Delta Airlines 2006 Annual Report Download - page 161

(b) As of the Closing Date, the Credit Parties are utilizing, or causing to be utilized, in all material respects, the Slots, Primary
Gates and Routes as required by the applicable Governmental Authority, Airport Authority or Foreign Aviation Authority. As of the Closing Date, except as
disclosed in Borrower’s Form 10-K for the Fiscal Year ended December 31, 2004, none of the Credit Parties has received any notice from any Governmental
Authority, Airport Authority or Foreign Aviation Authority or is aware of any other event or circumstance, that would be reasonably likely to impair its right
to hold and use Primary Gates, Slots and Routes in any material respect, except that which would not reasonably be expected to result in a Material Adverse
Effect.
4. FINANCIAL STATEMENTS AND INFORMATION
4.1 Reports and Notices.
(a) Borrower hereby agrees that from and after the Closing Date and until the Termination Date, it shall deliver to the
Administrative Agent and Lenders, as required, the Financial Statements, notices, Projections and other information at the times, to the Persons and in the
manner set forth in Annex E.
(b) Borrower hereby agrees that from and after the Closing Date and until the Termination Date, it shall deliver to the
Administrative Agent and Lenders, as required, the various Collateral Reports (including Borrowing Base Certificates in the form of Exhibit 4.1(b)) at the
times, to the Persons and in the manner set forth in Annex F.
4.2 Communication with Accountants.
Each Credit Party executing this Agreement authorizes (a) the Administrative Agent and (b) so long as an Event of Default has occurred
and is continuing, each Lender, to communicate, with prior notice to Borrower and Borrower’s opportunity to be present, directly with its independent
registered public accountants and authorizes and shall instruct those accountants to communicate to the Administrative Agent and such Lender, with notice to
Borrower, information relating to any Credit Party with respect to the business, results of operations and financial condition of any Credit Party as the
Administrative Agent or such Lender shall reasonably request.
5. AFFIRMATIVE COVENANTS
Each Credit Party agrees that from and after the Closing Date and until the Termination Date:
5.1 Maintenance of Existence and Conduct of Business.
Except as otherwise required by the Bankruptcy Code, each Credit Party shall (a) except as otherwise permitted by Section 6.1or Section
6.8, do or cause to be done all things necessary to preserve and keep in full force and effect its legal existence, all rights, permits, licenses, approvals and
privileges (including all Permits) necessary in the conduct of its business, and its material rights and franchises entered into or assumed after the
commencement of the Cases, and; (b) at all times maintain, preserve and protect all of its assets and properties (including all Collateral) used or useful and
necessary in the conduct of its business, and keep the same in good repair, working order and condition in all material respects (taking into consideration
ordinary wear and tear) and from time to time make, or cause to be made, all necessary or appropriate repairs, replacements and improvements thereto
consistent with industry practices except as otherwise permitted in the applicable Loan Documents; and (c) except where failure to do so could not reasonably
be expected to have a Material Adverse Effect, transact business only in such corporate and trade names as are set forth in Disclosure Schedule 5.1.
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