Common use of Compliance with Laws and Privacy Policy; Certification Clause in Contracts

Compliance with Laws and Privacy Policy; Certification. Throughout the term of this Agreement, Gogo will (at its sole cost and expense) comply with all laws, rules and regulations, including without limitation CALEA (Communications Assistance for Law Enforcement Act), applicable to Connectivity Services, Ancillary Services and/or the System and shall obtain and maintain all required Certifications. Gogo will obtain any required Ku Certifications for each country in the Territory; provided, however, that if Gogo fails to obtain any such Ku Certification and the affected country is not a country in which Ku Connectivity Services are provided on any Retrofit A/C, Gogo shall not be deemed to be in breach of this contract by reason of such failure. A list of the countries in which any required Ku Certifications shall be obtained by Gogo has been prepared and is attached as Exhibit T. Notwithstanding anything to the contrary contained herein, if Gogo uses its best efforts to obtain Ku Certification in any country in the Territory and such country has not approved Ku-based in-flight connectivity services offered by any provider, such failure shall not be deemed to be a breach of this Agreement. Gogo undertakes no obligation to obtain any Ka-related Certifications until such time as the GX Technology Type is made available hereunder. American acknowledges that Gogo has provided to American copies of a certificate from Neustar Inc., Gogo’s third party advisor, as to Gogo’s CALEA compliance as of June 30, 2008. Throughout the term, Gogo will provide to American, as received, copies of other certificates, if any, issued by Neustar or any law enforcement agency or regulatory body regarding compliance with CALEA or other applicable laws, rules or regulations, including the Certifications, and will notify American, promptly upon receipt, of any suspensions, cancellations, revocations or withdrawals of any such certifications. Gogo represents and warrants to American that to the best of its knowledge and belief it is in material compliance with all such laws, rules and regulations. Notwithstanding anything to the contrary set forth in Section 9.5 of this Agreement, if at any time American has reasonable grounds to believe that Gogo does not have all required Certifications or otherwise is not in material compliance with all applicable laws, rules or regulations, including without limitation CALEA and any applicable international intercept laws, American may refuse to turn on Connectivity Services (if prior to Revenue Launch) on Retrofit A/C when operating in any affected country or cause Connectivity Services to be turned off (if after Revenue Launch) on all Retrofit A/C when operating in any affected country until such time as Gogo can demonstrate, to American’s reasonable satisfaction, that it has all such Certifications and otherwise is in material compliance. Gogo will also comply with the Privacy Policy that Gogo provides to Connectivity Services Users.

Compliance with Laws and Privacy Policy; Certification. Throughout the term of this AgreementTerm, Gogo will (at its sole cost and expense) [***] comply with all laws, rules and regulations, including without limitation CALEA (Communications Assistance for Law Enforcement Act)Act (CALEA) and any requirements related to website accessibility or net neutrality, applicable to Connectivity Gogo in connection with its performance under this Agreement, including its provision of Gogo Services, Ancillary Services and/or the System and shall obtain and maintain all required Certifications. Without limiting the foregoing, Gogo will obtain any required Ku Certifications related to the ATG Solution and ATG4 Solution from the United States, Canada and any other country in the Territory, if any, in which the ATG network operates and Certifications related to the 2Ku Technology Type for each country in the Territory; provided, however, that (a) if Gogo fails to obtain any such Ku Certification related to the 2Ku Solution and the affected country is not a country in which Ku satellite-based Connectivity Services are legally provided on any Retrofit A/C, Gogo shall not be deemed to be in breach of this contract Agreement by reason of such failure and (b) if the Certifications obtained by Gogo in any affected country do not extend to ground-based Connectivity Service and the affected country is not a country in which ground-based Connectivity Services are legally provided on any Retrofit A/C, Gogo shall not be deemed to be in breach of this Agreement by reason of such failure. A list of the countries in which any required Ku Certifications related to the 2Ku Solution shall be obtained by Gogo has been prepared and is attached as Exhibit T. Q. Notwithstanding anything to the contrary contained herein, if Gogo uses its best efforts to obtain Ku Certification related to the 2Ku Solution in any country in the Territory and such country has not approved KuKu band-based in-flight connectivity services offered by any provider, such failure shall not be deemed to be a breach of this Agreement. Gogo undertakes no obligation to obtain any Ka-related Certifications until such time as unrelated to the GX Technology Type is made available hereunderTypes. American acknowledges that Within [***] of the Effective