These Terms and Conditions (“T&Cs”) apply to and are incorporated by reference in each Work Order issued by Mid-Continent
Aviation Services, Inc. (“MCAS”) to and accepted by _________________________________________ (“Customer”) on or after
the date indicated in the signature block below (“Effective Date”), whether for the purchase or rental of parts, or for services to be
rendered. MCAS forms referenced below are available upon request or at https://mcasict.com.
1. Defined Terms. Capitalized terms used herein have the meanings specified below and apply equally to both the singular and
the plural forms as context requires:
A. “Aircraft” stands for the aircraft identified [on the face of the Work Order].
B. “BER” stands for beyond economical replacement or repair.
C. “Core” means those original aircraft manufacturer parts that are listed in the original aircraft manufacturer’s or an approved
distributor’s current parts catalog and may be returned to the manufacturer or distributor to be rebuilt for future sale.
D. “Core Charge/Fee/Price” means the amount that will be charged to Customer should it fail to send MCAS the Core
contemplated in an Exchange Sale or sends MCAS a Core that is BER. The Core Price is subject to increases based on
the Part’s availability and the prevailing OEM’s or distributor’s price or exchange rates for the Part.
E. “Core Return” means the nonworking core part the Customer sends to MCAS as part of an Exchange Sale.
F. “Corrective Action” means any Work needed to resolve a Discrepancy.
G. “DSA” stands for direct ship authority, which is a company that has exclusivity to provide certain OEM Parts.
H. “Discrepancy” (aka Squawk) is Customer’s description of the issues it has with its Aircraft and/or MCAS’s own description
of why a part has failed upon inspection of the Aircraft.
I. “Exchange Sale” means a part or unit sold to Customer for a certain stated price (i.e., “Unit Price” on a Work Order) in
anticipation of Customer sending MCAS the nonworking Core that the OEM, DSA, or approved distributor determines is not
BER or subject to Over and Above Charges.
J. “Exchange Part” or “Exchange Unit” is a serviceable part or unit that is sold to Customer in exchange for the nonworking
K. “Lessor” is the owner of a Rental Unit who has agreed to lease the subject unit to Customer for the period and rental fee
indicated on a Work Order. Lessor may or may not be MCAS.
L. “Over and Above Charges” are additional charges for Work that is beyond the standard scope of overhaul or repair of the
part, as determined by the OEM, DSA, or an approved distributor during the course of testing the part.
M. “Part(s)” means the hardware to be purchased by Customer as stated in a Work Order, whether new, used, reconditioned,
N. “Purchase Order” is a document issued by Customer to MCAS committing to pay MCAS for the purchase of products and/or
services as stated in the applicable Work Order.
O. “Rental Unit” is a part or unit that is leased to Customer and must be returned to MCAS as stated in the applicable Rental
P. “Return to Service” means the return to service of the Aircraft, as evidenced by the appropriate logbook entry or other
customary Aircraft document entry by MCAS.
Q. “Services” are all labor of every kind and character required of MCAS to fulfil a Work Order, whether related to Parts or
furnished independently of any Parts, including working with the OEM, DSA, or approved distributor on Core valuation.
R. “Work” means any activity performed by MCAS employees or agents to achieve the purpose or result stated in the Work
Order, including efforts by MCAS contacting and negotiating with the OEM, DSA, or approved distributor to obtain the
estimated Core value.
S. “Work Order” is MCAS’s form document that describes Discrepancies, Corrective Actions, Parts or Services being sold,
rented, leased, or provided to Customer, the price for Parts, labor rates, shipping costs, the estimated delivery dates, taxes,
and other additional applicable charges (i.e., pilot services, tire disposal, EPA charges, oil analysis, shop supplies, fuel).
2. Issuance and Acceptance of Work Order. MCAS will issue Customer a Work Order upon Customer’s request. Prices therein
do not include transportation, insurance, taxes, or other similar charges unless otherwise stated. MCAS, in its sole discretion,
may require a deposit, down payment, progress payments or prepayment on a Work Order. Work Orders are subject to change
or withdrawal by MCAS whenever MCAS, in good faith, deems itself insecure due to an event or condition which suggests
Customer is unable or unwilling to perform its payment obligations. In that instance, MCAS may stop, delay, postpone, or cancel
any Work, including delivery, until full or partial payment, as directed by MCAS, is made in advance of any further Work.
