AMENDMENT TWO TO STATEMENT OF WORK #1 BETWEEN TRX, INC. AND AMERICAN EXPRESS TRAVEL RELATED SERVICES COMPANY, INC.
Exhibit 10.1
AMENDMENT TWO
TO STATEMENT OF WORK #1
BETWEEN TRX, INC. AND
AMERICAN EXPRESS TRAVEL RELATED SERVICES COMPANY, INC.
This amendment (Amendment Two), dated August 31, 2012, shall serve to amend the Statement of Work #1 of the Master Service Agreement for Application Service Provider (SOW #1) between TRX, Inc. (TRX) and American Express Travel Related Services Company, Inc. (AXP), dated December 3, 2009 (the Agreement).
WITNESSETH
WHEREAS, TRX and AXP entered into that SOW #1 with an effective date of January 1, 2010, as amended, for certain CORREX Services;
NOW, THEREFORE, TRX and AXP hereby further amend SOW #1 as follows:
1. | Amendment Two shall be effective as of January 1, 2010 (Amendment Two Effective Date) and shall be co-terminus with the Term outlined in Section 3 of SOW #1. |
2. | TRX and AXP agree that Amex Canada Inc. shall, in accordance with Section 2 of the Agreement, be deemed to be a party to SOW #1 and shall be treated as a Amex entity as described in such Section 2. |
3. | Section 2 of Schedule 5.0 to SOW #1 is amended to add the following to the end thereof: |
Service Provider agrees that where it collects, discloses, uses or otherwise has access to the personal information of a Canadian, the foregoing obligates it to comply with all applicable Canadian provincial and federal privacy laws, which in all cases shall be deemed to include the Personal Information Protection and Electronic Documents Act, as amended and as interpreted by the Office of the privacy Commissioner of Canada.
4. | Schedule 6.0 to SOW #1 is amended to add the following: |
TRX Inc is not registered for any Canadian value added or sales and use taxes including the Goods and Service Tax, Harmonized Sales Tax , Quebec Sales Tax and or Provincial Sales Tax.
September 6, 2012 | AXP Internal | Page 1 of 2 |
IN WITNESS WHEREOF, the undersigned duly authorized representatives of the parties hereto have made and entered into this Amendment Two as of the Amendment Two Effective Date.
TRX, Inc. | American Express Travel Related Services Company, Inc. | |||||||
By: | /s/ David D. Cathcart | By: | /s/ Marc Washburn | |||||
Name: | David D. Cathcart | Name: | Marc Washburn | |||||
Title: | CFO 9/6 | Title: | Procurement Mng. | |||||
Amex Canada Inc. | ||||||||
By: | /s/ Jacinthe Ladouceur | |||||||
Name: | Jacinthe Ladouceur | |||||||
Title: | VP SON Canada & Online NA |
September 6, 2012 | AXP Internal | Page 2 of 2 |