Common use of Additional Service Commitments Clause in Contracts

Additional Service Commitments. i. [ ]*. ii. In addition to the foregoing, and in addition to the service levels set forth in Exhibit B, in the event that Kayak determines, in good faith, (A) that there has been a material degradation in the performance of the ITA Software (measured against the preceding three-month period), (B) that said degradation has caused or threatens to cause a material adverse impact to Kayak’s business ((A) and (B) shall collectively be referred to as a “Material Degradation”), and (C) that ITA, in the performance of its obligations hereunder has not adequately addressed said Material Degradation, ITA will, upon written notice of the foregoing, make available a “C” level executive (i.e. CEO, CCO, COO, etc.) to meet with Kayak, which executive will make all reasonable business efforts to resolve the issue to Kayak’s reasonable satisfaction. For the avoidance of doubt, if ITA determines, in good faith, that the cause of the Material Degradation is (X) beyond ITA’s reasonable control, and/or (Y) such that other customers of ITA or of competitive pricing systems are experiencing a similar degradation to the Material Degradation, the matter shall be deemed to not be subject to the Additional Service Commitment set forth in this Section 13(j)(ii). * CONFIDENTIAL TREATMENT REQUESTED. OMITTED PORTIONS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

Additional Service Commitments. i. [ []*. ii. In addition to the foregoing, and in addition to the service levels set forth in Exhibit B, in the event that Kayak determines, in good faith, (A) that there has been a material degradation in the performance of the ITA Software (measured against the preceding three-month period), (B) that said degradation has caused or threatens to cause a material adverse impact to Kayak’s business ((A) and (B) shall collectively be referred to as a “Material Degradation”), and (C) that ITA, in the performance of its obligations hereunder has not adequately addressed said Material Degradation, ITA will, upon written notice of the foregoing, make available a “C” level executive (i.e. CEO, CCO, COO, etc.) to meet with Kayak, which executive will make all reasonable * CONFIDENTIAL TREATMENT REQUESTED. OMITTED PORTIONS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. business efforts to resolve the issue to Kayak’s reasonable satisfaction. For the avoidance of doubt, if ITA determines, in good faith, that the cause of the Material Degradation is (X) beyond ITA’s reasonable control, and/or (Y) such that other customers of ITA or of competitive pricing systems are experiencing a similar degradation to the Material Degradation, the matter shall be deemed to not be subject to the Additional Service Commitment set forth in this Section 13(j)(ii). * CONFIDENTIAL TREATMENT REQUESTED. OMITTED PORTIONS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.