US Airways 2008 Annual Report Download - page 212

Exhibit 10.23
Amendment No. 1
to the
Amended and Restated Airbus A350 XWB Purchase Agreement
dated as of October 2, 2007
between
AIRBUS S.A.S.
and
US AIRWAYS, INC.
This Amendment No. 1 to the Amended and Restated Airbus A350 XWB Purchase Agreement between Airbus S.A.S. and US Airways, Inc., (this
"Amendment") is entered into as of October 20, 2008 by and between Airbus S.A.S., a société par actions simplifiée, organized and existing under the laws of
the Republic of France, having its registered office located at 1, rond-point Maurice Bellonte, 31700 Blagnac, France (the "Seller"), and US Airways, Inc., a
corporation organized and existing under the laws of the State of Delaware, United States of America, having its principal corporate offices located at 111
West Rio Salado Parkway, Tempe, Arizona 85281, U.S.A. (the "Buyer");
WITNESSETH:
WHEREAS, the Buyer and the Seller entered into an Amended and Restated Airbus A350 XWB Purchase Agreement, dated as of October 2, 2007, relating to
the sale by the Seller and the purchase by the Buyer of certain Airbus A350 XWB model aircraft, which, together with all Exhibits, Appendices and Letter
Agreements attached thereto, is hereinafter called the "Agreement."
WHEREAS, the Seller has proposed to the Buyer that in exchange for the agreement of the Buyer to amend, among other things, certain provisions of the
Aggregate Agreements (as hereinafter defined) **;
WHEREAS, the amendments referred to above are set forth in this Amendment by and between the Seller and the Buyer, dated as of even date herewith
("Amendment No. 1"), the Amended and Restated Letter Agreement No. 3 to the Agreement, dated as of even date herewith ("Amended and Restated Letter
Agreement No. 3"), the Amended and Restated Letter Agreement No. 5 to the Agreement, dated as of even date herewith ("Amended and Restated Letter
Agreement No. 5") and the Amended and Restated Letter Agreement No. 9 to the Agreement, dated as of even date herewith ("Amended and Restated Letter
Agreement No. 9");
WHEREAS, the Buyer is willing to enter into (A) this Amendment, Amended and Restated Letter Agreement No. 3, Amended and Restated Letter
Agreement No. 5 and Amended and Restated Letter Agreement No. 9, (B) Amendment No. 2 to the Airbus A330 Purchase Agreement dated as of even date
herewith, (C) Amendment No. 2 to the Amended and Restated Airbus A320 Family Aircraft Purchase Agreement dated as of even date herewith, (D)** and
(E)** (collectively the "Aggregate Agreements")**;
**Confidential Treatment Requested.
USA – Airbus A350 XWB Purchase Agreement
Amendment 1
Execution
081020-CT0803167-AMD1-USA-A350 CONFIDENTIAL AND PRIVILEGED
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