Utilicraft Aerospace Industries, Inc. Sample Contracts

ASSET PURCHASE AGREEMENT Between FREIGHT FEEDER AIRCRAFT CORPORATION and UTILICRAFT AEROSPACE INDUSTRIES, INC.
Asset Purchase Agreement • December 12th, 2007 • Utilicraft Aerospace Industries, Inc. • Aircraft • Wyoming
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American Utilicraft Corporation Private Placement Loan December 2004 Memorandum of Understanding
Utilicraft Aerospace Industries, Inc. • June 19th, 2006 • Aircraft

THIS MEMORANDUM OF UNDERSTANDING (“MOU”) IS ENTERED INTO ON THIS DATE DECEMBER 16, 2004, FOR THE PURPOSE OF DEFINING AND FORMALIZING THE BUSINESS RELATIONSHIP OF AMERICAN UTILICRAFT CORPORATION (“AUC”) AND JOHN SCOTT (“THE INVESTOR”) WITH RESPECT TO THE DEVELOPMENT BY AUC OF A FREIGHT FEEDER AIRCRAFT DESIGNATED THE FF-1080.

MASTER FINANCING AGREEMENT BETWEEN PACIFICORP FUNDING PARTNERS TRUST AND UTILICRAFT AEROSPACE CORPORATION
Master Financing Agreement • October 3rd, 2005 • Utilicraft Aerospace Industries, Inc. • Nevada

This Master Financing Agreement (“Agreement”) is made effective this 6th of May 2005, by and between PacifiCorp Funding Partners Trust (“Trust”), a trust formed under the laws of the Republic of Mauritius, and Utilicraft Aerospace Corporation (“Company), a Nevada corporation. Further consideration for this Agreement has been provided by John J. Dupont and R. Darby Boland, as set out below.

Exhibit 99.1 Utilicraft - CapNet Sign $260 Million Investment Banking Engagement Agreement ----------------------------------------------------------------------------- ALBUQUERQUE, N.M., November 7, 2007 (Business Wire) -- Utilicraft Aerospace...
Utilicraft Aerospace Industries, Inc. • November 13th, 2007 • Aircraft

ALBUQUERQUE, N.M., November 7, 2007 (Business Wire) -- Utilicraft Aerospace Industries, Inc. (OTC BB:UITA.OB) announced today that the company has entered into an Investment banking engagement agreement for a two year period with CapNet Securities Corporation ("CapNet") as its exclusive financial consultant, placement Agent and finder in connection with various financing strategies.

EMPLOYMENT AGREEMENT – Karen Shoemaker
Employment Agreement • October 3rd, 2005 • Utilicraft Aerospace Industries, Inc. • Nevada

This EMPLOYEE AGREEMENT (hereinafter, this “Agreement”), made and entered into this 10th day of December, 2004, by and between Utilicraft Aerospace Industries, Inc., a corporation duly organized and existing under the laws of the state of Nevada (hereinafter, the “Corporation”), and Karen Shoemaker (hereinafter, “Shoemaker”).

SUBLEASE AGREEMENT BETWEEN
Sublease Agreement • October 3rd, 2005 • Utilicraft Aerospace Industries, Inc.

American Utilicraft Corporation (AUC) holds a lease on the property on Gwinnett County Airport at 554 Briscoe Blvd, Lawrenceville, Georgia 30045.

EMPLOYMENT AGREEMENT – RUBEN FRAGOSO
Employment Agreement – Ruben Fragoso • October 3rd, 2005 • Utilicraft Aerospace Industries, Inc. • Nevada

This EMPLOYEE AGREEMENT (hereinafter, this “Agreement”), made and entered this 1st day of August, 2005, by and between Utilicraft Aerospace Industries, Inc., a corporation duly organized and existing under the laws of the state of Nevada, (the “Corporation”), and Ruben Fragoso, a resident of Albuquerque, New Mexico (hereinafter, “Fragoso”).