Customer may accept a Work Order by issuing a Purchase Order, signing the Work Order in the space provided thereon, or
affirming the Work Order electronically via email, SMS, MMS, or text. Customer’s acceptance of delivery, payment of a Work
Order, or use of an Exchange Unit or Rental Unit also constitutes Customer’s acceptance of said Work Order. Any objections
to these T&Cs must be presented in writing prior to Customer’s acceptance of a Work Order and any additional or different terms
may only be incorporated if evidenced in a writing signed by both parties.
3. Shipping, Delivery, and Risk of Loss. Customer is responsible for all transportation or shipping cost related to a Part (whether
it is new, used, reconditioned, a Core, an Exchange Unit, or a Rental), including but not limited to, customs, duties, taxes, and
other similar charges. MCAS will not package or ship the Exchange Unit to Customer until the down payment or prepayment
specified on a Work Order is received by MCAS. All quoted shipment dates are approximate unless specified otherwise on the
Work Order. Delivery shall be Ex Works MCAS’s facility (Incoterms 2020); this means risk of loss will pass to Customer when
MCAS hands the part to the shipper for delivery from MCAS’s facility and Customer pays for shipping. If MCAS prepays
transportation charges, Customer will reimburse MCAS upon receipt of an invoice for those charges. MCAS may charge
additional fees for any rush shipments, special routing, packing, labeling, handling, or insurance requested by Customer. Any
claim by Customer that Parts were omitted, damaged, or otherwise not in conformity with the Work Order are waived by
Customer unless Customer provides written notice to MCAS within five (5) business days after Customer’s receipt of shipment.
If Customer fails to notify MCAS within five (5) business days after the Parts have been received by Customer, such Parts are
deemed to conform to these T&Cs and the terms in the Work Order, and the Parts will be considered irrevocably accepted by
4. Title; Lien and Security Interest. Title to a Part remains with MCAS until Customer has paid MCAS for all amounts owed by
Customer to MCAS, including but not limited to, any Core or Over and Above Charges. Customer acknowledges MCAS has
possessory and statutory lien rights for Work performed pursuant to a Work Order. In addition to these lien rights, Customer
grants to MCAS a continuing, security interest and lien upon the Aircraft, Parts and Cores provided, however, that such lien shall
be inferior or subordinate to the lien of any valid first priority security interest now existing on the Aircraft, Parts, or Cores and
any proceeds thereof, including but not limited to, insurance proceeds, sale or disposition of the Aircraft or any portion thereof,
and the proceeds of such proceeds to secure prompt payment of all amounts owed by Customer to MCAS.
5. Exchange Sale.
A. Price. The Unit Price stated in a Work Order for an Exchange Sale assumes that Customer sends a Core to MCAS that is
a like-for-like part and not BER. In the event a Core is not timely returned to MCAS or if a Core is BER, the transaction
becomes an outright sale, in which case, Customer agrees to pay both the Unit Price and the applicable Core Charge for
the Exchange Unit. In the event the Core Return requires upgrades to become like-for-like or repairs beyond the standard
overhaul, Customer agrees to pay both the Unit Price, any applicable Over and Above Charges, and/or any upgrade charge.
B. Core Return Requirements. Customer is responsible for all transportation or shipping costs related to the Core, including
but not limited to, customs, duties, taxes, and other similar charges. A Core Return must be: (1) accompanied by a fully
completed copy of MCAS’s Core Return Form and a service data tag completed by a licensed mechanic or authorized repair
station; (2) carefully packaged to avoid shipping damage, and when possible, the original packing material and methods
should be reused; and (3) shipped to MCAS within fifteen (15) days of Customer’s receipt of the Exchange Unit if it was
delivered in the U.S. or within thirty (30) days if the Exchange Unit was delivered outside the U.S. MCAS is entitled to
reject and return, at Customer’s expense, a Core Return that is (i) BER, (ii) damaged during shipping or package,
(iii) has incomplete data tags, (iv) has been disassembled, (v) is not like-for like, (vi) exceeds normal run-out
condition, or (vii) is subject to Over and Above Charges. MCAS’s acceptance of a Core Return is subject to additional
billing to Customer for any Over and Above charges or any cost to clean or upgrade the Core Return.
