General Terms and Conditions of Component Maintenance Services

effective from 02-03-2026

Subject Matter
1. UAB “FL Technics” (hereinafter – “FL Technics” or “FLT”) shall supply to customer (hereinafter – the “Customer”) and the Customer shall purchase from FL Technics aviation components maintenance services (including, but not limited to inspection, testing, repair, overhaul and modification of components and / or spare parts in aviation field) (collectively hereinafter – the “Services”) as detailed in FLT’s Quotation to Customer on the basis of present General Terms and Conditions of Component Maintenance Services (hereinafter – “General Terms”). These General Terms shall apply, unless otherwise agreed in writing, to all Services performed, whether such Services are carried out by FL Technics itself or by subcontracted third parties at the FL Technics’ discretion. By confirming FLT’s Quotation, which includes a link to these General Terms, the Customer fully accepts and agrees to abide by the terms and conditions set forth in the General Terms.
2. The agreement for Services shall consist solely of: (a) the FLT’s Quotation; (b) these General Terms; (c) any specifications or other documents (if any) expressly referenced in the FLT’s Quotation; and (d) the Customer’s confirmation of FLT’s Quotation (in the form of repair order or otherwise). In the event of any conflict or inconsistency between the documents constituting the agreement for Services, the documents shall prevail in the order of precedence set out above in present clause, unless otherwise expressly agreed in writing by both Parties. Any deviations from these General Terms must be agreed upon in writing by both Parties. These General Terms shall apply to all Services provided by FL Technics to the Customer, excluding applicability of any other terms, unless a specific general agreement for the supply of component maintenance services has been executed between the Parties.
3. Any other terms and conditions contained in repair or work order(s), or any other document issued by the Customer, or contained or referred to in any letter or other written communication (including e-mail) shall not apply for Services and are expressly excluded, regardless of whether such terms are introduced before or after the date of the FLT’s Quotation. These General Terms shall not be applied for Services, which are being supplied under respective specific general agreement for the supply of components maintenance services, concluded between FLT and Customer.
4. FL Technics reserves the right to change and / or modify these General Terms unilaterally by posting a new version of the General Terms on its website in advance, at least 30 (thirty) calendar days before the entry into force of the modified General Terms. As in regard to the specific Services, the version of the General Terms which was valid at the time of Customer confirming FLT’s Quotation shall apply.
Commercial Terms
1. The prices for any Services shall be specified in FL Technics’ Quotation. The prices indicated in FL Technics’ Quotation shall be valid for the term of 30 (thirty) calendar days.
2. All prices for Services do not include value added tax (VAT) or any other equivalent sales tax (if such applies) and Customer shall pay such taxes in addition to the price of Services. In addition to the price for the Services, the Customer shall also pay all and any taxes, duties (including excise, import and export duties, withholding taxes, and etc.), and any other fees related to Services.
3. All payments to be made by the Customer hereunder shall be made without set off or counterclaim, free and clear of and without deduction for or on account of any present or future taxes, charges, levies, imposts, duties or withholdings (hereinafter – the “Withholding”). If the Customer is compelled by law to make a Withholding the Customer will ensure that the deduction does not exceed the minimum legal liability therefore and the Customer shall pay to FL Technics such additional amounts as may be necessary to ensure that FL Technics receives a net amount equal to the full amount that would have been received had the payment not been made subject to such Withholding.
4. All expenses for transportation of components to and from FL Technics’ designated facility and related export and / or import taxes and duties (if applicable) shall be borne and paid by Customer. If not agreed otherwise, Customer at its own costs will deliver or cause to be delivered the component for Services to FL Technics’ designated facility as per DAP (Incoterms 2020) and will accept or cause to be accepted the component after Services are performed from FL Technics’ designated facility as per FCA (Incoterms 2020). The agreed locations and delivery terms may be changed be written agreement between the Parties (via e-mail).
5. All components delivered to FL Technics for Services shall be accompanied with all necessary required documentation, including, but not limited to following documentation / information:
  - (a) unserviceable certificate;
  - (b) non-incident statement (NIS), Life Limited Part (LLP) status and other back to birth trace documents, when requested by FL Technics;
  - (c) reason for removal, defect report.
6. FL Technics will return the components after Services with an EASA Form 1 approved service tag (issued by FL Technics or its subcontractor) or equivalent document to confirm that it has been overhauled, repaired, tested or modified in accordance with applicable specification.
7. The Customer shall perform payment of agreed price for Services within 30 (thirty) days after the date of invoice issue, which is to be provided to Customer by e-mail, unless otherwise specified in the FLT’s Quotation or agreed otherwise by the Parties in writing (by e-mail).
8. All payments will be made by Customer at the expense of Customer in currency stipulated in the FLT’s Quotation by bank transfer to the FLT’s bank account specified in the FLT’s invoice.