EMPLOYMENT AGREEMENT - R. DARBY BOLAND
Employment Agreement • October 3rd, 2005 • Utilicraft Aerospace Industries, Inc. • Nevada

This EMPLOYEE AGREEMENT (hereinafter, this “Agreement”), made and entered this 10th day of December, 2004, by and between Utilicraft Aerospace Industries, Inc., a corporation duly organized and existing under the laws of the state of Nevada, (the “Corporation”), and R. Darby Boland, a resident of Walton County, Georgia (hereinafter, “Boland”).

Double Eagle II Airport Ground Lease Utilicraft Aerospace Industries, Inc.
Ground Lease • October 3rd, 2005 • Utilicraft Aerospace Industries, Inc. • New Mexico
SUBSIDIARY ACQUISITION TERMINATION AGREEMENT
Subsidiary Acquisition Termination Agreement • June 16th, 2010 • Utilicraft Aerospace Industries, Inc. • Aircraft

This Subsidiary Acquisition Termination Agreement (this “Subsidiary Acquisition Termination Agreement”) is entered into as of June 15, 2010, by and among (a)UTILICRAFT AEROSPACE INDUSTRIES, INC., a Nevada corporation (“UITA”) and

AMENDMENT TO LEASE AGREEMENT BETWEEN PLAZA II EXECUTIVE CENTER AS LESSOR AND UTILICRAFT AEROSPACE INDUSTRIES, Inc. AS LESSEE
Lease Agreement • September 1st, 2006 • Utilicraft Aerospace Industries, Inc. • Aircraft

To that certain Lease Agreement dated July 25, 2005, between Plaza II Executive Center, Inc., Lessor, and Utilicraft Aerospace Industries, Inc., Lessee, for Office Nos. 13 and 20 in Suite 400, 125 Lincoln Avenue, Santa Fe, New Mexico.

Loan Agreement
Loan Agreement • March 17th, 2006 • Utilicraft Aerospace Industries, Inc. • Aircraft
REORGANIZATION AGREEMENT
Reorganization Agreement • October 3rd, 2005 • Utilicraft Aerospace Industries, Inc. • Nevada

This Reorganization Agreement (hereinafter referred to as the “Agreement”) is entered into by and between Utilicraft Aerospace Industries, Inc. (referred to herein as “UAI”), a Nevada corporation, and American Utilicraft Corporation (referred to herein as “AMUC”), a Delaware corporation, effective as of May 6, 2005. UAI and AMUC are hereinafter collectively referred to as the “Parties.”

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT - JOHN J. DUPONT
Employment Agreement • March 17th, 2006 • Utilicraft Aerospace Industries, Inc. • Aircraft

This FIRST AMENDMENT TO EMPLOYEE AGREEMENT - JOHN J. DUPONT (hereinafter, the “Amendment”), is made and entered into this 22nd day of February, 2006, by and between Utilicraft Aerospace Industries, Inc. (hereinafter, the “Corporation”), a corporation duly organized and existing under the laws of the state of Nevada, and John J. Dupont (hereinafter, “ Dupont ”). The Corporation and Dupont are collectively referred to herein as the “Parties.”

LEASE AGREEMENT
Lease Agreement • October 3rd, 2005 • Utilicraft Aerospace Industries, Inc.

THIS LEASE AGREEMENT (“Agreement”) is entered into this 25th day of July , 2005 by and between PLAZA II EXECUTIVE CENTER, INC. (hereafter called “Lessor”), and UTILICRAFT AEROSPACE INDUSTRIES, Inc. (hereafter called “Lessee”).

ROYALTY AGREEMENT
Royalty Agreement • October 3rd, 2005 • Utilicraft Aerospace Industries, Inc.

This agreement is made an entered this 10th day of December, 2004, by and between JOHN J. DUPONT, resident of the State of Georgia (“Dupont”). and Utilicraft Aerospace Industries, Inc., a Nevada corporation (the “Corporation”).