6. Rental Transactions. For each rental transaction, the parties will complete a MCAS Rental Agreement form, which will set out
the Rental Term, Rental Rate, Start Date, Return Date, Estimated Replacement Value, and all applicable terms. In the event of
any conflict between these T&Cs and the Rental Agreement, the terms of the Rental Agreement controls and governs rental
7. Customer-Supplied Parts. All Customer-supplied parts are subject to an incoming inspection process and must be
accompanied by FAA-approved paperwork on said parts’ conformance or airworthiness. MCAS, in its discretion, may reject any
Customer-supplied part MCAS deems FAA-noncompliant. A minimum 10% Customer-supplied parts fee of the Aircraft
manufacturer’s list price for the part (or a reasonable estimate by MCAS if a list price is unavailable) will be assessed to all
8. Warranties. MCAS provides the following warranty (“Warranty”) for Parts and Services provided:
A. Limited Parts Warranty.
i. For Parts. Parts overhauled or reconditioned by MCAS and sold to Customer are warranted to be free from defect in
workmanship for thirty (30) days post Return to Service or ninety (90) days from the shipment date to Customer,
whichever comes first. MCAS provides no warranty for new Parts or Parts overhauled or reconditioned by the OEM or
an OEM-approved supplier, but will pass-through to Customer any warranty provided by the OEM or the OEM-approved
supplier. At Customer’s request, MCAS will provide Customer reasonable assistance in enforcing Customer’s rights
under any such warranty provided the parties execute a separate or revised Work Order to compensate MCAS for its
reasonable costs and expenses incurred in rendering such assistance. MCAS provides no warranty or warranty
assistance for Customer-supplied Parts.
ii. For Software. MCAS provides no warranty for software, but will pass the OEM’s warranty, if any, to the Customer.
MCAS’s entire liability and Customer’s exclusive remedy under this limited warranty will be, at MCAS’s option, either (y)
the return of the price paid for the software or (z) repair or replacement of the software or the media that is returned to
MCAS. This limited warranty is void if the failure of the software or media is due to accident, misapplication, or
unauthorized modification. Any replacement software will be warranted for 30 days from replacement. MCAS does not
warrant that the software will meet Customer’s requirements, that the operation of the software will be uninterrupted or
error-free, that the software will operate in combination with any other software that Customer selects for its use, or that
defects or errors in the software will be corrected. MCAS further does not warrant or make any representations regarding
the use or the results of use of the software or accompanying written materials with respect to their correctness, accuracy,
reliability, or otherwise. No oral or written information or advice given by MCAS creates a warranty or in any way increase
the scope of this limited software warranty.
B. Limited Services Warranty. MCAS warrants that its Services (including inspections, maintenance, repair, overhaul,
modifications, and upgrades) are free from defects in workmanship under normal use and service for a period of six (6)
months or 200 flight hours, whichever occurs first, from Return to Service date. This Warranty applies only if Customer, at
its own expense, and within thirty (30) days after discovery of the alleged defect, returns the Aircraft or the affected items
to MCAS’s facility in Wichita, Kansas, for evaluation with a written description of the defect and supporting documentation.
MCAS will investigate the claim to determine the cause of the alleged defect. MCAS’s sole and exclusive obligation under
this Warranty is limited to repair or re-performance, at its option, of any MCAS Work that, in the opinion of MCAS, is
C. Warranty Exclusions. The Warranties herein do not apply to damage or failure of a Part caused in whole or in part by
Customer’s: (i) improper maintenance, unauthorized modifications or alterations, defective installation, or improper
operation; (ii) use in a manner not in accordance with OEM or MCAS instructions or manuals; (iii) use of the Parts for
purposes other than those for which they were designed; (iv) failure to provide prompt notice of a warranty claim during the
applicable warranty period; (v) use of the Part for troubleshooting; or (vi) other abuse or misuse.
