Delta Airlines 2012 Annual Report Download - page 209

(c) default shall be made by the Borrower or any Guarantor in the due observance or performance of any covenant,
condition or agreement contained in Section 6 hereof (subject to the Borrower's right to cure non-compliance with the covenant
contained in Section 6.06 as described therein); or
(d) default shall be made by the Borrower or any Guarantor in the due observance or performance of any other
covenant, condition or agreement to be observed or performed pursuant to the terms of this Agreement or any of the other Loan
Documents and such default shall continue unremedied for more than thirty (30) days (or ten (10) days in the case of any such
default under Section 5.09(g) hereof) from the earlier of (i) a Responsible Officer having knowledge of such default and (ii)
written notice to the Borrower from the Administrative Agent of such default; or
(e) other than with respect to any Specified Jet Fuel Action, any event or condition occurs that results in any Material
Indebtedness becoming due prior to its scheduled maturity or that enables or permits (after giving effect to any applicable grace
periods) the holder or holders of any Material Indebtedness or any trustee or agent on its or their behalf to cause any Material
Indebtedness to become due, or to require the prepayment, repurchase, redemption or defeasance thereof, prior to its scheduled
maturity, provided that the foregoing shall not apply to Indebtedness that becomes due as a result of (i) the sale, transfer or
other Disposition (including as a result of a casualty or condemnation event) of any property or assets pursuant to the terms of
such Indebtedness to the extent that (A) such sale, transfer or other Disposition does not give rise to a default thereunder and
(B) the payment of such Indebtedness is made in accordance with the terms of such Indebtedness with the proceeds of such
sale, transfer or other Disposition, (ii) in the case of any ARB Indebtedness, a change in law causing a determination of
taxability-related call in respect of such ARB Indebtedness, (iii) in the case of obligations in respect of a Hedging Agreement,
any event or condition other than (x) the termination of such Hedging Agreement by the counterparty or (y) the termination of
such Hedging Agreement by its terms arising out of or relating to a breach or failure to comply by the Borrower or the
applicable Guarantor or (iv) a requirement to make any payment or payments in respect of any such Material Indebtedness,
solely to the extent necessary to remain in compliance with a borrowing base or other asset-based coverage ratio, in the case of
each of clauses (ii) through (iv) above, unless any such Indebtedness or any related interest, fees or premium shall not be paid
when due (after giving effect to any applicable grace periods or waivers or amendments); or
(f) an involuntary proceeding shall be commenced or an involuntary petition shall be filed seeking (i) liquidation,
reorganization or other relief in respect of the Borrower or any Guarantor (other than any Immaterial Subsidiary) or its debts, or
of a substantial part of its assets, under any Federal, state or foreign bankruptcy, insolvency, receivership or similar law now or
hereafter in effect or (ii) the appointment of a receiver, trustee, custodian, sequestrator, conservator or similar official for the
Borrower or any Guarantor (other than any Immaterial Subsidiary) for a substantial part of its assets, and, in any such case,
such proceeding or petition shall continue undismissed for sixty (60) days or an order or decree approving or ordering any of
the foregoing shall be entered; or
(g) the Borrower or any Guarantor (other than any Immaterial Subsidiary) shall (i) voluntarily commence any
proceeding or file any petition seeking liquidation, reorganization or other relief under any Federal, state or foreign bankruptcy,
insolvency, receivership or similar law now or hereafter in effect, (ii) consent to the institution of, or fail to contest in a timely
and appropriate manner, any proceeding or petition described in clause (g) of this Section 7.01, (iii) apply for or consent to the
appointment of a receiver, trustee, custodian, sequestrator, conservator or
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