PREVIEW TRAVEL, INC
PREVIEW TRAVEL
CONTRACT NO. 0174016 - 000
CONTRACT EFFECTIVE DATE 01-JAN-99
Exhibit 10.23
SUBSCRIBER SERVICES AGREEMENT
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1. SERVICES
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The individual or entity specified on the Customer Profile ("Subscriber")
has requested and, pursuant to the terms and conditions of this Subscriber
Services Agreement ("Agreement"), Apollo Galileo USA Partnership ("AGP")
will provide to Subscriber the Services specified on each Services
Designator, which shall include a license to use the Software provided
hereunder. AGP will deliver and install the Hardware and provide access to
Apollo Services, provided that Subscriber has, at its own expense, made any
construction, wiring or other modification necessary to install and connect
the Services. This Agreement will apply to additional Services by agreement
of the parties without the necessity of signing a contract amendment.
2. DEFINITIONS
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For purposes of this Agreement, each of the following terms shall have the
meaning specified.
A. "Apollo Booking" means a booking for the services of an air, car, hotel,
cruise or tour vendor that participates in Apollo Services, less
cancellations thereof, which (i) is made by Subscriber or a Client User
directly via the Services; (ii) results in a fee payable directly or
indirectly by the vendor to AGP; (iii) is not speculative, fictitious, or
made solely for the purpose of achieving productivity-based booking
objectives; and (iv) with respect to passive air bookings, has a BK, GK
or HK status code. The parties wish to clarify that, in the case of air,
"Apollo Booking" is equivalent to an individual air segment with a unique
flight number.
B. "Client User" means a third party for whom Subscriber provides travel-
related services and whose use of the Services is authorized and governed
by this Agreement. A Client User may not include any ARC appointed
travel agency or a vendor of a computerized reservation system.
C. "Documentation" means all manuals, operating procedures, instructions,
guidelines, and other materials provided by AGP to Subscriber, including
oral instruction and electronic formats.
D. "Location" means the address, as specified on a Services Designator, at
which Services are provided by AGP.
E. "Services" means the Apollo Reservations and Ticketing Service (also
referred to as "Apollo Services") and related products, including all
software provided hereunder ("Software"), hardware provided hereunder
("Hardware"), Documentation, support, and such other services licensed,
leased or provided to Subscriber by AGP.
F. "Transaction" means a message accessing Apollo Services that is
transmitted by Subscriber or a Client User.
3. TERM
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This Agreement will commence on the above Contract Effective Date and will
expire [*] thereafter. Locations may not be added to this Agreement without
AGP's prior written consent. The term of this Agreement for any approved
added Location will commence on the first day of the month in which Services
commence and expire [*] thereafter; provided, however, such Locations added
within the [*] of this Agreement shall expire concurrently with the original
Location(s). Notwithstanding anything to the contrary in this Agreement,
provisions which by their nature and intent should survive its expiration or
termination, including, but not limited to, those relating to
confidentiality, liquidated damages, Software license restrictions, and risk
of loss, shall so survive.
4. USE OF SERVICES
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A. Subscriber will utilize the Services strictly in accordance with the
Documentation. Prohibited uses include servicing or training any third
party other than a Client User; making speculative, duplicative or
fictitious bookings; and any other use which may be prohibited by AGP.
Subscriber must limit access to the
Confidential treatment has been requested for portions of this exhibit. The copy
filed herewith omits the information subject to the confidentiality request.
Omissions are designated as *****. A complete version of this exhibit has been
filed separately with the Securities and Exchange Commission.
Services to its employees, agents and Client Users having a need for such
access and may not disclose or make the Services, including Apollo
Services displays, available to any other third party. Subscriber is
responsible for ensuring that its Client Users adhere to all terms of
this Agreement.
B. If Subscriber licenses AGP's Selective Access/Global Access product,
Subscriber may authorize another AGP subscriber to access the client
records entered into Apollo Services by Subscriber; provided, however (i)
AGP shall have no responsibility or liability whatsoever with respect to
such authorization or access; and (ii) AGP may restrict such access
immediately upon written notice to Subscriber.
C. AGP will provide repair and maintenance services for the Hardware.
Subscriber is prohibited from performing repair and maintenance on the
Hardware itself or through a third party. Subscriber shall be
responsible for all costs and expenses of repair required for any reason
other than ordinary, authorized use. Subscriber may not disconnect the
Services.
