Common use of Acceptance Procedure Clause in Contracts

Acceptance Procedure. 9.1 No later than * BXXX shall inform Buyer by facsimile or telegraphic communication or other expeditious means, of the projected week of delivery within the delivery month. BXXX shall give Buyer at least * advance notice, by facsimile or telegraphic communication or other expeditious means, of the projected date of readiness of each Aircraft for inspection and delivery. BXXX and Buyer shall then agree on a mutually acceptable targeted delivery schedule within the delivery month. BXXX shall give Buyer at least * advance notice, by facsimile or telegraphic communication or other expeditious means, of the date on which an Aircraft will be ready for Buyer's inspection, flight test and acceptance (the "Readiness Date"), which Readiness Date shall take into account the targeted delivery schedule mentioned above or such other date as the parties my have agreed upon. 9.2 Within two (2) days following receipt by Buyer of the notice of Readiness Date Buyer shall: (a) provide notice to BXXX as to the source and method of payment of the balance of the Aircraft Purchase Price; (b) identify to BXXX the names of Buyer's representatives who will participate in the inspection, flight test and acceptance; and (c) provide evidence of the authority of the designated persons to execute the Certificate of Acceptance and other delivery documents on behalf of Buyer. 9.3 Buyer shall have three (3) consecutive working days commencing on the Readiness Date in which to complete the inspection and flight test (such three (3) working day period being the "Acceptance Period"). This three (3) day period may be extended in the event of any delay by BXXX in making the Aircraft available for inspection and flight test. 9.4 Up to four (4) representatives of Buyer may participate in Buyer's ground inspection of the Aircraft and two (2) representatives of Buyer may participate in the flight test. BXXX shall, if requested by Buyer, perform an acceptance flight of not less than one (1) and not more than three (3) hours duration. Ground inspection, in accordance with procedures to be mutually agreed to, and flight test shall be conducted in accordance with BRAD's acceptance procedures (a copy of which shall be provided to Buyer at least 30 days prior to the Scheduled Delivery Date of the First Aircraft hereunder), as may be amended by mutual agreement of Buyer and BXXX, and at BRAD's expense. At all times during ground inspection and flight test, BXXX shall retain control over the Aircraft. 9.5 If no Aircraft defect or discrepancy is revealed during the ground inspection or flight test, Buyer shall accept the Aircraft on or before the last day of the Acceptance Period in accordance with the provisions of Article 9.7. 9.6 If any material defect or discrepancy in the Aircraft is revealed by Buyer's ground inspection or flight test, the defect or discrepancy will promptly be corrected by BXXX, at no cost to Buyer, which correction may occur during or after the Acceptance Period depending on the nature of the defect or discrepancy and of the time required for correction. To the extent necessary to verify such correction, BXXX shall perform one (1) or more further acceptance flights or ground inspections as applicable. Notwithstanding the provisions of Article 4.2, should the Delivery Date of an Aircraft occur in the month subsequent to the Scheduled Delivery Date due to the correction of defects or discrepancies, * 9.7 Upon completion of the ground inspection and acceptance flight of the Aircraft and correction of any defects or discrepancies: (a) Buyer will sign a Certificate of Acceptance (in the form of Exhibit I hereto) for the Aircraft. Execution of the Certificate of Acceptance by or on behalf of Buyer shall be evidence of Buyer having examined the Aircraft and found it in accordance with the provisions of this Agreement. The date of signature of the Certificate of Acceptance shall be the "Acceptance Date"; (b) BXXX will supply a TC Certificate of Airworthiness for Export; and (c) Buyer shall pay BXXX the balance of the * any other amounts due, at which time BXXX shall issue an FAA bxxx of sale and a warranty bxxx of sale in a form acceptable to BXXX and financiers (substantially in accordance with the forms attached as Exhibit II(a) and Exhibit II(b) hereto), passing to Buyer, or approved assignee pursuant to Article 20, good title to the Aircraft free and clear of all liens, claims, charges and encumbrances except for those liens, charges or encumbrances created by or claimed through Buyer (the "Bxxx of Sale"). The date on which BXXX delivers the Bxxx of Sale and Buyer takes delivery of the Aircraft shall be the "Delivery Date". Delivery of the Aircraft shall be evidenced by the execution and delivery of the Bxxx of Sale and of the Certificate of Receipt of Aircraft (in the form of Exhibit III hereto). 9.8 Provided that BXXX has met all of its obligations under this Article 9, should Buyer not accept, pay for (subject to Letter Agreement No. 7) and take delivery of any of the Aircraft within ten (10) calendar days after the end of the Acceptance Period of such Aircraft, Buyer shall be deemed to be in default of the terms of this Agreement * 9.9 Should the Buyer be in default pursuant to Article 9.8 hereof, Buyer shall promptly, upon demand, reimburse BXXX for all costs and expenses reasonably incurred by BXXX as a result of such Buyer's failure to accept or take delivery of the Aircraft, including but not limited to reasonable amounts for storage, insurance, taxes, preservation or protection of the Aircraft, and provided that BXXX has met all of its obligations under this Article 9, should Buyer not accept, pay for and/or take delivery of any one of the Aircraft within * following the end of the Acceptance Period, BXXX xxx, at its option, terminate the present Agreement with respect to any of the undelivered Aircraft. BXXX shall however, have the option (but not the obligation) of waiving such termination should Buyer, within ten (10) calendar days following such termination, make arrangements satisfactory to BXXX to accept delivery and provide payment for all amounts owing or to become due pursuant to this Agreement.

Acceptance Procedure. 9.1 No earlier than [***] prior to the first day of the Scheduled Delivery Date, Buyer may request from XXXX, by facsimile or telegraphic communication or other expeditious means, [***] No later than * BXXX [***] prior to the first day of the Scheduled Delivery Date, XXXX shall inform Buyer by facsimile or telegraphic communication or other expeditious means, of the projected week of delivery within the delivery month[***]. BXXX XXXX shall give Buyer at least * thirty (30) days advance notice, by facsimile or telegraphic communication or other expeditious means, of the projected date of readiness of each Aircraft for inspection and delivery. BXXX and Buyer shall then agree on a mutually acceptable targeted delivery schedule within the delivery month. BXXX XXXX shall give Buyer at least * ten (10) working days advance notice, by facsimile or telegraphic communication or other expeditious means, of the date on which an Aircraft will be ready for Buyer's inspection, flight test and acceptance (the "Readiness Date"), which Readiness Date shall take into account the targeted delivery schedule mentioned above or such other date as the parties my have agreed upon. 9.2 Within two (2) days following receipt by Buyer of the notice of Readiness Date Buyer shall: (a) provide notice to BXXX XXXX as to the source and method of payment of the balance of the Aircraft Purchase Price; (b) identify to BXXX XXXX the names of Buyer's representatives who will participate in the inspection, flight test and acceptance; and (c) provide evidence of the authority of the designated persons to execute the Certificate of Acceptance and other delivery documents on behalf of Buyer. 9.3 Buyer shall have three (3) consecutive working days commencing on the Readiness Date in which to complete the inspection and flight test (such three (3) working day period being the "Acceptance Period"). This three (3) day period may be extended in the event of any delay by BXXX in making the Aircraft available for inspection and flight test. 9.4 Up to four (4) representatives of Buyer may participate in Buyer's ground inspection of the Aircraft and two (2) representatives of Buyer may participate in the flight test. BXXX XXXX shall, if requested by Buyer, perform an acceptance flight of not less than one (1) and not more than three (3) hours duration. Ground inspection, in accordance with procedures to be mutually agreed to, inspection and flight test shall be conducted in accordance with BRAD's acceptance procedures (a copy of which shall be provided to Buyer at least 30 days prior to the Scheduled Delivery Date of the First Aircraft hereunder), as may be amended by mutual agreement of Buyer and BXXX, ) and at BRAD's expense. At all times during ground inspection and flight test, BXXX XXXX shall retain control over the Aircraft. 9.5 If no Aircraft defect or discrepancy is revealed during the ground inspection or flight test, Buyer shall accept the Aircraft on or before the last day of the Acceptance Period in accordance with the provisions of Article 9.7. 9.6 If any material defect or discrepancy in the Aircraft is revealed by Buyer's ground inspection or flight test, the defect or discrepancy will promptly be corrected by BXXXXXXX, at no cost to Buyer, which correction may occur during the Acceptance Period (in which case the Acceptance Period will be extended accordingly) or after the Acceptance Period depending on the nature of the defect or discrepancy and of the time required for correction. To the extent necessary to verify such correction, BXXX XXXX shall perform one (1) or more further acceptance flights or ground inspections as applicable. Notwithstanding the provisions of Article 4.2, should the Delivery Date of an Aircraft occur in the month subsequent to the Scheduled Delivery Date due to the correction of defects or discrepancies, *flights 9.7 Upon completion of the ground inspection and acceptance flight of the Aircraft and correction of any defects or discrepancies: (a) Buyer will sign a Certificate of Acceptance (in the form of Exhibit I hereto) for the Aircraft. Execution of the Certificate of Acceptance by or on behalf of Buyer shall be evidence of Buyer having examined the Aircraft and found it in accordance with the provisions of this Agreement. The date of signature of the Certificate of Acceptance shall be the "Acceptance Date"; (b) BXXX XXXX will supply a TC Certificate of Airworthiness for Export; and (c) Buyer shall pay BXXX XXXX the balance of the * Aircraft Purchase Price and any other amounts due, at which time BXXX XXXX shall issue an FAA bxxx a xxxx of sale and a warranty bxxx (in the form of sale in a form acceptable to BXXX and financiers (substantially in accordance with the forms attached as Exhibit II(a11 hereto) and Exhibit II(b) hereto), passing to Buyer, or approved assignee pursuant to Article 20, Buyer good title to the Aircraft free and clear of all liens, claims, charges and encumbrances except for those liens, charges or encumbrances created by or claimed through Buyer (the "Bxxx Xxxx of Sale"). The date on which BXXX XXXX delivers the Bxxx Xxxx of Sale and Buyer takes delivery of the Aircraft shall be the "Delivery Date". Delivery of the Aircraft shall be evidenced by the execution and delivery of the Bxxx Xxxx of Sale and of the Certificate of Receipt of Aircraft (in the form of Exhibit III hereto). 9.8 Provided that BXXX XXXX has met all of its obligations under this Article 9, should Buyer not accept, pay for (subject to Letter Agreement No. 7) and take delivery of any of the Aircraft within ten (10) calendar days after the end of the Acceptance Period of such Aircraft, Buyer shall be deemed to be in default of the terms of this Agreement *Agreement. 9.9 Should the Buyer be in default pursuant to Article 9.8 hereof, Buyer shall promptly, upon demand, reimburse BXXX XXXX for all costs and expenses reasonably incurred by BXXX XXXX as a result of such Buyer's failure to accept or take delivery of the Aircraft, including but not limited to reasonable amounts for storage, insurance, taxes, preservation or protection of the Aircraft, and provided . Provided that BXXX XXXX has met all of its obligations under this Article 9, should Buyer not accept, pay for and/or take delivery of any one of the Aircraft within * thirty (30) calendar days following the end of the Acceptance Period, BXXX xxx, at its option, terminate the present Agreement with respect to any of the undelivered Aircraftshall automatically terminate. BXXX XXXX shall however, have the option (but not the obligation) of waiving such termination should Buyer, within ten (10) calendar days following such termination, make arrangements satisfactory to BXXX XXXX to accept delivery and provide payment for all amounts owing or to become due pursuant to this Agreement.

