Delta Airlines 2010 Annual Report Download - page 142

Section 2.02. Use Rights. Delta and Delta's Sublessees shall be entitled to the benefits of access, ingress and egress and other use rights granted to IAT
under the Port/IAT Lease, subject at all times to the terms of the Port/IAT Lease and IAT's ability to grant such rights to Delta and Delta's Sublessees,
including (i) to the walkways, roadways and Light Rail System located on the Airport and the entrances and exits now or hereafter located in, on and adjacent
to the Headhouse, (ii) between the Delta Premises and the Public Aircraft Facilities located on the Airport by means of Taxiways existing from time to time
located on the Airport, and the right of passage over said Taxiways, (iii) to use any of IAT's taxiway easements appurtenant to the Airport, (iv) the right of
access to the Distribution Portion of the Underground Fuel System (as defined in the Port/IAT Lease) located on the Airport and connections thereto
appurtenant to the Delta Gates from time to time, to use the same to distribute fuel for Delta and its ATA Airline Sublessees, all in accordance with the
applicable provisions of the Port/IAT Lease and the Port Authority Rules and Regulations, (vi) the right of access to all utility facilities located on the Airport
necessary and appropriate to serve the Delta Premises and to obtain utilities necessary for the use and operation of the Delta Premises in accordance with this
Agreement, and, acting through its employees, contractors, suppliers and invitees, to use the same from time to time all in accordance with the applicable
provisions of the Port/IAT Lease, the Port Authority Rules and Regulations, this Agreement and the Terminal 4 Rules and Regulations, and (vii) all of IAT's
other easements, rights and benefits in and to Terminal 4 as are necessary for the use and operation of the Delta Premises as provided in this Agreement and
all of IAT's other easements, rights and benefits now or hereafter appurtenant to the Delta Premises pursuant to the Port/IAT Lease or otherwise; provided
that, Delta's rights under this Section 2.02 shall be subject at all times to the requirements of the Port/IAT Lease, the Terminal 4 Rules and Regulations and
the Terminal 4 Security Plan.
Section 2.03. Additional Phase I Gates; Hardstand Positions. (a) In accordance with the Phasing Strategy and the applicable provisions of this
Agreement and the Port/IAT Lease, and subject to all applicable ATA Airline Subleases between IAT and Contract Carriers, IAT will at all times use
commercially reasonable efforts to make available to Delta, in addition to the Delta Gates identified in Section 2.01(a)(i)(1) and the Delta Gates comprising
the Phase I Concourse B Expansion, four additional Gates on Concourse B (the "Additional Phase I Gates"). Any such Additional Phase I Gates shall be
delivered vacant in "as is" condition, subject to reasonable wear and tear but in compliance with IAT's maintenance and operations obligations under the Port/
IAT Lease with respect thereto. Delta shall be obligated to add the Additional Phase I Gates and related facilities to the Delta Premises as IAT makes such
Gates and facilities available to Delta. The economic terms for Delta's occupancy of such Additional Phase I Gates prior to Phase I DBO shall be as provided
in Section 7.01(a). Notwithstanding anything contained in the foregoing to the contrary, if despite commercially reasonable efforts IAT is not able to deliver
the Additional Phase I Gates as provided for in the Phasing Strategy and in accordance with this Agreement and the Port/IAT Lease and subject to all
applicable ATA Airline Subleases between IAT and Contract Carriers, (i) such failure shall not constitute an IAT Event of Default, and (ii) IAT shall continue
to use commercially reasonable efforts to cause the Additional Phase I Gates to be made available to Delta as Delta Gates as soon as is reasonably practicable.
If three (3) of the Additional Phase I Gates referenced above have been made available to Delta as Delta Gates, and fewer than three other Contract Carrier
flights per day utilize the fourth Additional Phase I Gate, such fourth Additional Phase I Gate shall be included as part of the Delta Premises as a Delta Gate
subject to the following provisions: (i) Delta will
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