveyance No. W016656 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 Jtme 30, 2000 , as Conveyance No. VV01-66-g , hereby releases all of its interest the collateral covered by said Security Agreement. Dated this 29th day of December 2000 BANK OF AMERIC • NATIONAL ASSOCIATION, AS ADMINIS AGENT By: BA400191 en M. Carry, ice President 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 Vice Pres' nt VicePresidpnt David A. Davis David A. Davis This release shall consist of this one page only, with no schedules, appendices or similar attachments attached hereto. • cora l aral )40 -4e. SDNY_GM_02762093 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00249015 EFTA01332533
`nom`\ V1401.7 1)10 A113 V1•10HVbIO 83 TT Wd S2 NUP TO, H9 N. 9.11 V aftlIp3i1 1.IC1b-32/1V vvd 03714 SDNY_GM_02762094 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00249016 EFTA01332534
a3-i9 U.S. DEPARTMENT OF TRANSPORTATION FEDERAL AVIATION ADMINISTRATION SEE CONVEYANCE NO^ FILING DATE: CROSS-REFERENCE-RECORDATION 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. VVO16656 TO OR ASSIGNED TO Bank of America NA Administrative Agent DATE RECORDED June 30, 2000 THE FOLLOWING COLLATERAL IS COVERED BY TEE CONVEYANCE: AIRCRAFT (List by registration number) I TOTAL NUMBER INVOLVED I 793TA ENGINES I TOTAL NUMBER INVOLVED 2 MAKES) Pratt & Whitney PW JTI5D-5 MUM. NO. PCE-M0256 PCE-1A0257 PROPELLERS I TOTAL NUMBER INVOLVED MAXUS) SERIAL NO. SPARE PARTS -LOCATIONS I TOTAL NUMBER INVOLVED LOCATION RECORDED CONVEYANCE FILED IN: 793TA, Raytheon 400A, s/n RE-244 AC FORM 050-23 (1.96) (0052-00.582.6000) SDNY_GM_02 762095 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249017 EFTA01332535
• 23-rg SDNYGM02762096 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 0024901% EFTA01332536
o n r) o 0 8 RACC SECURITY AGREEMENT v v 016 6 5 6 CERTIFIED COPY Raytheon Aircraft Credit Corporation DONVE1ANC :tECORDED TO BE RECORDED BY FAA PP112 32 1. Grant of Security Interest. To secure the payment of the indebtedness du&R onOAircraft Credit Corporation (hereinafter referred to as "RACC") by CIAO,LLC (hereinafter referred to es peActraLupftetutilst certain Promissory Note (hereinafter referred to as the "Promissory Note"), dated of eyed dirtioereavarigany renewals, extensions or changes in form thereof, and of any and all other indebtedness of eilittPtb , 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 "Collaterar): A. An undivided 6.25% interest in Raytheon Aircraft Company Aircraft Model Beechtet 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 & Whitney; Model: PW JT15D-5; Shaft Horsepower. over 750: Serial Number (1): PCE-JA0256; Serial Number (R): PCE-JA0257 , together with any replacement engines. Aircraft Propellers: Hub Make: WA; Hub Model: N/A; Hub Serial Number (L): WA; Hub Serial Number (R): N/A, together with any replacement propellers. B. All contracts and agreements of every kind (oral and written), contract rights, rights to receive payments, goods or services of every kind, general intangibles, chattel paper and accounts, whether now existing or owned or hereafter arising or acquired, governing, relating to or arising out of my right, title or Interest in the Aircraft, including, without limitation, the Raytheon Travel Air Company (hereinafter referred to as *RTA") agreements described as follows: Master Interchange Agreement, Joint Ownership Agreement, Management Agreement, and Aircraft Interest Purchase Agreement, including any amendments thereto (collectively the "Governing Documents"). C. All proceeds of the foregoing, including, without limitation, all contract rights, general intangibles, accounts, cash, and goods and all payments under any insurance covering the Aircraft and any of its engines, equipment accessories and accessions. 