WRIT OF SUMMONS AND NOTICE OF HEARING IN THE COMMERCIAL COURT OF BOBIGNY

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1 Granville Wesley Fields Translator Certified by the Court of Appeals of Paris 21 rue Jean Pierre Timbaud Paris, France info@cabinetfields.com SIRET: URSSAF: (Translated from French) WRIT OF SUMMONS AND NOTICE OF HEARING IN THE COMMERCIAL COURT OF BOBIGNY Date: 2015 CLAIMANT: Noafly S.A., a public limited company organised and existing under and pursuant to the laws of Luxembourg with 260, in shareholder equity, registered with the Trade Registry of Luxembourg under number B , having its registered office at rue de 7 rue Robert Stümper, L.2557 Luxembourg, represented by Mr Mickael Cohen, a Director authorised for purposes hereof. Represented by: Frédéric Samama, Esquire Attorney-at-Law 29, rue du Quatre-Septembre Paris Tel: Fax: Paris courthouse locker number: D 1267 At whose office Claimant accepts to receive service in this matter And: Marie Desplanques, Esquire Attorney-at-Law 26 avenue Trudaine Paris Tel: Fax: Paris courthouse locker number: D 0180 I, THE UNDERSIGNED PROCESS SERVER: HEREBY INFORM: RESPONDANT: White Global Aviation Limited, an English limited company with its registered office at P.O. Box 985, Wickham s Cay, Road Town, Tortola, British Virgin Islands, represented by its legal representatives who accept to receive service of process at such registered office. Please be advised that a lawsuit has been filed against you for the reasons laid out below at the Commercial Court of Bobigny located at 1/13 rue Michel de l Hospital, Bobigny Cedex 4 in France and you are hereby summoned to appear at a hearing on: , page 1 // 9

2 IMPORTANT NOTICE TO THE RESPONDENT: Please be advised that, pursuant to Articles 56 and 855 of France s Civil Procedure Rules: Pursuant to Article 853 of France s Civil Procedure Rules, you may be accompanied or represented by a lawyer or by any person of your choice who must provide proof that he or she is authorised to represent you. By virtue of Article 643 of France s Rules of Civil Procedure, people who live abroad have two extra months. Should you fail to appear in court or be represented, you risk having a judgement entered against you on the sole basis of the evidence provided to the Court by the party bringing this action. The documents in support of this lawsuit are included with this writ of summons and can also be consulted at the Administrative Office of the Court , page 2 // 9

3 MAY IT PLEASE THE COURT I. STATEMENT OF FACTS AND PROCEEDINGS Noafly S.A. (hereafter Noafly ) is a Luxembourg airline carrier. (Exhibit 1: Certificate of Incorporation). It is in the business of: providing private transport of travellers on behalf of its individual or corporate clients using its fleet of private charter luxury aircraft. sharing the ownership of its aircraft with its clients who buy flight hours on the aircraft that Noafly manages from an operational standpoint. The company makes a profit from the flight hours that it charges to its clients for flights on aircraft which it wholly owns or the ownership of which shares with other individuals or corporations. In May 2014, Noafly entered into a business relationship with Mr Mazen Al Sawwaf, President of White Global Aviation Limited (hereafter White Global Aviation ) who was interested in the Noafly fleet of aircraft and wished to use the services and aircraft of Noafly to travel with his family primarily between Europe and Middle East. So, starting in May 2014, White Global Aviation chartered Noafly s aircrafts for flights. Between May 2014 and 16 September 2014, Noafly operated 36 flights on behalf of White Global Aviation either for Mr Mazen Al Sawwaf or for his close friends and family: a roundtrip flight from Paris to Jeddah on 14 th and 15 th May for a total of 150, (Exhibit 2) a trip from Paris to Marseille to Jeddah on 31 st May, 1 st and 2 nd June for a total of 176, (Exhibit 3) a trip from Jeddah to Casablanca to Paris on 11 th June for a total of 123, (Exhibit 4) a flight from Paris to Jeddah on 21 st June for 6 people for a total of 113, (Exhibit 5) a flight from Paris to Jeddah on 21 st June for 10 people for a total of 119, (Exhibit 6) a flight from Farnborough to Jeddah on 26 th June for a total of 198, (Exhibit 7) a flight from Jeddah to Paris on 9 th July for a total of 165, (Exhibit 8) a trip from Paris to Dubai to Jeddah on 11 th and 12 th July for a total of 257, (Exhibit 9) a trip from London to Beirut to Jeddah on 16 th July for a total of 132, (Exhibit 10) , page 3 // 9

