EX-10.34



 Exhibit 10.34 
 AIRCRAFT TIME SHARING AGREEMENT 
 Effective as of
the 1st day of January 2012, 

between 

Allegheny Technologies Incorporated 
 as Time Share Lessor, 
 and 

Richard J. Harshman 
 as Time Share Lessee, 
 *  *   * 

INSTRUCTIONS FOR COMPLIANCE WITH 
 “TRUTH IN LEASING” REQUIREMENTS UNDER FAR §91.23 

Within 24 hours after execution of this Agreement: 
 mail a copy of the executed document to the 
 following address via certified mail,
return receipt requested: 
 Federal Aviation Administration 

Aircraft Registration Branch 
 ATTN: Technical Section 
 P.O. Box 25724 

Oklahoma City, Oklahoma 73125 
 At least 48 hours prior to the first flight of the Aircraft to be conducted under this Agreement: 
 provide notice, using the FSDO Notification Letter in Exhibit A, 
 of the
departure airport and proposed time of departure of the 
 first flight, by facsimile, to the Flight Standards 

District Office located nearest the departure airport. 
 Carry a copy of this Agreement in the Aircraft at all times. 

*  *  * 







 This AIRCRAFT TIME SHARING AGREEMENT (the “Agreement”)
is made and effective as of the 1st day of January 2012
(the “Effective Date”), by and between Allegheny Technologies Incorporated (“Time Share Lessor”), and Richard J. Harshman (“Time Share Lessee”). 

W I T N E S S E T H : 
 WHEREAS, Time Share Lessee desires to lease the Aircraft (as defined below) with a flight crew on a non-exclusive basis from Time Share Lessor on a time sharing basis as defined in
Section 91.501(c)(1) of the FAR; 
 WHEREAS, Time Share Lessor is willing to lease the Aircraft, with a flight crew,
on a non-exclusive basis, to Time Share Lessee on a time sharing basis; and 
 WHEREAS, during the Term of this
Agreement, the Aircraft will be subject to use by Time Share Lessor and may be subject to use by one or more other third-parties. 
 NOW, THEREFORE, in consideration of the mutual promises herein contained and other good and valid consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as
follows: 
  

	1.	Definitions. The following terms shall have the following meanings for all purposes of this Agreement: 


“Aircraft” means the Aircraft fractionally owned or leased by Time Share Lessor from time to time, including: 

 

	 	•	 	 Citation X, serial number 750-0110, Tail Number N953QS; 



 

	 	•	 	 Citation Encore, serial number 560-0706, Tail Number N802QS; 



 

	 	•	 	 Citation Sovereign (CE-680), serial number 680-0134, Tail Number N323QS; and 



 

	 	•	 	 Citation Sovereign, serial number 680-0144, Tail Number N397QS. 



“Aircraft Documents” means all flight records, maintenance records, historical records, modification records, overhaul
records, manuals, logbooks, authorizations, drawings and data relating to any specific Airframe, any specific Engine, or any Part associated with any specific Airframe or Engine, or that are required by Applicable Law to be created or maintained
with respect to the maintenance and/or operation of any specific Aircraft. 
 “Applicable Law” means, without
limitation, all applicable laws, treaties, international agreements, decisions and orders of any court, arbitration or governmental agency or authority and rules, regulations, orders, directives, licenses and permits of any governmental body,
instrumentality, agency or authority, including, without limitation, the FAR and 49 U.S.C. § 41101, et seq., as amended. 







 “Business Day” means any day of the year during which Time Share
Lessor’s headquarters offices in the Commonwealth of Pennsylvania are open for business. 
 “DOT” means the
United States Department of Transportation or any successor agency. 
 “FAA” means the Federal Aviation
Administration or any successor agency. 
 “FAR” means collectively the Aeronautics Regulations of the FAA and
the DOT, as codified at Title 14, Parts 1 to 399 of the United States Code of Federal Regulations. 
 “Operating
Base” means Greater Pittsburgh International Airport, Business Operation Center, in Findlay Township, Pennsylvania. 

“Operational Control” has the same meaning given the term in Section 1.1 of the FAR. 

