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Exhibit 10.23
JOINDER AGREEMENT
Joinder Agreement, dated August 14, 1995, between Karabu Corp., a
Delaware corporation ("Karabu") and Global Discount Travel Services LLC, a
Nevada limited liability company ("New Party").
WHEREAS, Karabu is a party to that certain Karabu Ticket Program
Agreement, dated as of June 14, 1995 (the "Ticket Agreement") between Karabu and
Trans World Airlines, Inc. ("TWA"); and
WHEREAS, pursuant to Section 18 any one or more Icahn Entities (as
defined in the Agreement) may, by executing and delivering this Agreement, be
joined as a party to the Ticket Agreement as if an original signatory thereto;
and
WHEREAS, New Party is an Icahn Entity and desires to become a party
to the Ticket Agreement;
NOW THEREFORE, the parties hereto desiring to be legally bound,
hereby agree as follows:
1. New Party elects to be joined as a party to the Ticket Agreement
as if an original signatory thereto and shall be bound by all to the terms,
conditions and restrictions thereof.
2. New Party represents that it is an Icahn Entity as defined in the
Ticket Agreement.
3. Karabu shall remain liable for all of its obligations related to
the Ticket Programs described in the Ticket Agreement notwithstanding the xxxxxx
of New Party as a party to the Ticket Agreement.
4. New Party's address for the purpose of receiving notices pursuant
to the Ticket Agreement is:
0000 Xxxxx Xxxxxxxxxx Xxxx
Xxx Xxxxx, Xxxxxx 00000
Attention: Xx. Xxxxx X'Xxxx
with copies to:
Icahn Associates Corp.
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000 Xxxx 00xx Xxxxxx, 00xx Xxxxx
Xxx Xxxx,Xxx Xxxx 00000
Attention: Xx. Xxxxxx X. Xxxxxxxx
Xxxxxx Xxxxxx Butowsky
Xxxxxxx Xxxxxx & Xxxx
000 Xxxx 00xx Xxxxxx, 00xx Xxxxx
Xxx Xxxx,Xxx Xxxx 00000
Attention: Xxxxxxx X. Xxxx, Esq.
5. This Agreement shall be governed by the laws of the State of New
York.
IN WITNESS WHEREOF, the parties hereto have caused the execution of
this Agreement on the day first above written.
KARABU CORP.
By:_____________________________________
Its: Assistant Secretary
Global Discount Travel
Services LLC
By: Karabu Corp., Member
By:_____________________________________
Its: Assistant Secretary
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