Contract analysis

ARTICLE I — DEFINITIONS AND RULES OF CONSTRUCTION

Section 1.01 — Definitions As used in this Mortgage, the following terms shall have the meanings set forth below: "Credit Agreement" means that certain Senior Secured Revolving Credit Agreement dated as of January 30, 2026, in the aggregate principal amount of Four Hundred Fifty Million Dollars ($450,000,000), among the Borrower, the Subsidiary Guarantors party thereto, the Lenders party thereto, and Prescott Nationa

Section 1.02 — Rules of Construction (a) This Mortgage shall be governed by, and construed and enforced in accordance with, the laws of the State of Kansas, as a real property instrument duly recorded in Sedgwick County, Kansas, without regard to conflict of laws principles that would result in the application of the laws of another jurisdiction. Notwithstanding the foregoing, the Credit Agreement and the other Loan

ARTICLE II — SECURED OBLIGATIONS

Section 2.01 — Secured Obligations This Mortgage is given to secure the full and timely payment and performance of all Secured Obligations, including without limitation: (a) All principal, interest (including default interest at the rate of the otherwise applicable rate plus two hundred (200) basis points per annum), fees, costs, premiums, charges, and other amounts at any time owing by the Borrower or any Subsidiary

Section 2.02 — Future Advances This Mortgage secures not only present indebtedness but also all future advances and re-advances made by or on behalf of the Secured Parties to or for the benefit of the Borrower or any Subsidiary Guarantor under the revolving credit facility established by the Credit Agreement, through the Maturity Date of January 30, 2031, and through any renewals, extensions, or modifications thereof

ARTICLE III — REPRESENTATIONS AND WARRANTIES OF MORTGAGOR Mortgagor hereby represents and warrants to the Mortgagee and the Secured Parties as follows, which representations and warranties shall survive the execution and delivery of this Mortgage and the recording thereof:

Section 3.01 — Organization and Authority WPM is a limited liability company duly organized, validly existing, and in good standing under the laws of the State of Delaware (Delaware Secretary of State Filing No. 6587204). WPM is duly qualified and authorized to transact business and is in good standing in the State of Kansas. WPM has full limited liability company power and authority to own, lease, and operate its pr

Section 3.02 — Due Authorization and Execution The execution, delivery, and performance by WPM of this Mortgage have been duly authorized by all necessary limited liability company action on the part of WPM, including member resolutions of Whitmore Aerospace LLC (as sole member of WPM) duly adopted on January 22, 2026. Whitmore Aerospace LLC, a Delaware limited liability company, is the sole member of WPM. No other l

Section 3.03 — Enforceability This Mortgage has been duly executed and delivered by WPM and constitutes the legal, valid, and binding obligation of WPM, enforceable against WPM in accordance with its terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium, receivership, and other similar laws affecting the enforcement of creditors' rights generally, and subject to genera

Section 3.04 — No Conflicts The execution, delivery, and performance by WPM of this Mortgage, and the creation of the mortgage lien and security interests contemplated hereby, do not and will not: (a) violate, conflict with, or result in a breach of any provision of the certificate of formation or limited liability company agreement of WPM; (b) violate, conflict with, or result in a default (or an event which, with n

Section 3.05 — Title to Mortgaged Property Mortgagor has good and marketable fee simple title to the Land and the Improvements, free and clear of all liens, charges, claims, security interests, encumbrances, and other title exceptions of any kind or nature whatsoever, except for the Permitted Exceptions set forth on Exhibit B. Mortgagor has not previously conveyed, mortgaged, assigned, pledged, or encumbered any inte

Section 3.06 — First Lien Status This Mortgage, when duly recorded in the real property records of Sedgwick County, Kansas, will create a valid first-priority mortgage lien on and security interest in the Mortgaged Property in favor of the Mortgagee, for the benefit of the Secured Parties, subject only to the Permitted Exceptions. No existing mortgages or deeds of trust encumber the Mortgaged Property. For the avoida

Section 3.07 — Property Condition and Compliance The Mortgaged Property, including all Improvements thereon, is in good condition and repair, ordinary wear and tear excepted, and is suitable for its intended use as a CNC machining and heat-treatment manufacturing facility. All Improvements have been constructed in a good and workmanlike manner and comply in all material respects with all applicable zoning ordinances,

Section 3.08 — Environmental Compliance To Mortgagor's knowledge, after due inquiry, the Mortgaged Property complies in all material respects with all applicable Environmental Laws (as defined in the Credit Agreement), including, without limitation, the Comprehensive Environmental Response, Compensation, and Liability Act of 1980 ("CERCLA"), the Resource Conservation and Recovery Act ("RCRA"), the Clean Water Act, th

