Delta Airlines 2010 Annual Report Download - page 246

subject in each case to the terms of the Port/IAT Lease (any such work approved by Delta and IAT, the "Approved 2026 Capital Repairs"), provided that,
Delta and IAT acknowledge that the Port is under no obligation to accept IAT's objection with respect to any items to be included therein. IAT shall
perform the Approved 2026 Capital Repairs, it being understood that nothing contained herein shall alter or affect the maintenance and repair standards set
forth elsewhere in this Agreement, or in the Port/IAT Lease, or prevent Delta or IAT from disputing the need for the performance of the 2026 Capital
Repairs. The contracts and contractors proposed to complete the Approved 2026 Capital Repairs shall be subject to the approval of Delta in all respects.
The Costs of the Approved 2026 Capital Repairs shall be financed by IAT on terms and conditions reasonably acceptable to both Delta and IAT; provided,
however, in no case shall the amortization term be less than ten (10) years (the "Approved 2026 Capital Repairs Financing").
(c) Delta shall pay as part of its Post-DBO Rent for Annual Periods during the Term when IAT pays debt service on the Approved 2026 Capital Repairs
Financing a share of the debt service for the Approved 2026 Capital Repairs Financing, which shall be determined by allocating fifty percent (50%) of
such debt service payments for the applicable Annual Period in accordance with the methodologies for allocation of ATA Direct O&M Expenses described
in Schedule 7.3(a), including without limitation, the allocation between the Airfield Cost Center and the Terminal Cost Center based on actual
expenditures and the allocation to Terminal Sub-Cost Centers based on the Usable Area within the Terminal Sub-Cost Centers, provided that the benefit of
the associated Approved 2026 Capital Repair accrues to the appropriate Terminal Sub-Cost Center (the "Additional Re-lifing Rental").
(d) Following each semi-annual reconciliation performed by IAT in accordance with Section 7.04 of this Agreement with respect to any Semi-Annual
Period in which Delta has made a payment in respect of Additional Re-lifing Rental, Delta will be due a rental credit (the "Re-lifing Credit") to be applied
in the immediately succeeding Semi-Annual Period in the amount equal to fifty percent (50%) of the Additional Re-lifing Rental paid in the Semi-Annual
Period then being reconciled in accordance with Section 7.04, but not to exceed an amount equal to seventy-five percent (75%) of the portion of the
Capital Charge included in Delta's Post-DBO Rent for such Semi-Annual Period; provided, however, that such Re-lifing Credit shall not exceed (i) with
respect to the first Semi-Annual Period in an Annual Period, the amount that IAT reasonably expects will be available as Port Authority Residual Rental
(as defined in the Port/IAT Lease) at the end of such Annual Period, and (ii) with respect to the second Semi-Annual Period in such Annual Period, the
amount that, when added to the Re-lifing Credit applied in such second Semi-Annual Period (i.e., the Re-lifing Credit calculated based upon the
reconciliation of the Post-DBO Rent in the immediately preceding first Semi-Annual Period), does not exceed the amount that IAT reasonably expects will
be available as Port Authority Residual Rental at the end of such Annual Period, as all such amounts (e.g., including Port Authority Residual Rental) may
be reconciled in accordance with Section 7.04 of this Agreement and the Port/IAT Lease, as applicable.
(e) As used in this Section 36.08, the following terms shall have the following meanings:
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