Delta Airlines 2006 Annual Report Download - page 166

5.8 Landlords’ Agreements; Bailee Letters.
If requested by the Administrative Agent in its reasonable discretion, each Credit Party shall use commercially reasonable efforts to
obtain a landlord’s agreement or bailee letter, as applicable, from the lessor of each leased property or bailee with respect to any warehouse, processor or
converter facility, maintenance facilities or other location where Collateral with an aggregate book value in excess of $10,000,000 is stored or located, in each
case, to the extent the Liens and other unstayed rights of the applicable warehouseman, bailee or lessor are senior to or pari passu with the Liens of the
Administrative Agent (each such location, a “Material Location”), which agreement or letter shall contain a waiver or subordination of all Liens or claims that
the landlord or bailee may assert against the Collateral at that location, and shall otherwise be reasonably satisfactory in form and substance to the
Administrative Agent. With respect to each Material Location leased or owned on or after the Closing Date, if the Administrative Agent has requested but,
within sixty (60) days following such request, has not received a landlord agreement or bailee letter, Borrower’s Eligible Spare Parts, Eligible Ground Service
Equipment and Eligible Tooling at that location shall, in the Administrative Agent’s discretion, be subject to such Reserves as may be established by the
Administrative Agent in its reasonable credit judgment. Each Credit Party shall timely and fully pay and perform its material obligations under all leases and
other agreements entered into or assumed after the commencement of the Cases in all respects with respect to Material Locations.
5.9 [Reserved.]
5.10 Notices.
Promptly after the sending or filing thereof, Borrower shall send Administrative Agent copies of all material notices, certificates or
reports delivered pursuant to, or in connection with, any Post-Petition Skymiles Facility Document.
5.11 Further Assurances.
Subject to Section 5.12(b), each Credit Party executing this Agreement agrees that it shall, at such Credit Party’s expense and upon the
reasonable request of the Administrative Agent, duly execute and deliver, or cause to be duly executed and delivered, to the Administrative Agent such further
instruments and do and cause to be done such further acts as may be necessary or proper in the reasonable opinion of the Administrative Agent, in accordance
with its customary business practices for comparable debtor in possession transactions, to carry out more effectively the provisions and purposes of this
Agreement and each Loan Document.
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