and Gogo LLC
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Unified In-Flight Connectivity Hardware,
Services and Maintenance Agreement
22.3.6 In the event that Gogo performs touch labor for any installations that
are conducted at a location that is not a location at which American conducts
acceptance checks, and if American so requests, Gogo will use commercially
reasonable efforts to obtain hanger keeper's insurance on such terms and with
such limits as American reasonably requests.
23. LIMITATION OF LIABILITY
23.1 Limitation. WITHOUT LIMITING OR OTHERWISE IMPAIRING ANY SPECIFIC RIGHT OR
REMEDY EXPRESSLY GRANTED OR RESERVED TO EITHER PARTY HEREIN, INCLUDING WITHOUT
LIMITATION GOGO'S OBLIGATIONS UNDER SECTIONS 3.3.5, 6, 7.7 AND 21.1 OF THIS
AGREEMENT AND ITS OBLIGATION TO PAY LIQUIDATED DAMAGES UNDER SECTION 9.1.4 AND
EXHIBIT F AND AMERICAN'S OBLIGATIONS UNDER SECTIONS 6, 18.3 AND 21.2 OF THIS
AGREEMENT AND EXHIBIT R, IN NO EVENT SHALL GOGO OR AMERICAN BE LIABLE TO THE
OTHER FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL, PUNITIVE OR OTHER
SIMILAR DAMAGES OF ANY KIND OR NATURE WHATSOEVER (INCLUDING, WITHOUT LIMITATION,
DAMAGES FOR LOSS OF PROFITS OR BUSINESS INTERRUPTION ARISING OUT OF THE USE OF
OR INABILITY TO USE ANY EQUIPMENT OR SOFTWARE DESCRIBED HEREIN EITHER SEPARATELY
OR IN COMBINATION WITH ANY OTHER EQUIPMENT, SOFTWARE OR OTHER MATERIALS)
SUFFERED OR INCURRED BY THE OTHER IN CONNECTION WITH THIS AGREEMENT, EVEN IF
GOGO OR AMERICAN HAS BEEN ADVISED OF THE POSSIBILITY OR CERTAINTY OF SUCH
DAMAGES. FOR THE AVOIDANCE OF DOUBT, AND WITHOUT LIMITING THE FOREGOING, NEITHER
PARTY WILL BE LIABLE TO THE OTHER PARTY FOR THE OTHER PARTY'S LOSS OF REPUTATION
AS A RESULT OF A SECURITY INCIDENT.
FOR PURPOSES OF THIS AGREEMENT, IF AND TO THE EXTENT THAT GOGO AGREES (OR
AMERICAN OBTAINS A FINAL, NON-APPEALABLE JUDGMENT FROM A COURT OR ARBITRATOR OF
PROPER JURISDICTION) THAT PHYSICAL DAMAGE TO AN AIRCRAFT RESULTED OR AROSE FROM
(a) GOGO'S NEGLIGENCE, (b) WITH RESPECT TO ANY RETROFIT A/C ON WHICH GOGO'S
SUBCONTRACTOR INSTALLS OR MAINTAINS THE EQUIPMENT, THE NEGLIGENCE OF SUCH
CONTRACTOR OR (c) A DEFECT IN THE SYSTEM CAUSED BY GOGO OR ITS SUPPLIERS OTHER
THAN AMERICAN, SUCH DAMAGE SHALL BE CONSIDERED ACTUAL (AS OPPOSED TO SPECIAL,
INCIDENTAL, INDIRECT OR CONSEQUENTIAL) DAMAGE, AND GOGO SHALL BE RESPONSIBLE FOR
SUCH DAMAGE TO SUCH EXTENT (SUBJECT TO THE LIMITATION SET FORTH IN THE NEXT
PARAGRAPH OF THIS SECTION 23.1).
IN NO EVENT SHALL GOGO'S PER OCCURRENCE LIABILITY FOR PHYSICAL DAMAGE TO AN
AIRCRAFT AS DESCRIBED ABOVE EXCEED THE LESSER OF (x) [***] AND (y) THE SUM OF
(i) (A) FOR ANY AIRCRAFT THAT IS NOT IN THE EXISTING RETROFIT FLEET, [***] AND
(B) FOR ANY AIRCRAFT IN THE EXISTING RETROFIT FLEET, [***] FOR THE AIRCRAFT IN
QUESTION, (ii) [***] AND (iii) THE AMOUNT OF [***].
SUBJECT TO THE NEXT SENTENCE, NEITHER PARTY'S AGGREGATE LIABILITY TO THE OTHER
FOR ACTUAL DAMAGES, OTHER THAN PHYSICAL DAMAGE TO AN AIRCRAFT, SUFFERED BY THE
OTHER ARISING OUT OF
American Airlines, Inc. and Gogo LLC
Confidential and Proprietary Information
45
Unified In-Flight Connectivity Hardware,
Services and