Delta Airlines 2012 Annual Report Download - page 119

SECTION 1.
DEFINITIONS
SECTION 1.01 Defined Terms .
“ ABR ” shall mean, when used in reference to any Loan or Borrowing, a reference to whether such Loan, or the Loans
comprising such Borrowing, are bearing interest at a rate determined by reference to the Alternate Base Rate.
“ Account Control Agreements ” shall mean each three-party control agreement entered into by any Grantor, the
Collateral Trustee and a financial institution which maintains one or more deposit accounts or securities accounts that have been
pledged to the Collateral Trustee as Collateral hereunder, in each case in form and substance reasonably satisfactory to the Collateral
Trustee and as the same may be amended, restated, modified, supplemented, extended or amended and restated from time to time.
“ Additional Collateral ” shall mean (a) cash and Permitted Investments pledged to the Collateral Trustee (and subject
to an Account Control Agreement), and (b) Routes, Slots and/or gate leaseholds of the Borrower or any other Grantor designated by the
Borrower as “Additional Collateral” and pledged to the Collateral Trustee pursuant to arrangements reasonably satisfactory to the
Administrative Agent and the Collateral Trustee, and all of which assets shall (i) (other than Additional Collateral of the type described
in clause (a) above) be valued by a new Appraisal Report at the time the Borrower designates such assets as Additional Collateral and
(ii) as of any date of determination, be subject to a perfected first priority (subject to Permitted Collateral Liens) Lien in favor of the
Collateral Trustee and otherwise subject only to Liens permitted under Section 6.01.
“ Administrative Agent ” shall have the meaning set forth in the first paragraph of this Agreement.
“ Affiliate ” shall mean, as to any Person, any other Person which, directly or indirectly, is in control of, is controlled
by, or is under common control with, such Person. For purposes of this definition, a Person (a “ Controlled Person ”)
shall be deemed to
be “controlled by” another Person (a “ Controlling Person ”) if the Controlling Person possesses, directly or indirectly, power to direct
or cause the direction of the management and policies of the Controlled Person whether by contract or otherwise; provided that the
PBGC shall not be an Affiliate of the Borrower or any Guarantor.
“ Agents ” shall mean the Administrative Agent, the Collateral Trustee, the Syndication Agents, the Documentation
Agents and the Arrangers.
“ Agreement ” shall mean this Credit and Guaranty Agreement, as the same may be amended, restated, modified,
supplemented, extended or amended and restated from time to time.
“ Aggregate Exposure ” shall mean, with respect to any Lender at any time, an amount equal to (a) until the Closing
Date, the aggregate amount of such Lender's Commitments at such time and (b) thereafter, the sum of (i) the aggregate then unpaid
principal amount of such Lender's Term Loans then outstanding and (ii) the amount of such Lender's Revolving Commitment then in
effect or, if the Revolving Commitments have been terminated, the amount of such Lender's Revolving Extensions of Credit then
outstanding.
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