TRUST SUPPLEMENT No. 2011-1A-S Dated as of June 28, 2011 between WILMINGTON TRUST COMPANY as Trustee, and US AIRWAYS, INC. to PASS THROUGH TRUST AGREEMENT Dated as of December 21, 2010 US Airways Pass Through Trust 2011-1A-S 7.125% US Airways Pass...Trust Agreement • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled • New York
This Trust Supplement No. 2011-1A-S, dated as of June 28, 2011 (herein called the “Trust Supplement”), between US Airways, Inc., a Delaware corporation (the “Company”), and Wilmington Trust Company (the “Trustee”), to the Pass Through Trust Agreement, dated as of December 21, 2010, between the Company and the Trustee (the “Basic Agreement”).
REVOLVING CREDIT AGREEMENT (2011-1B) dated as of June 28, 2011 between WILMINGTON TRUST COMPANY, as Subordination Agent, as Agent and Trustee for the US Airways Pass Through Trust 2011-1B, as Borrower and NATIXIS S.A., ACTING THROUGH ITS NEW YORK...Revolving Credit Agreement • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled • New York
THIS REVOLVING CREDIT AGREEMENT (2011-1B) dated as of June 28, 2011 (the “Agreement”), between WILMINGTON TRUST COMPANY, a Delaware banking corporation, not in its individual capacity but solely as Subordination Agent under the Intercreditor Agreement (each as defined below), as agent and trustee for the Class B Trust (as defined below) (the “Borrower”), and NATIXIS S.A., a French societé anonyme, acting through its New York Branch (the “Liquidity Provider”).
TRUST INDENTURE AND SECURITY AGREEMENT [____] Dated as of [________ __], 20[__] Between US AIRWAYS, INC., Owner and WILMINGTON TRUST COMPANY, not in its individual capacity, except as expressly stated herein, but solely as Indenture Trustee, Indenture...Trust Indenture and Security Agreement • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled • New York
TRUST INDENTURE AND SECURITY AGREEMENT [____], dated as of [________ __], 20[__] (this “Trust Indenture”), between US AIRWAYS, INC., a Delaware corporation (“Owner”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, not in its individual capacity, except as expressly stated herein, but solely as Indenture Trustee hereunder (together with its successors hereunder, the “Indenture Trustee”).
DEPOSIT AGREEMENT (Class B) Dated as of June 28, 2011 between WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION as Escrow Agent and THE BANK OF NEW YORK MELLON as DepositaryDeposit Agreement • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled • New York
DEPOSIT AGREEMENT (Class B) dated as of June 28, 2011 (as amended, modified or supplemented from time to time, this “Agreement”) between WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, a national banking association, as Escrow Agent under the Escrow and Paying Agent Agreement referred to below (in such capacity, together with its successors in such capacity, the “Escrow Agent”), and THE BANK OF NEW YORK MELLON, as depositary bank (the “Depositary”).
TRUST SUPPLEMENT No. 2011-1C-O Dated as of June 28, 2011 between WILMINGTON TRUST COMPANY as Trustee, and US AIRWAYS, INC. to PASS THROUGH TRUST AGREEMENT Dated as of December 21, 2010 US Airways Pass Through Trust 2011-1C-O 10.875% US Airways Pass...Trust Supplement • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled • Delaware
TRUST SUPPLEMENT No. 2011-1A-O Dated as of June 28, 2011 between WILMINGTON TRUST COMPANY as Trustee, and US AIRWAYS, INC. to PASS THROUGH TRUST AGREEMENT Dated as of December 21, 2010 US Airways Pass Through Trust 2011-1A-O 7.125% US Airways Pass...Trust Agreement • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled • Delaware
GUARANTEE dated as of June 28, 2011 from US AIRWAYS GROUP, INC. Six (6) Airbus A321-231 Aircraft Two (2) Airbus A330-243 Aircraft One (1) Airbus A320-214 AircraftGuarantee • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled • New York
GUARANTEE, dated as of June 28, 2011 (as amended, modified or supplemented from time to time, this “Guarantee”), from US AIRWAYS GROUP, INC., a Delaware corporation (together with its permitted successors and assigns, the “Guarantor”), to the parties listed in Schedule I hereto (collectively, together with their successors and permitted assigns, the “Parties”, and, individually, a “Party”).
