Common use of COUNTERFEIT GOODS Clause in Contracts

COUNTERFEIT GOODS. Seller agrees that it will not furnish to Jeppesen Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” or “Original Component Manufacturer” (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for this PO under which they were delivered. Seller will implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen under this PO are not Counterfeit Goods. Seller’s strategy will include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen under this PO, Seller promptly, but in no case later than thirty (30) days from discovery, will notify Jeppesen in writing and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- approved Goods that conform to the requirements of this PO. Seller will be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will ensure that all such subcontractors comply with the requirements of this Section.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than sixty (60) days after discovery. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-re- work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods goods that conform to the requirements of this POContract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than sixty (60) days after discovery. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-re- work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy processes to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Such processes are subject to Buyer review. Seller’s strategy will processes shall include, but is are not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the delivery or replacement of Counterfeit Goods, installation of authentic Goods, and including any testing or validation costs necessitated by the installation of authentic Goods after the in replacement of Counterfeit Goods have been replaced. Goods. d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish to Jeppesen Buyer any Goods under this contract that are “Counterfeit Goods,” defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (viv) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for this PO under which they were delivered. . b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-non- authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. c. Counterfeit Goods delivered or furnished to Buyer under this contract are deemed nonconforming. If Seller Xxxxxx becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POcontract, Seller promptly, but in no case later than thirty (30) days from discovery, will promptly shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POcontract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. The remedies contained in this article are in addition to any remedies Buyer may have at law, equity, or under other provisions of this contract. d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this Sectionarticle.

