Text extracted via OCR from the original document. May contain errors from the scanning process.
CLAIM OF LIEN
Pursuant to Texas Statutes
Everest Fuel Management LLC ("Claimant") hereby claims a lien in the following
aircraft:
AIRCRAFT:
RAYTHEON
AIRCRAFT
COMPANY
MODEL 400A AIRCRAFT
N727KB
SERIAL NUMBER:
RK-260
1511 W 60TH ST
CASPER, WY 826014203
This claim is for storage, fuel, repairs, maintenance work, improvements, enhancements,
materials and labor, and/or services ("Services") furnished in the principal amount of
$37,722.25. This Claim of Lien also secures interest at the rate of 18% APR, from
March 26, 2020, together with attorney's fees, costs, and all assessments that accrue
after the date of this lien. The date of last Services was March 18, 2020. Services were
authorized by Moser Aviation, LLC and/or its agents or representatives and others.
Claimant is not currently in possession of the aircraft.
NOTICE: Pursuant to Texas Property Code Section 70.302, Claimant may claim
possession of the Aircraft until the total amount due is paid in full.
Pursuant to Texas Property Code Section 70.303, Claimant may exercise its statutory
right to sell the Aircraft at public auction and apply the proceeds against the total amount
due.
Claimant:
I do her y affirm that the facts or matters stated or recited herein are true.
By:
/WC /O7A-1-O-2
rue:CUh)is 6-eivik•frip
Commonwealth of Massachusetts
:
County of Norfolk, to wit
Subscribed and sworn to before me this ZO day of PL
k
2•07.0.
. • •
Notary Public
My commission expires Pr \--) f 11 2-L\ t 2.o 710
•
MCCIEM.CHMOLEA
Noisy Mk
Commonage" of lassaduses
My Commlielon Expire Apri24.2026
201151342542
15.00 04124/2020
CK020826 Conveyance Remorded May/26/2020 02:05 PM FAA
SDNY_GM_02758410
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245332
EFTA01329795
A.113 VN01-itrINO
6zz ue hZ hdV otoz
NOI1Vd1SIDDI
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SDNY_GM_02758411
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245333
EFTA01329796
''NUM: 727KB
SERIAL NUM: RK-260
MODEL: 40DA
AIR CARRIER:
This form is to be used in cases where a conveyance covers several aircraft and engines, propellers, or locations. File original of this form
with the recorded conveyance and a copy in each aircraft folder involved.
DATE EXECUTED
SEPTEMBER 10, 2019
FROM
DOCUMENT NO.
CF010193
FLATIRONS BANK
DATE RECORDED
OCT 11, 2019
Total Aircraft: I
Total Engines: 2
Total Props:
Total Spare Parts:
N727KB
WMINT F.144-3AP 252745
WMINT FJ44-3AP 252746
REGAR.UR (06/09)
SDNY_GM_02758412
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245334
EFTA01329797
SDNY_GM_02758413
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245335
EFTA01329798
CERTIFIED COPY
0
P.O. Box 25504
la
Oklahoma City. Oklahoma 73125
1511 W 60TH ST
CASPER, WY 82601.6203
Flatirons Bank
1095 Canyon Bind Suits 100
Boulder, CO 80302
NAME OF SECURED PARTY'S ASSIGNOR/GRANTOR:
1511 W 60TH ST
CASPER, WY 82601-6203
ABOVE SPACE
THIS AIRCRAFT SECURITY AGREEMENT dated September 10, 2019, Is mods end executed between PUMPJACK AVIATION LLC ("Grantor")
and Flatirons Bank ("Lender').
GRANT OF SECURITY INTEREST. For valuable consideration. Grantor grants to Lender a continuing security interest In the Collateral to secure
the Indebtedness and agrees that Lender shall have the rights slated In this Agreement with respect to the Collateral,
addition to all other
rights which Lender may have by law.
COLLATERAL. The word "CiNlaterer means the following•
(A)
The Aircraft
(8)
The engines and all avionics, Including without limitation the following specifically described engines or avionics or both: RAYTHEON
AIRCRAFT COMPANY. 400A. RK-260.
(C)
Al log hooks. manuals. flight records, maintenance records. inspection reports. airworthiness certificates, and other historical records
or Information relating to the Aircraft, including without limitation the following-
(0)
All attachments, accessions, parts. and additions to and all repacements of and substitutions for any property described above.
(El
All 'ante, accounts, chattel paper, general intangibles, and momn. arising out of or rated to use, rental. sale. tease. or other
disposition of any of the property descnbed in this toilsome section.
(F)
All proceeds (Including emu/arca proceeds) from the sea or other tit...nit:on of any
Section
(G)
All Associated Rights (as defined in the Cape Town Convention).
The word 'Aircraft' means the following described aircraft.
One (1) RAYTHEON AIRCRAFT COMPANY model 400A aircraft bearing manufacturers serial number RIF2S0 and United Stales
Registration Number N727K8 (the "MrCraft") end two (2) WILLIAMS INTERNATIONAL CO LLC Model FJ44-3AP aircraft engines
bearing manufacturer's serial numbers 252745 and 252746 which engines are In excess of 550 horsepower or the equivalent
The manufacturers serial number for the Aircraft k RK-0260. end its FAA RegIstradon Number M N727KB. The word "Aircraft" atso
means and includes without limitation, (1) the Arframe. (2) the Engines. and (3) any propellers.
The word 'Airframe' means the Aircraft's airframe. together with any and all pens, applerat components. instrum ents.
accessories. accessons. attachments. equipment. or avionics (including, without limitation, fedi& hider. navigation systems, or Other
electronic equipment) instated in, appurtenant to, or delivered with or in respect of such arrame.
The word 'Engines' means any engines described strove together with any other s✓craft engines which either now or in the future ars
installed on, appurtenant to, or delivered with or in respect of the Airframe, together with any arid ail parts, appliances, components.
accessories, accessions. attachments or equipment instated on, appurtenant to, or delivered with or In respect of such engines. The
word 'Engines' shall also refer to any reptacement aircraft engine which. under this Agreement, Is ragweed or permitted to be installed
upon the Airframe.
RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Grantor's accounts with Lamer (whether
checking, savings, ar-some tatho. maxim). This notices all accounts Grantor holds Jointly with someone else and all accounts Grantor may
open in the future. However, this does not include any IRA or Keogh accounts. or any trust accounts for which setoff would be prohibited by
law. Grantor motoring Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the Indebtedness against any
and all such accounts, and, at Lenders option, to administratively freeze all such accounts to allow Lender to protect Lenders charge end setoff
rights provided in this paragraph.
DURATION. This Agreement snag remain in full force and effect until such time as the Indebtedness secured hereby. including principal.
interest. Costa, expenses. attorneys' fees and other fees and charges. shall hem been paid in full, together with all additional sums that tender
may pay or advance on Grantor's bear and interest thereon es provided In this Agreement.
REPRESENTATIONS AND WARRANTIES CONCERNING COLLATERAL Grantor represents. warrants and covenants to Lender at all times white
I hereby mai& that I have compared this document with
the origiaal and k is a taw andcorrect copy thereof 4k a'~rst
of the property described in this Carteret
192541455102
$15 Chi 0911/2019
SDNY_GM_02758414
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
0
0
0
S
0
S a a a
2
S
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EFTA_00245336
EFTA01329799
SDNY_GM_02758415
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245337
EFTA01329800
Loan No: 19001654
(Continued)
Page 2
this Agreement is in effect as follows:
Aircraft. The Airframe with the Engines instead thereon is type certified by the FAA to transport at least eight (8) persons including crew
or goods in excess of 2750 kilograms and the Engines are either Jet propulsion or turbine or piston technology and, in the case of el
propulsion aircraft engines, have at least 1750 lb. of thrust or its equivalent end, in the one of turbine-powered or peton-POwered aircraft
engnes, have at east 550 rated take-off shaft horsepower or its equivalent.
