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EXHIBIT 10.17
Note: Portions of this exhibit indicated by "[ * ]" are subject to a
confidential treatment request, and have been omitted from this exhibit.
Complete, unredacted copies of this exhibit have been filed with the Securities
and Exchange Commission as part of the Company's confidential treatment
request.
AMENDMENT NO. 1 TO SABRE SUBSCRIBER AGREEMENT
This Amendment to the SABRE Subscribed Agreement made and entered into
this [14] day of [FEB] 1994, between American Airlines, Inc. ("American") and
1-800 Low Air Fare Travel ("Customer").
RECITALS
WHEREAS, American and Customer have entered into that certain SABRE
Subscriber Agreement, dated as of __________ _; (the "Agreement") and
WHEREAS, it is in the best interest of the parties to modify certain
provisions of the Agreement.
NOW THEREFORE, in consideration of the mutual covenants contained
herein, American and Customer agree as follows:
1. Effective Date. The effective date of this Amendment is [UPON
INSTALL].
2. Credit Bank. American and Customer agree that when Customer exceeds
the SABRE Booking level of [ * ] per video agent set and video agent set
triple A's per month for each measurement period, as described in the Schedule
A and Supplement, American shall establish a credit of [ * ] per SABRE
Booking per video agent set and video agent set triple A's in excess of the
SABRE Booking level stated herein. This amount will be applied automatically
toward the payment of SABRE Charges. This credit may be converted to cash upon
completion of each measurement period; provided, however, that Customer is
current in its payments due American including any charges due American should
Customer not achieve the minimum SABRE Booking level as described on the
Schedule A. Any unused portion of the credit bank shall revert to American and
be unavailable for Customer's use upon the happening of either of the following
events: (i) the expiration of the Initial Term as defined in the Agreement or
(ii) termination of the Agreement for any reason.
3. Confidentiality. It is expressly understood and agreed that this
Amendment and the Agreement, and each and every provision hereof, shall be held
and treated as confidential and shall not be disclosed by Customer to any other
person, firm, organization, association, or entity, of any and every kind,
whether public, private or governmental, for any reason, or at any time,
without the prior written consent of American, unless such disclosure is
requested by law or legal process relating to proceedings between a party
hereto and any third party. In the event of such disclosure, this Amendment
and the Agreement may be terminated immediately by American, without notice to
Customer, and American
[*] The redacted portion, indicated by this symbol, is the subject of a
confidential treatment request.
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shall have the right to pursue any remedies available to it in law or in
equity.
4. Defined Terms. The defined terms not otherwise defined in this
Amendment shall have the meaning given to them as in the Agreement.
5. Agreement. Except as otherwise provided herein, all other terms of
the Agreement remain in full force and effect. In the event of any conflict
between the terms of the Agreement and this Amendment, the Amendment shall
control.
IN WITNESS WHEREOF, the parties have executed this Amendment as of the
day and year written above.
1-800-LOW AIR FARE TRAVEL AMERICAN AIRLINES, INC.
By:[/s/ XXXXXX XXXXXXXXX V.P.] By: [/s/ XXXXXX X. XXXX]
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(Signature) (Signature)
Name: [XXXXXX XXXXXXXXX] Name: [XXXXXX X. XXXX]
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(Print Name) (Print Name)
Title:[VICE PRESIDENT] Title:[MANAGER]
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SABRE Travel
Information Network
Date: [2/15/94] Date: [2-24-94]
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PCC: 4C62
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