Delta Airlines 2010 Annual Report Download - page 301

the Assignee to the Port Authority and the Trustee, shall not, prior to entry upon and taking of possession of the ATA Premises or the 2010 Expansion
Project, or any portion thereof, by the Port Authority or the Trustee, be deemed or construed to constitute the Port Authority or the Trustee in possession,
nor thereafter or at any time or in any event obligate Assignee, the Port Authority or the Trustee to appear in or defend any action or proceeding relating to
the Assigned Rights, the ATA Premises or the 2010 Expansion Project, or to take any action hereunder, or to expend any money or incur any expenses or
perform or discharge any obligation, duty or liability under the Assigned Rights. The Assignee shall not be deemed to have assumed the control, care,
management or repair of the ATA Premises or the 2010 Expansion Project or be liable in any way for any injury or damage to person or property sustained
by any person or persons, firm or corporation in or about the ATA Premises or the 2010 Expansion Project, except for any claims, injury or damages
arising out of or resulting from any gross negligence, willful misconduct or bad faith of the Assignee.
(b) At any time after the occurrence and during the continuance of an Event of Default, the Assignee may in addition to all other rights and remedies set
forth in the ATA, may, at its option, without notice and without regard to the adequacy of security for the Obligations hereby secured, with or without
bringing any action or proceeding, and with or without a receiver (i) enter upon, take possession of, manage and operate the ATA Premises or the 2010
Expansion Project or any part thereof, (ii) make, cancel, enforce or modify the Assigned Rights, and (iii) enter into agreements with and/or terminate
parties pursuant to the Assigned Rights. The entering upon and taking possession of all or any part of the ATA Premises or the 2010 Expansion Project
and/or the management thereof and/or any other action taken pursuant hereto shall not cure or waive any default, or waive, modify or effect notice of
default under ATA, or invalidate any act done pursuant to such notice.
8. Power of Attorney. The Assignor hereby irrevocably appoints the Assignee, with full power of substitution, as the Assignor's attorney-in-fact, with full
authority in the name, place and stead of the Assignor, from time to time after the occurrence and during the continuance of an Event of Default, to do any and
all things required to be done in the Assignee's discretion, to carry out the terms and accomplish the purposes of this Assignment as fully and effectually as the
Assignor could do, including, but not limited to, the power to endorse the Assignor's name to checks, notes or other instruments for the payment of money, to
deposit the same for the benefit of the Assignee and to institute, prosecute and settle all claims of the Assignor in connection therewith. This power of attorney
is coupled with an interest and shall be irrevocable until all of the Obligations are paid in full and this Assignment is terminated. This power of attorney shall
survive the dissolution and liquidation of the Assignor. The powers
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