Delta Airlines 2006 Annual Report Download - page 188

(r) (i) The Final Order shall cease to be in full force and effect, or (ii) any Credit Party shall fail to comply with the terms
of the Final Order in any material respect, or (iii) the Final Order shall be amended, supplemented, stayed, reversed, vacated or otherwise modified (or any of
the Credit Parties shall apply for authority to do so) 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.
8.2 Remedies.
(a) If any Event of Default has occurred and is continuing, without further order of, application to, or action by,
the Bankruptcy Court, the Administrative Agent may (and at the written request of any of the Requisite Term A Lenders, the Requisite Term B Lenders or the
Requisite Term C Lenders shall), without notice except as otherwise expressly provided herein, increase the rate of interest applicable to the Loans to the
Default Rate.
(b) If any Event of Default has occurred and is continuing, without further order of, application to, or action by,
the Bankruptcy Court, (i) the Administrative Agent may (and at the written request of (A) the Requisite Lenders or (B) after 120 days following the
occurrence of such Event of Default, any of the Requisite Term A Lenders, the Requisite Term B Lenders or the Requisite Term C Lenders, shall), without
notice, declare all or any portion of the Obligations, including all or any portion of any Loan to be forthwith due and payable, all without presentment,
demand, protest or further notice of any kind, all of which are expressly waived by Borrower and each other Credit Party; or (ii) the Administrative Agent
may (and at the written request of the Requisite Lenders, shall), without notice except as required by the Final Order, exercise any rights and remedies
provided to the Administrative Agent under the Loan Documents or at law or equity, including all remedies provided under the Code.
(c) In addition, subject solely to any requirement of the giving of notice by the terms of the Final Order, the
automatic stay provided in section 362 of the Bankruptcy Code shall be deemed automatically vacated without further action or order of the Bankruptcy Court
andthe Administrative Agent and the Lenders shall be entitled toexercise all of their respective rights and remedies under the Loan Documents, including,
without limitation, all rights and remedies with respect to the Collateral and the Guarantors.
8.3 Waivers by Credit Parties.
Except as otherwise provided for in this Agreement, by applicable law or the Final Order, each Credit Party waives: (a) presentment,
demand and protest and notice of presentment, dishonor, notice of intent to accelerate, notice of acceleration, protest, default, nonpayment, maturity, release,
compromise, settlement, extension or renewal of any or all commercial paper, accounts, contract rights, documents, instruments, chattel paper and guaranties
at any time held by the Administrative Agent on which any Credit Party may in any way be liable, and hereby ratifies and confirms whatever the
Administrative Agent may do in this regard, (b) all rights to notice and a hearing prior to the Administrative Agent’s taking possession or control of, or to the
Administrative Agent’s replevy, attachment or levy upon, the Collateral or any bond or security that might be required by any court prior to allowing the
Administrative Agent to exercise any of their remedies, and (c) the benefit of all valuation, appraisal, marshaling and exemption laws.
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