Exhibit 10.3





Exhibit 10.3




Confidential Treatment Requested




Amendment No. 3




to the




Amended and Restated Airbus A350 XWB Purchase Agreement




dated as of October 2, 2007




between




AIRBUS S.A.S.




and




US AIRWAYS, INC.




This Amendment No. 3 to the Amended and Restated Airbus A350 XWB Purchase Agreement between Airbus
S.A.S. and US Airways, Inc., (this “Amendment”) is entered into as of July 23, 2009 by and
between Airbus S.A.S., a société par actions simplifiée, organized and existing under the laws of
the Republic of France, having its registered office located at 1, rond-point Maurice Bellonte,
31700 Blagnac, France (the “Seller”), and US Airways, Inc., a corporation organized and
existing under the laws of the State of Delaware, United States of America, having its principal
corporate offices located at 111 West Rio Salado Parkway, Tempe, Arizona 85281, U.S.A. (the
“Buyer”).



WITNESSETH:



WHEREAS, the Buyer and the Seller entered into an Amended and Restated Airbus A350 XWB Purchase
Agreement, dated as of October 2, 2007, which agreement, as previously amended by and supplemented
with all Exhibits, Appendices, Letter Agreements and amendments, including Amendment No. 1 dated as
of October 20, 2008 (“Amendment No. 1”) and Amendment No. 2 dated as of January 16, 2009 (as
amended, the “Agreement”) relates to the sale by the Seller and the purchase by the Buyer
of certain Airbus A350 XWB model aircraft; and



WHEREAS, at the Seller’s request, the Buyer and the Seller have agreed to *****.



WHEREAS, the parties agree to amend certain terms of the Agreement as set forth in this Amendment.



NOW, THEREFORE, IT IS AGREED AS FOLLOWS:



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.


 





	 	 	 
	*****	 	Confidential portions of the material have been omitted and filed separately with the
Securities and Exchange Commission.





			
	 	 	 
	USA — Airbus A350 XWB Purchase Agreement 

Amendment 3
	 	CONFIDENTIAL AND PRIVILEGED






 












 





Confidential Treatment Requested





	1.	 	DEFINITIONS

	 
	 	 	The following term is used in this Amendment as defined below and such definition is added
to the Agreement:

	 
	 	 	*****

	 
	2.	 	*****

	 
	 	 	*****

	 
	3.	 	DELIVERY

	 
	 	 	The following Clause 9.1.2.5 is added after Clause 9.1.2.4 of the Agreement:

	 
	 	 	QUOTE

	 
	 	 	*****

	 
	 	 	UNQUOTE

	 
	4.	 	PERFORMANCE RETENTION GUARANTEE

	 
	 	 	Appendix B to Letter Agreement No. 12 will be deemed amended from time
to time to reflect the reschedulings contemplated by Clause 9.1.2.5 of
the Agreement.

	 
	5.	 	PRODUCT SUPPORT

	 
	 	 	In Paragraph 18 of Letter Agreement No. 7 the word “*****” is deleted and replaced with
“*****”, upon the rescheduling of Aircraft pursuant to Clause 9.1.2.5 i). Upon the
rescheduling of Aircraft pursuant to Clause 9.1.2.5 iii) the words “*****” will be deleted
and replaced with “*****”.

	 
	6.	 	Paragraphs 7, 8 and 9 of this Amendment will immediately become effective upon the
rescheduling of Aircraft pursuant to Clause 9.1.2.5 i) of the Agreement.

	 
	7.	 	*****

	 
	7.1	 	In Paragraph ***** of Letter Agreement No. *****, the second sentence is deleted in its
entirety and replaced with the following:

	 
	 	 	QUOTE

	 
	 	 	*****

	 
	 	 	UNQUOTE





 





	 	 	 
	*****	 	Confidential portions of the material have been omitted and filed separately with the
Securities and Exchange Commission.





			
	 	 	 
	USA — Airbus A350 XWB Purchase Agreement 

Amendment 3
	 	CONFIDENTIAL AND PRIVILEGED






 


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	7.2	 	In Paragraph 3.1 of Letter Agreement No. 14 the word “*****” is deleted and replaced with
“*****”.

	 
	8.	 	*****

	 
	 	 	Paragraph ***** of Amendment No. ***** is hereby deleted in its entirety and restated to
read as follows:

	 
	 	 	QUOTE

	 
	10.	 	*****

	 
	 	 	In addition to the Seller’s other rights and remedies, *****.

	 
	 	 	UNQUOTE

	 
	9.	 	*****

	 
	9.1	 	*****

	 
	 	 	QUOTE

	 
	 	 	*****

	 
	 	 	UNQUOTE

	 
	9.2	 	In Paragraph 1 (iii) of Amended and Restated Letter Agreement No. 3 the words “*****” are
deleted and replaced with “*****”.

	 
	10.	 	EFFECT OF AMENDMENT

	 
	10.1	 	Upon execution, this Amendment will constitute a valid amendment to the Agreement and the
Agreement will be deemed to be amended to the extent herein provided and, except as
specifically amended hereby, will continue in full force and effect in accordance with its
original terms. This Amendment supersedes any previous understandings, commitments or
representations whatsoever, whether oral or written, related to the subject matter of this
Amendment.

	 
	10.2	 	Both parties agree that this Amendment will constitute an integral, nonseverable part of the
Agreement, that the provisions of the Agreement are hereby incorporated herein by reference,
and that this Amendment will be governed by the provisions of the Agreement, except that if
the Agreement and this Amendment have specific provisions that are inconsistent, the specific
provisions contained in this Amendment will govern.

	 
	11.	 	CONFIDENTIALITY

	 
	 	 	This Amendment is subject to the confidentiality provisions set forth in Clause 22.7 of the
Agreement.





 





	 	 	 
	*****	 	Confidential portions of the material have been omitted and filed separately with the
Securities and Exchange Commission.





			
	 	 	 
	USA — Airbus A350 XWB Purchase Agreement 

Amendment 3
	 	CONFIDENTIAL AND PRIVILEGED






 


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	12.	 	COUNTERPARTS

	 
	 	 	This Amendment may be signed in any number of separate counterparts. Each counterpart, when
signed and delivered (including counterparts delivered by facsimile transmission), will be
an original, and the counterparts will together constitute one and the same instrument.





 





	 	 	 
	*****	 	Confidential portions of the
material have been omitted and filed separately with the
Securities and Exchange Commission.





			
	 	 	 
	USA — Airbus A350 XWB Purchase Agreement 

Amendment 3
	 	CONFIDENTIAL AND PRIVILEGED





 


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IN WITNESS WHEREOF, these presents were entered into as of the day and year first above
written.



	 	 	 	 	 	 	 	 	 	 	 
	US AIRWAYS, INC.	 	 	 	AIRBUS S.A.S.	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	By:

	 	/s/ Thomas T. Weir
 

Its: Vice President and Treasurer
	 	 	 	By:
	 	/s/ Christophe Mourey
 

Its: Senior Vice President Contracts
	 	 





 





	 	 	 
	*****	 	Confidential portions of the material have been omitted and filed separately with the
Securities and Exchange Commission.





			
	 	 	 
	USA — Airbus A350 XWB Purchase Agreement 

Amendment 3
	 	CONFIDENTIAL AND PRIVILEGED







 


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