Acceptance Procedure. 9.1 No later than * BXXX shall inform Buyer by facsimile or telegraphic communication or other expeditious means, of the projected week of delivery within the delivery month. BXXX shall 11.1 BRAD xxxll give Buyer at least * advance notice, by facsimile or telegraphic communication or other expeditious means, of the projected date of readiness of each Aircraft for inspection and delivery. BXXX and Buyer shall then agree on a mutually acceptable targeted delivery schedule within the delivery month. BXXX shall give Buyer at least * advance notice, by facsimile or telegraphic communication or other expeditious means, not less than fifteen (15) working days prior notice of the date on which an Aircraft will be ready for Buyer's inspection, inspection and/or flight test and acceptance (the "Readiness Date"), which Readiness Date shall take into account the targeted delivery schedule mentioned above or such other date as the parties my have agreed upon. 9.2 Within two (2) days following receipt by Buyer of the notice of Readiness Date Buyer shall: (a) provide notice to BXXX as to the source and method of payment of the balance of the Aircraft Purchase Price; (b) identify to BXXX the names of Buyer's representatives who will participate in the inspection, flight test and acceptance; and (c) provide evidence of the authority of the designated persons to execute the Certificate of Acceptance and other delivery documents on behalf of Buyer. 9.3 . Buyer shall then have three up to five (35) consecutive working days commencing on the Readiness Date in which to complete the said inspection and flight test (such three five (35) working day period being the "Acceptance Period"). This three (3) day period may be extended in the event of any delay by BXXX in making the Aircraft available for inspection and flight test. 9.4 11.2 Up to four (4) representatives of Buyer may participate in Buyer's ground inspection of the Aircraft and two (2) representatives of Buyer may participate in the flight test. BXXX shall, if requested by Buyer, perform an acceptance flight of not less than one (1) and not more than three (3) hours duration. Ground inspection, in accordance with procedures to be mutually agreed to, and During the flight test shall be conducted in accordance with BRAD's acceptance procedures (a copy of which shall be provided to Buyer at least 30 days prior to the Scheduled Delivery Date of the First Aircraft hereunder), as may be amended by mutual agreement of Buyer and BXXX, and at BRAD's expense. At all times during ground inspection and flight test, BXXX shall BRAD xxxll retain control over the Aircraft, but will execute such demonstration manoeuvres reasonably requested by Buyer and which are within the flight envelope of the Aircraft and covered by BRAD's ground functional and flight test procedures (the "FTP's"). Such flight test shall be carried out for up to two (2) hours or for such additional duration as both parties may reasonably require. Buyer has the right to perform system checks in accordance with the operating limitations contained in the approved manuals of the aircraft. 9.5 11.3 Buyer shall identify to BRAD xxxor to their arrival the names of Buyer's representatives who will participate in the foregoing inspection and/or flight test and acceptance. 11.4 Intentionally deleted. 11.5 If no Aircraft defect or discrepancy is revealed during the ground inspection or and/or the flight testtest referred to in Article 11.1 and 11.2 above, Buyer shall accept the Aircraft Aircraft, on or before the last day of the Acceptance Period in accordance with the provisions of Article 9.711.7. 9.6 11.6 If any material defect or discrepancy in the Aircraft is revealed by Buyer's ground inspection or and/or the flight test, the defect or discrepancy will promptly shall be corrected by BXXXBRAD, at xx no cost to Buyer, before the acceptance of the Aircraft by Buyer which correction acceptance may occur during or after the Acceptance Period depending on the nature of the defect or discrepancy and of the time required for correction. To If such correction reasonably requires an additional flight test, such flight test shall be carried out for up to two (2) hours or for such duration as both parties may reasonably require to demonstrate that the extent necessary to verify such correction, BXXX defect or discrepancy is cured. Immediately thereafter Buyer shall perform one (1) or more further acceptance flights or ground inspections as applicable. Notwithstanding the provisions of Article 4.2, should the Delivery Date of an Aircraft occur in the month subsequent to the Scheduled Delivery Date due to the correction of defects or discrepancies, * 9.7 Upon completion of the ground inspection and acceptance flight of accept the Aircraft and correction of any defects or discrepancies: (a) Buyer will sign a Certificate of Acceptance (in the form of Exhibit I hereto) for the Aircraft. Execution of the Certificate of Acceptance by or on behalf of Buyer shall be evidence of Buyer having examined the Aircraft and found it in accordance with the provisions of this Agreement. The date of signature of the Certificate of Acceptance shall be the "Acceptance Date"; (b) BXXX will supply a TC Certificate of Airworthiness for Export; and (c) Buyer shall pay BXXX the balance of the * any other amounts due, at which time BXXX shall issue an FAA bxxx of sale and a warranty bxxx of sale in a form acceptable to BXXX and financiers (substantially in accordance with the forms attached as Exhibit II(a) and Exhibit II(b) hereto), passing to Buyer, or approved assignee pursuant to Article 20, good title to the Aircraft free and clear of all liens, claims, charges and encumbrances except for those liens, charges or encumbrances created by or claimed through Buyer (the "Bxxx of Sale"). The date on which BXXX delivers the Bxxx of Sale and Buyer takes delivery of the Aircraft shall be the "Delivery Date". Delivery of the Aircraft shall be evidenced by the execution and delivery of the Bxxx of Sale and of the Certificate of Receipt of Aircraft (in the form of Exhibit III hereto)11.7. 9.8 Provided that BXXX has met all of its obligations under this Article 9, should Buyer not accept, pay for (subject to Letter Agreement No. 7) and take delivery of any of the Aircraft within ten (10) calendar days after the end of the Acceptance Period of such Aircraft, Buyer shall be deemed to be in default of the terms of this Agreement * 9.9 Should the Buyer be in default pursuant to Article 9.8 hereof, Buyer shall promptly, upon demand, reimburse BXXX for all costs and expenses reasonably incurred by BXXX as a result of such Buyer's failure to accept or take delivery of the Aircraft, including but not limited to reasonable amounts for storage, insurance, taxes, preservation or protection of the Aircraft, and provided that BXXX has met all of its obligations under this Article 9, should Buyer not accept, pay for and/or take delivery of any one of the Aircraft within * following the end of the Acceptance Period, BXXX xxx, at its option, terminate the present Agreement with respect to any of the undelivered Aircraft. BXXX shall however, have the option (but not the obligation) of waiving such termination should Buyer, within ten (10) calendar days following such termination, make arrangements satisfactory to BXXX to accept delivery and provide payment for all amounts owing or to become due pursuant to this Agreement.