COUNTERFEIT GOODS. i. Seller agrees represents that it will shall not furnish counterfeit goods to Jeppesen Goods Buyer, defined as goods or separately-separately- identifiable items or components of Goods thatgoods that may without limitation: (i) are be an unauthorized copy or substitute of an “Original Equipment Manufacturer” original equipment manufacturer or “Original Component Manufacturer” original component manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or as new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes; or (vi) have not acted as or engaged an independent distributor, non- authorized supplier, non-authorized distributor, non-franchised distributor, broker, or non-authorized reseller (collectively “Counterfeit GoodsNon-Franchised Source”), unless Buyer has provided prior written approval. Notwithstanding the foregoing, Any requests to Buyer to include Non-Franchised Source Goods or items components of Goods shall include complete and compelling support. ii. Seller warrants that contain modificationsit has, repairsand maintains, rea Counterfeit Item risk mitigation process for internal processes and with its suppliers. Sellers Counterfeit Item risk mitigation process shall include processes for screening US Government Industry Data Exchange Program (GIDEP) reports. iii. Counterfeit goods shall be deemed non-workconforming, and in addition to any other rights Buyer may have at law or pursuant to this Contract, Seller shall disclose the source of the counterfeit good to Buyer and cooperate with Buyer with respect to any investigations or remedial actions undertaken by Buyer or Xxxxx’s customer. Seller shall provide to Buyer, upon Buyer’s reasonable request, the identity of its suppliers and/or the location of manufacture of the goods or any subcomponents of the goods, or re-marking provision of services, as a result of Seller’s or its subcontractor’s design authorityapplicable, material review procedures, quality control processes or parts management plans, to confirm compliance with legal and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for regulatory requirements and this PO under which they were delivered. Seller will implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen under this PO are not Counterfeit Goods. Seller’s strategy will include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen under this PO, Seller promptly, but in no case later than thirty (30) days from discovery, will notify Jeppesen in writing and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- approved Goods that conform to the requirements of this PO. Seller will be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will ensure that all such subcontractors comply with the requirements of this SectionContract.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods Services or items that contain modifications, repairs, re-re- work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy process to ensure that Goods goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Such processes are subject to Buyer review. Seller’s strategy will processes shall include, but is are not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the delivery or replacement of Counterfeit Goods, installation of authentic Goods, and including any testing or validation costs necessitated by the installation of authentic Goods after the goods in replacement of Counterfeit Goods have been replaced. Goods. d. Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-re- work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-re- work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than sixty (60) days after discovery. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods Services or items that contain modifications, repairs, re-re- work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy processes to ensure that Goods goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Such processes are subject to Buyer review. Seller’s strategy will processes shall include, but is are not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the delivery or replacement of Counterfeit Goods, installation of authentic Goods, and Goods including any testing or validation costs necessitated by the installation of authentic Goods after the goods in replacement of Counterfeit Goods have been replaced. Goods. d. Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-re- work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming to the applicable Contract for this PO under which they were delivered. . b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than sixty (60) days after discovery. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-re- work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods goods that conform to the requirements of this POContract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than sixty (60) days after discovery. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods goods that conform to the requirements of this POContract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than sixty (60) days after discovery. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. Seller agrees that it will not furnish to Jeppesen Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” or “Original Component Manufacturer” (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”)21.1. Notwithstanding the foregoingdefinition of Counterfeit Goods in Article 2, Goods or items that which contain modifications, repairs, re-workrework, or re-marking as a result of Seller’s 's or its subcontractorsupplier’s design authority, material review procedures, quality control processes processes, or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were deliveredSubcontract. 21.2. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Subcontract are not Counterfeit Goods. Seller’s 's strategy will shall include, but is not limited to, the direct procurement of items from OEMs OEMs/OCMs or authorized suppliers, suppliers and/or conducting approved testing or inspection to ensure the authenticity of items, and, when . When items are to be procured from non-authorized (independent) suppliers, obtaining approval must first be obtained from the Buyer’s Authorized Procurement Agent. If approved, Seller must obtain from such non-authorized suppliers appropriate certificates Certificates of conformance Conformance that provide one or more of the following: (i) the OEM’s /OCM original certificate Certificate of conformance Conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM/OCM; or (iii) test and inspection records demonstrating the item’s authenticity. 21.3. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POSubcontract, Seller shall promptly, but in no case later than thirty ten (3010) days from discovery, notify the Buyer. Reporting to the Government-Industry Data Exchange Program (GIDEP) (xxxxx://xxx.xxxxx.xxx/) shall also be made by the Seller no later than sixty (60) days after discovery and in accordance with the requirements in FAR 52.246-26 Reporting Nonconforming Items. 21.4. If Suspected Unapproved/Counterfeit Goods are furnished under this Subcontract and are found in any of the Goods delivered hereunder, such items will notify Jeppesen in writing and be impounded by Buyer. The Seller shall promptly replace, at Seller’s expense, such Suspected Unapproved/Counterfeit Goods with OEM OEM/OCM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POSubcontract. The Seller will shall be liable for all costs related relating to the removal and replacement of Counterfeit said Goods, installation of authentic Goods, and any including testing or validation necessitated by the installation of authentic Goods after the Counterfeit counterfeit Goods have been replaced. Buyer reserves all contractual rights and remedies to address grievances and detrimental impacts caused by suspect unapproved/counterfeit parts. 21.5. Seller bears responsibility for procuring authentic Goods or items from its subcontractors suppliers and will shall ensure that all such subcontractors suppliers comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-re- work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy processes to ensure that Goods goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Such processes are subject to Buyer review. Seller’s strategy will processes shall include, but is are not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods goods that conform to the requirements of this POContract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than sixty (60) days after discovery. Seller will shall be liable for all costs related to the delivery or replacement of Counterfeit Goods, installation of authentic Goods, and Goods including any testing or validation costs necessitated by the installation of authentic Goods after the goods in replacement of Counterfeit Goods have been replaced. Goods. d. Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods Services or items that contain modifications, repairs, re-re- work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy processes to ensure that Goods goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Such processes are subject to Buyer review. Seller’s strategy will processes shall include, but is are not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods goods that conform to the requirements of this POContract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than sixty (60) days after discovery. Seller will shall be liable for all costs related to the delivery or replacement of Counterfeit Goods, installation of authentic Goods, and including any testing or validation costs necessitated by the installation of authentic Goods after the goods in replacement of Counterfeit Goods have been replaced. Goods. d. Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods Services or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-re- work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming to the applicable Contract for this PO under which they were delivered. . b. Seller will shall implement and/or maintain an appropriate strategy processes to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Such processes are subject to Buyer review. Seller’s strategy will processes shall include, but is are not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than sixty (60) days after discovery. Seller will shall be liable for all costs related to the delivery or replacement of Counterfeit Goods, installation of authentic Goods, and including any testing or validation costs necessitated by the installation of authentic Goods after the in replacement of Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods Services or items that contain modifications, repairs, re-re- work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish to Jeppesen Buyer any Goods under this Contract that are “Counterfeit Goods,” defined as Goods or separately-identifiable ide ntifiable items or components compone nts of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Equipme nt Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity authentic ity in OEM design and manufacture; (iii) do not contain conta in proper external externa l or internal interna l materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeled, repairedrepaire d, refurbished, or otherwise modified modifie d from OEM design but not disclosed as such or are represented as OEM authentic or new; or (viv) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for this PO under which they were delivered. . b. Seller will shall implement and/or maintain an appropriate strategy to ensure e nsure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. SellerSe ller’s strategy will includesha ll inc lude, but is not limited to, the direct procurement procureme nt of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity authentic ity of items, and, when items are to be procured proc ured from non-authorized authorize d suppliers, obtaining obta ining from such non-authorized authorize d suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the itemite m; (ii) sufficient suffic ient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticityauthentic ity. c. Counterfeit Goods delivered or furnished to Buyer under this Contract are deemed nonconforming. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will promptly shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. Seller will Se ller shall be liable for all costs c osts related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation va lidation necessitated by the installation insta llation of authentic Goods after the Counterfeit Goods have been replaced. The remedies contained in this article are in addition to any remedies Buyer may have at law, equity, or under other provisions of this Contract. d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements require ments of this Sectionarticle.

