BLADE Operator-Participant Agreement

PUBLIC CHARTER OPERATOR-PARTICIPANT AGREEMENT

This Public Charter Operator-Participant Agreement (this "Agreement") between BLADE URBAN AIR MOBILITY, INC., LOCATED AT 31 HUDSON YARDS, 14TH FLOOR, NEW YORK, NY 10001, AS A PUBLIC CHARTER OPERATOR AS DEFINED BY 14 CFR § 380.2 ("BLADE") and the individual(s) or entity(ies) utilizing, purchasing and/or reserving Seats coordinated or arranged by Blade referencing and/or incorporating this Agreement ("Participant") sets forth the terms and conditions in which Blade sells seats ("Seats") on Public Charter flights to Participant in accordance with 14 CFR § 380 et al ("Flights"). If Participant is entering into this Agreement on behalf of a company, organization, or similar entity, Participant is agreeing to this Agreement for that entity and representing to Blade that Participant has the authority to bind such entity to this Agreement. If Participant is traveling with and paying for multiple travelers, Participant's acceptance of this Agreement will be on behalf of Participant and all members of the traveling party. Notwithstanding the foregoing, upon request, Blade will provide a copy of this Agreement to any member of the traveling party.

FLIGHT-SPECIFIC INFORMATION SUCH AS FLIGHT ITINERARIES, DATES/TIMES, ORIGINS AND DESTINATIONS, PAYMENT AMOUNTS, DIRECT AIR CARRIERS AND EQUIPMENT TO BE USED WILL BE STATED IN THE QUOTE, CONFIRMATION PAGE, WEBSITE, MOBILE APPLICATION, PURCHASE ORDER, AGREEMENT OR OTHER DOCUMENT REFERENCING THIS AGREEMENT (SUCH DOCUMENTS, THE "FLIGHT DOCUMENTS"). THE FLIGHT-SPECIFIC INFORMATION PROVIDED IN THE FLIGHT DOCUMENTS ARE A PART OF THIS AGREEMENT. FLIGHTS ARE NOT CONFIRMED UNTIL PARTICIPANT RECEIVES A CONFIRMATION E-MAIL.

1. Incorporation by Reference. Blade's Terms of Service located at https://www.blade.com/terms_of_service (the "Terms of Service"), Blade's Privacy Policy located at http://www.blade.com/ppolicy (the "Privacy Policy") and Blade's General Air Transportation Terms and Conditions located at https://www.blade.com/General_Air_Transportation_Terms_and_Conditions (the "General Air Transportation Terms and Conditions" and collectively with the Terms of Service and Privacy Policy, the "General Terms") are hereby expressly incorporated by reference as if fully set forth herein (with such interpretive modifications as reasonably necessary to give effect to such incorporation). In the event of a conflict between the General Terms and these Terms and Conditions, these Terms and Conditions shall control. Blade reserves the right to modify any or all of the General Terms from time to time in its sole discretion.

2. Flight Reservations, Confirmation, And Payment. Flight pricing includes all applicable taxes and fees and is viewable in the Flight Documents. Blade will not provide confirmation until receipt of full payment for the Flight. Blade will not accept payment for the Flight unless, in connection with such payment, Participant accepts this Agreement. Upon acceptance of this Agreement and delivery of Confirmation, Blade will transmit the payment for the Flight to Blade's Charter Depository (Escrow) Account at Shelby Financial Corporation, 1 North Bacton Hill Road, Suite 203, Frazer, PA 19355. Payment for Flights are further protected in part by a "Security Agreement" between Blade and ACSTAR Insurance Company ("Securer"), 30 South Road, Farmington, CT 06032. Unless Participant files a claim with Blade, or, if Blade is unavailable, with Securer within 60 days after the completion of the Flight, Securer will be released from all liability to Participant under the Security Agreement

3. Direct Air Carriers and Aircraft. The Direct Air Carrier (also referred to as the "Operators") and the type and capacity of the aircraft to be used for the Flight will be displayed in the Flight Documents, and this information (including any changes) will also be shown in the Confirmation. Blade and the Operators reserve the right to substitute the Operator or aircraft based on operational or safety conditions.

