Delta Airlines 2006 Annual Report Download - page 152

3.3 Corporate Power, Authorization, Enforceable Obligations.
Upon the entry by the Bankruptcy Court of the Final Order, the execution, delivery and performance by each Credit Party of the Loan
Documents to which it is a party and the creation of all Liens provided for therein: (a) are within such Person’s power; (b) have been duly authorized by all
necessary corporate, limited liability company or limited partnership action; (c) do not contravene any provision of such Person’s charter, bylaws or
partnership or operating agreement as applicable; (d) do not violate any law or regulation, or any order or decree of any court or Governmental Authority;
(e) do not conflict with or result in the breach or termination of, constitute a default under or accelerate or permit the acceleration of any performance required
by, any material lease, material agreement or other material instrument entered into or assumed by such Person after the commencement of the Cases to which
such Person is a party or by which such Person or any of its property is bound; (f) do not result in the creation or imposition of any Lien upon any of the
property of such Person other than those in favor of the Administrative Agent for the benefit of the Secured Parties, pursuant to the Loan Documents and the
Final Order; and (g) do not require the consent or approval of any Governmental Authority or any other Person, except (i) those referred to in Section 2.2(d),
all of which will have been duly obtained, made or complied with prior to the Closing Date and (ii) any consents, notices or approvals pursuant to the Federal
Assignment of Claims Act of 1940 or any applicable state, county or municipal law restricting the assignment of any Accounts for which the Account Debtor
is the United States government or a political subdivision thereof or any state, county or municipality or department, agency or instrumentality thereof. Each
of the Loan Documents shall be duly executed and delivered by each Credit Party that is a party thereto and each such Loan Document shall constitute a legal,
valid and binding obligation of such Credit Party enforceable against it in accordance with its terms.
3.4 Financial Statements and Projections.
Except for the Projections, all Financial Statements concerning Borrower and its Subsidiaries that are referred to below have been
prepared in accordance with GAAP consistently applied throughout the periods covered (except as disclosed therein and except, with respect to unaudited
Financial Statements, for the absence of footnotes and normal year-end audit adjustments) and present fairly in all material respects the consolidated financial
position of Borrower and its Subsidiaries as at the dates thereof and the consolidated results of their operations and cash flows for the periods then ended.
(a) Financial Statements. The following Financial Statements attached hereto as Disclosure Schedule 3.4(a)have been delivered on
the date hereof:
(i) The audited consolidated balance sheet at December 31, 2004 of Borrower and its Subsidiaries and the related
consolidated statements of operations, cash flows and shareowners’ (deficit) equity for the Fiscal Year then ended, reported on by Deloitte Touche LLP.
18