Acceptance Procedure. 9.1 No later than * BXXX shall inform Buyer by facsimile or telegraphic communication or other expeditious means, of the projected week of delivery within the delivery month. BXXX Bombardier shall give Buyer at least * sixty (60) days advance notice, by facsimile or telegraphic communication or other expeditious means, notice of the projected two weeks during which each Aircraft may be ready for inspection and delivery. Bombardier shall give Buyer at least thirty (30) days advance notice of the projected date of readiness of each Aircraft for inspection and delivery. BXXX and Buyer shall then agree on a mutually acceptable targeted delivery schedule within the delivery month. BXXX Bombardier shall give Buyer at least * ten (10) working days advance notice, by facsimile or telegraphic communication or other expeditious means, notice of the date on which an Aircraft will be ready for Buyer's inspection, flight test and acceptance (the "Readiness Date"), which Readiness Date shall take into account the targeted delivery schedule mentioned above or such other date as the parties my have agreed upon. 9.2 Within two (2) days following receipt by Buyer of the notice of Readiness Date Date, Buyer shall: (a) provide notice to BXXX Bombardier as to the source and method of payment of the balance of the Aircraft Purchase Price[* ]; (b) identify to BXXX Bombardier the names of Buyer's representatives who will participate in the inspection, flight test and acceptance; and (c) provide evidence of the authority of the designated persons to execute the Certificate of Acceptance and other delivery documents on behalf of Buyer. 9.3 Buyer shall have three (3) consecutive working days commencing on the Readiness Date in which to complete the inspection and flight test (such three (3) working day period being the "Acceptance Period"). This three (3) day period may be extended in the event of any delay by BXXX in making the Aircraft available for inspection and flight test. 9.4 Up to four (4) representatives of Buyer may participate in Buyer's ground inspection of the Aircraft and two (2) representatives of Buyer may participate in the flight tests, provided that, at least one of such representatives, duly and properly endorsed, shall be entitled to sit in the cockpit of the Aircraft during such flight test. BXXX Bombardier shall, if requested by Buyer, perform an acceptance flight of not less than one (1) and not more than three (3) hours duration. Ground inspection, in accordance with procedures to be mutually agreed to, inspection and flight test tests shall be conducted in accordance with BRAD's those acceptance procedures (a copy of which shall to be provided mutually agreed upon by the parties and, except for Buyer's representatives travel and living expenses, at Bombardier's expense. Such acceptance procedures to Buyer at least be agreed upon no later than 30 days prior to the Scheduled Delivery Date of the First Aircraft hereunder), as may be amended by mutual agreement of Buyer and BXXX, and at BRAD's expensefirst Aircraft. At all times during ground inspection and flight test, BXXX Bombardier shall retain control over the Aircraft. The agreed acceptance testing procedures shall be sufficient to Buyer RVS DDS Bombardier SS reasonably demonstrate the Aircraft's compliance with the Specifications and, subject to the following sentence, the [* ]. Buyer shall be entitled to require on ten (10) days prior written notice to Bombardier, [* ] on (a) [* ] Aircraft delivered hereunder, (b) [* ] delivered hereunder, and (c) on any Aircraft to be delivered hereunder [* ]. Bombardier shall, in connection with and for purposes of Buyer's participation in such ground inspection and flight test, cause [* ]. 9.5 If no Aircraft defect or discrepancy is revealed during the ground inspection or flight test, Buyer shall accept the Aircraft on or before the last day of the Acceptance Period in accordance with the provisions of Article 9.7. 9.6 If any material defect or discrepancy in the Aircraft is revealed by Buyer's ground inspection or flight test, the defect or discrepancy will promptly be corrected by BXXXBombardier, at no cost to Buyer, which correction may occur during or after the Acceptance Period depending on the nature of the defect or discrepancy and of the time required for correctioncorrection provided, that, Bombardier will use its good faith efforts to correct any such defect or discrepancy on or before expiration of the Acceptance Period and allowing sufficient time before such expiration to permit the conduct of additional test flights. To the extent necessary to verify such correction, BXXX Bombardier shall perform one (1) or more further acceptance flights or ground inspections as applicableflights. Notwithstanding Should such correction cause the provisions delivery of Article 4.2, should the Delivery Date of an Aircraft occur in the month subsequent to be postponed to the Scheduled Delivery Date due to succeeding month, the correction of defects or discrepancies, *[* ]. 9.7 Upon completion of the ground inspection and acceptance flight of the Aircraft and correction of any defects or discrepancies: (a) Buyer will sign a Certificate of Acceptance (in the form of Exhibit I hereto) for the Aircraft. Execution of the Certificate of Acceptance by or on behalf of Buyer shall be evidence of Buyer having examined the Aircraft and found it in accordance with the provisions of this Agreement. The date of signature of the Certificate of Acceptance shall be the "Acceptance Date";; Initials Buyer RVS DDS Bombardier SS (b) BXXX Bombardier will supply a TC Certificate of Airworthiness for Export; andExport and all other documentation or other evidence required under Article 8.2 of this Agreement; (c) Buyer shall pay BXXX Bombardier the balance of the [* ] and any other amounts agreed by the parties that are due, at which time BXXX Bombardier shall issue an FAA bxxx of bill xx sale and a full warranty bxxx bill xx sale (in the form of sale in a form acceptable to BXXX and financiers (substantially in accordance with the forms attached as Exhibit II(aII hereto) and Exhibit II(b) hereto), passing to Buyer, or approved assignee pursuant to Article 20, Buyer good title to the Aircraft free and clear of all liens, claims, charges and encumbrances except for those liens, charges or encumbrances created by or claimed through Buyer (collectively the "Bxxx of Bill xx Sale"). The date on which BXXX Bombardier delivers the Bxxx of Bill xx Sale and Buyer takes delivery of the Aircraft shall be the "Delivery Date"; and (d) Unless waived by Buyer, Bombardier shall supply a legal opinion opining on due authorization, execution and delivery of the Warranty Bill xx Sale and that the Warranty Bill xx Sale is legal, valid and a binding obligation of Bombardier, in accordance with its terms. The legal opinion shall be in a form to be mutually satisfactory and agreed upon by the parties within ten (10) days after the execution and delivery of this Agreement and may be provided in whole or in part by, or in reliance on an opinion issued by a duly admitted lawyer employed by the legal department of Bombardier. Delivery of the Aircraft shall be evidenced by the execution and delivery of the Bxxx of Bill xx Sale and of the Certificate of Receipt of Aircraft (in the form of Exhibit III hereto). 9.8 Provided that BXXX Bombardier has met all of its obligations under this Article 9, should Buyer not accept, pay for (subject to Letter Agreement No. 7) and take delivery of any of the Aircraft within ten (10) [* ] calendar days after the end of the Acceptance Period of such Aircraft, Buyer shall be deemed to be in default of the terms of this Agreement *Agreement. 9.9 Should the Buyer be in default pursuant to Article 9.8 hereof, Buyer shall promptly, upon demand, reimburse BXXX for all costs and expenses reasonably incurred by BXXX as a result of such Buyer's failure to accept or take delivery of the Aircraft, including but not limited to reasonable amounts for storage, insurance, taxes, preservation or protection of the Aircraft, and provided Provided that BXXX Bombardier has met all of its obligations under this Article 9, should Buyer not accept, pay for and/or take delivery of any one of the Aircraft within [* ] calendar days following the end of the Acceptance Period, BXXX xxx, at its option, terminate the present Agreement shall automatically terminate or, at Bombardier's option; terminate solely with respect to any of the undelivered such Aircraft. BXXX Bombardier shall however, have the option (but not the obligation) of waiving such termination should Buyer, within ten (10) calendar days following such termination, make arrangements satisfactory to BXXX Bombardier to accept delivery and provide payment for all amounts owing or to become due pursuant to this Agreement.. Buyer RVS DDS Bombardier SS 9.10 Each Aircraft subject to delivery hereunder shall be full of fuel and oil at the time of such delivery and shall have no more (unless otherwise mutually agreed) than [* ] of operational time on the Aircraft or any component thereof, unless necessary to comply with a Regulatory Change or any other change requested by Buyer. Bombardier will not demonstrate an Aircraft allocated to Buyer without Buyer's prior written consent. Buyer RVS DDS Bombardier SS

Acceptance Procedure. 9.1 No later than * BXXX shall inform Buyer by facsimile or telegraphic communication or other expeditious means, of the projected week of delivery within the delivery month. BXXX Bombardier shall give Buyer at least * thirty (30) days advance notice, by facsimile or telegraphic communication or other expeditious means, of the projected date of readiness of each Aircraft for inspection and delivery. BXXX and Buyer shall then agree on a mutually acceptable targeted delivery schedule within the delivery month. BXXX Bombardier shall give Buyer at least * ten (10) working days advance notice, by facsimile or telegraphic communication or other expeditious means, of the date on which an Aircraft will be ready for Buyer's inspection, flight test and acceptance (the "Readiness Date"), which Readiness Date shall take into account the targeted delivery schedule mentioned above or such other date as the parties my have agreed upon. 9.2 Within two (2) days following receipt by Buyer of the notice of Readiness Date Buyer shall: (a) provide notice to BXXX Bombardier as to the source and method of payment of the balance of the Aircraft Purchase Price; (b) identify to BXXX Bombardier the names of Buyer's representatives who will participate in the inspection, flight test and acceptance; and (c) provide evidence of the authority of the designated persons to execute the Certificate of Acceptance and other delivery documents on behalf of Buyer. 9.3 Buyer shall have three (3) consecutive working days commencing on the Readiness Date in which to complete the inspection and flight test (such three (3) working day period being the "Acceptance Period"). This three (3) day period may be extended in the event of any delay by BXXX in making the Aircraft available for inspection and flight test. 9.4 Up to four (4) representatives of Buyer may participate in Buyer's ground inspection of the Aircraft and two (2) representatives of Buyer may participate in the flight test. BXXX Bombardier shall, if requested by Buyer, perform an acceptance flight of not less than one (1) and not more than three (3) hours duration. Ground inspection, in accordance with procedures to be mutually agreed to, inspection and flight test shall be conducted in accordance with BRADBombardier's acceptance procedures (a copy of which shall be provided to Buyer at least 30 days prior to the Scheduled Delivery Date of the First first Aircraft governed by the applicable Supplement hereunder), as may be amended by mutual agreement of Buyer and BXXX, ) and at BRADBombardier's expense. At all times during ground inspection and flight test, BXXX Bombardier shall retain control over the Aircraft. 9.5 If no Aircraft defect or discrepancy is revealed during the ground inspection or flight test, Buyer shall accept the Aircraft on or before the last day of the Acceptance Period in accordance with the provisions of Article 9.7. 9.6 If any material defect or discrepancy in the Aircraft is revealed by Buyer's ground inspection or flight test, the defect or discrepancy will promptly be corrected by BXXXBombardier, at no cost to Buyer, which correction may occur during or after the Acceptance Period depending on the nature of the defect or discrepancy and of the time required for correction. To the extent necessary to verify such correction, BXXX Bombardier shall perform one (1) or more further acceptance flights or ground inspections as applicable. Notwithstanding the provisions of Article 4.2, should the Delivery Date of an Aircraft occur in the month subsequent to the Scheduled Delivery Date due to the correction of defects or discrepancies, *flights. 9.7 Upon completion of the ground inspection and acceptance flight of the Aircraft and correction of any defects or discrepancies: (a) Buyer will sign a Certificate of Acceptance (in the form of Exhibit I heretohereto ) for the Aircraft. Execution of the Certificate of Acceptance by or on behalf of Buyer shall be evidence of Buyer having examined the Aircraft and found it in accordance with the provisions of this Agreement. The date of signature of the Certificate of Acceptance shall be the "Acceptance Date"; (b) BXXX Bombardier will supply a TC Certificate of Airworthiness for Export; , and (c) Buyer shall pay BXXX Bombardier the balance of the * Aircraft Purchase Price and any other amounts due, at which time BXXX Bombardier shall issue an FAA bxxx a bill xx sale (in the form of sale and a warranty bxxx of sale in a form acceptable to BXXX and financiers (substantially in accordance with the forms attached as Exhibit II(aII hereto) and Exhibit II(b) hereto), passing to Buyer, or approved assignee pursuant to Article 20, Buyer good title to the Aircraft free and clear of all liens, claims, charges and encumbrances except for those liens, charges or encumbrances created by or claimed through Buyer (the "Bxxx of Bill xx Sale"). The date on which BXXX Bombardier delivers the Bxxx of Bill xx Sale and Buyer takes delivery of the Aircraft shall be the "Delivery Date". Delivery of the Aircraft shall be evidenced by the execution and delivery of the Bxxx of Bill xx Sale and of the Certificate of Receipt of Aircraft (in the form of Exhibit III heretohereto ). 9.8 Provided that BXXX Bombardier has met all of its obligations under this Article 9, should Buyer not accept, pay for (subject to Letter Agreement No. 7) and take delivery of any of the Aircraft governed by the applicable Supplement within ten (10) calendar days after the end of the Acceptance Period of such Aircraft, Buyer shall be deemed to be in default of the terms of this Agreement *with respect to all the undelivered Aircraft governed by the applicable Supplement. 9.9 Should the Buyer be in default pursuant to Article 9.8 hereof, Buyer shall promptly, upon demand, reimburse BXXX Bombardier for all costs and expenses reasonably incurred by BXXX Bombardier as a result of such Buyer's failure to accept or take delivery of the Aircraft, including but not limited to reasonable amounts for storage, insurance, taxes, preservation or protection of the Aircraft, and provided . Provided that BXXX Bombardier has met all of its obligations under this Article 9, should Buyer not accept, pay for and/or take delivery of any one of the Aircraft governed by a Supplement within * thirty (30) calendar days following the end of the Acceptance Period, BXXX xxx, at its option, terminate the present Agreement Agreement, with respect to any of the undelivered Aircraftall Aircraft governed by such Supplement shall automatically terminate. BXXX Bombardier shall however, have the option (but not the obligation) of waiving such termination should Buyer, within ten (10) calendar days following such termination, make arrangements satisfactory to BXXX Bombardier to accept delivery and provide payment for all amounts owing or to become due pursuant to this AgreementAgreement and the applicable Supplement.

