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Case 3:09-cv-00628-AC

Document 13-3

Filed 07/10/2009

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Page 1 of 7

Exhibit A to Airframe Purchase Agreement

PURCHASE PRICE AND PAYMENT SCHEDUU:

Purchase Price:

Epic LT Basic Airframe:

$800,000.00

Payment Schedule:

A. 1 st 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. 2 nd Invoice of $137,500 sixty (60) days prior to ;airframe production.

C. 3

D. 4 th Invoice of $137,500 at the beginning of airframe production.

E. 5 th 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.

rd

Invoice of $'137,500 thirty (30) days prior to airframe production.

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

Payments are due promptly upon receipt of each Invoice Date per section 12,

selection and approval.

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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Case 3:09-cv-00628-AC

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Document 13-3

Filed 07/10/2009

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Page 2 of 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.

B.

Invoice of 5130,000 upon ACS' cnmmencement and two months after airframe production begins.

6

1t1

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_

10 t11

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

~

?ajllnents ilI"l? due promptly lIpon receipt Of each InVOIce Dilte ~r 5eCt10l1 U. S'UbS~n (f} and (g'l ofthls a~l

diT'NOfthi~

s.

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'neIltSmay be amortimd over all i~.

No«!: "This ClmIplet10n proces, does not indude constNet'ion requlrements cClVI'!red lJy the FAR's, which

a,-., the respol~;:ibl1jtyof AB.

Please make p<tyrrIelrTts pa~bl<::to:

Aircraft Compl~ services. llC

Z2590 ~tson Rcaa'

8<md, OR 97701-9701

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Canfid=ti.l: ACS LLC

.\'lIse 7 ors

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

.Revi~ C\oI/ll4lOll

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Case 3:09-cv-00628-AC

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Document 13-3

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Filed 07/10/2009

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Exhibit B to Ai~1ftCC3m}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

J~ltirn,eter

~";ert,i(::alSpeed Indicator

Turn antj Bank Indicator Artificial Horizon

Direction Gyro

Page 3 of 7

p.17

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~deFull Feather Propeller

'Standard b··Place Interior

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

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

Control S~1:ernsfClr 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~leteany parts 0(' eonnponaM!ts from this nst as spectflcations or

roqulrements changa. ~/

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CmI~enti3.t~ ACS LtC 'P~a¢fB

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t l

· 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

Epic Aircraft:

pyment chedule and History

Page 4 of 7

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

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Case 3:09-cv-00628-AC

Epic AirGI~aft. LLC

Aircraft Completion Services, LLC

22590 NE~lson Rd

Bend, OR 97701

541-318-8849

:J

To:Blue Sky AvGroup, LLC

5011

Ocean Ridge, FL 33435

N Ocean Blvd, Suite 5

Document 13-3

Filed 07/10/2009

Page 5 of 7

Statement of Paynlents

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Date

12118/08

       

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 TAWS unlock Chartview unlock GCU 476 FMS keypad control unit

$43,000.00

$8,000.00

$3,000.00

$8,900.00

GDL 69A XM weather system XM Radio sound system

 

$3,500.00

$3,900.00

Premium Integrated Autopilot systems Custom plumbed 02 system Airconditioning Upgraded Lighting package Tinted Windows Custom Paint Lavatory on convertible rails

$23,000.00

$10,000.00

$43,000.00

$13,500.00

$14,800.00

$29,000.00

$4,900.00

Jump seat compatible with rails Pull Out Tabli3 DVO Entertainment System Interiors - Odessa pkg Test Flights and fuel

1

$7,500.00

$3,000.00

$6,900.00

$5,900.00

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

$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

11/10/2008

Payment Received

$95,'140.00

$446,160.00

12/1512008

Payment Received

$203,320.00

$242,840.00

   

Total

Amount

 

Current

i

1-30 Days

31-60 Days

61-90 Days

Amount

Paid

Balance

 

I

I

 

$1,844,800.00

$1,601,960.00

$242,840.00

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Case 3:09-cv-00628-AC

Filed 07/10/2009

From: Rich Lucibella <[ich@.

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

Document 13-3

)ella.com>

Dave-

Thanks much for the update.

Page 6 of 7

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

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.

backwards

at a time when their other lines of

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 Rich

please.

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

E

thereafter. Thanks for your continued support. Dave Clark Senior Controller Epic Aircraft 541-318-8849 E 'l~£~fJ

'l~£~fJ

On Mar 4, 2009, at 12:43 P··

Case 3:09-cv-00628-AC

Epic Aircraft wrote:

Document 13-3

I Dear Rich,

Filed 07/10/2009

Page 7 of 7

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. big strain on them and therefore us.

It has put a

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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