AIRCRAFT PURCHASE AGREEMENT BY AND BETWEEN HYPERION AIR, LLC AND INDUSTRIAL INTEGRITY SOLUTIONS, LLC WARRANTY BILL OF SALE 2008 KEYSTONE (SIKOFtSKY) S-76C++ HELICOPTER Manufacturer's Serial No. 760750 U.S. Registration No. N722JE (See Attached) 21 EFTA00080110
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 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"), 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 EFTA00080111
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: 2 3 EFTA00080112
EXHIBIT F TO AIRCRAFT PURCHASE AGREEMENT BY AND BETWEEN HYPERION AIR, LLC AND INDUSTRIAL INTEGRITY SOLUTIONS, LLC DELIVERY RECEIPT 2008 KEYSTONE (SIKORSKY) S-76C++ HELICOPTER Manufacturer's Serial No. 760750 U.S. Registration No. N722JE (See Attached) 2 EFTA00080113
DELIVERY RECEIPT 2008 KEYSTONE (SIKORSKY) 5-76O44 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-H- 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 poscecsion (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. 1 (MSN 42285TEC): hours/cycles Engine No. 2 (MSN 42286TEC): hours/cycles TOTAL LANDINGS AT DELIVERY: INDUSTRIAL INTEGRITY SOLUTIONS, LLC By: Name: Title: Date: 25 EFTA00080114
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 EFTA00080115
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: 4_ Name. Darren K. Indyke Title: Authorized Representative PURCHASER: INDUSTRIAL INTEGRITY SOLUTIONS, LLC Name: Rich Munkvold Title: /0-0 EFTA00080116
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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: Or X 321 Fax: suastatitleS1 From: Darren Indyke [mailto: Sent: Monday, May 10, 2021 10:53 AM To: Melissa Koboldt < Cc: Darren Indyke >; Richard Kahn < Jonathan Williams < Subject: Re: N722JE Escrow - AIC Title Service Melissa, <image001.jpg> 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 Account name: Account address: Account number: Thank you. DARREN K. INDYKE Telephone: Telecopier: Mobile: email: ■ Estate of Jeffrey Epstein 9053 Estate Thomas Ste 101 St Thomas, VI 00802 The information contained in this communication is confidential, may be attorney-client privileged, and is intended only for the use of the addressee. It is the property of Darren K. Indyke. Unauthorized use, disclosure or copying of this communication or any part thereof is strictly prohibited and may be unlawful. If you have received this EFTA00080118
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 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 AIC The Service 6350 W. Reno Oklahoma City, OK 73127 Tel: Or X 321 Fax: www aictitle coin From: Darren Indyke [mailto Sent: Thursday, May 06, 2021 4:06 PM To: Melissa Koboldt Cc: Darren Indyke a; Richard Kahn Subject: Re: N722JE Escrow - AIC Title Service <image001.jpg> 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 Telephone: Telecopier: Mobile: email: ■ 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 error, please notify us immediately by retum e-mail, and destroy this communication and all copies thereof, including all attachments. Copyright of Darren K. Indyke - @ 2019 Darren K. Indyke — All rights reserved. On May 6, 2021, at 5:02 PM, Melissa Koboldt < wrote: I don't believe the delivery receipt would need to be notarized since there will be a fly away EFTA00080119
affidavit. Melissa Koboldt <image001.jpg> Escrow agent AIC Title Service 6350 W. Reno Oklahoma City, OK 73127 Tel: or X 321 Fax: www aictitle corn From: Darren Indyke Imailto: Sent: Thursday, May 06, 2021 3:49 PM To: Melissa Koboldt Cc: Darren Indyke Williams < Subject: Re: N7221E 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 Telephone: Telecopier: Mobile: • email: The information contained in this communication is confidential, may be attorney-client privileged, and is intended only for the use of the addressee. It is the property of Darren K. Indyke. 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 @ 2019 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 <image003..jpg> Escrow agent AIC Title Service 6350 W. Reno Oklahoma City. OK 73127 Tel: Or X 321 Fax. www aictitle corn From: Melissa Koboldt Imailto: Sent: Thursday, May 06, 2021 3:32 PM EFTA00080120