9. Customer shall notify to FL Technics any disputed amount in writing (by e-mail) within 10 (ten) days from the invoice issuance date, accompanied with all relevant justifications. Customer shall not withhold the payment of any amount of any invoice, nor shall Customer set off any amount against invoices.
10. Any amount overdue for payment by the Customer shall incur a monthly simple interest charge of 3% (three percent) from the overdue amount calculated for each day of delay until actual payment is received in cleared funds. Interest shall be immediately payable on demand.
11. In the event that any sum is not paid by the Customer as agreed, then FL Technics shall be entitled on 24 (twenty-four) hours’ advance notice to suspend further performance of the Services under any and all Customer’s orders until all outstanding amounts have been received by FL Technics in cleared funds and the time for performance of such Services shall, at FL Technics option, either be extended by a period equal to the duration of the suspension plus 24 (twenty-four) hours or shall be re-scheduled.
12. FL Technics reserves ownership of all parts and materials supplied to the Customer until full payment of all invoices has been made. If the Customer fails to pay any due invoices, FL Technics shall have the right of retention as well as a contractual lien over the items in its custody. Such right of retention and contractual lien may also be exercised in respect of any outstanding claims arising from previous orders, supplies, or any other obligations under the business relationship between the Parties.
13. Customer shall approve FL Technics’ Quotation issued after the component is delivered for initial evaluation within 10 (ten) business days after issuing FL Technics’ Quotation. If the Customer declines the repair and elects to have the component returned, the Customer shall reimburse FL Technics for all costs incurred up to the date of such decision, including but not limited to inspection, disassembly, testing, materials, labour, subcontractor charges, and administrative expenses (“costs to date”). In addition, FL Technics shall be entitled to charge a handling fee equal to 10% (ten percent) of the total costs to date, subject to a minimum charge of 100 EUR / 100 USD (depending on currency stipulated in the FLT’s Quotation). The component shall not be released until full payment of all outstanding amounts has been received.
14. If the Customer does not approve FL Technics’ Quotation after the component is delivered for initial evaluation within 10 (ten) business days and / or fails to collect the component from FL Technics or its supplier within 60 (sixty) days from the date of notification that the component is ready for collection or that repair approval is required, FL Technics reserves the right to charge storage fees in the amount of 20 EUR per calendar day. If the component remains uncollected for a period exceeding 12 (twelve) months from the initial notification that the component is ready for collection or that repair approval is required, and the Customer has failed to provide reasonable instructions or has ceased communication, the component shall be deemed abandoned. In such case, FL Technics shall have the right, at its sole discretion and without further liability, to take ownership of the component and dispose of, use, sell, or otherwise handle it as it deems appropriate. If the Customer maintains communication, but unreasonably delays providing instructions or approval for repair, the component shall not be treated as abandoned, but in such circumstances FL Technics reserves the right to issue a repair authorization invoice (RAI) without Customer’s approval and recover all incurred costs from the Customer, including but not limited to inspection, handling, administrative, and storage charges accrued during the delay period.
Quality and Warranty
1. FL Technics undertakes to perform Services or ensure that it will be performed in accordance with:
  - (a) Part-145 maintenance organisation approval;
  - (b) working methods and procedures based upon manufacturer’s manuals;
  - (c) FAA approved Parts Manufacturer Approval and Designated Engineering Representative, if both parties agree in writing;
  - (d) the current version of Maintenance Organisation Exposition;
  - (e) the current requirements of the competent aviation authority as may be applicable; and
  - (f) the applicable component maintenance manual.
2. If the Services, performed by FL Technics itself, are found to be defective in workmanship within 6 (six) months for repaired components after the date of issuing the EASA Form 1 (or equivalent) certificate or within 12 (twelve) months for overhauled components after the date of issuing the EASA Form 1 (or equivalent) certificate, FL Technics shall at FL Technics’ sole expense (except that Customer will arrange at its own risk and expense for the removal, installation and the transport of such component) correct the appeared defect, provided that Customer has issued a warranty claim within 10 (ten) days after detection of the defect and/or non-conformance and has delivered such component to FL Technics designated facility within 30 (thirty) days from detection of the defect and/or non-conformance. FL Technics’ liability connected with or resulting from this warranty will not exceed the cost of correcting the defect. Should the warranty claim be rejected, the Services provided by FL Technics for evaluation of warranty claim, including shipping costs, material or inspections costs and/or specialists assignment (if applicable), will be charged to Customer. For the Services performed by FL Technics’ subcontractors, any assignable rights to warranty, as well as warranty terms and conditions, granted to FL Technics by its subcontractors will be assigned to Customer and no separate warranty from FL Technics will be provided. The performance of a warranty obligation does not prolong the original warranty pe
3. FL Technics does not provide any warranty for components installed during Services and any assignable rights to warranty granted by FLT’s suppliers will be assigned to Customer. FL Technics only may support Customer in pursuing any such warranty c
4. Customer expressly agrees and acknowledges that as expressly stated above in this Section, FL Technics gives no other warranty, expressed or implied with respect to the work performed hereunder by FL Technics or performed by any subcontractor and all such warranties and guarantees, expressed or implied, statutory or arising by law or otherwise are expressly excluded. FL Technics specifically disclaims the implied warranties or merchantability and fitness for a particular purpose. In no event will FL Technics be liable for any incidental, consequential or special dam
5. The warranty shall not be applicable in case of any claim, failure or damage which results from defects, non-conformity, failure, normal wear and tear or FOD, IOD, abnormal, incorrect, inaccurate or improper use, operation, maintenance, handling, storage, transportation, packing or installation, OEM’s design deficiencies, misuse, abuse or accidents or incidents, Force Majeure and taking into consideration the specific use and design of such Component, which has not been anticipated by the standards, regulations, procedures and/or requirements issued by the relevant manufacturer, the relevant Airworthiness Authorities and/or FL Technics.
