GENERAL TERMS AND CONDITIONS - KRISTAL AIRCRAFT

Version 2.2 · 05/09/2026 · English

Tecnam distribution - Sale of new and used aircraft - Intermediation - Dry lease - Demonstration flight

PREAMBLE

KRISTAL AERONAUTIQUE, société à responsabilité limitée with share capital of €10,000, RCS Montpellier 412 462 285, VAT FR62 412 462 285, registered office 61 rue Frédéric Mistral, 34400 Lunel - France, represented by its Manager Mr. Gilles WALLET ("KRISTAL"), carries out a Tecnam aircraft distribution activity on the French territory as an independent Dealer, pursuant to an Exclusive Dealership Agreement entered into with Costruzioni Aeronautiche Tecnam S.p.A. ("Tecnam").

KRISTAL distributes its aircraft activities under the commercial brand KRISTAL AIRCRAFT.

In addition to the sale of new Tecnam aircraft, KRISTAL may occasionally:

Sell used aircraft belonging to it (in particular demonstration aircraft);
Act as intermediary between an owner-seller and a buyer of a used aircraft;
Provide an aircraft owned by it (in particular the demonstration aircraft) to a third-party aviation organization on a dry lease basis;
Carry out, free of charge, demonstration flights for the benefit of Prospects who have expressed an intention to purchase.

These General Terms and Conditions (the "Terms") set out the respective obligations of KRISTAL and its Customers in this extended framework.

Definitions
Scope of Application
Modes of transaction
Acceptance of the Terms
Pre-contractual information (consumer customers)
Quotation and offer
Order - Deposits
Aircraft specifications
Pricing - Taxation
Payment terms
Suspensive financing conditions (consumer customers)
Delivery - Incoterms
Title transfer and risk of loss
Acceptance - Acceptance Certificate
Documents and certificates delivered with the Aircraft
Aircraft register registration
Tecnam manufacturer warranty (passthrough)
KRISTAL's own commercial warranty
Legal warranty of conformity (consumer customers)
Warranty against hidden defects
Used aircraft - Technical condition
Intermediation between third parties - Mandate / brokerage 22 bis. General terms of dry lease 22 ter. Demonstration flight
Compliance with export, sanctions, and embargoes 23bis. Limitation of liability - Caps
Reservation of title
Force majeure
Confidentiality
Personal data
Consumer mediation (consumer customers)
Modification of the Terms
Severability
Governing law - Jurisdiction

ARTICLE 1 - DEFINITIONS

"Aircraft": any aircraft, new or used, sold, exchanged, or subject to intermediation by KRISTAL.
"New Tecnam Aircraft": aircraft of the Tecnam brand, factory-fresh, sold by KRISTAL as Tecnam Dealer.
"Used Aircraft": any aircraft having been used, whether owned by KRISTAL or by a third party.
"Annexes": all annexes to the Order Form (technical specifications, optional equipment, payment schedule, etc.).
"Order Form" or "Order": written document signed by the Parties constituting acceptance of the sale.
"Customer": any legal entity or natural person acquiring an Aircraft from KRISTAL.
"Consumer Customer": Customer who is a natural person acting for purposes outside the scope of his/her commercial, industrial, craft, professional, or agricultural activity.
"Professional Customer": Customer acting for the needs of his/her professional activity.
"Quotation": commercial offer issued by KRISTAL.
"Tecnam Warranty": manufacturer's warranty of the Tecnam Limited Warranty Document, as amended by Tecnam in its publications.
"Lessor": KRISTAL acting in its capacity as owner of the Aircraft leased.
"Lessee": third-party aviation organization (aero-club, declared training organization - DTO, flight school, operator, or other) to which KRISTAL leases an Aircraft on a dry lease basis.
"Lease Agreement": bilateral framework agreement entered into between KRISTAL (Lessor) and the Lessee, specifying the conditions of a particular lease and supplementing these Terms.
"Rent": lease price, generally invoiced per flight hour, plus any ancillary costs.
"Demonstration Aircraft" or "Demo Aircraft": Aircraft owned by KRISTAL used for leasing to a partner organization and/or for the performance of Demonstration Flights to Prospects.
"Demonstration Flight": flight performed by a KRISTAL pilot acting as pilot in command, with a Prospect on board as passenger, free of charge, for the commercial purpose of promoting a Tecnam model.
"Prospect": natural or legal person who has expressed an intention to purchase a Tecnam aircraft and benefits accordingly from a Demonstration Flight.

ARTICLE 2 - SCOPE OF APPLICATION

2.1 These Terms govern any operation entered into between KRISTAL and a Customer relating to an Aircraft, whether by sale of a new Tecnam Aircraft, sale of a Used Aircraft owned by KRISTAL, or intermediation between third parties.

2.2 KRISTAL acts as independent Tecnam Dealer. It is neither agent, representative, nor subsidiary of Tecnam and has no authority to bind Tecnam beyond the strict transmission of the manufacturer's warranty.

2.3 The Terms apply both to Professional Customers and to Consumer Customers. Provisions specific to Consumer Customers are identified as such. In the event of contradiction between a provision and a public-policy provision of the French Consumer Code, the latter prevails for the benefit of the Consumer Customer.

2.4 KRISTAL carries out its Aircraft distribution activity mainly on the French territory, and exceptionally within the European Union. Any sale outside the EU is subject to specific conditions and is not by default covered by these Terms.

ARTICLE 3 - MODES OF TRANSACTION

KRISTAL carries out three types of operations, the specific terms of which are set out in the following articles. The applicable mode is specified in the Quotation and Order Form.