Title. Grantor warrants that Grantor is the lawful owner of the Collateral and holds good and me/Natal:4 title to the Collateral, free and
Cear of all Encumbrances except the hen of this Agreement.
Grantor Is. or concurrent with the completion of the transactions
contemplated by this Agreement will be, the rag stared owner of the Aircraft pursuant to a proper registration under the Federal Aviation
Act of 1958, as amended. end Grantor qualifies in all respects as a citizen of the United States as defined In the Act. Grantor shall defend
Lender's rights In the Coasters! eganit the claims and demands of as other persons. The Collateral Is not and will not be registered %Ade(
the laws of any foreign Country, and Grantor is and will remain a citizen of the United States as defined in the Federal Aviation Act of
1958. as amended. Grantor shall promptly consent or cause its agent to, consent to the registration of the international Interest created
hereby with the international Registry. Grantor is an epproved registry user under the Registry Procedures with full rights end privileges to
access the International Regstry.
Authority; Binding Effect. Grantor has the fun right. power and authority to enter into this Agreement and to grant a security interest in the
Collateral to Lender. This Agreement Is binding upon Grantor as wen as Grantor's successors and assigns, and is legally enforceable in
accordance with its terms. The foregoing representations end warranties, and all other representations and warranties contained in this
Agreement are and shall be continuing in nature end shell remain n full force and effect until such time as this Agreement is terminated or
cancelled as provided herein.
Aircraft end Log Books. Grantor will keep accurate and complete logs. manuals, books, and records retelling to the Collateral. and will
provide lender with copes of such reports and informal:or. relat/nu to the CoSalerei as tender may reesonably require from time to time
Perfection of Security Interest. Grantor Wan to take whatever actions are requested by Lender to perfect and contnue Lender's security
interest in the Collateral. Upon request of lender. Grantor will deliver to Lender any and all of the documents evidencing or constituting the
Collateral, end Grantor will note tenders Interest upon any end all chattel paper and Instruments If not delivered to tender for possession
by Lender. In particular, Grantor will perform, or will cause to be performed, upon Lender's request. each and all of the following:
(I) Record, register and ill this Agreement, together with such notices. financing statements or other documents or instruments as
Lender may request from lime to time to carry out fully the intent of this Agreement, with the FM in Oklahoma City, Oklahoma.
United States of Mums and other governmental agencies, either concurrent with the delivery and acceptance of the Collateral or
promptly after the execution and delivery of this Agreement.
(2) Furnish to lender evidence of every such recording, registering, end fling.
(3) Execute and deliver or perform any and all acts and things which may be reasonably requested by Lender with respect to
complying with or remaining subject to the Applicable Laws
(4) At or prior to the time of the making of the loan. Grantor will cause the International Interest to be validly registered with tho
International Registry and to be searchable at the International Registry. Grantor, at its own expense. shall cause the ropstration
the International Interest with the International Registry to remain valid and in effect at all times.
Grantor hereby appoints Lender as Grantor's irrevocable attomeym-fact for the purpose of execubng any documents necessary to perfect.
amend, or to continue the security interests granted in this Agreement or to demand termination Of flings of other secured parties. Londe:
may at any time. and without further authorization from Grantor, file e carbon, pvitograpnic or other reproduction of any financing
statement or of this Agreement for use u s financing statement. Grantor will reimburse Lander for alt expenses for the perfection end the
continuation of the perfection of Lenders security interest in the Cotlaterel
Notices to Lender. Greater will promptly notify Lender in writing at Lenders address shown above (or such other addresses as Lender may
designate from time to time) prior to any (1) change In Grantor's name; (2) change In Grantor's assumed business name(s); (3) change
in the management or in the members or managers of the limited liability company Grantor, (4) change in the authorized sIgner(s); (5)
change in Grantor's prencipin office address; (6) change in Grantees state of organization; (7) conversion of Grantor to a new or different
type of business entity; or (8) change in any other aspect of Grantor that directly or Indirectly relates to any agreements between Grantor
and Lender. No change in Grantor's name or state of organization will take effect until after Lender has received notes
Location of the Collateral. Grantor will hangar or keep the Collateral at A location acceptable to Bank or at Signature Aviation, Centennial
Airport. 800 INTERPORT BLVD, SUITE 240. ENGLEWOOD, CO, 801 12 which Is its home airport or base location.
Removal of the Collateral. Except for routine use. Grantor shall not remove the Collateral from its existing location without Lender's per
written consent. Grantor shall whenever requested, advise Lender of the exact location of the Collateral.
Inspection of Collateral. At any reasonable time, on demand by Lender. Grantor shall cause the Collateral (Including the logs, books,
manuals, and records comprising the Colataral) to be exhibited to Lender (or persons designated by Lender) for purposes of Inspection end
copying.
lealikunance, Repairs, Inspections, and Licenses. Grantor, at its exPenas, shell do. or cause to be done, in a timely manner with respect to
the Cotiateral each and all of the following:
(1) Grantor Mal maintain and keep the Coasters in as good condition and repair as It is on the date of this Agreement. ordinary weer
and leer excepted.
(2) Grantor shall maintain and keep the Aircraft in good order end repair and in airworthy condition in accordance with the
requIremants of each of the manufacturers' manuals end mandatory service bulletins end each of the manufacturers' non-mandatory
service bugle:Ms which tate to ainvonhiness.
(3)
Grantor shall replace in or on the Airframe. any end as Engines, parts. apphancas. instruments or accessories which may be worn
out. lost. destroyed or otherwise rendered unfit for use
(4) Grantor shalt cause to be performed, on al per's of the Aircraft, all applicable mandatory Airworthiness Directives. Federal
Aviation Regulations. Special Federal Aviation Regulations, end manufacturers' service' bufielint relating to eirworthtness. the
compliance date of which eh& occur while this Agreement is in effect.
(5) Grantor shall be responsible for as required Inspections of the Aircraft and licensing or re-licensing of the Aircraft In accordance
with al applicable FM end other ocnremmental reouirements Grantor shall at all times cause the Aircraft to have on board end In a
SDNY_Gliii_02758416
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245338
EFTA01329801
SDNY_GM_027584t7
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245339
EFTA01329802
AiRCRAFT SECURITY AGREEMENT
Loan No: 19001654
(Continued)
Page 3
conspicuous location a current Certificate of Airworthiness issued by the FAA
(6) All inspections. maintenance, modifications. repairs, and overhauls of the Aircraft (including those performed on the Airframe. the
Engines or any components. appliances, accessories. instruments, or equipment) shall be performed by personnel authorized by the
FAA to perform such sernces.
(7) If any Engine, component. appliance. accessory. instniment, equipment or part of the Aircraft shall reach such a condition as to
require overhaul, repair Cr repharament, for any cause whatever. in order to comedy with the standards for maintenance and other
provisions set forth In this Agreements Grantor may:
(a) Instal on or in the Aircraft such items of substantially the same type in temporary replacement of those then installed on the
Aircraft, pending overhaul or repair of the unsatisfactory item: provided. however. that such replacement items mutt be in such a
condition as to be permissible for use upon the Aircraft in accordance with the standards for maintenance and other provisions
set forth in this Agreement, provided further, however. that Grantor at as times must retain unencumbered title to any and all
Herne tempera* removed: or
(ti) Metal on or in the Aircraft such Items of substantially the same type and value in permanent replacement of those the.,
installed on the Aircraft; provided, however, that such replacement items must be in such condition as to be permissible for use
upon the Aircraft in nernmance with the standards for nia;nanr..;ca and other provisions sal forth in this Agreement provided
further. however, that Grantor must first comply with each of the requirements below.