2. Governing Documents. Debtor warrants that on the date of this Security Agreement, the Governing Documents are in full force and effect and current in all respects, that no default or event or condition which with the passage of time would become a default thereunder exists and that no party to any of the Governing Documents has any right to offset or defense under or with respect to any of the Governing Documents. Except as otherwise provided in this Security Agreement, Debtor shall fully perform all Debtor's obligations under the Governing Documents. Debtor authorizes and directs RTA and its successors, assigns and affiliates to provide RACC, as the secured party, with such information as RACC may request regarding the Governing Documents, any amendments thereto or modifications thereof, and any other contract or agreement governing, relating to or arising out of Debtors right, title or interest In the Collateral, including, without limitation information regarding 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 (ROY 11/99) re-5-,Ap_frfiber 0 ori(319.25yq" £2j 5/0, 21/4 a SDNY_GM_02 762097 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249019 EFTA01332537
. 023-4. V14O11 V1)1O 'O' 11,.O CO ZT bid 22 10.11 00. SDNY_GM_02762098 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249020 EFTA01332538
n r f3 0 0 3 3 6 .23- /C take any action to collect or enforce the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times. The security interest granted herein is a purchase money security interest under the Kansas Uniform Commercial Code. 3. Debtors Warranty of Title and Citizenship. Except for the security interest granted under this Security Agreement, Debtor warrants that Debtor is (or, to the extent that the Collateral is to be acquired hereafter, will be) the owner of the Collateral free from any prior security interest, lien or encumbrance. Debtor will defend the Collateral against all claims and demands of all persons claiming interest therein. Debtor further warrants that it is a citizen of the United States as defined by 49 U.S.C. § 40102. 4. Debtor Will Execute and Deliver Documents. Debtor will, at RACC's request, furnish RACC such information and execute and deliver to RACC such documents and do all such acts and things as RACC may reasonably request as are necessary or appropriate to assist RACC In establishing and maintaining a valid security interest in the Collateral and to assure that the Collateral is properly titled and registered and the security interest perfected to RACC's reasonable satisfaction. Debtor will pay the cost of filing all appropriate documents in all public offices where RACC deems such filings necessary or desirable. 5. Operation, Maintenance and Repair. Subject to the Governing Documents, Debtor shall operate, maintain and repair the Collateral and retain actual control and possession thereof in accordance with the following provisions: 5a. Subject to the Goveming Documents, Debtor shall have complete use of the Collateral until default, and Debtor shall use, operate, maintain and store the Collateral, or any part thereof, properly, carefully and in compliance with all applicable statutes, ordinances, regulations, policies of insurance and manufacturers recommendation and operating and maintenance manuals. 5b. Subject to the Governing Documents, Debtor agrees that the Collateral will be operated only by duly certificated and qualified pilots and shall maintain U.S. registry and shall be based within the geographical boundaries of the United States. 5c. Subject to the Governing Documents, Debtor shall be responsible for and pay for all expenses of owning and operating the Collateral, including but not limited to storage, fuel, lubricants, service, inspections, overhauls, replacements, maintenance and repairs, all in compliance with the manufacturers operating and maintenance manuals and with FAA rules and regulations. Debtor shall properly maintain all records pertaining to the maintenance and operation of the Collateral. 6. Insurance. Subject to the 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 (ROI 11/99) 2 SDNY_GIA_02 762099 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249021 EFTA01332539
