AIRCRAFT PURCHASE AGREEMENT BY AND BETWEEN HYPERION AIR, LLC AND INDUSTRIAL INTEGRITY SOLUTIONS, LLC WARRANTY BILL OF SALE 2008 KEYSTONE (SIKORSKY) S-76C++ HELICOPTER Manufacturer's Serial No. 760750 U.S. Registration No. N722JE (See Attached) 21 SDNY_GM_02765727 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EF1'A_00252535 EFTA01334699
WARRANTY BILL OF SALE Pursuant to that certain Aircraft Purchase Agreement, dated April 2021 (the "Agreement"), by and between HYPERION AIR, LLC, a U.S. Virgin Islands limited liability company ("Seller"), and INDUSTRIAL INTEGRITY SOLUTIONS, LLC, a New Mexico limited liability company ("Purchaser), for and in consideration of the sum of Ten Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by Seller, and being the owner of the full legal and beneficial title in and to that certain used 2008 Keystone (Sikorsky) model S-76C++ helicopter, bearing manufacturer's serial number 760750, and currently registered with the United States Federal Aviation Administration (the "FAA") as N722JE, together with said aircraft's two (2) Turbomeca S.A. model Arriel 2S2 engines bearing Manufacturer's Serial Nos. 42285TE and 42286TEC, and with all avionics, equipment systems, furnishings and acreccories installed on, contained in or attached to said aircraft and engines, all as is more particularly described on Exhibit A, and also including all airframe, engine and accessory logbooks, flight and operation manuals, maintenance and overhaul records, and all other records and paperwork relating to the above-described aircraft and engines in Seller's possession (collectively, the "Aircraft"), Seller does hereby grant, bargain, sell, convey, transfer and deliver unto Purchaser, its successors and assigns, all of Seller's right, title and interest in and to the Aircraft. Seller hereby warrants to Purchaser, its successors and assigns, that Seller is the lawful full legal, record and beneficial owner of 100% of the Aircraft and that there is hereby conveyed to Purchaser good and marketable title to the Aircraft, free and clear of any and all leases, liens, claims, encumbrances and rights of third parties whatsoever, and Seller will warrant and defend such title forever, at the sole expense of Seller, against all claims and demands whatsoever. EXCEPT FOR THE WARRANTIES SET FORTH IN THE IMMEDIATELY PRECEDING PARAGRAPH (THE "EXPRESS WARRANTIES"), THE AIRCRAFT AND EACH PART THEREOF IS BEING SOLD TO PURCHASER HEREUNDER IN ITS "AS IS, WHERE IS" CONDITION AND "WITH ALL FAULTS" EFFECTIVE AT THE CLOSING. EXCEPT FOR THE EXPRESS WARRANTIES, NEITHER SELLER NOR ITS AGENTS, REPRESENTATIVES OR EMPLOYEES MAKE ANY WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND OR NATURE WHATSOEVER TO PURCHASER. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING DISCLAIMER OF REPRESENTATIONS AND WARRANTIES, THERE IS (I) NO WARRANTY BY SELLER, ITS AGENTS, REPRESENTATIVES OR EMPLOYEES AS TO THE AIRWORTHINESS OR PHYSICAL CONDITION OF THE AIRCRAFT, (II) NO IMPLIED WARRANTY BY SELLER, ITS AGENTS, REPRESENTATIVES OR EMPLOYEES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE AIRCRAFT, (III) NO IMPLIED WARRANTY BY SELLER, ITS AGENTS, REPRESENTATIVES OR EMPLOYEES ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE, AND (IV) NO WARRANTY BY SELLER, ITS AGENTS, REPRESENTATIVES OR EMPLOYEES AGAINST PATENT INFRINGEMENT OR THE LIKE. [Signature on following page] 22 SDNY_GM_02765728 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EF1'A_00252536 EFTA01334700
IN WITNESS WHEREOF, Seller has caused this Warranty Bill of Sale to be executed by its duly authorized representative, this day of April, 2021. HYPERION AIR, LLC By: Name: Title: Date: 23 SDNY_GM_02765729 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252537 EFTA01334701
