LETTER OF INTENT June _, 2011 Freedom Air International, Inc. 103 Foulk Road, Suite 200 Wilmington, DE 19803 Re: Sikorsky S-76C+ Aircraft, Serial No. 760472. U.S. Registration No. N162AE Ladies and Gentlemen: ASI Wings, LLC ("Seller") hereby expresses its intent to sell to Freedom Air International, Inc. ("Purchaser") that certain Sikorsky S-76C helicopter (sometimes referred to as a S-76C+) bearing Manufacturer's Serial No. 760472 and U.S. Registration No. N162AE and two (2) Turbomeca Arriel 2S1 engines bearing Manufacturer's Serial Nos. 20040 and 20045, together with all avionics, equipment, systems, furnishings and accessories installed on, contained in or attached to said helicopter and engines, and also including all loose equipment that is normally or currently part of the helicopter and all aircraft records and documents associated with the helicopter, all as is to be more particularly described in the definitive Aircraft Purchase Agreement described below (collectively, the "Aircraft"), subject to the following terms and conditions: I. The total purchase price shall be the sum of One Million Five Hundred Thousand U.S. Dollars (US$1,500,000.00) payable as follows: (a) Within three (3) business days after Purchaser's acceptance of this Letter of Intent ("LOI"), Purchaser shall wire transfer a fully refundable US$100,000.00 deposit (the "Deposit") to Insured Aircraft Title Service, Inc., Oklahoma City, Oklahoma, Attn: Kirk Woford, President (the "Escrow Agent"), which Deposit shall be held in escrow and disbursed in accordance with the terms and conditions set forth in the definitive Aircraft Purchase Agreement described below (the "Purchase Agreement"); and EFTA01109719