Case 3:09-cv-00628-AC Document 13-3 Filed 07/10/2009 Page 1 of 7

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Exhibit A to Airframe Purchase Agreement

PURCHASE PRICE AND PAYMENT SCHEDUU:

Purchase Price: Epic LT Basic Airframe: $800,000.00

Payment Schedule:

A. 1st Invoice of $250,000 (minus any previous payments including Deposits) of the
Purchase Price ninety (90) day.; prior to airframe production as notified by EPIC for kit
manufacturing process.
B. 2nd Invoice of $137,500 sixty (60) days prior to ;airframe production.
C. 3rd Invoice of $'137,500 thirty (30) days prior to airframe production.
D. 4 th Invoice of $137,500 at the beginning of airframe production.
E. 5th Invoice of $'137,500 one month after airframe production begins and prior to
delivery of the EPIC Airframe Kit to customer build center or carrier on behalf of the
Purchaser.

Invoices will see additional amounts as options are selected. The attached cash flow
model indicates how options will be included in the monthly invoices.

Payments for additional airframe and avionics options as required by EA may be invoiced at any time upon
selection and approval. Payments are due promptly upon receipt of each Invoice Date per section 12,
subsection (f) and (g) of this agreement.

All taxes, duties, fees and ~mpost will be due upon invoice by EA.

(PI adjustments may re amortized over all invoices lTl1:mtiooed above.