3.1 Sale of new Tecnam Aircraft - KRISTAL seller in its own name

KRISTAL purchases the Aircraft from Tecnam (EXW Capua, Italy) and resells it to the Customer. KRISTAL is the seller vis-à-vis the Customer and engages its contractual liability accordingly, without prejudice to Tecnam's liability as manufacturer.

3.2 Direct Tecnam sale - Specific cases

For certain models or contexts (in particular Tecnam P2006T in Special Mission Platform configuration, fleet sales of three or more Aircraft to the same Customer, sales to a government, military client, or large operator), Tecnam may sell directly to the Customer. In such case, KRISTAL acts as a commercial representative compensated by commission; the sales contract is entered into directly between Tecnam and the Customer, in accordance with the applicable Tecnam Sales Agreement template. These Terms do not apply to these operations, without prejudice to the conditions of ancillary services that KRISTAL may invoice (delivery, hand-over, pilot training).

3.3 Sale of Used Aircraft owned by KRISTAL

KRISTAL is the owner of the Aircraft (in particular demonstration aircraft) and sells it to the Customer. KRISTAL is the seller. Provisions specific to Used Aircraft (Article 21) apply.

3.4 Intermediation between third parties

KRISTAL puts in contact an owner-seller and a buyer of a Used Aircraft, without becoming the owner of the Aircraft. KRISTAL acts as mandatary or broker, in the conditions of Article 22.

3.5 Dry lease of Aircraft owned by KRISTAL

KRISTAL provides a third-party aviation organization, on a paid and crewless basis, with an Aircraft belonging to it (in particular a Demo Aircraft), for operation by the Lessee under its own authorizations, qualifications, and operational responsibility. KRISTAL acts as Lessor and retains title to the Aircraft. The general conditions applicable to any lease are set out in Article 22 bis, and are detailed and supplemented by a bilateral Lease Agreement entered into with each Lessee.

3.6 Demonstration flight

KRISTAL carries out, at the request of a Prospect who has expressed an intention to purchase a Tecnam aircraft, a Demonstration Flight free of charge, for the commercial purpose of promotion. The KRISTAL pilot acts as pilot in command (PIC); the Prospect is a passenger. The conditions applicable to the Demonstration Flight are set out in Article 22 ter.

ARTICLE 4 - ACCEPTANCE OF THE TERMS

4.1 Any accepted Quotation and any signed Order Form constitute acceptance of these Terms by the Customer.

4.2 For Professional Customers, the Terms prevail over any document of the Customer (in particular general purchase conditions), save for KRISTAL's express written agreement. For Consumer Customers, the Terms cannot deprive the Customer of rights granted by mandatory law.

4.3 Specific terms agreed in writing between KRISTAL and the Customer for a given operation prevail over the Terms for that operation only. All other provisions of the Terms not expressly modified retain full effect.

ARTICLE 5 - PRE-CONTRACTUAL INFORMATION (CONSUMER CUSTOMERS)

In accordance with Article L111-1 of the French Consumer Code, KRISTAL provides the Consumer Customer, before any Order, with the following information:

Essential characteristics of the Aircraft and its equipment;
Price including all taxes (TTC) and detailed VAT;
Terms of payment, delivery, performance, and complaint handling;
Identity, postal, telephone, and email contact details of KRISTAL;
Existence and modalities of exercise of legal warranties (Articles 19 and 20) and commercial warranty (Articles 17 and 18);
Existence of any suspensive financing conditions (Article 11);
Information on consumer mediation (Article 28).

ARTICLE 6 - QUOTATION AND OFFER

6.1 KRISTAL sends the Customer a Quotation including: Aircraft model, configuration level, optional equipment, price, indicative deadlines, validity period of the Offer.

6.2 Prices are stated in euros, excluding taxes for Professional Customers and including all taxes for Consumer Customers (with detailed VAT mention).

6.3 The Quotation is valid until the stated expiration date. It is issued subject to availability of the Aircraft at the time of acceptance by the Customer and subject to compliance by Tecnam with its production obligations to KRISTAL.

6.4 The technical characteristics published in brochures, websites, and commercial documentation are provided for indicative purposes. They do not constitute a warranty of performance or conformity, and may be modified by Tecnam without prior notice.

ARTICLE 7 - ORDER - DEPOSITS

7.1 The Order is constituted by the Customer's signature of the Order Form detailing the Aircraft, its configuration, the price, and payment and delivery terms.

7.2 The Order is definitively formed upon written confirmation by KRISTAL to the Customer.

7.3 Deposits: the Order entails the payment of a non-refundable deposit, in the following conditions (save for different stipulation in the Order Form):

New Tecnam Aircraft: deposit of thirty per cent (30%) of the HT price upon signature of the Order Form, the balance of seventy per cent (70%) being due before retrieval of the Aircraft;
Used Aircraft owned by KRISTAL: deposit of twenty per cent (20%) of the HT price upon signature of the Order Form, the balance being due before delivery.

7.4 Firm and final character: the Order is firm and final. Save for KRISTAL's express written agreement, the Order cannot be cancelled by the Customer, except, for Consumer Customers, in cases where the law recognizes a right of withdrawal or the implementation of suspensive conditions. The purchase of an Aircraft remotely entering into the definition of a used good or a good manufactured according to Customer's specifications is an exception to the right of withdrawal under Article L221-28 of the French Consumer Code, subject to prior information of the Customer.