“Parts” means all appliances, components, parts, instruments, appurtenances, accessories, furnishings or other equipment
of whatever nature (other than complete engines or engines) which may from time to time be incorporated or installed in or attached to any airframe or any Engine and includes replacement parts. 

“Pilot in Command” has the same meaning given the term in Section 1.1 of the FAR. 

“Schedule Keeper” means the person designated by the Time Share Lessor to maintain the scheduling log of the Aircraft.
The name, address, telephone number, and other contact information for the Schedule Keeper are set forth in Section 27. 

“Taxes” means commercial air transportation excise taxes pursuant to Section 4261 of the Internal Revenue Code of
1986, as amended, regardless of whether any flight is considered “noncommercial” under the FAR. For the avoidance of doubt, “Taxes” does not include federal, state or local excise or other taxes on fuel or operation of the
Aircraft. 
 “Term” means the entire period from the Effective Date to the date this Agreement is terminated
pursuant to Section 3. 
  

	2.	Agreement to Lease. Time Share Lessor agrees to lease the Aircraft to Time Share Lessee from time to time on an “as needed and as available” basis, and
to provide a fully qualified flight crew for all Time Share Lessee’s flight operations, in accordance with the terms and conditions of this Agreement. 


 

	3.	Term. 

  

	 	3.1	Initial Term. The initial term of this Agreement shall commence on the Effective Date and continue for a period of one (1) year. 


 

	 	3.2	Renewal. At the end of the initial one (1) year term or any subsequent one (1) year term, this Agreement shall automatically be renewed for an
additional one (1) year term. 


  
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	 	3.3	Termination. Each party shall have the right to terminate this Agreement at any time with or without cause on thirty (30) days written notice to the other
party. This Agreement shall terminate automatically on the date the Time Share Lessee no longer serves as the Time Share Lessor’s Chief Executive Officer. 


 

	4.	Applicable Regulations. The parties hereto intend that this Agreement shall constitute, and this Agreement shall be interpreted as, a Time Sharing Agreement
as defined in Section 91.501(c)(1) of the FAR. The parties agree that for all flights under this Agreement, the Aircraft used for the flight shall be operated under the pertinent provisions of Subpart F of Part 91 of the FAR. If any
provision of this Agreement is determined to be inconsistent with any of the requirements of the provisions of Subpart F of Part 91 of the FAR, such provision shall be deemed amended in any respect necessary to bring it into compliance with such
requirements. 

  

	5.	Non-Exclusivity. Time Share Lessee acknowledges that the Aircraft is leased to Time Share Lessee hereunder on a non-exclusive basis, and that all Aircraft will
also be subject to use by Time Share Lessor, and may also be subject to non-exclusive leases and leased to others during the Term. 

  

	6.	Flight Charges. Time Share Lessee shall pay Time Share Lessor an amount not to exceed the direct operating costs for the Aircraft used for any flight conducted
under this Agreement; provided, however, that the foregoing shall be subject to the limitation that in no event shall Time Share Lessee pay an amount for any flight conducted under this Agreement in excess of the maximum amount of expense
reimbursement permitted in accordance with Section 91.501(d) of the FAR, which expenses include and are limited to: 

  

	 	6.1	fuel, oil, lubricants, and other additives; 

  

	 	6.2	travel expenses of the crew, including food, lodging and ground transportation; 


 

	 	6.3	hangar and tie down costs away from the Aircraft’s Operating Base; 

  

	 	6.4	insurance obtained for the specific flight; 

  

	 	6.5	landing fees, airport taxes and similar assessments; 

  

	 	6.6	customs, foreign permit, and similar fees directly related to the flight; 

  


	 	6.7	in-flight food and beverages; 

  

	 	6.8	passenger ground transportation; 

  

	 	6.9	flight planning and weather contract services; and 

  

	 	6.10	an additional charge equal to 100% of the expenses listed in Section 6.1. 


