EFTA00653085.pdf

From: "Barry J. Cohen" To: Jeffrey E. <jeevacationggmail.com> Subject: RE: FW: Leon Black - Purchase of G650 Date: Tue, 27 Jun 2017 17:15:04 +0000 Glad to talk later. Sorry I wasn't clear. I want the financing condition in the Purchase Agreement. I don't care about the LOI. Lawyers are saying that it is not normal to have it in the Purchase Agreement. From: Jeffrey E. [mailto:jeevacation@gmail.com] Sent: Tuesday, June 27, 2017 1:13 PM To: Barry J. Cohen < Subject: Re: FW: Leon Black - Purchase of G650 Talk later? Loi means zero On Tue, Jun 27, 2017 at 1:09 PM Barry J. Cohen < wrote: The lawyer says that the LOI Condition section (para. 3) provides that "all systems [must be] functioning in accordance with the manufacturers' specifications" and that cosmetic issues (scratch in the credenza will be covered in the purchase agreement. While I don't think we'll have trouble getting financing, I really want the purchase to be conditioned on getting financing. The lawyers tell me that this is not a normal condition. From: jeffrey E. [mailto:jeevacation@gmail.com] Sent: Tuesday, June 27, 2017 9:41 AM To: BarryJ. Cohen < > Subject: Re: FW: Leon Black - Purchase of G650 tray table stablity and cosmetics. . entertainment system neither relate to airworthy On Tue, Jun 27, 2017 at 9:07 AM, Barry J. Cohen <-> wrote: FYI From: Barry J. Cohen Sent: Tuesday, June 27, 2017 9:02 AM To: 'Tom Mitchell' ; Deyoe, David <->; Lee Rohde Cc: Wimer, Ruth <->; Ada Clapp < Subject: RE: Leon Black - Purchase of G650 ; John Castrucci Understood. If "airworthy" is the typical provision, then this seems fine. I just wondered if there was a higher standard that is sometimes used in contracts. And you are saying that because we are requiring a 48-month inspection as a pre-condition to closing, we can live with a more basic pre-buy inspection, right? From: Tom Mitchell 1mailto: Sent: Tuesday, June 27, 2017 8:58 AM EFTA00653085 To: Barry J. Cohen c Deyoe, David < >; Lee Rohde Cc: Wimer, Ruth <->; Ada Clapp c >; John Castrucci Subject: RE: Leon Black - Purchase of G650 Hi Barry, I can take a shot at these questions as others can chime in. There are actually 4 ranking inspections offered by Gulfstream under the task of what we are calling a pre-purchase inspection. I think we should plan to modify which level is most appropriate based on the decision to perform the ancillary tasks like the 48 Month Inspection and bulkhead install. Reason being, is the redundancy is significant with the 48 Month inspection; for example the interior and landing gear is removed and inspected for corrosion, which is also done on the higher level pre-purchase inspections. Therefore, depending on who is funding which inspection, we should manage the process to be most cost effective yet meet the necessary inspection(s). The term airworthy may sound less than stringent, however it is an FAA legal term that is universally used to state that the aircraft must meet its type design; meaning all systems and components must operate as designed. This would include something as small as a reading lamp over a seat. In reality, it is a fairly conservative term with respect to a buyer's interest. An example of a discrepancy that is actually airworthy would normally be wear and tear related such a scratches and cosmetic findings. Regards, Tom From: Barry J. Cohen [mailto Sent: Tuesday, June 27, 2017 8:36 AM To: Deyoe, David; Lee Rohde; Tom Mitchell Cc: Wimer, Ruth; Ada Clapp; John Castrucci Subject: RE: Leon Black - Purchase of G650 Two more things: • Exhibit C references a "basic" pre-purchase inspection. What are the merits of doing a basic vs. premium pre- buy inspection? • "Airworthy" seems like a pretty low standard. Is that sufficient? From: Deyoe, David [mailto. Sent: Monday, June 26, 2017 11:25 PM To: Barry J. Cohen ; H. Lee Rohde III ; Tom Mitchell Cc: Wimer, Ruth <->; Deyoe, David < Subject: Leon Black - Purchase of 6650 Barry, Lee, and Tom —Attached are a clean version (the Word document) and a marked version (the pdf version) of the letter of intent incorporating the changes Barry requested along with several other minor (primarily stylistic) changes. Please review the revisions and call or email me with any comments or questions you may have in the morning. Dave David P. DeYoe McDermott Will & Emery 227 W. Monroe Street EFTA00653086 Chicago, Illinois 60606 Office: Mobil ***********•************** *en ********************************************************•**************************** This message is a PRIVILEGED AND CONFIDENTIAL communication. This message and all attachments are a private communication sent by a law firm and may be confidential or protected by privilege. 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If you have received this communication in error, please notify us immediately by return e-mail or by e-mail to jeevacation@gmail.com and destroy this communication and all copies thereof, including all attachments. copyright -all rights reserved please note The information contained in this communication is confidential, may be attorney-client privileged, may constitute inside information, and is intended only for the use of the addressee. It is the property of JEE 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 or by e-mail tojeevacation@gmail.com. and destroy this communication and all copies thereof, including all attachments. copyright -all rights reserved EFTA00653087