(8) ki the event Grantor Ora be required or permitted to install upon the Airframe or any Engine, components, appiances,
accessories. instruments. engines, equipment or parts in permanent replacement of those then installed on the Airframe or such
Engine, Grantor may do so provided that, in addition to any other requirements of this Agreement'
(a) Lender is not divested of Its security interest in and hen upon any tern removed from the Aircraft and that no such removed
item shall be or become subject to the lien or claim of any person, unless and until such 'tern is replaced by an item of the type
and condition required by this Agreement. title to which, upon its being Installed or attached to the Airframe, is validly vested in
Grantor, free and clear of all hens end earns, of every k'nd or nature. of ell persons other than Lender,
(b) Grantors MS to event substitutod Item shall immediately be and become subject to the security interests end liens of Lender
and each of the provisions of this Agreement. and each such item shell remain so encumbered and so subject unless It is, in turn.
replaced by • substitute item in the manner permitted in this Agreement end
(c) If en gem is removed from the Aircraft and replaced in accordance with the requirements Of this Agreement. and If the
Substituted item satisfies the requirements of this Agreement. including the isms and conditions above. then the item which Is
removed shell thereupon be free and clear of the secunty interests and liens of Lender.
(9) in the event that any Engine, component appliance, accessory. instrument, equipment or part is installed upon the Airframe. and
is not in substitution for or in replacement of an existing item, such additional item alias be considered as an accession to the
Airframe.
Taxes, Assessments ail
1.1-znar will pay viten due all taxes. assessments and liens upon the Colt/none, its use or operation, upon
this Agreement upon the Note, or upon any of the other Related Documents. Grantor may withhold any such payment or may elect to
contest any !en if Grantor Is in good faith conducting an OPOMPlate proceeding to contest the obligation to pay end sifi long as Lenders
interest in the Collateral is not jeopardized in Lender's sole *pinkie If the Collateral is subjected to a lien whith is not discharged within
fifteen (15) days, Granter she deposit with Lander cash, a suffiaent corporate surety bond or other security satisfactory to Lender in sn
amount adequate to provide for the discharge of the hen plus any interest. costs or other charges that could accrue as a result of
foreclosure or sale of the Collateral. In any contest Grantor shes defend itself and Lender and shall satisfy any final adverse judgment
before enforcement against the Collateral. Grantor shall name Lender as an additional obligee under any surety bond furnished in the
contest proceedings.
Compliance with Governmental Requirements. Grantor shell comply promptly with Si laws. ordinances and regulations of the FAA and at
other governmental authorities applicable to the use. operation, maintenance. overhaulng or condition of the Collateral. Grantor may
contest In good faith any such law, ordinance or regulation and withhold compliance during any proceeding, including appropnato appeals,
so long as Lenders Interest In the Coasters), in Lenders opinion. is not Jeopardized. Without limiting the foregoing, Grantor agrees that at
no time during the efferrAlveness of this Agreement shag the Collateral be operated in, located in, or relocated to. any jurisdiction. unless the
Cape Town Conventon or Geneva Convention (together with necessary enacting rules and regulations) a acme comparable treaty, rules
and regulations satisfact0ry to Lender shaft be in effect in such jurisdiction and any notices. financing statements, documents, or
instruments necessary or required, in the opinion of Lender. to be filed in such jurisdiction shalt have been filed and file stamped copies
thereof shall nave been furnished to Lender. Notwithstanding the foregoing. at rto lime shell the Collateral be operated In or over any area
which may expose Lender to any penally, fine. sanction or other lability. whether civil or criminal, under any appicable law, rule. treaty or
convention; nor may the Colateral be used in any manner which is or may be declared to be illegal and which may thereby render the
Collateral liable to confiscation. Seizure nelsnlinn or deStnrCtion.
Records Maintenance. Grantor shell maintain records relating to the Aircraft in accordance with FAA rules and regulations and from time to
time make such records available for Inspection by Lender and its duly authorised agents.
Maintenance of Casualty Insurance. Grantor shall procure arid maintain et al. times all risks insurance on the Collateral, Including without
limitation fee. theft lability and hull insurance. and such other Insurance as Lender may require with reaped to the Collateral, in form,
amounts. coverages end basis reasonably ecceplable to Lender and issued by a company or companies reasonably acceptable to Lender.
Grantor shell further provide and maintain, at its sole cost arid expense. c0mprehensma public liability insurance, naming both Grantor and
Lender as parties insured, protecting agarst claims for badly injury, death and/Or property damage arising out of the use, ownership.
possession, operation ere condition of the Altera& and further containing a broad form contractual l ability endorsement covering Grantor's
obligations to Indsmryfy Lender as provided under this Agreement. Such policies of insurance must also contain a provision, in form and
substance acceptable lu immier, prohibiting cancellation or the alteration of such insurance without at least ten (10) days prior written
notice to Lender of such intended cancelebon or alteration. Such Insurance policies also shall include an endorsement providing that
coverage n favor of Lender will not be impaired in any way by any act, omission or default of Grantor or any other person. Grantor agrees
to provide Lender with originals or certified copies of such policies of insurance. Grantor. upon request of Lender. will deliver to Lender
from time to time the polices or certificates of insurance in form satisfactory to Lender In connection with ell policies covering assets in
which Lender holds or Is offered a security interest for the Indebtedness. Grantor will provide Lander with such lenders loss payable or
other endorsements es Lander may require. Grantor shall not use or permit the Collateral to be used in any manner or for any purpose
excepted from or contrary to the requirements of any insurance policy or p0l1O55 required to be Carried and maintained under Mrs
Agreement or for any purpose excepted or exempted from or contrary to the insurance policies, nor shall Grantor do any other act or permit
anything to be done which could reasonably be expected to Invalidate or limit any Such insurance policy or policies
SONY_GM_02758418
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
Erl'A_00245340
EFTA01329803
SDNY_GM_02758419
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA 00245341
EFTA01329804
Loan No: 19001654
(Continued)
Page 4
Application of Insurance Proceeds. Grantor thee promptly notify Lender of any loss or damage to the Collateral, whether or not such
casually or loss is covered by insurance. Lender may make proof of loss if Grantor fails to do so within fifteen (15) days of the casualty.
All proceeds of any insurance on the Collateral. including accrued proceeds thereon, shall be held by Lender as pan of the Collateral. If
Lender consents to repair or replacement of the damaged or destroyed Collateral, Lender slue upon satisfactory proof of expendrture. Pay
or reimburse Grantor from the proceeds for the reasonable cost of repair or restoration. If Lander does not consent to repair or replacement
of the Caesura Lender chart retain a sufficient amount of the proceeds to pay all of the Indebtedness, and shaft pay the bailout to
Grantor. My proceeds which have not been disbursed within six (6) months after their receipt and which Grantor has not committed 10
the repair or restoration of the Collateral snail be used to prepay the indebtedness.
Insurance Reports. Grantor, upon request of Lender, shall furnish 10 Lender reports on each existing policy of insurance showing such
reformation as Lender may reasonably request including the following: (1) the name of the insurer. (2) the risks Insured: (3) the amount
of the policy; (4) the property Insured; (5) the then currant nitre on the basis of which insurance his been obtained end the manner of
determining that value: and (6) the expiration data of the polity. In addition. Grantor shall upon request by Lender (however not more
often than annually) have an independent appraiser satisfactory to.Lwder determine. as appicaltle, the curl vehre or replacement cost of
the Collateral.
Prior Encumbrances. To the extent applicable. Grant*r shell fully end timely perform any end all of Grantor's obligations under any poor
Encumbrances affecing the Collateral. Without limiting the foregoing. Grantor Shall not commit or permit to exist any breach of or default
under any such prior Encumbrances.
Grantor shall further promptly notify Lender in writing upon the occurrence of any event or
circumstances that would. or that might. result ine breath of or default under any such prior Encumbrance. Grantor shall further not
modify or extend any of the terms of any poor Encumbrance or any indebtedness secured thereby, or request or obtain any additional loans
or other extensions of credit from any third party creditor or eradiate whenever such additional loon advances or other extensions of credit
may be directly or mouthy secured, whether by croes-collaterstaabon or otherwise, by the Cosetena. or any pen or parts thereof. with
possible preference and priority over the lien of this Agreement.
