Delta Airlines 2010 Annual Report Download - page 228

ARTICLE 30.
NO RECOURSE AGAINST EXCULPATED PARTIES
Section 30.01. IAT Exculpated Parties(a). (a) Notwithstanding any other provision of this Agreement to the contrary, neither (x) any director,
employee, committee member, manager, managing director, officer, agent, representative nor any (y) owner, shareholder, member, partner, controlling
Person, principal or ultimate beneficial owner, in each case whether direct or indirect, of IAT, or any Affiliate of IAT or of any of the foregoing (other than
Delta and its Affiliates), shall be charged personally or held contractually liable by or to the other party, or any third-party beneficiary hereof, under, or in
connection with, any term or provision of this Agreement or of any supplement, modification or amendment to this Agreement or because of any breach
thereof, or because of its or their execution or attempted execution, provided that, the foregoing shall not apply to IAT. The sole recourse of Delta (or its
successors or assigns) under this Agreement and any third party beneficiary hereof shall be against IAT's assets irrespective of any failure of IAT to comply
with applicable Law or any provision of this Agreement, and (y) neither Delta (nor its successors or assigns) nor any third party beneficiary hereof shall be
subrogated, or have any right of subrogation, to any claim of IAT for any capital contributions to IAT from any member of IAT.
(b) For the purposes of this Section, the protections afforded to IAT and its related Persons or entities under this Article 30 shall also apply to and be
deemed to protect, in respect of any obligations hereunder or under any of the Terminal 4 Project Bond Documents, (x) the Trustee[s], any nominee of the
Trustee[s], the Bond Insurer, any successor to IAT, any Interim Terminal Operator or any Qualified Terminal Operator and (y) (i) any officer, committee
member, director, manager, managing director, employee, agent or representative or (ii) any controlling Person, shareholder, member, partner, principal or
ultimate beneficial owner, in each case whether direct or indirect, of any of the Persons mentioned in clauses (x) or (y)(i) above.
Section 30.02. Delta Exculpated Parties. Notwithstanding any other provision of this Agreement to the contrary, neither (x) any director, employee,
committee member, manager, managing director, officer, agent, representative nor any (y) owner, shareholder, member, partner, controlling Person, principal
or ultimate beneficial owner, in each case whether direct or indirect, of Delta, or any Affiliate of Delta or of any of the foregoing, shall be charged personally
or held contractually liable by or to the other party, or any third-party beneficiary hereof, under, or in connection with, any term or provision of this
Agreement or of any supplement, modification or amendment to this Agreement or because of any breach thereof, or because of its or their execution or
attempted execution, provided that, the foregoing shall not apply to Delta. The sole recourse of IAT (or its successors or assigns) under this Agreement and
any third party beneficiary hereof shall be against Delta's assets irrespective of any failure of Delta to comply with applicable Law or any provision of this
Agreement.
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