4. Blade Cancellations. BLADE WILL NOT CANCEL A FLIGHT LESS THAN TEN (10) DAYS BEFORE THE SCHEDULED DEPARTURE DATE, EXCEPT FOR CIRCUMSTANCES THAT MAKE IT PHYSICALLY IMPOSSIBLE TO PERFORM THE FLIGHT. If such a cancellation occurs, Blade will notify Participant as soon as possible, and Participant may (i) reschedule the Flight (subject to availability), or (ii) request a refund. Blade reserves the right to cancel a Flight for any reason, provided that, Blade will notify Participant in writing within seven (7) days of the cancellation, but in no event later than ten (10) days before the scheduled departure date.

5. "Major Changes" By Blade.
- a. If Blade makes a pre-departure Major Change, Participant may cancel and receive a full refund. For purposes of this Agreement, "Major Changes" are defined as and limited to:
  - i. a change in the departure or return date, unless the change results from a flight delay;
  - ii. a date change that Blade knows of two (2) days before the scheduled Flight date;
  - iii. a delay longer than 48 hours;
  - iv. a change in the origin or destination city, unless the change affects only the order in which cities named in a tour package are visited;
  - v. an aggregate price increase of more than ten (10) percent occurring more than (10) days before departure.
- b. Blade will notify Participant of a Major Change within seven (7) days after first learning of the change, but in at least ten (10) days prior to the scheduled departure; provided that, if Blade learns of a Major Change less than ten (10) days before scheduled departure Blade will notify Participant as soon as possible. WITHIN SEVEN (7) DAYS OF PARTICIPANT RECEIVING A PRE-DEPARTURE MAJOR CHANGE NOTIFICATION BUT IN NO EVENT LATER THAN DEPARTURE, PARTICIPANT MAY CANCEL THE FLIGHT AND REQUEST A REFUND. IF PARTICIPANT RECEIVES A POST-DEPARTURE MAJOR CHANGE NOTIFICATION, PARTICIPANT MAY REJECT THE MAJOR CHANGE AND REQUEST A REFUND.

6. Refunds. Unless stated otherwise, refunds will be made in full. Requests to cancel Flights or receive a refund must be made by calling Blade at 844-FLYBLADE (844-359-2523) and providing information reasonably requested by Blade. IF PARTICIPANT REQUESTS A REFUND DUE TO A BLADE CANCELLATION OR PRE-DEPARTURE MAJOR CHANGE, SUCH REFUND WILL BE PROCESSED WITHIN FOURTEEN (14) DAYS. IF PARTICIPANT REQUESTS A REFUND DUE TO A POST-DEPARTURE MAJOR CHANGE, SUCH REFUND WILL BE PROCESSED WITHIN FOURTEEN (14) DAYS OF THE SCHEDULED RETURN DATE. POST-DEPARTURE REFUNDS ARE LIMITED TO A REFUND OF THE PORTION OF THE FLIGHT THAT WAS REJECTED DUE TO A MAJOR CHANGE. The rights and remedies made available under this contract, including the procedure for handling Major Changes, are in addition to any other rights or remedies available under applicable law; however, acceptance of a refund furnished under this contract shall constitute a waiver of such other rights and remedies.

7. Limited Liability. BLADE IS THE PRINCIPAL AND IS RESPONSIBLE TO PARTICIPANT FOR ALL SERVICE AND ACCOMMODATIONS, IF APPLICABLE, RELATED TO THE FLIGHT. HOWEVER, EXCEPT IN CASES OF BLADE'S NEGLIGENCE, BLADE IS NOT RESPONSIBLE OR LIABLE TO PARTICIPANT FOR ANY LOSS, INJURY, EXPENSE, DAMAGE TO PROPERTY OR PERSONAL SICKNESS, INJURY, OR DEATH WHICH RESULTS FROM OR DURING A FLIGHT.