Notice of Encumbrances and Events of Default. Grantor shall immediately notify Lender in wnting upon Ihe filing of any attachment, len.
judicial process. or claim relating to the Collateral. Grantor additionally agrees 10 immediately notify Lender in writing upon the occurrence
of any Event of Default. Of event that with the passers of time, failure to one, or giving of notice, may meth in en Event of Default under
any of Grantor's obligations that may be seared by any presently existing or future Encumbrance, or that may result in an Encumbrance
affecting the Collinear+, or should the Collateral be salted or attached or levied upon, or threatened by seizure or attachment or levy, by any
person other then Lender.
PROHIBITIONS REGARDING COLLATERAL. Grantor represents, warrants and covenants to Lender while this Agreement remains in effect as
farrows:
Transactions Involving Collateral. Grantor shall not fiat, offer to sell, or COM'Wise transfer or dispose of the Collateral. Granter shall not
pledge, mortgage, encumber or otherwise permit the Collateral In be sublet' to any ben. security interest, encumbrance, or charge. other
than the security interest provided for in this Agreement, without the prior written consent of Lender. This Includes security interests even
if Junior in right to the security interests granted under this Agreement. Unless waived by Lender, all proceeds from any disposition of the
COHISIVOI (tor whatever reason) shell be held in trust for Lender, and shall not be commingled with any other funds; provided however, this
requirement shall not constitute content by Lender to any sale or other disposition. Upon receipt. Grantor shall immediately deOvet any
such aromas to Lender.
No Removal of Pans. Except as permitted or required in the section of this Agreement titled 'Maintenance. Repairs. Inspections, and
Licenses? Grantor shell not remove or permit the removal of any parts, engines, accessories, avionics or equipment from the Aircraft
without replacing the same with comparable parts, engines, accessories. avionics and equipment acceptable to Lender and the Aircraft's
manufacturer and knitter.
Future Encumbrances.
Grantor shell not, without the prior written consent of Lender, grant any Encumbrance that may affect the
Collateral, or any part or parts thereof, nor shall Grantor permit or consent to any Encumbrance attaching to a being moo against the
Collateral. of any pert or parts thereof. in favor of anyone other than Lender. Grantor Vial further promptly pay when due 52 statements
and charges of airport authorities, mechanics, laborers, materiatimm. suppliers and others incurred in connection with the use. operation.
storage, maintenance and repair of the Aircraft so that no Encumbrance may attach to or be filed against the Aircraft or other Collateral
Grantor additionally agrees to obtain, upon request by Lender. and in form end substance es may then be satisfactory to Lender.
appropnate waivers and/of subordination, of any Encumbrances that may effect the Cthaterel at any time.
GRANTOR'S RIGHT TO POSSESSION. Until default, Grantor shall have the possession end beneficial use of the Collateral and may use n in any
lawful manner not inconsistent with this Agreement or the Related Documents.
LENDER'S EXPENDfTURES. If any action a proceeding is OYMOVICOO that would materially effect Landers interest in the Collateral or if
Grantor fors to comply with any provision of this Agreement or any Relined Documents, including but not limited to Grantor's failure to
discharge or pay when due any *mounts Grantor Is required to discharge or pay under this Agreement or sny Related Documents. Lender on
Grantees behalf may (but shall not be obligated to) take any action that Lands deems appropriate. including but not limited to discharging or
peyng an taxes, liens. security interests, encumbrances and other claims. at any time levied or placed on the Collateral end paying all coats for
insunng. maintaining and preserving the Collateral. AN such expenditures incurred or paid by Lender for such purposes will then bear interest at
the rate charged under the Note from the date incurred or paid by Lender to the date of repayment by Grantor. All such expenses will become a
part of the Indebtedness and. at Lenders option, will (A) be payable on demand; (El) be added to the balance of the Note and be appOrtiOned
among and be payable with any installment payments to become due during either (1) the term of any applicable Insurance policy; or (2) the
remaining term of the Note: or (C) be treated as a balloon payment which will be due and payable at the Note's maturity. The Agreement also
will secure payment of these amounts. Such right shell be In addition to all other tights and remedies to which Lender may be entitled upon
Default.
DEFAULT. Each of the following shall constitute en Event of Default under this Agreement:
Payment Default. Grantor fails to make any payment when due under the Indebtedness.
Other Defaults. Granite faits to oomph with or to perform any other term, of:neaten, covenant or condition contained in this Agreement or
in any of the Related Documents or to comply with or to perform any term, obigation. covenant or condition contained in any other
agreement between Lender and Grantor
Default In Favor of Third Parties. Any guarantor or Grantor defaults under any loan, extension of aedit. secunty agreement, purchase or
sales agreement. Or any Other agreement. In favor of any other creditor or person that may materially effect any of any guarantor's or
Grantor's property or ability to perform their respective alp:ions under this Agreement or any of the Related Documents.
False Statements. Any warranty. representation or statement made or furnished to Lender by Grantor or on Grantor's behalf under this
SDNYGM02758420
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
Erl'A_00245342
EFTA01329805
SDNY_GM_02758421
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245343
EFTA01329806
Loan No: 19001654
(Continued)
Page 5
Agreement or the Related Documents Is false or misleading in any malarial respect. either now or at the time maze or furnished or becomes
false or misleading at any time thereafter.
Defective CousinStaten. This Agreement or any of the Related Documents Ceases to be in full force and effect (including failure of any
collateral document to create a vied and perfected security interest or lien) at any time and for any reason.
Insolvency. The dissolution of Grantor (regard/sal of whether election to continue is made). any member withdraws from the limited
liability company. or any other termination of Grantor's existence as a going Sourness or the death of any member, the insolvency of
Grantor, the appointment at e receiver for any part of Grantors property, any assignment for the benefit of creditors, any type of creditor
workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by a against Grantor.
Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by exacial proceeding, selfihello,
repossession or any other method, by any creditor of Grantor or by any governmental agency against any collateral securing the
Indebtedness. This includes a garnishment of any of Grantor's accounts. needing deposit accounts, with Lender. However, this Event of
Default shall not apply if there is a good faith dispute by Grantor as to the validity or reasonableness of the detm which d the basis of the
creditor or forfeiture proceeding and If Grantor gives Lender written notice of the creditor or forfeiture proceeding and deposits with Lender
monies or e surety bond for the creditor or forfeiture proceeding, In an amount determined by Lender, in Its sole disorebon. as being en
adequate reserve or bond for the depute
Events Affecting Guarantor. Any of the preceding events occurs with respect to any Guarantor of any of the indebtedness or Guarantor
dies or becomes incompetent or revokes or disputes the validity of. or hasilly under, any Guaranty of the Indebtedness.
Adverse Change. A matenal adverse change occurs in Grantors finaneull condition, or Lender CM eves the prospect of payment or
performance of the Indebtedness is impaired.
insecurity. lender in good faith believes Itself Insecure.
RIGHTS AND REMEDIES ON DEFAULT, If en Event of Default occurs under We Agreement, at any time thereafter. Lender Pall have all the
rights of a secured party under the Colorado Uniform Commercial Coca In addition and without limitation, Lender may exercise any one or more
of the following rights and remedies:
Accelerate Indebtedness. Lender may declare the entire Indebtedness, ncluding any prepayment penalty which Grantor would be recurred
to pay. immediately due and payable, without notice of any kid to Grantor.
Assemble Collateral. Lender may require Grantor to deliver to Lender all or any portion of the Collateral and any and as certificates of title
and Other documents relating to the Collateral. Lender may require Grantor to assemble tie Collateral and make it available to Lender at a
place to be designated by I ends.
