Delta Airlines 2012 Annual Report Download - page 255

(ii) Sell or otherwise liquidate, or direct any Pledgor to sell or otherwise liquidate, any or all of the
Collateral or any part thereof, subject to any binding and enforceable requirements imposed by applicable law and
Airport Authorities with respect to Pacific Route Gate Leaseholds, and take possession of the proceeds of any such
sale or liquidation.
B. Remedies; Disposition of the Collateral .
(i) If any Event of Default shall have occurred and be continuing, the Collateral Trustee may from time to
time exercise in respect of the Collateral, in addition to other rights and remedies provided for herein or otherwise
available to it, and to the extent not in violation of applicable law, including Title 14 and Title 49, and subject to the
approval of the DOT or its successor or nominee, all the rights and remedies of a secured party on default under the
UCC in effect in all relevant jurisdictions at the time of such Event of Default, and the Collateral Trustee may also in
its sole discretion, without notice except as specified below, sell the Collateral or any part thereof in one or more
parcels at public or private sale, at any exchange, broker's board or at any of the Collateral Trustee's offices or
elsewhere, for cash, on credit or for future delivery, and at such price or prices and upon such other terms as the
Collateral Trustee may deem commercially reasonable. To the extent not inconsistent with Title 49 and the DOT or
FAA requirements and any additional requirements of the applicable Governmental Authorities and/or Airport
Authorities, the Collateral Trustee or any other Priority Lien Secured Party may be the purchasers of any or all of the
Collateral at any such sale and shall be entitled, for the purpose of bidding and making settlement or payment of the
purchase price for all or any portion of the Collateral sold at such sale, to use and apply any of the Priority Lien
Obligations owed to such Person as a credit on account of the purchase price of any Collateral payable by such
Person at such sale. Each purchaser at any such sale shall acquire the property sold absolutely free from any claim or
right on the part of the Pledgors, and each Pledgor hereby waives, to the fullest extent permitted by law, all rights of
redemption, stay or appraisal which it now has or may at any time in the future have under any rule of law or statute
now existing or hereafter enacted. Each Pledgor agrees that, to the extent notice of sale shall be required by law, at
least ten days' notice to such Pledgor of the time and place of any public sale or the time after which any private sale
is to be made shall constitute reasonable notification. The Collateral Trustee shall not be obligated to make any sale
of Collateral regardless of notice of sale having been given. The Collateral Trustee may adjourn any public or private
sale from time to time by announcement at the time and place fixed therefor, and such sale may, without further
notice, be made at the time and place to which it was so adjourned. Each Pledgor hereby waives, to the full extent
permitted by law, any claims against the Collateral Trustee arising by reason of the fact that the price at which any
Collateral may have been sold at such a private sale was less than the price which might have been obtained at a
public sale.
(ii) Except as otherwise provided herein, each Pledgor hereby waives, to the fullest extent permitted by
applicable law, notice or judicial hearing in connection with
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