"One item not considered with this licensing is if it there is an exclusivity clause in the agreement that prohibits the use of TMCC. "
This would potentially be illegal under anti-trust law , as an anti-competitive practice, should anyone want to litigate it. MTH could probably incorporate a legally defensible clause requiring Atlas use of PS3 in formerly MTH locos, but could not legally specify that a competitor's product could not be used at all. Atlas would be very foolish indeed to agree to restricting their use of other products down the road, of course, but we don't know and probably may never know the details of the contract.
I'm not a lawyer, of course .
That makes sense. I would think that Atlas would want the flexibility to use what ever command control system it wants. While it certainly makes sense for Atlas to use the tooling, I am a bit skeptical of the value of using MTH packaging and MTH control system for these locomotives. Given the historical slowness of Atlas getting locomotives to market, are Atlas customers really going to care a couple of years from now that these Atlas locomotives come in "MTH" boxes? Also, given the success of Lionel's Legacy and TMCC systems, is anyone a couple of years from now really going to want locomotives with command system technology from a defunct company?
My point is that time works against any value of tying these upcoming Atlas locomotives too closely to their old MTH roots. It seems more logical to equip these locomotives with what ever version of TMCC is current and slap them in Atlas boxes. The people that are going to purchase these locomotives are operators, not collectors. All they will care about is how it looks and how it runs. The color box will make no difference to them. Don't think 2021, think ahead to 2023 or 2024.