Delta Airlines 2012 Annual Report Download - page 314

(D)
to provide for the assumption of any Grantor's obligations under any Secured Debt
Document in the case of a merger or consolidation or sale of all or substantially all of the assets of such
Grantor to the extent permitted by the terms of the Credit Agreement and the other Secured Debt Documents,
as applicable;
(E) to make any change that would provide any additional rights or benefits to the
Secured Parties or the Collateral Trustee or to surrender any right or power conferred upon any Grantor under
any Secured Debt Document;
(F) [reserved];
(G) to make any other change not inconsistent with the Credit Agreement or any other
Secured Debt Document, provided that such action does not adversely affect the interest of any Secured Party
or the Collateral Trustee;
and, each such amendment or supplement will become effective when executed and delivered by the applicable Grantor
party thereto and the Collateral Trustee;
(2) no amendment or supplement to any Security Document that reduces, impairs or adversely
affects the right of any holder of Secured Debt Obligations:
(A) to vote its outstanding Secured Debt as to any matter described as subject to an Act of
Required Debtholders (or amends the provisions of this clause (2) or the definition of “ Act of Required
Debtholders ”),
(B) to share in the order of application described in Section 3.4 in the proceeds of
enforcement of or realization on any Collateral that has not been released in accordance with the provisions
described in Section 4.1 or
(C) to require that Liens securing Secured Debt Obligations be released only as set forth in
the provisions described in Section 4.1 or 4.4,
will become effective without the execution and delivery by the applicable Grantor and the Collateral Trustee acting with
the consent of the requisite percentage or number of holders of each Series of Secured Debt so affected under the applicable
Secured Debt Documents; and
(3) no amendment or supplement that imposes any obligation upon the Collateral Trustee or any
Secured Debt Representative or adversely affects the rights of the Collateral Trustee or any Secured Debt
Representative, respectively, in its capacity as such will become effective without the consent of each Grantor and
the Collateral Trustee or such Secured Debt Representative, respectively.
(b) Notwithstanding Section 7.1(a) but subject to Sections 7.1(a)(1), 7.1(a)(2) and 7.1(a)(3), any
amendment or waiver of, or any consent under, any provision of this Agreement or any other Security Document that
secures Priority Lien Obligations will apply automatically to any comparable provision of any comparable Junior Lien
Document without the
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