These General Term and Conditions for Services (this “Agreement”) are made effective , dated as  of 05APRIL2023 (the “Effective Date”), is by and between Service Aero Solutions, LLC, an Arizona  limited liability company (the “Service Provider”) with a place of business at 8135 West Tangerine Rd.  Marana, Arizona and the Client described in the Work Order (“WO”) which, upon execution, will be  incorporated and made part of these General Terms and Conditions for Services. The WO, together with  these terms, shall collectively be referred to herein as the “Agreement.” 

The Client and Service Provider hereby agree as follows: 

1. Services. 

(a) Service Provider agrees to perform the services described in the applicable WO (“Services”)  and ordered under a statement of work, purchase order or work order that makes full reference to the work  specification required and to the applicable terms and conditions under which the Service Provider is  agreeing to provide such services, including any applicable disclaimers and limitations of liability. The  Service Provider warrants that the Services shall be (i) performed in conformity with this Agreement and  the WO and (ii) delivered within the time periods agreed by the parties, excepting where unforeseen events  engage to prevent this occurring. The Services shall be performed by Service Provider in accordance with  applicable legal requirements and best industry standard.  

(b) Client acknowledges and agrees that Service Provider may use subcontractors and consultants  to perform the Services to be provided under this Agreement (“Service Provider Personnel”), who Service  Provider represents and warrants shall be suitably certified, skilled, experienced, and qualified to perform  the Services. 

(c) Service Provider may represent, perform services for, and contract with other additional clients,  persons, or companies as Service Provider, in its discretion, deems fit. 

2. Fees and Expenses. 

(a) Fees. As consideration for Service Provider’s rendition of the Services, Client agrees to pay  Service Provider the fees set forth in the WO (the “Fees”). The Fees are exclusive of taxes, levies, duties,  governmental charges and expenses (with the exception of any Service Provider’s income taxes), which  amounts will be billed to and paid by Client. 

(b) Expenses. In addition to the Fees, Client agrees to reimburse Service Provider for all of Service  Provider’s travel and other expenses reasonably incurred by Service Provider in connection with its  performance of the Services. 

3. Billing and Payment. Service Provider shall issue invoices to Client pursuant to the timetable set forth  in the WO. Client will pay invoices in U.S. dollars within thirty (30) days of the date of Service Provider’s 

invoice. Payments must be made by wire transfer, certified check, bank check or such other method as may  be agreed upon by Service Provider. Client shall have no right of offset or withholding under this  Agreement. Any amounts not paid by Client when due shall be subject to interest charges, from the date  due until paid, at the rate of one and one-half percent (1.5%) per month, or the highest interest rate allowable  by law (whichever is less), payable monthly. If any amounts due to Service Provider from Client becomes  past due for any reason, Service Provider may at its option and without further notice withhold further  Services until all invoices have been paid in full, and such withholding of Services shall not be considered  a breach or default of any of Service Provider’s obligations hereunder or under any WO. 

4. Limited Warranty. The Services to be performed hereunder are in the nature of providing professional  borescope inspections and minor maintenance in the servicing of commercial aircraft engines. Service  Provider shall provide a limited warranty for the Services, which shall expire after the earliest of (i) twelve  (12) months from the date of providing the applicable Services, (ii) one (1) Cycle of the engine, as such  term is commonly understood in the industry, or (iii) one (1) test cell operation. Other than the foregoing,  Service Provider does not warrant in any form the results or achievements of the Services provided or the  resulting work product and deliverables. Service Provider warrants that that the Services will be performed  by qualified personnel in a professional and workmanlike manner in accordance with generally accepted  industry standards and practices. Service Provider shall comply with all statutes, ordinances, regulations  and laws of all international, federal, state, county, municipal or local governments applicable to performing  the Services hereunder. 

LIMITATION OF WARRANTY. THE WARRANTY SET FORTH IN THIS SECTION 4. IS  EXCLUSIVE AND IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS, IMPLIED, STATUTORY  OR OTHERWISE WITH RESPECT TO THE SERVICES, WORK PRODUCT OR DELIVERABLES  PROVIDED UNDER THIS AGREEMENT, OR AS TO THE RESULTS WHICH MAY BE OBTAINED  THEREFROM. SERVICE PROVIDER DISCLAIMS ALL IMPLIED WARRANTIES INCLUDING,  BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A  PARTICULAR PURPOSE, OR AGAINST INFRINGEMENT. CLIENT’S EXCLUSIVE REMEDY FOR  BREACH OF THIS WARRANTY IS REPERFORMANCE OF THE SERVICES, OR IF  REPERFORMANCE IS NOT POSSIBLE OR CONFORMING, REFUND OF ANY AMOUNTS PAID  UNDER THIS AGREEMENT FOR SUCH NON-CONFORMING SERVICES. 

