Platform Agreements

1. ROLE OF BREEZY – NON-OPERATOR PLATFORM

Breezy Aviation LLC ("Breezy") operates solely as a non-operating technology marketplace. Breezy does not own, lease, charter, manage, dispatch, crew, maintain, inspect, or operate any aircraft and does not provide air transportation services.

Breezy agrees to permit aircraft owners to use its platform to list aircraft for lease directly by pilots who have access to the Breezy platform in exchange for Owner's covenants, representations and agreements set forth herein. An aircraft so listed and/or leased is described herein as "Aircraft", its lessor is described herein as "Owner" and its lessee is described as "Pilot".

2. FAA OPERATIONAL CONTROL DISCLAIMER (14 CFR § 1.1)

Breezy does not exercise operational control as defined in 14 CFR § 1.1. Breezy does not initiate, conduct, or terminate flights; dispatch aircraft; select or assign crew; direct maintenance; or control fueling, loading, or weight and balance. Operational control rests exclusively with the Pilot in Command pursuant to 14 CFR § 91.3.

3. FAA PART 91 OPERATIONS ONLY / NO HOLDING OUT

All flights conducted through the Platform are intended to be private operations under 14 CFR Part 91 only. Breezy does not hold out air transportation to the public, set routes or schedules, or offer point-to-point carriage. No Part 135 operations, charter operations, or common carriage operations are permitted through the Platform. Owner is solely responsible for ensuring that any aircraft listed or reserved through the Platform is operated in compliance with all applicable laws, regulations, insurance requirements, and FAA limitations relating to compensation, hire, operational authority, and flight operations.

4. COMPENSATION & TRANSPORTATION SAFEGUARD

Breezy receives compensation solely for access to the technology platform, marketplace tools, and payment processing and facilitation services (the "Platform"). Breezy does not compensate Pilots or Owners for aircraft operations or flight activity and does not receive compensation based on flight hours, mileage, passenger carriage, transportation of persons or property, or the operation of any flight.

5. AIRWORTHINESS & MAINTENANCE – SOLE OWNER RESPONSIBILITY (14 CFR Parts 43 & 91)

Owner is solely and exclusively responsible for airworthiness, maintenance, inspections, logbooks, any regulatory compliance under 14 CFR Parts 43 and 91, and other relevant rules and regulations mandated by the Federal Aviation Administration. Breezy has no duty, affirmative or implied, to inspect, verify, monitor, or ensure airworthiness, maintenance status, mechanical condition, or regulatory compliance of any aircraft listed or leased through the Breezy platform.

6. PILOT SELECTION & AUTHORIZATION

Owner retains sole and absolute discretion to approve or deny pilots. Any pilot information displayed on the Platform is self-reported by the pilot and not verified, endorsed, or approved by Breezy. Pilots are not employees, agents, or contractors of Breezy, but are instead individuals utilizing the Platform. Breezy makes no representations or warranties of any kind as to the qualification, training, skill, aptitude, medical condition, currency, regulatory compliance or ability of any pilot to operate any particular aircraft on any particular flight.

7. INSURANCE REQUIREMENTS

Owner is solely responsible for determining and maintaining any insurance coverage Owner deems appropriate or that may be required by applicable law, airport requirements, lender obligations, contractual obligations, or Owner's insurer. Any insurance requirements, pilot minimums, Open Pilot Warranty requirements, approved pilot requirements, checkout requirements, or other underwriting conditions applicable to the Aircraft shall be determined solely by the Owner and/or the Owner's insurer. Breezy does not determine, verify, guarantee, endorse, or warrant the adequacy, availability, scope, validity, or applicability of any insurance coverage or underwriting requirement. Owner acknowledges and agrees that Breezy is not an insurer, insurance broker, underwriter, aircraft operator, dispatcher, charter provider, or aviation manager, and Breezy does not provide insurance coverage for Aircraft operations conducted through the Platform. To the extent permitted by applicable law and the applicable insurance policy, Owner agrees to look first to Owner's own insurance coverage for damage to or loss of the Aircraft arising during a Lease Period, including applicable hull coverage, subject to the terms, conditions, exclusions, deductibles, and limits of such policy. Nothing in this Agreement alters any rights or obligations that may exist between Owner and Pilot under any applicable dry lease agreement or applicable law.

8. NO AIRCRAFT LEASE BY BREEZY

Breezy does not lease aircraft, wet or dry, and never takes possession, custody, or control of any aircraft.

