US Airways 2007 Annual Report Download - page 246

11.3 Termination
If, as a result of an Inexcusable Delay, Delivery does not occur within ** after the last day of the Scheduled Delivery Month and the parties have not
renegotiated the Delivery Date pursuant to Clause 11.2, then both parties will have the right exercisable by written notice to the other party, given
between ** , to terminate this Agreement in respect of the affected Aircraft. In the event of termination, neither party will have any claim against the
other, except that the Seller will pay to the Buyer any amounts due pursuant to Clause 11.1 and will pay the Buyer an amount equal to the Predelivery
Payments received from the Buyer hereunder in respect of the Aircraft as to which this Agreement has been terminated.
11.4 Setoff Payments
Notwithstanding anything to the contrary contained herein, before being required to make any payments under Clauses 11.1 or 11.3 above, the Seller
will have the right to apply any and all sums previously paid by the Buyer to the Seller with respect to an Aircraft as to which this Agreement has been
terminated to the payment of any other amounts that any Buyer or any Affiliate of the Buyer owes to the Seller or any Affiliate thereof under any
agreement between them.
11.5 Remedies
THIS CLAUSE 11 SETS FORTH THE SOLE AND EXCLUSIVE REMEDY OF THE BUYER FOR DELAYS IN DELIVERY OR FAILURE TO
DELIVER, OTHER THAN SUCH DELAYS AS ARE COVERED BY CLAUSE 10, AND THE BUYER HEREBY WAIVES ALL RIGHTS TO
WHICH IT WOULD OTHERWISE BE ENTITLED IN RESPECT THEREOF, INCLUDING WITHOUT LIMITATION ANY RIGHTS TO
INCIDENTAL AND CONSEQUENTIAL DAMAGES OR SPECIFIC PERFORMANCE. THE BUYER WILL NOT BE ENTITLED TO CLAIM
THE REMEDIES AND RECEIVE THE BENEFITS PROVIDED IN THIS CLAUSE 11 WHERE THE DELAY REFERRED TO IN THIS CLAUSE
11 IS CAUSED BY THE NEGLIGENCE OR FAULT OF THE BUYER OR ITS REPRESENTATIVES.
** Confidential Treatment Requested.
USA — Amended and Restated Airbus A320 Family Purchase Agreement PA — 51 of 123
EXECUTION PRIVILEGED AND CONFIDENTIAL