Delta Airlines 2006 Annual Report Download - page 156

3.12 ERISA.
(a) Disclosure Schedule 3.12(a)lists as of the Closing Date, all Pension Plans, including Title IV Plans, Multiemployer Plans,
ESOPs and all Retiree Welfare Plans. Copies of all such listed Plans, together with a copy of the latest form IRS/DOL 5500-series for each such Plan have
been delivered to the Administrative Agent. Except with respect to Multiemployer Plans, each Qualified Plan has been determined by the IRS to qualify under
Section 401 of the IRC, the trusts created thereunder have been determined to be exempt from tax under the provisions of Section 501 of the IRC and to the
knowledge of any Credit Party, nothing has occurred that would cause the loss of such qualification or tax-exempt status. To the knowledge of any Credit
Party and except for non-compliance to the extent permitted under the Bankruptcy Code, each Plan is in compliance in all material respects with the
applicable provisions of ERISA and the IRC. Each Credit Party and all ERISA Affiliates have made all material contributions and paid all material amounts
due as required by either Section 412 of the IRC or Section 302 of ERISA prior to the date of commencement of the Cases.
(b) Except as set forth in Disclosure Schedule 3.12(b)or which would reasonably be expected not to have a Material Adverse
Effect, as of the Closing Date (i) no Title IV Plan has any material Unfunded Pension Liability; (ii) other than the Cases, no ERISA Event or event described
in Section 4062(e) of ERISA with respect to any Title IV Plan has occurred or is reasonably expected to occur; (iii) there are no pending, or to the knowledge
of any Credit Party, threatened material claims (other than claims for benefits in the normal course), sanctions, actions or lawsuits, asserted or instituted
against any Plan or any Person as fiduciary or sponsor of any Plan; (iv) no Credit Party or ERISA Affiliate has incurred or reasonably expects to incur any
material liability as a result of a complete or partial withdrawal from a Multiemployer Plan; (v) within the last five years no Title IV Plan of any Credit Party
or ERISA Affiliate has been terminated pursuant to a “standard termination” as that term is used in Section 4041 of ERISA, nor has any Title IV Plan of any
Credit Party or ERISA Affiliate (determined at any time within the past five years) with material Unfunded Pension Liabilities been transferred outside of the
“controlled group” (within the meaning of Section 4001(a)(14) of ERISA) of any Credit Party or ERISA Affiliate; and (vi) except in the case of any ESOP,
Stock of all Credit Parties and their ERISA Affiliates makes up, in the aggregate, no more than 10% of the fair market value of the assets of any Plan
measured on the basis of fair market value as of the latest valuation date of any Plan.
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