Delta Airlines 2014 Annual Report Download - page 182

Without prejudice to Subclause 19.1, the Buyer’
s rights under this Clause 14 may not be assigned, sold, transferred,
novated or otherwise alienated by operation of law or otherwise, without the Seller’
s prior written consent, such
consent not to be unreasonably withheld and to be without economic cost to the Buyer or the Buyer’s assignee.
Any transfer in violation of this Subclause 14.17 shall, as to the particular Aircraft involved, void the rights and
warranties of the Buyer under this Clause 14 and any and all other warranties that might arise under or be implied in
law.
The Seller shall provide [***] to the Buyer the services described in this Clause 15, at the Buyer’
s main base or at
other locations to be mutually agreed.
[***] CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO
A REQUEST FOR CONFIDENTIAL TREATMENT
14.16.1
This Clause 14, the Technical Data, the Software Services and their content are designated as confidential. All such
Technical Data and Software Services are provided to the Buyer for the sole use of the Buyer who undertakes not to
disclose the contents thereof to any third party without the prior written consent of the Seller save as permitted therein
or pursuant to any government or legal requirement imposed upon the Buyer.
14.16.2
Should the Buyer wish (i) to disclose this Clause 14 and/or any Technical Data and/or the Software Services to a
Third Party or (ii) specifically, if the Buyer intends to designate a maintenance and repair organization or a third party
to perform the maintenance of the Aircraft or to perform data processing on its behalf (each a “ Third Party ”),
then
the Buyer shall request the Seller’s written authorization to disclose such data.
14.16.3
The Buyer hereby undertakes to cause such Third Party to agree to be bound by the conditions and restrictions set
forth in this Clause 14 with respect to the disclosed Clause, Technical Data or Software Services and shall cause such
Third Party to (i) enter into a confidentiality agreement, inclusive of appropriate licensing conditions, with the Seller,
and (ii) commit to use the Technical Data solely for the purpose of maintaining the Buyer’
s Aircraft, and the Software
Services exclusively for processing the Buyer’s data.
14.17
Transferability
15.
FIELD ASSISTANCE
15.1
Customer Support Representative(s)
15.1.1 In addition to the services of Seller customer support representative(s) (each a “ Seller Representative ”),
provided by
the Seller in prior agreement between the Seller and the Buyer, the Seller shall provide [***] to the Buyer [***] of
exclusive services of a Seller Representative(s) at the Buyer’
s main base or such other locations as the parties may
agree at Delivery of the first Aircraft.
CT1404840_PA_A330-900neo_A350-900_EXECUTION.Docx
PRIVILEDGED AND CONFIDENTIAL
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