US Airways 2008 Annual Report Download - page 234

CONFIDENTIAL EXECUTION COPY
obligations contained herein shall be contingent upon consummation of certain conditions of close with respect to the Liquidity Program as more fully set
forth herein.
NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows:
1. Definitions. All capitalized terms used herein, but not otherwise defined herein, shall have the meanings given to such terms in the Agreement.
2. Amendments.
a. The following definitions in Section 1 of the Agreement are deleted in their entirety and replaced with the following:
""Early Payment Event" means (i) US Airways Group is in default, with all applicable cure and grace periods elapsed, of either (A) any
material indebtedness for borrowed money in excess of **, and (ii) the obligations under such material indebtedness for borrowed money **have
been accelerated.
"Expiration Date" means March 31, 2017.
"Suspension Event" as defined in Section 4.6."
b. Section 1 of the Agreement is amended by adding the following definitions in the appropriate alphabetical order:
""**Fee" as defined in Section 4.2.2.
"Cap" as defined in Section 14.3.
"Citi Loan" means that certain Loan Agreement dated as of March 23, 2007, as amended, among US Airways Group, certain of its subsidiaries
signatory thereto, and Citicorp North America, Inc., as administrative agent and collateral agent for the lenders thereunder.
"Citi Loan Amendment" means an amendment to the Citi Loan providing for, among other things, the reduction of the Minimum Unrestricted
Cash (as defined in the Citi Loan) on a dollar for dollar basis with certain prepayments from the proceeds from Liquidity Program until such
amount is reduced to $850,000,000.
"Closing Conditions" as defined in Section 14.1.
"Collateral" shall mean the sum of cash posted directly with US Airways Group's fuel hedge counterparties and cash posted to collateralize
letters of credit issued for the benefit of US Airways Groups' fuel hedge counterparties.
"Conditions Precedent" as defined in Section 14.3.1.
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