Lender also shall have full power to enter upon the property of Grantor to take possession of end
remove the Collateral. If the Collateral contains other goods not covered by this Agreement at the time of repossession. Grantor agrees
Lender may take such other goods, provided that Lender makes reasonable efforts to return them to Grantor after repossession.
Sell the Collateral. Lender Shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds thereof In Lenders
own name or that of Grantor. Lender may see the Collateral at public auction or private sale. Urine the Collateral threaten. to decline
Speedily in value or Is or a type customarily sold on a recognized market, Lender will give Grantor, and other persons as required by law.
reasonable notice of the time and piece of any pubic sale, or the time after which any private sae or any other disposition of the Collateral
is to be made However, no notice need be provided to any person who, after Event of Default occurs, enters !into and authenticates an
agreement waiving that person's right to notifiCaten of sate. The requirements of reasonable notice thee be met if such notice is given at
least ten (10) days before the time of the saki or disposition. All expenses relating to the disposition of the Collateral, including without
limitation the expenses of etekleg, toeing, lrzwing, on:card; for the
Coialeral. shall become a part of the Indebtedness
secured by this Agreement and shall be payable on demand, with interest at the Note rate from date of expenditure until repaid.
Appoint Receiver, Lender shall have the right to have a receiver appointed to take possession of and or any part of the Collateral, with the
power to protect and preserve the Collateral, to operate the Collateral preceding foreclosure or sale, and to collect the rents from the
Collateral and apply the proceeds, over and above the cost of the receivership, against the Indebtedness. The receiver may serve without
bond if permitted by law. Lender's right to the appointment of a receiver shall exist whether or not the apparent value of the Creamed
exceeds the indebtedness by a substantial amount. Employment by Lender shall not disqualify a person from serving as a receiver.
Receiver may be appointed by a court of competent jurisdiction upon ex pane appiCaliOn end withOut notice. notice bang expressly
waived.
Obtain Deficiency. If Lender chooses to sell any or all of the Collateral. Lander may obtain • ludgrnent against Grantor for any deficiency
remaining on the Indebtedness due to Lender after application of all amounts received from the exercise of the rights provided In this
Agreement.
Other Rights end Remedies. Lender shall have all the nghts and remedies of a Seated creditor under the provisions of the Undorrn
Commercial Code, as may be amended from time to time, and the Cape Town Convention, Including Articles 8. 9, 10 end 13 of the
Convention. Lender may *senses any right under the IDERA, including de-registering the Aircraft end Grantor acknOwlegglar and agrees
that, notwithstanding such deavighltrattOn and any subsequent moregistration. Grantor shall be liable for all amounts due hereunder and
under the Note and Related Documents. In addition. Lender shall have end may exercise any or all other rights and remedies it may have
available at law, in equity, or otherwise.
Election of Remedies. Except as may be prohibited by applicable law, el of Lender's nghts and remedies, whether evidenced by sits
Agreement, the Rote= List:Alarito. Cr by any Wei writing. shall be cumu alive and may be exercised singularly or concurrently. Election
by Lender to pursue any remedy shell not exclude pursuit of any other remedy, end en election to make expenditures or to take action to
perform en obligation of Grantor under this Agreement, after Grantor's failure to perform, that not effect Lender's nght to declare a default
and exercise its ramedist
INDEMNIFICATION Of UNDER. Grantor agrees to indemnify, to defend and to save and hold Lender harmless from any and all claims, suite,
obligations. damages, losses, costs and expenses (inducting. without limitation, Lender's attorneys' fees), demands. liabilities, penalties, fines
and forfeitures of any nature whatsoever that may be essened against or incurred by Lender. its Officers, directors, employees, and agents
arising out of, relating to. Or in any manner occasioned by this Agreement and the exercise of the rights and remedies granted Lordsr under this.
The foregoing indemnity provisions shall survive the CenCelabOn Of MIS Agreement as to all matters aniline Or accruing prior to such cancellation
and the foregoing indemnity shall survive in the event that Lender elects to exercise any of the remedies as provided under this Agreement
following default hereunder
MISCELLANEOUS PROVISIONS. The following miscellaneous provisions &reaped of true Agreement:
Amendments. This Agreement. together with any Related Documents, Constitutes the entire understanding end agreement of the parties
as to the manors set forth in this Aoreamant, No alteration of or amendment to this Agreement shall be effective unless gran in writing
SDNY_GM_02758422
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245344
EFTA01329807
SDNY_GM_02758423
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245345
EFTA01329808
Loan No: 19001654
(Continued)
Page 6
and signed by the party or pantos sovght to be charged or bound by the alteration or amendment.
Attorneys' Fees; Expenses. Grantor agrees to pay upon demand all of Lender's reasonable costs and expenses. including Lenders
attorneys' fees and Lender's legal expenses. recurred In connection with the enforcement of this Agreement
Lender may hire or pay
someone eke to help enforce this Agreement, and Grantor sham pay the reasonable costs and expenses of such enforcement. Costs and
expenses include Lenders attorneys' fees end legal expenses whether or not there is • lawsuit, including attorneys' fees and legal
expenses for bankruptcy proceedings (Including efforts In modify or vacate any summate stay Or trivia:an). appeals, and any anticipated
post-Judgment collection services. Grantor also shall pay all court costs end such additional fees as may be directed by the court.
Caption Headings. Caption headings in tins agreement we for convenience purposes only and are not to ba used to interpret or define the
provisions of this Agreement.
Governing Lew. This Agreement will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the
laws of the State of Colorado without regard to Its conflicts of law provisions. This Agreement has been accepted by Lender In the State
of Colorado.
Choice of Venue. If there is a lawsuit. Grantor agrees upon Lender's request to submit to the Jurisdiction of the courts of Boulder County.
Slate of Colorado.
Notices. Any notice required to be given under this Agreement shall be given In writing, and shall be effective when actually delivered.
when actually received by telefacsinwe (unless otherwise required by law), when deposited with a nationally recognized overnight courier.
or, if mailed, Wien deposited in the United States mail, as fest class, certified or registered mail postage prepaid, directed to the addresses
shown near the beginning of this Agreement. Any party may change its address for notices under this Agreement by giving formal written
notice to the Other parses, specifying that the purpose of the notice is to change the party's address For notice purposes. Grantor agrees
to keep Lender informed at all times of Grantors current address Unless otherwise provided or required by law, if there n more than one
Grantor, any notice given by Lender to any Grantor is deemed to be notice given to ell Grantors.
SeveribIlity. If is court of competent Jurisdiction finds any provision of this Agreement to be Segal, invalid. or unenforceable as to any
circumstance, that finding shall not make the offending provision mega. invalid. or unenforceable as to any other Circumstance. If feasible.
the offending provision shall be considered malted so that It became legal. void end enforceable. If Me offending provision cannot be so
modified, it shall be considered deleted from this Agreement. Unless otherwise required by law, the Illegality, invalidity, or unenforceabilily
of any OrinnsiOn of this Agreement shall not affect the legality, validity or enforceability of any other provision of this Agreement
Suctamers and Assigns. Subject to any limitations stated In this Agreement on transfer of Grantor's interest. this Agreement shall be
binding upon end inure to the benefit of the parties. their successors and assigns. If ownership of the Collateral becomes vested in a
pencil other than Grantor. Lender. without notice to Grantor. may deal with Grantor's successors with reference to this Agreement end the
Indebtedness by way of forbearance or extension without releasing Grantor from the obligations or this Agreement a liability under the
Indebtedness
Survival of Representations and Warranties. An representations. warranties. and agreements made by Grantor In this Agreement *hal
survive the execution and delivery of this Agreement. WWI be continuing in nature. and shall remain in full force and effect until such time
as Grantor's Indebtedness Mali be paid in full.
