Delta Airlines 2006 Annual Report Download - page 176

6.4 Affiliate Transactions.
None of the Credit Parties will sell or transfer any property or assets to, or otherwise engage in any other material transactions with, any
of its Affiliates (other than the other Credit Parties), except transactions (a) at prices and on terms and conditions no less favorable to such Credit Party than
could be obtained on an arm’s length basis from unrelated third parties, (b) reasonable and customary fees and compensation paid to, and indemnity provided
on behalf of, officers, directors or employees of such Credit Party and other transactions permitted by Section 6.2(i)and (j), (c) any dividends, other
distributions or payments permitted by Section 6.13, (d) any Investment in a Delta Company permitted by Section 6.2or intercompany transactions with a
Delta Company permitted by Section 6.3, and (e) provision of legal, accounting or administrative services to any Delta Company in the ordinary course of
business in accordance with past practices.
6.5 Capital Structure and Business.
No Credit Party shall amend its charter or bylaws in a manner that would adversely affect the Administrative Agent or Lenders, or such
Credit Party’s duty or ability to repay the Obligations, in any material respect. No Credit Party shall engage in any business other than the businesses currently
engaged in by it and businesses that are reasonably related thereto.
6.6 Guaranteed Indebtedness.
No Credit Party shall create, incur, assume or permit to exist any Guaranteed Indebtedness, except (without duplication) (a) by
endorsement of instruments or items of payment for deposit to the general account of any Credit Party in the ordinary course of business, (b) Guaranteed
Indebtedness incurred for the benefit of any other Credit Party if the primary obligation is expressly permitted by this Agreement, (c) Guaranteed
Indebtedness to the extent constituting Indebtedness permitted by Section 6.3and (d) to the extent existing on the Closing Date as set forth in Disclosure
Schedule 6.3.
6.7 Liens.
No Credit Party shall create, incur, assume or permit to exist any Lien on or with respect to the Collateral or any of its other properties or
assets (whether now owned or hereafter acquired), except for:
(a) Permitted Encumbrances;
(b) Liens in existence as of the Closing Date and summarized on Disclosure Schedule 6.7;
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