EXHIBIT F TO AIRCRAFT PURCHASE AGREEMENT BY AND BETWEEN HYPERION AIR, LLC AND INDUSTRIAL INTEGRITY SOLUTIONS, LLC pELIVERY RECEIPT 2008 KEYSTONE (SIKORSKY) S-76C++ HELICOPTER Manufacturer's Serial No. 760750 U.S. Registration No. N722JE (See Attached) 2; SDNY_GM_02765730 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252538 EFTA01334702
DELIVERY RECEIPT 2008 KEYSTONE (SIKORSKY) S-76C++ HELICOPTER Manufacturer's Serial No. 760750 U.S. Registration No. N722JE Pursuant to provisions of that certain Aircraft Purchase Agreement dated April , 2021 (the "Agreement") by and between HYPERION AIR, LLC, a U.S. Virgin Islands limited liability company ("Seller"), and INDUSTRIAL INTEGRITY SOLUTIONS, LLC, a New Mexico limited liability company ("Purchaser"), Purchaser hereby acknowledges the delivery and acceptance of one used 2008 Keystone (Sikorsky) model S-76C++ helicopter, bearing manufacturer's serial number 760750, and currently registered with the United States Federal Aviation Administration (the "FAA") as N722JE, together with said aircraft's two (2) Turbomeca S.A. model Arriel 2S2 engines bearing Manufacturer's Serial Nos. 42285TE and 42286TEC, and with all avionics, equipment systems, furnishings and accessories installed on, contained in or attached to said aircraft and engines, all as is more particularly described on Exhibit A, and also including all airframe, engine and accessory logbooks, flight and operation manuals, maintenance and overhaul records, and all other records and paperwork relating to the above-described aircraft and engines in Seller's possession (collectively, the "Aircraft"). Purchaser accepts the Aircraft at p.m. on 2021 in an "As Is, Where Is" condition and "With all Faults" at , Florida and subject to the waivers and disclaimers set forth in the Agreement. TOTAL TIME ON AIRFRAME AT DELIVERY: hours TOTAL TIME ON ENGINES AT DELIVERY: Engine No. I (MSN 42285TEC): hours/cycles Engine No. 2 (MSN 42286TEC): hours/cycles TOTAL LANDINGS AT DELIVERY: INDUSTRIAL INTEGRITY SOLUTIONS, LLC By: Name: Title: Date: 25 SDNY_GM_02765731 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 110252539 EFTA01334703
STATE OF ) ss: COUNTY OF The foregoing instrument was acknowledged before me this day of , 2021 by , as the of , a on behalf of said NOTARY PUBLIC, STATE OF 26 SDNY_GM_02765732 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252540 EFTA01334704
probate laws or by applicable federal, state, territorial and local laws of the United States of America and its territories and possessions. IN WITNESS WHEREOF, the parties to this Aircraft Purchase Agreement have caused it to be executed by their duly authorized representatives. SELLER: HYPERION AIR, LLC By: Name: Darren K. Indyke Title: Authorized Representative PURCHASER: INDUSTRIAL INTEGRI Y SOLUTIONS, LLC By: ,r —r . Name: Rich Munkvold Title: SDNY_GM_02765733 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252541 EFTA01334705
S DNY_G M _02765734 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252542 EFTA01334706
On May 10, 2021, at 12:29 PM, Melissa Koboldt < wrote: Received thank you. These appear to be the same ones previously used so I will not need to call and verbally confirm them. Melissa Koboldt Escrow agent AIC Title Service 6350 W. Reno Oklahoma City. OK 73127 Tel: Fax: &type: From: Darren Indyke [mailto: Sent: Monday, May 10, 2021 10:S3 AM To: Melissa Koboldt Cc: Darren Indyke <II >; Richard Kahn < Jonathan Williams Subject: Re: N722JE Escrow - AIC Title Service <image00 I.jpg> Melissa, Please see below wire transfer instructions to the Estate of Jeffrey Epstein, the sole member of Seller Hyperion Air, LLC, which instructions are to be used for all