No Waiver by Lender. Lender shall not be deemed to have wanted any rights under this Agreement unless such waiver is given in writing
and signed by Lender No delay or omission on the part of Lander In exercising any right shall operate as a waiver of Stith right Or any
other right. A waiver by Lender of a provision of this Agreement shall not prejudice or constitute a waiver of Lenders right otherwise to
demand suit compliance with that provision or any other provision of this Agreement. No prior waver by Lender, not any course of
dealing between Lender and Grantor, shall constitute a waver of any of Lender's rights or of any of Grentcrs obligatIont as to any future
transactions Wneneve• the consent of Lender is required under this Agreement, the granting of such consent by Lender in sny instance
snail not constitute continuing consent to subsequent instances where such consent is required and in a cases such consent may be
granted or withheld in the sole discretion of Lander.
Waive Jury. All parties to this Agreement hereby walw the right to sny jury trial in any action, proceedkifs. or counterclaim brought by any
party against any other parry.
DEFINITIONS. The following caaallzed words and terms shall have the f011Owing meanings when used in this Agreement. Unless specifically
stated to the contrary. all references to doper amounts shall mean amounts in lawful money of the United Stales of America. Words and terms
used In the singular shell include the plural, and the plural shall include the angular, as the context may require. Words and terms not otherwise
defined in this Agreement shaft have the meanings attributed to Such terms in the United States Code and Regulations thereunder dealing with
or involving Aircraft, commercial instruments natal/fig to such Aircraft, and in the Uniform Commercial Code:
Agreement. The word 'Agreement" means this Aircraft Security Agreement, as this Aircraft Security Agreement may be emended or
modified from time to time together with all exhibits and schedules attached to this Aircraft Security Agreement from time to time.
Aircraft Protocol. The words 'Aircraft Protocol' mean the official English language text of the PrOtOCOl to the Convention on International
Interests In weds Equipment on Matters Settee to Aircraft Equipment adopted on Nov/inborn& 2001.
Appticabie Laws. The words 'Applicable Laws' mean all applicable laws. rules and regulations of the United States, including without
limitaton the Cape Town Convention and the Geneva Convention, and states, territories end political SobernStOnn thereof. of sny foreign
government or agency thereof, and of any other govemmentW body.
Borrower. The word 'Borrower means PUMPJACK AVIATION LLC and includes all citheigners end co-makers signing the Note and al their
successors and **signs.
Cape Town Convention. The words 'Cape Town Convention' mean, collectively. the Aircraft Protocol and the Convention. In each case.
as ratified end in effect in any applicable Jurisdiction (including any modifications to the official English language text as • result of such
ratification).
Collateral. The word tollaterar means all of Grantor's right, title and interest in and to al: the Collateral as described In the Collateral
Description section of this Agreement.
Convention. The word 'Convention means the official English language text of the Convention On International Interests in Mobile
Equipment, adopted on November 16, 2001.
Default. The word 'Default' means the Default set forth in this Agreement in the section titled 'Default'.
Encumbrance. The word 'Encumbrance' means any and all present!), existing or future mortgages. hens. privileges and other contractual
and statutory security interests end rights, of every nature and kind. whether in admiralty, et law. or in equity, that now end/or in the future
SDNY_G?,4_02 758424
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFI'A_00245346
EFTA01329809
SDNY_GM_02758425
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245347
EFTA01329810
Loan No: 19001654
(Continued)
Page 7
may effect the Collateral or any part or parts thereof
Event of Default The words "Event of Default' mean any of the events of default set forth in this Agreement in the default section of this
Agreement.
FAA. The word 'FAA' moan the United States Federal Aviation Administration, or any successor or repacement administration or
governmental agency having the same or senile, authority and responsibilities.
Geneva Convention. The words *Geneve Convention' mean the Convention on the International Recogniton of Rights eit Aircraft made at
Geneva. Switzerland on June 19. 1948. ("Booby. September 17. 1953). together with tho necessary enacting rules and regulations
promulgated by any particular signatory country.
Grantor. Tne word "Grantor means PUMPJACK AVIATION LLC,
Guarantor. The word *Guarantor means any guarantor. surety. Or accommodation Deny of any or all of the Indebtedness
Guaranty. The word -Guaranty means the guaranty from Guarantor to Lender, inducting without animation a guaranty of as or pan of the
Nolo.
IDERA. The word *IDERA' means en Irrevocable De-Registration and Export Request Authonzeuon. which Is attached to this Agreement
indebtedness. The word -Indebtedness* means the indebtedness evidenced by the Note or Rotated Documents, including all principal and
interest together with all other indebtedness and costs and expenses for which Grantor is respord.ble under the Agreement or under any of
the Related Documents.
International Interest. The words "International Interest" mean an 'international interest' as defined In the Cape Town Convention.
International Registry. The words "International Registry mean the 'International Registry" as defined in the Ceps Town Convention.
Lender. The word 'Lender matins Flatiron Bank. its successors end assigns
Note. The word 'Note' means the Note dated September 10, 2019 and executed by PUMPJACK AVIATION LIC in the principal amount of
51.755.000.00, together with all renewals of, extensions of, modifications of. refinancings of. consolidations of. and substitutions for the
note or credit agreement.
Registry Procedures
The untrths "Registry Prot:cc:urge mean the offis/ei Engelah :seguede text of the international Registry Procedures
issued by the Supervisory Authority (as defined lit the Convention) pursuant to the Aircraft Protocol.
Related Documents. The words 'Related Documents' mean all promisor/ notes, credit agreements, wan agreements. environmental
agreements, guaranties. security agreements, mortgages, 06609 of trust. security deeds. collateral mortgages, and all other instruments,
ogroements and documents, *nether now or hereafter existing, executed in connection with the Indebtedness.
ITS TERMS. THIS AIRCRAFT SECURITY AGREEMENT IS DATED SEPTEMBER 10. 2019.
GRANTOR'
PUMPJACK AVIA
By:
MARTIN J
OUR. Mawr
AVIATION U.
LENDER:
FLATIRONS BANK
BY:
d Incl. Vice
SDNY_GM_02758426
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EF1'A_00245348
EFTA01329811
SDNY_GM_02758427
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA _00245349
EFTA01329812
Loan No: 19001654
(Continued)
Page 8
Oklahoma City, Oklahoma
Re: Irrevocable DeRegistration and Export Request Authorization
The undersigned is the registered owner of the RAYTHEON AIRCRAFT COMPANY 400A Diann(' manufacturers serial number RK-0260 and
United Slates nationality and registration marks N727KIII (together with as instilled. Incorporated or attached accessories, parts end equipment.
the "Aircraft- ).
This instrument is en irrevocable de-registration and export request authonzation issued by the undersigned in favor of Flatirons Bank (tho
'Authorized Party') under the authority of Article 25 of the Convention on International interests in Mobile Equipment and the Protocol thereto
on Matters Spaofic to Aircraft Equipment. In accordance with that Article. the undersigned hereby requests.
(i) Recognition that the Authorized Party or the person it certifies as Its designee Is the sole person entitled try
(a) Procure the de-registration of the Aircraft from the united Slates Civil Aircraft Register maintained by the Federal Aviation
Administration for the purposes of Chapter M of the Convention on International OW Aviation, signed at Chicago. on 7 December
1944: end
(b) Procure the export and physical transfer of the Aircraft from the un:ted States: and
Ccedimmtion that the Authorized Party or the person it certifies es Its designee may take the action 'periled in clause (i) above on
written demand without the consent of the undersigned and that, upon such demand. the authonties in the United Stales Shall
cc-operate with the Authorized Party with a view to the speedy completion of such action.
The rights in favor of the Authorized Reny 'stashed by this instrument may not be revoked by the undersigned without the written consent of
the Authorized Party.
Please eCknovelsidgil year agreement to this request and Its terms by appropriate notation In the epece provided below and (ding this instrument
in the FM Aircraft Registry.
