Termination of Exclusivity Period. 2.6.1 TAI may terminate the Exclusivity Period in its sole discretion (a) upon the occurrence of a Specified Event of Default, as defined in the CESA, or (b) following the eighth (8th) anniversary of the Effective Date, by providing notice of its election to terminate during the month of December in any year during the Term of this Agreement. 2.6.2 XXX may terminate the Exclusivity Period in its sole discretion upon written notice to TAI and payment in full of all Exclusivity Fees otherwise payable within nine (9) months following the date of such notice; provided that if the XXX STC Issuance Date as defined in the DLA has not occurred at the time of such notice, for purposes of this Section 2.6.2 it shall be deemed to have occurred during the third contract year following the Effective Date. 2.6.3 Following any termination of the Exclusivity Period by XXX, XXX shall have the option, in its sole discretion, to terminate (a) the Aircraft Purchase Agreement and SAM’s obligations to purchase any remaining Caravans thereunder or (b) the DLA and SAM’s obligations to pay license fees thereunder; provided that any obligations of the Parties under the Aircraft Purchase Agreement or the DLA that are intended to survive (e.g., warranty rights) shall remain in effect and survive any such termination.
Appears in 4 contracts
Samples: Sales and Marketing Agreement (Surf Air Mobility Inc.), Sales and Marketing Agreement (Surf Air Mobility Inc.), Sales and Marketing Agreement (Surf Air Mobility Inc.)