EXHIBIT 10.1
AMENDMENT NUMBER 2 TO
MICROSOFT CORPORATION/WORLD TRAVEL PARTNERS
This AMENDMENT NUMBER 2 is made to that certain MICROSOFT CORPORATION/
WORLDTRAVEL PARTNERS SERVICE AGREEMENT, effective as of October 9, 1996 (the
"Original Agreement"), by and between MICROSOFT CORPORATION, a Washington
corporation ("MS"), and WORLDTRAVEL PARTNERS, L.P., a Georgia Limited
Partnership ("WTP"), which was subsequently amended by that certain AMENDMENT
NUMBER 1, effective as of January 1, 1999 ("AMENDMENT NUMBER 1"), by and between
MS, and WORLDTRAVEL TECHNOLOGIES, L.L.C., a Georgia Limited Liability Company
("WTT") (the Original Agreement and AMENDMENT NUMBER 1 are collectively defined
herein as the "Amended Agreement"). This AMENDMENT NUMBER 2, is effective as of
July 1, 2000 ("Effective Date of AMENDMENT NUMBER 2"), and is executed as of the
later of the two signature dates below ("Execution Date of AMENDMENT NUMBER 2").
The Amended Agreement as amended by AMENDMENT NUMBER 2 is hereby defined as the
"Agreement."
All initially capitalized terms shall have the meanings provided to them in
the Amended Agreement unless otherwise defined in this AMENDMENT NUMBER 2. The
parties agree as follows:
1. To reflect the fact that MS has assigned the Amended Agreement to Expedia,
Inc., a Washington corporation ("Expedia")(a MS majority-owned subsidiary), and
Expedia has agreed to assume and perform all of the obligations of MS under the
Amended Agreement, the parties therefore agree that this AMENDMENT NUMBER 2, is
intended to effect a change in the contracting parties to WTT and Expedia, and
all references in the Amended Agreement to "MS" shall be construed as references
to "Expedia."
2. To reflect the fact that WTT has assigned the Amended Agreement to TRX, a
Georgia corporation ("TRX"), and TRX has agreed to assume and perform all of the
obligations of WTT under the Amended Agreement, the parties therefore agree that
this AMENDMENT NUMBER 2, is intended to effect a change in the contracting
parties to TRX and Expedia, and all references in the Amended Agreement to "WTT"
shall be construed as references to "TRX."
3. The first sentence of Section 1 (g) (i) of the Amended Agreement shall be
amended and restated in its entirety as follows:
"(g)
(i) TRX shall provide, maintain and staff a travel fulfillment
facility in Atlanta at Druid Hills and/or at such other location as
selected by TRX in its sole discretion ("Druid Hills Facility") to provide
the Services set forth in Exhibit A."
[*] The redacted portion, indicated by this symbol, is the subject of a
confidential treatment request.
4. The first sentence of Section 1 (g) (ii) of the Amended Agreement shall be
amended and restated in its entirety as follows:
"(g)
(ii) TRX shall provide, maintain and staff a travel fulfillment
facility in Atlanta at Peachtree City and/or at such other location as
selected by TRX in its sole discretion ("Peachtree Facility") to provide
the Services (other than ARC ticketing) set forth in Exhibit A when the
Druid Hills Facility is unable to handle the volume of calls being routed
from Expedia, due to high volume or loss of function of the Druid Hills
Facility for any reason."
5. New Section 1 (g) (v) is added as follows:
"(g)
(v) The parties acknowledge and agree that Expedia owns the Expedia
Travel toll-free numbers, including but not limited to, 888EXPEDIA and
800EXPEDIA and the local Expedia Travel phone numbers."
6. New Section 1 (g) (vi) is added as follows:
"(g)
(vi) TRX shall provide, maintain and staff a travel fulfillment
facility located in Tacoma, WA, that meets the requirements of this Section
1 (g) (vi) and those set forth in Exhibit M, attached hereto and
incorporated herein (the "Tacoma Facility"), to provide the Services (other
than ARC ticketing) set forth in Exhibit A of the Agreement. Expedia will
own the Expedia Travel toll-free number. TRX will ensure that the Tacoma
Facility is able to provide the full level of Services described in Exhibit
A (other than ARC ticketing). TRX will install and maintain all of the
software, hardware and telecommunications equipment at the Tacoma Facility
except for the software, hardware and equipment to be provided and
maintained by Expedia, if any. It is understood that Expedia may request
TRX to purchase on Expedia's behalf software, telecommunications services
or equipment which is the responsibility of Expedia hereunder to provide.