5. Ownership of Work Product. This is not a work-for-hire agreement. The copyright in all deliverables  created under the Agreement for Client shall belong to the Service Provider. All intellectual property rights  in all pre-existing works and derivative works of such pre-existing works and other deliverables and  developments made, conceived, created, discovered, invented or reduced to practice in the performance of  the Services hereunder are and shall remain the sole and absolute property of Service Provider, subject to a  worldwide, non-exclusive license to Client for its internal use as intended under this Agreement.  
6. Confidentiality. The parties acknowledge that to perform the Services one party may disclose to the  other confidential and/or sensitive information (“Confidential Information”). The party disclosing  information is referred to as the “Disclosing Party” and the party receiving information as the “Receiving  Party.” Confidential Information shall mean all information disclosed by the Disclosing Party to the 

Receiving Party which is non-public and either proprietary or confidential in nature and related to the  Disclosing Party’s business or activities including, but not limited to, financial, legal, technical, marketing,  sales and business information, which is (a) marked as confidential at the time of disclosure; or (b) is  unmarked (e.g., disclosed orally or visually) but is identified as confidential at the time of disclosure; or (c)  due to the nature of the information or the circumstances of disclosure, would be understood by a reasonable  person to be confidential. The Receiving Party shall maintain the Confidential Information in strict  confidence and limit disclosure to its employees, subcontractors, consultants and representatives who have  a need to know such information to perform the Agreement. The Receiving Party shall only use Confidential  Information in furtherance of its performance of the Agreement, and not for any other purpose or for the  benefit of any third party. Receiving Party’s obligations to protect the Confidential Information will survive  for two years after the termination of this Agreement. These confidentiality obligations shall not apply to  any information which: (i) was lawfully in Receiving Party’s possession before receipt from Disclosing  Party; (ii) at or after the time of disclosure, becomes generally available to the public other than through  any act or omission of the Receiving Party; (iii) is developed by Receiving Party independently of any  Confidential Information it receives from Disclosing Party; or (iv) Receiving Party receives from a third  party free to make such disclosure without, to the best of Receiving Party’s knowledge, breach of any legal  or contractual obligation. In no event shall Service Provider’s use or disclosure of information relating to  the development, improvement or use of any of Service Provider’s products be subject to any limitation or  restriction. If the Receiving Party is confronted with legal action to disclose Confidential Information it  shall, unless prohibited by applicable law, provide prompt written notice to the Disclosing Party to allow  the Disclosing Party an opportunity to seek a protective order or other relief it deems appropriate. If  disclosure is nonetheless required, the Receiving Party shall limit its disclosure to only that portion of the  Confidential Information which it is advised by its legal counsel must be disclosed. All Confidential  Information shall remain the property of the Disclosing Party. All copies of Confidential Information shall  be returned to the Disclosing Party promptly upon the Disclosing Party’s request or within ten (10) days of  the expiration or termination of this Agreement. 

7. Indemnification. Each party (the “Indemnifying Party”) agrees to indemnify, defend and hold the other  party and its affiliates and their respective officers, directors, employees and agents harmless from and  against all third-party claims, losses, liabilities, damages, expenses and costs, including attorney’s fees and  court costs, arising out of the Indemnifying Party’s (i) gross negligence or willful misconduct or (ii) material  breach of any terms of this Agreement. The Indemnifying Party’s liability under this section shall be reduced  proportionally to the extent any act or omission of the other party, or its employees or agents, contributed  to such liability. The party seeking indemnification shall provide the Indemnifying Party with prompt  written notice of any claim and give complete control of the defense and settlement to the Indemnifying  Party, and shall cooperate with the Indemnifying Party, its insurance company and its legal counsel in its  defense of such claim(s). This indemnity shall not cover any claim in which there is a failure to give the  Indemnifying Party prompt notice to the extent such lack of notice prejudices the defense of the claim. 

SECTION 7. STATES THE ENTIRE OBLIGATION AND THE EXCLUSIVE REMEDIES WITH  RESPECT TO THE PARTIES’ INDEMNIFICATION OBLIGATIONS PURSUANT TO THIS  AGREEMENT.

