Delta Airlines 2003 Annual Report Download - page 272

Partner, Eligible Family Member or beneficiary at the last known address of such
person as reflected in the Company's records. Notice to the Company or the
Committee shall be sent to:
Delta Air Lines, Inc.
Law Department
1030 Delta Boulevard
Atlanta, Georgia 30320
Attention: Senior Vice President - General Counsel
19. Waiver of Certain Increases in Restrictions. In exchange for
the right to receive the Supplemental Retirement Income Lump Sum or the Deferred
Vested Supplemental Retirement Income Lump Sum, as the case may be, Key
Employee, on behalf of himself or herself, and his or her Spouse or Domestic
Partner, hereby waives any and all rights, if any, to any increase in benefits
following the later of January 1, 2004 or Key Employee's retirement that would
otherwise be payable from the Retirement Plan as the result of any changes in
the limits contained in Section 415(b) of the Code, which section contains
limits on the benefits that can be paid from tax-qualified defined benefit
plans, whether such increases occur as the result of cost-of-living adjustments
or statutory changes. Key Employee acknowledges that unless such rights, if any,
are waived, he or she will be overpaid and receive a windfall from the
Retirement Plan since the Supplemental Retirement Income Lump Sum and the
Deferred Vested Supplemental Retirement Income Lump Sum will be determined based
on the Section 415(b) limits in effect at the time of payment of the
Supplemental Retirement Income Lump Sum or the Deferred Vested Supplemental
Retirement Income Lump Sum, without any allowance for increase in such limits.
Section 12 hereof notwithstanding, if for any reason this waiver is held to be
invalid, Key Employee agrees to pay to the Company an amount equal to any such
increase in benefits under the Retirement Plan to recover this overpayment.
20. Disqualified Payment. To the extent that Key Employee is
determined by the Committee to be an "Executive Officer" under the agreement
between the Company and the United States of America dated May 6, 2003 (the
Government Contract") entered into pursuant to the Emergency Wartime
Supplemental Appropriations Act of 2003, this Agreement shall be effective with
respect to any payment under Section 5 provided hereunder only if, after giving
affect to this Agreement, such payment would qualify, as determined by the
Committee, as a payment made pursuant to "preexisting contracts governing
retirement" included in the definition of "Excluded Compensation" under the
Government Contract to the extent that the provisions of the Government Contract
are then applicable. In the event that pursuant to the preceding sentence this
Agreement shall not be effective with respect to any payment hereunder, then
with respect to such payment, (but only with respect to such payment), this
Agreement shall be void ab initio, and the terms of the Excess Benefit Agreement
dated March 15, 2002 shall apply with respect to such payment.
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