COUNTERFEIT GOODS. (i) Seller agrees represents that it will shall not furnish counterfeit goods to Jeppesen Goods Buyer, defined as goods or separately-separately- identifiable items or components of Goods thatgoods that may without limitation: (i) are be an unauthorized copy or substitute of an “Original Equipment Manufacturer” original equipment manufacturer or “Original Component Manufacturer” original component manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or as new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes; or (vi) have not acted as or engaged an independent distributor, non- authorized supplier, non-authorized distributor, non-franchised distributor, broker, or non-authorized reseller (collectively “Counterfeit GoodsNon-Franchised Source”), unless Buyer has provided prior written approval. Notwithstanding the foregoing, Any requests to Buyer to include Non-Franchised Source Goods or items that contain modifications, repairs, re-work, or re-marking as a result components of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, Goods shall include complete and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for this PO under which they were delivered. Seller will implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen under this PO are not Counterfeit Goods. Seller’s strategy will include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; compelling support. (ii) sufficient records providing unbroken supply chain traceability to the OEM; or Seller warrants that it has, and maintains, a Counterfeit Item risk mitigation process for internal processes and with its suppliers. Sellers Counterfeit Item risk mitigation process shall include processes for screening US Government Industry Data Exchange Program (GIDEP) reports. (iii) test Counterfeit goods shall be deemed non-conforming, and inspection records demonstrating the item’s authenticity. If Seller becomes aware in addition to any other rights Buyer may have at law or suspects that it has furnished Counterfeit Goods pursuant to Jeppesen under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will notify Jeppesen in writing shall disclose the source of the counterfeit good to Buyer and replace, at Seller’s expense, such Counterfeit Goods cooperate with OEM Buyer with respect to any investigations or Jeppesen- approved Goods that conform to the requirements of this POremedial actions undertaken by Xxxxx. Seller will be liable for all costs related shall provide to Buyer, upon Buyer’s reasonable request, the replacement identity of Counterfeit Goodsits suppliers and/or the location of manufacture of the goods or any subcomponents of the goods, installation or provision of authentic Goodsservices, as applicable, to confirm compliance with legal and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. Seller bears responsibility for procuring authentic Goods or items from its subcontractors regulatory requirements and will ensure that all such subcontractors comply with the requirements of this SectionContract.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-re- work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy processes to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Such processes are subject to Buyer review. Seller’s strategy will processes shall include, but is are not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than sixty (60) days after discovery. Seller will shall be liable for all costs related to the delivery or replacement of Counterfeit Goods, installation of authentic Goods, and Goods including any testing or validation costs necessitated by the installation of authentic Goods after the in replacement of Counterfeit Goods have been replaced. Goods. d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a) Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. PO. b) Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods goods furnished to Jeppesen Buyer under this PO are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c) If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this PO, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods goods that conform to the requirements of this PO. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods goods after the Counterfeit Goods have been replaced. . d) Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods goods that conform to the requirements of this POContract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than sixty (60) days after discovery. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods Services or items that contain modifications, repairs, re-re- work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. i. Seller agrees represents that it will shall not furnish counterfeit goods to Jeppesen Goods Buyer, defined as goods or separately-separately- identifiable items or components of Goods thatgoods that may without limitation: (i) are be an unauthorized copy or substitute of an “Original Equipment Manufacturer” original equipment manufacturer or “Original Component Manufacturer” original component manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or as new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes; or (vi) have not acted as or engaged an independent distributor, non- authorized supplier, non-authorized distributor, non-franchised distributor, broker, or non-authorized reseller (collectively “Counterfeit GoodsNon-Franchised Source”), unless Buyer has provided prior written approval. Notwithstanding the foregoing, Any requests to Buyer to include Non-Franchised Source Goods or items components of Goods shall include complete and compelling support. ii. Seller warrants that contain modificationsit has, repairsand maintains, rea Counterfeit Item risk mitigation process for internal processes and with its suppliers. iii. Counterfeit goods shall be deemed non-workconforming, and in addition to any other rights Buyer may have at law or pursuant to this Contract, Seller shall disclose the source of the counterfeit good to Buyer and cooperate with Buyer with respect to any investigations or remedial actions undertaken by Buyer or Xxxxx’s customer. Seller shall provide to Buyer, upon Buyer’s reasonable request, the identity of its suppliers and/or the location of manufacture of the goods or any subcomponents of the goods, or re-marking provision of services, as a result of Seller’s or its subcontractor’s design authorityapplicable, material review procedures, quality control processes or parts management plans, to confirm compliance with legal and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for regulatory requirements and this PO under which they were delivered. Seller will implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen under this PO are not Counterfeit Goods. Seller’s strategy will include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen under this PO, Seller promptly, but in no case later than thirty (30) days from discovery, will notify Jeppesen in writing and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- approved Goods that conform to the requirements of this PO. Seller will be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will ensure that all such subcontractors comply with the requirements of this SectionContract.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-separately- identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeledlabelled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractorSeller’s Subcontractors’ design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will include, but is not limited to, shall include the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-non- authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) 30 days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer- approved Goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors Seller’s Subcontractors and will shall ensure that all such subcontractors Seller Subcontractors comply with the requirements of this Sectionarticle 14.

