US Airways 2007 Annual Report Download - page 231

5.7 Proprietary Interest
Notwithstanding any provision of law to the contrary, the Buyer will not, by virtue of anything contained in this Agreement (including, without
limitation, the making of any Commitment Fee or Predelivery Payments hereunder, or any designation or identification by the Seller of a particular
aircraft as an Aircraft to which any of the provisions of this Agreement refers) acquire any proprietary, insurable or other interest whatsoever in any
Aircraft before Delivery of and payment for such Aircraft, as provided in this Agreement.
5.8 Payment in Full
The Buyer's obligation to make payments to the Seller hereunder will not be affected by and will be determined without regard to any setoff,
counterclaim, recoupment, defense or other right that the Buyer may have against the Seller or any other person and all such payments will be made
without deduction or withholding of any kind. The Buyer will ensure that the sums received by the Seller under this Agreement will be equal to the full
amounts expressed to be due the Seller hereunder, without deduction or withholding on account of and free from any and all taxes, levies, imposts,
duties or charges of whatever nature, except that if the Buyer is compelled by law to make any such deduction or withholding the Buyer will pay such
additional amounts to the Seller as may be necessary so that the net amount received by the Seller after such deduction or withholding will equal the
amounts that would have been received in the absence of such deduction or withholding.
** Confidential Treatment Requested.
USA — Amended and Restated Airbus A320 Family Purchase Agreement PA — 36 of 123
EXECUTION PRIVILEGED AND CONFIDENTIAL