ESCROW AND PAYING AGENT AGREEMENT (Class C) Dated as of June 28, 2011 among WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, as Escrow Agent GOLDMAN, SACHS & CO., CITIGROUP GLOBAL MARKETS INC. and CREDIT SUISSE SECURITIES (USA) LLC, as...Escrow and Paying Agent Agreement • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled • New York
ESCROW AND PAYING AGENT AGREEMENT (Class C) dated as of June 28, 2011, (as amended, modified or supplemented from time to time, this “Agreement”) among WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, a national banking association, as Escrow Agent (in such capacity, together with its successors in such capacity, the “Escrow Agent”); GOLDMAN, SACHS & CO., CITIGROUP GLOBAL MARKETS INC. and CREDIT SUISSE SECURITIES (USA) LLC, as representatives of the several Underwriters of the Certificates referred to below (the “Underwriters” and together with their respective transferees and assigns as registered owners of the Certificates, the “Investors”) under the Underwriting Agreement referred to below; WILMINGTON TRUST COMPANY, not in its individual capacity except as otherwise expressly provided herein, but solely as trustee (in such capacity, together with its successors in such capacity, the “Pass Through Trustee”) under the Pass Through Trust Agreement referred to below; and WILMINGTON TRU
DEPOSIT AGREEMENT (Class A) Dated as of June 28, 2011 between WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION as Escrow Agent and THE BANK OF NEW YORK MELLON as DepositaryDeposit Agreement • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled • New York
DEPOSIT AGREEMENT (Class A) dated as of June 28, 2011 (as amended, modified or supplemented from time to time, this “Agreement”) between WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, a national banking association, as Escrow Agent under the Escrow and Paying Agent Agreement referred to below (in such capacity, together with its successors in such capacity, the “Escrow Agent”), and THE BANK OF NEW YORK MELLON, as depositary bank (the “Depositary”).
REVOLVING CREDIT AGREEMENT (2011-1A) dated as of June 28, 2011 between WILMINGTON TRUST COMPANY, as Subordination Agent, as Agent and Trustee for the US Airways Pass Through Trust 2011-1A, as Borrower and NATIXIS S.A., ACTING THROUGH ITS NEW YORK...Revolving Credit Agreement • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled • New York
THIS REVOLVING CREDIT AGREEMENT (2011-1A) dated as of June 28, 2011 (the “Agreement”), between WILMINGTON TRUST COMPANY, a Delaware banking corporation, not in its individual capacity but solely as Subordination Agent under the Intercreditor Agreement (each as defined below), as agent and trustee for the Class A Trust (as defined below) (the “Borrower”), and NATIXIS S.A., a French societé anonyme, acting through its New York Branch (the “Liquidity Provider”).
INTERCREDITOR AGREEMENT (2011-1) Dated as of June 28, 2011 AMONG WILMINGTON TRUST COMPANY, not in its individual capacity but solely as Trustee under the US Airways Pass Through Trust 2011-1A and US Airways Pass Through Trust 2011-1B NATIXIS S.A.,...Intercreditor Agreement • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled
INTERCREDITOR AGREEMENT (this “Agreement”) dated as of June 28, 2011, among WILMINGTON TRUST COMPANY, a Delaware banking corporation (“WTC”), not in its individual capacity but solely as Trustee of each Trust (each as defined below); NATIXIS S.A., a Société Anonyme, organized under the laws of the Republic of France, acting through its New York Branch, as Class A Liquidity Provider and Class B Liquidity Provider; and WILMINGTON TRUST COMPANY, not in its individual capacity except as expressly set forth herein, but solely as Subordination Agent and trustee hereunder (in such capacity, together with any successor appointed pursuant to Article VIII hereof, the “Subordination Agent”).
NOTE PURCHASE AGREEMENT Dated as of June 28, 2011 Among US AIRWAYS, INC., WILMINGTON TRUST COMPANY, as Pass Through Trustee under each of the Pass Through Trust Agreements WILMINGTON TRUST COMPANY, as Subordination Agent WELLS FARGO BANK NORTHWEST,...Note Purchase Agreement • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled • New York
This NOTE PURCHASE AGREEMENT, dated as of June 28, 2011, among (i) US AIRWAYS, INC., a Delaware corporation (the “Company”), (ii) WILMINGTON TRUST COMPANY (“WTC”), a Delaware banking corporation, not in its individual capacity except as otherwise expressly provided herein, but solely as trustee (in such capacity together with its successors in such capacity, the “Pass Through Trustee”) under each of the three separate Pass Through Trust Agreements (as defined below), (iii) WILMINGTON TRUST COMPANY, a Delaware banking corporation, as subordination agent and trustee (in such capacity together with its successors in such capacity, the “Subordination Agent”) under the Intercreditor Agreement (as defined below), (iv) WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, a national banking association, as Escrow Agent (in such capacity together with its successors in such capacity, the “Escrow Agent”), under each of the Escrow and Paying Agent Agreements (as defined below) and (v) WILMINGTON TRU
PARTICIPATION AGREEMENT [___] Dated as of [_____________], 2011 Among US AIRWAYS, INC., Owner, and WILMINGTON TRUST COMPANY, Not in its individual capacity except as expressly provided herein, but solely as Indenture Trustee, Subordination Agent under...Participation Agreement • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled
PARTICIPATION AGREEMENT [____], dated as of [____________], 2011 (this “Agreement”), among (a) US AIRWAYS, INC., a Delaware corporation (“Owner”), (b) WILMINGTON TRUST COMPANY, a Delaware banking corporation, not in its individual capacity, except as expressly provided herein, but solely as Indenture Trustee (in its capacity as Indenture Trustee, “Indenture Trustee” and in its individual capacity, “WTC”), (c) WILMINGTON TRUST COMPANY, not in its individual capacity, except as expressly provided herein, but solely as Pass Through Trustee under each of the Applicable Pass Through Trust Agreements (each, an “Applicable Pass Through Trustee”) and (d) WILMINGTON TRUST COMPANY, not in its individual capacity, except as expressly provided herein, but solely as Subordination Agent under the Intercreditor Agreement (“Subordination Agent”).
