US Airways 2004 Annual Report Download - page 234

amendment, modification, or waiver of any provision of this Agreement;
provided that such agreement or instrument may provide that such Lender
will not, without the consent of the Participant, agree to any amendment,
modification, or waiver with respect to the following: extending the due
date for payment of any amount in respect of principal (other than
mandatory prepayments), interest, or fees due under the Loan Documents,
reducing the interest rate or the amount of principal or fees applicable
to the Obligation (except such reductions as are contemplated by the Loan
Documents), or releasing all or any substantial portion of the Collateral
for the Obligation under the Loan Documents (except such releases of
Collateral as are contemplated in SECTION 6.3) that affects such
Participant. SUBJECT TO SECTION 13.12(e), Borrower agree that each
Participant shall be entitled to the benefits of SECTION 4 to the same
extent as if it were a Lender and had acquired its interest by assignment
pursuant to SECTION 13.12(b). To the extent permitted by Law, each
Participant also shall be entitled to the benefits of SECTION 3.13 as
though it were a Lender, provided such Participant agrees to be subject to
SECTION 3.12 as though it were a Lender.
(e) A Participant shall not be entitled to receive any
greater payment under SECTION 4 than the applicable Lender would have been
entitled to receive with respect to the participation sold to such
Participant, unless the sale of the participation to such Participant is
made with Borrower's prior written consent. A Participant that is not
incorporated under the Laws of the United States of America or a state
thereof shall not be entitled to the benefits of SECTION 4.6 unless
Borrower is notified of the participation sold to such Participant and
such Participant agrees, for the benefit of Borrower, to comply with
SECTION 4.6(d) as though it were a Lender.
(f) Any Lender may at any time pledge or assign a security
interest in all or any portion of its Rights under this Agreement to
secure obligations of such Lender, including without limitation any pledge
or assignment to secure obligations to a Federal Reserve Bank; provided
that no such pledge or assignment shall release such Lender from any of
its obligations hereunder or substitute any such pledgee or assignee for
such Lender as a party hereto.
13.13 DECISIONS BY BORROWER. To the extent any action under the Loan
Documents requires the consent or direction of Borrower and Borrower does not
agree on the action to be taken, Administrative Agent shall (a) take the
alternative action (if any) provided under the Loan Documents for circumstances
under which no consent or direction is given by Borrower, or (b) if no such
action is provided, take no action unless otherwise directed by Required
Lenders.
13.14 CONFIDENTIALITY. Administrative Agent and each Lender agree to
exercise its best efforts to keep confidential any non-public information
delivered pursuant to the Loan Documents and identified as such by Borrower and
not to disclose such information to Persons other than to: its respective
Affiliates, officers, directors, and employees and in each case, on a
need-to-know basis and provided that such recipient complies with the
confidentiality provisions hereof; or its potential assignees or Participants;
or Persons employed by or engaged by Administrative Agent, any Lender, or any
Lender's assignees or Participants including, without limitation, attorneys,
auditors, professional consultants, rating agencies, and portfolio management
services and in each case, on a need-to-know basis and provided that such
recipient complies with the confidentiality provisions hereof. The
confidentiality provisions contained in this subsection shall not apply to
disclosures (a) required to be made by Administrative Agent or any Lender to any
Governmental Authority or pursuant to legal process or (b) consisting of general
portfolio information that does not identify Borrower. The obligations of
Administrative Agent and Lenders under this SECTION 13.14 shall supersede and
replace the obligations of Administrative Agent and Lenders under any
confidentiality agreement in respect of this financing executed and delivered by
Administrative Agent or any Lender prior to the date hereof. In no event shall
Administrative Agent or any Lender be obligated or required to return any
materials furnished by Borrower; provided, however,
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