Delta Airlines 2012 Annual Report Download - page 192

pected to be, in reorganization within the meaning of Title IV of ERISA, (iii) the termination of a Multiemployer Plan within
the meaning of Title IV of ERISA, or (iv) the amount of liability incurred, or which may be incurred, by the Borrower or any
ERISA Affiliate in connection with any event described in clause (i), (ii) or (iii) above, in each case if the amount of liability
incurred or which may be incurred in connection with such event could reasonably be expected to be material to the Borrower
and its ERISA Affiliates;
(k) promptly after a Responsible Officer obtains knowledge of (i) the filing or commencement of any action, suit or
proceeding by or before any arbitrator or Governmental Authority against or affecting the Borrower or any Subsidiary that
could reasonably be expected to result in a Material Adverse Effect; or (ii) the receipt of any environmental audits and reports,
whether prepared by personnel of the Borrower or any Guarantor or by independent consultants, which relate to an
Environmental Liability which could be expected to have a Material Adverse Effect, notification thereof (together with, in the
case of clause (ii) above, copies of such audits and reports), each such notice to be accompanied by a statement of a
Responsible Officer of the Borrower setting forth the details of the event or development requiring such notice and any action
taken or proposed to be taken with respect thereto;
(l) promptly, from time to time, such other information regarding Pacific Routes, Pacific Route Slots, and Pacific
Route Gate Leaseholds of the Borrower and the Guarantors, other properties and assets of the Borrower and the Guarantors that
are intended to constitute Collateral under the terms of the Loan Documents (including, without limitation, applicable
Additional Collateral), and the operations, business affairs and financial condition of the Borrower or any Guarantor in each
case as the Administrative Agent, at the request of any Lender, may reasonably request; and
(m) within twenty (20) Business Days following the end of each calendar quarter, a certificate of a Responsible
Officer of the Borrower or, if applicable, a Guarantor (or the Borrower on behalf of such Guarantor), stating that at all times
since the last certificate delivered under this Section 5.01(m) (or, in the case of the first certificate to be delivered after the
Closing Date, at all times since the Closing Date) the Borrower or such Guarantor has utilized the Pacific Routes, Pacific Route
FAA Slots and Pacific Route Foreign Slots in a manner consistent in all material respects with applicable regulations, rules,
law, foreign law and contracts in order to preserve their respective rights in and to use each of the Pacific Routes, Pacific Route
FAA Slots and Pacific Route Foreign Slots, which certificate shall be substantially in the form of Exhibit C.
Subject to the next succeeding sentence, information delivered pursuant to this Section 5.01 to the Administrative
Agent may be made available by the Administrative Agent to the Lenders by posting such information on the Intralinks website on the
Internet at http://www.intralinks.com . Information delivered pursuant to this Section 5.01 may also be delivered by electronic
communication pursuant to procedures approved by the Administrative Agent pursuant to Section 10.01 hereto. Information required to
be delivered pursuant to this Section 5.01 (to the extent not made available as set forth above) shall be deemed to have been delivered to
the Administrative Agent on the date on which the Borrower provides written notice to the Administrative Agent that such information
has been posted on the Borrower's website on the Internet at http://www.delta.com (to the extent such information has been posted or is
available as described in such notice). Information required to be delivered pursuant to this Section 5.01 shall be in a format which is
suitable for transmission.
Any notice or other communication delivered pursuant to this Section 5.01, or otherwise pursuant to this Agreement,
shall be deemed to contain material Nonpublic Information unless (i) expressly marked by the Borrower as “PUBLIC”, (ii) such notice
or communication consists of copies of
75