US Airways 2007 Annual Report Download - page 381

6.2.2 All invoices from Seller to Buyer pursuant to this Letter Agreement, (the "Invoices") will be paid within the terms hereof except in the case of any
disputed charges. The Buyer will provide notice of any such disputed charges to the Seller promptly following identification thereof, and in all cases
prior to the initial due date of the Invoice. Each such notice of dispute shall be in writing and set forth the disputed amount(s), the invoice number(s) a
reasonably detailed description of such disputed amount(s), and in reasonable detail, the basis of the dispute. The Buyer will pay all undisputed
amount(s) on or prior to the due date therefor in accordance with the terms of the Invoice. The Buyer and Seller agree to negotiate in good faith any
disputed charges, and any balance due either party at conclusion of those negotiations will be netted against other amounts, if any, due from such party
hereunder or, if there are no such other amounts, within ** of resolution, or the original due date, whichever is later.
6.3 Bank Accounts
The Buyer will make all payments hereunder in full without setoff, counterclaim, deduction or withholding of any kind to the accounts listed below,
unless otherwise directed by the Seller:
(a) For wire transfer, in favor of Airbus North America Customer Services, Inc.:
**
(b) For direct deposit (lockbox), in favor of Airbus North America Customer Services, Inc.:
**
6.4 Taxes
All payments due the Seller hereunder will be made in full without setoff or counterclaim and without deduction or withholding of any kind.
Consequently, the Buyer will assure that the sums received by the Seller under this Letter Agreement are 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, dues 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 as may be
necessary in order that the net amount received by the Seller after such deduction or withholding will equal the amounts that would have been received
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USA — Amended and Restated Airbus A320 Family Purchase Agreement
EXECUTION PRIVILEGED AND CONFIDENTIAL
**Confidential Treatment Requested.