COUNTERFEIT GOODS. i. Seller agrees represents that it will shall not furnish counterfeit goods to Jeppesen Goods Buyer, defined as goods or separately-separately- identifiable items or components of Goods thatgoods that may without limitation: (i) are be an unauthorized copy or substitute of an “Original Equipment Manufacturer” original equipment manufacturer or “Original Component Manufacturer” original component manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or as new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes; or (vi) have not acted as or engaged an independent distributor, non- authorized supplier, non-authorized distributor, non-franchised distributor, broker, or non-authorized reseller (collectively “Counterfeit GoodsNon-Franchised Source”), unless Buyer has provided prior written approval. Notwithstanding the foregoing, Any requests to Buyer to include Non-Franchised Source Goods or items components of Goods shall include complete and compelling support. ii. Seller warrants that contain modificationsit has, repairsand maintains, rea Counterfeit Item risk mitigation process for internal processes and with its suppliers. Sellers Counterfeit Item risk mitigation process shall include processes for screening US Government Industry Data Exchange Program (GIDEP) reports. iii. Counterfeit goods shall be deemed non-workconforming, and in addition to any other rights Buyer may have at law or pursuant to this Contract, Seller shall disclose the source of the counterfeit good to Buyer and cooperate with Buyer with respect to any investigations or remedial actions undertaken by Buyer or Xxxxx’s customer. Seller shall provide to Buyer, upon Buyer’s reasonable request, the identity of its suppliers and/or the location of manufacture of the goods or any subcomponents of the goods, or reprovision of services, as applicable, to confirm compliance with legal and regulatory requirements and this Contract. This paragraph is a supplement to DFARS 252.246-marking as a result 7007, Contractor Counterfeit Electronic Part Detection and Avoidance System and DFARS 252.246-7008, Sources of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for this PO under which they were delivered. Seller will implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen under this PO are not Counterfeit Goods. Seller’s strategy will include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen under this PO, Seller promptly, but in no case later than thirty (30) days from discovery, will notify Jeppesen in writing and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- approved Goods that conform to the requirements of this PO. Seller will be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will ensure that all such subcontractors comply with the requirements of this SectionElectronic Parts.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-re- marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than sixty (60) days after discovery. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized authorized copy or substitute of an “Original Equipment Manufacturer” or “Original Component Manufacturer” Manufacturer (collectively, collectively “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- workedreworked , re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoingforgoing, Goods or items that contain modifications, repairs, re-workrework, or re-marking as a result of Seller’s or its subcontractor’s design authorityauthority , material review procedures, quality control processes or parts management plansplan, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not be limited to, the direct procurement of items from OEMs OEM or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iiiIII) test and or inspection records demonstrating demonstration the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than that thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer- approved Goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle. The rights of Buyer in this clause are in addition to any other rights provided by law or under this Contract.

COUNTERFEIT GOODS. Seller agrees that it will not furnish to Jeppesen Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” or “Original Component Manufacturer” (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”)21.1. Notwithstanding the foregoingdefinition of Counterfeit Goods in Article 2, Goods or items that which contain modifications, repairs, re-workrework, or re-marking as a result of Seller’s 's or its subcontractorsupplier’s design authority, material review procedures, quality control processes processes, or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were deliveredSubcontract. 21.2. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Subcontract are not Counterfeit Goods. Seller’s 's strategy will shall include, but is not limited to, the direct procurement of items from OEMs OEMs/OCMs or authorized suppliers, suppliers and/or conducting approved testing or inspection to ensure the authenticity of items, and, when . When items are to be procured from non-authorized (independent) suppliers, obtaining approval must first be obtained from the Buyer’s Authorized Procurement Agent. If approved, Seller must obtain from such non-authorized suppliers appropriate certificates Certificates of conformance Conformance that provide one or more of the following: (i) the OEM’s /OCM original certificate Certificate of conformance Conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM/OCM; or (iii) test and inspection records demonstrating the item’s authenticity. 21.3. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POSubcontract, Seller shall promptly, but in no case later than thirty ten (3010) days from discovery, notify the Buyer. Reporting to the Government-Industry Data Exchange Program (GIDEP) (xxxxx://xxx.xxxxx.xxx/) shall also be made by the Seller no later than sixty (60) days after discovery and in accordance with the requirements in FAR 52.246-26, NOV 2021, Reporting Nonconforming Items. 21.4. If Suspected Unapproved/Counterfeit Goods are furnished under this Subcontract and are found in any of the Goods delivered hereunder, such items will notify Jeppesen in writing and be impounded by Buyer. The Seller shall promptly replace, at Seller’s expense, such Suspected Unapproved/Counterfeit Goods with OEM OEM/OCM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POSubcontract. The Seller will shall be liable for all costs related relating to the removal and replacement of Counterfeit said Goods, installation of authentic Goods, and any including testing or validation necessitated by the installation of authentic Goods after the Counterfeit counterfeit Goods have been replaced. Buyer reserves all contractual rights and remedies to address grievances and detrimental impacts caused by suspect unapproved/counterfeit parts. 21.5. Seller bears responsibility for procuring authentic Goods or items from its subcontractors suppliers and will shall ensure that all such subcontractors suppliers comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish to Jeppesen Buyer any Goods under this Contract that are “Counterfeit Goods,” defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-re- marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for this PO under which they were delivered. . b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-non- authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. c. Counterfeit Goods delivered or furnished to Buyer under this Contract are deemed nonconforming. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will promptly shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. The remedies contained in this article are in addition to any remedies Buyer may have at law, equity, or under other provisions of this Contract. d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this Sectionarticle.

COUNTERFEIT GOODS. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractorSeller’s Subcontractors’ design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will include, but is not limited to, shall include the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) 30 days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer- approved Goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors Seller’s Subcontractors and will shall ensure that all such subcontractors Seller Subcontractors comply with the requirements of this Sectionarticle 14.