Acceptance Procedure. 9.1 No later than * BXXX shall inform Buyer by facsimile or telegraphic communication or other expeditious means, of the projected week of delivery within the delivery month. BXXX Bombardier shall give Buyer at least * thirty (30) days advance notice, by facsimile or telegraphic communication or other expeditious means, of the projected date of readiness of each Aircraft for inspection and delivery. BXXX and Buyer shall then agree on a mutually acceptable targeted delivery schedule within the delivery month. BXXX Bombardier shall give Buyer at least * ten (10) working days advance notice, by facsimile or telegraphic communication or other expeditious means, of the date on which an Aircraft will be ready for Buyer's inspection, flight test and acceptance (the "Readiness Date"), which Readiness Date shall take into account the targeted delivery schedule mentioned above or such other date as the parties my have agreed upon. 9.2 Within two (2) days following receipt by Buyer of the notice of Readiness Date Buyer shall: (a) provide notice to BXXX Bombardier as to the source and method of payment of the balance of the Aircraft Purchase Price; (b) identify to BXXX Bombardier the names of Buyer's representatives who will participate in the inspection, flight test and acceptance; and (c) provide evidence of the authority of the designated persons to execute the Certificate of Acceptance and other delivery documents on behalf of Buyer. 9.3 Buyer shall have three (3) consecutive working days commencing on the Readiness Date in which to complete the inspection and flight test (such three (3) working day period being the "Acceptance Period"). This three (3) day period may be extended in the event of any delay by BXXX in making the Aircraft available for inspection and flight test. 9.4 Up to four (4) representatives of Buyer may participate in Buyer's ground inspection of the Aircraft and two (2) representatives of Buyer may participate in the flight test. BXXX Bombardier shall, if requested by Buyer, perform an acceptance flight of not less than one (1) and not more than three (3) hours duration. Ground inspection, in accordance with procedures to be mutually agreed to, inspection and flight test shall be conducted in accordance with BRADBombardier's acceptance procedures (a copy of which shall be provided to Buyer at least 30 days prior to the Scheduled Delivery Date of the First first Aircraft governed by the applicable Supplement hereunder), as may be amended by mutual agreement of Buyer and BXXX, ) and at BRADBombardier's expense. At all times during ground inspection and flight test, BXXX Bombardier shall retain control over the Aircraft. 9.5 If no Aircraft defect or discrepancy is revealed during the ground inspection or flight test, Buyer shall accept the Aircraft on or before the last day of the Acceptance Period in accordance with the provisions of Article 9.7. 9.6 If any material defect or discrepancy in the Aircraft is revealed by Buyer's ground inspection or flight test, the defect or discrepancy will promptly be corrected by BXXXBombardier, at no cost to Buyer, which correction may occur during or after the Acceptance Period depending on the nature of the defect or discrepancy and of the time required for correction. To the extent necessary to verify such correction, BXXX Bombardier shall perform one (1) or more further acceptance flights or ground inspections as applicable. Notwithstanding the provisions of Article 4.2, should the Delivery Date of an Aircraft occur in the month subsequent to the Scheduled Delivery Date due to the correction of defects or discrepancies, *flights. 9.7 Upon completion of the ground inspection and acceptance flight of the Aircraft and correction of any defects or discrepancies: (a) Buyer will sign a Certificate of Acceptance (in the form of Exhibit I heretohereto ) for the Aircraft. Execution of the Certificate of Acceptance by or on behalf of Buyer shall be evidence of Buyer having examined the Aircraft and found it in accordance with the provisions of this Agreement. The date of signature of the Certificate of Acceptance shall be the "Acceptance Date"; (b) BXXX Bombardier will supply a TC Certificate of Airworthiness for Export; , and (c) Buyer shall pay BXXX Bombardier the balance of the * Aircraft Purchase Price and any other amounts due, at which time BXXX Bombardier shall issue an FAA bxxx a bill xx sale (in the form of sale and a warranty bxxx of sale in a form acceptable to BXXX and financiers (substantially in accordance with the forms attached as Exhibit II(a11 hereto) and Exhibit II(b) hereto), passing to Buyer, or approved assignee pursuant to Article 20, Buyer good title to the Aircraft free and clear of all liens, claims, charges and encumbrances except for those liens, charges or encumbrances created by or claimed through Buyer (the "Bxxx Bill of Sale"). The date on which BXXX Bombardier delivers the Bxxx of Bill xx Sale and Buyer takes delivery of the Aircraft shall be the "Delivery Date". Delivery of the Aircraft shall be evidenced by the execution and delivery of the Bxxx of Bill xx Sale and of the Certificate of Receipt of Aircraft (in the form of Exhibit III heretohereto ). 9.8 Provided that BXXX Bombardier has met all of its obligations under this Article 9, should Buyer not accept, pay for (subject to Letter Agreement No. 7) and take delivery of any of the Aircraft governed by the applicable Supplement within ten (10) calendar days after the end of the Acceptance Period of such Aircraft, Buyer shall be deemed to be in default of the terms of this Agreement *with respect to all the undelivered Aircraft governed by the applicable Supplement. 9.9 Should the Buyer be in default pursuant to Article 9.8 hereof, Buyer shall promptly, upon demand, reimburse BXXX Bombardier for all costs and expenses reasonably incurred by BXXX Bombardier as a result of such Buyer's failure to accept or take delivery of the Aircraft, including but not limited to reasonable amounts for storage, insurance, taxes, preservation or protection of the Aircraft, and provided . Provided that BXXX Bombardier has met all of its obligations under this Article 9, should Buyer not accept, pay for and/or take delivery of any one of the Aircraft governed by a Supplement within * thirty (30) calendar days following the end of the Acceptance Period, BXXX xxx, at its option, terminate the present Agreement Agreement, with respect to any of the undelivered Aircraftall Aircraft governed by such Supplement shall automatically terminate. BXXX Bombardier shall however, have the option (but not the obligation) of waiving such termination should Buyer, within ten (10) calendar days following such termination, make arrangements satisfactory to BXXX Bombardier to accept delivery and provide payment for all amounts owing or to become due pursuant to this AgreementAgreement and the applicable Supplement.

Acceptance Procedure. 9.1 No later than * BXXX shall inform Buyer by facsimile or telegraphic communication or other expeditious means, of the projected week of delivery within the delivery month. BXXX Bombardier shall give Buyer at least * [CONFIDENTIAL TREATMENT REQUESTED] advance notice, by facsimile or telegraphic communication or other expeditious means, of the projected date of readiness of each Aircraft for inspection and delivery. BXXX and Buyer shall then agree on a mutually acceptable targeted delivery schedule within the delivery month. BXXX Bombardier shall give Buyer at least * [CONFIDENTIAL TREATMENT REQUESTED] advance notice, by facsimile or telegraphic communication or other expeditious means, of the date on which an Aircraft will be ready for Buyer's inspection, flight test and acceptance (the "Readiness Date"). If, after the giving of such notice (which has not been withdrawn in a timely manner), an Aircraft is not ready on the Readiness Date for Buyer's inspection, flight test and acceptance, Bombardier shall reimburse Buyer for the reasonable out of pocket living expenses, including but not limited to air travel expenses (regular coach fare) to return the Buyer's acceptance team for additional delivery attempts, which Readiness Date shall take into account are incremental to the targeted delivery schedule mentioned above or such other date as the parties my have agreed uponAcceptance Period of Buyer's representatives. 9.2 Within two (2) days [CONFIDENTIAL TREATMENT REQUESTED] following receipt by Buyer of the notice of Readiness Date Buyer shall: (a) provide notice to BXXX Bombardier as to the source and method of payment of the balance of the Aircraft Purchase Price; (b) identify to BXXX Bombardier the names of BuyerBxxxx's representatives who will participate in the inspection, flight test and acceptance; and (c) provide evidence of the authority of the designated persons to execute the Certificate of Acceptance and other delivery documents on behalf of BuyerBxxxx. 9.3 Buyer shall have three (3) consecutive working days [CONFIDENTIAL TREATMENT REQUESTED] commencing on the Readiness Date in which to complete the inspection and flight test (such three (3) working day [CONFIDENTIAL TREATMENT REQUESTED] period being the "Acceptance Period"). This three (3) day period may be extended in the event of any delay by BXXX in making the Aircraft available for inspection and flight test. 9.4 Up to four (4) representatives of Buyer [CONFIDENTIAL TREATMENT REQUESTED] may participate in Buyer's ground inspection of the Aircraft and two (2) representatives of Buyer [CONFIDENTIAL TREATMENT REQUESTED] may participate in the flight test. BXXX Bombardier shall, if requested by BuyerBxxxx, perform an acceptance flight of not less than one (1) and not more than three (3) hours duration. Ground inspection, in accordance with procedures to be mutually agreed to, inspection and flight test shall be conducted in accordance with BRADBombardier's acceptance procedures (a copy of which shall be provided to Buyer at least 30 days prior [CONFIDENTIAL TREATMENT REQUESTED] to the Scheduled Delivery Date of the First first Aircraft governed by the applicable Supplement hereunder), as may be amended by mutual agreement of Buyer and BXXX, ) and at BRADBombardier's expense. At all times during ground inspection and flight test, BXXX Bombardier shall retain control over the Aircraft. 9.5 If no Aircraft defect or discrepancy is revealed during the ground inspection or flight test, Buyer shall accept the Aircraft on or before the last day of the Acceptance Period in accordance with the provisions of Article 9.7. 9.6 If any material defect or discrepancy in the Aircraft is revealed by Buyer's ground inspection or flight test, the defect or discrepancy will promptly be corrected by BXXX, at no cost to Buyer, which correction may occur during or after the Acceptance Period depending on the nature of the defect or discrepancy and of the time required for correction. To the extent necessary to verify such correction, BXXX shall perform one (1) or more further acceptance flights or ground inspections as applicable. Notwithstanding the provisions of Article 4.2, should the Delivery Date of an Aircraft occur in the month subsequent to the Scheduled Delivery Date due to the correction of defects or discrepancies, * 9.7 Upon completion of the ground inspection and acceptance flight of the Aircraft and correction of any defects or discrepancies: (a) Buyer will sign a Certificate of Acceptance (in the form of Exhibit I hereto) for the Aircraft. Execution of the Certificate of Acceptance by or on behalf of Buyer shall be evidence of Buyer having examined the Aircraft and found it in accordance with the provisions of this Agreement. The date of signature of the Certificate of Acceptance shall be the "Acceptance Date"; (b) BXXX will supply a TC Certificate of Airworthiness for Export; and (c) Buyer shall pay BXXX the balance of the * any other amounts due, at which time BXXX shall issue an FAA bxxx of sale and a warranty bxxx of sale in a form acceptable to BXXX and financiers (substantially in accordance with the forms attached as Exhibit II(a) and Exhibit II(b) hereto), passing to Buyer, or approved assignee pursuant to Article 20, good title to the Aircraft free and clear of all liens, claims, charges and encumbrances except for those liens, charges or encumbrances created by or claimed through Buyer (the "Bxxx of Sale"). The date on which BXXX delivers the Bxxx of Sale and Buyer takes delivery of the Aircraft shall be the "Delivery Date". Delivery of the Aircraft shall be evidenced by the execution and delivery of the Bxxx of Sale and of the Certificate of Receipt of Aircraft (in the form of Exhibit III hereto). 9.8 Provided that BXXX has met all of its obligations under this Article 9, should Buyer not accept, pay for (subject to Letter Agreement No. 7) and take delivery of any of the Aircraft within ten (10) calendar days after the end of the Acceptance Period of such Aircraft, Buyer shall be deemed to be in default of the terms of this Agreement * 9.9 Should the Buyer be in default pursuant to Article 9.8 hereof, Buyer shall promptly, upon demand, reimburse BXXX for all costs and expenses reasonably incurred by BXXX as a result of such Buyer's failure to accept or take delivery of the Aircraft, including but not limited to reasonable amounts for storage, insurance, taxes, preservation or protection of the Aircraft, and provided that BXXX has met all of its obligations under this Article 9, should Buyer not accept, pay for and/or take delivery of any one of the Aircraft within * following the end of the Acceptance Period, BXXX xxx, at its option, terminate the present Agreement with respect to any of the undelivered Aircraft. BXXX shall however, have the option (but not the obligation) of waiving such termination should Buyer, within ten (10) calendar days following such termination, make arrangements satisfactory to BXXX to accept delivery and provide payment for all amounts owing or to become due pursuant to this Agreement.