D. AGP may, at its discretion, enhance or modify a Service and may offer new
Services to Subscriber. Subscriber's use of any enhanced, modified or
new Service will constitute its agreement to the terms and conditions
pertaining to such use.
E. Subsequent to the Contract Effective Date, AGP will deploy a new version
of its [*]. AGP agrees that on or before [*], AGP will provide this new
version to Subscriber; provided, however, Subscriber understands and
agrees that the product may not be in its final form and that Subscriber
may assist AGP in working through technical and performance issues for
up to 60 days. At such time the new version is in its final form, this
Agreement shall be amended whereby Subscriber shall agree to terms and
conditions pertaining to its use of the product, including, but not
limited to, charges to be determined.
F. AGP shall provide Subscriber training in the use of the Services. The
courses listed below are provided at no charge. All other courses that
Subscriber elects to attend and any onsite training requested by
Subscriber will be subject to Subscriber's payment of AGP's then-current
fee therefor.
Learning Apollo Moving to Apollo
CarMaster LeisureShopper Tours and Cruises
RoomMaster Custom Check
Focalpoint Coordinator GlobalFares IFQ
GlobalWare Apollo Formats Scriptwriter Plus
Timesavers TravelScreen Plus
5. CHARGES; BOOKING INCENTIVE
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A. Subscriber will pay to AGP all charges (plus taxes and other governmental
assessments directly applicable to the provision of Services by AGP)
assessed by AGP in accordance with this Agreement and its attachments;
provided, however, that for each Apollo Booking made by Subscriber during
the prior month, [*].
B. The [*] for terminal addresses ("TA's") and global terminal identifiers
("GTID's") will be [*] for the [*] specified on the Services Designators
as of the date this Agreement is executed and [*]. Subscriber may add or
delete TA's and GTID's [*] and Subscriber will be assessed a one-time
administrative fee of [*]; provided, however, AGP will waive this
administrative fee for the addition of blocks. If Subscriber deletes a
block of [*], the [*] shall be decreased by [*], but in no event will
the [*] be reduced below [*]. This Article 5.B shall override the [*]
specified on the Services Designator(s) hereto.
C. (i) On a monthly basis, AGP will prepare a reconciliation statement which
will identify all charges incurred by Subscriber ("Total Charges")
and the total Booking Incentive earned ("Total Incentive") for the
prior month. If the Total Incentive exceeds the Total Charges, AGP
will pay the difference to Subscriber; if the Total Charges exceed
the Total Incentive, Subscriber will pay AGP the difference. All
payments due hereunder will be paid within 30 days of the
reconciliation statement date.
(ii) The parties acknowledge that payment for Apollo Bookings made from
January 1, 1999 through April 30, 1999 have been or shall be paid in
accordance with the terms of Subscriber Services Agreement No.
171324 ("Preliminary Payment"). Upon execution of this Agreement,
AGP shall calculate the amount due Subscriber under this Agreement
for the January 1, 1999 through April 30, 1999 time period, less the
Preliminary Payment. The difference shall be paid to Subscriber
within 30 days of the reconciliation.
* confidential treatment requested
D. On an annual basis commencing 12 months after the Contract Effective
Date, AGP will calculate the total number of Apollo Bookings made by
Subscriber during the prior 12-month period ("Annual Review Period").
In the event that [*] during the Annual Review Period, Subscriber will
[*] multiplied by the difference between the Annual Target and the
actual number of Apollo Bookings made by Subscriber.
E. Subscriber will pay a fee in the amount of [*] for help desk support
from the Apollo Customer Support Center provided that AGP shall not
charge Subscriber for help desk support arising from a discrepancy or
problem in Apollo Services [*] Subscriber shall be charged only for
time that it is actually receiving help desk support and shall not be
charged for time placed upon hold or awaiting connection to an AGP
representative.
F. Past due balances will accrue interest at the maximum rate permitted by
law. Payments returned for insufficient funds or other reasons will be
assessed AGP's current fee therefor. All charges are subject to change;
provided, however, any increases of existing charges will not exceed
[*]. AGP may assess fees for new Services and for Services which are
currently provided at no charge.
6. LICENSE RESTRICTIONS
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Subscriber may not copy, reproduce or duplicate the Software and related
Documentation or any portion thereof, except to the extent reasonably
necessary for backup purposes. Subscriber may not modify, alter,
disassemble, reverse assemble, reverse compile, or reverse engineer the
Software or any portion thereof. The Software is the proprietary
information and trade secret of AGP, its licensors, or such other third
party with whom AGP has a distributorship agreement, or the licensors of
such third parties (collectively referred to as "Licensor"). All licenses
for Software provided hereunder terminate upon expiration or any
termination of the Agreement.