D. Warranty Conditions. MCAS’s warranty obligations are conditioned upon the following: (a) the Aircraft has been operated
under an approved FAA or foreign equivalent operations program and has not been subject to misuse (including improper
storage), neglect, or accident, (b) the Aircraft has not been modified, altered, or repaired since its modification or repair by
MCAS; and (c) the Aircraft has been maintained in accordance with an FAA approved or foreign equivalent maintenance
E. Warranty is Exclusive and Nontransferable. THIS WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER
WARRANTIES, WHETHER WRITTEN, ORAL, EXPRESS, IMPLIED, OR STATUTORY (INCLUDING, WITHOUT
LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE). NO
AGREEMENT EXTENDING THIS WARRANTY IS BINDING UPON MCAS UNLESS IN WRITING AND SIGNED BY ITS
DULY AUTHORIZED REPRESENTATIVE. THE ABOVE WARRANTY IS THE ONLY WARRANTY GIVEN UNLESS
OTHER WARRANTIES ARE ATTACHED AND MADE A PART HEREOF. THIS WARRANTY IS NOT TRANSFERABLE.
F. Warranty Claim Process.
i. Customer must complete MCAS’s warranty claim form and email it to [email protected].
ii. All warranty return requests must be made within thirty (30) days of the invoice date.
iii. If MCAS agrees with Customer that a Part is covered by warranty or otherwise agrees to evaluate the Part for possible
warranty coverage, MCAS will issue Customer a warranty claim number along with shipping instructions.
iv. All warranty returns must reference the applicable warranty claim number. Part components or assemblies returned
must be clearly marked as being subject to warranty consideration. MCAS will not accept delivery of any Parts returned
under a warranty claim without a claim number. Parts returned without a warranty claim number will be returned to
Customer, at Customer’s expense, freight collect or FCA basis.
v. Customer must insure the warranty return shipment for the full value of the Part and provide evidence of coverage upon
MCAS’s request, unless otherwise agreed by MCAS. Customer shall provide a certificate of insurance upon request.
In the event the shipment is lost or damaged, Customer is responsible for the full purchase price of the returned Part
and/or the applicable Core Fee.
vi. All warranty returns must be shipped to MCAS, all transportation charges prepaid, packed in the original or comparable
packing, and shipped via a reliable source. All returned Parts must be properly cased, plugged or capped as
appropriate and be suitably protected for shipment with packing, shock mounts, shipping flanges or other protective
measures so that they arrive at MCAS in good condition. Improper packing may be cause for rejection of warranty
vii. MCAS will, at its option, either repair or replace the Part that is found to be defective as soon as practical after receipt
of the Part.
9. Invoices; Taxes; Payment; and Interest.
A. Invoicing. MCAS will invoice Customer separately for the Exchange Unit Price, the Core Fee (if applicable), Over and
Above Charges (if applicable), and shipping and handling as needed. MCAS will provide bill-back notification to Customer
within 60 days of receipt of notification from the OEM, DSA, or approved distributor regarding BER findings, any Core Fee
adjustments, or any Over and Above Charges. A restocking fee of 15% may be charged on all returned items unless the
return is a direct result of a MCAS error. A consumable charge of 3.5% will apply to all billed labor charges.
B. Taxes. Any sales tax, manufacturer’s tax, VAT, withholding tax, excise tax, use tax, duty, imposition, inspection or testing
fee, or any other tax, fee, or charge imposed by any government authority shall be paid by Customer. Customer will promptly
reimburse MCAS on demand for any such taxes, fees, or other charges that are imposed on and paid by MCAS or for which
MCAS is responsible for collection in connection with any transaction herein.