In such event, TRX shall invoice Expedia in connection with the monthly
statements provided to Expedia hereunder and Expedia shall reimburse TRX
for such purchases on the same timetable as Expedia's payment of the other
amounts owing pursuant to such monthly statements.
7. Section 1 (h) of the Amended Agreement shall be deleted in its entirety.
8. Section 1 (k) of the Amended Agreement shall be deleted in its entirety.
9. Section 1 (l) of the Amended Agreement is amended and restated in its
entirety as follows:
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"(l) TRX shall comply with all applicable reporting requirements by
providing Expedia with the reports specified in Exhibit G, if any (each a
"Report"), and other information reasonably requested from time to time
with respect to the Services performed. All Reports shall be complete and
accurate. Each Report, whether in electronic or paper format, shall meet
the standard Report requirements identified for the Report in Exhibit G or
Attachment 1 thereto or as specifically requested by Expedia from time to
time. TRX shall deliver each Report, and all supporting documentation
therefor, within the time and date specified in Exhibit G or Attachment 1
or as reasonably requested by Expedia from time to time. TRX shall correct
any errors in a Report within three (3) business days following Expedia's
notice specifying the item in respect of which an error may have occurred.
Expedia shall provide reports to TRX as described in Attachment 1 to
Exhibit G."
10. New Section 1 (n) is added as follows:
"(n) TRX must have a documented disaster recovery plan. Such plan shall
set forth the implementation and management of disaster recovery procedures
and shall be submitted to Expedia for reasonable review and approval within
thirty (30) days of the execution of AMENDMENT NUMBER 2. At a minimum, the
disaster recovery plan shall include the following:
Recovery Plan:
Contact emergency services, as needed.
Contact TRAVSUP HOTPAGER and notify them of the nature of the problem, the
estimated length of the problem and the estimated impact on service
delivery.
Contact site and notify them of the same items as in #1 and #2, above
Contact Expedia Customer Service management via e-mail and voicemail and
notify them of the same items as in #1 and #2, above
Work to estimate length and severity of problem to determine what level of
response is needed."
11. New Section 1 (o) is added as follows:
[*]
12. New Section 1 (p) is added as follows:
"(p) The technology to be provided by TRX for purposes of this Agreement
shall meet the requirements set forth by Expedia as provided from time to
time. In the event that such communication methods or updated technology
requirements cannot be met without a material increase in TRX's costs, then
Expedia shall be responsible for its pro-rata share of such increased costs
(i.e., TRX is using the communication methods and technology to support
other customers). In addition, in the event that Expedia obtains and
provides TRX with software for use in connection with this Agreement, TRX
hereby agrees to deploy such software and to make any changes
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necessary in equipment and hardware to utilize such software. Expedia
agrees to reimburse TRX for any reasonable costs associated with the
deployment and maintenance of such software."
13. New Section 1 (q) is added as follows:
"(q) In the event Expedia, or a third party on behalf of Expedia, processes [*]
of incoming calls from Expedia Travel customers relating to the usage of
Xxxxxxx.xxx and/or specific travel reservation or itineraries ("Calls")
during any calendar month, which processing does not otherwise breach any
terms or provisions of the Agreement, then TRX may exercise its option, in
a written notice sent to Expedia within [*] following the time TRX becomes
aware of such processing (the "Option Notice"), to require Expedia to:
[*]
In the event, TRX exercises its option, Expedia may, upon written notice
(the "Election Notice") delivered to TRX within [*] of the date of the
Option Notice elect to:
[*]
14. Section 2 (a) (i) of the Amended Agreement shall be deleted in its
entirety.
15. Section 2(a)(ii) of the Amended Agreement shall be deleted in its entirety
and replaced as follows:
"(a)
(ii) Expedia shall be solely responsible for all Expedia Costs and
Customer Charge-Backs as described in Exhibit D."