7. RISK OF LOSS
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Subscriber has no ownership, right or title in or to any Service, and may
not remove identifying marks from the Services or subject same to any lien
or encumbrance. Subscriber accepts full responsibility for loss or damage
to the Services and, in the event thereof, Subscriber must pay AGP the
insurance value therefor as specified on the Services Designator.
8. THIRD PARTY PRODUCTS
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Any product not provided by AGP ("Third Party Product") which sends
Transactions to or interfaces with Apollo Services may only do so through a
certified platform as identified in an Apollo Services profile. AGP shall
have no liability whatsoever with respect to Third Party Products and
Subscriber shall indemnify and hold harmless AGP for all claims against AGP
resulting from or related to a Third Party Product. In order to protect or
maximize the operability of Apollo Services, AGP may require that
Subscriber temporarily or permanently discontinue its use of any Third
Party Product. The preceding sentence shall not apply to Innosys,
Cornerstone, and Alpha software presently used by Subscriber, so long as
such products are not modified in any way, the Services are not modified
and thereby causing an effect on any of these products, or new Services
used by Subscriber do not cause an effect on any of these products.
9. WARRANTIES
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A. AGP MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO THE SERVICES OR ANY
PRODUCT OR SERVICE PROVIDED BY AGP, AND EXPRESSLY DISCLAIMS ALL
WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS
FOR A PARTICULAR PURPOSE.
B. Subscriber represents and warrants that no written or oral
representation or warranty made or information furnished by Subscriber
to AGP, including the Customer Profile, contains any untrue statement of
material fact.
10. LIMITATION OF LIABILITY / LIMITATION OF REMEDY
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A. AGP shall not be liable for and Subscriber hereby waives and releases
AGP, its owners, officers, directors, employees, agents, successors and
assigns from all obligations and liabilities and all rights, claims and
remedies of Subscriber against them, express or implied, arising by law
or otherwise, due to any defects, errors, malfunctions, performance, or
use of the Services, or any part thereof, or for interruptions of
service, including any liability or claim in tort, for acts of AGP's
subcontractors, or for loss of revenue, profits or data,
* confidential treatment requested
or any other direct, indirect, incidental, special or consequential
damages, unless such damages are a result of AGP's breach of the
confidentiality provisions of this Agreement.
B. [*].
C. Subscriber shall not be liable for and AGP hereby waives and releases
Subscriber, its owners, officers, directors, employees, agents,
successors and assigns from all obligations and liabilities and all
rights, claims and remedies of AGP against them, express or implied,
arising by law or otherwise, for loss of revenue, profits or data, or
any other direct, indirect, incidental, special or consequential
damages, unless such damages are a result of Subscriber's breach of the
confidentiality provisions of this Agreement.
11. TERMINATION
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A. If either party (the "Defaulting Party") becomes insolvent; if the other
party (the "Insecure Party") has evidence that the Defaulting Party is
not paying its bills when due without just cause; if a receiver of the
Defaulting Party's assets is appointed; if the Defaulting Party takes
any step leading to its cessation as a going concern; or if the
Defaulting Party ceases to do business or otherwise ceases or suspends
operations for reasons other than an event of force majeure, then the
Insecure Party may immediately terminate this Agreement on written
notice to the Defaulting Party or may require that certain conditions
are met in order to avoid such termination.
B. If either party (the "Defaulting Party") fails to perform or observe any
of its obligations hereunder, and such failure continues for a period of
30 business days after written notice (except in any circumstance where
a cure is impossible in which case there shall be no cure period) from
the other party (the "Insecure Party"), then the Insecure Party may
immediately terminate this Agreement. If Subscriber is the Defaulting
Party hereunder, then, without prejudice to any other rights or remedies
of AGP, including the right to recover liquidated damages, all or any of
the rights of Subscriber under this Agreement shall, at the option of
AGP, be terminated, reduced or restricted.
12. INDEMNIFICATION
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A. Each party ("Indemnitor") shall indemnify and hold harmless the other
party, its owners, officers, directors, employees, agents, successors
and assigns (each an "Indemnitee), against and from any and all third
party liabilities, damages, losses, expenses, claims, demands, suits,
fines or judgments, including reasonable attorneys' fees, costs and
expenses incident thereto, (collectively, "Liabilities") which may be
incurred by an Indemnitee by reason of any injuries or deaths of
persons, or the loss of, damage to, or destruction of property,
including loss of use thereof, whether in contract or tort, law or
equity, arising out of or in connection with any act, failure to act,
error or omission of the Indemnitor, its officers, directors, employees
or agents in the performance or failure of performance of its
obligations under this Agreement.
