Common use of Minimum Worldspan Hotel Compensation Clause in Contracts

Minimum Worldspan Hotel Compensation. Notwithstanding the provisions of Paragraph 11(c) above, for each Booking Evaluation Period, Worldspan shall be entitled to at least a minimum amount equal to (i) the then-current Worldspan [**] Minimum Rate described below, multiplied by (ii) the total number of [**] Bookings in [**] for that Booking Evaluation Period. Promptly after the end of each Booking Evaluation Period, Worldspan will determine the total amount of booking fees for such [**] Bookings retained by Worldspan for such Booking Evaluation Period and, if it is less than the minimum amount described above, Priceline shall promptly pay the difference to Worldspan. The “Worldspan [**] Minimum Rate” shall be [**] as of the Second Amendment Effective Date and may be reduced from time to time thereafter in accordance with the provisions of this Paragraph. If Worldspan decreases the standard published booking fee it charges a [**] supplier for [**] segments generated in [**] by Worldspan subscribers other than the [**] Priceline Group (the “Non-Priceline Booking Fee” for that [**] supplier) so that the Non-Priceline Booking Fee for that [**] supplier after the decrease is less than the booking fee it charges the [**] supplier for [**] Bookings generated in [**] by the Priceline Group (the “Priceline Booking Fee” for that [**] supplier), then the then-current Worldspan [**] Minimum Rate will be reduced by an amount equal to (i) the amount of such decrease in the Non-Priceline Booking Fee for that [**] supplier, less the amount, if any, by which (x) the Priceline Booking Fee for that [**] supplier prior to the decrease, is less than (y) the Non-Priceline Booking Fee for that [**] supplier prior to the decrease, multiplied by (ii) the percentage obtained by dividing (x) the number of [**] Bookings in [**] for that [**] supplier generated by the Priceline Group for the 12-month period preceding the decrease, by (y) the total number of [**] Bookings generated in [**] by the Priceline Group for that 12-month period.

Appears in 4 contracts

Samples: Worldspan Associate Agreement (Worldspan BBN Holdings LLC), Worldspan Associate Agreement (Ws Financing Corp), Worldspan Associate Agreement (Worldspan Storemaker Holdings LLC)

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Minimum Worldspan Hotel Compensation. Notwithstanding the provisions of Paragraph 11(c) above, for each Booking Evaluation Period, Worldspan shall be entitled to at least a minimum amount equal to (i) the then-current Worldspan [**] Minimum Rate described below, multiplied by (ii) the total number of [**] Bookings in [**] for that Booking Evaluation Period. Promptly after the end of each Booking Evaluation Period, Worldspan will determine the total amount of booking fees for such [**] Bookings retained by Worldspan for such Booking Evaluation Period and, if it is less than the minimum amount described above, Priceline shall promptly pay the difference to Worldspan. The "Worldspan [**] Minimum Rate" shall be [**] as of the Second Amendment Effective Date and may be reduced from time to time thereafter in accordance with the provisions of this Paragraph. If Worldspan decreases the standard published booking fee it charges a [**] supplier for [**] segments generated in [**] by Worldspan subscribers other than the [**] Priceline Group (the "Non-Priceline Booking Fee" for that [**] supplier) so that the Non-Priceline Booking Fee for that [**] supplier after the decrease is less than the booking fee it charges the [**] supplier for [**] Bookings generated in [**] by the Priceline Group (the "Priceline Booking Fee" for that [**] supplier), then the then-current Worldspan [**] Minimum Rate will be reduced by an amount equal to (i) the amount of such decrease in the Non-Priceline Booking Fee for that [**] supplier, less the amount, if any, by which (x) the Priceline Booking Fee for that [**] supplier prior to the decrease, is less than (y) the Non-Priceline Booking Fee for that [**] supplier prior to the decrease, multiplied by (ii) the percentage obtained by dividing (x) the number of [**] Bookings in [**] for that [**] supplier generated by the Priceline Group for the 12-month period preceding the decrease, by (y) the total number of [**] Bookings generated in [**] by the Priceline Group for that 12-month period.

Appears in 1 contract

Samples: Worldspan Subscriber Entity Agreement (Priceline Com Inc)

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Minimum Worldspan Hotel Compensation. Notwithstanding the provisions of Paragraph 11(c) above, for each Booking Evaluation Period, Worldspan shall be entitled to at least a minimum amount equal to (i) the then-current Worldspan [**] Minimum Rate described below, multiplied by (ii) the total number of [**] Bookings in [**] for that Booking Evaluation Period. Promptly after the end of each Booking Evaluation Period, Worldspan will determine the total amount of booking fees for such [**] Bookings retained by Worldspan for such Booking Evaluation Period and, if it is less than the minimum amount described above, Priceline shall promptly pay the difference to Worldspan. The “Worldspan [**] Minimum Rate” shall be [**] as of the Second Amendment Effective Date and may be reduced from time to time thereafter in accordance with the provisions of this Paragraph. If Worldspan decreases the standard published booking fee it charges a [**] supplier for [**] segments generated in [**] by Worldspan subscribers other than the [**] Priceline Group (the “Non-Priceline Booking Fee” for that [**] [**] = Confidential Treatment requested for redacted portion; redacted portion has been filed separately with the commission. supplier) so that the Non-Priceline Booking Fee for that [**] supplier after the decrease is less than the booking fee it charges the [**] supplier for [**] Bookings generated in [**] by the Priceline Group (the “Priceline Booking Fee” for that [**] supplier), then the then-current Worldspan [**] Minimum Rate will be reduced by an amount equal to (i) the amount of such decrease in the Non-Priceline Booking Fee for that [**] supplier, less the amount, if any, by which (x) the Priceline Booking Fee for that [**] supplier prior to the decrease, is less than (y) the Non-Priceline Booking Fee for that [**] supplier prior to the decrease, multiplied by (ii) the percentage obtained by dividing (x) the number of [**] Bookings in [**] for that [**] supplier generated by the Priceline Group for the 12-month period preceding the decrease, by (y) the total number of [**] Bookings generated in [**] by the Priceline Group for that 12-month period.

Appears in 1 contract

Samples: Worldspan Associate Agreement (Priceline Com Inc)

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