EXHIBIT 4.6
Sabre, Inc. Fax: 000-000-0000
0000 Xxxx Xxxxxx Xxxxxxxxx xxx.xxxxx.xxx
MD 4224
Xxxx Xxxxx, XX 00000
August 10, 2001
800 Travel Systems, Inc.
0000 Xxxx Xxx., Xxxxx 000
Xxxxx, Xxxxxxx 00000
Attention: Xxxxx X. Xxxxxx, Chairman & CEO
Re: Term Note Agreement (the "Term Note Agreement"), dated January
22, 2001, between 800 Travel Systems, Inc. (the "Company") and
Sabre Inc. ("Sabre")
Gentlemen:
You have advised that as of the fiscal quarter ended June 30, 2001, the
Company was not in compliance with the financial covenants contained in
subparagraphs 2.(b)(ii) and (iii) to Schedule 7(i) to the Term Note Agreement,
and you have requested that Sabre waive the Company's noncompliance therewith
for the fiscal quarter ended June 30, 2001 and for the next fiscal quarter
ending September 30, 2001.
Please be advised that upon consideration of your request, Sabre hereby
agrees to waive compliance by the Company with the financial covenants contained
in subparagraphs 2.(b) (ii) and (iii) to Schedule 7(i) to the Term Note
Agreement for the fiscal quarter ended June 30, 2001 and for the next fiscal
quarter ending September 30, 2001, upon the following terms and conditions:
(a) This waiver is limited to those items specifically set forth
above and the remaining terms of the Term Note Agreement,
including without limitation all security interests in the
Sabre Collateral (as defined in the Term Note Agreement),
remain in full force and effect;
(b) This waiver letter contains the entire understanding of the
parties with respect to the subject matter hereof, and no
other representations, promises, agreements or understandings
regarding the subject matter hereof shall be of any force or
effect unless in writing executed by Sabre; and
(c) This waiver letter shall not be construed so as to confer any
right or benefit upon any other person or entity other than
the Company.
SABRE INC.
By /s/ Xxxx Xxxxx
-------------------------------
Xxxx Xxxxx
Group President, Travel Marketing and Distribution