US Airways 2007 Annual Report Download - page 372

1.4 Manufacture of Material by the Buyer
1.4.1 The provisions of Paragraph 1.3 of this Letter Agreement notwithstanding, the Buyer may manufacture or have manufactured Seller Parts for its own
use or may purchase for its own use Seller Parts from any source other than those listed in Paragraph 1.3 in the following cases:
(a) after expiration of the Term, provided that at such time the Seller is out of stock of a required Seller Part;
(b) at any time, to the extent Seller Parts are needed to effect AOG repairs on any Aircraft and are not available from the Seller within a lead time
shorter than or equal to the time in which the Buyer can procure said Seller Parts from another source, provided the Buyer will sell or lease such
Seller Parts only if they are assembled in an Aircraft that is sold or leased;
(c) at any time, if the Seller fails to fulfill its obligations with respect to any Seller Parts pursuant to Paragraph 1.2 above within a reasonable period
after written notice thereof from the Buyer;
(d) at any time, if with respect to certain Seller Parts, the Seller has granted, under the Illustrated Parts Catalog supplied in accordance with this
Letter Agreement, the right of local manufacture of Seller Parts; and
(e) after written approval by the Seller, such approval not to be unreasonably withheld.
1.4.2 The Buyer may manufacture the Seller's proprietary tooling from drawings and other data supplied by the Seller or the manufacturer.
1.4.3 The rights granted to the Buyer in Paragraph 1.4.1 will not in any way be construed as a license, nor will they in any way obligate the Buyer to pay any
license fee, royalty or obligation whatsoever, nor will they in any way be construed to affect the rights of third parties.
1.4.4 The Seller will provide the Buyer with all technical data reasonably necessary to manufacture Seller Parts and the Seller's proprietary tooling, in the
event the Buyer is entitled to do so pursuant to Paragraphs 1.4.1 and 1.4.2. The proprietary rights to such technical data will be subject to the terms of
Clause14.12 of the Agreement.
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USA — Amended and Restated Airbus A320 Family Purchase Agreement
EXECUTION PRIVILEGED AND CONFIDENTIAL