US Airways 2003 Annual Report Download - page 207

4. Terms of Employment.
(a) Position and Duties.
(i) During the Employment Period and prior to a Change of Control Date, (A) if the Board determines that the Executive has been
performing his duties in accordance with Section 4(a)(iii) hereof, it shall re-elect the Executive to the position of Senior Vice President with
substantially similar duties to the position held by the Executive on the Effective Date, and (B) the Executive's services shall be performed at the
Executive's location on the Effective Date, the Company's headquarters, or a location where a substantial activity for which the Executive has
responsibility is located.
(ii) During the Employment Period and on and following a Change of Control Date, (A) the Executive's position (including status, offices,
titles and reporting relationships), authority, duties and responsibilities shall be at least commensurate in all material respects with the most significant
of those held, exercised and assigned at any time during the 90-day period immediately preceding the Change of Control Date and (B) the Executive's
services shall be performed at the location where the Executive was employed immediately preceding the Change of Control Date or any office or
location where a substantial activity for which the Executive has responsibility is located.
(iii) During the Employment Period, and excluding any periods of vacation and sick leave to which the Executive is entitled, the Executive
agrees to devote reasonable attention and time during normal business hours to the business and affairs of the Company and, to the extent necessary to
discharge the responsibilities assigned to the Executive hereunder, to use the Executive's reasonable best efforts to perform faithfully and efficiently
such responsibilities. During the Employment Period it shall not be a violation of this Agreement for the Executive to (A) serve on corporate, civic or
charitable boards or committees, (B) deliver lectures, fulfill speaking engagements or teach at educational institutions and (C) manage personal
investments, so long as such activities do not significantly interfere with the performance of the Executive's responsibilities as an employee of the
Company in accordance with this Agreement. It is also expressly understood and agreed that to the extent that such activities have been conducted by
the Executive prior to the Effective Date, the continued conduct of such activities (or the conduct of activities similar in nature and scope thereto)
subsequent to the Effective Date shall not thereafter be deemed to interfere with the performance of the Executive's responsibilities to the Company.
(b) Compensation.
(i) Base Salary. During the Change of Control Period, the Company shall pay the Executive a base salary (x) for the first 12 months of such
period at a rate not less than his base salary in effect on the Change of Control Date and (y) during each succeeding 12 months at a rate not less than his
base salary in
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