Liability
1. FL Technics, its personnel and its subcontractors shall not be liable for any damage to, or loss of, property of Customer including the aircraft, or injury or death or any other damage directly or indirectly caused to Customer’s directors, officers, employees, agents, servants or third Parties during or after, due to, or in connection with, or in consequence of the performance or non-performance of this Agreement (including third parties’ claims), unless caused by wilful misconduct or gross negligence of FL Technics or its Subcontractors, and Customer shall indemnify and hold harmless FL Technics, its directors, officers, employees, agents, servants and Subcontractors against any and all such claims including costs and expenses incident thereto.
2. Customer shall indemnify and hold harmless FL Technics and its, employees, agents and subcontractors from and against any and all claims, demands, proceedings, losses, liabilities, costs and expenses (hereinafter – the “Losses”) in respect of injury to or death of any person including but not limited to the Customer’s respective employees, officers, directors, agents and sub-contractors; and in respect of damage to, or loss of, any property (including but not limited to any component repaired under this agreement for Services); in each case caused by, arising out of or connected with the use of a repaired component under this agreement for Services unless any such Losses are caused by wilful misconduct or gross negligence of FL Technics.
3. Notwithstanding any other clause, FL Technics shall never be liable and Customer hereby waives, releases and renounces all rights and claims against FL Technics to the fullest extent permitted by law for any special, incidental, consequential, punitive or indirect losses or damages of any kind whatsoever (including without limitation loss of use, revenue or profit, loss of prospective economic advantage, loss of customers, loss of data, costs incurred as a result of the lease of a spare aircraft or Item or other costs resulting from the unavailability of an aircraft or Item, accommodation and compensation of passengers, or immaterial damage), for any reason whether arising in contract (including warranty) or otherwise.
4. FL Technics total liability for any and all demands or claims, for any damages connected with, or resulting from the performance of any Service will not exceed the price allocable to the Service which gave rise to such demand or claim.
5. FL Technics and Customer are fully aware and agree to FL Technics liability limitation and acknowledge that prices and rates for services specified in this Agreement have been calculated, inter alia by specific reference to the exclusions and liability limitations.
6. The Party shall not be responsible for late / improper performance and / or non-performance of its obligations if caused by force majeure, including, but not limited to acts of God or the public enemy, war, civil war, war like operations, insurrections or riots, fires, flood, explosions, earthquakes, epidemics or quarantine, any act of Government or any other circumstances beyond Party’s reasonable control.
Governing Law. Dispute Resolution
1. Purchase of Services is contracted, performed and shall be interpreted according to the laws of the Republic of Lithuania.
2. Any disputes or differences arising between the Parties hereto as to the construction of purchase of Services or any other matter or thing arising hereunder or in connection therewith shall be settled by the Parties in good faith through friendly negotiations. Failing such settlement, the competent courts of Lithuania shall settle such disputes in accordance with Lithuanian law.
Compliance
1. Customer confirms, agrees with and guarantees compliance with the FL Technics’ General Terms of Compliance published on the FL Technics’ website https://fltechnics.com/general-terms-of-compliance/.
Personal Data Processing and Confidentiality
1. Each Party agrees to comply with FL Technics’ General Terms of Personal Data Protection: https://fltechnics.com/general-terms-of-personal-data-protection/.
2. Customer and FL Technics shall keep all details related with agreement for Services between Customer and FL Technics strictly confidential and shall not disclose any details of such agreement to any third party without first obtaining a written consent of the other Party, except (and only insofar as is necessary) in connection with the performance by the Parties hereto of their obligations under agreement or for the purpose of legal proceedings related thereto or if it is mandatory under applicable legal acts.