SDNY_GM_02762100 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249022 EFTA01332540
00^ '" n000 8 3 7 23-la pay for insurance thereon, may order and pay for the repair, maintenance and preservation thereof, and may pay any necessary filing or recording fees. Amounts paid by RACC under the preceding sentence shall be added to Debtor's unpaid balance under the Promissory Note, shall be secured by the Collateral and shall be payable upon demand, together with interest at the rate computed as provided in Paragraph 2 of the Promissory Note until paid in full. Subject to the Governing Documents, Debtor shall at all times keep the Collateral, and any proceeds therefrom, separate and distinct from other property of the Debtor and shall keep accurate and complete records of the Collateral and any such proceeds. 8. Default. Upon Default, as defined in the Promissory Note, RACC may require Debtor to assemble the Collateral and make It available to RACC at a place to be designated by RACC which is reasonably convenient to both parties. The requirements of the Kansas Uniform Commercial Code for reasonable notification to Debtor of the time and place of any proposed public sale of the Collateral or of the time after which any private sale or other intended disposition is to be made, shall be met if such notice is mailed, postage prepaid, to Debtor's address, as shown herein, at least twenty (20) days before the time of the sale or disposition. After deduction of all reasonable expenses of retaking, holding, preparing for sale or lease, selling, leasing and the like, together with reasonable costs of collection, attorneys' fees and legal expenses of RACC, and after the payment of the principal and interest due under the Promissory Note, the balance, if any, of the proceeds of the sale may be applied to the payment of any or all other indebtedness of Debtor to RACC, whether due or not, whether direct or indirect, absolute or contingent, whether now existing or hereafter arising, and whether owing individually or in connection with others not parties hereto, and to the satisfaction of indebtedness secured by any subordinate security interest in the Collateral of which RACC has received notice prior to distribution of the proceeds. Debtor shall be liable for any deficiency after application of such proceeds, to the extent permitted by law. If after a default by Debtor, the Collateral is retumed to or recovered by RACC, Debtor agrees RACC may fly or otherwise move the Collateral for demonstration and other purposes reasonably related to a proposed public or private sale or other disposition of the Collateral. 9. Sale of Aircraft and/or Related Collateral. In the event the Aircraft and/or related Collateral is sold, RACC may declare all indebtedness due under the Promissory Note, as well as any other indebtedness or liability of Debtor to RACC, immediately due and payable. In addition to the foregoing, RACC may (a) sell, or instruct any agent or broker to sell, all or any part of the Collateral, and direct such agent or broker to deliver all proceeds thereof to RACC and apply all proceeds to the payment of any or all of the unpaid balance owed pursuant to the provisions contained in this Security Agreement, in such order and manner as RACC shall choose, In Its discretion, and/or (b) cause title to the Collateral to be transferred Into the name of RACC or its designee. Debtor understands and agrees that any sale by RACC of all or part of the Collateral pursuant to the terms of this Security Agreement may be effected by RACC at a time and in a manner which could result in the proceeds of such sale being significantly and materially less than might have been received if such sale had occurred at a different time or in a different manner, and Debtor hereby releases RACC and its officers and representatives from and against any and all obligations and/or liabilities arising out of or related to the timing or manner of any such sale. All rights and remedies of RACC provided herein are subject to the IlmItationsset forth in the Governing Documents that relate to Debtors interest in the Collateral. 