OWNERS:
TIN J
AVIATION LL
Agra* 0 to ►nd Rag this
(date)
FAA Aircraft Registry
imager
of
PUMPJACK
By:
(signature)
SDNY_GM_02 758428
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EF1'A_00245350
EFTA01329813
Ail3
1,.'d 1 I d3S 6161
88 NOLL,
Vtri
SDNY_GM_02758429
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA 0024535I
EFTA01329814
ORIG# 2137 RETD TO MT
SDNY_GM_02758430
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245352
EFTA01329815
SDNY_GM_02758431
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245353
EFTA01329816
DocuSign Envelope ID F2866EFS-220E-4197-A3034505973C09B0
FILING COPY
UNTEO STATES
NUMBER
N727KB
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AIRCRAFT
MANUFACTURER Raytheon Aircraft Company model 400A
ANO MODEL
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SERIAL RK-260
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omit Thal the ofmniflon wasted neonate in any seaward 13 te aPSCORn
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DATE:
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NOTE- beast Men ley most recent teanWaloon cd Me attract anctallis exalted a contekta 11 aa 4 73*/ Provides /ono nowt MT-
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SDNY_GM_02758432
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245354
EFTA01329817
V61011V-1:10
A119 T:101-1'01;10
91i :Z lid 01 d3S 6101
89 I\101.Lii:IS1938
V2I0Ere
41113
SDNY_GM_02758433
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245355
EFTA01329818
CY# 7850 RETD TO MT
SDNY_GM_02758434
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245356
EFTA01329819
SDNY_GM_02758435
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245357
EFTA01329820
DocuSiOn Envelope ID. 9FFSM.942S4A-475843269-99969683ECTI3
O
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FOR
OF
$1.00 & o.v.c., THE
ate
UNITED STATES
O
Pso
N 727KB
>t, Raytheon Aircraft Company model 400A**
4•—•.
1.74
RK-260
DOES THIS
lb
DAY OF
Seaatei
1/4
2019
IN AND TO SUCH AIRCRAFT* UNTO:
FORM APPROVED
ONO NO. 21204042
00 Not PM. Pi OM MO
FOR FM USE ONLY
PURCHASER
(IF INDIVIDUAL(S). GIVE LAST NAME. mar NAM! MID NICOLE INITIAL)
Pumpjack Aviation LLC
1511 West 60t11 Street
Casper, WY 82601
AND TO
ITS SUCCESSORS
Mr"`"^^e, M'''PariniinS, AND ASSIGNS TO NAVE AND TO HOLD
F
1
HAVE
MV
2011
SELLER
(TYPED OR PRINTED)
SIGNATURE(S)
(IN INK) (IF EXECUTED FOR
'TITLE
(TYPED OR PRINTED)
XT Leasing Co., LLC
De•olipsi,„
)6L.B.. f
Li aim>,
Manger
SIMORMIC20411
Lance E. Lemieux
Aircraft as desenbed above shall also include two (2) Williams Intemauional Co LLC model F144-)AP aircraft enigma bearing
manufacturer's serial numbers 252745 and 252746 (described on the International Registry Manufaawer's Lid as WILLIAMS
INTERNATIONAL CO LLC model F/44-3 AP, serial numbers 252745 and 252746)
•• (described on the International Registry Manufacturer's List as RAYTHEON AIRCRAFT COMPANY model 400A, saial number
RK•260)
192531450341
$6137b4MIMMOMOTIFIL144."201181E2AMOMIDclacs
$5 I.10 09/1W2019
I busby at* id I Ire owned this doemat with
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SONY_GM_02758436
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0
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LA
EFTA_00245358
EFTA01329821
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VVJ
SDNY_GM_02758437
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245359
EFTA01329822
ORIG# 7847 RETD TO MT
SDNY_GM_02758438
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245360
EFTA01329823
SONY_GM_02758439
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA 00245361
EFTA01329824
CERTIFIED COPY
FAA RELEASE
flY727KB)
Minnesota Bank & Trust (successor by merger to Lease Finance Group, a division of Signature
Bank) hereby: (i) releases from the terms of the Aircraft Security Agreement (described and
defined on Exhibit A attached hereto) all of its right, title and interest in and to any and all
collateral covered thereby, including but not limited to the Equipment (described and defined on
Exhibit A); (ii) terminates the Aircraft Security Agreement and (iii) discharges the international
interests and assignments thereof created by the Security Agreement.
Dated this 1O
day of Sepfemixe2019.
[signature continues on next page]
I hereby certify that I have compared this document with
the original and kis at
lad carol copy rot
MIME FAA Rehm
K
SDNY_GM_02758440
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
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0
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EFTA_00245362
EFTA01329825
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as N011..!:LSi93Z1
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(1; A' li
SDNY_GM_02758441
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245363
EFTA01329826
The undersigned have executed this FAA Release (N727KB) on the date noted above.
Minnesota Bank & Trust (sucessor by
merger to Lease Finance Group, a division
of Signature Bank)
By:_—&--7407b&
Name: _g.4Sczcw..s
Title: Ifi4 e RC'S/Oen
I‘
WI/KBPM MOW
SDNY_GM_02758442
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245364
EFTA01329827
SDNY_GM_02758443
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245365
EFTA01329828
EXHIBIT A
Aircraft Security Agreement dated as of June 9, 2016 ("Aircraft Security Agreement"), between
XT Leasing Co., LLC, as debtor, and Lease Finance Group, a division of Signature Bank, as lender;
recorded by the Federal Aviation Administration ("FAA") on July 20, 2016, and assigned
Conveyance Number TK005043.
EQUIPMENT
One (1) RAYTHEON AIRCRAFT COMPANY model 400A aircraft bearing manufacturer's
serial number RK-260 and United States Registration Number N727KB (the "Aircraft") and two
(2) WILLIAMS INTERNATIONAL CO LLC model FJ44-3AP aircraft engines bearing
manufacturer's serial numbers 252745 and 252746
(collectively the "Equipment").
?027K2 FAA Relaa
SDNY_GM_02758444
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA 00245366
EFTA01329829
All0 V1::01,1111';!0
-3s sijtql
911 l 41d 01 d3S Mt
11011
938
VUT,.:;''
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SONY_GM_02758445
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245367
EFTA01329830
ORIG# 7845 RETD TO MT
SEE REC CONV# TK005043 DOC ID# 0444
SDNY_GM_02758446
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245368
EFTA01329831
SDNY_GM_02758447
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245369
EFTA01329832
OftGENA-
TO BE RETURNED TO Rfi&T
FAA RELEASE
iN727KB1
Minnesota Bank & Trust (successor by merger to Lease Finance Group, a division of Signature
Bank) hereby: (i) releases from the terms of the Aircraft Security Agreement (described and
defined on Exhibit A attached hereto) all of its right, title and interest in and to any and all
collateral covered thereby, including but not limited to the Equipment (described and defined on
Exhibit A); (ii) terminates the Aircraft Security Agreement and (iii) discharges the international
interests and assignments thereof created by the Security Agreement.
Dated this
lb day of Stetrakt2019.
[signature continues on next page]
N721tal FAA Paler
SDNY_GM_02758448
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
(IL Oe://O/laC) dD Paidaaoy
EFTA 00245370
EFTA01329833
I
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SDNY_GM_02758449
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA 00245371
EFTA01329834
The undersigned have executed this FAA Release (N727KB) on the date noted above.
Minnesota Bank & Trust (sucessor by
merger to Lease Finance Group, a division
of Signature Bank)
By:--flee6-74AtA.
Name:
Title: V i c A-51We" #
NTII. F./AR...se
SDNY_GM_02758450
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245372
EFTA01329835
SDNYGM_02758451
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA _00245373
EFTA01329836
EXHIBIT A
Aircraft Security Agreement dated as of June 9, 2016 ("Aircraft Security Agreement"), between
XT Leasing Co., LLC, as debtor, and Lease Finance Group, a division of Signature Bank, as lender;
recorded by the Federal Aviation Administration ("FAA") on July 20, 2016, and assigned
Conveyance Number TK005043.
