Delta Airlines 2010 Annual Report Download - page 354

(y) any amounts owed to the Trustee with respect to any indemnity provided by the Lessee, but not including any payments with respect to Debt Service) and
(ii) amounts paid to securities rating agencies in connection with providing or maintaining the ratings on the Passenger Terminal Bonds (other than any such
amount paid as a Project Cost).
(r) Amounts payable in respect of the Lessee's indemnification obligations to the Port Authority or third parties unless such obligation results from the
gross negligence or willful act or omission of the Lessee.
(s) Any other amounts specified in this Agreement to constitute or be payable as "Permitted O&M Expenses".
(t) Any expenditure not itemized or referred to above which would be customarily and properly included as an operation and maintenance cost, and as
would reasonably be incurred by a prudent operator in the conduct of or relating to the operation of a first-class international airline terminal.
Each of the items of cost enumerated in this Exhibit above shall be treated as a current expense. In no event shall any cost or expenditure be included in
Permitted O&M Expenses more than once even though fitting under more than one category provided for in this Exhibit.
II. Notwithstanding the above provisions of this Exhibit, and without otherwise limiting the generality thereof, there shall be excluded from the Permitted
O&M Expenses. or be deducted therefrom, as appropriate:
(a) Except as set forth in I(k) of this Exhibit, transfer, gains, franchises, inheritance, estate and income taxes imposed upon any Direct or Indirect Owner,
Affiliate or any other Person than the Lessee.
(b) Legal, accounting, tax-related and other professional fees, charges and disbursements paid or incurred by the Lessee or any Direct or Indirect Owner or
Affiliate in connection with the legal, accounting, tax-related (excluding taxes set forth in I(k) of this Exhibit ) or other interests of any Direct or Indirect
Owner or Affiliate of the Lessee, including any expenses in connection with the meeting or operation of the executive committee of the Lessee.
(c) Except as set forth in I(i) of this Exhibit, salaries, fringe benefits, bonuses, and other payroll costs or compensation paid to or for salaried employees or
principals of any Direct or Indirect Owner or Affiliate of the Lessee, who is not also a full-time direct employee of the Lessee, including, without limitation,
any expenses incurred by such employee or principal of a Direct or Indirect Owner or Affiliate of the Lessee; and any allocation of overhead. charges, fees or
disbursements for goods or services provided by any Direct or Indirect Owner or Affiliate of the Lessee.
(d) Any other payment, disbursement, fee or emolument to a Direct or Indirect Owner or Affiliate of the Lessee other than those (i) expressly allowed in
paragraph (I) (i) above or (ii) permitted under Section 21 of this Agreement. It is expressly understood that the payments referred to in this paragraph and the
immediately preceding two paragraphs are to be considered liquidated by the Lessee Terminal Management Funds.
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