US Airways 2008 Annual Report Download - page 363

identified and subjected to the Lien hereof pursuant to a supplement hereto) and, all replacements and substitutions therefor and any other assets
customarily securing Indebtedness used to acquire, finance or refinance Flight Simulators, such as all records, logs and other documents and the like at
any time maintained with respect to the foregoing, all purchase agreements and warranty rights with respect to any of the foregoing, all Intellectual
Property embedded in or used primarily with respect thereto, all rents, issues, profits, revenues and other income therefrom, and all proceeds thereof.
(c) Excluded Assets — Leased Property. Clause (viii) of the definition of Excluded Assets is hereby amended by inserting the following
immediately after the word "material" at the end thereof: "and any fixtures and improvements located on the leased premises".
(d) Excluded Assets — Liens. The definition of Excluded Assets is hereby amended by deleting the words "on the Closing Date" in clause
(ix) thereof.
(e) Excluded Assets — Tempe Property, CFCs, Aircraft Purchase Agreements, Aircraft Related Equipment, Property Subject to Specified
Transactions, Proceeds. (i) clause (xi) of the definition of Excluded Assets is hereby amended by deleting the word "and" at the end thereof; (ii) clause
(xii) of the definition of Excluded Assets is hereby amended by replacing the period at the end thereof with a semicolon; and (iii) the following new clauses
(xiii) through (xviii) are added to the definition of Excluded Assets:
(xiii) the Tempe Property and any Investments permitted under Section 6.2(xiii) of the Loan Agreement;
(xiv) 35% of the Voting Stock of Subsidiaries of the Grantors that are CFCs;
(xv) aircraft purchase agreements, engine purchase agreements, Flight Simulator purchase agreements and, to the extent entered into after the
Closing Date, other agreements for the purchase of Aircraft Related Equipment, in each case which by their terms are not assignable;
(xvi) all property described in clause (ii) of the definition of Excluded Property that is acquired after the Closing Date (other than Ground Service
Equipment, it being understood that Ground Service Equipment shall be included in Pledged Equipment and shall constitute Collateral whether now
owned or hereafter acquired);