Common use of Exclusive Electrification Relationship for Aircraft Clause in Contracts

Exclusive Electrification Relationship for Aircraft. In consideration of XXX’s investment in the XXX Technology and the XXX STCs, to be designed, engineered and developed by XXX at the sole expense of XXX, and the Marketing and Sales efforts of XXX in support of the XXX Aircraft pursuant to Article 2, TAI hereby appoints XXX as its exclusive supplier of battery electric and turbine-battery hybrid-electric propulsion systems for the Caravan (the “Exclusive System”) during the Exclusivity Period (as defined below), and XXX xxxxxx accepts such appointment. Further, XXX agrees: 2.4.1 not to license, seek authorization to use, use, [*****] any STCs owned by third parties for an Exclusive System (each, a “Third-Party STC”); 2.4.2 not to market, advertise or otherwise offer for sale any third-party Exclusive System variants of the Caravan, whether new or conversions of pre-owned Caravan, in sales discussions with any potential customers of the Caravan; 2.4.3 not to include any third-party Exclusive System variants of the Caravan in any sales materials distributed to TAI’s network of authorized dealers; and 2.4.4 not to market, sell, endorse or install at TAI company owned service centers conversions of Caravan to an Exclusive System developed by third parties. The exclusivity rights granted to XXX under this Section 2.4 are hereafter referred to as the “Exclusivity Rights”. The Exclusivity Rights shall be valid only during the Exclusivity Period. For the avoidance of doubt, nothing herein shall (i) prohibit TAI from engaging in joint development or providing data licenses, engineering services or related services to any Person, including in each case in connection with electric or hybrid-electric propulsion or (ii) bind, affect or limit in any way, directly or indirectly, any TAI Affiliate that is not a wholly owned subsidiary of TAI. Further, the Exclusive System excludes [*****].