LELAC AEROSPACE, LLC 2711 Centerville Road Wilmington, DE 19805 E-Mail: [email protected] December 28, 2017 Chartwell Partners LLC do Avjet Global 3030 North Clyboum Avenue Burbank, CA 91505 E-Mail: Letter of Intent This letter records the understanding we have reached in respect of the purchase of one (1) used Boeing Business Jet, Model BBJ aircraft bearing manufacturer's serial number 29200 together with two (2) CFM56-7B27 I B3 engines bearing, respectively, manufacturer's serial numbers 874584 and 875606, in its "as is, where is" condition, by LELAC AEROSPACE, LLC ("Buyer") from Chartwell Partners LLC ("Chartwell" or the "Seller"), subject to and conditional upon the conclusion of comprehensive agreements acceptable to the parties to be based on the general terms and conditions and the principal commercial terms as set forth below: 1. Buyer: LELAC AEROSPACE, LLC, a company organized under the laws of Delaware, USA ("Buyer"). 2. Seller: Chartwell Partners LLC, a company organized under the laws of California, USA ("Seller"). 3. Aircraft: One (1) used Boeing Business Jet, Model BBJ aircraft bearing manufacturer's serial number 29200 together with two (2) CFM56- 7B27 / B3 engines bearing, respectively, manufacturer's serial numbers 874584 and 875606, including but not limited to complete engines records and all Aircraft records (as per the Record Review (defined below)) related thereto in its "as is, where is" condition (collectively, the "Aircraft"). 4. Transaction: The purchase and sale of the Aircraft (the "Transaction") shall be structured as an all cash sale. Title to the Aircraft, free and clear of all liens and encumbrances will be transferred when closing conditions are met in respect of the Aircraft, and the Purchase Price is received by the Seller ("Delivery"). Upon the execution of this letter of intent (this "Letter of Intent") by Buyer and Seller, which shall occur no later than the Expiry Date (defined below) and