Delta Airlines 2012 Annual Report Download - page 176

rangers (or their respective Affiliates) shall be excluded and (z) if the Incremental Term Loans include an interest rate floor
greater than the interest rate floor applicable to the Term B-1 Loans, such increased amount shall be equated to interest rate
margins for purposes of determining whether an increase in the interest rate margins for the Term B-1 Loans shall be required,
to the extent an increase in the interest rate floor in the Term B-1 Loans would cause an increase in the interest rate margins,
and in such case the interest rate floor (but not the Applicable Margin) applicable to the Term B-1 Loans shall be increased by
such increased amount; and
(vi) to the extent that the terms and provisions of Incremental Term Loans are not identical to the Term B-1
Loans (except to the extent permitted by clause (iv) or (v) above) they shall be reasonably satisfactory to the Administrative
Agent.
The increased or new Commitments shall be effected by a joinder agreement (the “ Increase Joinder ”) executed by the Borrower, the
Administrative Agent and each Lender making such increased or new Commitment, in form and substance satisfactory to each of them.
The Increase Joinder may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan
Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.27.
In addition, unless otherwise specifically provided herein, all references in Loan Documents to Revolving Loans or Term Loans shall
be deemed, unless the context otherwise requires, to include references to Revolving Loans made pursuant to new Commitments and
Incremental Term Loans that are Term Loans, respectively, made pursuant to this Agreement.
(d) Adjustment of Revolving Loans . To the extent the Commitments being in-creased on the relevant Increase
Effective Date are Revolving Commitments, then each Revolving Lender that is acquiring a new or additional Revolving Commitment
on the Increase Effective Date shall make a Revolving Loan, the proceeds of which will be used to prepay the Revolving Loans of the
other Revolving Lenders immediately prior to such Increase Effective Date so that, after giving effect thereto, the Revolving Loans
outstanding are held by the Revolving Lenders pro rata based on their Revolving Commitments after giving effect to such Increase
Effective Date. If there is a new Borrowing of Revolving Loans on such Increase Effective Date, the Revolving Lenders after giving
effect to such Increase Effective Date shall make such Revolving Loans in accordance with Section 2.01(a).
(e) Making of New Term Loans . On any Increase Effective Date on which new Commitments for Term Loans
are effective, subject to the satisfaction of the foregoing terms and conditions, each Lender of such new Commitment shall make a
Term Loan to the Borrower in an amount equal to its new Commitment.
(f) Equal and Ratable Benefit . The Loans and Commitments established pursuant to this paragraph shall
constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan
Documents and shall, without limiting the foregoing, benefit equally and ratably from the Guarantees and security interests created by
the Collateral Documents. The Loan Parties shall take any actions reasonably required by the Administrative Agent to ensure and/or
demonstrate that the Lien and security interests granted by the Collateral Documents continue to be perfected under the UCC or
otherwise after giving effect to the establishment of any such Class of Term Loans or any such new Commitments.
SECTION 2.28. Extension of Term Loans; Extension of Revolving Credit Loans
(a) Extension of Term Loans . The Borrower may at any time and from time to time request that all or a
portion of the Term Loans of a given Class (each, an “ Existing Term Loan Tranche ”) be amended to extend the scheduled maturity
date(s) with respect to all or a portion of any
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