Ms. Chu Lam Yiu Sole Director and Principal Ample United Limited

70 Pages·2017·3.14 MB·English

Ms. Chu Lam Yiu
Sole Director and Principal
Ample United Limited

ATTACHMENT TO REQUEST FOR PAYMENT AND PROOF OF POST-PETITION
CHAPTER 11 CLAIM:
Ample United Limited ("Claimant" or "Ample"), by and through its authorized agent,
hereby files this Proof of Claim ("Proof of Claim").
NOTICES:
Any and all notices and communications with respect to this Proof of Claim should be
addressed as follows:
Ample United Limited
Attention: Ms. Nydia SHI
Hong Kong Plaza
Suite 2304, 23/F
283 Huaihai Zhong Road
Shanghai, China 200021
Tel.: [phone]
Email: [email protected]
with a copies to:
William W. Huckins, Esq.
Michael S. Greger, Esq.
Allen Matkins Leck Gamble Mallory & Natsis LLP
Three Embarcadero Center, 12th Floor
San Francisco, CA 94111

All payments to Claimant on account of this Proof of Claim should be sent to:
Ample United Limited
Attention: Ms. Nydia SHI
Hong Kong Plaza
Suite 2304, 23/F
283 Huaihai Zhong Road
Shanghai, China 200021
Tel.: [phone]
Email: [email protected]