Section 3.09 — Tax Status All real property taxes, special assessments, and governmental charges currently due and payable with respect to the Mortgaged Property have been paid in full. The tax parcel identification number for the Mortgaged Property is Sedgwick County Parcel ID No. 145-30-0-23-01-014.00. The Employer Identification Number (EIN) of the Mortgagor is 86-4502178. To the best of Mortgagor's knowledge, the

Section 3.10 — Insurance Mortgagor maintains insurance coverage on the Mortgaged Property as required by Section 6.07 of the Credit Agreement, including all-risk property insurance in an amount not less than the full replacement cost of the Improvements, commercial general liability insurance, business interruption insurance, and such other insurance as may be required by the Credit Agreement. All insurance has been

Section 3.11 — Utilities and Access All utilities necessary for the operation and use of the Mortgaged Property, including water, sanitary and storm sewer, natural gas, electricity, and telecommunications, are available to the Mortgaged Property and are connected and operational. All roads, streets, and highways necessary for adequate ingress and egress to and from the Mortgaged Property, including North Webb Road, h

ARTICLE IV — COVENANTS OF MORTGAGOR Mortgagor hereby covenants and agrees with the Mortgagee and the Secured Parties as follows, which covenants shall remain in effect until the Secured Obligations have been paid in full and all commitments under the Credit Agreement have been terminated:

Section 4.01 — Payment of Secured Obligations Mortgagor shall pay and perform, and shall cause the Borrower to pay and perform, all Secured Obligations as and when due under the Credit Agreement, the Guarantee Agreement, and the other Loan Documents, promptly and without demand, in accordance with the terms thereof. All payments shall be made in lawful money of the United States of America and in immediately availabl

Section 4.02 — Maintenance of Property Mortgagor shall maintain the Mortgaged Property, including all Improvements, in good condition and repair, in a condition at least substantially equivalent to its present condition, ordinary wear and tear excepted, and in compliance with all applicable laws, ordinances, rules, and regulations. Mortgagor shall not commit or permit waste, impairment, or deterioration of the Mortga

Section 4.03 — Insurance Requirements Mortgagor shall maintain at all times insurance coverage on and with respect to the Mortgaged Property as required by Section 6.07 of the Credit Agreement, including without limitation the following: (a) All-risk property insurance (including coverage for fire, windstorm, hail, explosion, aircraft and vehicle damage, smoke, riot and civil commotion, vandalism and malicious mischi

Section 4.04 — Payment of Taxes and Impositions Mortgagor shall pay and discharge, or cause to be paid and discharged, before the same shall become delinquent and before any penalty or interest accrues thereon, all real property taxes, assessments (general and special), water rates, sewer rates, governmental charges, levies, and all other impositions of every kind and nature whatsoever that may at any time be levied,

Section 4.05 — Compliance with Laws Mortgagor shall comply in all material respects with all applicable federal, state, and local laws, statutes, ordinances, rules, regulations, codes, and orders affecting the Mortgaged Property, including without limitation all Environmental Laws, zoning laws, building codes, fire and safety codes, and accessibility requirements (including the Americans with Disabilities Act). Mortg

Section 4.06 — Environmental Covenants (a) Mortgagor shall not cause or permit any Hazardous Materials to be generated, manufactured, refined, transported, treated, stored, handled, disposed of, transferred, produced, or processed on, under, in, or about the Mortgaged Property, or transported to or from the Mortgaged Property, except in the ordinary course of Mortgagor's manufacturing operations and in compliance wit

Section 4.07 — Preservation of Lien Priority Mortgagor shall not create, incur, assume, or suffer to exist any mortgage, lien, charge, security interest, or encumbrance upon the Mortgaged Property or any part thereof, except for the Permitted Exceptions and Permitted Liens (as defined in the Credit Agreement). Mortgagor shall promptly discharge or bond over any mechanic's lien, materialmen's lien, or other statutory

Section 4.08 — No Transfer or Encumbrance Mortgagor shall not, without the prior written consent of the Mortgagee (or as otherwise permitted under the Credit Agreement, including Permitted Dispositions as defined therein), sell, transfer, convey, assign, lease (except as permitted under Section 4.10), or further encumber the Mortgaged Property or any interest therein, or permit or suffer the same. Any sale, transfer,

Section 4.09 — Alterations and Improvements Mortgagor may make alterations, additions, and improvements to the Mortgaged Property in the ordinary course of business, consistent with the capital expenditure limitations set forth in the Credit Agreement (maximum of Forty-Five Million Dollars ($45,000,000) per fiscal year, with a carry-forward of up to Twenty-Two Million Five Hundred Thousand Dollars ($22,500,000) of un