COUNTERFEIT GOODS. Seller agrees that it will not furnish warrants to Jeppesen Goods or separately-identifiable items or components Buyer, Xxxxx's successors, assigns, customer, and users of Goods that: sold by Buyer that all Goods provided hereunder shall not be Counterfeit. "counterfeit" shall mean a Good, or a part within a Good (i) are an unauthorized collectively in the Article "Item(s)"), that is a copy or substitute of an “Original Equipment Manufacturer” without legal right or “Original Component Manufacturer” (collectivelyauthority to do so, “OEM”or one whose material, performance, or characteristics are knowingly misrepresented by Seller. Counterfeit Goods include, but are not limited to Items which:(i) itemdo not contain the proper internal construction consistent with the ordered Items; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacturehave been used, refurbished, or reclaimed, but represented as new; (iii) do not contain proper external have a different package style or internal materials or components required by surface/plating than the OEM or are not constructed in accordance with OEM designordered Items; (iv) have not successfully completed the original manufacturer's full production and test processes, but have been re- worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or newcompleted; or (v) have not passed successfully all OEM required testingare sold with modified labeling or markings intended to misrepresent the form ,fit, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-workfunction, or re-marking as a result grade of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for this PO under which they were deliveredthe Item. Seller will implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen under this PO are not Counterfeit Goods. Seller’s strategy will include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test shall immediately quarantine goods and inspection records demonstrating the item’s authenticity. If notify Buyer if Seller becomes aware or suspects that it has furnished Counterfeit Items. When reasonably requested by Buyer, Seller shall provide Original Equipment Manufacturer documentation that authenticates traceability of the affected Goods to Jeppesen the applicable OEM. In the event that Goods delivered under this POOrder constitute or include Counterfeit Goods, Seller promptly, but in no case later than thirty (30) days from discovery, will notify Jeppesen in writing and replaceshall, at Seller’s its expense, promptly replace such Counterfeit Goods with OEM or Jeppesen- approved genuine Goods that conform conforming to the requirements of this POOrder. Notwithstanding any other provision in this Order, Seller will shall be liable for all costs related relating to the removal and replacement of Counterfeit Goods, installation including without limitation Seller's cost of authentic removing Counterfeit Goods, of reinserting replacement Goods, and of any testing or validation necessitated by the installation reinstallation of authentic Goods after the Counterfeit counterfeit Goods have been replacedexchanged. Seller bears responsibility for procuring authentic Goods The remedies contained in this paragraph are in addition to any remedies Buyer may have at law, equity, or items from its subcontractors and will ensure that all such subcontractors comply with the requirements of other provisions under this SectionOrder.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods Services or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. PO. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods goods furnished to Jeppesen Buyer under this PO are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller Xxxxxx becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this PO, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods goods that conform to the requirements of this PO. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish to Jeppesen Buyer any Goods under this Contract that are “Counterfeit Goods,” defined as Goods or separately-identifiable identifia ble items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity a uthentic ity in OEM design and manufacture; (iii) do not contain conta in proper external or internal materials or components required by the OEM or are not constructed c onstructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required re quired testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as . b. Seller shall imple ment an a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for this PO under which they were delivered. Seller will implement and/or maintain an appropriate ppropriate strategy to ensure that Goods furnished xxxxxxxx d to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will includeshall inc lude , but is not limited to, the direct procurement of items ite ms from OEMs or authorized authorize d suppliers, conducting approved testing or inspection to ensure the authenticity authentic ity of items, and, when items are to be procured procure d from non-authorized suppliers, obtaining obta ining from such non-authorized authorize d suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original origina l certificate of conformance for the item; (ii) sufficient suffic ient records providing unbroken supply chain cha in traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticityauthentic ity. c. Counterfeit Goods delivered or furnished to Buyer under this Contract are deemed nonconforming. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will promptly shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Counterfe it Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements requireme nts of this POContract. Seller will sha ll be liable lia ble for all a ll costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation insta llation of authentic Goods after the Counterfeit Counterfe it Goods have been replaced. The remedies contained in this article are in addition to any remedies Buyer may have at law, equity, or under other provisions of this Contract. d. Seller bears responsibility for procuring authentic authe ntic Goods or items from its subcontractors and will shall ensure that all such subcontractors subc ontractors comply with the requirements of this Sectionarticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “"OEM”") item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeledrelabeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for this PO under which they were delivered. not b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish to Jeppesen Buyer any Goods under this Contract that are “Counterfeit Goods,” defined as Goods or separately-identifiable identifia ble items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain conta in proper external or internal materials or components required by the OEM or are not constructed c onstructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required re quired testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as . b. Seller shall implement an a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for this PO under which they were delivered. Seller will implement and/or maintain an appropriate ppropriate strategy to ensure that Goods furnished xxxxxxxx d to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will includeshall inc lude , but is not limited to, the direct procurement of items ite ms from OEMs or authorized authorize d suppliers, conducting approved testing or inspection to ensure the authenticity authentic ity of items, and, when items are to be procured procure d from non-authorized suppliers, obtaining obta ining from such non-authorized authorize d suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient suffic ient records providing unbroken supply chain cha in traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticityauthentic ity. c. Counterfeit Goods delivered or furnished to Buyer under this Contract are deemed nonconforming. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will promptly shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Counterfe it Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements requireme nts of this POContract. Seller will sha ll be liable lia ble for all a ll costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation insta llation of authentic Goods after the Counterfeit Counterfe it Goods have been replaced. The remedies contained in this article are in addition to any remedies Buyer may have at law, equity, or under other provisions of this Contract. d. Seller bears responsibility for procuring authentic authe ntic Goods or items from its subcontractors and will shall ensure that all such subcontractors subc ontractors comply with the requirements of this Sectionarticle.