C. Payment Terms. Payments are due based on the stated terms on the applicable invoice. An administration fee of 4% of
the total invoice amount will be charged on all payments made by credit card. Please contact [email protected] or
call (316) 927-4204 for wire transfer account instructions. Customer’s wire transfer must reference the invoice number(s)
being paid OR payments will be applied to Customer’s unpaid invoices (including interest charges) at MCAS’s discretion.
D. Interest. If payment for a Part is not made in accordance with the payment terms on the applicable Work Order,
interest shall accrue and be paid by Customer to MCAS in addition to the unpaid balance at the rate of one and one-half
percent (1.5%) per month on the unpaid amount, or the highest interest rate allowed by law, whichever rate is higher.
E. Default; Liquidated Damages. If Customer defaults on any payments herein, MCAS may retain any partial payments which
have been made as liquidated damages, and MCAS shall be entitled to the immediate possession of the Parts and shall be
free to peacefully enter the premises where the Parts may be located and remove them all without prejudice to MCAS’s
right to recover any further expenses or damages MCAS may suffer by reason of such non-payment.
10. Indemnification. Customer will indemnify and hold MCAS harmless from third-party losses for damage to or destruction of any
property (including the Aircraft) or any injury to or death of any person caused by Customer’s use, operation, repair, maintenance,
or disposition of the Aircraft; provided, however, Customer shall not be required to indemnify MCAS for any losses caused by
MCAS’s negligence or misconduct in its performance of the Work. Customer will indemnify and hold MCAS harmless from and
against any and all losses resulting in injuries or damages suffered by employees of Customer while on MCAS’s premises.
MCAS will indemnify and hold Customer harmless for damage to or destruction of any property or any injury to or death of any
person caused by MCAS’s negligent performance of the Work provided Customer has promptly given notice of such claim and
the claimed losses do not arise from Customer’s negligence or misconduct. In no event shall MCAS’s indemnity obligations
exceed the amount provided in Paragraph 11 below.
11. Ownership and Protection of Intellectual Property. All drawings, know-how, designs, specifications, inventions, devices,
developments, processes, copyrights, trade secrets, and other information or intellectual property disclosed or otherwise
provided to Customer by MCAS and all rights therein (collectively, “Intellectual Property”) will remain the sole property of MCAS
and will be kept confidential by Customer. Customer shall have no claim to, nor ownership interest in, any Intellectual Property,
and such information in whatever form and any copies thereof, shall be promptly returned to MCAS upon written request from
MCAS. Customer acknowledges that no license or rights of any sort are granted to Customer hereunder in respect of any
12. LIMITATION OF LIABILITY. MCAS SHALL NOT BE LIABLE FOR DAMAGE TO THE AIRCRAFT, PARTS OR CORES
WHILE IN THE CARE, CUSTODY OR CONTROL OF MCAS IF SUCH DAMAGE WAS THE RESULT OF AN ACT OF GOD
OR REASONS BEYOND THE CONTROL OF MCAS UNLESS SUCH DAMAGE IS DUE TO THE NEGLIGENCE OR
MISCONDUCT OF MCAS. ADDITIONALLY, MCAS SHALL NOT BE LIABLE FOR LOSS OF THE AIRCRAFT, PARTS,
CORES OR OTHER DAMAGE TO PROPERTY, PERSONAL INJURY OR DEATH OF ANY PERSON, UNLESS SUCH
OCCURRENCE IS SOLELY CAUSED BY DEFECTIVE WORK PERFORMED BY MCAS. FURTHERMORE, IN NO EVENT
SHALL MCAS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
BASED UPON BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT, OR ANY
OTHER LEGAL THEORY. SUCH DAMAGES INCLUDE, BUT ARE NOT LIMITED TO, LOSS OF PROFITS, LOSS OF
SAVINGS OR REVENUE, LOSS OF USE OF THE PARTS OR CORES AND/OR THE SYSTEM TO WHICH THE PARTS OR
CORES ARE ATTACHED OR HAVE BEEN MADE A PART OF, COSTS OF ANY SUBSTITUTE PARTS, DOWNTIME,
CLAIMS OF THIRD PARTIES, INCLUDING OWNERS, AND INJURY TO ANY PERSON OR PROPERTY. MCAS’S TOTAL
LIABILITY HEREUNDER IS LIMITED TO THE LESSER OF (i)THE PRICE ALLOCABLE TO THE PART, CORE OR WORK
WHICH GIVES RISE TO THE CLAIM, OR (ii) THE ACTUAL AMOUNTS PAID BY CUSTOMER FOR THE SERVICES
PROVIDED. THE LAWS OF SOME STATES DO NOT PERMIT CERTAIN LIMITATIONS ON WARRANTIES OR REMEDIES.