AMENDED MASTER FINANCING AGREEMENT BETWEEN PACIFICORP FUNDING PARTNERS TRUST AND UTILICRAFT AEROSPACE INDUSTRIES, INC.
Master Financing Agreement • June 19th, 2006 • Utilicraft Aerospace Industries, Inc. • Aircraft • Nevada

This Amended Master Financing Agreement (“Agreement”) is made effective as of this 12th of September 2005, by and between PacifiCorp Funding Partners Trust (“Trust”), a trust formed under the laws of the Republic of Mauritius, and Utilicraft Aerospace Industries, Inc. (“Company), a Nevada corporation. Further consideration for this Agreement has been provided by John J. Dupont and R. Darby Boland, as set out below. Collectively, Trust, Company Dupont and Boland are, where appropriate, referred to as “Parties.” This Agreement supplements and amends that previous agreement dated effective as of May 6, 2005.

EMPLOYMENT AGREEMENT – JOHN J. DUPONT
Employment Agreement • October 3rd, 2005 • Utilicraft Aerospace Industries, Inc. • Nevada

THIS EMPLOYMENT AGREEMENT (hereinafter, this “Agreement”), made and entered into this 10th day of December, 2004, by and between Utilicraft Aerospace Industries, Inc., a corporation duly organized and existing under the laws of the State of Nevada, (the “Corporation”), and John J. Dupont, a resident of Hall County, Georgia (hereinafter, “Dupont”).

Utilicraft Aerospace Industries, Inc. $2,000,000 Private Placement Memorandum of Understanding And Subscription Agreement
Subscription Agreement • June 19th, 2006 • Utilicraft Aerospace Industries, Inc. • Aircraft

THIS MEMORANDUM OF UNDERSTANDING (“MOU”) AND SUBSCRIPTION AGREEMENT IS ENTERED INTO ON THIS DATE JANUARY 19, 2005 FOR THE PURPOSE OF DEFINING AND FORMALIZING THE BUSINESS RELATIONSHIP OF UTILICRAFT AEROSPACE INDUSTRIES, INC. (“UTILICRAFT”) AND 1080 INVESTMENT GROUP, INC. (“THE INVESTOR”) WITH RESPECT TO THE DEVELOPMENT BY UTILICRAFT OF A FREIGHT FEEDER AIRCRAFT DESIGNATED THE FF-1080.

EMPLOYMENT AGREEMENT – THOMAS A. DAPOGNY
Employment Agreement • October 3rd, 2005 • Utilicraft Aerospace Industries, Inc. • Nevada

This EMPLOYEE AGREEMENT (hereinafter, this “Agreement”), made and entered this 10th day of December, 2004, by and between Utilicraft Aerospace Industries, Inc., a corporation duly organized and existing under the laws of the state of Nevada, (the “Corporation”), and Thomas A. Dapogny, a resident of Duluth, Georgia (hereinafter, “Dapogny”).

Aircraft Lease Agreement
Aircraft Lease Agreement • October 3rd, 2005 • Utilicraft Aerospace Industries, Inc.

Utilicraft Aerospace Industries, Inc.(UTILICRAFT) agrees to lease Cessna 414A N4684N, Ser. No. 414-0074 from JD Aero, LLC for a lease term of 5 years from this date, July 1, 2005.

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American Utilicraft Corporation Private Placement Loan December 2004 Memorandum of Understanding
Utilicraft Aerospace Industries, Inc. • June 19th, 2006 • Aircraft

THIS MEMORANDUM OF UNDERSTANDING (“MOU”) IS ENTERED INTO ON THIS DATE DECEMBER 14, 2004, FOR THE PURPOSE OF DEFINING AND FORMALIZING THE BUSINESS RELATIONSHIP OF AMERICAN UTILICRAFT CORPORATION (“AUC”) AND JAMES P. McGOWEN (“THE INVESTOR”) WITH RESPECT TO THE DEVELOPMENT BY AUC OF A FREIGHT FEEDER AIRCRAFT DESIGNATED THE FF-1080.