7.5 In case of cancellation by the Customer outside any legally authorized case, the deposit remains acquired by KRISTAL as fixed indemnification, without prejudice to any further damages if the prejudice exceeds this amount. The non-disproportionate character of this stipulation is assessed in light of the amount of the operation and the investment engaged.

ARTICLE 8 - AIRCRAFT SPECIFICATIONS

8.1 Technical specifications, standard equipment, and options are described in the annexes to the Order Form.

8.2 Tecnam reserves the right, as manufacturer, to make any technical modification to the Aircraft required by certification authorities, by regulation, or necessary for safety or performance, without this constituting non-conformity within the meaning of these Terms, insofar as the modification does not substantially degrade the agreed essential characteristics.

8.3 KRISTAL does not act as technical advisor vis-à-vis the Customer. It is the Customer's responsibility to ensure the Aircraft and its configuration are suitable for its intended use, with the assistance of its own technical advisors.

ARTICLE 9 - PRICING - TAXATION

9.1 Prices are stated in euros, excluding taxes for Professional Customers and TTC for Consumer Customers.

9.2 VAT: French VAT at the legal rate in force (20% as at the date of these Terms) applies in addition to the HT price for Professional Customers and is included in the TTC price for Consumer Customers. The VAT exemption provided in Article 262 II 4° of the French General Tax Code applies only to international transport airlines in the strict sense (international activity above 80%) and is not, as a general rule, applicable to general aviation, flight schools, or private customers. The Customer is solely responsible for the application of tax rules to its own situation.

9.3 Intra-Community delivery: for an intra-Community B2B sale with delivery outside France, VAT exemption is conditional on the communication of a valid intra-Community VAT number and proof of transport, in accordance with Article 262 ter I of the French General Tax Code.

9.4 Price modifications: if Tecnam modifies the Aircraft price between the Order and delivery in accordance with the Dealership clauses, KRISTAL may pass through this variation to the Customer upon written notification. The Customer then has a 14-day period to accept or terminate the Order without penalty, subject to refund of the deposit paid.

9.5 Ancillary costs: transport costs, hand-over, special paint, registration, ferry flight, accessories outside standard configuration are at the Customer's expense save for express stipulation to the contrary.

ARTICLE 10 - PAYMENT TERMS

10.1 Payments are made by bank transfer in euros to the account indicated by KRISTAL. No other means is accepted for Aircraft save for express agreement.

10.2 Payment is deemed effective upon actual receipt by KRISTAL of all sums due, and not the mere issuance of a payment instrument.

10.3 Payment schedule:

Deposit: upon signature of the Order Form (Article 7.3);
Balance: due before retrieval or delivery of the Aircraft;
Post-Order options: invoiced at the time of integration and payable before delivery.

10.4 Late payment penalties (Professional Customers): any late payment automatically triggers, from the first day of delay, the application of penalties at the European Central Bank rate plus ten (10) points, as well as a fixed indemnity of forty (€40) euros for collection costs (Articles L441-10 II and D441-5 of the French Commercial Code).

10.5 Consequences of non-payment: failing payment at maturity, KRISTAL may, without prejudice to any other rights:

Postpone or suspend delivery;
Increase the price to the rate applicable on the date of effective payment;
Retain the Aircraft and invoice storage fees of €250 per day as well as conservation maintenance fees;
Terminate the Order automatically, the deposit remaining acquired by KRISTAL as damages.

ARTICLE 11 - SUSPENSIVE FINANCING CONDITIONS (CONSUMER CUSTOMERS)

11.1 Where the Consumer Customer informs KRISTAL, upon Order, of its intention to finance all or part of the purchase by loan or leasing, the Order is automatically subject to the suspensive condition of obtaining financing, in accordance with Articles L312-44 et seq. of the French Consumer Code.

11.2 The Customer has a period of two (2) months from signature of the Order Form to obtain financing and notify KRISTAL. Failing obtaining within this period, the Customer may withdraw from the Order, the deposit being fully refunded.

11.3 The failure of the suspensive condition must be notified by registered letter with acknowledgment of receipt, accompanied by supporting documents (motivated refusal of the requested financial organisations).

ARTICLE 12 - DELIVERY - INCOTERMS

12.1 Default Incoterms (Incoterms® 2020):

New Tecnam Aircraft: EXW Capua, Italy (Tecnam Capua, Italy). The Aircraft is made available to the Customer at Tecnam's premises in Capua, after acceptance by KRISTAL and preparation by Tecnam;
Used Aircraft owned by KRISTAL (demonstration aircraft): EXW Lunel, France. The Aircraft is made available to the Customer at KRISTAL's facilities in Lunel.

12.2 Specific Incoterm conditions may be agreed for a given Order and appear in the Order Form. KRISTAL may, at the Customer's request and expense, organize the ferry flight or transport to another destination.

12.3 Deadlines: communicated delivery deadlines are indicative, with the exception of the mandatory thirty (30)-day deadline provided in Article L216-1 of the French Consumer Code for Consumer Customers, save for a different deadline agreed by mutual agreement. For new Tecnam Aircraft, the actual deadline depends on Tecnam's production and is communicated to the Customer upon Order confirmation.

12.4 Delay attributable to KRISTAL: if the delay is attributable to KRISTAL and exceeds the agreed deadline, the Consumer Customer may terminate the Order in the conditions of Article L216-6 of the French Consumer Code after notice having remained unsuccessful. The Professional Customer may terminate in the conditions of common law.

12.5 KRISTAL is in no event responsible for delays resulting from Tecnam's production chain, transport, component availability, or any other circumstance beyond its control (see Article 25).