8. Limitation of Liability; Actions. IN NO EVENT SHALL SERVICE PROVIDER BE LIABLE UNDER  THIS AGREEMENT TO CLIENT FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT,  STATUTORY, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING, BUT NOT  LIMITED TO, LOST PROFITS, LOSS OF USE, LOSS OF TIME, INCONVENIENCE, LOST  BUSINESS OPPORTUNITIES, DAMAGE TO GOOD WILL OR REPUTATION, AND COSTS OF  COVER, REGARDLESS OF WHETHER SUCH LIABILITY IS BASED ON BREACH OF CONTRACT,  TORT, STRICT LIABILITY OR OTHERWISE, AND EVEN IF ADVISED OF THE POSSIBILITY OF  SUCH DAMAGES OR SUCH DAMAGES COULD HAVE BEEN REASONABLY FORESEEN.  SERVICE PROVIDER’S ENTIRE AGGREGATE LIABILITY FOR ANY CLAIMS RELATING TO  THE SERVICES OR THIS AGREEMENT SHALL NOT EXCEED THE FEES PAID OR PAYABLE BY  CLIENT TO SERVICE PROVIDER UNDER THIS AGREEMENT IN THE TWELVE (12) MONTH  PERIOD IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO SUCH LIABILITY. THIS  SECTION SHALL SURVIVE THE TERMINATION OR EXPIRATION OF THE AGREEMENT. 

NO ACTION SHALL BE BROUGHT FOR ANY CLAIM RELATING TO OR ARISING OUT OF THIS  AGREEMENT MORE THAN ONE (1) YEAR AFTER THE ACCRUAL OF SUCH CAUSE OF  ACTION, EXCEPT FOR MONEY DUE ON AN OPEN ACCOUNT. 

9. Cooperation of Client. Client agrees to comply with all reasonable requests of Service Provider and  shall provide Service Provider’s personnel with access to all documents and facilities as may be reasonably  necessary for the performance of the Services. Client agrees to furnish without charge adequate space at  Client’s premises for use by Service Provider’s personnel while performing the Services. 
10. Term and Termination: 

(a) Term: The term of this Agreement shall be one (1) year, commencing upon full execution  hereof by the parties, unless sooner terminated as set forth herein, and shall be renewed for additional one year terms unless sooner terminated pursuant to this Agreement. 

(b) Termination for Breach. Either party may terminate this Agreement at any time in the event  of a breach by the other party of a material covenant, commitment or obligation under this Agreement that  remains uncured: (i) in the event of a monetary breach, ten (10) calendar days following written notice  thereof; and (ii) in the event of a non-monetary breach after thirty (30) days following written notice thereof.  Such termination shall be effective immediately and automatically upon the expiration of the applicable  notice period, without further notice or action by either party. Termination shall be in addition to any other  remedies that may be available to the non-breaching party. 

(c) Termination Without Cause: This Agreement be terminated by either party, for any reason  with or without cause, upon ninety (90) days’ prior written notice to the other party. (d) Obligations Upon Termination. Termination of this Agreement for any reason shall not  discharge either party’s liability for obligations incurred hereunder and amounts unpaid at the time of such  termination. Client shall pay Service Provider for all Services rendered prior to the effective date of  termination. Upon termination each party shall return the other’s Confidential Information in its possession  at the time of termination. Upon the termination, Client shall promptly return to Service Provider any  equipment, materials or other property of the Service Provider which are in Client’s possession or control.

11. Non-Solicitation. During the term of this Agreement and for one (1) year following the expiration or  termination date of the Agreement, Client agrees not directly solicit or induce any person who performs  Services hereunder on behalf of Service Provider to leave the employ of Service Provider. Client is not  prohibited from responding to or hiring the Service Provider’s employees who inquire about employment  on their own accord or in response to a public advertisement or employment solicitation in general. 
12. Relationship of the Parties. The relationship of the parties hereto is that of independent contractors.  Nothing in this Agreement, and no course of dealing between the parties, shall be construed to create or  imply an employment or agency relationship or a partnership or joint venture relationship between the  parties or between one party and the other party’s employees or agents. Neither party has the authority to  bind or contract any obligation in the name of or on account of the other party or to incur any liability or  make any statements, representations, warranties or commitments on behalf of the other party, or otherwise  act on behalf of the other. Each party shall be solely responsible for payment of the salaries of its employees  and personnel (including withholding of income taxes and social security), workers compensation, and all  other employment benefits. 
13. Force Majeure. Neither party shall be liable hereunder for any failure or delay in the performance of  its obligations under this Agreement, except for the payment of money, if such failure or delay is on account  of causes beyond its reasonable control, including civil commotion, war, fires, floods, accident,  earthquakes, inclement weather, telecommunications line failures, electrical outages, network failures,  governmental regulations or controls, casualty, strikes or labor disputes, pandemics, epidemics, local  disease outbreaks, public health emergencies, communicable diseases, quarantines, terrorism, acts of God,  or other similar or different occurrences beyond the reasonable control of the party so defaulting or delaying  in the performance of this Agreement, for so long as such force majeure event is in effect. Each party shall  use reasonable efforts to notify the other party of the occurrence of such an event within five (5) business  days of its occurrence, which notice shall include a description of the force majeure event and an estimate  of the length of time such event will delay or prevent performance hereunder. 
14. Partial Invalidity. In the event that any part or portion of this Agreement is deemed to be invalid,  illegal, or otherwise unenforceable: (1) the parties shall use all reasonable efforts to negotiate in good faith  to amend the term to eliminate any such invalidity, illegality, or unenforceability to the extent practically  possible, taking into full account their original intent when entering into this Agreement; and (2) the  remaining provisions of the Agreement shall continue in full force and effect. 
15. Publicity: Subject to the confidentiality provisions set forth herein, Service Provider shall be free to  disclose to the public that Client is a client of Service Provider, and may use Client’s name to make such  statement. 
16. Assignment. Neither party may assign, transfer, or delegate any or all of its rights or obligations under  this Agreement, without the prior written consent of the other party. No assignment shall relieve the  assigning party of any of its obligations hereunder. Any attempted assignment, transfer, or other conveyance  in violation of the foregoing shall be null and void. This Agreement shall be binding upon and shall inure 

