US Airways 2008 Annual Report Download - page 286

rights or remedies such Persons have under law or otherwise. Any provision hereof that is prohibited or unenforceable in any jurisdiction shall, in such
jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof and without affecting
such provision in any other jurisdiction.
Section 9.7. Waivers. No failure or delay of any party hereto in exercising any power, right, privilege or remedy hereunder shall operate as a waiver
thereof, nor shall any single or partial exercise of any such power, right, privilege or remedy preclude any other or further exercise thereof or the exercise of
any other power, right, privilege or remedy. Any waiver hereof shall be effective only in the specific instance and for the specific purpose for which such
waiver was given. After any waiver, the Borrower, the Lenders and the Transaction Agents shall be restored to their former position and rights and any
Potential Default waived shall be deemed to be cured and not continuing, but no such waiver shall extend to (or impair any right consequent upon) any
subsequent or other Potential Default.
Section 9.8. Successors and Assigns; Participations; Assignments.
(a) Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and
assigns. Except as otherwise provided herein, the Borrower may not assign or transfer any of its rights or delegate any of its duties without the prior
consent of the Transaction Agents and each of the Lenders.
(b) Participations. Any Lender may **s of such Lender hereunder. Such Lender shall remain **responsible for performing its obligations hereunder,
and the Borrower and the Transaction Agents shall continue to deal solely and directly with such Lender in connection with such Lender's rights and
obligations hereunder. Each Participant shall be entitled to the benefits **provided that such Participant shall not be entitled to any greater benefit under
Article V than the Lender that sold the participating interest to the Participant would have been entitled to thereunder and no Participant shall be entitled to
any benefit thereunder unless it shall perform such obligations as are imposed on the Lenders under **A Lender shall not agree with a Participant to
restrict such Lender's right to agree to any amendment, waiver or modification hereto, except amendments described in the proviso to Section 9.1.
(c) Assignments. Notwithstanding the foregoing, any Lender may assign all or a portion of its Commitment and its outstanding Notes to a **or assign
all, or if less than all, a portion equal to at least **in the aggregate face amount of Notes and of such Commitment (and related Obligations) to one or more
Eligible Assignees, each of which assignees referred to in Section 9.8(c) shall become a party to this Agreement as a Lender by execution of a supplement
hereto in the form of Exhibit F (a "Transfer Supplement") hereto, provided that such transfer or assignment will not be effective until recorded by the
Collateral Agent on the Register pursuant to Section 9.8(d) hereof; provided that no such transfer or assignment will increase the Borrower's obligations
under Article V hereof, based on the applicable laws in effect (or scheduled to take effect) at the time of such transfer or assignment, as compared with the
liabilities that Borrower would have
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