Common use of Inducement Reduction Upon Failure to Meet Booking Obligation Clause in Contracts

Inducement Reduction Upon Failure to Meet Booking Obligation. Notwithstanding the provisions regarding [**] Booking Inducements and [**] Booking Inducements set forth in Paragraphs 11 and 12 below, respectively, if the Priceline Group fails to comply with any of its obligations under Paragraph 6 above for any Booking Evaluation Period, then: (a) The [**] Booking Inducements for [**] Bookings in [**] shall be reduced to [**] per [**] Booking generated during the Booking Evaluation Period for which the Priceline Group failed to comply with such obligation; (b) The [**] Booking Inducements for [**] Bookings in [**] shall be reduced to [**] per [**] Booking generated during the Booking Evaluation Period for which the Priceline Group failed to comply with such obligation; and (c) The [**] Booking Inducement for [**] Bookings in [**] shall not be modified. [**] = Confidential Treatment requested for redacted portion; redacted portion has been filed separately with the commission. No later than thirty (30) days following the end of any Booking Evaluation Period in which the Priceline Group fails to comply with any of its obligations under Paragraph 6 above, Worldspan shall conduct a reconciliation of the inducement payments made to Priceline for the portion of that Booking Evaluation Period prior to the last calendar quarter thereof, the inducement payments owed to Priceline for the final calendar quarter of the Booking Evaluation Period, and the amount by which the total of the inducement payments already made to Priceline for that Booking Evaluation Period is greater or less than the total of the inducement payments actually owed to Priceline for that Booking Evaluation Period, after taking into account the inducement reductions described in this Paragraph. No later than fifteen (15) days after the completion of such reconciliation, Worldspan shall notify Priceline of the payment due to or from Priceline. The applicable Party shall make such payment no later than thirty (30) days following the giving of such notice to Priceline. In addition, the Party to whom the payment is owed shall be entitled to set off the amount of such payment against any other amounts owed to the applicable Party.

Appears in 2 contracts

Samples: Subscriber Entity Agreement (Priceline Com Inc), Subscriber Entity Agreement (Priceline Com Inc)

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Inducement Reduction Upon Failure to Meet Booking Obligation. Notwithstanding the provisions regarding [**] Booking Inducements and [**] Booking Inducements set forth in Paragraphs 11 and 12 below, respectively, if the Priceline Group fails to comply with any of its obligations under Paragraph 6 above for any Booking Evaluation Period, then: (a) The [**] Booking Inducements for [**] Bookings in [**] shall be reduced to [**] per [**] Booking generated during the Booking Evaluation Period for which the Priceline Group failed to comply with such obligation; (b) The [**] Booking Inducements for [**] Bookings in [**] shall be reduced to [**] per [**] Booking generated [**] = Confidential treatment requested for redacted portion; redacted portion has been filed separately with the Commission. during the Booking Evaluation Period for which the Priceline Group failed to comply with such obligation; and (c) The [**] Booking Inducement for [**] Bookings in [**] shall not be modified. [**] = Confidential Treatment requested for redacted portion; redacted portion has been filed separately with the commission. No later than thirty (30) days following the end of any Booking Evaluation Period in which the Priceline Group fails to comply with any of its obligations under Paragraph 6 above, Worldspan shall conduct a reconciliation of the inducement payments made to Priceline for the portion of that Booking Evaluation Period prior to the last calendar quarter thereof, the inducement payments owed to Priceline for the final calendar quarter of the Booking Evaluation Period, and the amount by which the total of the inducement payments already made to Priceline for that Booking Evaluation Period is greater or less than the total of the inducement payments actually owed to Priceline for that Booking Evaluation Period, after taking into account the inducement reductions described in this Paragraph. No later than fifteen (15) days after the completion of such reconciliation, Worldspan shall notify Priceline of the payment due to or from Priceline. The applicable Party shall make such payment no later than thirty (30) days following the giving of such notice to Priceline. In addition, the Party to whom the payment is owed shall be entitled to set off the amount of such payment against any other amounts owed to the applicable Party.

Appears in 2 contracts

Samples: Subscriber Entity Agreement (Worldspan Storemaker Holdings LLC), Subscriber Entity Agreement (Worldspan Viator Holdings LLC)

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