US Airways 2004 Annual Report Download - page 314

EXHIBIT 10.53
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT ("AGREEMENT"), dated as of February 24, 2004
(the "EFFECTIVE DATE"), by and among AMERICA WEST HOLDINGS CORPORATION, a
Delaware corporation ("HOLDINGS"), AMERICA WEST AIRLINES, INC., a Delaware
corporation and a wholly-owned subsidiary of Holdings ("AWA", and, together with
Holdings, "EMPLOYERS" and individually, an "EMPLOYER"), and W. DOUGLAS PARKER
("PARKER").
WHEREAS, Employers desire to employ Parker in an executive capacity and
Parker desires to serve in such capacity, all on the terms and conditions, and
for the consideration, set forth in this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants and agreements
contained herein, and for other valuable consideration, the receipt and adequacy
of which are hereby acknowledged, the parties hereto agree as follows:
ARTICLE 1
DEFINITIONS AND INTERPRETATIONS
1.1 DEFINITIONS
For purposes of this Agreement, except as otherwise expressly
provided or unless the context otherwise requires, the following terms shall
have the following respective meanings:
"ACCOUNTING FIRM" shall have the meaning specified in Section 4.6(a).
"ADMINISTRATOR" shall have the meaning specified in Section 6.1.
"ANNUAL AWARD" shall have the meaning specified in Section 3.2.
"ARBITRATORS" shall have the meaning specified in Section 6.1.
"BASE SALARY" shall have the meaning specified in Section 3.1.
"BOARD" shall mean the Board of Directors of Holdings.
"CEO" shall mean, when used with reference to any Constituent Company, the
chief executive officer of such Constituent Company.
"CHAIRMAN" shall mean, when used with reference to any Constituent
Company, the Chairman of the board of directors of such Constituent Company.
Subject to the terms of Section 7.8(a) below, "CHANGE IN CONTROL" shall
occur on the first date after the Effective Date that any of the following
occur:
(i) the individuals who, as of the Effective Date, constitute the
Board (the "Incumbent Board") cease for any reason to constitute at least a
majority of the Board; provided,
1.