Delta Airlines 2010 Annual Report Download - page 300

(c) Execute and deliver to the Assignee at any time and from time to time such additional agreements and instruments, including, but not limited to,
assignments of any future rights the Assignor may acquire in the nature of the Assigned Rights, it being the intention of the parties hereto that the Assignee
will at all times enjoy the benefits of such future rights hereunder, and such Assigned Rights shall expressly provide that such future rights shall be
assignable to the Assignee hereunder and the Assignor shall execute such other instruments as may be or shall be requested by the Assignee to confirm
more fully the assignment contemplated hereby;
(d) Not pledge, transfer, mortgage or otherwise further encumber or assign any of the Assigned Rights without the Assignee's prior written consent; and
(e) Deliver to the Assignee a true copy of each agreement comprising the Assigned Rights which is renewed, modified, amended or supplemented in
any material respect.
5. Assignor May Perform Prior to Default. The Assignee agrees that so long as an Event of Default shall not have occurred and be continuing, and except
as provided for in the ATA, it will permit the Assignor to perform all of the agreements, conditions and covenants to be performed on the part of the Assignor
under the Assigned Rights and to renew, supplement, amend, modify or terminate any Assigned Right in accordance with the ATA Lease.
6. The Assignor's Failure to Perform. The Assignee shall not be obligated to perform or discharge, nor does it undertake to perform or discharge, any
agreement, condition or covenant under any of the Assigned Rights. In the event that the Assignor shall fail to perform its obligations hereunder or under the
Assigned Rights, the Assignee shall have the right, but not the obligation to perform such obligations, as provided in the ATA. Any such performance by the
Assignee shall not operate as a release or waiver of any of the obligations of the Assignor hereunder or under the Assigned Rights, and any sums reasonably
incurred by the Assignee in so performing shall be payable by the Assignor immediately upon demand, and shall be secured hereby and accrue interest at the
overdue interest rate provided for in Section 7.07 of the ATA (the "Default Rate") from the date so incurred, until paid.
7. Default by Assignor. Upon and at any time after an Event of Default, and regardless of the adequacy of the security for the Obligations, the authority of
the Assignor to perform under each of the Assigned Rights shall be subject to the Assignee's rights in the ATA.
(a) The acceptance by Assignee of this Assignment, with all of the rights, powers, privileges and authority so created, and the further assignment by
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