ARTICLE 13 - TITLE TRANSFER AND RISK OF LOSS

13.1 Title transfer: title to the Aircraft is transferred to the Customer upon full and effective payment of the price in principal and accessories, subject to the provisions of Article 24 (reservation of title).

13.2 Risk transfer (Professional Customers): in accordance with the applicable Incoterm (Article 12), risks are transferred to the Customer upon making available of the Aircraft at the agreed point.

13.3 Risk transfer (Consumer Customers): in accordance with Article L216-4 of the French Consumer Code, risks of loss or deterioration are transferred to the Consumer Customer at the time the latter, or a third party designated by it (other than the carrier proposed by KRISTAL), takes physical possession of the Aircraft.

ARTICLE 14 - ACCEPTANCE - ACCEPTANCE CERTIFICATE

14.1 Before retrieval, the Customer carries out an acceptance flight or a final inspection of the Aircraft in the presence of KRISTAL or the designated representative, in accordance with Tecnam procedures.

14.2 The Customer signs an Acceptance Certificate confirming the apparent conformity of the Aircraft to the Order, the absence of operational reservations or the list of reservations issued.

14.3 The signature of the Acceptance Certificate constitutes acceptance of the Aircraft without reservation on apparent elements, subject to the warranties provided in Articles 17 to 20.

14.4 The Customer is required to retrieve the Aircraft within twenty (20) days from notification "Aircraft ready for collection". Failing this, KRISTAL may apply the consequences provided in Article 10.5.

ARTICLE 15 - DOCUMENTS AND CERTIFICATES DELIVERED WITH THE AIRCRAFT

15.1 KRISTAL delivers to the Customer upon delivery, in originals or certified copies as the case may be, all technical documents necessary for the operation and registration of the Aircraft, in particular:

Certificate of Airworthiness (CofA) or equivalent;
Airworthiness Review Certificate (ARC) where applicable;
Aircraft Log Book and Engine Log Book;
Pilot's Operating Handbook (POH) or Aircraft Flight Manual;
Maintenance Manual and Parts Catalog;
Mass and balance document;
List of installed equipment;
Tecnam manufacturer warranty duly completed and signed;
Title transfer documents necessary for registration in the aircraft register.

15.2 KRISTAL makes its best efforts to provide these documents upon delivery; any documents in the process of being established (in particular initial ARC for new Aircraft) are transmitted as soon as possible after delivery.

ARTICLE 16 - AIRCRAFT REGISTER REGISTRATION

16.1 Registration in the French aircraft register (prefix "F-...") is the Customer's responsibility, who bears the costs and procedures with the DGAC, unless the Parties have agreed on a separately invoiced assistance service.

16.2 KRISTAL provides the Customer with all documents necessary (deed of sale / bill of sale, certificate of origin, Tecnam authorizations) to enable registration.

16.3 The sale is nevertheless perfect between the Parties from full payment and title transfer, regardless of registration in the register.

ARTICLE 17 - TECNAM MANUFACTURER WARRANTY (PASSTHROUGH)

17.1 The new Tecnam Aircraft benefits from the Tecnam Warranty (Tecnam Limited Warranty Document), under the conditions defined by Tecnam, which provides, as at the date of these Terms, coverage for:

CS-23 Aircraft (P-Mentor, P2010, P2006T): 24 months or 1,000 flight hours, the first of the two terms being retained, from the date of delivery to the Owner of Record;
CS-VLA Aircraft (P2008JC): 24 months or 500 hours;
ULM / LSA Aircraft (P92 Echo MKII, P2002 Sierra MKII, P2008): 24 months or 200 hours.

17.2 The Tecnam Warranty covers defects of material and workmanship in the conditions set by Tecnam. The warranty does not apply to components from third-party manufacturers (engines, propellers, avionics, batteries, accessories, equipment installed by a third party), which follow their own manufacturer's warranty.

17.3 KRISTAL passes through in full the Tecnam Warranty to the Customer and delivers the original warranty document. KRISTAL does not warrant beyond the passthrough of the Tecnam manufacturer's warranty and the proper warranties provided in Article 18.

17.4 Implementation of the Tecnam Warranty is in accordance with the Tecnam Warranty Procedures published by Tecnam. All warranty repair work must be carried out by a Tecnam-authorized facility.

17.5 KRISTAL's obligations under the Tecnam Warranty are limited to: (i) delivery of warranty documents, (ii) relay of warranty requests to Tecnam, (iii) directing the Customer to an authorized facility. KRISTAL does not warrant the outcome of Tecnam's assessment.

ARTICLE 18 - KRISTAL'S OWN COMMERCIAL WARRANTY

18.1 KRISTAL warrants that the Aircraft is in conformity with the Order, namely:

In conformity with the model, serial number, and configuration ordered;
Accompanied by the documents and certificates listed in Article 15;
Delivered with the Tecnam Warranty duly activated.

18.2 KRISTAL's own commercial warranty does not cover defects of material, manufacture, design, or wear, which fall exclusively under the Tecnam Warranty (Article 17) or the manufacturer's warranties of third-party components.

18.3 KRISTAL's liability under the proper commercial warranty is, at KRISTAL's sole option, limited to: (i) bringing the Aircraft into conformity, (ii) replacement of the non-conforming element, or (iii) refund of the corresponding part of the price.

18.4 This commercial warranty comes in addition to legal warranties (Articles 19 and 20) for Consumer Customers and shall not substitute for them.

ARTICLE 19 - LEGAL WARRANTY OF CONFORMITY (CONSUMER CUSTOMERS)

19.1 For Consumer Customers, KRISTAL is bound by the legal warranty of conformity provided in Articles L217-3 et seq. of the French Consumer Code, which cannot be excluded or limited by these Terms.

