Delta Airlines 2010 Annual Report Download - page 207

ARTICLE 22.
CONDEMNATION
Section 22.01. Damages. Other than as described in Section 22.03, if, during the Term, pursuant to an acquisition pursuant to condemnation or the
exercise of the power of eminent domain by any Governmental Authority or the Port Authority or in the event of a conveyance in lieu thereof (collectively
referred to as a "Taking") the entire Terminal 4 is taken, this Agreement shall terminate as of the date possession shall be taken by such authority and all Rent
allocable to the Delta Premises shall cease as of that date. All sums received or recovered by either IAT or Delta or any other person (after deduction for
reasonable expenses incurred in such Taking) as a result of such Taking shall be applied and paid in the following order of precedence:
(i) To the retirement of the Terminal 4 Project Bonds, including all accrued interest and premium payments, if any, thereon;
(ii) To Delta, a pro rata portion of the remaining proceeds of the Taking calculated based on the Delta Space in comparison to the total useable area
of the building located on Terminal 4 in respect of the loss of Delta's leasehold interest; and
(iii) To IAT, the balance of all sums so recovered.
Section 22.02. Proceedings. Without limiting anything set forth in Section 22.01, as between IAT and Delta, and only to the extent of IAT's rights under
the Port/IAT Lease, IAT hereby consents to Delta appearing as an interested or aggrieved party at any condemnation or eminent domain proceeding relating
to a proposed Taking, filing a claim in connection therewith, or participating as an interested or aggrieved party in any hearing, proceeding, trial or appeal
related to a Taking.
Section 22.03. Extinguishment Of Interest In Terminal 4. In the event that pursuant to Section 34(b)(i) or (iv) of the Port/IAT Lease, the Port Authority
shall have purchased IAT's entire interest thereunder, this Agreement shall automatically terminate as of the effective date of the purchase by the Port
Authority of IAT's entire interest under the Port/IAT Lease and IAT shall pay to Delta a pro rata portion of any amount IAT receives from the Port Authority
in excess of amounts applied to the retirement of the Terminal 4 Project Bonds, such pro rata portion calculated based on the Delta Space in comparison to the
total useable area of the building located on Terminal 4 in respect of the loss of Delta's leasehold interest. In the event of such termination, Delta shall be
released from liability from and after the date of such termination for any obligations under this Agreement, other than those obligations that are specifically
stated herein to survive the termination of this Agreement. IAT shall not exercise any right it has to terminate the Port/IAT Lease pursuant to Section 34(b)(iv)
thereof without the prior approval of Delta. In the event that the Port Authority shall not have purchased IAT's interests under the Port/IAT Lease as described
in Article 34 thereof and IAT shall have a right to negotiate directly with any Governmental Authority regarding the condemnation award, Delta shall have a
right to participate in any such proceedings and, in addition, shall have the right to initiate negotiations with such Governmental Authority. In the event that
any other Governmental Authority acquires any interest in Terminal 4 by condemnation or the exercise of the power of eminent domain and such acquisition
renders space at Terminal 4 unavailable to
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