US Airways 2006 Annual Report Download - page 251

least fifteen (15) days following delivery of the written notice to correct the assignment or action and has not done so;
(b) the failure by the Company to reelect the Executive to a position with materially similar or greater duties than the position held by the Executive on
the Effective Date; provided, that the Executive has delivered a written notice to the Company which identifies the manner in which the Executive believes
that the Company action would meet the provisions of this paragraph, and the Company has had at least fifteen (15) days following delivery of the written
notice to correct the action and has not done so;
(c) any material failure by the Company to comply with the material provisions of this Agreement; provided that the Executive has delivered a written
notice to the Company which identifies the manner in which the Executive believes that the Company has failed to meet the material provisions of this
Agreement, and the Company has had at least fifteen (15) days following delivery of the written notice to correct any such failure and has not done so;
(d) after a Change of Control Date, any failure of the Company (i) to pay Reduced Base Salary, (ii) to maintain the Executive's Annual Bonus and
Long-Term Incentive Plan target percentages at the same level as immediately prior to the Change of Control, (iii) to maintain and contribute to the EDCP (as
defined in Section 4.6 hereof) pursuant to the plan document and this Agreement, (iv) to provide travel privileges to the Executive and his family as in effect
prior to the Change of Control Date or at least equivalent to travel privileges provided to other Key Employees, (v) to provide the Executive with the same
amount of vacation or paid time off as he had prior to the Change of Control, and (vi) to provide the Executive and the Executive's family with any other
employee benefit plans, programs, policies and practices at a level comparable to that provided to other active Key Employees of the Company;
(e) the Company's requiring the Executive to be based at any office or location further than a fifty (50) mile radius from the Washington, D.C.
metropolitan area, except for travel reasonably required in the performance of the Executive's responsibilities;
(f) any purported termination by the Company of the Executive's employment otherwise than as expressly permitted by this Agreement; or
(g) any failure by the Company to comply with and satisfy the successor provisions of Section 11.3 of this Agreement.
1.15 Group shall mean U.S. Airways Group, Inc., the parent of the Company.
1.16 Key Employee shall mean any Executive Vice President of the Company or, in the event of a Change of Control, any officer of a similar level of
responsibility.
1.17 Notice of Termination shall mean a written notice which (i) indicates the specific termination provision in this Agreement relied upon, (ii) sets forth in
reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive's employment under the provision so indicated and
(iii) if the Date of Termination (as defined below) is other
CRELLIN EMPLOYMENT AGREEMENT Page 5