COUNTERFEIT GOODS. i. Seller agrees represents that it will shall not furnish counterfeit goods to Jeppesen Goods Buyer, defined as goods or separately-separately- identifiable items or components of Goods thatgoods that may without limitation: (i) are be an unauthorized copy or substitute of an “Original Equipment Manufacturer” original equipment manufacturer or “Original Component Manufacturer” original component manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-,re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or as new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes; or (vi) have not acted as or engaged an independent distributor, non- authorized supplier, non-authorized distributor, non-franchised distributor, broker, or non-authorized reseller (collectively “Counterfeit GoodsNon-Franchised Source”), unless Buyer has provided prior written approval. Notwithstanding the foregoing, Any requests to Buyer to include Non-Franchised Source Goods or items components of Goods shall include complete and compelling support. ii. Seller warrants that contain modificationsit has, repairsand maintains, rea Counterfeit Item risk mitigation process for internal processes and with its suppliers. Sellers Counterfeit Item risk mitigation process shall include processes for screening US Government Industry Data Exchange Program (GIDEP) reports. iii. Counterfeit goods shall be deemed non-workconforming, and in addition to any other rights Buyer may have at law or pursuant to this Contract, Seller shall disclose the source of the counterfeit good to Buyer and cooperate with Buyer with respect to any investigations or remedial actions undertaken by Buyer or Xxxxx’s customer. Seller shall provide to Buyer, upon Buyer’s reasonable request, the identity of its suppliers and/or the location of manufacture of the goods or any subcomponents of the goods, or reprovision of services, as applicable, to confirm compliance with legal and regulatory requirements and this Contract. This paragraph is a supplement to DFARS 252.246-marking as a result 7007, Contractor Counterfeit Electronic Part Detection and Avoidance System and DFARS 252.246-7008, Sources of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for this PO under which they were delivered. Seller will implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen under this PO are not Counterfeit Goods. Seller’s strategy will include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen under this PO, Seller promptly, but in no case later than thirty (30) days from discovery, will notify Jeppesen in writing and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- approved Goods that conform to the requirements of this PO. Seller will be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will ensure that all such subcontractors comply with the requirements of this SectionElectronic Parts.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. PO. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this PO, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this PO. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeledlabelled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractorSeller’s Subcontractors’ design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will include, but is not limited to, shall include the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) 30 days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors Seller’s Subcontractors and will shall ensure that all such subcontractors Seller Subcontractors comply with the requirements of this Sectionarticle 14.

COUNTERFEIT GOODS. Seller agrees that it will a. Where the provision of Services contemplates the delivery of goods under this Contract, Supplier shall not furnish to Jeppesen Goods goods or separately-identifiable items or components of Goods goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-re- labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, processes (collectively hereinafter “Counterfeit Goods”). Notwithstanding the foregoing, Counterfeit Goods or items that contain modifications, repairs, re-work, or re-marking as a result of SellerSupplier’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Seller will Contract. b. Supplier shall implement and/or maintain an appropriate strategy to ensure that Goods goods furnished to Jeppesen Liquid Robotics under this PO Contract are not Counterfeit Goods. SellerSupplier’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-non- authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller Supplier becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Liquid Robotics under this POContract, Seller Supplier promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Liquid Robotics and replace, at SellerSupplier’s expense, such Counterfeit Goods with OEM or Jeppesen- Liquid Robotics-approved Goods goods that conform to the requirements of this POContract. Seller will Supplier shall be liable for all costs related to the replacement of any Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods goods after the Counterfeit Goods have been replaced. Seller . d. Supplier bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. (a) Seller agrees that it will shall not furnish counterfeit goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: : (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; ; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; ; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; ; (iv) have been re- re-worked, re-marked, re-labeledrelabeled, repaired, refurbished, or otherwise modified modifi ed from OEM design but not disclosed as such or are represented as OEM authentic or new; or or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-workrework, or re-marking as a result of Seller’s 's or its subcontractorSubcontractor’s design authority, material review procedures, quality control processes , or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit counterfeit Goods. Counterfeit counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. contract. (b) Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Subcontract are not Counterfeit counterfeit Goods. Seller’s 's strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliersnon -authorized supplier, obtaining from such non-authorized suppliers supplier appropriate certificates of conformance that provide one or more of the following: : (i) the OEM’s original certificate of conformance for the item; ; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . (c) If Seller becomes aware or suspects that it has furnished Counterfeit counterfeit Goods to Jeppesen Buyer under this POSubcontract, Seller shall promptly, but in no case later than ten (10) days from discovery, notify the Buyer. For confirmed counterfeit Goods, GIDEP notification shall also be made no later than thirty (30) days from after discovery, will notify Jeppesen . (d) If suspect/counterfeit Goods are furnished under this Subcontract and are found in writing and replace, at Seller’s expenseany of the Goods delivered hereunder, such Counterfeit items will be impounded by Xxxxx. The Seller shall promptly replace such suspect/counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POSubcontract. The Seller will shall be liable for all costs related relating to the removal and replacement of Counterfeit said Goods, installation of authentic Goods, and any including testing or validation necessitated by the installation of authentic Goods after the Counterfeit counterfeit Goods have been replaced. Buyer reserves all contractual rights and remedies to address grievances and detrimental impacts caused by suspect/counterfeit parts. (e) Seller bears responsibility for procuring authentic Goods or items from its subcontractors suppliers and will shall ensure that all such subcontractors suppliers comply with the requirements of this Sectionarticle.

