Delta Airlines 2006 Annual Report Download - page 160

(c) Pursuant to section 364(c)(i) of the Bankruptcy Code and the Final Order, all obligations of the Borrower and the obligations of
the Guarantors under the Guaranty in respect thereof at all times will constitute allowed Super-Priority Claim in each of the Cases having priority over all
administrative expenses of the kind specified in sections 503(b) or 507(b) of the Bankruptcy Code, subject only to the Carve-Out.
(d) The Final Order and the transactions contemplated hereby and thereby, are in full force and effect and have not been vacated,
reversed, modified, amended or stayed in any manner that affects the rights or duties of the Administrative Agent, the Arrangers or the Lenders, in each case,
without the prior written consent of the Administrative Agent.
3.24 Certificated Air Carrier.
Each Air Carrier is a Certificated Air Carrier and possesses all necessary certificates, franchises, licenses, permits, rights, designations,
authorizations, exemptions, concessions and consents which are material to the operation of the routes flown by it and the conduct of its business and
operations as currently conducted (the “Permits”). Neither the DOT nor FAA nor any other Aviation Authority has taken any action or proposed or, to such
Air Carrier’s knowledge, threatened to take any action, to amend, modify, suspend, revoke, terminate, cancel, or otherwise affect such Permits and Op Specs,
in each case, in an adverse manner.
3.25 U.S. Citizen.
Each Air Carrier is a “citizen of the United States” as defined in Section 40102(a)(15) of Title 49.
3.26 Spare Parts.
Set forth on Disclosure Schedule 3.26, is a true, correct and complete list of each Designated Spare Parts Location as of the Closing
Date.
3.27 Aircraft; Engines.
Set forth on Disclosure Schedule 3.27is a true, correct and complete list of Eligible Aircraft and Eligible Engines as of the Closing Date.
3.28 Slots, Primary Gates and Routes.
(a) Set forth on Disclosure Schedule 3.28is a complete and accurate list, as of the Closing Date, of all Primary Slots and Primary
Routes of the Credit Parties, except those that are licensed for less than one (1) IATA season.Such Disclosure Schedule 3.28shall be revised from time to time
by Borrower, or as reasonably requested by the Administrative Agent, to reflect all Primary Slots and Primary Routes of such Credit Parties. Each such Credit
Party, if applicable, represents and warrants that it holds each of the FAA Slots pursuant to authority granted by the FAA pursuant to Title 14 of the United
States Code.
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