19.2 The Consumer Customer has a period of two (2) years from delivery of the Aircraft to act against KRISTAL under the legal warranty of conformity.

19.3 Defects of conformity that appear within a period of twenty-four (24) months from delivery for a new Aircraft, or twelve (12) months for a used Aircraft, are presumed to exist at delivery, save for evidence to the contrary.

19.4 The Customer may choose between repair and replacement, subject to the cost conditions provided in Article L217-12 of the French Consumer Code. If bringing into conformity is impossible or disproportionate, the Customer has the rights provided in Articles L217-13 et seq.

19.5 Implementation of the legal warranty is free of charge for the Consumer Customer. The legal warranty applies independently of the Tecnam Warranty (Article 17), KRISTAL's own commercial warranty (Article 18), and the warranty against hidden defects (Article 20).

ARTICLE 20 - WARRANTY AGAINST HIDDEN DEFECTS

20.1 KRISTAL is bound, as seller, by the warranty against hidden defects in the conditions of Articles 1641 et seq. of the French Civil Code.

20.2 The Customer may, in case of a hidden defect rendering the Aircraft unfit for the use for which it is intended, or so reducing this use that the Customer would not have acquired it had he/she known, choose between rescission of the sale or reduction of the price in accordance with Article 1644 of the French Civil Code.

20.3 The action must be brought within two (2) years from the discovery of the defect (Art. 1648 French Civil Code).

20.4 For Professional Customers, KRISTAL excludes, within the limit permitted by law, the warranty against hidden defects, except in cases where the defect was known to KRISTAL and was not disclosed. This exclusion does not apply between professionals of different specialties; it is inapplicable to Consumer Customers.

ARTICLE 21 - USED AIRCRAFT - TECHNICAL CONDITION

21.1 Any Used Aircraft is sold in the condition in which it is found at the date of the Order Form, the technical condition being described in the Quotation and annexes.

21.2 The Customer is invited to have a pre-buy inspection carried out at its expense by an independent authorized organization. The signature of the Order Form constitutes waiver of any apparent defect identifiable in such an expertise and which would have been manifestly revealed.

21.3 The Used Aircraft is delivered with its log books, certificates, and any document attesting to maintenance carried out, insofar as these documents are in the seller's possession.

21.4 Total flight hours and remaining potential are indicated in the Quotation, for informational and non-contractual purposes save for express stipulation, the Aircraft being a usage good subject to variations.

21.5 For Consumer Customers, the legal warranty of conformity (Article 19) and the warranty against hidden defects (Article 20) remain applicable, in the conditions of common law.

ARTICLE 22 - INTERMEDIATION BETWEEN THIRD PARTIES - MANDATE / BROKERAGE

22.1 KRISTAL may, on the basis of a separate mandate or brokerage contract, put in contact an owner-seller and a buyer of a Used Aircraft, without becoming the owner of the Aircraft.

22.2 In this framework, KRISTAL acts as independent intermediary. The sale is concluded directly between the owner-seller and the buyer. KRISTAL is neither seller, nor guarantor, nor escrow agent.

22.3 KRISTAL's remuneration is fixed in the mandate or brokerage contract and takes the form of a commission, payable upon effective conclusion of the sale.

22.4 KRISTAL is bound by an obligation of means in the search for an acquirer or an Aircraft. It does not warrant the conclusion of a sale.

22.5 KRISTAL's liability is limited to its diligence as intermediary and does not in any case engage the conformity, condition, remaining potential, or possible defects of the Aircraft, nor the solvency of the Parties to the sale. KRISTAL shall not be liable for the direct or indirect consequences of the sale concluded between the Parties it has put in contact.

22.6 KRISTAL recommends that the Parties carry out all prior verifications (expertise, administrative audit, history) and be assisted by their own advisors before concluding the sale.

ARTICLE 22 BIS - GENERAL TERMS OF DRY LEASE

22bis.1 Legal framework. The lease of an Aircraft owned by KRISTAL to a Lessee is performed without crew ("dry lease"), in accordance with Articles 1709 et seq. of the French Civil Code and applicable provisions of the French Transport Code and European aviation regulations (in particular Regulation (EU) No. 965/2012 and Regulation (EU) No. 1178/2011). KRISTAL retains full and complete title to the Aircraft throughout the duration of the lease.

22bis.2 Bilateral Lease Agreement. Any lease is conditional on the prior signature, between KRISTAL and the Lessee, of a Lease Agreement specifying: the identity of the Aircraft (registration, type, serial number), the duration, the Rent, the security deposit, the authorized pilots, the covered uses, the responsibilities, and any specific conditions. These Terms apply in addition to the Lease Agreement; in case of contradiction, the Lease Agreement prevails for the lease concerned.

22bis.3 Provision of the Aircraft. KRISTAL provides the Lessee with an Aircraft fit for flight, compliant with applicable regulations, accompanied by all on-board documents in current validity (route logbook, certificate of registration, certificate of airworthiness, acoustic certificate, aircraft station license, certificate of insurance). The Lessee has custody, operational responsibility, and effective control of the Aircraft.

22bis.4 Authorized pilots and use. The Aircraft may only be used by pilots:

(i) holding the licenses, qualifications, and medical fitness in current validity required by applicable aviation regulations;
(ii) deemed fit to use the type of Aircraft concerned, where applicable through an aircraft release form (FDLA) signed by the manufacturer, an authorized representative, or the chief pilot of the Lessee organization;
(iii) listed on the nominative list maintained up to date by the Lessee and communicated to KRISTAL upon request.