COUNTERFEIT GOODS. a) Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. PO. b) Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c) If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this PO, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this PO. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. . d) Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish to Jeppesen Buyer any Goods under this Contract that are “Counterfe it Goods,” defined as Goods or separately-identifiable ide ntifiable items or components compone nts of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Equipme nt Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity authentic ity in OEM design and manufacture; (iii) do not contain conta in proper external externa l or internal interna l materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeled, repairedrepaire d, refurbished, or otherwise modified modifie d from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for this PO under which they were delivered. . b. Seller will shall implement and/or maintain an appropriate strategy to ensure e nsure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement procureme nt of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity authentic ity of items, and, when items are to be procured proc ured from non-authorized authorize d suppliers, obtaining obta ining from such non-authorized authorize d suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient suffic ient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticityauthentic ity. c. Counterfeit Goods delivered or furnished to Buyer under this Contract are deemed nonconforming. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will promptly shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. Seller will Se ller shall be liable for all costs c osts related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation va lidation necessitated by the installation insta llation of authentic Goods after the Counterfeit Goods have been replaced. The remedies contained in this article are in addition to any remedies Buyer may have at law, equity, or under other provisions of this Contract. d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements require ments of this Sectionarticle.

COUNTERFEIT GOODS. Seller agrees Exhibitor shall not use any goods in relation to the activities governed by this Agreement that it will not furnish to Jeppesen are “Counterfeit Goods”, defined as Goods or separately-separately- identifiable items or components of Goods that: (i) are o Are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are . o Are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do : o Do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have : o Have been re- re-worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have new o Have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for this PO under which they were delivered. Seller will Exhibitor shall implement and/or maintain an appropriate strategy to ensure that Goods furnished used in relation to Jeppesen under activities governed by this PO Agreement are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, andand/or, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers suppliers’ appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticityconformance. If Seller Exhibitor becomes aware or suspects that it has furnished used or is using Counterfeit Goods in relation to Jeppesen under activities governed by this POAgreement, Seller promptly, but in no case later than thirty (30) days from discovery, will Exhibitor promptly shall notify Jeppesen in writing INTA and replace, at SellerExhibitor’s expense, such Counterfeit Goods with OEM or Jeppesen- INTA-approved Goods that conform to the requirements of this POAgreement. Seller will In addition, the Exhibitor shall be liable for all costs incurred by INTA related to the replacement Exhibitor’s use of Counterfeit Goods. The remedies contained in this article are in addition to any remedies INTA may have at law, installation equity, or under other provisions of authentic Goods, and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replacedthis contract. Seller Exhibitor bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this Sectionarticle.

COUNTERFEIT GOODS. Seller agrees that it will not furnish to Jeppesen Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” or “Original Component Manufacturer” (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”)21.1. Notwithstanding the foregoingdefinition of Counterfeit Goods in Article 2, Goods or items that which contain modifications, repairs, re-workrework, or re-marking as a result of Seller’s 's or its subcontractorsupplier’s design authority, material review procedures, quality control processes processes, or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were deliveredSubcontract. 21.2. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Subcontract are not Counterfeit Goods. Seller’s 's strategy will shall include, but is not limited to, the direct procurement of items from OEMs OEMs/OCMs or authorized suppliers, suppliers and/or conducting approved testing or inspection to ensure the authenticity of items, and, when . When items are to be procured from non-authorized (independent) suppliers, obtaining approval must first be obtained from the Buyer’ Authorized Procurement Agent. If approved, Seller must obtain from such non-non- authorized suppliers appropriate certificates Certificates of conformance Conformance that provide one or more of the following: (i) the OEM’s /OCM original certificate Certificate of conformance Conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM/OCM; or (iii) test and inspection records demonstrating the item’s authenticity. 21.3. If Seller becomes aware or suspects that it has furnished Counterfeit counterfeit Goods to Jeppesen Buyer under this POSubcontract, Seller shall promptly, but in no case later than thirty ten (3010) days from discovery, notify the Buyer. For confirmed counterfeit Goods, GIDEP notification shall also be made by the Seller no later than sixty (60) days after discovery. 21.4. If suspect unapproved/counterfeit Goods are furnished under this Subcontract and are found in any of the Goods delivered hereunder, such items will notify Jeppesen in writing and be impounded by Xxxxx. The Seller shall promptly replace, at Seller’s expense, such Counterfeit suspect unapproved/counterfeit Goods with OEM OEM/OCM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POSubcontract. The Seller will shall be liable for all costs related relating to the removal and replacement of Counterfeit said Goods, installation of authentic Goods, and any including testing or validation necessitated by the installation of authentic Goods after the Counterfeit counterfeit Goods have been replaced. Buyer reserves all contractual rights and remedies to address grievances and detrimental impacts caused by suspect unapproved/counterfeit parts. 21.5. Seller bears responsibility for procuring authentic Goods or items from its subcontractors suppliers and will shall ensure that all such subcontractors suppliers comply with the requirements of this Sectionarticle.

