Delta Airlines 2010 Annual Report Download - page 162

(including appropriate reciprocal easement agreements among Delta, IAT and the Port Authority for locating the Terminal 2-4 Connector), necessary and
appropriate for constructing, using and operating the Phase I IAT Project and the Terminal 2-4 Connector, as applicable and requirements of the Series 8
Bond Documents, provided that, the foregoing shall not limit Delta's obligations in respect of Cost Overruns pursuant to Section 6.02. IAT shall use
commercially reasonable efforts to cause its contractors, subcontractors, consultants, suppliers and service providers to cooperate with and assist Delta, the
Construction Administrator and Delta's contractors, subcontractors, consultants, suppliers and service providers in connection with the design and
construction of the Phase I IAT Project and the Terminal 2-4 Connector.
(b) Delta shall be responsible for obtaining and maintaining all building and other permits, approvals and consents, including permits, approvals and
consents from the Port Authority, necessary for constructing, using and operating the Phase I IAT Project and the Terminal 2-4 Connector. IAT shall
cooperate with, and upon Delta's reasonable request, use commercially reasonable efforts to assist Delta in obtaining and maintaining such permits,
approvals and consents and, promptly upon request, execute and deliver IAT approved Construction Applications (as defined in the Port/IAT Lease) to the
Port Authority and other applications and requests for, and other documents with respect to, such permits, approvals and consents reasonably requested by
Delta.
(c) During the period of construction of the Phase I IAT Project and the Terminal 2-4 Connector (including installation of trade fixtures), as applicable,
and at all times subject to and in accordance with the Port Authority Rules and Regulations, the Terminal 4 Rules and Regulations, the Terminal 4 Security
Plan and other requirements under Law or as required by any Governmental Authority, the Port Authority, Delta, the Construction Administrator, Delta's
contractors, subcontractors, consultants, suppliers and service providers and their respective employees and representatives shall have access at times
reasonably agreed to by IAT to Terminal 4 as may be reasonably necessary and appropriate to construct and complete expeditiously the Phase I IAT
Project and the Terminal 2-4 Connector. In connection with the construction of the Phase I IAT Project and the Terminal 2-4 Connector, Delta shall not
interrupt or disturb operations at Terminal 4 and the Airport to the extent reasonably practicable, and in accordance with the requirements specified in the
Phase I IAT Project Contract Documents, the Terminal 2-4 Connector P&S and other agreements entered into in connection with such construction
(including operational conflicts). IAT shall use reasonable efforts to: (i) provide and to cause its contractors, subcontractors, consultants, suppliers and
service providers to provide such access; (ii) arrange for any permit for such access required by the Port Authority; (iii) require IAT's Sublessees to
cooperate with Delta in providing access to their respective subleased space in order for Delta to complete the Phase I IAT Project and the Terminal 2-4
Connector, provided that, such access does not unreasonably interfere with, interrupt or disturb, such Sublessees' activities or operations; and (iv) provide
Delta with office space in Terminal 4 or a construction facility on the Terminal 4 Site sufficient for and reasonably equipped as a construction office for
the requisite project staff for the Phase I IAT Project and the Terminal 2-4 Connector. IAT and Delta shall establish and continue throughout the design
and construction of the Phase I IAT Project and the Terminal 2-4 Connector a construction working group consistent with the Phase I IAT Project
Management Structure, including the Construction Administrator, the general contractor or construction manager, and others as Delta or IAT shall
reasonably request, who shall meet at least weekly
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