The Aircraft is used in strict compliance with the flight manual, the technical limitations of the aircraft, the applicable training programs (DTO, ATO, or equivalent), aviation regulations in force, and the conditions subscribed to the insurance policy.

22bis.5 Use restrictions. The Aircraft may not be used for activities not covered by the insurance policy subscribed by KRISTAL (in particular, save for an option expressly subscribed: aerobatics, mountain flying, aerial work, aerial photography, surveillance flights, glider towing). Any significant change in use likely to constitute an aggravation of the insured risk within the meaning of Article L. 113-2 of the French Insurance Code shall be the subject of prior written notification by the Lessee to KRISTAL, the latter being responsible for promptly informing its insurer.

22bis.6 Maintenance and airworthiness. KRISTAL bears the costs of scheduled maintenance by an authorized maintenance shop or unit, troubleshooting, and the hull + liability insurance of the Aircraft. The Lessee bears the daily inspections and pre-flight checks, the up-to-date keeping of on-board documents, regular communication to the Lessor of maintenance follow-up information, prompt notification of any defect, incident, or breakdown, hangaring, cleaning, fuel, and oil. The Lessee shall not carry out any technical intervention without the written agreement of the Lessor, save in case of safety emergency.

22bis.7 Financial conditions. The Rent is fixed in the Lease Agreement, generally per flight hour, and invoiced monthly by KRISTAL. The Lessee provides a security deposit under the conditions specified in the Lease Agreement. Taxes, airport charges (parking, lighting, landing), hangaring, cleaning, fuel, and oil are at the Lessee's expense; fuel and taxes related to use by the Lessor are re-invoiced at cost.

22bis.8 Insurance. KRISTAL maintains throughout the duration of the lease a hull and aviation civil liability insurance compliant with regulatory requirements, in particular Regulation (EC) No. 785/2004. The essential characteristics of the policy are communicated to the Lessee. Any surcharge, premium increase, deductible revision, or unfavorable modification of insurance conditions consecutive (directly or indirectly) to a claim arising on the Aircraft or attributable to the Lessee, its pilots, students, or instructors, shall be fully re-invoiced to the Lessee upon simple presentation of the supporting evidence from the insurer or broker.

22bis.9 Lessee's liability. The Lessee is responsible for the proper conservation and prudent and diligent use of the Aircraft during the period it is in its custody. The Lessee bears:

the financial consequences of any use outside the flight envelope, technical limitations, or covered uses of the insurance policy;
damages not covered attributable to the pilot in command or user pilots (failure to comply with procedures, incorrect pre-flight check, inappropriate maneuvers, exceedances of inspection hours, BirdStrike, puncture, canopy breakage, etc.);
deductibles, claims not covered by the insurer, and any consequences of abnormal or non-compliant use.

The Lessee and its insurer waive any recourse against the Lessor beyond the limits of insurance coverage.

22bis.10 Return. Upon expiration of the lease or upon request of the Lessor (cf. 22bis.11), the Aircraft is returned in the condition in which it was made available, accompanied by all its up-to-date on-board documents. A contradictory expert assessment may be organized at the request of either party. Any restoration costs attributable to non-compliant use by the Lessee are at the Lessee's expense.

22bis.11 Lessor's recall - Provision to Prospect. The Lessor retains full freedom to dispose of the Aircraft at any time for its own needs, in particular for making the Aircraft available to Prospects for Demonstration Flights (Article 22 ter), for unscheduled maintenance operations, or for any other commercial reason. The Lessee undertakes to release the Aircraft on first request of the Lessor, without being able to claim any indemnity or compensation. The unavailability of the Aircraft to the Lessee, for whatever reason, cannot give rise to any financial prejudice borne by the Lessor.

22bis.12 Duration and termination. The Lease Agreement specifies the duration (fixed or indefinite). In the case of indefinite duration, each party may terminate by writing, subject to a notice period set in the Lease Agreement (failing which: thirty days). The Lessor may also terminate automatically, without notice, in case of serious breach by the Lessee (in particular default of payment, non-compliant use, impairment of safety, default of insurance information) after notice having remained ineffective for eight days.

ARTICLE 22 TER - DEMONSTRATION FLIGHT

22ter.1 Purpose and non-commercial nature of the Demonstration Flight. The Demonstration Flight consists, for KRISTAL, at the request of a Prospect who has expressed an intention to purchase a Tecnam aircraft, in performing a flight for presentation and commercial evaluation of the aircraft. This flight is strictly free of charge for the Prospect and constitutes a commercial presentation service in the framework of KRISTAL's Tecnam distribution activity.

22ter.2 KRISTAL's status - Pilot in command (PIC). The Demonstration Flight is performed by a KRISTAL pilot duly qualified on the type of Aircraft concerned, acting as pilot in command within the meaning of the French Transport Code and European aviation regulations. The KRISTAL pilot is solely responsible for the preparation and conduct of the flight, and exercises sole operational authority over the Aircraft.

22ter.3 Prospect's status - Passenger. The Prospect has the status of passenger for the entire duration of the Demonstration Flight, regardless of the Prospect's qualification (whether or not holding a PPL/CPL/FI or other license), aviation experience, or seat occupied on board (front, right, rear). Save for the express prior decision of the pilot in command for a demonstration in dual control under his/her supervision, the Prospect does not touch the controls and has no operational responsibility. The Prospect's possible participation in dual control under PIC supervision in no way modifies the legal status of the pilot in command nor KRISTAL's liability.

