AMENDMENT TO GLOBAL INCENTIVEAGREEMENT BETWEEN GALILEO NEDERLAND BV AND EBOOKERS LIMITED

Exhibit 10.24

AMENDMENT TO GLOBAL INCENTIVE AGREEMENT BETWEEN GALILEO
NEDERLAND BV AND EBOOKERS LIMITED

This Amendment (“Amendment”) is made on       September 2005 by and between Galileo Nederland BV, a company incorporated in the Netherlands with its registered office at Neptunusstraat 35, 2132 JA Hoofddorp, the Netherlands (“Galileo”) and ebookers Limited, a company incorporated in England with its registered address at 25 Farringdon Street, London, EC4A 4AB (“ebookers”). The parties previously entered into a Global Incentive Agreement dated 5 August 2005 (“Agreement”). The parties now desire to amend the Agreement on the terms set forth below.

The parties hereby agree as follows:

1.         All capitalized terms, where not defined in this Amendment, shall have the meanings set forth in the Agreement.

2.         Table 1.1 of Schedule 1 of the Agreement (set out below) is hereby deleted in its entirety:

and replaced in its entirety with the following:

The rate for all Air / RoomMaster Segments (with the exception of Passive Air All Segments which rate will be 0) is (***).

IN WITNESS of which the parties or their authorised representatives have signed this Amendment.

Signed on behalf of Galileo Nederland BV

Signed on behalf of ebookers Limited