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1. Parties: Identification of buyer and seller with full legal names and addresses
2. Background/Recitals: Context of the transaction and basic information about the aircraft
3. Definitions: Key terms used throughout the agreement including technical, legal, and regulatory definitions
4. Aircraft Description: Detailed specifications of the aircraft, including registration number, manufacturer, model, and serial numbers
5. Purchase Price and Payment Terms: Price, payment schedule, method of payment, and any escrow arrangements
6. Conditions Precedent: Requirements that must be met before closing, including regulatory approvals and inspections
7. Inspection and Acceptance: Terms for pre-purchase inspection and acceptance criteria
8. Title and Registration: Provisions for clear title transfer and registration requirements under FAA regulations
9. Representations and Warranties: Statements of fact and promises by both parties regarding the aircraft and transaction
10. Closing Procedures: Process and requirements for completing the transaction
1. Financing Provisions: Terms related to external financing and security interests
2. Export/Import Provisions: Requirements for international transfer and customs compliance
3. Escrow Arrangements: Terms for handling funds and documents through escrow services
4. Maintenance and Records Transfer: Specific requirements for maintenance status and records transfer
5. Training Provisions: Terms for pilot or maintenance training services
1. Schedule A - Aircraft Specifications: Detailed technical specifications of the aircraft
2. Schedule B - Equipment List: Inventory of included equipment and accessories
3. Schedule C - Maintenance Records: List of maintenance history and required documentation
4. Schedule D - Delivery Condition Requirements: Specific conditions the aircraft must meet at delivery
5. Schedule E - Form of Bill of Sale: Template for the FAA Bill of Sale
6. Schedule F - Certificate of Insurance: Proof of required insurance coverage
7. Schedule G - Pre-Purchase Inspection Protocol: Detailed inspection requirements and procedures
8. Schedule H - Payment Schedule: Detailed breakdown of payment terms and timelines
Acceptance Flight
Affiliate
Aircraft
Aircraft Documents
Airframe
Airworthiness Certificate
Applicable Law
Bill of Sale
Business Day
Cape Town Convention
Closing
Closing Date
Delivery
Delivery Date
Delivery Location
Deposit
Engines
Equipment
Escrow Agent
Escrow Agreement
Event of Default
FAA
Final Inspection
Flight Hours
Force Majeure
Governmental Authority
International Registry
Liens
Log Books
Maintenance Records
Material Adverse Change
Operating History
Parts
Pre-Purchase Inspection
Purchase Price
Registration Requirements
Security Interest
Specifications
Technical Acceptance
Title
Transaction Documents
Transfer Documents
Warranties
Payment Terms
Title and Registration
Representations and Warranties
Conditions Precedent
Delivery and Acceptance
Insurance
Inspection Rights
Regulatory Compliance
Indemnification
Termination
Default
Force Majeure
Confidentiality
Assignment
Governing Law
Dispute Resolution
Notices
Amendments
Entire Agreement
Severability
Tax
Risk of Loss
Aircraft Condition
Documentation Transfer
Maintenance Records
Escrow Arrangements
Export/Import Compliance
Training
Warranty Assignment
Further Assurances
Survival
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