US Airways 2004 Annual Report Download - page 201

(b) all Eurodollar Rate Borrowings that would otherwise be
made or continued by such Lender as Eurodollar Rate Borrowings shall be
made or continued instead as Base Rate Borrowings, and all Base Rate
Borrowings of such Lender that would otherwise be converted into
Eurodollar Rate Borrowings shall be converted instead into (or shall
remain as) Base Rate Borrowings.
If such Lender gives notice to Borrower (with a copy to Administrative Agent)
that the circumstances specified in SECTIONS 4.1, 4.2, or 4.3 hereof that gave
rise to the conversion of such Lender's Eurodollar Rate Borrowings pursuant to
this SECTION 4.4 no longer exist, such Lender's Base Rate Borrowings shall be
automatically converted, on the first day(s) of the next succeeding Interest
Period(s) for such outstanding Eurodollar Rate Borrowings, to the extent
necessary so that, after giving effect thereto, all Eurodollar Rate Borrowings
held by the Lenders and by such Lender are held pro rata (as to principal
amounts and Interest Periods) in accordance with their ratable shares of the
Aggregate Senior Secured Discount Note Stated Amount .
4.5 COMPENSATION. Upon the request of any Lender, Borrower shall pay
to such Lender such amount or amounts as shall be sufficient (in the reasonable
opinion of such Lender) to compensate it for any actual out-of-pocket loss,
cost, or expense (including loss of anticipated profits) incurred by it as a
result of:
(a) any payment, prepayment, or conversion of a Eurodollar
Rate Borrowing for any reason (including, without limitation, the
acceleration of the loan pursuant to SECTION 11.2) on a date other than
the last day of the Interest Period; or
(b) any failure by Borrower for any reason to borrow,
continue, or prepay a Eurodollar Rate Borrowing on the date for such
borrowing, continuation, or prepayment specified in the relevant notice of
prepayment or continuation under this Agreement.
4.6 TAXES.
(a) General. Any and all payments by Borrower to or for
the account of any Lender or Administrative Agent hereunder or under any
other Loan Document shall be made free and clear of and without deduction
for any and all present or future Taxes, excluding, in the case of each
Lender and Administrative Agent, Taxes imposed on its income and franchise
Taxes imposed on it by the jurisdiction under the Laws of which such
Lender or Administrative Agent (as the case may be) is organized, or any
political subdivision thereof. If Borrower shall be required by Law to
deduct any Taxes from or in respect of any sum payable under any Loan
Document to any Lender or Administrative Agent, (i) the sum payable shall
be increased as necessary so that after making all required deductions
(including deductions applicable to additional sums payable under this
SECTION 4.6) such Lender or Administrative Agent receives an amount equal
to the sum it would have received had no such deductions been made, (ii)
Borrower shall make such deductions, (iii) Borrower shall pay the full
amount deducted to the relevant taxation authority or other authority in
accordance with applicable Law, and (iv) Borrower shall furnish to
Administrative Agent, the original or a certified copy of a receipt
evidencing payment thereof.
(b) Stamp and Documentary Taxes. In addition, Borrower
agrees to pay any and all present or future stamp or documentary taxes and
any other excise or property taxes or charges or similar levies which
arise from any payment made under any Loan Document or from the
Senior Secured Term Loan
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