EXHIBIT 10.22
March 22, 1999
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Preview Travel, Inc.
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San Francisco, California 94111
Re: Amendment of
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Restated and Amended Excite/Preview Travel -
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Travel Channel Agreement
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Dear ▇▇. ▇▇▇▇▇▇▇▇:
As of March 12, 1998, Preview Travel, Inc. ("Preview Travel") and
Excite, Inc. ("Excite") entered into a Restated and Amended Excite/Preview
Travel - Travel Channel Agreement (the "Agreement") which, among other things,
provides for the display of Preview Travel's content, as well as promotion of
Preview Travel, on the "Excite Site" and the "WebCrawler Site."
Preview Travel and Excite now wish to amend the Agreement in accordance
with the following terms of this letter agreement (the "First Amendment"),
effective March 19, 1999 (the 'First Amendment Effective Date").
By executing this First Amendment, the parties agree that:
1. Subject to the requirement that Preview Travel pay such amended
quarterly revenue guarantee payment for the period of January 1,
1999 through March 31, 1999 ("Year 2/Q2") upon execution of this
First Amendment but in no event later than March 25, 1999, the
parties hereby agree to amend Section 9.2 of the Agreement to reduce
the Year 2/Q2 revenue guarantee payment from one million dollars
($1,000,000) to five hundred thousand dollars ($500,000). The
parties acknowledge that such a reduction will reduce the total Year
2 revenue guarantee to three million five hundred thousand dollars
($3,500,000) and the total revenue guarantee of Section 9.2 will be
reduced to twenty-two million five hundred thousand dollars
($22,500,000).
2. Furthermore, the parties hereto agree to negotiate in good faith to
restructure the terms of their relationship and the Agreement and to
execute an associated amendment or a new contract based on mutually
agreed upon
modifications prior to April 30, 1999. The parties acknowledge that
the Agreement, as amended by this First Amendment, will remain in
effect unless such a superseding written modification is executed by
the parties or the Agreement is terminated as provided in Section 12
of the Agreement.
3. With the exception of the changes set forth above, all other
provisions of the Agreement will remain unchanged, and this First
Amendment and the terms and conditions of the Agreement are to be
read together as if a single document.
If this letter accurately reflects the terms of our First Amendment to
the Agreement, please execute this letter in the space provided below and
return, to my attention, the original, fully-executed letter and the $500,000
revenue guarantee payment for Year 2/Q2.
Very truly yours,
/s/ ▇▇▇ ▇. ▇▇▇▇▇▇
▇▇▇ ▇. ▇▇▇▇▇▇
Vice President
Sales Finance and Operations
Agreed and accepted by Preview Travel, Inc.:
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
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Signature
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, CHAIRMAN
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Name
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Title
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