Delta Airlines 2012 Annual Report Download - page 139

Weighted Average Life to Maturity that is greater than or equal to that of the Indebtedness being so refinanced, refunded, renewed or
extended, and (4) such Indebtedness constitutes “Priority Lien Debt” as defined under, and in accordance with the terms of, the
Collateral Trust Agreement; (iii) any Refinancing Debt secured by the Collateral on a pari passu basis with the Obligations pursuant to
the Collateral Trust Agreement so long as (1) such Refinancing Debt is permitted to be incurred and so secured under all applicable
Secured Debt Documents (as defined in the Collateral Trust Agreement) and (2) such Refinancing Debt constitutes “Priority Lien Debt”
as defined under, and in accordance with the terms of, the Collateral Trust Agreement.
“ Pari Passu Senior Secured Debt Documents ” shall mean each indenture, credit agreement and other instruments and
notes evidencing the Pari Passu Senior Secured Debt, and each other agreement executed in connection therewith, as each may be
amended, restated, supplemented or otherwise modified from time to time.
“ Participant ” shall have the meaning set forth in Section 10.02(c).
“ Patriot Act ” shall have the meaning set forth in the definition of “Anti-Money Laundering Laws.”
“ Payroll Accounts ” shall mean depository accounts used only for payroll.
“ PBGC ” shall mean the Pension Benefit Guaranty Corporation, or any successor agency or entity performing
substantially the same functions.
“ Permitted Acquisition ” shall mean any acquisition, whether by purchase, merger, consolidation or otherwise, by the
Borrower or any Guarantor of all or substantially all the assets of, or all the Equity Interests (or, so long as the acquired Person becomes
a Guarantor pursuant to Section 5.14 hereof, Equity Interests sufficient to cause the acquired Person to become a Subsidiary) in, a
Person or a division, line of business or other business unit of a Person but only so long as:
(a)
(i) no Event of Default shall have occurred and be continuing immediately prior or immediately after giving
effect to such Permitted Acquisition and (ii) all transactions related thereto shall have been consummated in all material
respects in accordance with applicable laws;
(b)
after giving effect to such Permitted Acquisition, the Borrower and the Guarantors shall be in pro forma
compliance with Sections 6.04, 6.05 and 6.06 to the extent such acquisition, on a pro forma basis, increases the annual
consolidated revenues of the Borrower and its Subsidiaries by at least 25%;
(c)
with respect to any acquisition in excess of $75,000,000, the Borrower shall have delivered to the Administrative
Agent an Officer's Certificate to the effect set forth in clause (a) above, together with the relevant financial information for the
Person or assets to be acquired, promptly after consummation of such acquisition; and
(d)
with respect to any acquisition in excess of $75,000,000, the Borrower shall have provided the Administrative
Agent with written notice and with copies of the material acquisition documents promptly after consummation of such
acquisition.
“ Permitted Collateral Liens ” shall mean (1) Liens for taxes, assessments or governmental charges or claims that are
not yet delinquent or that are being contested in good faith by appropriate proceedings promptly instituted and diligently concluded;
provided that any reserve or other appropriate pro-
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