disbursements to Seller: Bank name: First Bank St Thomas VI 00802 Routing number for wires 221571473 Account name: Account address: Account number: Thank you. DARREN K. INDYKE 5300 W. Atlantic Avenue. Suite 602 Delray Bea Telephone: Telecopier: Mobile: email: Estate of Jeffrey Epstein 9053 Estate Thomas Ste 101 St Thomas, VI 00802 7211126901 ......... •••••••••••••••••••••••••••• ...... •••••••• ..... ••• ........... ........... •••••••• ........... ••• The information contained in this communication is confidential. may be attorney-client privileged. and is intended only for the use of the addressee. It is the properly of Darren K. Indyke. Unauthorized use. disclosure or copying of this communication or any part thereof is sUictly prohibited and may be unlawful. If you have received this SDNY_GM_0276573S SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252543 EFTA01334707
communication in error. please notify us immediately by return e-mail, and destroy this communication and all copies thereof, including all attachments. Copyright of Darren K. Indyke - O2019 Darren K. Indyke - All rights reserved. On May 6, 2021, at 6:38 PM, Melissa Koboldt < wrote: Please see attached draft closing statement, these are the numbers as far as I know them, if anything changes please advise Jon. Thanks, Melissa Koboldt Escrow agent <image001.jpg> AIC Title Service 6350 W. Reno Oklahoma City, OK 73127 Tel: Fax Skype From: Darren Indyke [mailto: Sent: Thursday, May 06, 2021 4:06 PM To: Melissa Koboldt Cc: Darren Indyke ‹ ?; Subject: Re: N722JE Escrow - AIC Title Service Richard Kahn Jonathan Williams As long as we get a notarized fly away affidavit, then I am ok with an e signature on the delivery receipt. We are getting figures together for additional disbursements and will finalize as soon as possible and make sure to send them to Jonathan. Thank you. DARREN K. INDYKE 5300 W. Atlantic Avenue. Suite 602 Delray Beach. Florida 33484 Telephone: Telecopier: Mobile: email: The intonation contained in this communication is confidential. may be attorney-client privileged, and is intended only for the use of the addressee. It is the property of Darren K. Indyke. Unauthorized use, disclosure or copying of this communication or any part thereof is strictly prohibited and may be unlawful. If you have received this communication in error, please notify us immediately by return e-mail, and destroy this communication and all copies thereof, including all attachments. Copyright of Darren K. Indyke - O 2019 Darren K. Indyke - All rights reserved. On May 6, 2021, at 5:02 PM, Melissa Koboldt H > wrote: I don't believe the delivery receipt would need to be notarized since there will be a fly away SDNY_GM_02765736 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252544 EFTA01334708
affidavit. Melissa Koboldt <image001.jpg> Escrow agent AIC Title Service 6350 W. Reno Oklahoma City, OK 73127 Tel or Fax: Skype: From: Darren Indyke [mak() Sent: Thursday, May 06, 2021 3:49 PM To: Melissa Koboldt Cc: Darren Indyke Williams Subject: Re N722JE Escrow - AIC Title Service ; Richard Kahn Jonathan If we want to demonstrate that the delivery was done in Florida, we will need a notarized delivery receipt, I believe. DARREN K. INDYKE 5300 W. Atlantic Avenue, Suite 602 Delray Beach. Florida 33484 Telephone: Telecopier: Mobile: email: ••••••••••••••••••••11 ...... ••••••••••••••••••••••••••••• ..... ••• .......... ••• ..... .......... •••••••••••• The information contained in this communication is confidential. may be attomey-client privileged, and is intended only for the use of the addressee. It is the property of Darren K. Indyke. Unauthorized use. disclosure or copying of this communication or any part thereof is strictly