Delta Airlines 2003 Annual Report Download - page 239

consolidation or merger or sale of all or substantially all of the assets of the
Company; (d) increase the Conversion Rate; (e) evidence and provide for the
acceptance of appointment under the Indenture of a successor Trustee; (f) make
any changes that would provide the Holders with any additional rights or
benefits or that do not adversely affect the legal rights under the Indenture of
any Holder; (g) comply with the requirements of the Commission in order to
effect or maintain the qualification of the Indenture under the TIA; or (h)
modify the restrictions on, and procedures for, resale and other transfers of
the Notes or the shares of Common Stock pursuant to law, regulation or practice
relating to the resale or transfer of restricted securities generally.
Without the consent of each Holder affected, an amendment or waiver may
not (with respect to any Notes held by a non-consenting Holder): (a) reduce the
principal amount of Notes whose Holders must consent to an amendment, supplement
or waiver; (b) reduce the principal of or change the fixed maturity of any Note
or, except as permitted pursuant to Section 9.01 of the Indenture, alter the
redemption or repurchase provisions with respect to the Notes; (c) reduce the
rate of, or change the time for payment of, interest, including defaulted
interest and Liquidated Damages, if any, and any Redemption Price, Purchase
Price or Designated Event Repurchase Price, if applicable, on any Note; (d)
waive a Default or Event of Default in the payment of principal or interest or
Liquidated Damages, if any, on the Notes (except a rescission of acceleration of
the Notes by the Holders of at least a majority in aggregate principal amount of
the Notes then outstanding and a waiver of the payment default that resulted
from such acceleration); (e) make the principal or interest or Liquidated
Damages, if any, on any Note payable in money other than as provided for in the
Indenture and in the Notes; (f) make any change in the provisions of the
Indenture relating to waivers of past Defaults or the rights of Holders to
receive payments of principal of or interest or Liquidated Damages, if any, and
any Redemption Price, Purchase Price or Designated Event Repurchase Price, if
applicable, on the Notes; (g) waive the payment of any Designated Event
Repurchase Price with respect to any Note; (h) reduce the Conversion Rate or,
except as permitted by the Indenture (including Section 9.01), modify the
provisions of the Indenture relating to conversion of the Notes in a manner
adverse to the Holders thereof; or (i) make any changes to the abilities of
Holders to enforce their rights under the Indenture or the provisions of clauses
(a) through (i) of Section 9.02 of the Indenture.
8. REDEMPTION AND PURCHASE. The Company, at its option, may redeem all or
a portion of the Notes on or after February 21, 2009 at a redemption price in
cash ("Redemption Price") equal to 100% of the principal amount thereof, plus
any accrued and unpaid interest to, but excluding, the Redemption Date. At least
30 days but not more than 60 days before a Redemption Date, the Company shall
mail a notice of redemption by first-class mail, postage prepaid, to each Holder
of Notes to be redeemed.
Following a Designated Event, the Company shall make a Designated Event
Offer to repurchase all Notes then outstanding at a Designated Event Repurchase
Price equal to 100% of the principal amount of the Notes, plus any accrued and
unpaid interest to, but excluding, the Designated Event Repurchase Date, in
accordance with the terms and conditions set forth in the Indenture. To accept
the Designated Event Offer, the Holder hereof must comply with the terms
thereof, including surrendering this Note with the "Designated Event Repurchase
Notice" portion
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