16. Section 2 (b) of the Amended Agreement is amended and restated in its
entirety as follows:
"(b) Expedia will pay TRX as follows:
(i) Within fifteen (15) days after the end of the calendar month in
which this AMENDMENT NUMBER 2 is executed, TRX shall provide Expedia with a
statement setting forth all amounts that are owed to TRX by Expedia as of
the end of such calendar month (the "Transition Amount"). In the event the
Transition Amount is greater than any monies on account with TRX as a
result of fees previously advanced to TRX by Expedia pursuant to the
Amended Agreement (the "Advanced Fees"), Expedia shall pay TRX the excess
of the Transition Amount minus the Advanced Fees within fifteen (15) days
of receipt of the statement. In the event the Advanced Fees are greater
than the Transition Amount, TRX shall pay Expedia the
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excess of the Advanced Fees minus the Transition Amount within fifteen (15)
days of receipt of the statement.
(ii) Expedia shall pay TRX the fees as set forth in Exhibit D of the
Agreement subject to adjustments, deductions or credits to such amounts as
provided for in this Agreement or any Exhibit hereto (the "Fees").
Beginning the first calendar month after execution of this Amendment Number
2, on or before the 1st day of each month, Expedia shall pay TRX Fees based
on the forecast of Calls and Tickets for such month (the "Forecasted Fee").
On or before the 15th day after the close of such month, TRX shall invoice
Expedia the actual Fees (and any applicable Expedia Costs or Customer
Charge-Backs), adjusted for any incentives, credits or penalties provided
herein, for such month in accordance with the schedule set forth in
Attachment 1 to Exhibit G. The invoice shall include a statement setting
forth the total number of calls handled that calendar month by TRX in
connection with the Services and the applicable Fees and any applicable
Expedia Costs or Customer Charge-Backs for which Expedia is responsible in
accordance with Section 2(a) of the Agreement. The statement shall include
information sufficient to discern how the Fees were calculated and shall be
in a format to be provided by Expedia. Except for disputed amounts and
amounts withheld in good faith by Expedia, Expedia shall pay the excess, if
any, of the amount indicated in the invoice minus the Forecasted Fee within
fifteen (15) days after receipt of the invoice. In the event the
Forecasted Fee is greater than the amount indicated in the invoice, then
TRX shall pay Expedia the excess of the Forecasted Fee minus the amount
indicated in the invoice within fifteen (15) days after receipt of the
invoice by Expedia. Late payments by either party shall accrue interest at
a rate of one percent (1%) per month unless Expedia notifies TRX that
Expedia disagrees with the calculation of the invoiced amount. In the
event taxes are required by any U.S. (state or federal) or foreign
government to be withheld on payments made hereunder by Expedia to TRX,
Expedia may deduct such taxes from the amount owed TRX and pay them to the
appropriate taxing authority. Expedia shall in turn promptly secure and
deliver to TRX an official receipt for any taxes withheld that are owed by
TRX. Expedia will use reasonable efforts to minimize such taxes to the
extent permissible under applicable law. "
17. The first sentence of Section 8 (f) is amended and restated in its entirety
as follows:
"(n) Upon the expiration or termination of this Agreement, other than
termination by TRX because of nonpayment by Expedia which is not cured
within ten (10) days after receipt of written notice sent by TRX to Expedia
regarding such nonpayment, (i) TRX shall cooperate with Expedia, its
subsidiaries or affiliates, to assist in the orderly transition of Services
to Expedia, or as Expedia may direct, in a professional manner, with no
disruption of the Services; and (ii) TRX shall remove all software and
equipment provided by Expedia and shall deliver all such software and
equipment to Expedia, including but not limited to those items detailed in
Exhibit B, subject to TRX's possible option to purchase set forth in
Section 8(g)(i)."
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confidential treatment request.
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18. Section 8 (g)(ii) of the Amended Agreement shall be deleted in its entirety
and replaced as follows:
"(g)
(ii) In addition, within sixty (60) days after the effective date of
termination or expiration of this Agreement, the parties shall reconcile
all accounts hereunder and TRX shall promptly refund and return to Expedia
any unearned Fees, if any, and Expedia shall promptly pay to TRX any
amounts that it may properly owe to TRX in accordance with this Agreement.
Notwithstanding the foregoing, Expedia acknowledges that TRX may receive
debit memos, chargebacks, LTA fees and other invoices after such sixty (60)
day period and accordingly agrees to pay any of such amounts properly owed
to TRX in accordance with this Agreement."
19. Section 8 (g)(iii) of the Amended Agreement shall be deleted in its
entirety.
20. Exhibit C (Service Process Requirements) is amended and restated in its
entirety as set forth in the new Exhibit C attached hereto.
