THE UNITED STATES OF AMERICA
DELTA AIR LINES, INC.
THIS Agreement ("Agreement") is made and entered into on this 6th day of May, 2003 ("Effective Date") by and
between Delta Air Lines, Inc. ("Air Carrier") and the United States of America, acting through the Transportation
Security Administration ("TSA").
TSA enters into this Agreement under the authority of the Title IV, Public Law No. 108-11 (hereinafter P.L.
108-11), the Emergency Wartime Supplemental Appropriations Act, 2003, (hereinafter Act), which requires the
execution and delivery of this Agreement as a condition to the remittance of the funds provided for in the second
proviso of Title IV, P.L. 108-11, except for any air carrier that operates aircraft exclusively with 85 seats or less,
any Hawaii-based carrier or any carrier that does not operate trans-Pacific or trans-Atlantic flights. Air Carriers
that would be exempted from the requirement to execute and deliver this Agreement but for the operation of
private charter flights, including flights provided to the United States under the Civil Reserve Air Fleet (CRAF),
for which no fees were incurred pursuant to 49 U.S.C. ss. 44940(a) for these flights, shall not be required to
execute and deliver this Agreement solely because of those flights for which no fees were incurred.
This Agreement describes the terms and conditions to which the Air Carrier must agree to be eligible for
remittance of the funds provided for in the second proviso of Title IV, P.L. 108-11.
3.1 "Excluded Compensation" means award of stock, stock options, preexisting contracts governing retirement,
health benefits, life insurance benefits, and reimbursement of reasonable expenses to an executive officer. Awards
of stock and stock options shall include related granting, vesting, issuance, exercise and sale events.
3.2 "Executive Officer" means the two most highly compensated named executive officers (as that term is used in