US Airways 2008 Annual Report Download - page 371

Exhibit A
FORM OF LENDER CONSENT
CONSENT
Dated as of October ___, 2008
Reference is hereby made to the $1,600,000,000 Loan Agreement dated as of March 23, 2007 (as amended, modified and supplemented and in effect
from time to time, the "Loan Agreement"), by and among US Airways Group, Inc., as borrower, its subsidiaries from time to time party thereto, the several
lenders from time to time party therto and Citicorp North America, Inc., as administrative agent and collateral agent (the "Agent") for the Lenders. Capitalized
terms used but not defined herein have the meaning given to such terms in the Loan Agreement (as amended by the Amendment).
The undersigned, as a Lender under the Loan Agreement, hereby (a) consents to an Amendment to Loan Agreement, Security Agreement and Aircraft
Mortgage substantially in the form of Exhibit A hereto (the "Amendment") and consents to the execution, delivery and performance by the Agent, on behalf
of the Lender, of the Amendment, (b) authorizes the Agent to release any Liens on assets not constituting Collateral or any assets sold, transferred, disposed
of, pledged or financed in any Specified Transaction, including after giving effect to the Amendment, and to execute and file such documents, instruments and
agreements (including releases under the Aircraft Mortgage) necessary or desirable to effectuate such release or as more fully provided in Article III of the
Amendment and (c) the Agent to execute, deliver and perform an intercreditor agreement on terms not inconsistent with those set forth in Exhibit B of the
Amendment.
This consent shall terminate and be of no further force or effect if the Effective Date of the Amendment does not occur on or before November 14,
2008.
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