10. Waiver of Default. No waiver by RACC of any default shall be effective unless in writing, nor operate as a waiver of any other default or of the same default in the future. 11. Restriction on Transferor Liens. Debtor will not, without the prior written consent of RACC, sell or otherwise transfer or encumber the Collateral, or any interest therein, or offer to do so or, except In accordance with the Governing Documents, permanently remove or attempt to permanently remove the Collateral from the United States. Debtor will keep the Collateral free from any adverse security interest, lien or encumbrance and will not permit the Collateral to be attached or replevied. 12. Taxes. Debtor will promptly pay, or cause to be paid, when due, all taxes and assessments upon the Collateral or upon its use or operation or upon this Security Agreement and the obligations evidenced by the Promissory Note. (Rev tun) 3 SDNY_Gtit02762101 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249023 EFTA01332541
SDNY_GM_02762102 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249024 EFTA01332542
001 (1 9000 8 3 9 c23-1/ 13. Change of Address. Debtor will notify RACC in writing of any change of address from that shown in this Security Agreement within ten (10) days of such change. 14. GOVERNING LAW AND CHOICE OF FORUM. THIS SECURITY AGREEMENT WAS MADE AND ENTERED INTO IN THE STATE OF KANSAS AND THE LAW GOVERNING THIS TRANSACTION SHALL BE THAT OF THE STATE OF KANSAS AS IT MAY FROM TIME TO TIME EXIST. THE PARTIES AGREE THAT ANY LEGAL PROCEEDING BASED UPON THE PROVISIONS OF THIS SECURITY AGREEMENT SHALL BE BROUGHT EXCLUSIVELY IN EITHER THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF KANSAS AT WICHITA, KANSAS, OR IN THE EIGHTEENTH JUDICIAL DISTRICT COURT OF SEDGWICK COUNTY, KANSAS, TO THE EXCLUSION OF ALL OTHER COURTS AND TRIBUNALS. NOTWITHSTANDING THE ABOVE, IN THE EVENT AN "EVENT OF DEFAULT' SHOULD OCCUR, RACC (AT ITS SOLE OPTION) MAY INSTITUTE A LEGAL PROCEEDING IN ANY JURISDICTION AS MAY BE APPROPRIATE IN ORDER FOR RACC TO OBTAIN POSSESSION OF THE COLLATERAL. THE PARTIES HEREBY CONSENT AND AGREE TO BE SUBJECT TO THE JURISDICTION OF THE AFORESAID COURTS IN SUCH PROCEEDINGS. 15. Enforceability. The unenforceability of any provision hereof shall not affect the validity of any other provision hereof. 16. Binding Agreement All obligations of Debtor hereunder shall bind the heirs, agents and attorneys-in-fact, successors and assigns of Debtor. If there be more than one Debtor, their liabilities shall be joint and several. All rights of RACC hereunder shall inure to the benefit of its successors and assigns. 17. Assignment. RACC may transfer or assign all or any part of its interest in this Security Agreement without the consent of Debtor or any other party. Debtor shall not sell, assign, transfer, encumber or convey any of its interests in the Collateral or in this Security Agreement without the prior written consent of RACC. 18. Entire Agreement. This Security Agreement, the Promissory Note and the Governing Documents constitute the entire agreement between and among the parties with respect to the subject matter hereof. There are no verbal understandings, agreements, representations or warranties not expressly set forth herein. Neither this Security Agreement nor the Promissory Note shall be changed orally, but only by writing signed by the parties hereto. DEBTOR HEREIN ACKNOWLEDGES THAT DEBTOR HAS READ AND FULLY UNDERSTANDS ALL OF THE TERMS AND CONDITIONS OF THIS SECURITY AGREEMENT. BY EXECUTION HEREOF, THE UNDERSIGNED HEREBY CERTIFIES THAT HE/SHE IS DULY AUTHORIZED TO EXECUTE THIS SECURITY AGREEMENT IN THE CAPACITY STATED BELOW. 9.4,5 Executed thissu - day ofhrOnkr, 1999, at Wichita, Kansas. Debtor. CIAO, Daniel S. Catal anger Address: 4300 Catafumo Way Palm Beach, FL 33410 33410 RAYTHEON AIRCRAFT CREDIT CORPORATION By: (Rev Ilte3) 4 SDNYGM02762103 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_OO249O25 EFTA01332543