21. Exhibit D (Payments) is amended and restated in its entirety as set forth
in the new Exhibit D attached hereto.
22. New Attachment 1 to Exhibit G (Reports) is added as set forth in the new
Attachment 1 to Exhibit G attached hereto.
23. New Exhibit M is added as set forth in the new Exhibit M attached hereto.
All other terms not expressly amended herein shall remain in full force and
effect as set forth in the Original Agreement.
EXPEDIA, INC. TRX
/s/ Xxxx Xxxxxx /s/ Xxxxxxx X. Xxxxx III
-------------------------------- --------------------------------
By By
Xxxx Xxxxxx Xxxxxxx X. Xxxxx III
-------------------------------- --------------------------------
Name (Print) Name (Print)
Senior Vice President President & CEO
-------------------------------- --------------------------------
Title Title
9/7/00 9/8/00
-------------------------------- --------------------------------
Date Date
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confidential treatment request.
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Exhibit C - Service Process Requirements
[*]
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Exhibit D - Fees/Costs
1. Payment:
(a) Expedia will pay TRX on a Mid/Back Office and Front Office Fee basis in
accordance with the prices set forth below:
[*]
(1) "Mid/Back Office Fee" as used herein shall include payment for the
following services: ticketing, refunds, voids, exchanges, support for LTA
(lost ticket applications) reconciliation, debit memo processing, process
and ticket distribution, ARC processing, record keeping and accounting,
quality control processes (CoRRe, CRS scripts, all automated/robotic
processes), delivery emails, schedule change processing and emails, survey
emails, system planning and maintenance and reporting. The parties may
mutually agree to include other services within this definition of Mid/Back
Office Fee.
(2) "Front Office Fee" as used herein shall include payment for the
following services: inbound and outbound Emails; Calls, outbound calls,
reporting, system planning and maintenance, and resolution and escalation
for customer service issues. The parties may mutually agree to include
other services within this definition of Front Office Fee.
(3) The monthly payment will be determined as follows:
(a) TRX will multiply the number of Tickets handled per month
times the Mid/Back Office Fee to calculate the price per month. (For
example, if [*] are sold during a particular month, payment will be
[*].
(b) TRX will multiply the number of Calls handled per month times
the Front Office Fee to calculate the price per month. (For example,
if there are [*] Calls during a particular month, payment will be [*].
(4) Front Office and Mid/Back Office services shall encompass all
Services that TRX has historically provided to Expedia.
(5) The parties will actively work together to analyze the cause of
Calls (what problems or issues motivate customers to Call TRX), and improve
Call Ratios (determine and implement a strategy/process design to prevent
or reduce the number of Calls.)
[*]
2. Costs
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confidential treatment request.
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(a) Expedia shall bear the costs for the following items in connection with
the Services ("Expedia Costs"):
[*]
(b) TRX shall bear all traditional costs associated with providing the
Services ("TRX Costs"). Traditional costs are all costs that have been borne by
TRX and Expedia as of the Execution Date of the AMENDMENT NUMBER 1, except for
the Expedia Costs defined above and as may otherwise be set forth in the
Agreement.
(c) In the event that, upon the request of Expedia, TRX performs services
not included under this Agreement, Expedia shall bear any and all costs of such
services, including, but not limited to, technology development costs, as
mutually agreed upon by the parties. Notwithstanding the provisions of Section
3 of the Agreement, in the event TRX provides technology development to Expedia
as a service not included under this agreement, (i) if TRX charges Expedia below
the then current market rate for such service, TRX shall own any and all
intellectual property rights for such developed technology; and (ii) if TRX
charges Expedia at or above the current market rate for such service, Expedia
shall own any and all intellectual property rights for such developed technology
(e) Expedia shall bear all costs of and relating to and any and all
American Express charges incurred in connection with the Services and shall pay
all such costs directly to American Express. TRX agrees to provide to Expedia
the applicable American Express bills and such other documentation reasonably
requested by Expedia which are in TRX's possession.
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Attachment 1 to Exhibit G - Reports
In addition to reporting requirements set forth in Exhibit G, TRX shall provide
Expedia with data and reporting as specified below. TRX agrees to provide
sample data and reporting prior to implementation as requested by Expedia. Any
such requested data and reporting shall be approved by Expedia prior to
implementation, which approval shall not be unreasonably withheld.