22ter.4 Conditions of the Demonstration Flight. The Demonstration Flight is:

Offered by KRISTAL upon request, to Prospects who have expressed an intention to purchase;
Strictly free of charge: no sum is invoiced to the Prospect, and no indirect consideration (deduction on subsequent purchase, exchange of services, conditioned commercial gesture) is agreed upon or acquired in respect of the flight itself;
Limited in nature to a short local flight (typically 15-30 minutes), an evaluation cross-country flight (1-2 hours), or a ferry flight including the Prospect in the rear seat, depending on the commercial context.

22ter.5 Express waiver by the Prospect. Prior to any Demonstration Flight, the Prospect signs an express waiver by which it:

acknowledges the non-commercial and free nature of the Demonstration Flight and its passenger status;
declares having been informed of the risks inherent to any aviation operation and accepts the associated hazards;
attests to being physically fit to make the flight and to having no known medical contraindication;
accepts that the pilot in command retains sole operational authority and may, at any time, modify, cut short, or interrupt the flight for any safety reason;
waives, within the limits permitted by law, any recourse against KRISTAL beyond the applicable insurance coverage, with the exception of cases of fraud, gross negligence, or harm to life or physical integrity directly attributable to KRISTAL.

22ter.6 Limitation of liability. KRISTAL's liability under the Demonstration Flight is strictly limited to the coverage of the hull and aviation civil liability insurance policy subscribed for the Aircraft. No compensation of any kind whatsoever may be claimed by the Prospect or its assigns beyond the ceilings and limits of this coverage, subject to the mandatory provisions of public order.

22ter.7 Insurance coverage. KRISTAL subscribes to and maintains hull and civil liability aircraft insurance covering Demonstration Flights, in compliance with Regulation (EC) No. 785/2004 on insurance requirements applicable to air carriers and aircraft operators. A certificate of insurance may be presented to the Prospect upon simple request before the flight. Prior to any Demonstration Flight, the Prospect signs an express release the template of which is annexed hereto and the signature of which is a precondition to the flight.

22ter.8 Non-public-transport-operator status. Given the free nature of the Demonstration Flight and the absence of any direct or indirect remuneration of KRISTAL in respect of this flight, the Demonstration Flight does not constitute public air transport within the meaning of Article L6111-1 of the French Transport Code. KRISTAL acts neither as a public transport operator nor as a commercial operator, and is not required to hold a Part-CAT approval under Regulation (EU) No. 965/2012. No financial, commercial, or other consideration related to the Demonstration Flight may be agreed upon subsequently without an appropriate operational framework (recourse to a third-party authorized operator, for example) being implemented beforehand by KRISTAL.

22ter.9 Cancellation and postponement. The Demonstration Flight may be cancelled, postponed, shortened, or modified at any time by KRISTAL, in particular for any safety reason (weather, technical condition of the Aircraft, NOTAM, pilot unavailability, etc.) or for any other commercial reason. No indemnity is due to the Prospect in such case.

ARTICLE 23 - COMPLIANCE WITH EXPORT, SANCTIONS, AND EMBARGOES

23.1 The Customer acknowledges and accepts that the sale of an Aircraft may be subject to export and re-export regulations, sanctions, and embargoes, including:

Regulation (EU) 2021/821 (dual-use items);
Sanctions and embargoes of the European Union, in particular Council Regulation (EU) No. 833/2014 (Russia) and Council Regulation (EC) No. 765/2006 (Belarus);
Export Administration Regulations (EAR) and OFAC sanctions of the United States for Aircraft or components of US origin;
French export regulations (Service des Biens à Double Usage - SBDU);
Sanctions of the United Kingdom, Switzerland, or any other applicable jurisdiction.

23.2 Customer's representations and warranties: at Order, the Customer represents and warrants:

Not to be, and not to act on behalf of, any person, entity, or authority appearing on the sanctions lists of the United States, the European Union, the United Kingdom, the United Nations, or any other applicable jurisdiction;
Not to be located, and that the end-user is not located, in an embargoed or sanctioned country, and in particular not in Russia, Belarus, Iran, North Korea, Syria, Sudan, Yemen, Cuba, Crimea, and occupied territories, in accordance with the obligations imposed on KRISTAL by its upstream contract with Tecnam and applicable international sanctions;
Not to re-export or transfer the Aircraft to such a country or person, directly or indirectly;
Not to use the Aircraft for military, militarily sensitive, or weapons purposes.

23.3 The Customer shall communicate, upon KRISTAL's request, an end-use statement identifying the final destination, end-user, and intended use of the Aircraft.

23.4 KRISTAL reserves the unilateral and discretionary right to refuse, suspend, or cancel any Order whose performance would be susceptible to violate any export regulation, embargo, or sanction. Such termination is automatic, without formality, without indemnity due to the Customer. Any payment made by the Customer is, in such case, refunded net of fees and costs incurred.

23.5 The Customer indemnifies KRISTAL against any action, conviction, or sanction resulting from a false declaration, concealment, diversion of destination, or breach by itself or any person acting on its behalf of the undertakings of this Article.

ARTICLE 23 BIS - LIMITATION OF LIABILITY - CAPS

23bis.1 KRISTAL is bound only by an obligation of means in the performance of these Terms, to the exclusion of any obligation of result save for express provision to the contrary.

23bis.2 KRISTAL's liability under these Terms or any Order is in any event capped, per claim and in total per calendar year, at the HT amount of the Order concerned, without exceeding an annual cap of five million euros (€5,000,000) all claims combined, in line with the insurance coverage held by KRISTAL.