• c2- —.10 SDNY GM 02762104 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249026 EFTA01332544
0 0 n n 0 0 0 8 3 9 a3-4) 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 TNESSETEI: 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 Buycr'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. SDNY GM 02762105 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00249027 EFTA01332545
SDNY_GM_02762106 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249028 EFTA01332546
0 0 fl f' ri 0 0 Q 8 g Q 2 c2 IN WITNESS WHEREOF, RACC has caused this FAA Assignment to be duly executed on the day and year written below. RAYTHEON AIRCRAFT CREDIT CORPORATION By e: Vice Pres ent, John S. Myers Dated: December 30. 1999 2 SDNY_GM_02762107 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_002 49029 EFTA01332547
.23-4, SDNY_GM_02762108 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249030 EFTA01332548
0 0 n n^ 0 0 0 8 4 1 a3 5 FAA ASSIGNMENT ASSIGNMENT (the "FAA Assierunent"), 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 Aecnr), 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. WITNEaaRILI 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 "5ecuritv Agreement"). WHEREAS, the Seller, pursuant to the Purchase Agreement, has agreed to assign the Contract and Receivables arising thereunder, the liens created pursuant to the Security Agreement and all proceeds of the foregoing to the Purchasers; WHEREAS, in order to perfect the Purchasers' security interest in all of the Seller's rights and interest in, to and under the Contract, the Aircraft and the Security Agreement assigned under the Purchase Agreement and all proceeds thereof, the Seller has agreed to execute this FAA Assignment; NOW, THEREFORE, in consideration of the foregoing, the Seller hereby agrees as follows: SDNY_GM_02762109 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 0024903I EFTA01332549
,2..3 -11 SDNY_GM_02762110 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249032 EFTA01332550
. 00n na0OW 2 O23-.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 SDNY_GM_02762111 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249033 EFTA01332551
. • ..: 23-2- SDNY_GM_02762112 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249034 EFTA01332552
. 0 0 n " 000 8 11 3 e23— DI WITNESS WHEREOF, the Seller has caused this FAA Assignment to be duly executed on the day and year written below. RAYTHEON AIRCRAFT RECEIVABLES CORPORATION B g *t , /1 /title: Vice edent John . Myers Dated: December 30. I 3 SDNY_GM_02762113 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 3, 9, 10, 15, and 17 EFTA_00249035 EFTA01332553
. g . .2 3 AIIn VhICUP/ 0 • • M •".. • Co or lid 27 AliU 00, I hereby certify that I have compared the fore- going with the original and it is a true and correct co mot SDNY_GM_02762114 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249036 EFTA01332554
F I 41 f el CCPFY B .r/ 2i FORM APPROVED WITTED STATES OF AMERICA DEPARTMENT OF TRANSPORTATION J :./ si . r ,„ 4 FEDERAL AVIATION AlsionSTIUMON-NOTE MOIULONEV AERONAUTICAL CURTER - AIRCRAFT REGISTRATION APPLICATION 411 CERT. ISSUE DATE UNITED STATES . N REGISTRATION NUMBER'S 793TA ...2..2 - S AIRCRAFT MANUFACTURER & MODEL 179? Raytheon Aircraft Company ettracriajtat 400A X MAY 1 2 MO AIRCRAFT SERIAL No. RK-244 FOR FAA USE ONLY TYPE OF REGISTRATION (Chock ono box) O T. Individual 0 2 Partnership 0 3. Corporation 15 ( 4. Co-Owner CI S. Gout. 0 8. ttnci rr" . Cppo n NAME OF APPLICANT (Person(s) shown on evidence of ownership. If Individual, give last name, first name, and middle Initial.) 1. Colas, Inc. OWNING c/o address below an undivided 6.25% Interest 2.- I°See Attachment owning the interest shown on the attachment TELEPHONE NUMBER: ( 316) 676-8000 ADDRESS (Permanent mailIng Jackal= for first appear/it listed.) 