1. Daily Call Data. TRX shall archive daily phone statistics from 12:00 a.m.-
12:00 a.m. daily. The month's complete daily archive data will be made
available to Expedia within five (5) business days from the end of each calendar
month, per an electronic file format to be provided by Expedia.
Call Center Daily Statistics summary will include the following with daily
totals:
. # of US Tickets
. $ of US Tickets
. # of CA Tickets
. $ of CA Tickets
. E-Tkt Percentage (US Tickets Only)
. # of Emails Received
. # of Emails Sent
. ASA Email
. Email/Ticket Ratio
. # Call Answered
. ASA Phone
. Abandon % [*]
. Call/Ticket Ratio
. Staffed FTEs
2. TRX shall archive monthly phone statistics. The month's complete daily
archive data will be made available to Expedia within five (5) business days
from the end of each calendar month, per an electronic file format to be
provided by Expedia.
Call Center Monthly Statistics summary will include the following with monthly
totals:
. # of US Tickets
. $ of US Tickets
. # of CA Tickets
. $ of CA Tickets
. E-Tkt Percentage (US Tickets Only)
. # of Emails Received
. # of Emails Sent
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. ASA Email
. Email/Ticket Ratio
. # Call Answered
. ASA Phone
. Abandon % [*]
. Call/Ticket Ratio
3. Incident Reports. All issues and escalations generated by TRX, will be
tracked/traced using a numerical code and procedure to be provided by Expedia.
On an exception basis, Expedia may require TRX to track specific incident types.
Such information may include, but not be limited to, customer name, phone
number, system configuration information and incident description.
4. Additional Reports. In addition to the reports described above, TRX shall
provide the following reports to Expedia as specified by the table below and in
accordance with the Report Delivery Schedule below. The parties acknowledge and
agree that the type, format, and due date of the Reports will be jointly
developed by TRX and Expedia and are subject to change and that the parties will
work together to mutually agree upon such changes.
Report Name Frequency Due Date Deliver or Post
---------------------------------------------------------------------------------------------
Weekly Credit Card XXX XXX Expedia
Charge Back Debit
Memos
---------------------------------------------------------------------------------------------
FPM/HPM Issue Report Monthly TBD Expedia
---------------------------------------------------------------------------------------------
CRD Escalated Issues XXX XXX Expedia
Report
---------------------------------------------------------------------------------------------
Debit Memo Payment Monthly TBD Expedia
Summary Report -
Due on the same
schedule as the
Monthly Invoice
(attached)
---------------------------------------------------------------------------------------------
[*] [*] [*] [*]
---------------------------------------------------------------------------------------------
Monthly Invoices Monthly Due in accordance with the Expedia
. Service Invoice due dates set forth in the
. Xxxx Back Invoice Report Delivery Schedule below
. Promotion
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---------------------------------------------------------------------------------------------
Line Invoice
. AAB Invoice
---------------------------------------------------------------------------------------------
End of Month Report Monthly TBD Expedia
(EOM)
---------------------------------------------------------------------------------------------
Monthly Business Monthly TBD Expedia
Review (MBR)
Presentation
---------------------------------------------------------------------------------------------
Quarterly Business Quarterly TBD Expedia
Review (QBR)
Presentation
---------------------------------------------------------------------------------------------
Report Delivery Schedule - Monthly Schedule of Due Dates (through CY01):
1 ARC data is not available until ARC is closed. This always occurs on the
Thursday following the week containing the last day of the month. For
instance, February 29 occurs on a Tuesday. The ARC closing for that week
does not occur until Thursday, 3/9
2 Once ARC is closed, the download begins. Currently the download takes 24
hours. As volume grows, this download is expected to take significantly
longer to achieve and will need to be broken into smaller and smaller time
periods.
3 Considering the above, the monthly report can not be produced until the
Monday following the final ARC close.