EMPLOYMENT AGREEMENT – SCOTT JACOX
Employment Agreement • October 3rd, 2005 • Utilicraft Aerospace Industries, Inc. • Nevada

This EMPLOYEE AGREEMENT (hereinafter, this “Agreement”), made and entered this 1st day of August, 2005, by and between Utilicraft Aerospace Industries, Inc., a corporation duly organized and existing under the laws of the state of Nevada, (the “Corporation”), and Scott Jacox, a resident of Provo, Utah (hereinafter, “Jacox”).

REORGANIZATION AGREEMENT
Reorganization Agreement • March 17th, 2006 • Utilicraft Aerospace Industries, Inc. • Aircraft • Nevada

This Reorganization Agreement (hereinafter referred to as the “Agreement”) is entered into by and between Utilicraft Aerospace Industries, Inc. (referred to herein as “UAI”), a Nevada corporation, and American Utilicraft Corporation (referred to herein as “AMUC”), a Delaware corporation, effective as of May 6, 2005. UAI and AMUC are hereinafter collectively referred to as the “Parties.”

PURCHASE AGREEMENT # DATED March 18, 2005 AN AIRCRAFT SUB-ASSEMBLY MANUFACTURING AGREEMENT BETWEEN UTILICRAFT AEROSPACE INDUSTRIES, INC. AND METALCRAFT TECHNOLOGIES, INC.
Purchase Agreement • October 3rd, 2005 • Utilicraft Aerospace Industries, Inc. • Utah

THIS AIRCRAFT SUB-ASSEMBLY MANUFACTURING AGREEMENT, aka “PURCHASE AGREEMENT # , DATED [WHEN]” (hereinafter “Agreement”) is entered into as of [WHEN] (hereinafter referred to as “Effective Date”) by and between Utilicraft Aerospace Industries, Inc., a Nevada corporation having a place of business in Lawrenceville, Ga (hereinafter referred to as “UTILICRAFT”), and Metalcraft Technologies, Inc. (hereinafter referred to as “Metalcraft”), a Utah corporation having a place of business in [ILLEGIBLE] City, Utah.

EMPLOYMENT AGREEMENT — RANDY MOSELEY
Employment Agreement — Randy • April 27th, 2007 • Utilicraft Aerospace Industries, Inc. • Aircraft • Nevada

This EMPLOYEE AGREEMENT (hereinafter, this “Agreement”), made and entered into this 16th day of March, 2007, by and between Utilicraft Aerospace Industries, Inc., a corporation duly organized and existing under the laws of the state of Nevada (hereinafter, the “Corporation”), and RANDY MOSELEY (hereinafter, “Moseley”).

First Amendment to the Double Eagle II Airport Hangar Lease Utilicraft Aerospace Industries, Inc.
Utilicraft Aerospace Industries, Inc. • March 17th, 2006 • Aircraft

This First Amendment to the Double Eagle II Airport Hangar Lease (“First Amendment”) is entered into by and between the City of Albuquerque, a New Mexico municipal corporation (“City”) and Utilicraft Aerospace Industries, Inc., a corporation organized and existing under the laws of the state of Nevada (“Tenant”).

American Utilicraft Corporation Private Placement Loan December 2004 Memorandum of Understanding
Utilicraft Aerospace Industries, Inc. • June 19th, 2006 • Aircraft

THIS MEMORANDUM OF UNDERSTANDING (“MOU”) IS ENTERED INTO ON THIS DATE DECEMBER 15, 2004, FOR THE PURPOSE OF DEFINING AND FORMALIZING THE BUSINESS RELATIONSHIP OF AMERICAN UTILICRAFT CORPORATION (“AUC”) AND MARION NICASTRO (“THE INVESTOR”) WITH RESPECT TO THE DEVELOPMENT BY AUC OF A FREIGHT FEEDER AIRCRAFT DESIGNATED THE FF-1080.

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