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EXHIBIT 10.21
CLUSTER AMENDMENT TO SABRE SUBSCRIBER AGREEMENT
This Amendment to that certain SABRE Subscriber Agreement is made and
entered into this ______ day of ____________, 19 ____, between The SABRE Group,
Inc. ("SGI") and [800 Travel Systems, Inc., d.b.a., 1-800 Low Air
Fare]("Customer").
RECITALS
WHEREAS, SGI and Customer have entered into that certain SABRE
Subscriber Agreement, dated as of _______ (the "Agreement"); and
WHEREAS, it is in the best interests of the parties to modify certain
provisions of the Agreement.
NOW THEREFORE, in consideration of the mutual covenants contained
herein, SGI and Customer hereby agrees as follows:
1. EFFECTIVE DATE. The effective date of this Amendment is [upon
install].
2. LOCATION IN CLUSTER. This Amendment will allow multiple locations of
a commonly owned travel agency to combine the SABRE Bookings from all noted
locations for purposes of measuring such SABRE Bookings. The following Pseudo
City Codes ("PCC") shall hereby designate all locations in the cluster:
Main Office PCC: [B8T3]
Branches:
PCC LOCATION TYPE LOCATION ADDRESS
[I944] [Remote] [5440 Xxxxxxxxx Xxxxx, Xxx Xxxxx, XX 00000]
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3. Modification to the List of Locations in Cluster.
A. Locations being added or deleted from the cluster shall be
listed below by PCC, and identified with an "A" for add and "D" for delete.
B. This Amendment may be superseded from time to time to reflect
changes in the Fixed Monthly Discount Booking Level. Should a location leave
the cluster, the individual PCC"s Fixed Monthly Discount Booking Level shall be
in effect.
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TYPE OF CHANGE PCC LOCATION TYPE LOCATION ADDRESS
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(Branch, Remote, STP)
[A] [I944] [Remote] [5440 Xxxxxxxxx Xxxxx, Xxx Xxxxx, XX 00000
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4. NEW CLUSTERED FIXED MONTHLY DISCOUNT BOOKING LEVEL. The Fixed Monthly
Discount Booking Level for each of the PCC's listed above shall be averaged.
This average shall be calculated by multiplying the Fixed Monthly Discount
Booking Level for each PCC by the total number of productive video agent sets
and video agent set terminal addresses for each PCC, and dividing the sum by
the total number of productive video agent sets and video agent set terminal
addresses at all PCC's. This average cluster Fixed Monthly Discount Booking
level is subject to change automatically, without notice, if any of the
following events occur (i) the Fixed Monthly Discount Booking Level changes,
(ii) the number of productive video agent sets video agent set terminal
addresses at any of the PCC's listed above changes, (iii) the number of
Customer's locations changes, (iv) a non-productive device is added to or
deleted from a location, (v) SABRE Services are added to or deleted from a
location. Currently, the average cluster Fixed Monthly Discount Booking level
is [ * ].
5. MEASUREMENT PERIOD. SGI shall perform the SABRE Booking measurements
at the end of each measurement period. In the event that the Agreement
terminates during a measurement period, the measurement period will be from the
beginning of the current measurement period to the date of termination.
Measurement period is every: [3] months commencing: [1-01-97]
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6. DEFINED TERMS. The defined terms used in this Agreement shall have
the same meaning assigned to such terms in the Agreement.
7. 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.
CUSTOMER THE SABRE GROUP, INC.
By: /s/ Xxxxx Xxxxxxx By: /s/ Xxxxx Xxxx
Name: [Xxxxx Xxxxxxx] Name: [Xxxxx Xxxx]
Title: [Vice President/CFO] Title: [Manager]
Date: [11/20/96] Date: [11/25/96]
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