EFTA00285876.pdf

EXHIBIT B WARRANT BILL OF SALE The undersigned. Bovale Do elopments, Inc., Trustee. a Delaware corporation, and Bovale Developments, Trustor. a Irish company (together the -Sel krt. is the owner of the full legal and beneficial title in and to the Bell 430 helicopter bearing Manufacturer's Serial No. and U.S. Registration No. to ether with two (2) Rolls Royce model 250-C40B engines bearing Manufacturer's Serial Nos. and , and all avionics. equipment. systems. furnishings and accessories installed on, contained in or attached to said aircraft and engines, and also including all loose equipment that is normally or cum:nil) past of or associated with said aircraft and engines. and all aircraft records and documents associated with said aircraft, engines, avionics. equipment (including loose equipment). systems. furnishing and/or accessories. all as is more particularly described in 1:xhibit A and Exhibit A-I attached to that certain Aircraft Purchase Agreement dated February 28, 2012 by and between Seller and Hyperion Air, Inc., a Delaware corporation ("Purchaser"), and also including all airframe. engine and accessory logbooks, flight and operation manuals, maintenance and overhaul records, checklists, drawings. any issued FAA Form 337's, warranty documents, and all other records and paperwork in Seller's possession relating to the above-described aircraft. engines. avionics, equipment (including loose equipment). systems. hrmishings ancEor accessories (collectively, the "Aircraft"). For and in consideration of the sum of Ten Dollars (S 10.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Seller does hereby grant. bargain, sell, convey, transfer and deliver unto Purchaser, all of Seller's right, title and interest in and to the Aircraft. Seller hereby warrants to Purchaser, its successors and assigns. that Seller is the legal owner of the Aircraft and that there is hereby conveyed to Purchaser good and marketable title to the Aircraft, free and clear of any and all claims, leases, trusts, liens, security interests. mortgages, encumbrances. Prospective International Interests. International Interests, Contracts of Sale, Prospective Sales and any other rights of others, including, without limitation, any outstanding or delinquent taxes or fees or duties attributable to or imposed on or asserted against the Aircraft by any taxing jurisdiction. and Seller will warrant and defend such title forever, at the sole expense of Seller, against all claims and demands whatsoever. EXCEPT FOR THE WARRANTIES OF SELLER SET FORTH IN THE PRECEDING SENTENCE. THE AIRCRAFT IS HEREBY SOLD TO PURCHASER IN ITS "AS IS, WI IERE IS" CONDITION AND "WITH ALL FAULTS." IN WITNESS N HEREOF. Seller has Causal this Warranty Bill of Sale to be executed lay-its-duly-uuthorused-oclicier-taa-of-this--day a BOVA E DEV=I:N IS 1 ftlis IGR BOVALE DEVELOPMENI .S. INC., TRUSI LE By : ... ...at 7 Na Na.e : rn C.,(47•A___S .e: , 4 ill Name: Title: role _23-7 et P c tor EFTA00285876 IN WITNESS WHEREOF', the panics to this Aircraft Purchase Agreement have caused it to be executed by their duly authorized representatives. SELLER: BOVALE twva.ormrNrs, INC . TRUSTF.F. By: ct La-- Mune: John W t Title: Secretel BOV__ A LE DEVELO TS TRUS LOR By: A re‘./. Name: NI O,4 ErrApi Tit fe, 'fir/tec-isti- PURCHASER: HYPERION AIR, INC. By:_ _ Name: I itle. INSURED AIRCRAE-1 ITI LE SERVICE, INC.. hereby acknowledges receipt of the Deposit in the amount of S 100,000.00 USD and an executed copy of this Aircraft Purchase Agreement, and agrees to hold and dispose of the Deposit and, if received by it, the Purchase Price Balance and to perform the other duties specified in the various provisions of this Agreement in accordance with said provisions. including without limitation the provisions of Sections 1.1. 5 and 6 hereof Dated this day of February, 2012. INSURED AIRCRAFT lilt L SERVICE. MC. By: Name Joan Roberts Title: Vice President 14 EFTA00285877