prohibited and may be unlawful. If you have received this communication in °trot. please notify us immediately by return e-mail, and destroy this communication and all copies thereof. including all attachments. Copyright of Darren K. Indyke - O2019 Darren K. Indyke - All rights reserved. On May 6, 2021, at 4:47 PM, Melissa Koboldt wrote: Also, is it necessary for the delivery receipt to be notarized or can you accept a digital signature? Melissa Koboldt Escrow agent AIC Title Service 6350 W. Reno Oklahoma City, OK 73127 Tel: Faxes Skype From: Melissa Koboldt imailto Sent: Thursday, May 06, 2021 3:32 PM <image001.jpg> SDNY_GM_02765737 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252545 EFTA01334709
To: 'Darren Indyke' Cc: 'Richard Kahn' 'Gary Anzalone' Subject: RE: N722JE Escrow - AIC Title Service 'Larry Visoski' Jonathan Williams Darren, can you please reply? I'm trying to get this ready for closing tomorrow for another agent. Jon Williams is copied here and will assist in my absence. Melissa Koboldt Escrow agent AIC Title Service 6350 W. Reno Oklahoma City, OK 73127 Tel: or Fax: Slcype: www aictitle corn From: Melissa Koboldt [mailtc Sent: Thursday, May 06, 2021 1:17 PM To: 'Darren Indyke' Cc: 'Richard Kahn' < >; 'Larry Visoski' 'Gary Anzalone' •4 => Subject: RE: N7221E Escrow - AIC Title Service <image001.jpg> Darren, is there anything else to pay out of escrow other than the broker fee and 'A the escrow fee? Melissa Koboldt <image001.jpg> Escrow agent AIC Title Service 6350 W. Reno Oklahoma City, OK 73127 Tel or Fax Skype:Secalclitlespm From: Melissa Koboldt [mailtol Sent: Thursday, May 06, 2021 12:23 PM To: 'Darren Indyke' Cc: 'Richard Kahn' >; 'Larry Visoski' 'Gary Anzalone' Subject: RE: N722JE Escrow - AIC Title Service You were only on copy, they were sent to Larry for his signature. The PUE requests for the IR will be going out this afternoon, you'll need to advise IATS (the IR administrator) to approve AIC's request. Please send me closing/disbursement instructions. Melissa Koboldt <image001.jpg> Escrow agent SDNY_GM_02765738 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252546 EFTA01334710
AIC 350 W. Reno Oklahoma City, OK 73127 Tel: or Fax: Skype: .aictitle.com From: Darren Indyke ['mato. Sent: Thursday, May 06, 2021 12:18 PM To: Melissa Koboldt Cc: Richard Kahn < >; Larry Visoski Gary Anzalone Subject: Re: N722JE Escrow-AIC Title Service Larry C should sign as manager. You sent the docs to me to sign? Sent from my iPhone. Please excuse the typos. On May 6, 2021, at 1:16 PM, Darren Indyke wrote: What about getting Larry closing docs? Also do we need to do anything Re the intl registry? Sent from my iPhone. Please excuse the typos. On May 6, 2021, at 1:12 PM, Melissa Koboldt wrote: I haven't been able to find anyone who can take it yet, will keep you posted. Melissa Koboldt Escrow agent AIC 0 W. Reno Oklahoma City. OK 73127 Tel Fax: Skype: zuotairatlesorn From: Darren Indyke Imailto: Sent: Wednesday, May 05, 2021 5:50 PM To: Melissa Koboldt <mkgbolrit@aictitle COM> Cc: Richard Kahn Visoski < >; Gary Anzalone <[email protected]> Subject: Re: N722JE Escrow - AIC Title Service ; Larry No to change FAA but yes to change warranty bos. Please See how difficult Friday would be and we can decide after you let us know. Thanks. <image001.jpg> SDNY_GM_02765739 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00252547 EFTA01334711
