Delta Airlines 2012 Annual Report Download - page 218

(iv) if to any other Lender, to it at its address (or telecopy number) set forth in Annex A hereto, on its signature
page hereto or, if subsequently delivered, an administrative questionnaire in a form as the Administrative Agent may require;
and
(v) if to the Collateral Trustee, to it at Wilmington Trust, National Association, 50 South Sixth Street, Suite
1290, Minneapolis, MN 56402, Fax: [phone], Attention Joshua G. James
With a copy to:
Salans LLP, Rockefeller Center, 620 Fifth Avenue, New York, NY 10020, Fax: [phone], Attention: Sahra
Dalfen, Esq.
(b) Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic
communications pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices
pursuant to Section 2 unless otherwise agreed by the Administrative Agent and the applicable Lender. The Administrative Agent or the
Borrower may, in its reasonable discretion, agree to accept notices and other communications to it hereunder by electronic
communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices
or communications.
(c) Any party hereto may change its address or telecopy number for notices and other communications
hereunder by notice to the other parties hereto. All notices and other communications given to any party hereto in accordance with the
provisions of this Agreement shall be deemed to have been given on the date of receipt.
SECTION 10.02. Successors and Assigns .
(a) The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and
their respective successors and assigns permitted hereby (including any Affiliate of an Issuing Lender that issues any Letter of Credit),
except that (i) the Borrower may not assign or otherwise transfer any of their rights or obligations hereunder without the prior written
consent of each Lender (and any attempted assignment or transfer by the Borrower without such consent shall be null and void) and (ii)
no Lender may assign or otherwise transfer its rights or obligations hereunder except in accordance with this Section 10.02. Nothing in
this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective
successors and assigns permitted hereby (including any Affiliate of an Issuing Lender that issues any Letter of Credit), Participants (to
the extent provided in paragraph (d) of this Section 10.02) and, to the extent expressly contemplated hereby, the Related Parties of the
Administrative Agent, the Issuing Lenders and the Lenders) any legal or equitable right, remedy or claim under or by reason of this
Agreement.
(b) (i) Subject to the conditions set forth in paragraph (b)(ii) below, any Lender may assign to one or more
assignees all or a portion of its rights and obligations under this
Agreement (including all or a portion of its Revolving Commitment and
the Loans at the time owing to it) with the prior written consent (such consent not to be unreasonably withheld or delayed) of:
(A) the Administrative Agent, provided that no consent of the Administrative Agent shall be required for an
assignment if the assignee is a Lender, an Affiliate of a Lender or an Approved Fund, and no consent of the Administrative
Agent shall be required for an assignment of Term Loans to the Borrower in accordance with Section 10.02(g);
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