Delta Airlines 2006 Annual Report Download - page 136

NOW, THEREFORE, in consideration of the premises and the mutual covenants hereinafter contained, and for other good and valuable
consideration, the parties hereto agree as follows:
1. AMOUNT AND TERMS OF CREDIT
1.1 Credit Facilities.
(a) Term Loan A.
(i) On the Effective Date the aggregate principal amount of Term Loan A (as defined in the Existing Credit
Agreement) outstanding under the Existing Credit Agreement is $600,000,000 and shall be deemed outstanding under this Agreement (collectively, the “Term
Loan A”). The Borrower may from time to time deposit the proceeds of the Term Loan A in the L/C Cash Collateral Account. Unless a Default or an Event of
Default shall have occurred and be continuing, the L/C Cash Collateral may be withdrawn by the Borrower from the L/C Cash Collateral Account from time
to time upon 3 Business Days’ notice to the Administrative Agent, providedthat the aggregate amount of L/C Cash Collateral held in the L/C Cash Collateral
Account thereafter would not be less than an amount equal to 100% of the aggregate face amount of all outstanding Letters of Credit. The obligations of each
Term A Lender hereunder shall be several and not joint. The Term Loan A shall, upon the request of any Lender pursuant to Section 1.10,be evidenced by
promissory notes substantially in the form of Exhibit 1.1(each a “Note” and collectively the “Notes”), and, upon such request as provided in Section 1.10,
Borrower shall execute and deliver each Note to the applicable Term A Lender. Each Note shall represent the obligation of Borrower to pay the amount of the
applicable Term A Lender’s Term Loan A, together with interest thereon as prescribed in Section 1.5.
(ii) The aggregate outstanding principal balance of the Term Loan A (including the portion of the Term Loan A the
proceeds of which are held by the Administrative Agent in the L/C Cash Collateral Account) shall be due and payable in full in immediately available funds
on the Maturity Date, if not sooner paid in full. No payment with respect to the Term Loan A may be reborrowed. The deposit of proceeds of the Term Loan
A in the L/C Cash Collateral Account as provided in Section 1.1(a)(i) above, is not and shall not be deemed to be a repayment of the Term Loan A.
(iii) Each payment of principal with respect to the Term Loan A shall be paid to the Administrative Agent for the
ratable benefit of each Term A Lender, ratably in proportion to each such Term A Lender’s respective Term A Commitment.
(iv) Subject to and in accordance with the terms and conditions contained herein and in Annex B, unless a Default or an
Event of Default shall have occurred and be continuing, each L/C Issuer agrees to issue one or more Letters of Credit at the request of the Borrower from time
to time during the period commencing on the Effective Date and ending on the earlier of the Maturity Date and 30 days prior to the Scheduled Maturity Date,
up to a maximum amount of $200,000,000 (the “L/C Subfacility”).
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