Section 4.10 — Leases Mortgagor shall not enter into any Lease of the Mortgaged Property or any part thereof, or modify, amend, extend, renew, or terminate any existing Lease, except as permitted under the Credit Agreement. All Leases hereafter entered into shall be subordinate and subject to the lien of this Mortgage and shall contain such provisions as the Mortgagee may reasonably require, including provisions requ

Section 4.11 — Condemnation; Eminent Domain Mortgagor shall promptly notify the Mortgagee in writing of the institution or threatened institution of any proceedings for the condemnation or taking by eminent domain of the Mortgaged Property or any part thereof. Mortgagor shall not, without the prior written consent of the Mortgagee, settle or compromise any condemnation claim or award. All condemnation awards, damages

Section 4.12 — Financial Reporting Mortgagor shall comply with all financial reporting, compliance certification, and inspection obligations set forth in the Credit Agreement, including, without limitation, the obligation of the Borrower to deliver quarterly and annual financial statements, Compliance Certificates (signed by Sandra Petrova, Chief Financial Officer of the Borrower), and such other information as may b

Section 4.13 — Further Assurances Mortgagor shall, at its own cost and expense, execute, acknowledge, and deliver, or cause to be executed, acknowledged, and delivered, such further instruments, documents, and agreements, and shall take or cause to be taken such further actions, as the Mortgagee may from time to time reasonably request to: (a) carry out more effectively the purposes of this Mortgage; (b) subject to t

ARTICLE V — ASSIGNMENT OF LEASES AND RENTS

Section 5.01 — Assignment Mortgagor hereby absolutely and unconditionally assigns, transfers, conveys, and sets over to the Mortgagee all of Mortgagor's right, title, and interest in and to all Rents and Leases, whether now existing or hereafter arising, as additional and collateral security for the payment and performance of the Secured Obligations. This assignment is intended to be an absolute assignment and not me

Section 5.02 — Revocation Upon Default Upon the occurrence and during the continuance of an Event of Default: (a) The license granted to Mortgagor pursuant to Section 5.01 to collect and use Rents shall automatically and immediately terminate, without notice to Mortgagor; (b) The Mortgagee shall be entitled, without taking possession of the Mortgaged Property, to collect and receive all Rents directly from any tenant

Section 5.03 — No Mortgagee Liability The assignment of Leases and Rents pursuant to this Article V shall not be construed to impose upon the Mortgagee any obligation or duty of Mortgagor as landlord under any Lease, and the Mortgagee shall not be responsible for the control, care, management, or repair of the Mortgaged Property or for the carrying out of any obligation of Mortgagor as landlord, except to the extent

ARTICLE VI — CASUALTY AND CONDEMNATION

Section 6.01 — Casualty / Insurance Proceeds (a) If any Improvements or any part thereof shall be damaged or destroyed by fire, flood, windstorm, or any other casualty, Mortgagor shall promptly give written notice thereof to the Mortgagee, describing the nature and extent of such damage or destruction, and shall promptly commence and diligently prosecute the repair, restoration, or replacement of such Improvements. (

Section 6.02 — Condemnation Proceeds (a) If all or any part of the Mortgaged Property shall be taken, appropriated, or condemned by any governmental authority or other entity having the power of eminent domain, or if title to or temporary use of all or any part of the Mortgaged Property shall be taken or appropriated under any such power, all awards, compensation, damages, and proceeds payable to or receivable by Mor

ARTICLE VII — EVENTS OF DEFAULT

Section 7.01 — Events of Default An "Event of Default" under this Mortgage shall mean the occurrence of any one or more of the following: (a) The occurrence of any Event of Default (as defined in the Credit Agreement), including without limitation: (i) Failure by the Borrower to pay when due any principal of any revolving credit loan, swingline loan, or reimbursement obligation in respect of any letter of credit, or

Section 8.01 — Acceleration Upon the occurrence and during the continuance of an Event of Default, the Mortgagee may (and, if directed by the Required Lenders, shall), by written notice to the Mortgagor, declare all Secured Obligations to be immediately due and payable in full, without presentment, demand, protest, or further notice of any kind, all of which are hereby expressly waived by Mortgagor to the fullest ext

Section 8.02 — Foreclosure Upon the occurrence and during the continuance of an Event of Default, the Mortgagee may institute judicial proceedings for the foreclosure of this Mortgage in accordance with the laws of the State of Kansas (K.S.A. § 60-2410 et seq.), and may cause the Mortgaged Property or any part thereof to be sold by judgment or decree of a court of competent jurisdiction. Kansas is a judicial foreclos

Section 8.03 — Receiver Upon the occurrence and during the continuance of an Event of Default, the Mortgagee shall be entitled, as a matter of right and without notice to the Mortgagor or any other party, to the appointment of a receiver of the Mortgaged Property, the Rents, and all other income derived therefrom. The Mortgagee's entitlement to the appointment of a receiver shall not depend upon a showing that the Mo