Sent from my iPhone. Please excuse the typos. On May 5, 2021, at 6:41 PM, Melissa Koboldt <Ma wrote: The FAA has is registered with no comma- <image001.png> Do you still want it added? Yes I can change the WBOS. Everyone is booked in closings, I can see if it can be squeezed in but Monday would be preferable. Thanks, Melissa Koboldt Escrow a ent AIC Title Service 6350 W. Reno Oklahoma City. OK 73127 Tel: Skype From: Darren Indyke [mailto Sent: Wednesday, May 05, 2021 5:24 PM To: Melissa Koboldt Cc: Richard Kahn Larry Visoski < >; Gary Anzalone Subject: Re: N722JE Escrow - AIC Title Service Thank you for the docs. A couple of revisions Can you make seller Hyperion Air, LLC on FAA bos (you forgot the comma after "Air"). Can you change date to May on warranty bos. And re moving closing, is there no one in your office who can do it on Friday? Please advise. Thank you again. Sent from my iPhone. Please excuse the typos. ax <image002.jpg> SDNY_GM_02765740 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252548 EFTA01334712
On May 5, 2021, at 5:11 PM, Melissa Koboldt wrote: Hi Darren, Please review the FAA BOS and WBOS and advise if everything is in order and I will have them sent to Larry for digital signatures. It is my understanding closing was targeted for 5-7- 2021 however I will be out of the office, do you have any issue with closing to occur on 5-10-20217 Thanks, Melissa Koboldt Escrow anent AIC Title Service 6350 W. Reno Oklahoma City, OK 73127 Tel Fax: Skype: <N722JE BOS.pdf> <N722JE WBOS.pdf> <FLY AWAY AFFIDAVIT .pdf> <N722JE draft closing stmt.pdf> <image00I.jpg> SDNY_GM_02765741 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252549 EFTA01334713
Sent from my iPad On May 12, 2021, at 5:28 PM, Rich Munkvold • wrote: Larry, Attached is the delivery certificate. Can you tell us the hours and landings so that Melissa can put in that information? Thanks! <0769_001.pdf> SDNY_GM_02765742 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252550 EFTA01334714
BANYAN Company Address Telephone Fax Bank Phone ABA/Routing Swift Number Account Number Required Information DOMESTIC AND INTERNATIONAL FUNDS TRANSFER INSTRUCTIONS Banyan Air Services, Inc. 5360 NW 20° Terrace Ft. Lauderdale, FL 33309 954.491.3170 954.771.0281 www.banyanair.com INT'L (NON US) WIRES BB&T Bank (Truist Bank) 214 North Tryon Street Charlotte, NC 28202 Aircraft Registration Number Account Name DOMESTIC (US) WIRES Comerica Bank 39200 Six Mile Road Livonia MI 48152 Please note that all bank fees are the responsibility of the sender (originator) and should not be charged to the beneficiary. Working Together, Growing Together, Winning Together Row's& 0311621 SDNY_GM_02765743 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00252551 EFTA01334715
SDNY_GM_02765744 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252552 EFTA01334716
S DNY_G M _02765745 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252553 EFTA01334717
S DNY_G M _02765746 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252554 EFTA01334718
Sent from my iPhone SDNY_GM_02765747 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252555 EFTA01334719
Sent from my iPhone On May 13, 202), at 8:09 AM, Melissa Koboldt wrote: What is the total time on the airframe? I didn't see that blank filled in. Also, what city in FL should be filled in? Melissa Koboldt Escrow agent AIC 35 W. Reno Oklahoma City. OK 73127 Tel: r ax: Skype: From: Larry (mailto Sent: Wednesday, May 12, 2021 8:00 PM To: Rich Munkvold <image001.jpg> Cc: Melissa Koboldt ; Gary Anzalone • Tia Goodman Subject: Re: N722JE Rich, Ilere you go, Thx, LarryV SDNY_GM_02765748 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA 00252556 EFTA01334720
Visoski Wire Info Bank of America 5470 S. Central Blvd Jupiter FL 33458 (561) 624-4007 Flying V • • awrence Visoski Accoun Routing Wire Flying V Aviation, LLC c/o Lawrence Visoski Bank of America, 5470 S Central Blvd Jupiter Fl 33458 Phone Account Routing Wire: SONY_GM_02765749 SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17 EFTA_00252557 EFTA01334721











