Aircraft Management Agreement

AIRCRAFT MANAGEMENT AGREEMENT

I. PARTIES AND RECITALS

THIS AGREEMENT is made and entered into as of [__/__/____] ("Effective Date") by and between:

OWNER: [________________________________] ("Owner")
Address: [________________________________]

MANAGER: [________________________________] ("Manager")
Address: [________________________________]

RECITALS

WHEREAS, Owner is the registered owner of the aircraft described herein; and

WHEREAS, Manager possesses expertise in aircraft management and operations; and

WHEREAS, Owner desires to retain Manager to provide aircraft management services under terms and conditions set forth herein; and

WHEREAS, all services shall be provided in compliance with Federal Aviation Regulations (FAR) and applicable state law.

NOW, THEREFORE, in consideration of the mutual covenants herein contained, the parties agree as follows:

II. DEFINITIONS

Aircraft: The aircraft described in Exhibit A, including all equipment, instruments, and appurtenances.

FAA: Federal Aviation Administration.

FBO: Fixed-base operator providing airport facilities and services.

Flight Crew: Pilot-in-command, copilot, or flight engineers employed or contracted by Manager.

Management Services: Services described in Section IV below.

Operational Control: Authority to make decisions and exercise control over aircraft operations, as defined in 14 CFR § 1.1.

POI: Principal Operations Inspector assigned by the FAA.

III. AIRCRAFT DESCRIPTION

Aircraft Type: [________________________________]

Manufacturer/Model: [________________________________]

Aircraft Serial Number: [________________________________]

N-Number (Registration): [________________________________]

Year Manufactured: [____]

Engine Make/Model: [________________________________]

Useful Load: [____] lbs | Empty Weight: [____] lbs | MTOW: [____] lbs

Current Airworthiness Certificate: ☐ Standard | ☐ Restricted | ☐ Experimental | ☐ Provisional

Current Condition: [________________________________]

Insurance Policy Number(s): [________________________________]

IV. MANAGEMENT SERVICES

Manager agrees to provide the following services:

A. Flight Crew Services

• Procure and maintain qualified flight crew in accordance with 14 CFR Part 61
• Verify crew medical certificates, ratings, and currency requirements
• Arrange crew training, proficiency checks, and recurrent requirements
• Coordinate crew scheduling and availability

B. Training and Proficiency

• Coordinate initial and recurrent pilot training
• Schedule and arrange competency checks required by regulation
• Maintain crew medical certificate tracking
• Document all training in crew records

C. Maintenance and Inspection Oversight

• Coordinate airworthiness inspections (annual, 100-hour, or condition as applicable)
• Schedule and supervise required inspections per 14 CFR Part 43
• Arrange maintenance with FAA-certified repair stations
• Monitor compliance with manufacturer service bulletins
• Oversee airworthiness directives (AD) compliance

D. Records Management

• Maintain aircraft logbooks per 14 CFR §§ 91.417, 43.9
• Track maintenance status and inspection due dates
• Preserve airworthiness documentation
• Provide Owner access to all records upon request
• File required regulatory documentation

E. Flight Dispatch Services

• Coordinate flight scheduling and dispatch
• Provide weather briefings and flight planning
• Coordinate with FBO and air traffic control
• Monitor fuel levels, weight and balance
• Maintain trip reports and flight records

F. Insurance Procurement and Administration

• Assist in procuring aircraft hull, liability, and passenger liability insurance
• Ensure coverage meets regulatory minimum requirements
• Coordinate with insurance carriers
• Maintain current certificates of insurance
• Provide Owner with policy copies and renewal notices

G. FBO and Facility Arrangements

• Arrange hangar/tie-down space at appropriate airports
• Negotiate FBO fuel, maintenance, and service contracts
• Coordinate ground handling and line services
• Manage fuel accounts and payment arrangements

H. Fuel and Operating Expenses

• Procure fuel and lubricants
• Manage fuel accounts with vendors
• Track fuel consumption and quality
• Arrange delivery of supplies and maintenance materials