BASIS FOR CLAIM
The basis for Claimant's claim is monies owed under agreements with the Debtor and
damages suffered in connection therewith, as discussed below.
AIRCRAFT LEASE
Ample is the beneficial owner of an aircraft that was leased to Debtor Zetta Jet PTE, Ltd.
under that certain Aircraft Lease Agreement ("Lease") dated October 13, 2015 by and between
Wells Fargo Bank Northwest, National Association, as trustee for Ample and lessor, and Zetta
Jet PTE, Ltd., as lessee. A true and correct copy of the Lease filed with the Federal Aviation
Administration ("FAA") and Exhibit D – Financial Terms, is attached as Exhibit 1 hereto. The
aircraft that is the subject of the Lease is a Bombardier Inc. BD-700-1A10 (Global Express)
bearing United States Registration N888ZJ (the "Aircraft").
According to court filings by the Chapter 11 Trustee:
 Debtor Zetta Jet PTE, Ltd. is the parent and sole shareholder of Debtor Zetta Jet
USA, Inc.;
 Debtor Zetta Jet USA, Inc. has had its main office and hanger base in Burbank,
California and Debtor Zetta Jet PTE, Ltd. has had its main office in Singapore
with some of its management residing in Burbank, California; and
 Debtor Zetta Jet USA, Inc. holds a Part 135 Air Carrier and Operator Certificate
with the United States Federal Aviation Administration.
Debtor Zetta Jet PTE, Ltd. and Debtor Zetta Jet USA, Inc. are referred to collectively
herein as "Debtors."
Ample is informed and believes that Debtor Zetta Jet USA, Inc. used the Aircraft leased
to Debtor Zetta Jet PTE, Ltd. on an exclusive basis in conducting its business, either as Debtor
Zetta Jet PTE, Ltd.'s subsidiary, sublessee, agent or other arrangement.
The Lease term was sixty (60) months from delivery of the Aircraft, which occurred on
October 5, 2016, with monthly Lease rent of $200,000 per month for the first thirty-six (36)
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months of the Lease term and monthly Lease rent of $180,000 per month for the last twenty-four
(24) months of the Lease term.
Under the Lease, the duties and obligations of the lessee (i.e., the Debtors) included,
among other things:
 to pay rent on the monthly basis in the amounts set forth in the Lease;
 to pay all operating costs and expenses of the Aircraft,
 to maintain and continue all required records regarding the Aircraft;
 to maintain the Aircraft, as specified in the Lease, including enrollment of the
Aircraft's engines in an engine maintenance service program with Jet Support
Services, Inc. ("JSSI");
 to insure the Aircraft, as specified in the Lease;
 to pay all taxes, as specified in the Lease;
 to keep the Aircraft free of any lien, charge, security interest or encumbrance;
and
 to return the Aircraft, at lessee's expense, to either Shanghai, People's Republic of
China or Hong Kong, Special Administrative Region of the People's Republic of
China, in at least as good a condition as when delivered to the lessee.
Debtor Zetta Jet PTE, Ltd. and Debtor Zetta Jet USA, Inc. filed voluntary petitions for
relief under Chapter 11 on September 15, 2017 ("Petition Date"), commencing bankruptcy cases
2:17-bk-21387-SK and 2:17-bk-21386-SK, respectively.
The Debtors continued to use the Aircraft in commercial service to generate revenue after
the Petition Date in the case.
The Debtors ceased doing business on November 30, 2017.
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Pursuant to orders entered by the Bankruptcy Court on December 4, 2017, the Debtors'
bankruptcy cases were converted from Chapter 11 to Chapter 7.
Pursuant to an order of the Bankruptcy Court entered on December 18, 2017 following a
hearing on December 7, 2017, the Lease was rejected retroactively to be effective as of
November 13, 2017.
At the time of rejection, the Debtors had not paid rent under the Lease since July 2017;
the Aircraft had been damaged during the term of the Lease after the Petition Date and was
thereby rendered not airworthy; and the Aircraft was subject to liens and encumbrances
occurring during the term of the Lease.
Upon rejection, the Debtors failed to surrender and return the Aircraft, as required under
the Lease. Instead, on November 16, 2017, the Debtors advised Ample that the Aircraft was
located at the Le Bourget airport in Paris, France, on an outside ramp at JetEx FBO incurring
parking charges, and that the Aircraft was not in airworthy condition after it was damaged during
a November 11, 2017 post-petition charter to Paris. The Debtors further advised Ample that the
estimated cost to repair and return the Aircraft to airworthy condition was approximately
$70,000, which the Debtors intended to make in order to return the Aircraft to service. On
November 29, 2017, the Debtors advised Ample they did not have the funds to return the
Aircraft to airworthy condition or to deliver the Aircraft to Ample, each as required under the
Lease, and that Ample should arrange to take possession of the Aircraft in Paris. Ample
subsequently arranged to have the Aircraft towed to a secure hanger, after the Debtors failed to
return the keys for the Aircraft, the Aircraft was left open, and the Debtors could not identify
where the keys were located within the Aircraft. Ample then made the necessary arrangements
to have the Aircraft repaired.
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At the time of filing this Proof of Claim, Ample does not know the full extent and amount
of the damages it has suffered because of the Debtors' use and operation of the Aircraft after the
Petition Date and breaches of the Lease.
POST-PETITION STIPULATION AND ORDER
On September 28, 2017, the Debtors and Ample entered into a Stipulation Between
Debtors and Ample United Limited Resolving Disputes Between the Parties Regarding
Performance Due Under Aircraft Lese Agreement and Block Hour Program Agreement
("Stipulation"). A true and correct copy of the Stipulation is attached hereto as Exhibit 2.
Under the Stipulation, Ample advanced the sum of $500,000 to provide interim cash flow to the
Debtors and facilitate the Debtors' continued operation. In exchange, the Debtors agreed to
honor Ample's requests for post-petition flight services from October 9, 2017 through December
31, 2017, to the extent the Debtors continued to operate in the ordinary course of business,
without further payment by Ample. The Stipulation also provided, among other things, that until
the Lease was rejected, the Debtors were required to perform all of the obligations under the
Lease other than payment of Lease rent. The Stipulation and its terms were binding upon all
affected parties, including any Chapter 11 or Chapter 7 trustee subsequently appointed. On
October 2, 2017, the Court entered its Order Approving Stipulation Between Debtors and Ample
United Limited Resolving Disputes Between the Parties Regarding Performance Due Under
Aircraft Lease Agreement and Block Hour Program Agreement ("Order"), approving the
Stipulation in its entirety. A true and correct copy of the Order is attached hereto as Exhibit 3.
Upon the appointment of the Chapter 11 trustee in the case, and despite Ample's payment
of the $500,000, the Debtors breached the Stipulation and Order, and refused to honor their
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Case 2:17-bk-21386-SK ·Doc422- Filedll/22/17-Entered-11/22/1-710:52:17- ······Dese-
Main Document Page 6 of 34
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I hereby certify this is a
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AlRCRAFT LEASE AGREE:MENT
This. AlRCRAFT LEASE AGREEIY.IENT (this "Agreement") is entered foto this
_i!E_day of Q~, 2015 by and between WELLS FARGO BANK NORTHWEST,
NATIONAL ASSOCIATION, a national banking association organized and existing
under the laws of the United States of America, not in its individual cap?city but solely
as owner trustee, as lessor ("Lessor"), and ZETTA JET PTE LTD, a Singapore private
limited company, as lessee ("Lessee"). ·
Lessor and Lessee are each a "Party" to this Agreement and are sometimes
collectively referred to hereinafter as the "Parties".
NOW THEREFORE, the Parties agtee as follows.
1. Leased Aircraft (the "Aircraft"}.
Make &Model Bombardier Inc., BD-700-lA l 0 (Global Express)
Registration Number VP-CLY (to be changed to N888ZJ)
Serial Number 9071
Engine Make & Model Rolls-Royce Deutschland Ltd & Co KG, BR700-
7 l OA2-20
Engine Serial Numbers 12254 and 12257
Aux;i/iary Power Unit Model Honeywelllntemational Inc., RE220
APU Serial Number P~l 79
Lessor hereby leases to Lessee, and Lessee hereby leases from Lessor, on an
exclusive basis and upon the tenns and conditions contl'\ined herein, the Aircraft,
together with and including all the appliances, components, parts, avionics,
instruments, appurtenances, accessories, furnishings, and other equipment of whatever
nature incorporated or installed in or attached to the airframe or any engine, and all
manuals, records and logbooks.
2. Term.
will
The term of leasing of the Aircraft commence on the Delivery Date (defu}ed in
Section 4 below) and continue for a period of sixty (60) months (the "Term").
3. Wi~Fi, 12C, Deposit, Rent, Operating Costs & Maintenance Programs.
a. Pre-Delivery Date Work Scope, Lessor's obligation to least;t, and Lessee's
____o .b_ligatiQn to take on lease, the Aircraft shall be subject to the completion of,
and payment for, the items tnore particularly described in Exhibit A (Pre
Delivery Date Work Scope) (the "Pre~Delivery Date Work Scope"), which is
an integral part of this Agreement and incorporated herein by this reference,.
b. Deposit. To secure Lessee's performance under this Agreement, Lessee shall
deposit with Lessor prior to the Delivery Date a security deposit (the
"Security Deposit") in the amount described in paragraph A of Schedule D.
Lessor shall hold the Security Deposit in a separate account designated for that
purpose and shall not co-m.i.:r{g]e the funds with any other monies of Lessor.
Following the return of the Aircraft to Lessor in conformity with the