US Airways 2004 Annual Report Download - page 200

(b) Capital Adequacy. If, after the date hereof, any
Lender shall have determined that the adoption of any applicable Law
regarding capital adequacy or any change therein or in the interpretation
or administration thereof by any Governmental Authority charged with the
interpretation or administration thereof and having jurisdiction over the
Loan Documents, or any request or directive regarding capital adequacy
(having the force of Law) of any such Governmental Authority has or would
have the effect of reducing the rate of return on the capital of such
Lender or any corporation controlling such Lender as a consequence of such
Lender's obligations hereunder to a level below that which such Lender or
such corporation could have achieved but for such adoption, change,
request, or directive (taking into consideration, in good faith, its
policies with respect to capital adequacy), then from time to time upon
demand Borrower shall pay to such Lender such additional amount or amounts
as will compensate such Lender for such reduction.
(c) Compensation Statement. Each Lender shall promptly
notify Borrower and Administrative Agent of any event of which it has
knowledge, occurring after the date hereof, which will entitle such Lender
to compensation pursuant to this Section. Any Lender claiming compensation
under this Section shall furnish to Borrower and Administrative Agent a
statement setting forth the additional amount or amounts to be paid to it
hereunder which shall be conclusive in the absence of manifest error. In
determining such amount, such Lender may use any reasonable averaging and
attribution methods.
4.2 LIMITATION ON TYPES OF LOANS. If on or prior to the first day of
any Interest Period for any Eurodollar Rate Borrowing, Administrative Agent
determines (which determination shall be conclusive absent manifest error) that
by reason of circumstances affecting the relevant market, adequate and
reasonable means do not exist for ascertaining the Eurodollar Rate for such
Interest Period, then Administrative Agent shall give Borrower prompt notice
thereof specifying the relevant amounts or periods, and so long as such
condition remains in effect, the Lenders shall be under no obligation to
continue Eurodollar Rate Borrowings, or to convert Base Rate Borrowings into
Eurodollar Rate Borrowings, and Borrower shall, on the last day(s) of the then
current Interest Period(s) for the outstanding Eurodollar Rate Borrowings,
either prepay such Eurodollar Rate Borrowings or convert such Eurodollar Rate
Borrowings into Base Rate Borrowings in accordance with the terms of this
Agreement.
4.3 ILLEGALITY. Notwithstanding any other provision of the Loan
Documents, in the event that it becomes unlawful for any Lender to make,
maintain, or fund Eurodollar Rate Borrowings hereunder, then such Lender shall
promptly notify Borrower thereof and such Lender's obligation to make or
continue Eurodollar Rate Borrowings and to convert other Base Rate Borrowings
into Eurodollar Rate Borrowings shall be suspended until such time as such
Lender may again make, maintain, and fund Eurodollar Rate Borrowings (in which
case the provisions of SECTION 4.4 shall be applicable).
4.4 TREATMENT OF AFFECTED LOANS. If the obligation of any Lender to
fund Eurodollar Rate Borrowings or to continue Eurodollar Rate Borrowings shall
be suspended pursuant to SECTIONS 4.1, 4.2, or 4.3 hereof, such Lender's
Eurodollar Rate Borrowings shall be automatically converted into Base Rate
Borrowings on the last day(s) of the then current Interest Period(s) for
Eurodollar Rate Borrowings (or, in the case of a conversion required by SECTION
4.3 hereof, on such earlier date as such Lender may specify to Borrower with a
copy to Administrative Agent) and, unless and until such Lender gives notice as
provided below that the circumstances specified in SECTIONS 4.1, 4.2, or 4.3
hereof that gave rise to such conversion no longer exist:
(a) to the extent that such Lender's Eurodollar Rate
Borrowings have been so converted, all payments and prepayments of
principal that would otherwise be applied to such Lender's Eurodollar Rate
Borrowings shall be applied instead to its Base Rate Borrowings; and
Senior Secured Term Loan
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