I. Regulatory Compliance

• Monitor FAA regulations for applicability changes
• Ensure Owner and crew remain in regulatory compliance
• File required FAA reports and documentation
• Coordinate with FAA on all regulatory matters
• Maintain knowledge of applicable airspace restrictions

V. OPERATIONAL CONTROL

Owner shall retain OPERATIONAL CONTROL of the Aircraft at all times. Operational control means the authority to make decisions and exercise control over the aircraft operations as defined in 14 CFR § 1.1. Manager shall not make operational decisions except as expressly authorized in writing by Owner for specific flights or operations.

For purposes of this Agreement, Owner shall be considered the Operator for all regulatory filings and documentation.

VI. AIRCRAFT USE CATEGORIES

The parties select the following use category (mark one ☐):

☐ A. Pure Part 91 Owner-Use Operations

• Aircraft operated by Owner or Owner's authorized pilot
• No compensation paid to Owner for flights
• No time-sharing, interchange, or joint ownership arrangements
• Manager provides management services only, not operational control

☐ B. Part 91 Time-Share/Interchange/Joint Ownership (§ 91.501)

• Aircraft shared under time-share or interchange agreement
• Owner receives no direct compensation for flights
• Shared operation expenses only
• All operators must possess valid airman certificates
• All operators must comply with currency and medical requirements
• Management fee applies; flight costs shared among operators

☐ C. Part 135 Charter Operations

• Aircraft operated under Manager's Part 135 Air Carrier Certificate
• Owner named as aircraft owner on Manager's certificate
• Manager holds operational control for charter flights
• Passenger liability insurance required (minimum [________])
• Crew requirements per 14 CFR Part 135
• Manager receives charter revenue; Owner receives management fees and cost pass-through
• Owner must execute separate Charter Operations Addendum (Exhibit B)

Selected Category: ☐ A | ☐ B | ☐ C

VII. COMPENSATION

A. Management Fee

Manager shall receive a monthly management fee of $[________] due on the [____] of each month, regardless of aircraft utilization.

B. Cost Pass-Through Expenses

Owner shall reimburse Manager for the following direct operating expenses within [____] days of receipt of invoice:

• Fuel and oil
• Crew salaries and benefits
• Maintenance and repairs
• Inspections and airworthiness certificates
• Insurance premiums
• Hangar and tie-down fees
• Landing and handling fees
• FBO charges
• Regulatory compliance costs
• Training and proficiency check costs
• All other direct aircraft operating expenses

Manager shall provide detailed invoices with supporting documentation.

C. Charter Revenue Share (if Category C selected)

If Part 135 charter operations are authorized, Manager retains [____]% of gross charter revenue. Owner receives the remainder after deduction of direct operating costs and crew fees.

D. Fuel Surcharge

If fuel prices exceed $[________] per gallon, an additional fuel surcharge of $[________]/hour of flight time shall apply.

VIII. INSURANCE

A. Hull and Liability Coverage

Owner shall maintain aircraft hull insurance with comprehensive, collision, and liability coverage. Minimum liability limits:

• Per-occurrence bodily injury: $[________]
• Aggregate bodily injury: $[________]
• Property damage: $[________]

B. Additional Insured

Manager shall be named as additional insured on all aircraft insurance policies.

C. Waiver of Subrogation

Owner's insurance policy shall include waiver of subrogation against Manager for losses covered by insurance.

D. Certificate of Insurance

Owner shall provide Manager with current certificate of insurance within [____] days of Effective Date and 30 days prior to renewal.

E. Insurance Requirements

Detailed insurance requirements are set forth in Exhibit C (Insurance Requirements Schedule).

