US Airways 2008 Annual Report Download - page 320

EXHIBIT B
Form of Promissory Note
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR UNDER THE SECURITIES
OR SIMILAR LAWS OF ANY STATE OR OTHER JURISDICTION AND MAY NOT BE OFFERED, TRANSFERRED, SOLD OR OTHERWISE
DISPOSED OF EXCEPT WHILE SUCH A REGISTRATION UNDER THE ACT AND SUCH SECURITIES OR SIMILAR LAWS IS IN EFFECT OR
PURSUANT TO AN EXEMPTION FROM SUCH REGISTRATION.
THIS NOTE IS SUBJECT TO CERTAIN ADDITIONAL RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 9.8 OF THE LOAN
AGREEMENT REFERRED TO BELOW.
SECURED PROMISSORY NOTE [SPARE PARTS]
DUE [_____], 2014
No. [*] — New York, New York
, 200[ ]
$
FOR VALUE RECEIVED, the undersigned, US AIRWAYS, INC., a Delaware corporation (together with its successors and permitted assigns, the
"Borrower") hereby unconditionally promises to pay to , or the registered assignee thereof, the principal amount of DOLLARS ($
), in lawful currency of the United States of America, in installments on the Payment Dates set forth in Annex A hereto, each such installment to
be in the amount set forth in Annex A hereto opposite the Payment Date on which such installment is due, and to pay interest in arrears on each Interest
Payment Date at the Debt Rate (as defined herein below) for the Interest Period ending on such Interest Payment Date on the amount of such principal amount
remaining unpaid from time to time from the date hereof until such principal amount is paid in full; provided that in the event (i) that this Note shall have been
prepaid in part pursuant to the Loan Agreement, the amounts of such installments shall be reduced in accordance with the Loan Agreement and (ii) of any
repayment or prepayment of any principal amount hereof, accrued interest on the principal amount repaid or prepaid shall be payable on the date of such
repayment or prepayment; and provided further that the final principal payment hereon shall in any and all events equal the then outstanding principal balance
hereof and such final payment shall discharge all amounts due under this Note. Interest shall be computed on the basis of a year of 360 days and the actual
days elapsed (including the first day but excluding the last day) in the period for which interest is payable. The Applicable Margin for this Note is **annum.
As used herein, the term "Debt Rate" means the **for the relevant Interest Period plus the Applicable Margin, unless the Substitute Basis shall have become
applicable pursuant to Section 1.7 of the Loan Agreement, in which case the "Debt Rate" shall mean the sum of the Substitute Basis and the Applicable
Margin. 1