CHARTER FLIGHT AGREEMENT

TERMS AND CONDITIONS

These Charter Flight Agreement Terms and Conditions (the “Terms and Conditions”) are agreed to by and between Blade Urban Air Mobility, Inc., a Delaware corporation located at 55 Hudson Yards, 14th Floor, New York, New York 10001 (“Blade”) and the party executing the Charter Flight Agreement referencing these Terms and Conditions (“Client”). Blade and Client may each be referred to herein individually as a “Party” and collectively, the “Parties”.

These Terms and Agreements are hereby expressly incorporated into the Charter Flight Agreement signed by Client and attached hereto as if fully set forth therein (such Charter Flight Agreement collectively with these Terms and Conditions, the “Agreement”).

1. General. Blade desires to act as an agent for Client and arrange charter services between Client and one or more certified air carriers (hereinafter referred to as "Carrier") under applicable regulations of the United States Federal Aviation Administration ("FAA") and Department of Transportation ("DOT"). Once Client has confirmed a charter, Blade shall be authorized, as Client's agent, to enter into a charter contract with Carrier. Flights will be operated in accordance with United States Federal Aviation Regulation ("FAR(s)") Part 135 and Carrier will have operational control of the aircraft at all times. CLIENT ACKNOWLEDGES AND AGREES THAT BLADE IS ONLY ACTING AS AN AGENT OF CLIENT FOR THE ARRANGEMENT OF THE CHARTER FLIGHTS DESCRIBED HEREIN.

2. Costs and Expenses. This Agreement covers the charter flight(s) set forth on the page preceding this Agreement (such page, the “Quote,” and such air transportation, the “Flight(s)”). The Quote is valid, subject to continued availability, for 12 hours or such other time as determined by Blade in its sole discretion. The Quote sets forth the flight details, pricing, restrictions, description of the aircraft, charter price and any other applicable information, associated costs and expenses for each Flight. Client shall be responsible for additional charges incurred by Blade in the provision of the services described in this Agreement and Client may be billed separately for the same or such costs and expenses may be added to the Quote pricing (if known at the time the Quote is provided); such additional costs and expenses shall include, without limitation, Wi-Fi costs, catering costs, ground transportation costs, cleaning costs, repair costs, flight phone costs, de-icing costs, fuel surcharges, crew expenses, air space navigation fees, weather service fees, international fees and such other costs and expenses as are incidental to charter services. If the Carrier for which the pricing in the Quote was provided cancels, Blade will use commercially reasonable efforts to contract with another Carrier to provide reasonably similar services using the same or similar aircraft. In such an event, Client will be responsible for any increases in costs incurred by Blade and Blade will use commercially reasonable efforts to, but is not required to, provide an updated Quote reflecting such costs. Client further agrees that it shall be responsible for all sales, use, VAT, stamp, FET, transfer, segment fees and other similar taxes, fees, duties and penalties that may be imposed by any federal, state, county, local, foreign or other governmental authority as a result of the flights and services provided in connection with this Agreement ("Taxes"). Client shall defend, indemnify and hold Blade harmless against any such Taxes which are the obligation of Client hereunder. The obligations of Client under this Section shall survive the termination of this Agreement.

3. Payment. Full payment must be received in order to secure the Flight(s). A signed copy of the Charter Flight Agreement and this Agreement must be returned with a photo (front and back) of the credit card and ID of the credit card holder in order to secure the Flight(s). Blade cannot guarantee the availability of the agreed upon aircraft until payment has been received. Client shall provide a valid credit card to Blade on the Credit Card Authorization Form attached to this Agreement. At the direction of Client and as set forth on the Credit Card Authorization Form, such credit card may be used to pay for the Flight(s) or guarantee payment for the Flight(s). If Client does not use such credit card to pay for the Flight(s) in full, Client shall remit payment to Blade via wire transfer of immediately available funds to the bank accounts set forth in the wire instructions attached to this Agreement or as otherwise directed by Blade. Any amounts owed by Client to Blade under this Agreement that are not paid by wire transfer of immediately available funds within the time periods specified by Blade will be charged to Client’s credit card provided on the Credit Card Authorization Form. If Client’s credit card is used for any reason under this Agreement, all amounts due will be subject to an additional 3.5% fee. Alternate payment terms may be arranged and agreed upon by Blade and Client which shall be listed in the Quote or otherwise mutually agreed to by Blade and Client in writing.