Date, Gogo has provided to will provide American copies of a certificate from Neustar Inc.Subsentio, Gogo’s third party advisor, as to Gogo’s CALEA compliance as of June 30, 2008a date during such [***]. Throughout the term, Gogo will provide to American, as received, copies of other certificates, if any, issued by Neustar Subsentio or any law enforcement agency or regulatory body regarding compliance with CALEA or other applicable laws, rules or regulations, including the Certifications, and will notify American, promptly upon receipt, of any suspensions, cancellations, revocations or withdrawals of any such certificationsCertifications. Gogo represents and warrants to American that to the best of its knowledge and belief it is in material compliance with all such laws, rules and regulations. Notwithstanding anything to the contrary set forth in Section 9.5 10.5 of this Agreement, if at any time American has reasonable grounds to believe that Gogo does not have all required Certifications or otherwise is not in material compliance with all applicable laws, rules or regulations, including without limitation CALEA and any applicable international intercept laws, American may prior to EIS for Retrofit A/C equipped with the 2Ku Solution refuse to turn on Connectivity Services (or ground-based Connectivity Services if prior to Revenue Launchnoncompliance is limited thereto) on Retrofit A/C when operating in any affected country or after EIS for Retrofit A/C equipped with the 2Ku Solution cause Connectivity Services (or ground-based Connectivity Services if noncompliance is limited thereto) to be turned off (if after Revenue Launch) on all Retrofit A/C when operating in any affected country until such time as Gogo can demonstrate, to American’s reasonable satisfaction, that it has all such Certifications and otherwise is in material compliance. Gogo will also comply with the Privacy Policy that Gogo provides to Connectivity Services Users. Gogo will reasonably assist American with its compliance with laws and regulations applicable to American by reason of its performance hereunder and will use good faith efforts to comply with reasonable requests made by American with respect to Gogo’s administration of any “bug bounty” program, as such program may relate to Retrofit A/C or the Gogo Services.

Compliance with Laws and Privacy Policy; Certification. Throughout the term of this Agreement, Gogo will (at its sole cost and expense) comply with all laws, rules and regulations, including without limitation CALEA (Communications Assistance for Law Enforcement Act), applicable to Connectivity Services, Ancillary Services and/or the System and shall obtain and maintain all required Certifications. Gogo will obtain any required Ku Certifications for each country in the Territory; provided, however, that if Gogo fails to obtain any such Ku Certification and the affected country is not a country in which Ku Connectivity Services are provided on any Retrofit A/C, Gogo shall not be deemed to be in breach of this contract by reason of such failure. A list of the countries in which any required Ku Certifications shall be obtained by Gogo has been prepared and is attached as Exhibit T. Notwithstanding anything to the contrary contained herein, if Gogo uses its best efforts to obtain Ku Certification in any country in the Territory and such country has not approved Ku-based in-flight connectivity services offered by any provider, such failure shall not be deemed to be a breach of this Agreement. Gogo undertakes no obligation to obtain any Ka-related Certifications until such time as the GX Technology Type is made available hereunder. American acknowledges that Gogo has provided to American copies of a certificate from Neustar Inc., Gogo’s third party advisor, as to Gogo’s CALEA compliance as of June 30, 2008. Throughout the term, Gogo will provide to American, as received, copies of other certificates, if any, issued by Neustar or any law enforcement agency or regulatory body regarding compliance with CALEA or other applicable laws, rules or regulations, including the Certifications, and will notify American, promptly upon receipt, of any suspensions, cancellations, revocations or withdrawals of any such certifications. Gogo represents and warrants to American Airlines Inc. and Gogo LLC Confidential and Proprietary Information American that to the best of its knowledge and belief it is in material compliance with all such laws, rules and regulations. Notwithstanding anything to the contrary set forth in Section 9.5 of this Agreement, if at any time American has reasonable grounds to believe that Gogo does not have all required Certifications or otherwise is not in material compliance with all applicable laws, rules or regulations, including without limitation CALEA and any applicable international intercept laws, American may refuse to turn on Connectivity Services (if prior to Revenue Launch) on Retrofit A/C when operating in any affected country or cause Connectivity Services to be turned off (if after Revenue Launch) on all Retrofit A/C when operating in any affected country until such time as Gogo can demonstrate, to American’s reasonable satisfaction, that it has all such Certifications and otherwise is in material compliance. Gogo will also comply with the Privacy Policy that Gogo provides to Connectivity Services Users.