IN THE EVENT SUCH A LAW APPLIES, THE FOREGOING EXCLUSIONS AND LIMITATIONS ARE AMENDED ONLY
INSOFAR AS REQUIRED BY SAID LAWS.
13. Insurance. Customer shall, at its own expense, procure, maintain, and keep in full force and effect aircraft and comprehensive
general liability insurance with respect to Customer’s Aircraft, operations, and maintenance, as well as “all risk” type hull
insurance on the airframe and engines, including in-motion coverage, with minimum limits of $1,000,000.00 per occurrence
and $2,000,000.00 in the aggregate. Customer shall provide MCAS with a valid, current insurance certificate upon request.
MCAS may, from time to time, give Customer written notice that it requires Customer to maintain other types and amounts of
insurance coverage. Customer’s failure to provide a Certificate of Insurance does not relieve it of these insurance obligations.
14. Applicable Law and Disputes. These T&Cs and any Work Order shall be interpreted and governed by the substantive and
procedural laws of the State of Kansas, USA, without regard to its choice of law or conflict of law provisions. Customer
irrevocably consents and submits itself exclusively to the jurisdiction of the applicable federal or state courts situated in the
District of Kansas for the purpose of any suit, action, or other judicial proceeding arising out of or related to a Work Order.
The parties hereby expressly exclude in its entirety the application of the United Nations Convention on Contracts for the
International Sale of Goods to the transactions contemplated herein.
15. Governing Language. These T&Cs were delivered, negotiated, and executed by the parties in English. All documents
exchanged under these T&Cs shall be in English. Any translation of such documents in another language shall have no
16. Attorneys’ Fees. In any action or proceeding arising out of these T&Cs or any Work Order or Purchase Order that requires
resolution through recourse to the courts, MCAS is entitled to recover its reasonable attorneys’ fees from Customer if it is the
prevailing party in such action or proceeding.
17. Clerical Errors. Any typographical, clerical, or other error or omission in any sales literature, Work Order, current shop labor
rates, invoice, or other document or information issued by MCAS are subject to correction without any liability on the part of
18. Entire Agreement. These T&Cs, together with any Work Order and any MCAS forms referenced herein (collectively, the
“Contract”), constitute the entire agreement between the parties with respect to the transactions specified therein. The Contract
supersedes all prior agreements and understandings between the parties, both written and oral, and there are no verbal
understandings, agreements, representations, warranties, courses of performance, courses of dealing, or customs of usage and
trade between the parties which are not expressly set forth herein. Any pre-printed terms and conditions stated or referenced
on Customer’s Purchase Order(s) or any Customer-issued communication that adds or conflicts with these T&Cs, are null and
19. Assignment. Customer may not assign a Work Order without the prior written consent of MCAS, which may be granted or
withheld in MCAS’s sole discretion. Notwithstanding MCAS’s consent to any assignment, Customer remains fully responsible
for all obligations of any Customer-approved Work Order.
20. Severability. If any provision of a Work Order or these T&Cs is found invalid, illegal, or unenforceable by law, the remainder
of the Work Order and these T&Cs w ill remain in full force and effect, and the parties will negotiate in good faith to
substitute a provision of like economic intent and effect.
21. Order of Precedence. In the event of any inconsistency or conflict among the documents referenced herein, the order of
precedence shall be as follows: (1) Specific provisions in a Work Order that are not pre-printed or standard form wording; and
(2) MCAS’s T&Cs as recited on its website.