 

	7.	 Invoices and Payment. Quarterly, in arrears, Time Share Lessor shall provide an invoice to Time Share Lessee for an amount determined in
accordance with Section 6 above. Time Share Lessee shall remit the full amount of any such invoice, together with any applicable Taxes under Section 8, to Time Share Lessor promptly by the earlier of (i) the fifteenth (15th) day after the invoice date, or (ii) the last Business Day
of the calendar year during which the flight was conducted. If not paid in full on the date due under foregoing sentence, Time Share Lessee consents to the extent required under the laws of the Commonwealth of Pennsylvania to withholding of an
amount equal to the amount then due from any compensation then due to the Time Share Lessee. 



  
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	8.	Taxes. No payments to be made by Time Share Lessee to Time Share Lessor under Section 6 of this Agreement shall include, and Time Share Lessee shall be
separately responsible for, shall indemnify and hold harmless Time Share Lessor against, any Taxes which may be assessed or levied on the existence of this Time Share Agreement or as a result of the lease of the Aircraft to Time Share Lessee, or the
use of the Aircraft by Time Share Lessee, or the provision of a taxable transportation service to Time Share Lessee using the Aircraft. Time Share Lessee shall pay all such Taxes, if any, and remit to Time Share Lessor evidence of the payment
thereof with each Time Share payment made pursuant to Section 7. 

  

	9.	Scheduling Flights. 

  

	 	9.1	Submitting Flight Requests. Time Share Lessee shall submit requests for flight time and proposed flight schedules to the Schedule Keeper as far in advance of any
given flight as possible. Time Share Lessee shall provide at least the following information for each proposed flight prior to scheduled departure: departure airport; destination airport; date and time of departure; the names of all passengers;
purpose of the flight for each passenger; the nature and extent of luggage and/or cargo to be carried; the date and time of return flight, if any; and any other information concerning the proposed flight that may be pertinent or required by Time
Share Lessor or Time Share Lessor’s flight crew. 

  

	 	9.2	Approval of Flight Requests. Each use of an Aircraft by Time Share Lessee shall be subject to the Schedule Keeper’s prior approval. Schedule Keeper may
approve or deny any flight scheduling request in Schedule Keeper’s sole discretion. Schedule Keeper shall be under no obligation to approve any flight request submitted by Time Share Lessee and shall have final authority over the scheduling of
all Aircraft. 

  

	 	9.3	Subordinated Use of Aircraft. Time Share Lessee’s rights to schedule use of the Aircraft during the Term of this Agreement shall at all times be subordinate
to the Aircraft use requirements of Time Share Lessor and Time Share Lessor shall at all times be entitled to preempt any scheduled, unscheduled, and anticipated use of the Aircraft by Time Share Lessee, notwithstanding any prior approval by
Schedule Keeper of a request by Time Share Lessee to schedule a flight. 

  

	10.	Title and Registration. Time Share Lessor has a leasehold right to or ownership interest in the Aircraft, subject to the terms and conditions of such lease
and/or fractional ownership agreement. Time Share Lessee acknowledges that the leasehold right to and ownership interest in the Aircraft shall remain vested in Time Share Lessor. Time Share Lessee undertakes, to the extent permitted by
Applicable Law, to do all such further acts, deeds, assurances or things as, in the reasonable opinion of Time Share Lessor, may be necessary or desirable in order to protect or preserve Time Share Lessor’s leasehold right to or ownership
interest in the Aircraft. 

  

	11.	 Aircraft Maintenance and Flight Crew. Time Share Lessor shall be solely responsible for maintenance, preventive maintenance and required or
otherwise necessary inspections 



  
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of the Aircraft and shall take such requirements into account in scheduling the Aircraft. No period of maintenance, preventative maintenance, or inspection shall be delayed or postponed for the
purpose of scheduling the Aircraft, unless said maintenance or inspection can be safely conducted at a later time in compliance with all Applicable Laws and regulations, and within the sound discretion of the Pilot in Command.


  

	12.	Flight Crews. Time Share Lessor shall provide to Time Share Lessee a qualified flight crew for each flight conducted in accordance with this Agreement. The
members of the flight crew may be independent contractors of Time Share Lessor. The flight crew shall be and remain under the exclusive command and control of Time Share Lessor in all phases of all flights conducted hereunder.