Please make payments payable to: Epic Air, LLC

22590 Nelson Road

Bend, OR 97701-9701

~~~~ Confidential: EPIC AIR, LLC

Page 6 of7
Copyright 02006 AIR LLC. All rights reserved.
Revised 04lO4I08
AIR Initials

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M~~· 16 08 Case 3:09-cv-00628-AC
01:22a SWA' '1a(;a:z: Document
i n@ 13-3 Filed 07/10/2009 7

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£xh!/)1t A to Completion Assistanc:e Agreeml!nt

CONrRACT PRICE. AND PAYMENT ~EDUU

Purchase eda:~

ACS Construction Completion PrOC5S for Base Modei $ 650,000.00

Payment Schedule:

A. 61t1 Invoice of 5130,000 upon ACS' cnmmencement and two months after
airframe production begins.
B. rn Invoice of S130,OOO three month:; after airframe production begins.
C. 81~ Invoice of $130,000 four months after airframe production begins,
D. 9 th Invoice of $130,000 five months after airframe production begins
E_ 10t11 Invoice of $130,000 six months after airframe production begin5.

fovofces will see additional amounts as options are selected. The- attached
cash How model indicates how options will be inclUded in the monthly
invoices.

"This monthly payment schedule does not indicate aircraft delivery date.

Payrnen~ fOr additional airframe and aviOT'lics OlPtfons a< required by ACS may be Invoh:ed at any time
upon 5el~on and approval. All payments are to be p"id pnor to fint flight or ~ of amateur
diT'NOfthi~..s. ?ajllnents ilI"l? due promptly lIpon receipt Of each InVOIce Dilte ~r 5eCt10l1 U. S'UbS~n
(f} and (g'l ofthls a~l

PInal J'{\ymern: of any ~Il~ :IIl'Ioune due upon im:ept.mce of AB'~ flying EPIC.

All t;v(es, dutit~ tees and Impam wiU be due upon invoice by u:.s.
0'1 adj~r'neIltS may be amortimd over all i~.

No«!: "This ClmIplet10n proces, does not indude constNet'ion requlrements cClVI'!red lJy the FAR's, which
respol~;:ibl1jty of AB.
a,-., the

Please make p<tyrrIelrTts pa~bl<:: to: Aircraft Compl~ services. llC

Z2590 ~tson Rcaa'
8<md, OR 97701-9701

,_.~ Canfid=ti.l: ACS LLC

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Copyl'iSJU~2006 fUR u.c. AOriii/tLt~.

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 Case 3:09-cv-00628-AC Document 13-3 Filed 07/10/2009
(561) p.17
~-1551 Page 3 of 7
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Exhibit B to Ai~1ft CC3m}1leiioJl Agreement

Completion List

Addffionaf Equlpmf}nt arId Parts

Pratt WhitnE~Y J:JT6..67A (ne"'H)

Standard Avionics to ~[nclude::

Full n='R~ Cap(lbt.e 6 pacK:

J~'frspE:~ed lndicator Turn antj Bank Indicator

J~ltirn,eter Artificial Horizon

~";ert,i(::al Speed Indicator Direction Gyro

Comp-ass
ElE~tro~ic Inte~rnationat MVP-SO Engine Connputer

1 (iarrnin C;NS·430 GPS~ 1 COt

PS Engiineeriing PMA··6000 Audio P(lnet

Garmln GTX··32'7 Transponder

Tn.J,""rak DigiiFUght II VSG Autopilot

Hartzell .il-bla~de Full Feather Propeller

'Standard b··Place Interior

Single-5ti:lge· White P'a'int Scheme With Sjngl~e Stripe

Standard D'E~" fl(:eo B(JOt!j~ and Hot Prop

Control S~1:erns fClr AU COl'itroL Surfaces

irail1ng Link Landing :gear" '~eets7 8~akes ~and Actuators

Engine Mlount: v,rit.h Integrd{ Nose Gear-

Windshield .and Side Windows

AU Machine P-arts f~elqUired to Complete Airframe

NoM-: EA rnay change, at:ki or dE~lete any parts 0(' eonnponaM!ts from this nst as spectflcations or
roqulrements changa. ~/

~cmc:r fniliU~~
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CmI~enti3.t~ ACS LtC
'P~a¢fB AJRlaitiU ~
tl · D,pjright 0 2Q1~ A1R 1.LC_ AlI rlt=b~ ~oo.

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 Case 3:09-cv-00628-AC Document 13-3 Filed 07/10/2009 Page 4 of 7

Epic Aircraft:

pyment chedule and History

Purchase: $800 000

Completion Assist $650000
Acceletated Build $75 000
Ga rmin Inst. $88 000
GarminScreen 3: $40 000
Total: $1 653000

Aircraft Purchase Aqreement: $800000 Completion Assistance Aqreement: $650 000

60 Days 30 Days Airframe 1 Mnth 2 Mnths 3 Mnths 4 Mnths 5 Mnths 6 Mnths
Siqninq Prior Prior Start After After After After After After Total
Oriqinal Schedule 250 000 137 500 137 500 137 500 137 500 130 000 130 000 130 000 130 000 130 000 1,450000
Revised Schedule 200 000 158 500 158 500 162 286 162 286 162 286 162 286 162 286 162 286 162 286 1,653002
Actual 317 000 200 000 162 286 112 714 137 500 137 500 137 500 194 140 203 320 242840 1 844800
Pmt Date 11/02/07 03/04/08 05/19/08 06/14/08 07/02/08 08/04/08 08/29/08 11/13/08 12/07/08 03/05/09

Excess Pmt 117 000 158 500 162 286 112 714 87928 63 142 38356 70 210 111 244 191 798 191 798

~w~1~~1 't~~ ~ fif:'

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 Case 3:09-cv-00628-AC Document 13-3 Filed 07/10/2009 Page 5 of 7
Epic AirGI~aft. LLC Statement of Paynlents
Aircraft Completion Services, LLC
