Aircraft Purchase Agreement

SELLER'S LETTERHEAD

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

AIRCRAFT PURCHASE AGREEMENT

This Aircraft Purchase Agreement (the “Agreement”) is made and entered into as of this {{day}} day of {{month}}, {{year}}, by and between:

{{seller_company_name}}, a company duly organized and existing under the laws of {{seller_jurisdiction}}, with its principal place of business at {{seller_address}} (hereinafter referred to as the “Seller”); and

{{buyer_company_name}}, a company duly organized and existing under the laws of {{buyer_jurisdiction}}, with its principal place of business at {{buyer_address}} (hereinafter referred to as the “Buyer”).

Collectively, the Seller and the Buyer shall hereinafter be referred to as the “Parties” and individually as a “Party”.

RECITALS

WHEREAS, the Seller is the legal and beneficial owner of the aircraft described below (the “Aircraft”);

WHEREAS, the Seller desires to sell the Aircraft to the Buyer, and the Buyer desires to purchase the Aircraft from the Seller, subject to the terms and conditions set forth in this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

DESCRIPTION OF AIRCRAFT

The Aircraft subject to this Agreement is described as follows:

Make: {{aircraft_make}}

Model: {{aircraft_model}}

Serial Number: {{aircraft_serial_number}}

Registration Mark: {{aircraft_registration_mark}}

Year of Manufacture: {{aircraft_year_of_manufacture}}

Airframe Hours (as of {{date}}): {{airframe_hours}}

Engine Type: {{engine_type}}

Engine Serial Numbers: {{engine_serial_numbers}}

Propeller Type: {{propeller_type}}

Propeller Serial Numbers: {{propeller_serial_numbers}}

PURCHASE PRICE AND PAYMENT TERMS

The total purchase price for the Aircraft shall be {{currency}} {{purchase_price}} ({{purchase_price_words}}) (the “Purchase Price”).

The Purchase Price shall be paid by the Buyer to the Seller in accordance with the following schedule:

a) Deposit: A non-refundable deposit of {{currency}} {{deposit_amount}} ({{deposit_amount_words}}) shall be paid by the Buyer to the Seller upon the execution of this Agreement. This deposit shall be held by {{escrow_agent_name}} (the “Escrow Agent”) in an escrow account, account number {{escrow_account_number}}.

b) Balance: The remaining balance of the Purchase Price, amounting to {{currency}} {{balance_amount}} ({{balance_amount_words}}), shall be paid by the Buyer to the Seller on or before the Delivery Date (as defined in Section 6) by wire transfer to the Seller’s designated bank account or through the Escrow Agent.

All payments shall be made in {{currency_name}} and free and clear of all deductions, set-offs, or withholdings.

PRE-PURCHASE INSPECTION

The Buyer shall have the right to conduct a pre-purchase inspection of the Aircraft, at its sole cost and expense, within {{inspection_days}} days from the date of this Agreement (the “Inspection Period”). The inspection shall be conducted by a qualified maintenance facility or engineer approved by both Parties.

The Seller shall provide reasonable access to the Aircraft, its logbooks, and maintenance records for the purpose of the inspection.

If, as a result of the inspection, the Buyer identifies any discrepancies or defects that are not acceptable, the Buyer shall notify the Seller in writing within {{notification_days}} days after the end of the Inspection Period. The Parties shall then negotiate in good faith to resolve such discrepancies, including potential price adjustments or repairs by the Seller. If no agreement is reached within {{resolution_days}} days, either Party may terminate this Agreement, and the deposit shall be refunded to the Buyer, less any agreed inspection costs.

DELIVERY OF AIRCRAFT

Delivery of the Aircraft shall take place on or before {{delivery_date}} (the “Delivery Date”) at {{delivery_location}}.

On the Delivery Date, the Seller shall deliver to the Buyer:

a) The Aircraft, free and clear of all liens, encumbrances, and security interests.

b) All aircraft logbooks, maintenance records, and other relevant documentation.

c) A duly executed Bill of Sale in a form acceptable to the Buyer.

d) Any necessary export certificates and documents for deregistration from the current aviation authority, if applicable.

e) Any other documents required for the transfer of title and registration to the Buyer under the laws of {{buyer_jurisdiction}}.

REPRESENTATIONS AND WARRANTIES

Seller represents and warrants to the Buyer that:

a) It has good and marketable title to the Aircraft, free and clear of all liens, encumbrances, and security interests.

b) It has the full power and authority to enter into this Agreement and to sell the Aircraft to the Buyer.

c) To the best of its knowledge, the Aircraft is in an airworthy condition and has been maintained in accordance with all applicable regulations and manufacturer’s specifications, except as disclosed in writing to the Buyer.

d) All documentation and logbooks provided to the Buyer are accurate and complete.

Buyer represents and warrants to the Seller that:

a) It has the full power and authority to enter into this Agreement and to purchase the Aircraft from the Seller.

b) It has conducted or will conduct its own due diligence on the Aircraft and is satisfied with its condition and fitness for its intended purpose.

GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of {{governing_law_jurisdiction}}.

Any dispute, controversy, or claim arising out of or relating to this Agreement, or the breach, termination, or invalidity thereof, shall be settled by arbitration in accordance with the rules of the {{arbitration_institution}}.

The place of arbitration shall be {{arbitration_location}}.

The language of the arbitration shall be English.

The arbitral award shall be final and binding upon the Parties.

ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations, and agreements, whether oral or written.

No amendment or modification of this Agreement shall be valid unless made in writing and signed by both Parties.

SIGNATURES

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

For and on behalf of the Seller:

____________________________________

Name: {{seller_signer_name}}

Title: {{seller_signer_title}}

Date: {{seller_signature_date}}

For and on behalf of the Buyer:

____________________________________

Name: {{buyer_signer_name}}

Title: {{buyer_signer_title}}

Date: {{buyer_signature_date}}