COUNTERFEIT GOODS. (a) Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Buyer, defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeledrelabeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-workrework, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do somismarked, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. (b) Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-non- authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . (c) If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty ten (3010) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. For confirmed Counterfeit Goods, GIDEP notification shall also be made no later than thirty (30) days after discovery. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. . (d) Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish to Jeppesen Buyer any Goods under this Contract that are “Counterfeit Goods,” defined as Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- re-worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (viv) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for this PO under which they were delivered. . b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. c. Counterfeit Goods delivered or furnished to Buyer under this Contract are deemed nonconforming. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will promptly shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. The remedies contained in this article are in addition to any remedies Buyer may have at law, equity, or under other provisions of this Contract. d. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this Sectionarticle.

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods goods that: (i) are an unauthorized authorized copy or substitute of an “Original Equipment Manufacturer” or “Original Component Manufacturer” Manufacturer (collectively, collectively “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- workedreworked , re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoingforgoing, Goods or items that contain modifications, repairs, re-workrework, or re-marking as a result of Seller’s or its subcontractor’s design authorityauthority , material review procedures, quality control processes or parts management plansplan, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not be limited to, the direct procurement of items from OEMs OEM or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iiiIII) test and or inspection records demonstrating demonstration the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than that thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer- approved Goods goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle. The rights of Buyer in this clause are in addition to any other rights provided by law or under this Contract.

COUNTERFEIT GOODS. Seller agrees that it will not furnish to Jeppesen AerData Goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” or “Original Component Manufacturer” (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will not be deemed Counterfeit Goods. Counterfeit Goods will be deemed nonconforming for this PO under which they were delivered. Seller will implement and/or maintain an appropriate strategy to ensure that Goods furnished to Jeppesen AerData under this PO are not Counterfeit Goods. Seller’s strategy will include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen AerData under this PO, Seller promptly, but in no case later than thirty (30) days from discovery, will notify Jeppesen in writing and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- approved Goods that conform to the requirements of this PO. Seller will be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, and any testing or validation necessitated by the installation of authentic Goods after the Counterfeit Goods have been replaced. Seller bears responsibility for procuring authentic Goods or items from its subcontractors and will ensure that all such subcontractors comply with the requirements of this Section.thirty

COUNTERFEIT GOODS. a. Seller agrees that it will shall not furnish Counterfeit Goods to Jeppesen Goods Buyer, defined as goods or separately-identifiable items or components of Goods that: (i) are an unauthorized copy or substitute of an “Original Equipment Manufacturer” Manufacturer or “Original Component Manufacturer” Manufacturer (collectively, “OEM”) item; (ii) are not traceable to an OEM sufficient to ensure authenticity in OEM design and manufacture; (iii) do not contain proper external or internal materials or components required by the OEM or are not constructed in accordance with OEM design; (iv) have been re- worked, re-marked, re-labeled, repaired, refurbished, or otherwise modified from OEM design but not disclosed as such or are represented as OEM authentic or new; or (v) have not passed successfully all OEM required testing, verification, screening, and quality control processes, (collectively “Counterfeit Goods”). Notwithstanding the foregoing, Goods or items that contain modifications, repairs, re-work, or re-marking as a result of Seller’s or its subcontractor’s design authority, material review procedures, quality control processes or parts management plans, and that have not been misrepresented or mismarked without legal right to do so, will shall not be deemed Counterfeit Goods. Counterfeit Goods will shall be deemed nonconforming for to this PO under which they were delivered. Contract. b. Seller will shall implement and/or maintain an appropriate strategy to ensure that Goods goods furnished to Jeppesen Buyer under this PO Contract are not Counterfeit Goods. Seller’s strategy will shall include, but is not limited to, the direct procurement of items from OEMs or authorized suppliers, conducting approved testing or inspection to ensure the authenticity of items, and, when items are to be procured from non-authorized suppliers, obtaining from such non-authorized suppliers appropriate certificates of conformance that provide one or more of the following: (i) the OEM’s original certificate of conformance for the item; (ii) sufficient records providing unbroken supply chain traceability to the OEM; or (iii) test and inspection records demonstrating the item’s authenticity. . c. If Seller becomes aware or suspects that it has furnished Counterfeit Goods to Jeppesen Buyer under this POContract, Seller promptly, but in no case later than thirty (30) days from discovery, will shall notify Jeppesen in writing Buyer and replace, at Seller’s expense, such Counterfeit Goods with OEM or Jeppesen- Buyer-approved Goods goods that conform to the requirements of this POContract. Seller will shall be liable for all costs related to the replacement of Counterfeit Goods, installation of authentic Goods, Goods and any testing or validation necessitated by the installation of authentic Goods goods after the Counterfeit Goods have been replaced. . d. Seller bears responsibility for procuring authentic Goods goods or items from its subcontractors and will shall ensure that all such subcontractors comply with the requirements of this SectionArticle.