Acceptance Procedure. 9.1 No Bombardier shall: (a) reconfirm the Scheduled Delivery Date [* ] of each Aircraft to Buyer not later than [* BXXX shall inform Buyer by facsimile or telegraphic communication or other expeditious means, ] prior to the Scheduled Delivery Date of the projected week first Aircraft provided that such reconfirmation shall not alter Appendix II. Bombardier shall reconfirm the Scheduled Delivery Date [* ] of delivery within each Aircraft to Buyer not later than [* ] prior to the delivery month. BXXX Scheduled Delivery Date of the first Aircraft; provided that (1) all such reconfirmed Scheduled Delivery Dates [* ] shall be consistent with those [* ] originally provided under Appendix II and (2) upon such reconfirmation, the parties shall [* ] for each Aircraft as provided under such reconfirmation. (b) conduct CRJ-700 program reviews with Buyer, no more frequently than [* ], to provide information concerning the status and progress related to the [* (c) give Buyer at least [* ] advance notice, by facsimile or telegraphic communication or other expeditious means, notice of the projected two (2) weeks during which each Aircraft may be ready for inspection and delivery. (d) give Buyer at least [* ] advance notice of the projected date of readiness of each Aircraft for inspection and delivery. BXXX and Buyer shall then agree on a mutually acceptable targeted delivery schedule within the delivery month. BXXX shall . (e) give Buyer at least [* ] advance notice, by facsimile or telegraphic communication or other expeditious means, notice of the date on which an Aircraft will be ready for Buyer's inspection, flight test and acceptance (the "Readiness Date"). Bombardier shall provide Buyer, coincident with the [* ] notice establishing the Readiness Date, written notice of [* ] due on delivery of such Aircraft, which Readiness Date notice shall take into account contain evidence of the targeted delivery schedule mentioned above or appropriate calculations supporting such other date as the parties my have agreed uponamount. 9.2 Within two (2) days following receipt by Buyer of the notice of Readiness Date Date, Buyer shall: (a) provide notice to BXXX Bombardier as to the source and method of payment of the balance of the Aircraft Purchase Price[* ]; (b) identify to BXXX Bombardier the names of Buyer's representatives who will participate in the inspection, flight test and acceptance; and (c) provide evidence of the authority of the designated persons to execute the Certificate of Acceptance and other delivery documents on behalf of Buyer. 9.3 Buyer shall have three (3) consecutive working days commencing on the Readiness Date in which to complete the inspection and flight test (such three (3) working day period being the "Acceptance Period"). This three (3) day period may be extended in the event of any delay by BXXX in making the Aircraft available for inspection and flight test. 9.4 Up to four (4) representatives of Buyer may participate in Buyer's ground inspection of the Aircraft and two (2) representatives of Buyer may participate in the flight tests, provided that, at least one of such representative's, duly and properly endorsed, shall be entitled to sit in the cockpit of the Aircraft during such flight test. BXXX Bombardier shall, if requested by Buyer, perform an acceptance flight of not less than one (1) and not more than three (3) hours duration. Ground inspection, in accordance with procedures to be mutually agreed to, inspection and flight test tests shall be conducted in accordance with BRAD's those acceptance procedures (a copy of which shall to be provided mutually agreed upon by the parties and, except for Buyer's representative's travel and living expenses, [* ]. Such acceptance procedures to Buyer at least 30 days be agreed upon no later than [* ] prior to the Scheduled Delivery Date of the First Aircraft hereunder), as may be amended by mutual agreement of Buyer and BXXX, and at BRAD's expensefirst Aircraft. At all times during ground inspection and flight test, BXXX Bombardier shall retain control over the Aircraft. The agreed acceptance testing procedures shall be sufficient to reasonably demonstrate the Aircraft's compliance with the Specifications and, subject to the following sentence, the [* ]. Buyer shall be entitled to require on ten (10) days prior written notice to Bombardier, [* ] on (a) each of [* ] delivered hereunder, (b) every [* ] thereafter delivered hereunder, and (c) on any Aircraft to be delivered hereunder [* ]. Bombardier shall, in connection with and for purposes of Buyer's participation in such ground inspection and flight test, cause [* ] and shall cause [* ] and shall furnish [* ]. 9.5 If no Aircraft defect or discrepancy is revealed during the ground inspection or flight test, Buyer shall accept the Aircraft on or before the last day of the Acceptance Period in accordance with the provisions of Article 9.7. 9.6 If any material defect or discrepancy in the Aircraft is revealed by Buyer's ground inspection or flight test, the defect or discrepancy will promptly be corrected by BXXXBombardier, at no cost to Buyer, which correction may occur during or after the Acceptance Period depending on the nature of the defect or discrepancy and of the time required for correctioncorrection provided, that, Bombardier will use its good faith efforts to correct any such defect or discrepancy on or before expiration of the Acceptance Period and allowing sufficient time before such expiration to permit the conduct of additional test flights. To the extent necessary to verify such correction, BXXX Bombardier shall perform one (1) or more further acceptance flights or ground inspections as applicableflights. Notwithstanding Should such correction cause the provisions delivery of Article 4.2, should the Delivery Date of an Aircraft occur in the month subsequent to be postponed to the Scheduled Delivery Date due to succeeding month, the correction of defects or discrepancies, *[* ]. 9.7 Upon completion of the ground inspection and acceptance flight of the Aircraft and correction of any defects or discrepancies: (a) Buyer will sign a Certificate of Acceptance (in the form of Exhibit I hereto) for the Aircraft. Execution of the Certificate of Acceptance by or on behalf of Buyer shall be evidence of Buyer having examined the Aircraft and found it in accordance with the provisions of this Agreement. The date of signature of the Certificate of Acceptance shall be the "Acceptance Date"; (b) BXXX Bombardier will supply a TC Certificate of Airworthiness for Export; andExport and all other documentation or other evidence required under Article 8.2 of this Agreement; (c) Buyer shall pay BXXX Bombardier the balance of the [* ] and any other amounts agreed by the parties that are due, at which time BXXX Bombardier shall issue an FAA bxxx of bill xx sale and a full warranty bxxx bill xx sale (in the form of sale in a form acceptable to BXXX and financiers (substantially in accordance with the forms attached as Exhibit II(aII hereto) and Exhibit II(b) hereto), passing to Buyer, or approved assignee pursuant to Article 20, Buyer good title to the Aircraft free and clear of all liens, claims, charges and encumbrances except for those liens, charges or encumbrances created by or claimed through Buyer (collectively the "Bxxx of Bill xx Sale"). The date on which BXXX Bombardier delivers the Bxxx of Bill xx Sale and Buyer takes delivery of the Aircraft shall be the "Delivery Date"" for such Aircraft; and (d) Unless waived by Buyer, Bombardier shall supply a legal opinion opining on due authorization, execution and delivery of the Warranty Bill xx Sale and that the Warranty Bill xx Sale is legal, valid and a binding obligation of Bombardier, in accordance with its terms. The legal opinion shall be in a form to be mutually satisfactory and agreed upon by the parties within ten (10) days after the execution and delivery of this Agreement and may be provided in whole or in part by, or in reliance on an opinion issued by a duly admitted lawyer employed by the legal department of Bombardier. Delivery of the Aircraft shall be evidenced by the execution and delivery of the Bxxx of Bill xx Sale and of the Certificate of Receipt of Aircraft (in the form of Exhibit III hereto). 9.8 Provided that BXXX Bombardier has met all of its obligations under this Article 9, should Buyer not accept, pay for (subject to Letter Agreement No. 7) and take delivery of any of the Aircraft within ten (10) calendar days [* ] after the end of the Acceptance Period of such Aircraft, Buyer shall be deemed to be in default of the terms of this Agreement *Agreement. 9.9 Should the Buyer be in default pursuant to Article 9.8 hereof, Buyer shall promptly, upon demand, reimburse BXXX for all costs and expenses reasonably incurred by BXXX as a result of such Buyer's failure to accept or take delivery of the Aircraft, including but not limited to reasonable amounts for storage, insurance, taxes, preservation or protection of the Aircraft, and provided Provided that BXXX Bombardier has met all of its obligations under this Article 9, should Buyer not accept, pay for and/or take delivery of any one of the Aircraft within [* ] following the end of the Acceptance Period, BXXX xxx, at its option, terminate the present Agreement shall automatically terminate or, at Bombardier's option; terminate solely with respect to any of the undelivered such Aircraft. BXXX Bombardier shall however, have the option (but not the obligation) of waiving such termination should Buyer, within ten (10) calendar days following such termination, make arrangements satisfactory to BXXX Bombardier to accept delivery and provide payment for all amounts owing or to become due pursuant to this Agreement. 9.10 Each Aircraft subject to delivery hereunder shall be full of fuel and oil at the time of such delivery and shall have no more (unless otherwise mutually agreed) than [* ] of operational time on the Aircraft or any component thereof, unless necessary to comply with a Regulatory Change or any other change requested by Buyer. Bombardier will not demonstrate an Aircraft allocated to Buyer without Buyer's prior written consent.

