Delta Airlines 2006 Annual Report Download - page 298

Exhibit 10.5(b)
AMENDMENT NO. 1
TO AMENDED AND RESTATED SECURED SUPER-PRIORITY DEBTOR IN POSSESSION CREDIT AGREEMENT
Amendment No. 1 (this “Amendment”), dated as of August 31, 2006, to the Amended and Restated Secured Super-Priority Debtor In
Possession Credit Agreement, dated as of March 27, 2006 (as amended, supplemented, restated or otherwise modified from time to time, the “Credit
Agreement”), among Delta Air Lines, Inc., as a debtor and debtor in possession (“Borrower”), the other Credit Parties signatory thereto, each as a debtor and
debtor in possession, the Lenders party thereto from time to time and General Electric Capital Corporation, as agent for the Lenders and the Secured Parties
(in such capacity, together with its successors in such capacity, the “Administrative Agent”). Unless otherwise specified herein, all capitalized terms used in
this Amendment shall have the meanings ascribed to such terms in the Credit Agreement.
W I T N E S S E T H:
Whereas, Borrower has requested certain amendments to the Credit Agreement as herein set forth; and
Whereas, Borrower, the Administrative Agent and the Lenders signatory to an Acknowledgement and Consent (as defined below) have
agreed to amend the Credit Agreement on the terms and subject to the conditions herein provided; and
Now, Therefore, in consideration of the premises and the covenants and obligations contained herein the parties hereto agree as follows:
Section 1. Amendments to the Credit Agreement
As of the Effective Date (as defined below), the Credit Agreement is hereby amended as follows:
(a) by inserting the following proviso at the end of clause (c)(i) of Section 1.2 (Prepayments):
“provided, however, that solely for the purpose of this clause (i) and solely to the extent that an appraisal of the Replacement Borrowing
Base Assets has not been performed prior to the Prepayment Date, the value of such Replacement Borrowing Base Assets set forth in the Borrowing Base
Certificate may be the Borrower’s good faith estimate of the value of such Replacement Borrowing Base Assets, which shall be evidenced in a manner
reasonably satisfactory to the Administrative Agent.”
(b) by inserting “, as of the Closing Date,” between “identifies” and “those” in the second sentence of Section 3.17 (Insurance).
(c) by deleting paragraph (l) of Section 6.2 (Investments, Loans and Advances)in its entirety and inserting in lieu thereof the
following:
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