9. RELEASE OF BREEZY

OWNER AGREES, FOR HIMSELF OR HERSELF AND FOR HIS OR HER HEIRS, EXECUTORS, ADMINISTRATORS, LEGAL REPRESENTATIVES, SUCCESSORS, ASSIGNS, INSURERS, SUBROGEES, AND ANY PERSON OR ENTITY CLAIMING BY, THROUGH, OR UNDER OWNER, TO FULLY, FINALLY, UNCONDITIONALLY, AND FOREVER RELEASE, DISCHARGE, AND ACQUIT BREEZY FROM ANY AND ALL CLAIMS, WHETHER KNOWN OR UNKNOWN, WHETHER IN BEING OR INCHOATE, WHETHER DIRECT, INDIRECT, ABSOLUTE, FIXED, CONTINGENT, PRIMARY, SECONDARY, AT LAW OR IN EQUITY, IN CONTRACT, IN TORT, OR UNDER ANY STATE OR FEDERAL STATUTE, LAW, OR JURISDICTION, ARISING FROM OR IN ANY WAY RELATING TO OWNER'S AIRCRAFT; ANY FLIGHT OF OWNER'S AIRCRAFT; ANY ACTIVITIES BEFORE, DURING, OR AFTER ANY FLIGHT (INCLUDING BOARDING, TAXI, TAKEOFF, CRUISE, LANDING, AND DISEMBARKATION); AND ANY USE, OPERATION, MAINTENANCE, INSPECTION, FUELING, HANGARING, STORAGE, REPAIR, SERVICING, OR HANDLING OF THE AIRCRAFT. THIS RELEASE EXPRESSLY INCLUDES ANY ALLEGED ACT, ERROR, OR OMISSION CONSTITUTING ORDINARY NEGLIGENCE, NEGLIGENCE PER SE, STRICT LIABILITY, PREMISES LIABILITY, OR VICARIOUS LIABILITY OF BREEZY. THIS RELEASE DOES NOT EXTEND TO CLAIMS BASED ON GROSS NEGLIGENCE OR WILLFUL OR INTENTIONAL MISCONDUCT TO THE EXTENT SUCH CLAIMS CANNOT BE RELEASED UNDER TEXAS LAW.

Scope of Claims Released. Without limiting the generality of the foregoing, the Claims released herein expressly include, but are not limited to, any injury, death, damage, loss, or harm allegedly sustained by Owner in, on, near, or in proximity to the Aircraft; any injury, death, damage, loss, or harm allegedly arising from or relating to Owner's lease of the Aircraft, operation of the Aircraft or Owner's participation in any flight, including all phases of boarding, taxi, takeoff, flight operations, landing, and disembarkation; any alleged negligent act or omission relating to the ownership, maintenance, inspection, fueling, hangaring, repair, servicing, or operation of the Aircraft; and any derivative, dependent, or third-party claims asserted by any person or entity claiming by, through, or under the Owner. Owner expressly releases and waives all claims of any kind related to destruction, loss of Aircraft or damage to Aircraft, including, but not limited to replacement, repair, diminution of value, loss of use.

Covenant Not to Sue. Owner further agrees and covenants that he or she shall not initiate, file, maintain, assert, or prosecute, or permit to be initiated, filed, maintained, asserted, or prosecuted, any suit, action, claim, arbitration, or other proceeding against Breezy with respect to any Claim released under this Agreement, and Owner expressly waives and relinquishes any right to do so. In the event Owner breaches this covenant, Owner agrees to be liable for and to reimburse Breezy for all damages, losses, costs, expenses, and reasonable attorneys' fees incurred as a result of defending against any such prohibited action and agrees that any such action shall constitute a material breach of this Agreement.

10. INDEMNIFICATION

Owner agrees to defend, indemnify, and hold harmless Breezy, its officers, directors, employees, agents, and third parties from and against any and all claims, demands, damages, losses, liabilities, penalties, fines, costs, and expenses, including reasonable attorneys' fees, asserted by the Owner, Pilot, any person or entity claiming by, through, or under the Owner or Pilot, any heir or wrongful death beneficiary of the Owner or Pilot, and/or any third party, relating to, resulting from, or otherwise arising out of or related to the Owner's Aircraft, the lease, operation, use of, or presence near the Aircraft, including, but not limited to, claims involving personal injury, economic injury, emotional harm, wrongful death, medical expenses, subrogation, damage to real or personal property, damage to the Aircraft, loss of use, diminution in value of the Aircraft, fines, fees, taxes, or civil penalties of any kind or nature, except to the extent finally determined by a court of competent jurisdiction to have resulted from Breezy's gross negligence or willful misconduct.

