Delta Airlines 2012 Annual Report Download - page 284

Collateral Trustee to secure any Obligations in respect of such Series of Priority Lien Debt, whether
or not upon property otherwise constituting Collateral, and that all such Priority Liens will be
enforceable by the Collateral Trustee for the benefit of all holders of Priority Lien Obligations equally
and ratably;
“ Material Adverse Effect ” shall mean a material adverse effect on (a) the business, operations or financial
condition of Delta and its Subsidiaries, taken as a whole, (b) the validity or enforceability of any of the Secured Debt
Documents or the rights or remedies of holders of the Indebtedness thereunder, or (c) the ability of Delta or any of its
applicable Subsidiaries to pay its respective obligations under the Secured Debt Documents.
“ Obligations ” means, with respect to any Indebtedness, any principal (including reimbursement obligations with
respect to letters of credit whether or not drawn), interest (including all interest and fees accrued thereon after the
commencement of any Insolvency or Liquidation Proceeding at the rate, including any applicable post-
default rate, specified
in such
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(b) that the holders of Obligations in respect of such Series of Priority Lien Debt are bound by the
provisions of this Agreement, including the provisions relating to the ranking of Priority Liens and the
order of application of proceeds from enforcement of Priority Liens; and
(c) consenting to the terms of this Agreement and the Collateral Trustee's performance of, and directing
the Collateral Trustee to perform its obligations under, this Agreement and the other Security
Documents; and
(2) as to any Series of Junior Lien Debt, the written agreement of the holders of such Series of Junior Lien Debt
(or the Secured Debt Representative with respect to such Series), as set forth in the indenture, credit
agreement or other agreement governing such Series of Junior Lien Debt, for the benefit of all holders of
Secured Debt and each Secured Debt Representative:
(a) that all Junior Lien Obligations will be and are secured equally and ratably by all Junior Liens at any
time granted by any Grantor to the Collateral Trustee to secure any Obligations in respect of such
Series of Junior Lien Debt, whether or not upon property otherwise constituting collateral for such
Series of Junior Lien Debt, and that all such Junior Liens will be enforceable by the Collateral Trustee
for the benefit of all holders of Junior Lien Obligations equally and ratably;
(b) that the holders of Obligations in respect of such Series of Junior Lien Debt are bound by the
provisions of this Agreement, including the provisions relating to the ranking of Junior Liens and the
order of application of proceeds from the enforcement of Junior Liens; and
(c) consenting to the terms of this Agreement and the Collateral Trustee's performance of, and directing
the Collateral Trustee to perform its obligations under, this Agreement and the other Security
Documents.