IX. MAINTENANCE STANDARDS

A. Maintenance Program

Aircraft shall be maintained in accordance with manufacturer recommendations and the following program:

☐ Manufacturer's Maintenance Program
☐ FAA-Approved Continuous Airworthiness Maintenance Program (CAMP)
☐ Approved Inspection Program (AIP)
☐ Other: [________________________________]

B. Inspection Schedule

• Annual inspection or condition inspection per 14 CFR § 91.409
• 100-hour inspection if applicable per 14 CFR § 91.409(b)
• Phase inspections per manufacturer schedule
• Recurrent inspections as required

C. Airworthiness Directives

All applicable airworthiness directives shall be complied with before next flight.

D. Maintenance Records

Manager shall maintain all maintenance records per 14 CFR § 91.417 and make available to Owner upon request.

E. Repair Standards

All repairs and alterations shall be performed by FAA-certificated repair stations or appropriately rated mechanics per 14 CFR Part 43.

X. RECORDS ACCESS

Owner shall have full access to all aircraft records maintained by Manager, including:

• Aircraft logbooks and maintenance records
• Flight logs and crew records
• Training records and proficiency documentation
• Insurance policies and certificates
• Regulatory compliance documentation
• Financial records and invoices

Manager shall provide copies of requested records within [____] business days at Owner's expense (cost of copying and shipping, if any).

XI. REPRESENTATIONS AND WARRANTIES

A. Owner Representations

• Owner is the lawful registered owner of the Aircraft
• Owner has authority to enter into this Agreement
• Aircraft title is clear and unencumbered (except as disclosed)
• Owner has disclosed all liens, mortgages, or security interests
• Aircraft is airworthy and in the condition described in Exhibit A

B. Manager Representations

• Manager possesses expertise and experience in aircraft management
• Manager holds appropriate FAA certificates and authorizations (if applicable)
• Manager will comply with all applicable regulations
• Manager maintains professional liability insurance
• Manager will perform services in a professional and competent manner

XII. INDEMNIFICATION

A. Manager Indemnification

Manager shall indemnify, defend, and hold harmless Owner from any claims, damages, or liabilities arising from:

• Manager's negligence or willful misconduct
• Manager's violation of applicable law or regulations
• Manager's breach of this Agreement
• Injuries or damages caused by Manager or Manager's employees
• Losses not covered by insurance due to Manager's actions

B. Owner Indemnification

Owner shall indemnify, defend, and hold harmless Manager from any claims, damages, or liabilities arising from:

• Owner's operation of the Aircraft
• Passenger or third-party injuries (except those caused by Manager's negligence)
• Defects in the Aircraft not disclosed to Manager
• Owner's breach of this Agreement
• Losses resulting from Owner's use of the Aircraft

XIII. TERM AND TERMINATION

A. Effective Date and Term

This Agreement shall commence on the Effective Date and continue for a period of [____] months, unless earlier terminated.

B. Renewal

This Agreement shall automatically renew for successive [____]-month periods unless either party provides written notice of non-renewal at least [____] days prior to expiration.

C. Termination for Cause

Either party may terminate this Agreement immediately upon written notice if:

• The other party materially breaches and fails to cure within [____] days of written notice
• The other party becomes insolvent or files bankruptcy
• The Aircraft is declared unairworthy and cannot be repaired economically
• Either party loses required FAA certifications or authorizations

D. Termination Without Cause

Either party may terminate without cause upon [____] days' written notice to the other.

E. Post-Termination Obligations

• Manager shall immediately cease operations on behalf of Owner
• Manager shall return all Owner documents and records
• Owner shall pay all accrued fees and reimbursable expenses through termination date
• Manager shall cooperate in transition to new management or direct operation

XIV. TRUTH IN LEASING STATEMENT (14 CFR § 91.23)

Truth in Leasing Certification

LESSOR OPERATOR DISCLOSURE - In accordance with 14 CFR § 91.23, the parties certify:

☐ LESSOR IN POSSESSION (Aircraft leased to operator; lessor does not intend to control aircraft operations)

As the lessor, Owner certifies:

• Lessor does not intend to control aircraft operations
• Manager as lessee will conduct all operations
• Responsibility for airworthiness rests with the lessee (Manager)

☐ OWNER-OPERATOR (Owner retains operational control; Manager provides services only)

As the owner-operator, Owner certifies:

• Owner retains operational control of the Aircraft
• Manager serves as management agent only
• Owner is responsible for ensuring aircraft airworthiness
• Owner complies with all FAR Part 91 requirements

Selected: ☐ Lessor in Possession | ☐ Owner-Operator

Lessor (Owner) Signature: _________________________ Date: [__/__/____]

Lessee (Manager) Signature: _________________________ Date: [__/__/____]

XV. DISPUTE RESOLUTION

A. Good Faith Negotiation

The parties agree to attempt resolution of disputes through good faith negotiation between Owner and Manager within [____] business days of written notice of dispute.

B. Mediation

If negotiation fails, the parties agree to submit disputes to mediation before a mutually-selected mediator before initiating litigation.

C. Governing Law

This Agreement shall be governed by the laws of [________________________________], without regard to conflicts of law principles.

D. Jurisdiction and Venue

The parties consent to jurisdiction and venue in the state and federal courts located in [________________________________] County, [________________________________].

XVI. MISCELLANEOUS

A. Entire Agreement

This Agreement, including exhibits, constitutes the entire agreement between the parties and supersedes all prior understandings and agreements.

B. Amendments

This Agreement may be amended only by written instrument signed by both parties.

C. Severability

If any provision is found invalid or unenforceable, the remaining provisions shall continue in full force and effect.

D. Assignment

Neither party shall assign this Agreement without written consent of the other party.

E. Notices

All notices shall be in writing and delivered personally, by email, or by certified mail to the addresses listed above.

F. Waiver

No waiver of any provision shall be effective unless in writing and signed by the party against whom the waiver is sought.

G. Counterparts

This Agreement may be executed in counterparts, each of which shall be deemed an original.

SIGNATURE BLOCK

IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective Date.

OWNER:

Printed Name: [________________________________]

Signature: _________________________ Date: [__/__/____]

Title (if entity): [________________________________]

Tax ID/SSN: [________________________________]

MANAGER:

Printed Name: [________________________________]

Signature: _________________________ Date: [__/__/____]

Title (if entity): [________________________________]

Tax ID/EIN: [________________________________]

EXHIBITS

EXHIBIT A: AIRCRAFT DESCRIPTION AND SPECIFICATIONS

Aircraft Title Reference: [________________________________]

Documents Attached:
☐ Certificate of Airworthiness
☐ Maintenance Records
☐ Service History

EXHIBIT B: MANAGEMENT FEE AND EXPENSE SCHEDULE

Billing Cycle: [____] days

Payment Terms: Net [____] days from invoice date

Fuel Surcharge: If fuel exceeds $[________]/gallon, add $[________] per flight hour

EXHIBIT C: INSURANCE REQUIREMENTS SCHEDULE

Additional Insureds: Manager, [________________________________]

Waiver of Subrogation: Required ☐ Yes ☐ No

Insurance Company: [________________________________]

Policy Number: [________________________________]

Renewal Date: [__/__/____]

SOURCES AND REFERENCES

• 14 CFR Part 91 — General Operating and Flight Rules
• 14 CFR § 91.501 — Applicability of operating rules to aircraft subject to Part 91
• 14 CFR § 91.23 — Truth in leasing
• 14 CFR § 91.409 — Inspections
• 14 CFR § 91.417 — Records; maintenance, overhauls, repairs, alterations, and inspections
• FAA Advisory Circular 91-37B — Truth in Leasing
• NBAA — Management Services Agreement resources
• FAA Flight Standards Information Management System (FSIMS)
• 14 CFR Part 43 — Maintenance, Preventive Maintenance, Rebuilding, and Alteration
• 14 CFR Part 61 — Certification: Pilots, Flight Instructors, and Ground Instructors