B. Subscriber shall indemnify and hold harmless AGP, its owners, officers,
directors, employees, agents, successors and assigns, against and from
any and all Liabilities which may be incurred by AGP as a result of
Subscriber's use of the Services, including, without limitation,
fraudulent bookings, unintended errors, or incorrect information.
13. LIQUIDATED DAMAGES
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If AGP terminates this Agreement for cause, or if Subscriber terminates
this Agreement other than for cause, then Subscriber shall pay to AGP
liquidated damages as follows: (a) 80% of the Annual Target, as specified in
Article 5.D of this Agreement, divided by 12 and multiplied by the number of
months remaining under the term of this Agreement ("Remaining Months"), and
the product thereof multiplied by the Shortfall Fee; plus (b) 80% of the
product of the total amount of Variable Charges billed during the month
preceding termination multiplied by the Remaining Months; plus (c) AGP's
then-current Deinstallation Charge for removal of Services. Subscriber shall
be liable for and agrees to reimburse AGP for all collection and attorneys'
fees and court costs incurred by AGP to enforce this Agreement or to seek
remedies for breach of this Agreement by Subscriber.
14. CONFIDENTIALITY
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Subscriber and AGP each shall not disclose the trade secrets and
proprietary and confidential information of the other, including, but not
limited to, the provisions of this Agreement; provided, however, either
party may share the terms of this Agreement with its accountant and
attorney strictly on a need- to-know basis or as is required by law.
Subscriber shall not use the name, logo or product names of AGP in
brochures, proposals, contracts or other publicly disseminated materials
without first securing AGP's written approval. AGP shall not use the logo
* confidential treatment requested
or product names of Subscriber is brochures, proposals, contracts or other
publicly disseminated materials without first securing Subscriber's written
approval.
15. GOVERNING LAW; JURISDICTION
---------------------------
This Agreement and any disputes arising under or in connection with this
Agreement shall be governed by the internal laws of the State of Illinois,
without regard to its conflicts of laws principles. All actions brought to
enforce, arising out of or relating to this Agreement shall be brought and
tried in federal or state courts located within the County of Cook, State
of Illinois, and the parties hereby consent to submit to the personal
jurisdiction of such courts and to venue therein.
16. SALE AND ASSIGNMENT
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Subscriber may not assign this Agreement without the prior written consent
of AGP, which consent shall not be unreasonably withheld. In the event
Subscriber sells substantially all of its assets, but fails to secure AGP's
consent to assign this Agreement, Subscriber will remain liable to AGP to
perform all of its obligations hereunder, including the obligation to pay
any and all charges specified in this Agreement.
17. GENERAL
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A. Except for Subscriber's payment obligations hereunder, neither party
shall be deemed to be in default or liable for any delays if and to the
extent that performance is delayed or prevented by force majeure.
B. AGP or its agent shall have the right to enter upon any Location during
normal business hours for the purpose of (i) monitoring, inspecting, or
repairing the Hardware; (ii) monitoring the users' operation of the
Services; and (iii) removing the Services upon termination of this
Agreement.
C. Nothing in this Agreement is intended or shall be construed to create any
agency, partnership or joint venture relationship between the parties.
D. The failure of AGP to exercise or its waiver or forbearance of any right
or privilege under this Agreement shall not be construed as a subsequent
waiver or forbearance of any such term or condition.
E. Any notice permitted or required to be given hereunder shall be sent by
first class mail, postage prepaid, or by any more expedient written
means to the address of Subscriber as specified on the Customer Profile;
notices to AGP shall be sent to: Apollo Galileo USA Partnership, 0000
Xxxx Xxxxxxx Xxxx, Xxxxx 000, Xxxxxxxx, XX 00000, ATTN: Legal
Department-Contract Notices.
F. If any provision of this Agreement is held invalid or otherwise
unenforceable, the enforceability of the remaining provisions will not be
impaired thereby.