Acceptance Procedure. 9.1 No later than * BXXX shall inform Buyer by facsimile or telegraphic communication or other expeditious means, of the projected week of delivery within the delivery month. BXXX XXXX shall give Buyer at least * thirty (30) days advance notice, by facsimile or telegraphic communication or other expeditious means, of the projected date of readiness of each Aircraft for inspection and delivery. BXXX and Buyer shall then agree on a mutually acceptable targeted delivery schedule within the delivery month. BXXX XXXX shall give Buyer at least * ten (10) working days advance notice, by facsimile or telegraphic communication or other expeditious means, of the date on which an Aircraft will be ready for Buyer's inspection, flight test and acceptance (the "Readiness Date"), which Readiness Date shall take into account the targeted delivery schedule mentioned above or such other date as the parties my have agreed upon. 9.2 Within two (2) working days following receipt by Buyer of the notice of Readiness Date Buyer shall: (a) provide notice to BXXX XXXX as to the source and method of payment of the balance of the Aircraft Purchase Price; (b) identify to BXXX XXXX the names of Buyer's representatives who will participate in the inspection, flight test and acceptance; and (c) provide evidence of the authority of the designated persons to execute the Certificate of Acceptance and other delivery documents on behalf of Buyer. 9.3 Buyer shall have three (3) consecutive working days commencing on the Readiness Date in which to complete the inspection and flight test (such three (3) working day period being the "Acceptance Period"). This three (3) day period may be extended in the event of any delay by BXXX in making the Aircraft available for inspection and flight test. 9.4 Up to four (4) representatives of Buyer may participate in Buyer's ground inspection of the Aircraft and two (2) representatives of Buyer may participate in the flight test. BXXX XXXX shall, if requested by Buyer, perform an acceptance flight of not less than one (1) and not more than three (3) hours duration. Ground inspection, in accordance with procedures to be mutually agreed to, inspection and flight test shall be conducted in accordance with BRAD's acceptance procedures (a copy of which shall be provided to Buyer at least 30 days prior to the Scheduled Delivery Date of the First Aircraft hereunder), as may be amended by mutual agreement of Buyer and BXXX, ) and at BRAD's expense. At all times during ground inspection and flight test, BXXX XXXX shall retain control over the Aircraft. 9.5 If no Aircraft defect or discrepancy is revealed during the ground inspection or flight test, Buyer shall accept the Aircraft on or before the last day of the Acceptance Period in accordance with the provisions of Article 9.7. 9.6 9.6.1 If any material defect or discrepancy in the Aircraft is revealed by Buyer's ground inspection or flight test, the defect or discrepancy will promptly be corrected by BXXXXXXX, at no cost to Buyer, which correction may occur during or after the Acceptance Period depending on the nature of the defect or discrepancy and of the time required for correction. Should the inspection reveal a defect or discrepancy which from Buyer's standpoint is not a material defect the cost correction of which would be disproportionate to the impact of such defect or discrepancy or Buyer's operation the parties agree to discuss to resolve the issue in a manner satisfactory to both parties. To the extent necessary to verify demonstrate to Buyer such correction, BXXX XXXX shall perform one (1) or more further acceptance flights flights. 9.6.2 If any material defect or ground inspections as applicable. Notwithstanding the provisions of Article 4.2, should the Delivery Date of an Aircraft occur discrepancy in the month subsequent to the Scheduled Delivery Date due to the correction of defects or discrepancies, * 9.7 Upon completion of the Aircraft is revealed by Buyer's ground inspection or flight test, and acceptance flight of the Aircraft XXXX is not able to promptly correct such defect or discrepancydiscrepenacy then XXXX and correction of any defects or discrepancies: (a) Buyer will sign a Certificate of Acceptance (in the form of Exhibit I hereto) for the Aircraft. Execution of the Certificate of Acceptance by or on behalf of Buyer shall be evidence of Buyer having examined the Aircraft and found it in accordance with the provisions of this Agreement. The date of signature of the Certificate of Acceptance shall be the "Acceptance Date"; (b) BXXX will supply a TC Certificate of Airworthiness for Export; and (c) Buyer shall pay BXXX the balance of the * any other amounts due, at which time BXXX shall issue an FAA bxxx of sale and a warranty bxxx of sale in a form acceptable cooperate to BXXX and financiers (substantially in accordance with the forms attached as Exhibit II(a) and Exhibit II(b) hereto), passing to Buyer, or approved assignee pursuant to Article 20, good title to the Aircraft free and clear of all liens, claims, charges and encumbrances except for those liens, charges or encumbrances created by or claimed through Buyer (the "Bxxx of Sale"). The date on which BXXX delivers the Bxxx of Sale and Buyer takes delivery of the Aircraft shall be the "Delivery Date". Delivery of the Aircraft shall be evidenced by the execution effect acceptance and delivery of the Bxxx of Sale and of the Certificate of Receipt of such Aircraft (in the form of Exhibit III hereto). 9.8 Provided that BXXX has met all of its obligations under this Article 9, should Buyer not accept, pay for (subject to Letter Agreement No. 7) and take delivery of any of the Aircraft within ten (10) calendar days after the end of the Acceptance Period following correction of such Aircraft, Buyer shall be deemed to be defect in default of the terms of this Agreement * 9.9 Should the Buyer be in default pursuant to Article 9.8 hereof, Buyer shall promptly, upon demand, reimburse BXXX for all costs and expenses reasonably incurred by BXXX as a result of such Buyer's failure to accept or take delivery of the Aircraft, including but not limited to reasonable amounts for storage, insurance, taxes, preservation or protection of the Aircraft, and provided that BXXX has met all of its obligations under this Article 9, should Buyer not accept, pay for and/or take delivery of any one of the Aircraft within * following the end of the Acceptance Period, BXXX xxx, at its option, terminate the present Agreement with respect to any of the undelivered Aircraft. BXXX shall however, have the option (but not the obligation) of waiving such termination should Buyer, within ten (10) calendar days following such termination, make arrangements timely manner satisfactory to BXXX to accept delivery and provide payment for all amounts owing or to become due pursuant to this Agreementboth parties.

Acceptance Procedure. 9.1 No later than * BXXX Bombardier shall inform Buyer give Northwest at least [*] advance notice, by facsimile or telegraphic communication or other expeditious means, of the projected week of delivery within the delivery monthreadiness of each Aircraft for inspection and delivery. BXXX Bombardier shall give Buyer at least * Northwest [*] advance notice by facsimile or other expeditious means, of any changes to the original projected week of readiness. Bombardier shall give Northwest thirty (30) days advance notice, by facsimile or telegraphic communication or other expeditious means, of the projected date of readiness of each Aircraft for inspection and delivery. BXXX It is understood by the parties that the above projected weeks and Buyer date of readiness will be provided to Northwest by Bombardier for Northwest's planning purposes only and are subject to change without penalty or damages payable by Bombardier. [*] Notwithstanding the foregoing, Bombardier's commitment with respect to delivery dates shall then agree on a mutually acceptable targeted delivery schedule within be the delivery monthScheduled Delivery Dates as detailed in Schedule II attached hereto. BXXX Bombardier shall give Buyer Northwest at least * ten (10) working days advance notice, by facsimile or telegraphic communication or other expeditious means, of the date on which an each of the Aircraft will be ready for BuyerNorthwest's inspection, flight test and acceptance (the "Readiness Date"), which Readiness Date shall take into account the targeted delivery schedule mentioned above or such other date as the parties my have agreed upon. 9.2 Within two (2) working days following receipt by Buyer Northwest of the notice of Readiness Date Buyer Northwest shall: (a) provide notice to BXXX as to the source and method of payment of the balance of the Aircraft Purchase Price; (b) identify to BXXX Bombardier the names of BuyerNorthwest's representatives who will participate in the inspection, flight test and acceptance; and (cb) provide evidence of the authority of the designated persons to execute the Certificate of Acceptance and other delivery documents on behalf of BuyerNorthwest. 9.3 Buyer Northwest shall have three (3) consecutive working days commencing on the Readiness Date in which to complete the inspection and flight test (such three (3) working day period being the "Acceptance Period"). This three (3) day period may be extended in Purchase Agreement PA-0498 Northwest Airlines, Inc. [*] Confidential material omitted and filed separately with the event of any delay by BXXX in making the Aircraft available Securities and Exchange Commission pursuant to a request for inspection and flight testconfidential treatment. 9.4 Up to four (4) representatives of Buyer Northwest may participate in BuyerNorthwest's ground inspection of the each Aircraft and two (2) representatives of Buyer Northwest may participate in the flight test. BXXX Bombardier shall, if requested by BuyerNorthwest, perform an acceptance flight for such period(s) as may be reasonably required to demonstrate to Northwest the functioning of the Aircraft and its equipment in accordance with this Agreement. For the avoidance of doubt, it is agreed that unless agreed by the parties otherwise, such acceptance flight shall not be less than one and one-half (11 1/2) hours and not more than three (3) hours durationhours. Ground inspection, in accordance with procedures to be mutually agreed to, inspection and flight test shall be conducted in accordance with BRADBombardier's acceptance procedures (a copy of which shall to be provided to Buyer at least 30 days prior to the Scheduled Delivery Date of the First Aircraft hereunder), as may be amended by mutual agreement of Buyer and BXXX, agreed with Northwest and at BRADBombardier's expense. At all times during ground inspection and flight test, BXXX Bombardier shall retain control over the each Aircraft. 9.5 If no Aircraft defect or discrepancy discrepancy, except for immaterial defects or discrepancies, is revealed during the ground inspection or flight test, Buyer Northwest shall accept the such Aircraft on or before the last day of the Acceptance Period in accordance with the provisions of Article 9.7. 