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EXHIBIT 10
(s)
TIME SHARING
AGREEMENT
Dated the
21 st
day of August
2007
between
Eighteen, LLC,
as Lessor,
and
Alberto-Culver USA, Inc., as
Time Sharing Lessee,
as Lessee,
concerning one Gulfstream
Aerospace G-IV-SP aircraft bearing
U.S. registration number
N18AC and manufacturer’s serial number 1344.
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INSTRUCTIONS FOR
COMPLIANCE WITH
“TRUTH IN
LEASING” REQUIREMENTS UNDER FAR § 91.23
Within 24 hours of
execution of this Time Sharing Agreement:
Mail a copy of the executed
document to the
following address via
certified mail, return receipt requested:
Federal Aviation
Administration
Aircraft Registration
Branch
ATTN: Technical
Section
P.O. Box 25724
Oklahoma City, Oklahoma
73125
At least 48 hours prior
to the first flight to be conducted under this
Agreement:
deliver a completed
Schedule A containing the departure airport and
proposed
time of departure of said
first flight by facsimile to the FAA Flight
Standards
District Office located
nearest the departure airport.
Carry a copy of this
Time Sharing Agreement in the aircraft at all
times.
* * *
This Time Sharing
Agreement (this “Agreement”) is made, effective the
21 st
day of August 2007 (the
“Effective Date”), by and between Eighteen, LLC
(“Lessor”) and Alberto-Culver USA, Inc.
(“Lessee”).
RECITALS:
WHEREAS , Lessor is
the owner of that certain Gulfstream Aerospace G-IV-SP civil
aircraft bearing manufacturer’s serial number 1344 and the
United States Registration Number N18AC;
WHEREAS , Lessor
employs a fully qualified flight crew, consisting of a pilot in
command and second in command, to operate the Aircraft;
WHEREAS , Lessor
operates the Aircraft within the scope of and incidental to its own
business; and
WHEREAS , Lessor and
Lessee desire to lease said Aircraft and flight crew, from time to
time, on a time sharing basis as authorized in
Section 91.501(b)(6) of the Federal Aviation Regulations
(“FAR”) and defined in Section 91.501
(c) (1) of the FAR.
NOW, THEREFORE , in
consideration of the mutual covenants contained herein, and for
other good and valuable consideration, the parties agree as
follows:
1. Term . The Term of
this Agreement shall commence on the Effective Date and shall
continue for a period of twelve (12) months (the
“Initial Term”).
2. Renewal . This
Agreement shall be automatically renewed for successive twelve
(12) month terms unless terminated in writing by either of the
parties as provided in Section 3.
3. Termination . This
Agreement may be terminated, with or without cause, by either party
upon thirty (30) days written notice to the other
party.
4. Aircraft Lease .
From time to time during the Term, Lessee may request that Lessor
lease the Aircraft with crew to Lessee on a timesharing basis for
business purposes of the Lessee. Lessor agrees to use reasonable
efforts to accommodate such requests, but it shall have no
obligation to lease the Aircraft to Lessee if the Aircraft is
needed for the business of Lessor or is otherwise
unavailable.
5. Lease Term . The
term of each lease period under this Agreement shall begin upon the
commencement of the flight or series of flights requested by Lessee
and shall end upon the conclusion of such flight or series of
flights.
6. Applicable
Regulations . The parties agree that for all flights under this
Agreement, the Aircraft shall be operated under the pertinent
provisions of Subpart F of Part 91 of the FAR. If any provision of
this Agreement is determined to be inconsistent with any of the
requirements of those regulations, it shall be deemed amended in
any respect necessary to bring it into compliance with such
requirements.
7.1 Flight Expenses .
Lessee shall reimburse Lessor for each flight, or series of
flights, conducted under this Agreement. Such reimbursement shall
be the lesser of:
7.1.1 the most reasonably
comparable first class ticket price per passenger of the Lessee for
such flight as reasonably determined by the Lessee, or
7.1.2 all of the actual
expenses of each specific flight, or series of flights, as are
authorized by Section 91.501 (d) of the FAR. These
expenses include and are limited to:
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(a) |
Fuel, oil, lubricants, and other additives; |
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(b) |
Travel expenses of the crew, including food, lodging and ground
transportation; |
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(c) |
Hangar and tie down costs away from the Aircraft’s base
of operation; |
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(d) |
Insurance obtained for the specific flight; |
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(e) |
Landing fees, airport taxes and similar assessment; |
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(f) |
Customs, foreign permit, and similar fees directly related to
the flight; |
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(g) |
In-flight food and beverages; |
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(h) |
Passenger ground transportation; |
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(i) |
Flight planning and weather contract services; and |
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(j) |
An additional charge equal to 100% of the expenses listed in
subparagraph (a) of this paragraph. |
8. Federal Excise Tax
. In addition to Lessor’s expenses listed in paragraph 7.1
herein, for each flight under this Agreement, Lessee shall pay to
Lessor the amount of the federal excise tax imposed by IRC
Section 4261.
9. Invoices . Lessor
will pay all expenses related to the operation of the Aircraft when
incurred, and will provide an invoice in sufficient detail to
Lessee in accordance with paragraphs 7 and 8 herein, which invoice
shall include a list of passengers, the dates and times of the
flights, departure points, intermediate stops, destinations and any
other information reasonably required by Lessee by the 5
th
business day of each month
for all flights for Lessee that occurred during the preceding
calendar month. Lessee shall pay Lessor for said expenses and
excise taxes within twenty days of receipt of such invoice. Lessee
shall have the right during normal business hours to inspect the
books and records of Lessor pertaining to all flights made pursuant
to this Agreement.
10. Flight Information
. Lessee will provide Lessor with any information reasonably
required by Lessor with respect to any proposed flight pursuant to
this Agreement.
11. Scheduling of
Aircraft . Lessor shall have final authority over the
scheduling of the Aircraft; provided, however,
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