Delta Airlines 2006 Annual Report Download - page 197

(d) Subject to any requirement of notice provided in the Final Order, Administrative Agent may at any time in
Administrative Agent’s own name, in the name of a nominee of Administrative Agent or in the name of any Credit Party communicate (by mail, telephone,
facsimile or otherwise) with Account Debtors to verify with such Persons, to Administrative Agent’s satisfaction, the existence, amount, terms of, and any
other matter relating to, Accounts and/or payment intangibles comprising Collateral; provided that unless an Event of Default shall have occurred and be
continuing, the Administrative Agent shall not do any of the foregoing except during normal business hours and after giving such Credit Party reasonable
prior notice and opportunity to be present. If an Event of Default shall have occurred and be continuing, each Credit Party, at its own expense, shall cause the
independent certified public accountants then engaged by such Credit Party to prepare and deliver to Administrative Agent and each Secured Party at any time
and from time to time promptly upon Administrative Agent’s written request the following reports with respect to each Credit Party: (i) a reconciliation of all
Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts as Administrative Agent may request. Administrative
Agent may at any time in Administrative Agent’s own name, in the name of a nominee of Administrative Agent or in the name of any Credit Party
communicate (by mail, telephone, facsimile or otherwise) with parties to Contracts and obligors in respect of Instruments to verify with such Persons, to
Administrative Agent’s satisfaction, the existence, amount, terms of, and any other matter relating to, Instruments, Chattel Paper and/or payment intangibles
comprising Collateral; providedthat unless an Event of Default shall have occurred and be continuing, the Administrative Agent shall not do any of the
foregoing except during normal business hours and after giving such Credit Party reasonable prior notice and opportunity to be present. Each Credit Party, at
its own expense, shall deliver to Administrative Agent the results of each physical verification, if any, which such Credit Party may in its discretion have
made, or caused any other Person to have made on its behalf, of all or any portion of its Inventory.
10.4 Covenants of the Credit Parties with Respect to Collateral. Each Credit Party covenants and agrees with Administrative Agent,
for the benefit of Secured Parties, that from and after the date of this Agreement and until the Termination Date:
(a) Maintenance of Records. Credit Parties shall keep and maintain, at their own cost and expense, satisfactory
and complete records of the Collateral, including a record of any and all payments received and any and all credits granted with respect to the Collateral and
all other dealings with the Collateral, in each case in a manner consistent with past practice. Upon request by the Administrative Agent, Credit Parties shall
mark their books and records pertaining to the Collateral to evidence this Agreement and the Liens granted hereby. If any Credit Party retains possession of
any Chattel Paper or Instruments with Administrative Agent’s consent, such Chattel Paper and Instruments shall, if requested by Administrative Agent, be
marked with the following legend: “This writing and the obligations evidenced or secured hereby are subject to the security interest of General Electric
Capital Corporation, as Administrative Agent, for the benefit of Secured Parties.”
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