4 Hardcopy and all back-up data to be shipped same day soft copy is sent
Month Month closes ARC Closes Monthly Report Delivered
-------------------------------------------------------------------------------
Feb-00 Tuesday, 2/29 9-Mar 13-Mar
-------------------------------------------------------------------------------
Mar-00 Friday, 3/31 6-Apr 10-Apr
-------------------------------------------------------------------------------
Apr-00 Sunday, 4/30 4-May 10-May
-------------------------------------------------------------------------------
May-00 Wednesday, 5/31 8-Jun 12-Jun
-------------------------------------------------------------------------------
Jun-00 Friday, 6/30 6-Jul 10-Jul
-------------------------------------------------------------------------------
Jul-00 Monday, 7/31 10-Aug 14-Aug
-------------------------------------------------------------------------------
Aug-00 Thursday, 8/31 7-Sep 11-Sep
-------------------------------------------------------------------------------
Sep-00 Saturday, 9/30 5-Oct 10-Oct
-------------------------------------------------------------------------------
Oct-00 Tuesday, 10/31 9-Nov 13-Nov
-------------------------------------------------------------------------------
Nov-00 Thursday, 11/30 7-Dec 11-Dec
-------------------------------------------------------------------------------
Dec-00 Sunday, 12/31 4-Jan 10-Jan
-------------------------------------------------------------------------------
Jan-01 Wednesday, 1/31 8-Feb 12-Feb
-------------------------------------------------------------------------------
Feb-01 Wednesday, 2/28 8-Mar 12-Mar
-------------------------------------------------------------------------------
Mar-01 Saturday, 3/31 5-Apr 10-Apr
-------------------------------------------------------------------------------
Apr-01 Monday, 4/30 10-May 14-May
-------------------------------------------------------------------------------
May-01 Thursday, 5/31 7-Jun 11-Jun
-------------------------------------------------------------------------------
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-------------------------------------------------------------------------------
Jun-01 Saturday, 6/30 5-Jul 10-Jul
-------------------------------------------------------------------------------
Jul-01 Tuesday, 7/31 9-Aug 13-Aug
-------------------------------------------------------------------------------
Aug-01 Friday, 8/31 6-Sep 10-Sep
-------------------------------------------------------------------------------
Sep-01 Sunday, 9/30 4-Oct 10-Oct
-------------------------------------------------------------------------------
Oct-01 Wednesday, 10/31 8-Nov 12-Nov
-------------------------------------------------------------------------------
Nov-01 Friday, 11/30 6-Dec 10-Dec
-------------------------------------------------------------------------------
Dec-01 Monday, 12/31 10-Jan 14-Jan
-------------------------------------------------------------------------------
5. Business Reviews . TRX shall organize and present monthly and quarterly
business reviews for Expedia. The agenda and expectations will be based on input
from Expedia. In general, these meetings will include a TRX performance review,
continuous improvement projects, management status reviews, cost reduction
initiatives and other operational areas and issues. At a minimum, TRX shall
include:
. Performance reviews by product; air, car, hotel reservations
. Highlights and Lowlights
. Performance against goals and metrics
. Help Needed from Expedia
. Priorities
. Project Updates (i.e., Quality Initiatives, Tool training, etc.)
. Update from last business review
. Appendix with support data (as necessary)
Quarterly expectations:
. Held the month following the Expedia Fiscal Quarter End (Jan, April,
July, Oct)
. Formal presentation shall be delivered in Bellevue, WA.
. Audience: Expedia Customer Service Management and Operations Managers
. Soft copies of presentation shall be made available five (5) business
days prior to meeting.
Monthly expectations:
. Held each month for the previous months' activity
. Informal presentation, held via teleconference
. Audience: Customer Service Management.
. Soft copies of presentation shall be made available two (2) business
days prior to meeting
Expedia Report Obligations
Expedia will provide TRX with the following reports. Additional reports may be
requested by TRX and will be jointly developed by TRX and Expedia.
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1. General Survey Results - Expedia will provide TRX with a weekly and monthly
report of the General Call Center Customer Survey Results. The weekly
summary will cover the period Monday - Sunday and will be provided by
Wednesday following each week. The monthly survey will be provided by the
5th day following each month. The report will include the number of
responses and the average score for each question.
2. Average Speed of Answer (ASA) for calls transferred to TravelScape.
Expedia will provide TRX with a weekly and monthly report to include the
number of calls transferred by TRX to TravelScape and the Average Speed of
Answer for those respective calls. The weekly summary will cover the period
Monday - Sunday and will be provided by Monday following each week. The
monthly report will be provided by the 5th day following each month.
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Exhibit M - Tacoma Facility Specifications
Estimated Amounts as of August 30, 2000
Description of the services, software, hardware, equipment
and facility that will be known as the Tacoma Facility.
[*]
[*] The redacted portion, indicated by this symbol, is the subject of a
confidential treatment request.
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