Exhibit 10.2
TIME SHARING
AGREEMENT
This Agreement is made, effective as
of January 1, 2004 by and between Crane Co., a corporation
incorporated under the laws of the State of Delaware, with
principal offices at 100 First Stamford Place, Stamford,
Connecticut (“ Lessor ”), and Eric. C. Fast, an
individual, with his residence at Rye, New York (“
Lessee ”);
RECITALS
WHEREAS, Lessor is the owner of that
certain civil Aircraft bearing the United States Registration
Number N300CR and Manufacturer’s Serial Number 5092, and of
the type Canadair Challenger 601-3A-HB (“ Aircraft
”);
WHEREAS, Lessor employs a fully
qualified flight crew to operate the Aircraft; and
WHEREAS, Lessor and Lessee desire to
lease said Aircraft and flight crew on a time sharing basis as
defined in Section 91.501 (c) (1) of the Federal Aviation
Regulations (“FARs”).
The parties agree as
follows:
1. Lessor agrees to lease the
Aircraft to Lessee pursuant to the provisions of FAR 91.501 (c) (1)
and to provide a fully qualified flight crew for all operations
pursuant to this Agreement. This Agreement shall commence on the
date that it is signed and continue for one (1) year after said
date. Thereafter, this Agreement shall be automatically renewed on
a month to month basis, unless sooner terminated by either party as
hereinafter provided. Either party may at any time terminate this
Agreement upon thirty (30) days written notice to the other party,
delivered personally or by certified mail, return receipt
requested, at the address for said other party as set forth
above.
2. Lessee shall pay Lessor for each
flight conducted under this Agreement an amount equal to the lesser
of: (a) the amount calculated under Treas. Reg. §1.61-21(g),
employing the SIFL rates; or (b) the sum of the following actual
expenses of each specific flight as authorized by FAR Part 91.501
(d):
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(i)
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Fuel, oil,
lubricants, and other additives;
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(ii)
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Travel expenses
of the crew, including food, lodging and ground
transportation;
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(iii)
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Hangar and tie
down costs away from the Aircraft’s base of
operation;
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(iv)
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Insurance
obtained for the specific flight;
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(v)
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Landing fees,
airport taxes and similar assessments including, but not limited to
IRC Section 4261 and related excise taxes;
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(vi)
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Customs,
foreign permit, and similar fees directly related to the
flight;
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(vii)
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In-flight food
and beverages;
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(viii)
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Passenger
ground transportation;
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(ix)
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Flight planning
and weather contract services; and
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(x)
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An additional
charge equal to 100% of the expenses listed in subparagraph (i) of
this paragraph.
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3. Lessor will pay all expenses
related to the operation of the Aircraft when incurred, and will
provide an invoice and bill Lessee for the expenses enumerated in
paragraph 2 above on the last day of the month in which any flight
or flights for the account of Lessee occur. Lessee shall pay Lessor
for said expenses within fifteen days of receipt of the invoice and
bill therefore.
4. Lessee will provide Lessor with
requests for flight time and proposed flight schedules as far in
advance of any given flight as possible, and in any case, at least
forty-eight hours in advance of Lessee’s planned departure.
Requests for flight time shall be in a form, whether written or
oral, mutually convenient to, and agreed upon by the parties. In
addition to the proposed schedules and flight times Lessee shall
provide at least the following information for each proposed flight
at some time prior to scheduled departure as required by the Lessor
or Lessor’s flight crew:
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(a)
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proposed
departure point;
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(c)
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date and time
of flight;
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(d)
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the number of
anticipated passengers;
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(e)
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the nature and
extent of luggage and/or cargo to be carried;
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(f)
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the date and
time of return flight, if any; and
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(g)
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any other
information concerning the proposed flight that may be pertinent or
required by Lessor or Lessor’s flight crew.
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5. Lessor shall have final authority
over the scheduling of the Aircraft, provided, however, that Lessor
will use its best efforts to accommodate Lessee’s needs and
to avoid conflicts in scheduling.
6. Lessor shall be solely
responsible for securing maintenance, preventive maintenance and
required or otherwise necessary inspections on the Aircraft, and
shall take such requirements into account in scheduling the
Aircraft. No period of maintenance, preventative maintenance or
inspection shall be delayed or postponed for the purpose of
scheduling the Aircraft, unless said maintenance or inspection can
be safely conducted at a later time in compliance with all
applicable laws and regulations, and within the sound discretion of
the pilot in command. The pilot in command shall have final and
complete authority to cancel any flight for any reason or condition
which in his judgement would compromi