101 South Webb Road Number and scoot Rural Route: P.O. Eto:c OT' STATE ZIP CODE Wichita KS 87201 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 free and/or Imprisonment N.S. Code, TWO 18, Sec. 1001). III CERTIFICATION (1) That Mao Me ab UnitedoveStelae. atcrott is owned by the undersigned apptiCent, whir is a citizen (includingg corporations) of th (For voting tnmt, give name of trustee* ) or CHECK ONE AS APPROPRIATE: a. El A resident elan, with alien registration (Form 1-151 or Form 1.551) No. b. O A non-chi:ran corporation organized and doing business under the laws of (state) and said alma-aft b based and primarily used In the United States. Records or flight hours are available for Inspection at (2) That the aircraft Is not rOgisteold under Coq laws of any foreign country; and (3) That legal evidence of ownership Is attached or has been filed wt ], the Federal Aviator. Administration. NOTE: U executed for op-ownership all applicants must sign. Use reverse aide if necessary. TYPE OR PRINT NAME BELOW SIGNATURE SIGNATURE TITLE DATE 4.faingteat _,... SIENA ,i1JRE TITLE DA 2. -I See Attachment SIGNATURE DATE NOTE Pending receipt of the Certirmate of Aircraft Registration. the aircraft may be operated for a period not in excess of 90 days. during which dine the PINK copy of this application must bo carded In the aircraft. EACH PART OF THIS APPUCNIC*1 MUST BE SOO IN IKK AC Form 8050-1 (12/90) (0052-06628.9007) Supersedes Previous Edition al 07 -W. -DO To Z -1O ° .7 SDNY_GM_02762115 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249037 EFTA01332555
a.2 - r 74,1 • tile-1O1-1V 1., 3_13 V11O11'4 1:1O oh kAa }Alla 00.. • Iva rani r4 S1O-19. `I \ *1 • 11 A Elk • SDNY_GM_02762116 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249038 EFTA01332556
2T294O94INTri"OcillaRefIFTkalISTRATION APPLICATION N793TA Beechlet 4004 Serial: RK-244 Name of applicant: 2.) Michels Pipeline Construction, Inc. 3.) Southeastern Mills, Inc. 4.) REI Air, TLC 5.) Interactive Pictures Corporation Owning an undivided Interest of: 25% 12.5% 12.5% 6.25% Address: Shown on original form hereto Shown on original form hereto Shown on original form hereto Shown on original form hereto 6.) Magnatech International, L.P., 6.25% Shown on original form hereto a Pennsylvania limited partnership, Paul Kozloff & David L. Thug, general partners 7.) Morteza Ejabat,Trustec of the Morteza Ejabat Trust 6.25% Shown on original form hereto 8.) SL Wings, LLC 9.) CIAO, LLC 10.) AIRCAP,LLC Signatures: Title: . Carr 6.25% 6.25% 12.5% Shown on original form hereto Shown on original form hereto Shown on original form hereto Senior Contracts Manager of Raytheon Travel Mr Company Acting as Attorney-in-Fact Date: / /03 By signing above, the applicant agrees and stipulate (I) to the terms, conditions and certification of the AC Form 8050-1 Aircraft Registration Appleation, to which this page is attached (the "Application's), (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 cnexa,tAkti SDNY_GM_02762117 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249039 EFTA01332557
bl v 41Io vp T.X0 •Oi•Primo Oh Or hid rr Ayid oo, SDNY_GM_02762118 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249040 EFTA01332558
UNITED SUITES orERICA 14.S. DEPARIMENT or lIANSMaignON R •nviaam,imunknog n AIRCRAFT BIL Ora.S'E r FOR AND IN CONSIDERATION OF S I de OTHER VALUABLE ' CONSIDERATIONS THE UNDERSIGNED OWNER(S) OF AN UNDIVIDED INTEREST IN 770E LEGAL AND BENEFICIAL rine OF THE AIRCRAFT DESCRIBED AS FOLLOWS: UNITED STATES REGISTRATION NUMBER N793TA AIRCRAFT MANUFACTURER & MODEL nil Raytheon Aircraft Companyiiesclast 400A AIRCRAFT SERIAL No. RK-244 ra cL DOES THIS 1 SI DAY OF May 2000 HEREBY SELL GRANT, TRANSFER AND DELIVER ALL RISERS, TITLE, AND INTERESTS IN AND TO AN UNDIVIDED 6.25% INTEREST IN SUCH AIRCRAFT UNTO: NAME AND ADDRESS OP INDIVIWAL(S). GIVE IASI NA3 MIST NAME AND >ODOM DIMAL) Colas, Inc. do 101 South Webb Road Wichita, KS 67207 9 pqRjrIFIED COPY TO(BEIRECORDED BY FAA Xi. 4 0 5 7 5 FORM APPROVED OW NO.21204012 CONVEYANCE RECORDED '00 rlflY 12 P(TI 1 56 D°" FAA