4. Operation. Carrier and the captain of the aircraft are authorized to take all necessary measures to ensure safety. He/she/it shall have full authority and complete discretion as to whether there shall be any deviation from the specified route and where alternate and/or immediate landings shall be made. Such determinations shall be binding upon Client and all passengers. Blade does not control operations of Carrier, which under applicable FARs are the sole responsibility of Carrier, and Blade is not liable for the operation, action and undertakings of Carrier.

5. Damages. Client shall be held liable for any and all damages to the aircraft and property of Carrier, which was caused by Client or Client's guests.

6. Cancellations. The cancellation policy attached included in the Charter Flight Agreement is hereby incorporated by reference as if fully set forth in these Terms and Conditions and will govern any cancellation of the Flight(s). Notwithstanding anything to the contrary, including anything set forth in the Agreement, in the event of a cancellation by Client, Client will be responsible for the greater of any amounts owed by Client under such cancellation policy or any amounts incurred by Blade as a result of such cancellation.

7. Pets, Luggage, Etc. Pets are only authorized upon approval of Blade and the Carrier. Please contact Blade should you wish to wish to have a pet on your Flight(s). All luggage is subject to the discretion of Carrier and weight, balance and capacity restrictions. Please advise Blade of any heavy or bulky items you wish to bring aboard your Flight(s). Transportation of animals, medical oxygen, firearms or other hazardous or illegal materials is prohibited. Client shall comply with all applicable laws regarding the Flight(s). Smoking is prohibited on all aircraft

8. Limitation of Liability. Blade shall not be held liable or responsible for loss, injury, damage, delay or cancellation caused by or resulting from any law, rule or regulation of any government or agency thereof, act of God, economic or political sanctions, quarantine, failure or refusal on the part of any governmental agency to grant or issue approvals, clearance, permits or operating authority, rights or civil commotion, military emergency, war or war hazards, fuel shortages, weather conditions, mechanical breakdown, strikes or labor problems, damage to or loss of aircraft, mechanical failures, lack of essential parts or supplies or occurrences of similar or dissimilar nature or any cause beyond the control of Blade, whether similar or dissimilar from the causes enumerated in this sentence. In the event of any such occurrence, Blade will use commercially reasonable efforts to provide other aircraft to meet Client's scheduled flight. Blade shall not be responsible or liable for the transportation of passengers who fail to report at the specified Fixed Based Operator (FBO) at the departure airport, at the departure time of the flight, or who are, through no fault of Blade, not aboard at the time of departure. If one or more members of one group fail to so report or board, Carrier may depart as scheduled and Carrier and/or Blade shall in no way be responsible for or to Client or such individual for any damages and Blade shall be deemed to have completed its contractual obligation to Client. BLADE SHALL NOT BE LIABLE UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY (A) CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR RELIANCE DAMAGES; (B) AMOUNTS IN EXCESS OF THE PRICE PAID FOR A PARTICULAR FLIGHT; OR (C) MATTER BEYOND ITS REASONABLE CONTROL. Blade shall not have, nor assume any responsibility or liability to Client for activities performed by Carrier. Carrier shall be solely responsible for all claims arising out of any and all occurrences, accidents or incidents that occur on or in connection with the aircraft operated by Carrier, including, without limitation, all personal injuries, property damage or death. Blade is not responsible for any wrongful, or negligent act or omission by Carrier or its personnel and is not responsible for any personal injury, property damage, accident, delay, inconvenience, or change in itinerary that may occur. These limitations shall apply notwithstanding the failure of the essential purpose of any limited remedy. Client agrees that Client shall indemnify, defend, and hold harmless Blade and each of its respective parents, subsidiaries, and affiliates and each of their directors, officers, employees, members, agents, representatives, successors and assigns (collectively the "Indemnitee(s)") from and against all claims, suits, actions, judgments, fines, penalties, damages, losses and liabilities, including, but not limited to third party claims and reasonable attorneys' fees, costs of litigation, and other expenses relating thereto, including the cost of establishing the right of indemnification under this Agreement, which arise out of or are in connection with activities associated with this Agreement, which are made, asserted, assessed, or accrued against any Indemnitee by reason of injury or death to any person or the loss or damage to any real or personal property. The foregoing indemnities shall not apply to the extent of any gross negligence or willful misconduct of any Indemnitee.