23bis.3 The following are expressly excluded from KRISTAL's liability: indirect or consequential damages, namely loss of profits, loss of revenue, loss of opportunity, loss of customers, aircraft grounding costs not covered by the insurer, as well as contractual penalties imposed on the Customer by its own customers or third parties.

23bis.4 The above exclusions and limitations do not apply in the event of fraud, gross negligence, or harm to life or physical integrity of a natural person, nor in any other case where such limitation would be deemed contrary to public policy or unfair within the meaning of the French Consumer Code for Consumer Customers.

23bis.5 No liability may be invoked against KRISTAL for a claim brought more than twenty-four (24) months after delivery of the Aircraft, on pain of forfeiture, save for mandatory legal provision to the contrary.

ARTICLE 24 - RESERVATION OF TITLE

24.1 KRISTAL retains title to the Aircraft sold until full and effective payment of the price in principal and accessories, in accordance with Articles 2367 of the French Civil Code and L624-16 of the French Commercial Code.

24.2 Default of payment at maturity may entail claim back of the Aircraft by KRISTAL, without prejudice to any other rights.

24.3 The Customer bears the risks of loss or deterioration of the Aircraft from making available (Article 13), notwithstanding the retention of title by KRISTAL.

24.4 The Customer undertakes not to constitute a pledge, mortgage, or security interest on the Aircraft before full payment. He/she undertakes to inform KRISTAL without delay of any measure likely to affect its title.

24.5 The Customer subscribes, from making available, to insurance appropriate covering the Aircraft against usual risks (loss, damage, fire, theft, public liability), for the account of whom it may concern, and provides evidence to KRISTAL upon request.

ARTICLE 25 - FORCE MAJEURE

25.1 KRISTAL's liability cannot be invoked in the event of force majeure within the meaning of Article 1218 of the French Civil Code, namely an event beyond its control, which could not reasonably have been foreseen at the conclusion of the Order, and the effects of which cannot be avoided by appropriate measures.

25.2 The following are deemed to constitute cases of force majeure: war, armed conflict, terrorism, riot, embargo, public authority measure, strike (internal or external), pandemic, natural disaster, fire, flood, energy outage, network outage, unavailability of an essential supplier (in particular Tecnam or its subcontractors), shortage of components, cyberattack.

25.3 The occurrence of a force majeure event automatically suspends the performance of affected obligations as long as it lasts. If the suspension exceeds one hundred and twenty (120) consecutive days, KRISTAL may terminate the Order without indemnity, the deposit being refunded pro rata temporis of unperformed services.

ARTICLE 26 - CONFIDENTIALITY

26.1 The Parties undertake to keep strictly confidential all information exchanged in the framework of the Order, in particular the financial conditions, to use it only for the purposes of the Order, and not to disclose it to any third party without prior written consent.

26.2 This obligation continues for the duration of the Order and three (3) years after its performance.

ARTICLE 27 - PERSONAL DATA

27.1 KRISTAL processes the Customer's personal data as data controller, in accordance with the GDPR and the French Data Protection Act.

27.2 The precise modalities of processing are described in the Personal Data Protection Policy available on the website and accessible at rgpd@kristal.aero.

ARTICLE 28 - CONSUMER MEDIATION (CONSUMER CUSTOMERS)

28.1 In accordance with Articles L611-1 et seq. of the French Consumer Code, the Consumer Customer, in case of dispute with KRISTAL not resolved by a prior claim addressed to KRISTAL's customer service, may resort to a consumer mediator free of charge.

28.2 The Consumer Customer may also resort to the Online Dispute Resolution (ODR) platform of the European Commission, accessible at https://ec.europa.eu/consumers/odr.

ARTICLE 29 - MODIFICATION OF THE TERMS

29.1 KRISTAL may amend these Terms to adapt to any legal, regulatory, jurisprudential, or commercial evolution.

29.2 The version applicable to an Order is the one in force on the date of signature of the Order Form.

ARTICLE 30 - SEVERABILITY

30.1 The nullity or unenforceability of a clause in these Terms does not affect the validity of the other clauses, which remain fully applicable.

30.2 The fact that KRISTAL does not avail itself of a Customer breach shall not be construed as a waiver of the right to do so subsequently.

ARTICLE 31 - GOVERNING LAW - JURISDICTION

31.1 These Terms and any Order are governed by French law, to the exclusion of its conflict of laws rules and to the express exclusion of the United Nations Convention on Contracts for the International Sale of Goods (CISG) of April 11, 1980.

31.2 For Professional Customers, any dispute relating to the formation, performance, interpretation, or termination of the Terms or any Order, that could not be resolved amicably, is subject to the exclusive jurisdiction of the Commercial Court of Montpellier, including in case of multiple defendants or third-party proceedings.

31.3 For Consumer Customers, the dispute may be brought, at the Consumer Customer's option, before one of the courts territorially competent in application of the French Code of Civil Procedure (in particular the jurisdiction of the Customer's domicile in accordance with Article R631-3 of the French Consumer Code), subject to the prior mediation provided in Article 28.

ACCEPTANCE

By signing the Order Form, the Customer acknowledges having read these Terms (Version 1.0 of May 8, 2026), having understood them, and adheres to them without reservation.

KRISTAL AERONAUTIQUE - société à responsabilité limitée with share capital of €10,000 - RCS Montpellier 412 462 285 - VAT FR62 412 462 285 - 61 rue Frédéric Mistral, 34400 Lunel, France - Tel. +33 4 67 71 52 63 - contact@kristal.aero - aircraft.kristal.aero