Delta Airlines 2006 Annual Report Download - page 254

“Excluded Properties” means the three real properties set forth on Part 1 of Disclosure Schedule 3.6, the sale of which is permitted in
accordance with the Agreement.
“Excluded Sales” means (i)the sales of spare engines and related inventory with respect to the MD-11 aircraft sold prior to the Closing
Date, (ii) the sale of the business of DAL Global Services LLC, Delta Technology, LLC, Delta AirElite Business Jets, Inc., Delta Connection Academy, Inc.
and the technical operations (aircraft maintenance) division of Borrower, (iii) the disposition of any Skymiles Collateral, (iv) the sale of the reservation
operations of Borrower, (v) the sale or other disposition of Permitted Investments for cash or in exchange for Permitted Investments and (vi) the sale of
Inventory in the ordinary course of business.
“Excluded Subsidiaries” means (i) Aero Assurance, Ltd. and its subsidiaries and (ii) Guardant, Inc.
“Existing Credit Agreement” has the meaning ascribed to it in the recitals hereto.
“Existing Letters of Credit” has the meaning ascribed to it in paragraph (b)(iii)of Annex B.
“Existing Secured Indebtedness” has the meaning ascribed to it in Section 6.3(a)(v)hereof.
“FAA” means the Federal Aviation Administration of the United States of America, and any successor Governmental Authority.
“FAA Slots” has the meaning ascribed to it in the SGR Security Agreement.
“Fair Labor Standards Act” means the Fair Labor Standards Act, 29 U.S.C. §201 et seq.
“Fair Market Value” means (a) with respect to any asset or group of assets (other than a marketable Security) at any date, the value of the
consideration obtainable in a sale of such asset at such date assuming a sale by a willing seller to a willing purchaser dealing at arm’s length and arranged in
an orderly manner over a reasonable period of time having regard to the nature and characteristics of such asset, as reasonably determined by the Chief
Financial Officer or Treasurer or, if such asset shall have been the subject of an appraisal within the last twelve months by an independent third party
appraiser, the basic assumptions underlying which have not materially changed since its date, the value set forth in such appraisal and (b) with respect to any
marketable Security at any date, the closing sale price of such Security on the Business Day next preceding such date, as appearing in any published list of any
national securities exchange or the NASDAQ Stock Market or, if there is no such closing sale price of such Security, the final price for the purchase of such
Security at face value quoted on such Business Day by a financial institution of recognized standing regularly dealing in Securities of such type and selected
by the Administrative Agent.
“Federal Funds Rate” means, for any day, a floating rate equal to the weighted average of the rates on overnight federal funds
transactions among members of the Federal Reserve System, as determined by the Administrative Agent in its sole discretion, which determination shall be
final, binding and conclusive (absent manifest error).
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