9.6 If any material defect or discrepancy in the any Aircraft is revealed by BuyerNorthwest's ground inspection or flight test, the defect or discrepancy will promptly be corrected by BXXXBombardier, at no cost to BuyerNorthwest, which correction may shall occur during or after the Acceptance Period depending on the nature of the defect or discrepancy and of the time required for correction[*]. To the extent necessary to verify such correction, BXXX Bombardier shall perform one (1) or more further acceptance flights or ground inspections as applicable. Notwithstanding the provisions of Article 4.2, should the Delivery Date of an Aircraft occur in the month subsequent to the Scheduled Delivery Date due to the correction of defects or discrepancies, *flights. 9.7 Upon completion of the ground inspection and acceptance flight of the each Aircraft and correction of any defects or discrepancies: (a) Buyer Northwest will sign a Certificate of Acceptance and Certificate of Receipt and, if required by law or to minimize or eliminate any taxes payable, a Quebec Tax Certificate (in the form of Exhibit I Exhibits I, IIIA and IIIB respectively hereto) for the such Aircraft. Execution of the Certificate of Acceptance by or on behalf of Buyer Northwest shall be evidence of Buyer Northwest having examined the such Aircraft and found it in accordance with the provisions of this Agreement. The date of signature of the Certificate of Acceptance shall be the "Acceptance Date"; (b) BXXX Bombardier will supply a TC Certificate of Airworthiness for Export; and (c) Buyer Northwest shall pay BXXX Bombardier the balance of the * Aircraft Purchase Price and any other amounts due, at which time BXXX Bombardier shall issue an FAA bxxx a xxxx of sale and a warranty bxxx (in the form of sale in a form acceptable to BXXX and financiers (substantially in accordance with the forms attached as Exhibit II(aII hereto) and Exhibit II(b) hereto), passing to Buyer, or approved assignee pursuant to Article 20, Northwest good title to the such Aircraft free and clear of all liens, claims, charges and encumbrances except for those liens, charges or encumbrances created by or claimed through Buyer Northwest (the "Bxxx Xxxx of Sale"). The date on which BXXX Bombardier delivers the Bxxx Xxxx of Sale and Buyer Northwest takes delivery of the Aircraft shall be the "Delivery Date". Purchase Agreement PA-0498 Northwest Airlines, Inc. [*] Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment. Delivery of the each Aircraft shall be evidenced by the execution and delivery of the Bxxx Xxxx of Sale and of the Certificate of Receipt of Aircraft (in the form of Exhibit III Exhibits II and IIIA respectively, attached hereto). 9.8 Provided that BXXX Bombardier has met all of its obligations under this Article 9, should Buyer Northwest not accept, pay for (subject to Letter Agreement No. 7) and take delivery of any of the Aircraft within ten (10) calendar days after the end of the Acceptance Period of for such Aircraft, Buyer Northwest shall be deemed to be in default of the terms of this Agreement *Agreement. 9.9 Should In the Buyer be in event of a deemed default by Northwest pursuant to Article 9.8 hereofabove, Buyer Northwest shall promptly, upon demand, reimburse BXXX Bombardier for all costs and expenses reasonably incurred by BXXX as a result of such Buyer's failure to accept or take delivery of the Aircraft, including but not limited to reasonable amounts for storage, insurance, taxes, preservation or protection of the Aircraft, and provided [*]. Provided that BXXX Bombardier has met all of its obligations under this Article 9, should Buyer Northwest not accept, pay for and/or take delivery of any one of the Aircraft within * [*] calendar days following the end of the Acceptance PeriodPeriod for such Aircraft, BXXX xxx, at its option, terminate the present this Agreement with respect to any of the undelivered Aircraftshall automatically terminate. BXXX Bombardier shall however, have the option (but not the obligation) of waiving such termination should BuyerNorthwest, within ten (10) calendar days following such termination, make arrangements satisfactory to BXXX Bombardier to accept delivery and provide payment for all amounts owing or to become due pursuant to this Agreement. Purchase Agreement PA-0498 Northwest Airlines, Inc. [*] Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.

Acceptance Procedure. 9.1 No later than * BXXX ---------------- ----------------------------------- ---------- Bombardier shall inform Buyer by facsimile or telegraphic communication or other expeditious means, of the projected week of delivery within the delivery month. BXXX month Bombardier shall give Buyer at least * ---------------- advance notice, by facsimile or telegraphic communication or other expeditious means, of the projected date of readiness of each Aircraft for inspection and delivery. BXXX Bombardier and Buyer shall then agree on a mutually acceptable targeted delivery schedule within the delivery month. BXXX Bombardier shall give Buyer at least * advance ----------------------advance notice, by facsimile or telegraphic communication or other expeditious means, of the date on which an Aircraft will be ready for Buyer's inspection, flight test and acceptance (the "Readiness Date"), which Readiness Date shall take into account the targeted delivery schedule mentioned above or such other date as the parties my may have agreed upon. 9.2 Within two (2) days following receipt by Buyer of the notice of Readiness Date Buyer shall: (a) provide notice to BXXX Bombardier as to the source and method of payment of the balance of the Aircraft Purchase Price; (b) identify to BXXX Bombardier the names of Buyer's representatives who will participate in the inspection, flight test and acceptance; and (c) provide evidence of the authority of the designated persons to execute the Certificate of Acceptance and other delivery documents on behalf of Buyer. 9.3 Buyer shall have three (3) consecutive working days commencing on the Readiness Date in which to complete the inspection and flight test (such three (3) working day period being the "Acceptance Period"). This three (3) day period may be extended in the event of any delay by BXXX Bombardier in making the Aircraft available for inspection and flight test. 9.4 Up to four (4) representatives of Buyer may participate in Buyer's ground inspection of the Aircraft and two (2) representatives of Buyer may participate in the flight test. BXXX Bombardier shall, if requested by Buyer, perform an acceptance flight of not less than one (1) and not more than three (3) hours duration. Ground inspection, in accordance with procedures to be mutually agreed to, and flight test shall be conducted in accordance with BRADBombardier's acceptance procedures (a copy of which shall be provided to Buyer at least 30 days prior to the Scheduled Delivery Date of the First Aircraft hereunder), as may be amended by mutual agreement of Buyer and BXXXBombardier, and at BRADBombardier's expense. At all times during ground inspection and flight test, BXXX Bombardier shall retain control over the Aircraft. 9.5 If no Aircraft defect or discrepancy is revealed during the ground inspection or flight test, Buyer shall accept the Aircraft on or before the last day of the Acceptance Period in accordance with the provisions of Article 9.7. 9.6 If any material defect or discrepancy in the Aircraft is revealed by Buyer's ground inspection or flight test, the defect or discrepancy will promptly be corrected by BXXXBombardier, at no cost to Buyer, which correction may occur during or after the Acceptance Period depending on the nature of the defect or discrepancy and of the time required for correction. To the extent necessary to verify such correction, BXXX Bombardier shall perform one (1) or more further acceptance flights or ground inspections as applicable. Notwithstanding the provisions of Article 4.2, should the Delivery Date of an Aircraft occur in the month subsequent to the Scheduled Delivery Date due to the correction of defects or discrepancies, *------ ----------------------------------- ----------------------------------- -------------------------------- 9.7 Upon completion of the ground inspection and acceptance flight of the Aircraft and correction of any defects or discrepancies: (a) Buyer will sign a Certificate of Acceptance (in the form of Exhibit I hereto) for the Aircraft. Execution of the Certificate of Acceptance by or on behalf of Buyer shall be evidence of Buyer having examined the Aircraft and found it in accordance with the provisions of this Agreement. The date of signature of the Certificate of Acceptance shall be the "Acceptance Date"; (b) BXXX Bombardier will supply a TC Certificate of Airworthiness for Export; and (c) Buyer shall pay BXXX Bombardier the balance of the * ------------------------ ------- and any other amounts due, at which time BXXX Bombardier shall issue an FAA bxxx bill of sale and salx xnd a warranty bxxx bill of sale in salx xn a form acceptable to BXXX Bombardier and financiers (substantially in accordance with the forms attached as Exhibit II(a) and Exhibit II(b) hereto), passing to Buyer, or approved assignee pursuant to Article 20, good title to the Aircraft free and clear of all liens, claims, charges and encumbrances except for those liens, charges or encumbrances created by or claimed through Buyer (the "Bxxx Bill of SaleSalx"). The date on which BXXX Bombardier delivers the Bxxx Bill of Sale and Buyer takes delivery of the Aircraft shall be the "Delivery Date". Delivery of the Aircraft shall be evidenced by the execution and delivery of the Bxxx Bill of Sale and Salx xxd of the Certificate of Receipt of Aircraft (in the form of Exhibit III hereto). 9.8 Provided that BXXX Bombardier has met all of its obligations under this Article 9, should Buyer not accept, pay for (subject to Letter Agreement No. 7) and take delivery of any of the Aircraft within ten (10) calendar days after the end of the Acceptance Period of such Aircraft, Buyer shall be deemed to be in default of the terms of this Agreement *------------------------- ----------------------------------- ----------------------------------- ----------------------------------- ---------------------------- 9.9 Should the Buyer be in default pursuant to Article 9.8 hereof, Buyer shall promptly, upon demand, reimburse BXXX Bombardier for all costs and expenses reasonably incurred by BXXX Bombardier as a result of such Buyer's failure to accept or take delivery of the Aircraft, including but not limited to reasonable amounts for storage, insurance, taxes, preservation or protection of the Aircraft, and provided that BXXX Bombardier has met all of its obligations under this Article 9, should Buyer not accept, pay for and/or take delivery of any one of the Aircraft within * --------------- -------------- following the end of the Acceptance Period, BXXX xxxBombardier may, at its option, terminate the present Agreement with respect to any of the undelivered Aircraft. BXXX Bombardier shall however, have the option (but not the obligation) of waiving such termination should Buyer, within ten (10) calendar days following such termination, make arrangements satisfactory to BXXX Bombardier to accept delivery and provide payment for all amounts owing or to become due pursuant to this Agreement.

