SHERPA AIRCRAFT INC.
Purchase Agreement


Sherpa Aircraft Component Sales, Inc. herein after referred to as “seller” located at 34100 Skyway Drive, Scappoose, OR 97056 and _________________________________ herein after referred to as “buyer” located at ____________________________________________________________________________________ have entered into an agreement whereby the seller agrees to provide a K650T turbine Sherpa kit to the buyer on the following basis.

The base price for the K650T turbine kit described as follows is $622,000.00. The procedures for purchasing starts with a $2500.00 deposit placed in escrow that remains under the strict control of the buyer (see Letter of Intent /Deposit receipt attached) until either released to the seller or refunded to the buyer. Upon execution of the purchase agreement contract documents, the buyer will authorize the transfer of the $2,500.00 deposit and wire an additional $47,500.00 to an account to be specified by the seller. A progressive payment schedule will be provided as part of the contract package which specifies the schedule of payment for various items and components as they are either completed by the seller or purchased from an outside supplier. When the aircraft is ready for delivery, the remaining balance of $50,000.00 becomes due and payable. For items other than the purchase of the fire wall forward package and avionics package, the progressive payments will be made on a monthly basis due by the 10th of the following month billed. Aircraft deliveries are projected to take place after the end of the year 2008.

Seller agrees to provide all materials and significant portions of the labor to produce a flying aircraft that will be licensed by the buyer or his designated agent. The designation for the license will be “Amateur Built Experimental” and will follow the guidelines spelled out in the 51% rule provided by the FAA. The licensee will visit the seller’s Scappoose, Oregon facility for the specific purpose of performing the necessary hands on labor to complete the aircraft according to the guidelines required for the 51% rule. The licensing inspection fees required by the FAA designated engineer shall be the responsibility of the buyer. A specification list will be prepared for the construction details under separate cover.

The buyer clearly understands that the actual performance figures that have been suggested by the seller are strictly estimates based on performances of former Sherpa prototypes and or from engineering data. The buyer further recognizes that any past references to performance, whether verbal, written or displayed in brochures or video presentations, may not be valid for the K650T kit aircraft until such time as actual performance data is obtained from official flight test results.

The manufactured kit components supplied by the seller have been manufactured in accordance with aviation standards for kit aircraft using aluminum and steel alloys specified for use for the aviation industry. Engineering design data regarding the structural integrity of the kit has been performed by the engineering firm of Hi-Lander Inc. located in Loma, CO. All such engineering studies and calculations of the airframe, including the fuselage, wings, landing gear, or any other part there of may be reviewed by the buyer if desired. The seller makes it known that any modifications to the design have been based on a combination of engineering studies and actual field test results that were conducted with the original flying prototype 1415B (now in it’s 13th year having accumulated more than 1400 hours flown in all types of terrain), N711SA flown for 12 years with 1088 hours on 4580 Edo amphibious floats and N712SA flown for 6 years with a twin-turbo charged engine that was supplied by the Lycoming factory.

The purchase price includes a new propeller, spinner and backing plate and a used Honeywell turbine engine with at least 1000 hours of service time remaining. The complete firewall forward installation is included with all labor and materials supplied by the seller. The kit will be delivered with 29 inch tires as standard equipment. The attach fittings for wheels, skis and floats are standard on all kits. The buyer understands that the installation and components included in the avionics package will be billed as a separate item and is not included in the base price of the aircraft.

The seller will provide instructions as needed to assist the buyer or buyer’s agent when performing the necessary labor required to complete the aircraft under the 51% rule. In addition, the seller will provide instructions for the maintenance of the aircraft, the operating procedures for the turbine engine and flight training for the operation of the aircraft when it is completed and ready for delivery.

UPGRADES AND OPTIONS (at the expense of the buyer)
• A remanufactured Honeywell 1000hp -10 series engine that carries a new warranty and possible 7000 hr operating life
• A deluxe interior which would include a combination of carpeting and leather seats
• Alternate wheels and tires sizes
• Floats; either amphibious or straight.

Seller reserves the right to make minor modifications as an act of improving the product.