4 a flight from Jeddah to Paris on 21 st July for a total of 135, (Exhibit 11) a flight from Jeddah to Paris on 24 th July for a total of 123, (Exhibit 12) a trip from Paris to Medina to Jeddah on 26 th July for a total of 227, (Exhibit 13) a flight from Jeddah to Paris on 2 nd August for a total of 162, (Exhibit 14) a trip from Paris to Los Angeles on 4 th August for a total of 168, (Exhibit 15) a flight from Bodrum to Jeddah on 9 th August for a total of 65, (Exhibit 16) a trip from Paris to Beirut to Jeddah on 20 th August for a total of 147, (Exhibit 17) a flight from Los Angeles to London on 25 th August for a total of 163, (Exhibit 18) a flight from London to Jeddah on 30 th August for a total of 79, (Exhibit 19) a flight from London to Jeddah on 30 th August for a total of 103, (Exhibit 20) a trip from Paris to Medina to Jeddah to Riyadh to Dubai to Paris from 3 rd to 5 th September for a total of 186, (Exhibit 21) a roundtrip flight from Paris to Jeddah on 7 th and 8 th September for a total of 212, (Exhibit 22) a roundtrip flight from Paris to Geneva on 13 th September for a total of 21, (Exhibit 23) a trip from Jeddah to London on 16 th September for a total of 126, (Exhibit 24). In total, White Global Aviation flew close to 170 hours on aircraft chartered by Noafly to a total of 3,352, In addition to these 170 flight hours chartered, the time necessary to prepare the flights and the time spent returning aircraft without passengers needs to be factored into, bringing the total time to 300 hours. At the same time, starting in June 2014, the chief executives of Noafly and White Global Aviation began talks to buy a Bombardier Global 6000 jet together from the English company M-Bal Limited. Noafly wished to buy the aircraft first by itself and sell a 20% stake to White Global Aviation. In the end, as Mr Mazen Al Sawwaf was very interested in the jet, the parties agreed that White Global Aviation would take a 30% stake in the aircraft in exchange for 300 flight hours a year for 5 years and that Noafly would manage the flights from an operational standpoint. For its part, Noafly would own the remaining 70% and could sell flight hours on the jet to its clients or sell other stakes in the aircraft to its other clients , page 4 // 9

5 It was on this basis that Noafly and White Global Aviation signed a letter of intent on 2 nd June 2014 and a sales contract on 25 th June 2014 (Exhibits 25 and 26). Subsection 6.1 of the sales contract provided that pending delivery of the aircraft, Noafly would make equivalent types of aircrafts available to White Global Aviation and the flight hours used were supposed to be deducted from the 300 hours that White Global Aviation received in exchange for its 30% investment in the jet. So it was the Noafly provided and financed 36 flights on behalf of White Global Aviation between 14 th May and 16 September 2014, or a total of 170 actual flight hours, which, when the time necessary to prepare the flights and the time spent returning aircraft without passengers are factored in, brings the total time to 300 hours. In September 2014, the deal structure initially planned could not be done because of White Global Aviation which finally purchased the jet by itself. Therefore, the flights made by Noafly on behalf of White Global Aviation were not under this contract and not part of the 300 annual flight hours that White Global Aviation got for its investment in the aircraft. White Global Aviation therefore owed all of these flight hours to Noafly. On 17 th and 18 th September 2014, Noafly sent all of its invoices to White Global Aviation through Mr Adberhamane Fodil, the deputy to Mr Mazen Al Sawwaf, demanding payment of the flights (Exhibits 27 and 28). There was no response to these s. To date, White Global Aviation has failed to pay these invoices that total 4,092, or $5,606, Noafly is therefore forced to bring a lawsuit the Commercial Court of Bobigny seeking to have White Global Aviation to be order to pay it 4,092, corresponding to 36 flights taken between 14 th May 2014 and 16 th September II. DISCUSSION 1. The Jurisdiction of the Commercial Court of Bobigny Article 46 of France s Civil Procedure Rules holds as follows: A claimant may bring a case, at its discretion, in addition to the court of the place where the respondent lives: - in contractual matters, the court of the place of the actual delivery of the good or the place of provision of the service; - in tort matters, the court of the place of the event causing liability or in the court in whose jurisdiction the damage was suffered; , page 5 // 9

