Delta Airlines 2010 Annual Report Download - page 192

ARTICLE 15.
BOOKS, RECORDS AND AUDIT
Section 15.01. IAT Books And Records. IAT shall make, maintain, keep and retain books, ledgers and other business records ("Records") in accordance
with the requirements of the Port/IAT Lease, subject to any waivers or modifications thereof granted by the Port Authority from time to time.
Section 15.02. Delta Books And Records. (a) Delta shall make, maintain, keep and retain, and shall require each of its Approved Contractors and its
Construction Contractors (in each case to the extent the value of materials or services furnished by such person to Delta in respect of the Delta Premises in any
Annual Period is in excess of $25,000 and only if the provision of materials or services relates to Rent, charges, payments or other amounts due from Delta to
IAT under this Agreement) (in this Section, including Delta, each a "Delta Recordkeeper") to make, maintain, keep and retain Records, in accordance with
accepted accounting practices, in hard copy and/or computerized form, showing all of the Delta Recordkeeper's transactions connected with or related to
Terminal 4. If required by the Port/IAT Lease, Delta shall cause each of its Subleases to contain the required portions of this Section 15.02 pertaining to
Records. Delta shall include in each of its contracts with each Delta Recordkeeper a specific provision requiring such Recordkeeper to make, maintain, keep
and retain such Records as provided in this Section. Delta shall maintain, and shall require the other Delta Recordkeepers to maintain the Records for four
years after the end of the Annual Period to which they relate. Notwithstanding the preceding sentence, (i) if any Records relate to any claim, controversy,
dispute, suit, action or proceeding connected with or related to Terminal 4, this Agreement, the Bond Documents or the other Transaction Documents, Delta
shall maintain, and shall require the other Delta Recordkeepers to maintain, such Records until four years after the final determination of such claim,
controversy, dispute, suit, action or proceeding by a final settlement, award or judgment not subject to the possibility of appeal, and (ii) if any Records relate
to expenditures paid or reimbursed with the proceeds of the Series 8 Bonds, Delta shall maintain, and shall require the other Delta Recordkeepers to maintain,
such Records as required by the Bond Documents and the Port/IAT Lease and shall (or shall cause the Delta Recordkeeper to) provide copies of all such
documents to IAT following Phase I DBO. Throughout the Term, Delta shall (and shall cause each Delta Recordkeeper to) reasonably cooperate with IAT in
connection with access to the Records related to the Phase I IAT Project and such other matters as may arise in respect to audits or informational requests of
IAT, the Port Authority or any Governmental Authority in connection with the Records related to the Phase I IAT Project.
(b) Delta shall permit the Port Authority's and IAT's representatives to examine, inspect, audit, make extracts from and make photocopies of Delta's
Records relating to the Rent, charges, payments and other amounts due from Delta under this Agreement, upon reasonable notice to Delta, during ordinary
business hours, at Terminal 4 or another location in the Port of New York District, or, on the condition that Delta shall pay to the Port Authority and IAT
all travel costs and expenses for Port Authority and IAT auditors and other representatives in connection with any audit at locations outside the Port of
New York District, Delta may make said records and books of account available to the Port Authority and IAT at Delta's offices or the offices where the
records are kept. Delta shall permit the Port Authority's and IAT's representatives to examine, inspect, audit, make extracts from and make
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