  

	13.	OPERATIONAL CONTROL. THE PARTIES EXPRESSLY AGREE THAT TIME SHARE LESSOR SHALL HAVE AND MAINTAIN OPERATIONAL CONTROL OF THE AIRCRAFT FOR ALL FLIGHTS OPERATED
UNDER THIS AGREEMENT AND THAT THE INTENT OF THE PARTIES IS THAT THIS AGREEMENT CONSTITUTE A “TIME SHARINGAGREEMENT” AS SUCH TERM IS DEFINED IN SECTION 91.501(C)(1) OF THE FAR. TIME SHARE LESSOR SHALL EXERCISE EXCLUSIVE AUTHORITY OVER
INITIATING, CONDUCTING, OR TERMINATING ANY FLIGHT CONDUCTED ON BEHALF OF TIME SHARE LESSEE PURSUANT TO THIS AGREEMENT. 

  

	14.	Authority of Pilot In Command. Notwithstanding that Time Share Lessor shall have Operational Control of the Aircraft during any flight conducted pursuant to this
Agreement, Time Share Lessor and Time Share Lessee expressly agree that the Pilot in Command, in his or her sole discretion, may terminate any flight, refuse to commence any flight, or take any other flight-related action which in the judgment of
the Pilot in Command is necessary to ensure the safety of the Aircraft, the flight crew, the passengers, and persons and property on the ground. The Pilot in Command shall have final and complete authority to postpone or cancel any flight for any
reason or condition that in his or her judgment would compromise the safety of the flight. No such action of the Pilot in Command shall create or support any liability of Time Share Lessor to Time Share Lessee for loss, injury, damage or delay.


  

	15.	Passengers and Baggage. Time Share Lessee may carry on the Aircraft on all flights under this Agreement such passengers and baggage/cargo as Time Share Lessee in
its sole but reasonable discretion shall determine; provided, however, that the passengers to be carried on such flights shall be limited to those permitted under the pertinent provisions of Part 91 of the FAR, and that the number of such passengers
shall in no event exceed the number of passenger seats legally available in the Aircraft being used for a particular flight, and the total load, including fuel and oil in such quantities as the Pilot in Command shall determine to be required, shall
not exceed the maximum allowable load for the Aircraft. 

  

	16.	 Prohibited Items. Time Share Lessee shall not cause or permit to be carried on board the Aircraft, and shall not cause or permit any passenger
to carry on board the Aircraft, any contraband, prohibited dangerous goods, or prohibited controlled substances on the 



  
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Aircraft at any time. Upon any breach of this Section 16, Time Share Lessor shall have the right to terminate this Agreement upon delivery to Time Share Lessee of a written notice of
termination. Time Share Lessee shall indemnify and hold Time Share Lessor harmless from and against any claims, fines, penalties, costs and expenses (including reasonable attorneys’ fees) incurred as a result of any breach of this
Section 16. The indemnity and hold harmless obligations of Time Share Lessee arising under this Section 16 shall survive any termination or expiration of this Agreement. 


 

	17.	Force Majeure. Time Share Lessor shall not be liable for delay or failure to furnish the Aircraft and/or flight crew pursuant to this Agreement when such failure
is caused by government regulation or authority, mechanical difficulty, war, civil commotion, strikes or labor disputes, weather conditions, acts of God or other unforeseen or unanticipated circumstances. 


 

	18.	Insurance. 

  

	 	18.1	Liability. Time Share Lessor shall maintain, or cause to be maintained, bodily injury and property damage, liability insurance in an amount no less than Three
Hundred Million United States Dollars (US $300,000,000.00) Combined Single Limit for the benefit of itself and Time Share Lessee in connection with the use of the Aircraft. 


 

	 	18.2	Hull. Time Share Lessor shall maintain, or cause to be maintained, all risks aircraft hull insurance for the Aircraft in amounts determined from time to time by
agreement of Time Share Lessor and the provider of the insurance, and such insurance shall name Time Share Lessor and any first lien security interest holder as loss payees as their interests may appear. 


 

	 	18.3	Additional Insurance. Time Share Lessor will use reasonable efforts to provide such additional insurance coverage as Time Share Lessee shall request or require,
provided, however, that the cost of such additional insurance shall be borne by Time Share Lessee as set forth in Section 6.4 of this Agreement. 