IiinSlifeelgST RNAILARVAI TIO TIONN FOR OWNING an undivided 625% Interest DEALER CERTIFICATE NUMBER ANDT) ASS 63,AG-co:awn WARRANTS THE TITLE THEREOF. resNS.SSIONS TO HAVE AND TO HOLD srhciriCKLIFTRETXDYRACMFT FOlUiVnt. AND Dl TESTIMONY WHEREOF WE HAVE SET OUR HAND AND SELL THIS 1 SI DAY OF May 2000 SELLER NAME (S) OF SELLER (TYPE ca mom:) SIGNATURE (5) (C MO (19 =MED PDX CO-OWNER-31M ALL MUST SIGN) TITLE (TYPED Oft ?RIMED) Raytheon Travel Air Company Teny L. Carr i .6. e....,_ Sr. Contracts Manager ACKhOW LEM.. I EN 1 (NOT REQUIRED FOR PURPOSES OF FAA RECORDING: HOWEVERNIAY BE REOUIXED BY LOCAL LAW FOR VALIDITY CIF lliP. NtTltlatirhin ORIGINAL: TO FAA O Ot 32/5 142434, C.- 5-A!/-co Ceibetia - l•r"Ar SDNY_GM_02762119 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_0024904 EFTA01332559
02/ t-1O1411::O A 11O WOW.11).O I hereby certify that I have compared the fore- going with the o wet and it is a true an correct copy thereof. TT WL) 00, rOlr:VAS107:.3 vr.:1 HUI.% SDNY_GM_02762120 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249042 EFTA01332560
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, .t06tE.00-V1.43 ;20-( j ° n ') S 3 NUMBER MANGED BO 4 DATE MAK 14 2000 in• ril; liSDeparlment of Tronsocratton Federal /aviation Admin istration ASSIGNMENT OF SPECIAL REGISTRATION NUMBERS Special Registration Number N793TA Aircraft Make and Model RA YTHEUN AIRCRAFT COMPANY 4OOA Present Registration Number N42 8HR Serial Number RK-244 715OO1O l e ICAO AIRCRAFT ADORtSS CODE FOR N793TA rrii 52542324 AIRCAP LLC 1O1 S WEBB RD fa CHITA KS 672O7-1315 RAYTHEON TRAVEL AIR CO NICHEL S PIPELINE CONSTRUCTION INC SOUTHEASTERN MILLS INC ET—AL Issue Date: MARCH O1. 2OOO 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 O1. 1999 The airworthiness classification and category: STD TRANSP INSTRUCTIONS: SIGN AND RETURN THE ORIGINAL of this form to the Civil Aviation Registry, AFS-750, within 5 days after the special registration number is affixed on the aircraft. A revised certificate will then be issued. This authority is valid for 90 days from the issue date. The authority to use the special number expires: MARCH O1. 2OO1 CERTIFICATION: I aircraft described above. LA...).41212..a..., Signature of Owner. certify that the special registration number was placed on the . • Lia->1...Q.PA A r 32l RETURN Civil Aviation P.O. Box Oklahoma t;“ 4,a FORM TO: Registry, AFS-750 25504 City, Oklahoma 73125-0504 ISSUED TEMP ct BEG TO EX T OO I L, CERT OF RE ci -13 -co 23 Tftle of Owner: A_ts-„,...s kit el_ c....s. ow..., ,;,-c-{f til &Ze&Q-kAil i +CO IC-Q_C A r-7-no ,,, ree44- Date Placed on Aircraft:i t _ r -(0--C- 9r 2. j 2- ED C>CD 9 AC Form 105044 (5/95) Supersedes Previous Edition EFTA01332561
LL • cc <7) < s • • 1 a • It SDNY_GM_02762122 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_002 49044 EFTA01332562
n 0 .3 6 4 *ORGAN AIRCRAFT TITLE SERVICES, INC. Mailer P.O.Bn2/065).0kblastar:GOK AUl Sort 111411.140m11.01ilabosaCtiy.OK 13117 • hl•Fineet 405417 SW • Ian 4054.14$70 • T•1341ea tOS737-1510 • TO: FAA Aircraft Registry ATTENTION: Central Records Oa REGISTERED RETIJM to Date: 11/01/99 CENTRAL RECORDS FOR A.NUMBER CHANGE 374 Please reserve ONE (1) special identification number(s) per order of choice. N793TA. 1st Choice • 20° Choice )glik 6 MAR 012.600 3nd Choice 4th Choice Erfor Assignment to: Make and Model. RAYTHEON AIRCRAFT COMPANY 400A Serial No.: RIC-244 Registration No.: N428HR SEND El Notice 13----LC Form 8050-64 to: RAYTHEON TRAVEL AIR COMPANY • O Form 8050-7 101 S. WEBB ROAD WICHITA, KS. 67201 la' Please send to Morgan Aircraft Title Services in the Public Documents Room. ADDITIONAL INSTRUCTIONS *LETTER OF RELEASE ATTACHED. Thanks, &4a Mr -a% • 99305127021 10.00 11/01/1999 SDNY_GM_02762123 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00249045 EFTA01332563
. J(/ • • VHOHWINO VROW/1)10 6S TT IJI3 I ROM 66. y VVJI71IMQI1UU SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, SDNY 02762124 15, and 17 EFTA_00249046 EFTA01332564













