Exhibit 10.3
Portions of this exhibit have been omitted pursuant to a request for
confidential treatment. The omitted text has been marked with a triple
asterisk ("***") and has been filed separately with the Securities and
Exchange Commissions.
Amendment No. 2
TO THE A319/A320/A321 PURCHASE AGREEMENT
dated as of October 31, 1997
between
AVSA, S.A.R.L.,
and
US AIRWAYS GROUP, INC.
This Amendment No. 2 (hereinafter referred to as the "Amendment") entered
into as of January 19, 1999, by and between AVSA, S.A.R.L., a societe
limitee organized and existing under the laws of the Republic of France,
having its registered office located at 0, Xxxx Xxxxx Xxxxxxx Xxxxxxxx,
00000 Xxxxxxx, XXXXXX (hereinafter referred to as the "Seller"), and US
Airways Group, Inc., a corporation organized and existing under the laws of
the State of Delaware, United States of America, having its executive
offices located at 0000 Xxxxxxx Xxxxx, Xxxxxxxxx, XX 00000, X.X.X.
(hereinafter referred to as the "Buyer");
WITNESSETH:
WHEREAS, the Buyer and the Seller entered into an Airbus
A319/A320/A321 Purchase Agreement, dated as of October 31, 1997, relating
to the sale by the Seller and the purchase by the Buyer of certain Airbus
Industrie A319, A320 and A321 model aircraft (the "Aircraft"), which
agreement, together with all Exhibits, Appendices and Letter Agreements
attached thereto and as amended by Amendment No. 1 dated as of June 10,
1998 is hereinafter called the "Agreement".
WHEREAS, the Buyer and the Seller agree to amend the deliver schedule
for the Aircraft.
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
1. DEFINITIONS
Capitalized terms used herein and not otherwise defined in this
Amendment will have the meanings assigned to them in the Agreement.
The terms "herein," "hereof," and hereunder and words of similar
import refer to this Amendment.
2. DELIVERY SCHEDULE
2.1 In line with the terms of Subparagraph 3.3 of Amendment No. 1, the
Seller has offered the Buyer, and the Buyer has accepted, (i) delivery
positions for some Additional Aircraft and (ii) to *** certain
A319 and A320 delivery positions. Consequently, the Buyer and the
Seller hereby agree:
(i) as per the terms of the Seller's letter dated June 4, 1998, ***;
(ii) as per the terms of the Seller's letters dated June 24, 1998 and
June 26, 1998, ***.
2.2 Therefore,
(i) the delivery schedule set forth in Subclauses 9.1.1. and 9.1.2 of
the Agreement is hereby superseded and replaced by the schedule set
forth in Appendix 1 hereto;
(ii) the number of Firm Aircraft is increased by *** units, such that
the number of Firm Aircraft is now *** units (*** A319 Firm Aircraft
and *** A320 Firm Aircraft), ***.
(iii) the number of Reconfirmable Aircraft is ***, such that the
number of Reconfirmable Aircraft granted by the Seller to the Buyer is
now ***.
2.3 On signature of this Amendment, the Buyer will make all Predelivery
Payments due as a result of the rescheduling of the Aircraft as set
forth above, minus amounts already received by the Seller as of the
date hereof.
If the foregoing correctly sets forth our understanding, please
execute this Amendment in the space provided below, whereupon, as of the
date first above written, this Amendment will constitute part of this
Agreement.
Very truly yours,
AVSA, S.A.R.L.
By: /s/ Xxxxxxx Lascaux
----------------------------
Its: Director Contracts
Date: November 24, 1998
Accepted and Agreed
US Airways Group, Inc.
By: /s/ Xxxxxx X. Xxxx
-------------------------
Its: Treasurer
Date: November 24, 1998
