GE Commercial Finance Global Asset Management Brian Huber Manager Aircraft Remarketing 83 Wooster Heights. Lee Feel) Danbury. Cr 06810 April 2016 Mr. Stephen Hanson SFS, LLC do Muchnick, Golieb & Golieb, P.C. 200 Park Avenue South, Suite 1700 New York, New York 10003 Dear Mr. Hanson: Path Air, LLC ("Seller") is pleased to submit to SFS, LLC ("Buyer") this proposal ("Proposal") regarding the sale of a certain Gulfstream 550 s/n 5017, N62MS (the "Airframe"); equipped with two Rolls Royce BR710C4-1 I engines, serial numbers 15137 and 15136 (the "Engines"); one Honeywell RE220(GV) auxiliary power unit, s/n P-327 ( the “APU"); together with all of the equipment and accessories installed thereon, as well as all related log books, records and manuals, and all spare parts, loose equipment and support equipment related to said aircraft to the extent that such spare parts, loose equipment and support equipment are in Seller's possession or under Seller's control as of the date of this Proposal (hereinafter collectively the "Aircraft"). Seller further agrees that upon Buyer's signature and return of this Proposal, Seller shall not further solicit, entertain or accept additional offers with respect to the Aircraft until such time as the transaction as contemplated herein is consummated or terminated according to the provisions set forth below. Seller hereby proposes to sell the Aircraft to Buyer for a purchase price equal to the sum of Eighteen Million Seven Hundred Thousand United States Dollars ($18,700,000.00) plus any applicable taxes (the "Purchase Price"). The sale of the Aircraft shall be on an "as-is, where-is basis", without any recourse or warranty of any kind, expressed or implied from Seller, except as provided in the Aircraft Warrants ,pelletal: Limited Bill of Sale in the form attached hereto as Appendix II. EFTA00590125