To: 'Darren Indyke' Cc: 'Richard Kahn' <I 'Gary Anzalone' Subject: RE: N722JE Escrow - AIC Title Service >; 'Larry Visoski' P.; 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 <image001.jpg> Escrow agent AIC Title Service 6350 W. Reno Oklahoma City, OK 73127 Tel: Or X 321 Fax: www.aictitle.com From: Melissa Koboldt Sent: Thursday, May 06, 2021 1:17 PM To: 'Darren Indyke' Cc: 'Richard Kahn' a; 'Larry Visoski'< >; 'Gary Anzalone' Subject: RE: N722JE Escrow - AIC Title Service Darren, is there anything else to pay out of escrow other than the broker fee and 1/2 the escrow fee? Melissa Koboldt <image001.jpg> Escrow agent AIC Title Service 6350 W. Reno Oklahoma City, OK 73127 Tel: Or X 321 Fax: www aiclitle corn From: Melissa Koboldt [a] Sent: Thursday, May 06, 2021 12:23 PM To: 'Darren Indyke' Cc:'Richard Kahn' a; '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 EFTA00080121
AIC Title Service 6350 W. Reno Oklahoma City, OK 73127 Tel: or X 321 Fax: yvww aictitle.com From: Darren Indyke Sent: Thursday, May 06, 2021 12:18 PM To: Melissa Koboldt Cc: Richard Kahn 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. > Larry Visoski 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 Title Service 6350 W. Reno Oklahoma City. OK 73127 Tel: Or X 321 Fax: www.aictitle coin From: Darren Indyke (mailto: Sent: Wednesday, May 05, 2021 5:50 PM To: Melissa Koboldt Cc: Richard Kahn Visoski <->; Gary Anzalone 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. <image00 I.jpg> EFTA00080122
Sent from my iPhone. Please excuse the typos. On May 5, 2021, at 6:41 PM, Melissa Koboldt > 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 agent AIC Title Service 6350 W. Reno Oklahoma City, OK 73127 Tel: or X 321 Fax: www.aictitle cam From: Darren Indyke (mailto Sent: Wednesday, May 05, 2021 5:24 PM To: Melissa Koboldt Cc: Richard Kahn < >", Larry Visoski <->; Gary Anzalone < Subject: Re: N7221E Escrow - AIC Title Service Thank you for the dots. 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. <image002.jpg> EFTA00080123
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 5-10-2021? Thanks, Melissa Koboldt Escrow agent AIC Title Service 6350 W. Reno Oklahoma City. OK 73127 Tel: Or X 321 Fax: svww aictitle coat <N722JE BOS.pdf> <N722JE WBOS.pdf> <FLY AWAY AFFIDAVIT .pdf> <N722JE draft closing snnt.pdf> -:.iinagc00 I ..jpg:- EFTA00080124
Sent from my iPad On May 12, 2021, at 5:28 PM, Rich Munkvold aMI > 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> EFTA00080125
.1. BANYAN Company Address Telephone Fax Bank Phone ABA/Routing Swift Number Account Number DOMESTIC AND INTERNATIONAL FUNDS TRANSFER INSTRUCTIONS Banyan Air Services, Inc. www.banyanair.com INT'L (NON US) WIRES BB&T Bank (Truist Bank) 214 North Tryon Street Charlotte, NC 28202 954.202.6680 Comerica Bank 39200 Six Mile Road Livonia MI 48152 Required Information Aircraft Registration Number Account Name 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 Revised 03/16/21 EFTA00080126
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Sent from my iPhone On May 13, 2021, 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 Title Service 6350 W. Reno Oklahoma City, OK 73127 Tel: Or X 321 Fax: wdvw aictitle.corn From: Larry [mailto Sent: Wednesday, May 12, 2021 8:00 PM To: Rich Munkvold Cc: Melissa Koboldt Goodman Subject: Re: N7221E <image00 Ljpg> ; Gary Anzalone < • ; Tia Rich, Here you go, Thx, LarryV EFTA00080131
Visoski Wire Info Bank of America 5470 S. Central Blvd Jupiter FL 33458 (561) 624-4007 Flying V Aviation, LLC do Lawrence Visoski Account 898 060 68 4128 Routing Wire: 02600 9593 Flying V Aviation, LLC c/o Lawrence Visoski Bank of America, 5470 S Central Blvd Jupiter Fl 33458 Phone (561) 624-4007 Account 898 060 68 4128 / Routing Wire: 02600 9593 EFTA00080132