  

	 	18.4	Insurance Certificates. If requested, Time Share Lessor will provide Time Share Lessee with a copy of its Certificate of Insurance. 


 

	19.	Representations and Warranties. Time Share Lessee represents and warrants that: 


 

	 	19.1	Time Share Lessee will use the Aircraft solely for his own use and the use of his family and guests, and Time Share Lessee will not use the Aircraft for the purpose of
providing transportation of passengers or cargo for compensation or hire. 

  

	 	19.2	 Time Share Lessee shall refrain from incurring any mechanic’s or other lien in connection with inspection, preventative maintenance, maintenance
or storage of the Aircraft, whether permissible or impermissible under this Agreement, nor shall there be any attempt by Time Share Lessee to convey, mortgage, assign, lease, sublease, or any way alienate the Aircraft or create any kind of lien or




  
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security interest involving the Aircraft or do anything or take any action that might mature into such alien. 


 

	 	19.3	During the Term of this Agreement, Time Share Lessee will abide by and conform to all Applicable Laws, governmental and airport orders, rules and regulations, as shall
from time to time be in effect relating in any way to the operation and use of the Aircraft by a time sharing Time Share Lessee. 

  

	20.	No Assignments. Neither this Agreement nor any party’s interest herein shall be assignable to any other party whatsoever. Any purported assignment shall be
void and unenforceable. 

  

	21.	Modification. This Agreement may not be modified, altered, or amended except by written agreement executed by both parties. 


 

	22.	Prohibited or Unenforceable Provisions. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction,
be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibitions or unenforceability in any jurisdiction. To the extent permitted by Applicable Law, each of Time
Share Lessor and Time Share Lessee hereby waives any provision of Applicable Law which renders any provision hereof prohibited or unenforceable in any respect. 


 

	23.	Binding Effect. This Agreement, including all agreements, covenants, representations and warranties, shall be binding upon and inure to the benefit of, and may
be enforced by Time Share Lessor and its successors and assigns, and Time Share Lessee. 

  

	24.	Headings. The section headings in this Agreement are for convenience of reference only and shall not modify, define, expand, or limit any of the terms or
provisions hereof. 

  

	25.	Amendments. No term or provision of this Agreement may be changed, waived, discharged, or terminated orally, except by an instrument in writing signed by both
parties. 

  

	26.	No Waiver. No delay or omission in the exercise or enforcement or any right or remedy hereunder by either party shall be construed as a waiver of such right or
remedy. All remedies, rights, undertakings, obligations, and agreements contained herein shall be cumulative and not mutually exclusive, and in addition to all other rights and remedies which either party possesses at law or in equity.


  

	27.	Notices. All communications, declarations, demands, consents, directions, approvals, instructions, requests and notices required or permitted by this Agreement
shall be in writing and shall be deemed to have been duly given or made when delivered personally or transmitted electronically by e-mail or facsimile, receipt acknowledged, or in the case of documented overnight delivery service or registered or
certified mail, return receipt requested, delivery charge or postage prepaid, on the date shown on the receipt therefor, in each case at the address set forth below: 


  
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	If to Time Share Lessor:	  	Allegheny Technologies Incorporated	  		  	Tel:	  	412-394-2835
		  	10th Floor; Six PPG Place	  		  	Fax:	  	412-394-2837
		  	Pittsburgh, PA 15220	  		  		  	
		  	Attn: General Counsel	  		  		  	
					
	If to Time Share Lessee:	  	To Time Share Lessee’s home address and/or telephone number on file with Time Share Lessor at the time of the notice.	  		  		  	
					
	If to Schedule Keeper:	  	Allegheny Technologies Incorporated	  		  	Tel:	  	412-394-2835
		  	10th Floor; Six PPG Place	  		  	Fax:	  	412-394-2837
		  	Pittsburgh, PA 15220	  		  		  	
		  	Attn: General Counsel	  		  		  	

  

	28.	Governing Law. This Agreement has been negotiated and delivered in the Commonwealth of Pennsylvania and shall in all respects be governed by, and construed in
accordance with, the laws of the Commonwealth of Pennsylvania including all matters of construction, validity and performance without giving effect to its conflict of laws provisions. 