18. ENTIRE AGREEMENT
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This Agreement, together with any attachments now or hereafter made, each
of which is, without further affirmation, added to and made a part hereof,
constitutes the entire agreement and understanding of the parties on the
subject matter hereof and, as of the Contract Effective Date, supercedes
all prior written and oral agreements between the parties, excluding
amounts due AGP which may have accrued under a prior agreement. In the
event that the provisions of an attachment conflict with any terms herein,
then the provisions of the attachment shall control.
By signing below, the parties acknowledge their acceptance of the terms and
conditions of this Agreement and its attachments.
PREVIEW TRAVEL, INC. APOLLO GALILEO USA PARTNERSHIP
Signature: /s/ Xxxxxxx X. Xxxxx Signature: /s/ Xxxxx XxXxxxxxx
____________________________ __________________________
Printed Name: Xxxxxxx X. Xxxxx Printed Name: Xxxxx XxXxxxxxx
_________________________ _______________________
Title: Sr. VP, General Counsel & Corp. Title: Manager Contracts
Sec. ______________________________
_________________________________
Date: June 16, 1999 Date: June 17, 1999
_________________________________ _______________________________
OPTIONAL SERVICES ATTACHMENT CONTRACT NO. 0174016 - 000
ATS 104 06/98
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AGP will provide the following optional Services as requested and paid for by
Subscriber. The charges ("Variable Charges") are assessed monthly, unless
otherwise specified. Other optional Services may be offered to Subscriber from
time to time. Subscriber's use of an optional Service will constitute its
agreement to pay the associated Variable Charges and to follow the procedural
guidelines established by AGP. AGP may discontinue its provision of an optional
Service upon written notice to Subscriber. For purposes of this Attachment, the
term "pseudo" means the unique alpha/numeric designator(s) assigned by AGP for a
Location.
1. [*]
2. [*]
3. [*]
4. [*]
5. [*]
6. [*]
7. [*]
8. [*]
9. [*]
10. [*]
11. [*]
12. [*]
13. [*]
14. [*]
15. [*]
16. [*]
17. [*]
18. [*]
19. [*]
20. [*]
21. [*]
22. [*]
23. [*]
24. [*]
* confidential treatment requested
MICROSOFT LICENSE AGREEMENT CONTRACT NO. 0174016 - 000
ATS 111 06/98
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IMPORTANT - READ CAREFULLY BEFORE USING OR CONTINUING TO USE ANY FOCALPOINT*
PRODUCT. The following License Agreement applies to you. By using any version
of Focalpoint containing Microsoft software, after receipt of this License
Agreement, you indicate your acceptance of the following Microsoft License
Agreement.
This is a legal agreement between you (either an individual or an entity) and
Microsoft Corporation. By using any version of Focalpoint containing Microsoft
software after your receipt of this License Agreement, you are agreeing to be
bound by the terms of this agreement. If you do not agree to the terms of this
agreement, promptly return the unused Focalpoint software in your possession and
the accompanying items (including written materials and binders or other
containers) to the place you obtained them.
GRANT OF LICENSE. This License Agreement permits you to use one copy of the
Microsoft software program (the "SOFTWARE") on a single computer. The SOFTWARE
is in "use" on a computer when it is loaded into temporary memory (i.e. RAM) or
installed into permanent memory (e.g., hard disk, CD-ROM, or other storage
device) of that computer. However, installation on a network server for the
sole purpose of internal distribution shall not constitute "use" for which a
separate license is required, provided you have a separate license for each
computer to which the SOFTWARE is distributed.
COPYRIGHT. The Software is owned by Microsoft or its suppliers and is protected
by United States copyright laws and international treaty provisions. Therefore,
you must treat the SOFTWARE like any other copyrighted material (e.g., a book or
musical recording) except that you may either (a) make one copy of the SOFTWARE
------
solely for backup or archival purposes, or (b) transfer the SOFTWARE to a single
hard disk provided you keep the original solely for backup or archival purposes.
You may not copy the written materials accompanying the SOFTWARE.
OTHER RESTRICTIONS. You may not rent or lease the SOFTWARE, but you may
transfer the SOFTWARE and accompanying written materials on a permanent basis
provided you retain no copies and the recipient agrees to the terms of this
Agreement. You may not reverse engineer, decompile, or disassemble the
SOFTWARE. If the SOFTWARE is an update or has been updated, any transfer must
include the most recent update and all prior versions.
LIMITED WARRANTY. Microsoft warrants that the SOFTWARE will perform
substantially in accordance with the accompanying written materials for a period
of ninety (90) days from the date of receipt. Any implied warranties on the
SOFTWARE are limited to ninety (90) days. Some states/jurisdictions do not
allow limitations on duration of an implied warranty, so the above limitation
may not apply to you.
