Delta Airlines 2012 Annual Report Download - page 275

(x) the amount of Priority Lien Debt to be voted by the holders of a Series of Priority Lien Debt will
equal the sum of:
(a) the aggregate outstanding principal amount of such Series of Priority Lien Debt
(including the face amount of outstanding letters of credit whether or not then available or drawn);
and
(b)
the aggregate unfunded commitments to extend credit which, when funded, would
constitute Priority Lien Debt under such Series of Priority Lien Debt; and
(y) following and in accordance with the outcome of the applicable vote under its Secured Debt
Documents, the Secured Debt Representative of each Series of Priority Lien Debt will cast all of its votes
under such Series of Priority Lien Debt as a block;
provided , however , that after (1) the termination or expiration of all commitments to extend credit that constitute
Priority Lien Debt, (2) the payment in full in cash of the principal of and interest and premium (if any) on all Priority
Lien Debt (other than any undrawn letters of credit), (3) the discharge or cash collateralization (at the lower of
(a) 105% of the aggregate undrawn amount or (b) the percentage of the aggregate undrawn amount required for
release of Liens under the terms of the applicable Priority Lien Document) of all outstanding letters of credit
constituting Priority Lien Debt, and (4) the payment in full in cash of all other Priority Lien Obligations other than
any Priority Lien Obligations consisting of Banking Product Obligations, Hedging Obligations and Contingent
Liabilities, the term “Act of Required Debtholders” will mean the holders of more than 50% of the sum of the
aggregate “settlement amount” (or similar term) (as defined in the applicable Hedge Agreement relating to Priority
Lien Obligations consisting of a Hedging Obligation) or, with respect to any such Hedge Agreement that has been
terminated in accordance with its terms, the amount then due and payable (including any termination payments then
due) under such Hedge Agreement, under all Hedge Agreements relating to Priority Lien Obligations consisting of
Hedging Obligations; provided that the “settlement amount” (
or similar term) as of the last business day of the month
preceding any date of determination shall be calculated by the appropriate swap counterparties and reported to the
Collateral Trustee upon request; provided further , that any Hedging Obligation with a “settlement amount” (or
similar term) that is a negative number shall be disregarded for purposes of all calculations required by the term “
Act
of the Required Debtholders”; and
(2)
at any time after the Discharge of Priority Lien Obligations, a direction in writing delivered to the
Collateral Trustee by or with the written consent of the holders of more than 50% of the Junior Lien Debt, calculated
in accordance with Section 7.2 and as follows:
(x) the amount of Junior Lien Debt to be voted by the holders of a Series of Junior Lien Debt will
equal the sum of:
2