 

	29.	Jurisdiction and Venue. Exclusive jurisdiction and venue over any and all disputes between the parties arising under this Agreement shall be in, and for such
purpose each party hereby submits to the jurisdiction of the state and federal courts with jurisdiction concerning matters arising in Allegheny County, Pennsylvania and venue in Allegheny County, Pennsylvania. 


 

	30.	 DISCLAIMER. The Aircraft is being leased by the Time Share Lessor to the Time Share Lessee hereunder on a completely “as is, where
is,” basis, which is acknowledged and agreed to by the Time Share Lessee. The warranties and representations set forth in this Agreement are exclusive and in lieu of all other representations or warranties whatsoever, express or implied, and
Time Share Lessor has not made and shall not be considered or deemed to have made (whether by virtue of having leased the Aircraft under this Agreement, or having acquired the Aircraft, or having done or failed to do any act, or having acquired or
failed to acquire any status under or in relation to this Agreement or otherwise) any other representation or warranty whatsoever, express or implied, with respect to the Aircraft or to any part thereof, and specifically, without limitation, in this
respect Time Share Lessor disclaims all representations and warranties concerning the title, airworthiness, value, condition, design, merchantability, compliance with specifications, construction and condition of the Aircraft, or fitness for a
particular use of the Aircraft and as to the absence of latent and other defects, whether or not discoverable, and as to the absence of any infringement or the like, hereunder of any patent, trademark or copyright, and as to the absence of
obligations based on strict liability in tort, or as to the quality of the material or workmanship of the Aircraft or any 



  
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part thereof or any other representation or warranty whatsoever, express or implied (including any implied warranty arising from a course of performance or dealing or usage of trade), with
respect to the Aircraft or any part thereof. Time Share Lessee hereby waives, releases, disclaims and renounces all expectation of or reliance upon any such and other warranties, obligations and liabilities of Time Share Lessor and rights, claims
and remedies of Time Share Lessee against Time Share Lessor, express or implied, arising by law or otherwise, including but not limited to (i) any implied warranty of merchantability of fitness for any particular use, (ii) any implied
warranty arising from course of performance, course of dealing or usage of trade, (iii) any obligation, liability, right, claim or remedy in tort, whether or not arising from the negligence of Time Share Lessor, actual or imputed, and
(iv) any obligation, liability, right, claim or remedy for loss of or damage to the Aircraft, for loss of use, revenue or profit with respect to the Aircraft, or for any other direct, indirect, incidental or consequential damages.


  

	31.	INDEMNITY. (a) Except as provided in Sections 31(b) and (c) below, Time Share Lessee hereby releases, and shall defend, indemnify and hold harmless
Time Share Lessor and Time Share Lessor’s shareholders, members, directors, officers, managers, employees, successors and assigns, from and against, any and all claims, damages, losses, liabilities, demands, suits, judgments, causes of action,
civil and criminal legal proceedings, penalties, fines, and other sanctions, and any attorneys’ fees and other reasonable costs and expenses, directly or indirectly arising from Time Share Lessee’s willful misconduct or gross negligence,
to the extent a loss is a direct result of the Time Share Lessee’s failure to comply with Time Share Lessee’s covenants or to the extent a loss is a direct result of the Time Share Lessee’s breach of warranties or representations,
except to the extent arising from the gross negligence or willful misconduct of Time Share Lessor or the flight crew. In no event shall Time Share Lessor be liable to Time Share Lessee or any person claiming by or through Time Share Lessee for any
indirect, incidental, special, consequential, or punitive damages of any kind or nature. 

  

	 	(b)	Notwithstanding the provisions of Section 31(a) above, Time Share Lessor agrees to accept the proceeds of the hull and liability insurance required by this
Agreement as its sole recourse against Time Share Lessee in the event of any claim by Time Share Lessee relating to any type of injury, death or property damage for which such insurance is being provided under this Agreement.


  

	 	(c)	The limitations provided for in Section 31(b) will not operate against Time Share Lessor to the extent that insurance proceeds are withheld or reduced due to the
actions or inactions of Time Share Lessee. 

  

	32.	Counterparts. This Agreement may be executed by the parties hereto in two (2) or more separate counterparts, each and all of which when so executed and
delivered shall be an original, and all of which shall together constitute but one and the same instrument. 

