US Airways 2008 Annual Report Download - page 216

9. **
9.1 The second sentence in Paragraph 1 of Letter Agreement No. 14 is deleted and replaced with the following:
QUOTE
**
UNQUOTE
9.2 In Paragraph 3.1 of Letter Agreement No. 14 ** is deleted and replaced with "**".
9.3 **
9.4 **
10. **
In addition to Seller's other rights and remedies, **.
11. ASSET COVENANTS
The following is inserted into the Agreement after Clause 22.13:
QUOTE
22.14 Asset Covenants
22.14.1
The Buyer shall not sell, transfer, convey, assign or otherwise dispose of any of its properties or other assets or operated Airbus aircraft to the extent
any such disposition (k) materially impairs the business or operations of the Buyer, (ii) materially changes the nature of the Buyer's business,
(iii) constitutes a disposition of a substantial portion of the Buyer's assets or (iv) constitutes a disposition of a substantial portion of the Buyer's
Airbus aircraft fleet in-service as of the date hereof.
22.14.2 Minimum Unrestricted Cash. The Buyer will not permit the aggregate amount of Unrestricted Cash (as hereinafter defined) to be less than required in the Citi Loan Agreement from time to time or any successor agreement or facility thereof,**.
"Unrestricted Cash" means cash and Cash Equivalents (as hereinafter defined) of the Buyer, its parent and affiliates that (i) may be classified, in
accordance with GAAP, as "unrestricted" on the consolidated balance sheets of the Buyer's parent or (ii) may be qualified, in accordance with
GAAP, as "restricted" on the consolidated balance sheets of the Buyer's parent solely in favor of the administrative agent and any lenders pursuant to
the Citi Loan Agreement and the related loan documents (or any amendment, replacement or refinancing thereof).
"Cash Equivalents" means, as at any date of determination, (i) marketable securities (a) issued or directly and unconditionally guaranteed as to interest and principal by the United States government or (b) issued by any agency or instrumentality of the United
**Confidential Treatment Requested.
USA — Airbus A350 XWB Purchase Agreement
Amendment 1
Execution
081020-CT0803167-AMD1-USA-A350 CONFIDENTIAL AND PRIVILEGED
5/8