11. DISCLAIMER OF WARRANTIES

The information provided by the Pilot including, but not limited to, any pilot certification(s), rating(s), endorsement(s), clearances, and flight hour logs (collectively "Pilot Qualification") is provided to Breezy and/or Owner for informational purposes only. All data related to Pilot Qualifications are provided on an "as-is" and "as-available" basis. To the maximum extent permitted by law, Breezy disclaims all warranties, express or implied, including but not limited to:

• Whether Pilot Qualifications are error-free or up-to-date;
• We do not warrant that the certificates or licenses presented are genuine; and
• We do not warrant that any Pilot listed is fit for a specific flight, mission, or Aircraft type.

The responsibility to verify a Pilot's legal authority to command an Aircraft rest solely with Owner and not Breezy. It is advised that the Owner perform a primary source verification via FAA Airmen Certification Database (or local equivalent), physically inspect original logbooks, and medical certificates, and ensure the pilot meets the specific FAA requirements for the intended operation, and require a checkout of a scope determined solely by Owner with an instructor selected solely by Owner.

EXCEPT AS EXPRESSLY PROVIDED HEREIN, NO PARTY SHALL BE DEEMED TO HAVE MADE, AND ALL PARTIES HEREBY DISCLAIM, ANY OTHER REPRESENTATION OR WARRANTY, EITHER EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THE QUALIFICATIONS OF THE PILOT.

12. GOVERNING LAW

All disputes with Breezy shall be resolved by binding arbitration in Texas under applicable AAA rules. Texas law governs these Terms. To the maximum extent permitted by law, the parties waive any right to a jury trial or to participate in any class action, collective action, or representative proceeding. The parties agree that arbitration shall be the exclusive remedy to resolve any dispute, claim, or controversy between them arising out of or relating to these Terms, the Platform, or any related activity (collectively, "Disputes"). Before initiating arbitration, the aggrieved party shall provide written notice of the Dispute to the other party and a reasonable opportunity for informal resolution. If the Dispute is not resolved within thirty (30) days thereafter, either party may refer the Dispute to the American Arbitration Association ("AAA") for arbitration. The arbitrator shall be chosen, and the arbitration shall be conducted in accordance with the applicable AAA rules then in effect. Arbitration fees shall be allocated in accordance with applicable law and AAA rules. Arbitration shall take place in Harris County, Texas, unless otherwise agreed by the parties. The arbitrator shall apply the terms of this Agreement as written except to the extent prohibited by applicable law. The arbitrator may award remedies available under applicable law and these Terms; provided, however, that punitive, exemplary, indirect, incidental, special, and consequential damages shall be waived to the maximum extent permitted by law. The award of the arbitrator shall be final and binding on the parties. The parties hereby agree that the state and federal courts located in Harris County, Texas shall have jurisdiction to compel arbitration and to confirm, enforce, or enter judgment upon any arbitration award. These arbitration provisions shall survive termination of these Terms or any user account.

13. SURVIVAL

Sections relating to FAA compliance, assumption of risk, indemnification, limitation of liability, and governing law shall survive termination. If any court of competent jurisdiction declares any provision of this Agreement unenforceable, the remainder shall continue in full force and effect. The provisions of this Agreement are severable; if any provision herein shall be held illegal, invalid, or unenforceable, such holding shall not affect the legality, validity, or enforceability of any other provision. Any such illegal, invalid, or unenforceable provision shall be deemed stricken heretofore as if it had never been contained herein, but all other provisions shall continue in full force and effect.

14. REPRESENTATIONS AND WARRANTIES

14.1 Capacity and Authority. Owner, in order to induce execution of this Agreement, makes the warranties and representations stated below, each of which is deemed material to this Agreement.

14.1.1. Owner represents that he or she has full legal capacity and authority to make and enter into this Agreement and knows of no impairment, impediment, or disability under the laws of any pertinent jurisdiction, including but not limited to the State of Texas, that would affect the Owner's ability to enter into and be bound by this Agreement.

14.1.2 Owner represents that he or she is a natural person above the age of eighteen (18) years, or is acting by and through a duly designated legal representative authorized to execute this Agreement on the Owner's behalf.

14.1.3. Owner expressly warrants and represents that he or she has executed this Agreement of his or her own free will and accord; that no promise, representation, assurance, or agreement not expressly contained in this Agreement has been made to the Owner in connection with its execution; and that in executing this Agreement the Owner is not relying upon any statement or representation (i) of any Released Party, (ii) of any agent or representative of any Released Party, or (iii) of any other person. Owner is relying solely on his or her own judgment. Owner has had the opportunity to consult with legal counsel of his or her choosing regarding the meaning and effect of this Agreement, and no Released Party has discouraged or prevented the Owner from seeking such counsel. Owner expressly waives any claim based on alleged misrepresentation or alleged failure to disclose information in connection with the execution of this Agreement, including claims sounding in fraud or fraudulent inducement.