NO OTHER WARRANTIES. To the maximum extent permitted by applicable law,
Microsoft and its suppliers disclaim all other warranties, either express or
implied, including, but not limited to, implied warranties of merchantability
and fitness for a particular purpose, with regard to the SOFTWARE and the
accompanying written materials. This limited warranty gives you specific legal
rights. You may have others which vary from state/jurisdiction to
state/jurisdiction.
NO LIABILITY FOR CONSEQUENTIAL DAMAGES. To the maximum extent permitted by
applicable law, in no event shall Microsoft or its suppliers be liable for any
damages whatsoever (including, without limitation, damages for loss of business
profits, business interruption, loss of business information, or any other
pecuniary loss) arising out of the use of or inability to use this Microsoft
product, even if Microsoft has been advised of the possibility of such damages.
Because some states/jurisdictions do not allow the exclusion or limitation of
liability for consequential or incidental damages, the above limitation may not
apply to you.
U.S. GOVERNMENT RESTRICTED RIGHTS. The SOFTWARE and documentation are provided
with RESTRICTED RIGHTS. Use, duplication, or disclosure by the Government is
subject to restrictions as set forth in subparagraph (c)(1)(ii) of The Rights in
Technical Data and Computer Software clause of DFARS 252.227-7013 or
subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted
Rights at 48 CFR 52.227-19, as applicable. Manufacturer is Microsoft
Corporation/Xxx Xxxxxxxxx Xxx/Xxxxxxx, XX 00000-6399.
If you acquired this product in the United States, this Agreement is governed by
the laws of the State of Washington. If this product was acquired outside the
United States, then local law may apply.
Should you have any questions concerning this Agreement, or if you desire to
contact Microsoft for any reason, please contact your local Microsoft subsidiary
or sales offices or write: Microsoft Sale and Service/Xxx Xxxxxxxxx
Xxx/Xxxxxxx, XX 00000-6399.
* AGP is the authorized licensee of Focalpoint, a registered trademark of
Galileo International.
FOCALPOINT SE ATTACHMENT CONTRACT NO. 0174016 - 000
ATS 120 06/98
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According to the terms hereof, AGP will license to Subscriber Focalpoint SE
(Special Edition) Software which allows Subscriber to utilize its own hardware
and local area network (LAN) operating environment.
1. Subscriber may copy the Focalpoint SE Software for its internal use only and
may install it on an unlimited number of Subscriber workstations. If
Subscriber accesses Apollo Services via an ALC network, then the number of
users who may concurrently access Apollo Services at a Location is equal to
the number of terminal addresses ("TA's") specified on the Services
Designator for that Location. If Subscriber accesses Apollo Services via a
TCP/IP network, then the number of users who may concurrently access Apollo
Services at a Location is equal to the number of global terminal identifiers
("GTID's") specified on the Services Designator for that Location.
2. Subscriber is responsible for obtaining, implementing, supporting, and
maintaining the LAN, the LAN operating system, the workstation operating
system, and all hardware and other software required for the operation of
Focalpoint SE, but which is not provided by AGP. AGP has no responsibility
whatsoever with respect to the foregoing and system response time
responsibility is limited to AGP's wide area network (i.e., the Apollo
Services mainframe to the modem provided by AGP). At Subscriber's request
and upon AGP's approval, support services for the foregoing are available
from AGP, at Subscriber's expense.
WAIVED VARIABLES ATTACHMENT CONTRACT NO. 0174016 - 000
ATS 133 06/99
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AGP will [*], provided that Subscriber is meeting all of its obligations under
the Agreement.
[*]
* confidential treatment requested
SERVICES DESIGNATOR CONTRACT NO. 0174016 - 000
AGP 103-UNB 08/98
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[*] PREVIEW TRAVEL ONLINE, INC
PREVIEW TRAVEL
000 XXXXX XXXXXX
0XX XXXXX
XXX XXXXXXXXX, XX 00000
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[*]
[*]
[*]
* confidential treatment requested
SERVICES DESIGNATOR CONTRACT NO. 0174016 - 000
AGP 103-UNB 08/98
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[*] PREVIEW TRAVEL ONLINE, INC
PREVIEW TRAVEL
0000 XXXXXXX XXXX
0XX XXXXX
XXXXXX XXXXXXX, XX 00000
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[*]
[*]
* confidential treatment requested