Acceptance Procedure. 9.1 No later than [ * BXXX XXXX shall inform Buyer by facsimile or telegraphic communication or other expeditious means, of the projected week of delivery within the delivery month. BXXX month XXXX shall give Buyer at least [ * ] advance notice, by facsimile or telegraphic communication or other expeditious means, of the projected date of readiness of each Aircraft for inspection and delivery. BXXX XXXX and Buyer shall then agree on a mutually acceptable targeted delivery schedule within the delivery month. BXXX XXXX shall give Buyer at least [ * ] advance notice, by facsimile or telegraphic communication or other expeditious means, of the date on which an Aircraft will be ready for Buyer's inspection, flight test and acceptance (the "Readiness Date"), which Readiness Date shall take into account the targeted delivery schedule mentioned above or such other date as the parties my may have agreed upon. 9.2 Within two (2) days following receipt by Buyer of the notice of Readiness Date Buyer shall: (a) provide notice to BXXX XXXX as to the source and method of payment of the balance of the Aircraft Purchase Price; (b) identify to BXXX XXXX the names of Buyer's representatives who will participate in the inspection, flight test and acceptance; and (c) provide evidence of the authority of the designated persons to execute the Certificate of Acceptance and other delivery documents on behalf of Buyer. 9.3 Buyer shall have three (3) consecutive working days commencing on the Readiness Date in which to complete the inspection and flight test (such three (3) working day period being the "Acceptance Period"). This three (3) day period may be extended in the event of any delay by BXXX XXXX in making the Aircraft available for inspection and flight test. 9.4 Up to four (4) representatives of Buyer may participate in Buyer's ground inspection of the Aircraft and two (2) representatives of Buyer may participate in the flight test. BXXX XXXX shall, if requested by Buyer, perform an acceptance flight of not less than one (1) and not more than three (3) hours duration. Ground inspection, in accordance with procedures to be mutually agreed to, and flight test shall be conducted in accordance with BRAD's acceptance procedures (a copy of which shall be provided to Buyer at least 30 days prior to the Scheduled Delivery Date of the First Aircraft hereunder), as may be amended by mutual agreement of Buyer and BXXXXXXX, and at BRAD's expense. At all times during ground inspection and flight test, BXXX XXXX shall retain control over the Aircraft. 9.5 If no Aircraft defect or discrepancy is revealed during the ground inspection or flight test, Buyer shall accept the Aircraft on or before the last day of the Acceptance Period in accordance with the provisions of Article 9.7. 9.6 If any material defect or discrepancy in the Aircraft is revealed by Buyer's ground inspection or flight test, the defect or discrepancy will promptly be corrected by BXXXXXXX, at no cost to Buyer, which correction may occur during or after the Acceptance Period depending on the nature of the defect or discrepancy and of the time required for correction. To the extent necessary to verify such correction, BXXX XXXX shall perform one (1) or more further acceptance flights or ground inspections as applicable. Notwithstanding the provisions of Article 4.2, should the Delivery Date of an Aircraft occur in the month subsequent to the Scheduled Delivery Date due to the correction of defects or discrepancies, *[ * ] 9.7 Upon completion of the ground inspection and acceptance flight of the Aircraft and correction of any defects or discrepancies: (a) Buyer will sign a Certificate of Acceptance (in the form of Exhibit I hereto) for the Aircraft. Execution of the Certificate of Acceptance by or on behalf of Buyer shall be evidence of Buyer having examined the Aircraft and found it in accordance with the provisions of this Agreement. The date of signature of the Certificate of Acceptance shall be the "Acceptance Date"; (b) BXXX XXXX will supply a TC Certificate of Airworthiness for Export; and (c) Buyer shall pay BXXX XXXX the balance of the [ * ] and any other amounts due, at which time BXXX XXXX shall issue an FAA bxxx xxxx of sale and a warranty bxxx xxxx of sale in a form acceptable to BXXX XXXX and financiers (substantially in accordance with the forms attached as Exhibit II(a) and Exhibit II(b) hereto), passing to Buyer, or approved assignee pursuant to Article 20, good title to the Aircraft free and clear of all liens, claims, charges and encumbrances except for those liens, charges or encumbrances created by or claimed through Buyer (the "Bxxx Xxxx of Sale"). The date on which BXXX XXXX delivers the Bxxx Xxxx of Sale and Buyer takes delivery of the Aircraft shall be the "Delivery Date". Delivery of the Aircraft shall be evidenced by the execution and delivery of the Bxxx Xxxx of Sale and of the Certificate of Receipt of Aircraft (in the form of Exhibit III hereto). 9.8 Provided that BXXX XXXX has met all of its obligations under this Article 9, should Buyer not accept, pay for (subject to Letter Agreement No. 7) and take delivery of any of the Aircraft within ten (10) calendar days after the end of the Acceptance Period of such Aircraft, Buyer shall be deemed to be in default of the terms of this Agreement *[ * ] 9.9 Should the Buyer be in default pursuant to Article 9.8 hereof, Buyer shall promptly, upon demand, reimburse BXXX XXXX for all costs and expenses reasonably incurred by BXXX XXXX as a result of such Buyer's failure to accept or take delivery of the Aircraft, including but not limited to reasonable amounts for storage, insurance, taxes, preservation or protection of the Aircraft, and provided that BXXX XXXX has met all of its obligations under this Article 9, should Buyer not accept, pay for and/or take delivery of any one of the Aircraft within [ * ] following the end of the Acceptance Period, BXXX XXXX xxx, at its option, terminate the present Agreement with respect to any of the undelivered Aircraft. BXXX XXXX shall however, have the option (but not the obligation) of waiving such termination should Buyer, within ten (10) calendar days following such termination, make arrangements satisfactory to BXXX XXXX to accept delivery and provide payment for all amounts owing or to become due pursuant to this Agreement.

Acceptance Procedure. 9.1 No later than * BXXX shall inform Buyer by facsimile or telegraphic communication or other expeditious means, of the projected week of delivery within the delivery month. BXXX shall give Buyer at least * advance notice, by facsimile or telegraphic communication or other expeditious means, of the projected date of readiness of each Aircraft for inspection and delivery. BXXX and Buyer shall then agree on a mutually acceptable targeted delivery schedule within the delivery month. * BXXX shall give Buyer at least * advance notice, by facsimile or telegraphic communication or other expeditious means, of the date on which an Aircraft will be ready for Buyer's inspection, flight test and acceptance (the "Readiness Date"), which Readiness Date shall take into account the targeted delivery schedule mentioned above or such other date as the parties my have agreed upon.* 9.2 Within two (2) days following receipt by Buyer of the notice of Readiness Date Buyer shall: (a) provide notice to BXXX as to the source and method of payment of the balance of the Aircraft Purchase Price; (b) identify to BXXX the names of Buyer's representatives who will participate in the inspection, flight test and acceptance; and (c) provide evidence of the authority of the designated persons to execute the Certificate of Acceptance and other delivery documents on behalf of Buyer. 9.3 Buyer shall have three (3) consecutive working days commencing on the Readiness Date in which to complete the inspection and flight test (such three (3) working day period being the "Acceptance Period"). This three (3) day period may be extended in the event of any delay by BXXX in making the Aircraft available for inspection and flight test. 9.4 Up to four (4) representatives of Buyer may participate in Buyer's ground inspection of the Aircraft and two (2) representatives of Buyer may participate in the flight test. BXXX shall, if requested by Buyer, perform an acceptance flight of not less than one (1) and not more than three (3) hours duration. Ground inspection, in accordance with procedures to be mutually agreed to, and flight test shall be conducted in accordance with BRAD's acceptance procedures (a copy of which shall be provided to Buyer at least 30 days prior to the Scheduled Delivery Date of the First Aircraft hereunder), as may be amended by mutual agreement of Buyer and BXXX, and at BRAD's expense. At all times during ground inspection and flight test, BXXX shall retain control over the Aircraft. 9.5 If no Aircraft defect or discrepancy is revealed during the ground inspection or flight test, Buyer shall accept the Aircraft on or before the last day of the Acceptance Period in accordance with the provisions of Article 9.7. 9.6 If any material defect or discrepancy in the Aircraft is revealed by Buyer's ground inspection or flight test, the defect or discrepancy will promptly be corrected by BXXX, at no cost to Buyer, which correction may occur during or after the Acceptance Period depending on the nature of the defect or discrepancy and of the time required for correction. To the extent necessary to verify such correction, BXXX shall perform one (1) or more further acceptance flights or ground inspections as applicable. Notwithstanding the provisions of Article 4.2, should the Delivery Date of an Aircraft occur in the month subsequent to the Scheduled Delivery Date due to the correction of defects or discrepancies, * 9.7 Upon completion of the ground inspection and acceptance flight of the Aircraft and correction of any defects or discrepancies: (a) Buyer will sign a Certificate of Acceptance (in the form of Exhibit I hereto) for the Aircraft. Execution of the Certificate of Acceptance by or on behalf of Buyer shall be evidence of Buyer having examined the Aircraft and found it in accordance with the provisions of this Agreement. The date of signature of the Certificate of Acceptance shall be the "Acceptance Date"; (b) BXXX will supply a TC Certificate of Airworthiness for Export; and (c) Buyer shall pay BXXX the balance of the * any other amounts due, at which time BXXX shall issue an FAA bxxx of sale and a warranty bxxx of sale in a form acceptable to BXXX and financiers (substantially in accordance with the forms attached as Exhibit II(a) and Exhibit II(b) hereto), passing to Buyer, or approved assignee pursuant to Article 20, good title to the Aircraft free and clear of all liens, claims, charges and encumbrances except for those liens, charges or encumbrances created by or claimed through Buyer (the "Bxxx of Sale"). The date on which BXXX delivers the Bxxx of Sale and Buyer takes delivery of the Aircraft shall be the "Delivery Date". Delivery of the Aircraft shall be evidenced by the execution and delivery of the Bxxx of Sale and of the Certificate of Receipt of Aircraft (in the form of Exhibit III hereto). 9.8 Provided that BXXX has met all of its obligations under this Article 9, should Buyer not accept, pay for (subject to Letter Agreement No. 7) * and take delivery of any of the Aircraft within ten (10) calendar days after the end of the Acceptance Period of such Aircraft, Buyer shall be deemed to be in default of the terms of this Agreement * * 9.9 Should the Buyer be in default pursuant to Article 9.8 hereof, Buyer shall promptly, upon demand, reimburse BXXX for all costs and expenses reasonably incurred by BXXX as a result of such Buyer's failure to accept or take delivery of the Aircraft, including but not limited to reasonable amounts for storage, insurance, taxes, preservation or protection of the Aircraft, and provided that BXXX has met all of its obligations under this Article 9, should Buyer not accept, pay for and/or take delivery of any one of the Aircraft within * following the end of the Acceptance Period, BXXX xxx, at its option, terminate the present Agreement with respect to any of the undelivered Aircraft. BXXX shall however, have the option (but not the obligation) of waiving such termination should Buyer, within ten (10) calendar days following such termination, make arrangements satisfactory to BXXX to accept delivery and provide payment for all amounts owing or to become due pursuant to this Agreement.