Compliance with Laws and Privacy Policy; Certification. Throughout the term of this AgreementTerm, Gogo will (at its sole cost and expense) [***] comply with all laws, rules and regulations, including without limitation CALEA (Communications Assistance for Law Enforcement Act)Act (CALEA) and any requirements related to website accessibility or net neutrality, applicable to Connectivity Gogo in connection with its performance under this Agreement, including its provision of Gogo Services, Ancillary Services and/or the System and shall obtain and maintain all required Certifications. Without limiting the foregoing, Gogo will obtain any required Ku Certifications related to the ATG Solution and ATG4 Solution from the United States, Canada and any other country in the Territory, if any, in which the ATG network operates and Certifications related to the 2Ku Technology Type for each country in the Territory; provided, however, that (a) if Gogo fails to obtain any such Ku Certification related to the 2Ku Solution and the affected country is not a country in which Ku satellite-based Connectivity Services are legally provided on any Retrofit A/C, Gogo shall not be deemed to be in breach of this contract Agreement by reason of such failure and (b) if the Certifications obtained by Gogo in any affected country do not extend to ground-based Connectivity Service and the affected country is not a country in which ground-based Connectivity Services are legally provided on any Retrofit A/C, Gogo shall not be deemed to be in breach of this Agreement by reason of such failure. A list of the countries in which any required Ku Certifications related to the 2Ku Solution shall be obtained by Gogo has been prepared and is attached as Exhibit T. Q. Notwithstanding anything to the contrary contained herein, if Gogo uses its best efforts to obtain Ku Certification related to the 2Ku Solution in any country in the Territory and such country has not approved KuKu band-based in-flight connectivity services offered by any provider, such failure shall not be deemed to be a breach of this Agreement. Gogo undertakes no obligation to obtain any KaCertifications American Airlines, Inc. and Gogo LLC Confidential and Proprietary Information Unified In-related Certifications until such time as Flight Connectivity Hardware, Services and Maintenance Agreement unrelated to the GX Technology Type is made available hereunderTypes. American acknowledges that Within [***] of the Effective Date, Gogo has provided to will provide American copies of a certificate from Neustar Inc.Subsentio, Gogo’s third party advisor, as to Gogo’s CALEA compliance as of June 30, 2008a date during such [***]. Throughout the term, Gogo will provide to American, as received, copies of other certificates, if any, issued by Neustar Subsentio or any law enforcement agency or regulatory body regarding compliance with CALEA or other applicable laws, rules or regulations, including the Certifications, and will notify American, promptly upon receipt, of any suspensions, cancellations, revocations or withdrawals of any such certificationsCertifications. Gogo represents and warrants to American that to the best of its knowledge and belief it is in material compliance with all such laws, rules and regulations. Notwithstanding anything to the contrary set forth in Section 9.5 10.5 of this Agreement, if at any time American has reasonable grounds to believe that Gogo does not have all required Certifications or otherwise is not in material compliance with all applicable laws, rules or regulations, including without limitation CALEA and any applicable international intercept laws, American may prior to EIS for Retrofit A/C equipped with the 2Ku Solution refuse to turn on Connectivity Services (or ground-based Connectivity Services if prior to Revenue Launchnoncompliance is limited thereto) on Retrofit A/C when operating in any affected country or after EIS for Retrofit A/C equipped with the 2Ku Solution cause Connectivity Services (or ground-based Connectivity Services if noncompliance is limited thereto) to be turned off (if after Revenue Launch) on all Retrofit A/C when operating in any affected country until such time as Gogo can demonstrate, to American’s reasonable satisfaction, that it has all such Certifications and otherwise is in material compliance. Gogo will also comply with the Privacy Policy that Gogo provides to Connectivity Services Users. Gogo will reasonably assist American with its compliance with laws and regulations applicable to American by reason of its performance hereunder and will use good faith efforts to comply with reasonable requests made by American with respect to Gogo’s administration of any “bug bounty” program, as such program may relate to Retrofit A/C or the Gogo Services.