22590 NE~lson Rd
Bend, OR 97701 ~
541-318-8849 ~/ Date

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.~ 12118/08
" ~,-
..........

Blue Sky AvGroup, LLC

To:
5011 N Ocean Blvd, Suite 5
Ocean Ridge, FL 33435

-­
Date Transaction Amount Paid Balance
Basic Lt $1,450,000.00
Accelerated Build Position $75,000.00
2 screen Garmin $88,000.00
3rd screen Garmin $43,000.00
TAWS unlock $8,000.00
Chartview unlock $3,000.00
GCU 476 FMS keypad control unit $8,900.00
GDL 69A XM weather system $3,500.00
XM Radio sound system $3,900.00
Premium Integrated Autopilot systems $23,000.00
Custom plumbed 02 system $10,000.00
Airconditioning $43,000.00
Upgraded Lighting package $13,500.00
Tinted Windows $14,800.00
Custom Paint $29,000.00
Lavatory on convertible rails $4,900.00
1 Jump seat compatible with rails $7,500.00
Pull Out Tabli3 $3,000.00
DVO Entertainment System $6,900.00
Interiors - Odessa pkg $5,900.00
Test Flights and fuel TBD
$1,844,800.00 $1,844,800.00
Pilot Training TBD

11/2/2007 Payment Received $317,000.00 $1,527,800.00

3/13/2008 Payment Received $200,000.00 $1,327,800.00

5/19/2008 Payment Received $162,'~86.00 $1,165,514.00

6/20/2008 Payment Received $112,714.00 $1,052,800.00

7/114/2008 Payment Received $137,!iOO.00 $915,300.00

8/15/2008 Payment Received $137,!iOO.00 $777,800.00

9/812008 Payment Received $137,500.00 $640,300.00

11/1012008 Payment Received $99,000.00 $541,300.00

~I

11/10/2008 Payment Received $95,'140.00 $446,160.00

12/1512008 Payment Received $203,320.00 $242,840.00

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Total Amount X
Current 1-30 Days 31-60 Days 61-90 Days Amount Paid Balance !~
i

I I $1,844,800.00 $1,601,960.00 $242,840.00

From: Case 3:09-cv-00628-AC
Rich Lucibella <[ich@. Document 13-3
)ella.com>
Filed 07/10/2009 Page 6 of 7
Date: January 29, 2009 3:30:lJo PM EST

To: "Dave Clark" <davec@§'pLc.Q.JCgg.fLGQfn>

Cc: '''Michael Hooper'" <mikeh@epicqircr.i3ft.cQm>, "'Dave Hice'" <c1aveh@epicaircraft.com>

Subject: Re: Engine Delivery

Dave-

Thanks much for the update.

Please clarifY. My understanding is that SN 27 received it's engine recently. We're SN 30.

You're talking 3 months for 3 engines.

That's moving WAY backward from where y'all claimed to be just one month ago.

These are VERY disconcerting times, Dave. vVhat you've just described to me is that Pratt

has renegotiated your delivery schedule....backwards at a time when their other lines of

business are contracting. That you've changed the workflow to keep planes moving despite

the fact that there don't appear to be engines available.

C'mon. We're in this thing together, Dave. Treat us like the partners we are and tell us

what's going on. We require info....please.

Rich

On Jan 29, 2009, at 1:2.3 PM, Dave Clark wrote:

Hi Rich,

We have been required by Pratt & Whitney to renegotiate our engine delivery
schedule with them. While the changed schedule alters the date that motors
ship from Pratt's factory, we have changed our production process to ensure
no major change occurs in customer aircraft delivery schedules.

Our new process will see panels and systems installed, verified and ready
prior to engine delivery. Using this process we expect that upon delivery of
the motor within four to five days the engine can be installed and started with
a resulting COA and first flight shortly thereafter.

We now expect your motor to ship from Pratt Mid-April 2009 with a COA and
first flight to follow shortly thereafter.

Thanks for your continued support.

Dave Clark

Senior Controller

Epic Aircraft

541-318-8849

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On Mar 4,Case
2009, at 12:43 P·· Epic Document
3:09-cv-00628-AC Aircraft wrote:
13-3 Filed 07/10/2009 Page 7 of 7

I Dear Rich,

I need your help to solv,e the issue on keeping up on the cash flow
schedule you agreed to when we started your LT. Our vendors are struggling
and so is the rest of the GA industry like everyone in the world. Some of
our vendors (landing gear, engines, props, pressurizations etc.) require a
years order with progress payments. All other parts we purchase in groups
of 5 to 10 planes worth to get some discount and shared set up charges.

Keeping our cash flow is imperative and I need your support. As you
know we use some of the same vendors as Adam and Eclipse used. It has put a
big strain on them and therefore us.

If a few more of our customers get behind their payment schedule we are
in BIG troUble. Please get current I need your support.

At Oshkosh this year Epic will have a huge announcement that will shake
the GA world and will confirm Epic's stability in the GA industry.

Please help us stay strong,

Rick Schrameck

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