Delta Airlines 2014 Annual Report Download - page 145

[***] CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO
A REQUEST FOR CONFIDENTIAL TREATMENT
8. THE BUYER’
S ACCEPTANCE
8.1
Acceptance Procedures
8.1.1 The Seller or any Affiliate thereof acting as the Seller’
s designee shall give to the Buyer not less than [***] of the
proposed time when Technical Acceptance Process of an Aircraft shall be conducted, and, in the event that the Buyer
elects to attend such Technical Acceptance Process (as defined below), the Buyer shall comply with the reasonable
requirements of the Seller with the intention of completing the Technical Acceptance Process within [***] after
commencement. The Technical Acceptance Process shall take place at the Delivery Location, and shall be carried out
by the personnel of the Seller (accompanied, if the Buyer so wishes, by representatives of the Buyer [***] shall have
access to the cockpit at any one time). During flight tests, these representatives shall comply with the instructions of
the Seller’
s representatives. The Seller shall not normally be required in the course of such Technical Acceptance
Process to fly any of the Aircraft for more [***].
8.1.2
[INTENTIONALLY LEFT BLANK]
8.1.3 Prior to Delivery, the Aircraft shall undergo a technical acceptance process developed by the Seller (the "
Technical
Acceptance Process
"). Completion of the Technical Acceptance Process shall demonstrate the satisfactory
functioning of Aircraft and be considered to demonstrate compliance with the Specification. Should it be established
that the Aircraft does not comply with the Technical Acceptance Process requirements, the Seller shall without
hindrance from the Buyer be entitled to carry out any necessary changes and, as soon as practicable thereafter,
resubmit the Aircraft to such further Technical Acceptance Process as is necessary to demonstrate the elimination of
the non-compliance. [***].
8.1.4
In the event that the Buyer, after having received proper notice in accordance with Subclause 8.1.1, does not attend the
Technical Acceptance Process scheduled for an Aircraft or fails to so cooperate, the Seller may complete any of them
in the absence of the Buyer, whereupon the Buyer shall be deemed to have accepted the Technical Acceptance
Process, if such Technical Acceptance Process demonstrates the satisfactory functioning of the Aircraft as aforesaid,
and the Seller shall furnish such data with respect to such Technical Acceptance Process as the Buyer may reasonably
request.
8.1.5
If the Technical Acceptance Process for an Aircraft is not successfully completed or there is a defect, the Seller,[***],
shall give notice to the Buyer specifying such unsuccessful completion or defect. Thereafter the Seller shall, without
hindrance from the Buyer, carry out any necessary changes and, as soon as practicable thereafter, resubmit the Aircraft
for a new Technical Acceptance Process to demonstrate the elimination of the defect, such Technical Acceptance
Process to be held and carried out in accordance with Subclause 8.1, provided, however, that rather than accept a
delay in Delivery of any such Aircraft, the Buyer and the Seller may agree to deliver such Aircraft with subsequent
correction of the defect by the Buyer at the Seller’s expense in accordance with the provisions of Clause 12 herein.
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