EOUIPMENT
One (1) RAYTHEON AIRCRAFT COMPANY model 400A aircraft bearing manufacturer's
serial number RK-260 and United States Registration Number N727KB (the "Aircraft") and two
(2) WILLIAMS INTERNATIONAL CO LLC model FJ44-3AP aircraft engines bearing
manufacturer's serial numbers 252745 and 252746
(collectively the "Equipment").
tarKS FAA las
SDNY_GM_02758452
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245374
EFTA01329837
V
sy vib
-59r:Z I!d 01 d3S 6161
1,101.1::. .!....;;1038
toifd
SDNY_GM_02758453
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245375
EFTA01329838
OMB Ccetrol tzunthe 21200729
Expire 04130•17
Paperwork Reduction Act Stelement The infamallonitolkded on nos Iorin b necessary lo maintain aircraft repstabon. We eislimob mall will take appro.:matey 30
manures to complete Me lomn. Pease note that an agency may nor conduct or sponsor. abase-son is or omicron/ respond lo. a cdieffico or irronnation unless 4 displays a
yard CeAB control minter Form Approved, OMB No. 2120-0729 -Comments damming Me accuracy of this tipvinn and suggeseons for maims the burden stud be
detected lo the FM at 800 100000.1000Ce Avenue SW. Washington. DC 20591. ATTN: Inlonnatron Cotechan Cieaffirce Officer. AES-200.-
(See 14 CFR. §§ 47.15(1). 47.40 and 47.41)
N 727KB
SERIAL NUMBER
RK.260
MANUFACTURER
MODEL
400A
07/20/2016
07/31/2022
LLC
(Owner I) XI LEASING CO 'LC
Review Aircraft Registration File Information for this aircraft
at: hIlD:llreCliSIN.
a.C/OkriairCrBibriCIU/FY.
(Owner 2)
Assistance may be obtained
al our web page- httio;//regiStrv.f88.130WrenewregiStration
We; Enter any addlional owner names on page two
(Address)
945 SIBLEY MEMORIAL HWY
by em a:
faa.aiferatreaStrvefaa.00x. or
by telephone a!
(866) 762. 9434 (toll free). or (405) 954 - 3116
When mailing fees. please use a check or money order made
payable to the Federal Ana,On AdrniniStratien.
Signature and Tide Requirements for Common Registration Types:
- Inarvidual
owner noel sign. ode would be -.sober'.
- Partnership
general partner signs showing 'general partner' as
title.
• Corporation
corporate officer Or manages signs. showing full title.
• Limited Liabity Co authorized member. manager. cc officer identified in
the LLC organization document mans. showing lull title.
-
GO
C"""f
i
entitled/ad panes
sign and show their full title.
each Co Ownef must Sign. Stressing "CO Owner as title.
Note: Al signatures must be In Ink, or other permanent media.
To comet entries: Draw a single line through ehror. Make correct entry in
remaining space, or complete the form on4ne. An application form will be
relecled if any entry is covered by correctic tape or similarly obscured
(Address)
Coy tiLYOALE
State IAN
by $611$
Country
UNTIED STATES
Physical Address: Required when mailing address is a P.O. Box or nail drop.
(Address)
(Addrevis)
City
Sate
Zp
Gauntry
TO RENEW REGISTRATION: REVIEW aircraft registrabon information.
SELECT
spacos
FAA
by courier
p2
''
O
NEW
the appropriate statement, WS& any change in address in the
below. Mai, Qa1L. & Sala form with the S5 renewal fee to the:
Aircraft Registry, PO Box 25504. Oklahoma City OK 73125-0504.0r
to: 6425 S Denning Rm 118, Oklahoma City OK 73160-6937
MEETS CITIZENSHIP REQUIREMENTS OF 14 CFR §47.3, AIRCRAFT IS
I (WE) CERTIFY THE NAME (Si SHOWN ABOVE FOR THE OWNER(S) OF
REQUIREMENTS OF 14 CFR §47 3. AIRCRAFT IS NOT REGISTERED
UNDER Tr TIE LAWS OF ANY FOREIGN COUNTRY
—
CHEC( All applicable block(s) below, COMPIFTF. SIGN. QME & ME&
this form with any fees to the: FAA Aircraft Registry.
PO Box 25504. Oklahoma City. OK. 73125-0504. or by courier So:
6425 S Denning Rm. 118. adenoma City OK 731694937
O
(Show purchaser's name and address.)
NEW PHYSICAL ADDRESS: complete if physical address has changed. or
the new mailing address is a PO Box or Mail Drop.
OTHER. Specify
PLEASE RESERVE N-NUMBER IN THE OWNER'S NAME
AND ADDRESS. The 510 reservation fee is enclosed.
SIGNATURE OF OWNER 1
nee-and red)
Etectioncalry Cabled by Rag !tared Ones
PRINTED NAME Cr SIGNER
(required nerd)
TITLE
(required held)
DATE
5/212019
SIGNATURE OF OWNER 2
TITLE
DATE
Use page 2 for additional signatures.
AC Form 8050-IB (04112)
Fee paid: S5 (201905211934009633NB)
SDNY_GM_02758454
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245376
EFTA01329839
SDNY_GM_02758455
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245377
EFTA01329840
OMB Coarol Numbe 21260729
Expcses 04,361
Note; Twelve (12) owner names may be entered on this page. If you require more, enter the first 12 names and then print
this page by pressing the 'Print Page 2' button below. Next click the 'Reset' button to clear the data fields (from page 2
only) to add more names. Repeat action as needed.
NAME OF OWNER
DATE
SIGNATURE
TITLE
NAME Of OWNER
DATE
SIGNATURE
TITLE
NAME OF OWNER
DATE
SIGNATURE
TITLE
NAME Of OWNER
DATE
SIGNATURE
TITLE
NAME OF OWNER
DATE
SIGNATURE
TITLE
NAME OF OWNER
DATE
SIGNATURE
TITLE
NAME OF OWNER
DATE
SIGNATURE
TITLE
NAME OF OWNER
DATE
SIGNATURE
TITLE
NAME OF OWNER
DATE
SIGNATURE
TITLE
NAME OF OWNER
DATE
SIGNATURE
TITLE
NAME OF OWNER
DATE
SIGNATURE
TITLE
NAME OF OWNER
DATE
SIGNATURE
TITLE
AC Form 8050-1B (04/12)
REF N-NUM: 727K8
SDNY_GM_02758456
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245378
EFTA01329841
SDNY_GM_02758457
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245379
EFTA01329842
V.S. Department
of Transportation
Federal Aviation
Administration
Date of Issue: December 14, 20 16
945 SIBLEY MEMORIAL HWY
LILYDALE, MN 55118
Flight Standards Service
Aircraft Registration Branch.
AFS-750
P.O. Box 25504
Oklahoma City, Oklahoma 73126450/
(405) 954-3116
Toll Free: 1466-7614131
WEB Address: http://registry.faa.goy
Fax 405-684-5074
TI69224
This facsimile must be carried in the Aircraft as a Temporary Certificate of
Registration for
N727KB RAYTHEON AIRCRAFT COMPANY 400A Serial RK-260 and is valid until Jan
13, 2017.
This is not an airworthiness certificate. For airworthiness information, contact the nearest
Federal Aviation Administration Flight Standards District Office.
, ,Zuct4t-
for
Ken W. Thompson
Manager, Aircraft Registration Branch, AFS-750
Federal Aviation Administration
AFS-750-FAX-1(01,11)
SDNY_GM_02758458
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA_00245380
EFTA01329843
SDNY_GM_02758459
SUBJECT TO PROTECTIVE ORDER PARAGRAPHS 7, 8, 9, 10, 15, and 17
EFTA _00245381
EFTA01329844