Exhibit 10.7
AMENDMENT TO SOFTWARE LICENSE AGREEMENT
This Amendment, effective as of January 24th, 2003, (the "Amendment"),
is an amendment to the Amended and Restated Software License Agreement (the
"Agreement"), dated as of May 15, 2002 by and between ITA Software, Inc. ("ITA")
and Orbitz, LLC ("Orbitz"). All terms used but not defined herein shall have the
meanings assigned to them in this Agreement.
WHEREAS, Orbitz and ITA desire to amend the Agreement on the terms and
conditions set forth herein;
NOW, THEREFORE, the parties agree to amend the Agreement as follows:
1. The parties agree that, effective as of the date of the
Agreement, notwithstanding any other provision of the Agreement, the following
will be included in the definition of "Incremental PNRs", for the purposes of
Sections 8(c) and 8(d) of the Agreement: (i) any PNR created by an End User
means of "Orbitz for Business" or a similar or a successor Site, and (ii) any
other "corporate PNR", defined as any PNR created by an End User who was shown
any fare(s) in connection with such PNR, including but not limited to so-called
"corporate fares", "negotiated fares" or "private fares" that are offered by a
carrier or by Orbitz to corporate accounts, including the corporate account with
which such End User is affilated.
2. The parties have a dispute as to whether, as defined in the
Agreement, the term "PNR" refers to all PNRs created, whether or not
subsequently cancelled, or to PNRs created which are not subsequently cancelled;
I.E., whether such terms refer to "gross PNRs" or to "net PNRs". The parties
agree that, immediately upon execution hereof, they will exercise in good faith
efforts to resolve such dispute.
3. This amendment shall amend, modify, and supersede, to the extent
of any inconsistencies, the provisions of the Agreement. Except as expressly
affected by this Amendment, the Agreement shall remain in full force and effect.
ORBITZ, LLC ITA SOFTWARE, INC.
BY: /s/ Xxxx Xxxxxxxxxxx BY: /s/ B. Xxxxx Xxxxxxxx
--------------------------------- -------------------------------
NAME: Xxxx Doernhoeher NAME: B. Xxxxx Xxxxxxxx
------------------------------ -----------------------------
TITLE: VP & General Counsel TITLE: VP - General Counsel
----------------------------- ----------------------------