ESCROW AND PAYING AGENT AGREEMENT (Class A) Dated as of June 28, 2011 among WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, as Escrow Agent GOLDMAN, SACHS & CO., CITIGROUP GLOBAL MARKETS INC. and CREDIT SUISSE SECURITIES (USA) LLC, as...Escrow and Paying Agent Agreement • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled • New York
ESCROW AND PAYING AGENT AGREEMENT (Class A) dated as of June 28, 2011, (as amended, modified or supplemented from time to time, this “Agreement”) among WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, a national banking association, as Escrow Agent (in such capacity, together with its successors in such capacity, the “Escrow Agent”); GOLDMAN, SACHS & CO., CITIGROUP GLOBAL MARKETS INC. and CREDIT SUISSE SECURITIES (USA) LLC, as representatives of the several Underwriters of the Certificates referred to below (the “Underwriters” and together with their respective transferees and assigns as registered owners of the Certificates, the “Investors”) under the Underwriting Agreement referred to below; WILMINGTON TRUST COMPANY, not in its individual capacity except as otherwise expressly provided herein, but solely as trustee (in such capacity, together with its successors in such capacity, the “Pass Through Trustee”) under the Pass Through Trust Agreement referred to below; and WILMINGTON TRU
AMENDMENT NO. 1 TO INTERCREDITOR AGREEMENT (2011-1)Intercreditor Agreement • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled
AMENDMENT NO. 1 TO INTERCREDITOR AGREEMENT (2011-1) dated as of June 28, 2011 (this “Amendment No. 1”) is made by and among WILMINGTON TRUST COMPANY, a Delaware banking corporation, not in its individual capacity but solely as Trustee (the “Class A Trustee”) under the US Airways Pass Through Trust 2011-1A (the “Class A Trust”), Trustee (the “Class B Trustee”) under the US Airways Pass Through Trust 2011-1B (the “Class B Trust”) and Trustee (the “Class C Trustee”) under the US Airways Pass Through Trust 2011-1C (the “Class C Trust”), NATIXIS S.A., a Société Anonyme, organized under the laws of the Republic of France, acting through its New York Branch, as Class A Liquidity Provider and as Class B Liquidity Provider (the “Liquidity Provider”), WILMINGTON TRUST COMPANY, not in its individual capacity except as expressly set forth herein but solely as Subordination Agent and Trustee and US AIRWAYS, INC., a Delaware corporation (“US Airways”).
ESCROW AND PAYING AGENT AGREEMENT (Class B) Dated as of June 28, 2011 among WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, as Escrow Agent GOLDMAN, SACHS & CO., CITIGROUP GLOBAL MARKETS INC. and CREDIT SUISSE SECURITIES (USA) LLC, as...Escrow and Paying Agent Agreement • July 1st, 2011 • Us Airways Inc • Air transportation, scheduled • New York
ESCROW AND PAYING AGENT AGREEMENT (Class B) dated as of June 28, 2011, (as amended, modified or supplemented from time to time, this “Agreement”) among WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, a national banking association, as Escrow Agent (in such capacity, together with its successors in such capacity, the “Escrow Agent”); GOLDMAN, SACHS & CO., CITIGROUP GLOBAL MARKETS INC. and CREDIT SUISSE SECURITIES (USA) LLC, as representatives of the several Underwriters of the Certificates referred to below (the “Underwriters” and together with their respective transferees and assigns as registered owners of the Certificates, the “Investors”) under the Underwriting Agreement referred to below; WILMINGTON TRUST COMPANY, not in its individual capacity except as otherwise expressly provided herein, but solely as trustee (in such capacity, together with its successors in such capacity, the “Pass Through Trustee”) under the Pass Through Trust Agreement referred to below; and WILMINGTON TRU