14.1.4. Owner represents and warrants that he or she is the sole and exclusive owner of any and all potential Claims that could arise from or relate to the Owner's presence in, on, near, or around the Aircraft or participation in any Flight, and that no Claim or potential Claim has been assigned, transferred, pledged, or otherwise conveyed to any person or entity.

14.2 Owner represents and warrants that the execution of this Agreement does not require approval of any court, guardian ad litem, attorney ad litem, or other tribunal, and that no such approval is necessary to render this Agreement fully valid, binding, and enforceable against Owner.

15. GENERAL TERMS AND CONDITIONS

General and Miscellaneous Terms and Conditions of this Agreement. The Parties agree that the following additional terms apply to this Agreement and are material to the Parties' understanding.

15.1. Governing Law. This Agreement shall be governed by, construed, interpreted, and enforced in accordance with the laws of the State of Texas, without regard to any choice-of-law or conflict-of-law principles that would result in the application of the laws of any other jurisdiction.

15.2. Venue and Jurisdiction. Any court proceeding permitted under this Agreement shall be brought exclusively in a state or federal court located in Harris County, Texas. Owner irrevocably submits to the personal jurisdiction of such courts and waives any objection based on forum non conveniens or lack of personal jurisdiction.

15.3. Severability. If any provision of this Agreement is held to be invalid, void, or unenforceable under applicable law, the remaining provisions shall remain in full force and effect, and such invalid or unenforceable provision shall be construed and enforced to the maximum extent permitted by law to effectuate the intent of the Parties.

15.4 Entire Agreement/ Integration. This Agreement constitutes the entire, complete, and exclusive understanding between Owner and Breezy with respect to the subject matter herein and supersedes any and all prior or contemporaneous agreements, statements, representations, negotiations, or understandings, whether written or oral, relating in any way to the Owner's participation in any flight.

15.5. No Oral Modification. This Agreement may not be amended, modified, waived, or supplemented except through a written amendment, updated Platform terms, or other written authorization issued by Breezy. No oral statement or representation shall have any force or effect.

15.6. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of Owner and Breezy, together with their respective heirs, executors, administrators, legal representatives, successors, and assigns.

15.7. Headings. Captions and section headings in this Agreement are for convenience only and shall not affect the interpretation of this Agreement.

15.8. Counterparts/ Electronic Signatures. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which together constitute one and the same instrument. Signatures transmitted electronically, including by PDF, facsimile, or electronic signature platform, shall be deemed valid and binding to the same extent as original signatures.

15.9. Voluntary Execution. Owner acknowledges that he or she has carefully read this Agreement in its entirety, understands its contents, has had the opportunity to ask questions and seek legal advice, and voluntarily signs this Agreement as his or her free act and deed with the intention of being bound by all its terms.

16. READABILITY AND FAIR NOTICE ACKNOWLEDGMENT

16.1 Fair Notice and Conspicuousness Acknowledgment. Owner, in order to induce execution of this Agreement and to satisfy all requirements of Texas law relating to fair notice, express negligence, and conspicuousness, makes the acknowledgments and agreements set forth below, each of which is deemed material to this Agreement.

16.2 Owner acknowledges, understands, and agrees that certain provisions of this Agreement—including, without limitation, the provisions relating to the RELEASE OF CLAIMS, ASSUMPTION OF RISK, COVENANT NOT TO SUE, AND THE INDEMNITY, DEFENSE, AND HOLD HARMLESS OBLIGATIONS—are written in bold, capitalized, and conspicuous language for the express purpose of providing fair and reasonable notice as required by Texas law, including but not limited to the express negligence rule and the conspicuousness doctrine applied by Texas courts.

16.3 Owner further acknowledges and represents that he or she has read each conspicuously formatted provision carefully and in its entirety, that he or she fully understands the meaning, scope, and effect of such provisions, and that the conspicuous formatting employed herein is adequate to call such provisions to the Owner's attention. Owner expressly agrees that such formatting is reasonable and sufficient for purposes of Texas fair notice requirements.

16.4 Owner acknowledges and agrees that the provisions of this Agreement are intended to be conspicuous and to provide fair and reasonable notice under applicable law. Owner further acknowledges that no Released Party has hindered, prevented, or discouraged Owner from reading this Agreement in its entirety or seeking independent legal counsel regarding any portion of this Agreement.

16.5 Owner acknowledges and agrees that the conspicuous provisions referenced above constitute material terms of this Agreement, without which Breezy would not permit the Owner to use the Breezy Platform. Owner further acknowledges that Breezy is expressly relying upon the enforceability of such conspicuous provisions in extending the opportunity for the Owner to use the Breezy Platform.