Delta Airlines 2010 Annual Report Download - page 299

(e) The Plans and Specifications; and
(f) All existing or after-acquired assignable warranties and guarantees (including, without limitation, any roof bond), permits or licenses in connection
with the foregoing or otherwise relating to the ATA Premises or the 2010 Expansion Project (items (a) through (f) being herein collectively referred to as
the "Assigned Rights").
3. Representations and Warranties of the Assignor. The Assignor hereby represents and warrants to Assignee as follows:
(a) The Assignor has full power, authority and legal right and all necessary consents and authorizations to make the assignments contemplated hereby
and this Assignment has been duly authorized, executed and delivered by the Assignor and constitutes the valid and legally binding obligation of the
Assignor, enforceable against the Assignor in accordance with the terms hereof, except as such enforceability may be limited by bankruptcy, insolvency or
other laws affecting generally the enforceability of creditors' rights and by equitable principles generally.
(b) The Assignor is not in default in the performance of any of its material obligations under any of the Assigned Rights.
(c) The Assignor has not previously sold, assigned, transferred, mortgaged or pledged any of the Assigned Rights.
Notwithstanding anything to the contrary contained herein, with respect to Assignor's representations, warranties and covenants set forth in Sections 3 and
4 hereof pertaining to the Assigned Rights, the term "Assigned Rights" shall for purposes of Sections 3 and 4 hereof mean only those Assigned Rights that are
owned by the Assignor, contracts rights controlled by the Assignor and contracts entered into by or on behalf of the Assignor.
4. Covenants of the Assignor. The Assignor covenants and agrees with the Assignee that so long as the Obligations shall remain outstanding, it will:
(a) Observe, perform and comply with each and every material agreement, condition and covenant to be performed on its part under each of the
Assigned Rights;
(b) Promptly forward copies to the Assignee, but in any event not later than five (5) business days after delivery or receipt by the Assignor, of any
notice alleging default given or received by the Assignor pursuant to any of the Assigned Rights;
4