CONSTITUTES THE ENTIRE AGREEMENT BETWEEN THE PARTIES HERETO WITH
RESPECT TO THE LEASE OF THE AIRCRAFT AND SUPERSEDES ALL PRIOR AGREEMENTS.
NO
AGREEMENT OTHER THAN THIS LEASE SHALL BE BINDING ON THE PARTIES HERETO UNLESS IN
WRITING AND SIGNED BY THE PARTY AGAINST WHOM ENFORCEMENT IS SOUGHT.
THIS LEASE
MAY BE AMENDED OR MODIFIED ONLY BY A WRITTEN INSTRUMENT EXECUTED BY EACH PARTY
HERETO.
THIS LEASE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE
LAWS OF THE STATE OF MINNESOTA WITHOUT REGARD TO OR APPLICATION OF PRINCIPLES OF
CONFLICTS OF LAWS.
22.
OWNERSHIP. THE AIRCRAFT IS, AND SHALL AT ALL
TIMES BE AND REMAIN, THE SOLE AND EXCLUSIVE PROPERTY OF LESSOR, AND LESSEE SHALL
HAVE NO RIGHT, TITLE OR INTEREST THEREIN OR THERETO EXCEPT AS EXPRESSLY SET
FORTH IN THIS LEASE.
23.
PART 91 OPERATIONS.
THE PARTIES INTEND THAT
ALL FLIGHT OPERATIONS TO BE CONDUCTED BY LESSEE UNDER THIS LEASE SHALL BE
CONDUCTED IN ACCORDANCE WITH PART 91 OF THE FEDERAL AVIATION REGULATIONS, AND
THAT NOTHING HEREIN SHALL BE CONSTRUED AS GIVING RISE TO AN AIR TAXI OPERATION
OR AS OTHERWISE REQUIRING THAT SUCH FLIGHT OPERATIONS BE CONDUCTED UNDER PART
135 OF SAID REGULATIONS.
24.
TRUTH IN LEASING.
THE AIRCRAFT, AS
EQUIPMENT, BECAME SUBJECT TO THE MAINTENANCE REQUIREMENTS OF PART 91 OF THE
FEDERAL AVIATION REGULATIONS ("FARS") UPON THE REGISTRATION OF THE AIRCRAFT WITH
THE FEDERAL AVIATION ADMINISTRATION.
PRIOR TO EXECUTING THIS LEASE, LESSOR
REVIEWED THE AIRCRAFT'S MAINTENANCE AND OPERATING LOGS AND FOUND THAT THE
AIRCRAFT HAS BEEN MAINTAINED AND INSPECTED UNDER PART 91, AS APPLICABLE, OF THE
FARS DURING THE LAST 12 MONTHS.
LESSOR
CERTIFIES THAT THE AIRCRAFT PRESENTLY COMPLIES WITH THE APPLICABLE MAINTENANCE
AND INSPECTION REQUIREMENTS OF PART 91 OF THE FARS.
LESSOR CERTIFIES THAT THE
AIRCRAFT WILL BE MAINTAINED AND INSPECTED UNDER PART 91 OF THE FARS FOR
OPERATIONS TO BE CONDUCTED UNDER THIS LEASE.
UPON EXECUTION OF THIS LEASE, AND
DURING THE TERM HEREOF, LESSEE, WHOSE NAME AND ADDRESS ARE JOSTENS, INC., 5501
AMERICAN BOULEVARD WEST, MINNEAPOLIS, MINNESOTA 55437, ACTING BY AND THROUGH
DAVID TAYEH (SIGNATURE:
S/S DAVID A. TAYEH), WHO EXECUTES THIS SECTION SOLELY
IN HIS CAPACITY AS CHIEF FINANCIAL OFFICER OF LESSEE, CERTIFIES THAT LESSEE
SHALL BE RESPONSIBLE FOR THE OPERATIONAL CONTROL OF THE AIRCRAFT UNDER THIS
LEASE.
LESSEE FURTHER CERTIFIES THAT IT UNDERSTANDS ITS RESPONSIBILITIES FOR
COMPLIANCE WITH APPLICABLE FARS.
THE PARTIES HERETO ACKNOWLEDGE THAT AN
EXPLANATION OF FACTORS BEARING ON OPERATIONAL CONTROL AND PERTINENT FARS MAY BE
OBTAINED FROM THE NEAREST FEDERAL AVIATION ADMINISTRATION FLIGHT STANDARD
DISTRICT OFFICE, GENERAL AVIATION DISTRICT OFFICE OR AIR CARRIER DISTRICT
OFFICE.
I, THE UNDERSIGNED, s/s Greg Mans, THE CHIEF PILOT OF JOSTENS, INC., THE LESSEE
NAMED IN THE FOREGOING AIRCRAFT LEASE AGREEMENT, CERTIFY THAT I AM RESPONSIBLE
FOR OPERATIONAL CONTROL OF THE AIRCRAFT AND THAT I UNDERSTAND MY
RESPONSIBILITIES FOR COMPLIANCE WITH THE APPLICABLE FEDERAL AVIATION
REGULATIONS.
IN WITNESS WHEREOF, the parties have executed this Lease as of the day and year
first above written.
JOSTENS HOLDING CORP.
By:
/s/
David A.