Delta Airlines 2012 Annual Report Download - page 203

the interest rate or other pricing terms of such Indebtedness may be increased, (y) if such Indebtedness is incurred pursuant to a
bank credit facility or similar agreement, such Indebtedness may contain any covenant or event of default that is no more
restrictive on (or less favorable to) the Borrower and the Guarantors than the comparable covenant or event of default included
in this Agreement and (z) if such Indebtedness is incurred in the bond market, such Indebtedness may contain terms and
conditions that are customary (in the good faith judgment of the Borrower) for financings of such type at the time of
incurrence) and (5) such Indebtedness constitutes “Junior Lien Debt” as defined under, and in accordance with the terms of, the
Collateral Trust Agreement.
SECTION 6.04. Fixed Charge Coverage
. Permit the Fixed Charge Coverage Ratio as of the last day of each fiscal
quarter ending in the months below to be less than the corresponding ratio opposite such month:
SECTION 6.05. Liquidity . Permit the aggregate amount of Liquidity to be less than $2,000,000,000 at any time
following the Closing Date.
SECTION 6.06. Coverage Ratio .
(a) Permit at any time the ratio (the “ Collateral Coverage Ratio ”) of (i) the Appraised Value of the Collateral
to (ii) the sum of (a) the Total Revolving Extensions of Credit then outstanding, plus (b) the aggregate principal amount of all Term
Loans outstanding, plus (c) the aggregate outstanding principal amount of the Pari Passu Senior Secured Debt and all other Priority
Lien Debt (other than Obligations), plus (d) the aggregate amount of all Designated Hedging Obligations that constitute “Obligations”
then outstanding to be less than 1.60 to 1.00; provided that if, upon delivery of an Appraisal Report pursuant to Section 5.09 or
otherwise pursuant to this Agreement, it is determined that the Borrower shall not be in compliance with this Section 6.06, the
Borrower shall, within forty-five (45) days of the date of such Appraisal Report, (I) designate Additional Collateral as additional
Collateral and comply with Sections 5.14(b) and 5.16(a) in accordance therewith, or (II) prepay the Loans in accordance with Section
2.12(a), in each case in an amount sufficient to enable the Borrower to comply with this Section 6.06; provided further that the
preceding proviso shall be disregarded for purposes of Section 4.02(c).
(b) At the Borrower's request, the Lien on any asset securing the Obligations will be promptly released,
provided, in each case, that the following conditions are satisfied or waived: (A) no Event of Default or event which upon notice or
lapse of time or both would constitute an Event of Default shall have occurred and be continuing, (B) either (x) after giving effect to
such release, the remaining Collateral shall continue to satisfy this Section 6.06, (y) the Borrower shall prepay the Loans in an amount
required to comply with this Section 6.06, or (z) the Borrower shall pledge to the Collateral Trustee Additional Collateral in an amount
required to comply with this Section 6.06 and (C) the Borrower shall deliver to the Administrative Agent and the Collateral Trustee an
Officer's Certificate demonstrating compliance with this Section 6.06 following such release. The Administrative Agent and the
Collateral Trustee agree to promptly provide any documents, releases and/or or instructions reasonably requested by the Borrower to
evidence or effectuate such release.
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Fiscal quarter ending Ratio
December 31, 2012 and thereafter for each fiscal
quarter ending through the Latest Maturity Date 1.20:1.00