6 - in mixed matters, the court of the place where the property is situated; and - in matters of support or contribution to the charges of marriage, the court of the place where the creditor lives. In the case in point, Noafly and White Global Aviation had contractual relationship under which Noafly provided and financed 36 flights on behalf of White Global Aviation between May and September Noafly thus provided services to White Global Aviation. The place where the majority of the services were provided was the Paris-Le Bourget Airport as, out of the 36 flights, 20 of them took off from or landed at the Paris-Le Bourget Airport. Therefore, the Commercial Court of Bobigny clearly has jurisdiction. 2. The Contractual Liability of White Global Aviation 2.1 In Law Under Article 1134 of France s Civil Code, agreements lawfully formed take the place of the law for the parties who have made them. Separately, pursuant to Article 1147 of France s Civil Code, A debtor shall be ordered to pay damages, if there is occasion, either by reason of the nonperformance of the obligation, or by reason of delay in performing, whenever he or she does not prove that the non-performance comes from an external cause which may not be ascribed to him her, although there is no bad faith on his or her part. Under Article 1315 of France s Civil Code, Anyone who demands the performance of an obligation must prove it. Likewise, anyone who claims to be discharged must provide proof of the payment or the fact which has produced the discharge of their obligation. 2.2 In the Case in Point The contractual relationship between Noafly and White Global Aviation began in May Noafly made its fleet of luxury aircraft available to White Global Aviation and provided operational management of the flights on behalf of Mr Mazen Al Sawwaf and his close friends and family. So, in the space of 4 months, Noafly provided 36 flights on behalf of White Global Aviation for a total of 4,092, These flights were supposed to be deduced from the 300 hours White Global Aviation received in exchange for its 30% stake in the aircraft that it was supposed to purchase with Noafly under the terms of the sales contract (Exhibit 26) , page 6 // 9

7 Since the contact was not performed and the White Global Aviation purchased the aircraft directly without Noafly, the 36 flights that Noafly provided to White Global Aviation must be paid for by White Global Aviation. Mr Fodil acknowledged this debit in writing on behalf of White Global and conveyed his employer s intent to pay it off in an dated 17 th September Therefore, White Global Aviation shall be ordered to pay 4,092, to Noafly corresponding to 36 flights that Noafly provided between 14 th May and 16 September Article 700 of France s Civil Procedure Rules It would be unfair to let Noafly bear the cost of this lawsuit. White Global Aviation shall be ordered to pay 10, by virtue of Article 700 of France s Civil Procedure Rules. 4. Immediate Enforcement Claimant hereby prays the Court to order the immediate enforcement of the impending decision, which is perfectly consistent with the nature of the case in question , page 7 // 9

8 PRAYER FOR RELIEF Claimant hereby prays the Commercial Court of Bobigny to grant to the following relief: Upon considering Articles 1134, 1147 and 1315 of France s Civil Code, FIND that Noafly provided and financed 36 flights on behalf of White Global Aviation for a total of 4,092, that it never paid for. ORDER White Global Aviation to pay 4,092, to Noafly for its services. ORDER White Global Aviation to pay 10, to Noafly by virtue of Article 700 of France s Civil Procedure Code. ORDER White Global Aviation to pay all costs. ORDER the immediate enforcement of the impending decision , page 8 // 9

9 LIST OF DOCUMENTS 1. The Certificate of Incorporation of Noafly 2. Invoice # 10 for 150, Invoice # 12 for Invoice # 20 for 123, Invoice # 14 for 113, Invoice # 15 for 119, Invoice # 16 for 198, Invoice # 19 for 165, Invoice # 18 for 257, Invoice # 26 for 132, Invoice # 27 for 135, Invoice # 28 for 123, Invoice # 29 for 227, Invoice # 34 for 162, Invoice # 22 for 168, Invoice # 30 for 65, Invoice # 31 for 147, Invoice # 23 for 163, Invoice # 33 for 79, Invoice # 24 for 103, Invoice # 21 for 186, Invoice # 32 for 212, Invoice # 35 for 21, Invoice # 25 for 126, Letter of intent of 2 nd June Sales contract of 25 th June dated 17 th September 204 from Mr Cohen, the Director of Noafly 28. dated 18 th September 204 from Mr Cohen, the Director of Noafly , page 9 // 9 I, Granville Wesley Fields, sworn translator, French/English, certify that the preceding is an exact translation of the original and of the attached copy in French This document is assigned the number Signed and stamped ne varietur in Paris, France on 6 May 2015

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