9. Regulations. This Agreement is subject to all governmental laws, rules and regulations governing the flights contemplated hereunder, including, without limitation any rules and regulations of the FAA, the Transportation Security Administration, DOT, and Internal Revenue Service which now or hereafter may be imposed or required.

10. Identification. Client is responsible for informing all passengers that prior to boarding the aircraft they must show at least one form of valid state/government issued photo identification to Carrier for domestic flights. Client must show carrier a valid passport for any international flights (including Canada and Mexico) and visas when required. Blade is not liable for Carrier's reasonable refusal to allow any passengers to board the aircraft who fails to provide appropriate identification.

11. Disclosures. BLADE ACTS AS AN AGENT OF ITS CLIENTS AND SERVES ON THEIR BEHALF TO ARRANGE CHARTER FLIGHTS. BLADE DOES NOT OWN OR OPERATE AIRCRAFT AND IS NOT A DIRECT OR INDIRECT AIR CARRIER. ALL CHARTER FLIGHTS ASSOCIATED WITH BLADE ARE OPERATED BY THIRD PARTY FAA CERTIFIED PART 135 AIR CARRIERS. CARRIERS OPERATING THE FLIGHTS UNDER THIS AGREEMENT EXERCISE FULL OPERATIONAL CONTROL OF THE AIRCRAFT AT ALL TIMES. CARRIERS PROVIDING SERVICE UNDER THIS AGREEMENT MEET FAA REQUIREMENTS FOR COMMERCIAL TRANSPORTATION OF RETAIL CHARTER CLIENTS.

12. Arbitration. At Blade’s sole election, all legal suits, actions, proceedings, claims and disputes arising under or relating to this Agreement (“Legal Actions”) may be settled by binding arbitration by a single mutually agreed upon arbitrator in New York, New York or another location mutually agreed to by the Parties. The arbitration shall be conducted on a confidential basis pursuant to the Commercial Arbitration Rules of the American Arbitration Association (the “AAA”), but not the administration of the AAA if the Parties can agree to use a self-administered arbitrator and procedure. If the Parties are unable to agree on an arbitrator, one will be appointed by the AAA. Any decision or award as a result of any such arbitration proceeding shall be in writing and shall provide an explanation for all conclusions of law and fact and shall include the assessment of costs, expenses, and reasonable attorneys' fees. Any such arbitration shall include a written record of the arbitration hearing. The Parties reserve the right to object to any individual who shall be employed by or affiliated with a competing organization or entity. An award of arbitration may be confirmed in a court of competent jurisdiction. In any Legal Action between the Parties brought under or in connection with the subject matter of this Agreement, the prevailing party shall be entitled to an award of reasonable attorneys’ fees and costs from the non-prevailing party. Either Party may join claims arising from the same transaction or occurrence against any third-party who consents or is contractually bound to arbitrate in accordance with this provision. IT IS MUTUALLY AGREED BY AND BETWEEN THE PARTIES THAT THEY HEREBY WAIVE TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM BROUGHT BY EITHER PARTY AGAINST THE OTHER PARTY ON ANY MATTERS ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS AGREEMENT OR THE RELATIONSHIP OF THE PARTIES HEREUNDER.

13. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of New York, notwithstanding any of its conflicts of law provisions to the contrary. For any Legal Actions that are not part of the arbitration process set forth in the preceding Section, Client and Blade hereby consent and submit to the personal jurisdiction of the state and federal courts located in New York, New York and consent to the venue of such courts for any such matters.

14. Severability. If any provision of this Agreement is found to be illegal or invalid, such provision will be modified to the extent necessary to comply with applicable law and refashioned to best approximate the original intent of the Parties, and the remaining provisions shall remain in full force and effect in accordance with their terms.

15. No Waiver. No delay or omission by any Party in exercising any right under this Agreement shall operate as a waiver of that or any other right, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right.

16. Not Construed Against Drafter. No provision of this Agreement shall be construed by any court or other judicial authority against any Party hereto by reason of such Party's being deemed to have drafted or structured such provisions.

17. Counterparts. This Agreement may be executed in any number of counterparts (including by *.pdf, facsimile or other electronic means), each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

18. Entire Agreement. This Agreement, and any Exhibits attached hereto, embodies the entire agreement and understanding of the Parties in respect of the transactions contemplated by this Agreement and supersedes all prior agreements, contracts, representations, warranties, promises, covenants, arrangements, communications, and understandings, oral or written, express or implied, between or among the Parties with respect to the subject matter of this Agreement.