US Airways 2008 Annual Report Download - page 285

VIII as same applies to such Transaction Agent or any other provision as same relates to the rights or obligations of such Transaction Agent. Solely for the
benefit of the Lenders from time to time party hereto, the Collateral Agent hereby agrees that it shall (i) not amend the **without the consent of the Required
Lenders and (ii) not modify the provisions of the **Agreement referenced in Section 8(i) of the **Agreement as requiring the consent of each "Senior
Lender" affected thereby without the consent of the Lender(s) affected thereby.
Section 9.2. Notices. Unless otherwise specified, all notices and other communications hereunder shall be in writing (including by facsimile
communication), given to the appropriate Person at its address or facsimile number set forth on the signature pages hereof, or at such other address or
facsimile number as such Person may specify, and effective when received at the address specified by such Person. The number of days for any advance
notice required hereunder may be waived (orally or in writing) by the Person receiving such notice and, in the case of notices to the Collateral Agent, the
consent of each Person to which the Collateral Agent is required to forward such notice.
Section 9.3. Costs and Expenses. The Borrower agrees to pay at or prior to Closing, after receipt of reasonably detailed invoices, all **of the initial Lender
and each Transaction Agent in connection with the preparation, execution and delivery of the Transaction Documents and Additional Documents (whether or
not any such Transaction Document or Additional Document is entered into), including, without limitation the reasonable fees and expenses of (a)**, special
counsel to the Lenders, (b) **, special counsel to the Lenders, and (c)**,. The Borrower further agrees to pay on demand (i) the initial and annual fees, and the
reasonable expenses of, the Collateral Agent in connection with the transactions contemplated hereby and (ii) all reasonable and actual costs and expenses of
each Transaction Agent and the Lenders, if any (including, without limitation, reasonable counsel fees and expenses), in connection with the enforcement
(whether through negotiations, legal proceedings or otherwise) of the Transaction Documents after the occurrence of an Event of Default (including, without
limitation, reasonable fees and expenses of one counsel for the Collateral Agent and one counsel for all of the Lenders in connection with the enforcement of
their rights under the Transaction Documents).
Section 9.4. Certain Agreements . (a) Each Lender and each Transaction Agent agrees as to itself with the Borrower that, so long as no Event of Default
shall have occurred and be continuing, such person shall not (and shall not permit any Affiliate or other person claiming by, through or under it to) take or
cause to be taken any action contrary to the Borrower's right to quiet enjoyment of the Collateral, and to possess, use, retain and control the Pledged Spare
Parts and all revenues, income and profits derived therefrom without hindrance.
(b) Each Lender agrees to comply with its obligations under the Mortgage.
Section 9.5. Entire Agreement. The Transaction Documents, the Syndication Agreement and the Additional Documents constitute the entire understanding
of the parties thereto concerning the subject matter thereof. Any previous agreements, whether written or oral, concerning such matters are superseded
thereby.
Section 9.6. Cumulative Rights and Severability. All rights and remedies of the Lenders and the Transaction Agents hereunder shall be cumulative and
non-exclusive of any
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