22. MCAS Name; Confidentiality. Customer will not use MCAS’s name for advertising or solicitation of business purposes without
MCAS’s prior written consent, which may be withheld in MCAS’s sole discretion. All information furnished or made available by
MCAS to Customer in connection with the subject matter of any Work Order or of Customer’s Purchase Order shall be held in
confidence by the parties. Customer agrees not to use such information or disclose such information to others without MCAS’s
prior written consent.
23. Force Majeure. MCAS will not be liable for any failure to perform its obligations under these T&Cs or a Work Order resulting
directly or indirectly from or contributed to by any acts of God, acts of Customer, acts of civil or military authority, fire, strikes or
other labor disputes, accidents, floods, epidemics, war, riot, delays in transportation, lack of or inability to obtain raw materials,
components, labor, fuel or supplies, or any other circumstances beyond MCAS’s reasonable control.
24. Amendment. MCAS may amend these T&Cs by posting revised T&Cs on MCAS’s website or emailing Customer the revised
T&Cs. Customer’s failure to object to such revised T&Cs within five (5) business days constitutes Customer’s acceptance of
such revised T&Cs.
25. Operational Control, Pilot in Command. Customer shall exercise authority over initiating, conducting or terminating all flight
testing (“Operational Control”), provided, as designated, the “Pilot in Command” per Part 91.3 during all flight testing shall be
directly responsible for, and be the final authority as to the operation of, the Aircraft and in an in-flight emergency requiring
immediate action, the Pilot in Command may deviate from any rule or instruction from Customer to the extent required to meet
that emergency and no such action of the Pilot in Command shall create or support any liability for loss, injury, damage or delay
between Customer and MCAS, Pilot in Command, or flight crew.
26. International Terms; Import/Export Compliance. In addition to the above, the following terms apply if the sale of Parts is to
an entity or a location outside the continental United States of America (“International Terms”). In the event of any conflict
between the International Terms and paragraphs 1-23 above, the International Terms governs.
A. Customer shall comply with all applicable US Laws and Regulations, including the Foreign Corrupt Practices Act (FCPA),
Export Administration Regulations (EAR), and any other anti-bribery, export control, or other applicable laws and regulations
of any applicable jurisdiction. Customer is responsible for obtaining any licenses or other official authorizations that may be
required by the country of exportation or importation.
B. Each party shall cooperate and exercise reasonable efforts to support the other party in obtaining any necessary
licenses or authorizations required to perform its obligations under a Work Order.
C. Customer shall act as Foreign Principal Party in Interest (FPPI) and its freight forwarder shall act as authorized agent to
file the required Electronic Export Information (EEI) as per 15 CFR §30.3 (e)(2). At MCAS’s request, Customer or its
freight forwarder shall provide copies of the EEI or any export or shipping documentation prepared by Customer or its
freight forwarder related to sales to Customer by MCAS, including end user certificates.
D. Parts purchased may be subject to various United States export control laws and regulations. Prior authorization from
the U.S. government may be required for the re-export, resale, or transfer to certain terrorist supporting and embargoed
countries and the nationals of those countries, including Cuba, Iran, North Korea, Sudan, Syria, and others. The reexport, resale or transfer is prohibited to an individual or entity listed on any of the U.S. government prohibited parties’
lists, as applicable. Additionally, the re-export, resale or transfer is prohibited if intended for a proscribed end use, such
as an activity related to the development, production, or use of chemical, biological, or nuclear weapons or missiles.
Customer agrees to take any and all actions necessary to inform itself of the laws and regulations above-referenced and
will indemnify, defend, and hold MCAS harmless from any claims, fines penalties, actions, enforcement actions,
damages, and costs (including attorneys’ fees and defense costs) which arise from or are related to any failure of
Customer to adhere to any applicable export control laws and regulations, as they exist now or as they may be amended
from time to time.
©2023 | Mid-Continent Aviation Services Inc. | 1620 S. Airport Road | Wichita, KS 67209 | Phone: 316-927-4207 | Form 1.3 Rev. 04.27.2023