  

	33.	Entire Agreement. This Agreement constitutes the entire agreement of the parties as of the Effective Date and supersedes all prior or independent, oral or
written agreements, understandings, statements, representations, commitments, promises, and warranties made with respect to the subject matter of this Agreement. 


  
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	34.	TRUTH IN LEASING. 

 WITHIN
THE TWELVE (12) MONTH PERIOD PRECEDING THE DATE OF THIS AGREEMENT, THE AIRCRAFT HAS BEEN INSPECTED AND MAINTAINED IN ACCORDANCE WITH THE PROVISIONS OF FAR 91.409. 
 THE PARTIES HERETO CERTIFY THAT DURING THE TERM OF THIS AGREEMENT AND FOR OPERATIONS CONDUCTED HEREUNDER, THE AIRCRAFT WILL BE MAINTAINED AND INSPECTED IN ACCORDANCE WITH THE PROVISIONS OF FAR 91.409.

 TIME SHARE LESSOR ACKNOWLEDGES THAT WHEN IT OPERATES THE AIRCRAFT ON BEHALF OF TIME SHARE LESSEE UNDER THIS AGREEMENT, TIME
SHARE LESSOR SHALL BE KNOWN AS, CONSIDERED, AND IN FACT WILL BE THE OPERATOR OF SUCH AIRCRAFT. EACH PARTY HERETO CERTIFIES THAT IT UNDERSTANDS THE EXTENT OF ITS RESPONSIBILITIES SET FORTH HEREIN FOR COMPLIANCE WITH APPLICABLE FEDERAL AVIATION
REGULATIONS. 
 AN EXPLANATION OF FACTORS BEARING ON OPERATIONAL CONTROL AND PERTINENT FEDERAL AVIATION REGULATIONS CAN BE
OBTAINED FROM THE NEAREST FEDERAL AVIATION ADMINISTRATION FLIGHT STANDARDS DISTRICT OFFICE. 
 THE PARTIES HERETO CERTIFY THAT A
TRUE COPY OF THIS AGREEMENT SHALL BE CARRIED ON THE AIRCRAFT AT ALL TIMES, AND SHALL BE MADE AVAILABLE FOR INSPECTION UPON REQUEST BY AN APPROPRIATELY CONSTITUTED IDENTIFIED REPRESENTATIVE OF THE ADMINISTRATOR OF THE FAA. 

  
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 IN WITNESS WHEREOF, the parties have executed this Aircraft Time Sharing Agreement
effective as of the date and year first written above. 
  

			
	 TIME SHARE LESSOR:

	
	 ALLEGHENY TECHNOLOGIES INCORPORATED

		
	By:	 	 /s/ Dale G. Reid

	Print:	 	Dale G. Reid
	Title:	 	Executive Vice President, Finance
	Date:	 	12/29/11


  

	
	TIME SHARE LESSEE:
	
	 /s/ Richard J. Harshman

	Richard J. Harshman
	Date: 12/30/11
	



  
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 EXHIBIT A 

FSDO Notification Letter 

December 30, 2011 
 Via Facsimile

 Fax: (412) 886-2591 

Federal Aviation Administration 
 Flight
Standards District Office 
 101 Towne Square Way 
 Suite 201 
 Pittsburgh, PA 15227 

 

			
	RE:	  	FAR Section 91.23 FSDO Notification
		  	First Flight Under Aircraft Time Sharing Agreement of a Citation Sovereign aircraft operated and managed by NetJets

 To whom it may concern: 
 Pursuant to the requirements of Federal Aviation Regulation Section 91.23(c)(3), please accept this letter as notification that Richard J. Harshman is being furnished the above referenced aircraft
under an Aircraft Time Sharing Agreement dated as of January 1, 2012, and that the first flight under such Aircraft Time Sharing Agreement will depart from Pittsburgh International on the
2nd day of January, 2012, at approximately 9:00 a.m. local
time. 
 Should you require any additional information, please contact me at 412-395-3057. 

 

	
	Sincerely,
	
	 /s/ Dale G. Reid

	Dale G. Reid



  
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