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LETTER OF INTENT FOR AIRCRAFT ENGINE PURCHASE

THIS LETTER OF INTENT FOR AIRCRAFT ENGINE PURCHASE (“Agreement”) made this 14th day of March,
2025, by and between USA Jet and Helicopter P.O. GRAND STRAND AIRPORT 2800 TERMINAL STREET N.
MYRTLE BEACH,SC 29582 hereinafter referred to as “Seller”, PATRIOT TRUCKS SA DE CV hereinafter
referred to as “Buyer.”

ARTICLE 1 - SALE OF ENGINES: Subject to the terms and conditions set forth herein, Seller hereby agrees to
sell and deliver, and Buyer hereby agrees to buy and accept, Two Learjet 55 Engines Honeywell TFE 731-3AR-
3B bearing manufacturer’s serial numbers P85162 & P85164 (the “Engines), all maintenance records, complete,
original, and consecutive logbooks, hereof (collectively, the "Engines”).

ARTICE II – PURCHASE PRICE AND PAYMENT SCHEDULE: The total purchase price for the Engines is One
Hundred and Seventy-Five Thousand Dollars $175,000.00 U.S.) (Hereinafter “Purchase Price”). No party to the
Agreement shall disclose the price or terms of this Agreement to third parties except as required to complete the
purchase. The Purchase Price shall be paid by Purchaser in accordance with the following schedule:

Amount Of TYPE OF PAYMENT

Payment: $50,000.00 Deposit (the “Deposit”)
$125,000.00 Balance of Purchase Price (the “Purchase Price Balance”) due at Closing
(as defined herein)

Buyer will wire transfer a refundable Deposit of $50,000.00 to the escrow account of :
AEROt it le Aircraft Escrow and Tit le C ompany. A ttn : Jacinda Janko Ph: 4 0 5 - 7 6 3 - 5 9 8 0 , e m a i l : i n f
o @ a e r o t i t l e . c o m and the Deposit will be held by Escrow Agent subject to the terms of this Engine Purchase
Agreement. All escrow fees are to be split 50/50 between Purchaser and Seller.

ARTICLE III CONDITIONS TO INSPECTION AND CLOSING:

1. Engines shall be delivered by seller to buyer In (AS IS WHERE IS CONDITION WITH NO WARRANTY'S
EXPRESSED OR IMPLIED). With all logs and records and on paid up to date Honeywell MSP program
transferable to buyer at time of closing.

Buyer has the right to conduct a review of the Engines, logb o o k s , an d record review. and Engine test runs or
borescope inspection at Seller Hangar This inspection shall be scheduled on or before Friday March 21th,
2025 and shall be conducted at buyers expense.

Buyer shall have up to two business days to complete his inspection and either accept or reject the engines
within that time frame.
Upon buyers satisfaction and acceptance of the Engines see exhibit "A" the deposit of $50,000.00 shall be
released to seller and deemed non-refundable subject to the terms of this agreement. If at any point upon
inspection the Engines are rejected by buyer, buyer shall not have any further obligation to complete this
transaction and buyers deposit shall be immediately refunded.
2. CLOSING: Closing shall occur on or before March 31th, 2025.
On or before the Closing date, the following deliveries shall be made to the Escrow Agent, by the parties indicated:
To be delivered by or on behalf of Seller:

a. Any releases or terminations required to clear title to the Engines;

NOTE: Buyer acknowledges the engines are currently mounted on the aircraft and all cost to remove and ship the
engines are at buyers expense.
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To be delivered by or on behalf of Buyer:

a. Copy of executed Engine Acceptance Receipt acknowledging acceptance of

the engines and Wire transfer of Balance of Purchase Price, in the amount of $175,000.00

4. At Closing:

a. Buyer agrees to pay any and all taxes, duties, or fees assessed or levied by any federal, state, or local taxing
authority as a result of the buyers purchase, delivery, registration, or ownership of the Engines

b. Seller shall remain liable for all taxes, duties, and fees that relate to Seller’s ownership and operation of the
Engines.

c. Simultaneously with the deliveries set forth above, the Escrow Agent shall wire the Purchase Price, less any
applicable payments, to the Seller in accordance with wire transfer instructions to be provided to Escrow Agency by
Seller prior to the Closing.

d. Escrow Agent shall advise all parties of the filing time and recording of the Sale and Registration paperwork with
the FAA i

e. Seller will transfer to buyer at time of the Closing the Engine log books and records that pertain to the
engines.

Buyer and Seller warrant that the terms and conditions of this Agreement were fully read and understood and that they
constitute the entire Agreement between them.
IN WITNESS WHEREOF, the parties have executed this Agreement by their duly authorized agents, as of the date first
appearing above.

Seller:
USA Jet and Helicopter

By:
Name: FABIO LOPEZ Title: PRESIDENT / CEO
Date: 3/14/2025

Buyer:
PATRIOT TRUCKS SA DE CV

By:
Name: ROBERTO ENRIQUE GARCIA OLIVATitle: LEGAL REPRESENTATIVE
Date: 3/14/2025