Delta Airlines 2010 Annual Report Download - page 208

IAT for Delta's occupancy and use consistent with the terms and conditions of this Agreement, then, to the extent that Delta has an interest in such interest in
Terminal 4 under and pursuant to this Agreement, whether that interest be a leasehold interest in the Delta Premises, the right to use in common with others
Common Space or any other interest or right in Terminal 4, any and all of Delta's rights or leasehold interests granted with respect to such interest in Terminal
4 actually taken shall terminate at the time title to the property actually taken transfers to the acquiring Governmental Authority. With the exception of those
items that survive the expiration or termination of this Agreement as specifically provided in this Agreement, upon any termination of this Agreement as
described above, all obligations, duties and privileges of Delta and IAT with respect to only such interest actually taken arising out of and created by this
Agreement, except Delta's obligation to pay rent, which shall be adjusted only as provided in Section 22.04 and Section 22.05, shall terminate at such time.
The remainder of this Agreement and the rights, duties, obligations, covenants, agreements, representations, warranties and provisions of IAT and Delta and
other provisions of this Agreement shall remain in full force and effect. IAT shall pay no fee or other amount in the nature of damages or other compensation
whatsoever to Delta in the event of the lawful acquisition by condemnation or the exercise of the power of eminent domain in any interest in Terminal 4. Prior
to the time title transfers to the acquiring authority, Delta and IAT shall reasonably determine a schedule for Delta to vacate the affected portion of Terminal 4
to be taken by the acquiring authority.
Section 22.04. Restoration; Relocation; Adjustment To Rent. (a) In the event of a Taking which takes, in part or in whole, Delta's interest in the Delta
Space or the Common Space and does not result in a termination of this Agreement, IAT shall repair, rebuild and restore Terminal 4 as nearly as possible to
its condition immediately prior to such condemnation or exercise of the power of eminent domain.
(b) The obligations contained herein to repair, rebuild and restore shall be conditioned upon, and limited to, the amount of funds available for such
purpose from the proceeds of such Taking. IAT shall use reasonable efforts to relocate Delta to other space within Terminal 4, if space is available to and
usable by Delta. To the extent other space usable by Delta is not available, IAT shall not have the obligation to relocate Delta to other space. The
determination of the availability shall be made reasonably by IAT and the determination of usability shall be determined reasonably by Delta. To the extent
such relocation is not effected (and pending any such restoration, to the extent such relocation is not yet effected) the Delta Rent shall be fairly and
equitably reduced and recalculated as determined in good faith among Delta and IAT, based on the portion of the Delta Premises that was not lost pursuant
to the Taking or that has been replaced, including appropriate adjustments to the extent ATA Permitted O&M Expenses are actually reduced during such
period for the Delta Premises. If all or substantially all of the Delta Space as contemplated under Article II cannot be used by Delta for its intended
purposes as a result of a Taking, and Delta cannot be relocated to other space within Terminal 4 which is substantially consistent (in capacity and use) with
the Delta Premises so taken, Delta may, at its option, terminate this Agreement effective on the date of Taking upon notice to IAT delivered within ten
(10) days after the Taking. If this Agreement is so terminated by Delta, that portion, if any, of the net proceeds (after payment of the Terminal 4 Project
Bonds) of the damages awarded in respect of Delta's leasehold interest in the Delta Premises shall be distributed to Delta.
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