to the benefit of the parties hereto and their respective successors and permitted assigns. This Section may  not prevent any Customer subsidiary (i.e. an entity wholly owned or controlled by Customer) or Funds  managed and/or advised by Customer or its affiliates, to enter into a Work Order which incorporates the  terms of this Agreement. 

17. Notices. All notices, requests, consents, claims, demands, waivers, and other communications  hereunder shall be in writing and addressed to the parties at the physical or electronic mailing address set  forth in the applicable WO or as otherwise designated by a party in writing. If by physical mail, Notices  shall be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid), or  certified or registered mail (return receipt requested, postage prepaid). Except as otherwise provided in this  Agreement, a notice is effective only (1) upon receipt by the receiving party; and (2) if the party giving the  notice has complied with the requirements of this section. If by electronic mail, Notices shall be deemed  delivered immediately upon sending to the electronic mailing address set forth in the WO or as designated  by a party in writing from time to time. 
18. Survival. Following the termination of this Agreement, any provision set forth herein which, by its very  nature, is intended to survive any expiration or termination hereof, shall so survive, including without  limitation, the provisions respecting ownership of work product, confidentiality, indemnification, limitation  of liability, non-solicitation, accrued payment obligations, and governing law and venue. 
19. Waiver. No waiver of any term or right in this Agreement shall be effective unless in writing, signed  by an authorized representative of the waiving party. The failure of either party to enforce any provision of  this Agreement shall not be construed as a waiver or modification of such provision, or impairment of its  right to enforce such provision or any other provision of this Agreement thereafter. 
20. Governing Law; Venue. This Agreement shall be governed by the laws of the State of Arizona without  regard to its conflict of laws principles. The parties hereby agree that any action arising out of this  Agreement will be brought solely in any state or federal court located in Pima County, Arizona. Both parties  hereby submit to the exclusive jurisdiction and venue of any such court. 
21. Attorneys’ Fees. If either party incurs any legal fees associated with the enforcement of this Agreement  or any rights hereunder, the prevailing party shall be entitled to recover its reasonable outside attorney’s  fees and any court, arbitration, mediation, or other reasonable litigation expenses from the other party. 
22. Collection Expenses. If Service Provider incurs any costs, expenses, or fees, including reasonable  attorney’s fees and professional collection services fees, in connection with the collection or payment of  any amounts due it under this Agreement, Client agrees to reimburse Service Provider for all such costs,  expenses and fees. 
23. Counterparts. This Agreement may be executed in one or more counterparts, each of which will be  deemed to be an original, but all of which together will constitute one and the same instrument, without  necessity of production of the others. An executed signature page delivered via facsimile transmission or  electronic signature shall be deemed as effective as an original executed signature page.
24. Headings; Construction. The headings/captions appearing in this Agreement have been inserted for  the purposes of convenience and ready reference, and do not purport to and shall not be deemed to define,  limit, or extend the scope or intent of the provisions to which they appertain. This Agreement is the result  of negotiations between the parties and their counsel. Accordingly, this Agreement shall not be construed  more strongly against either party regardless of which party is more responsible for its preparation, and any  ambiguity that might exist herein shall not be construed against the drafting party. 
25. Entire Agreement; Modification. The Agreement (along with any attachments incorporated herein)  sets forth the entire agreement between the parties with respect to its subject matter and supersedes any  prior agreement or communications between the parties, whether written, oral, electronic, or otherwise,  relating hereto. No change, modification, amendment, or addition of or to this Agreement shall be valid  unless in writing and signed by authorized representatives of the parties. Each party hereto has received  independent legal advice regarding this Agreement and their respective rights and obligations set forth  herein. The parties acknowledge and agree that they are not relying upon any representations or statements  made by the other party or the other party’s employees, agents, representatives or attorneys regarding this  Agreement, except to the extent such representations are expressly set forth in this Agreement.