factors affecting the level of travel activity, particularly air travel volume, including security concerns, general economic conditions, natural disasters and other disruptions

EX-10.32 4 y83040exv10w32.htm EX-10.32 exv10w32

Exhibit 10.32

November 5, 2009

Travelport International, L.L.C.
Travelport Global Distribution System B.V.
300 Galleria Parkway, N.W.
Atlanta, GA 30339


Re:		Fifth Amendment to Subscriber Services Agreement, dated as of July 23, 2007 (“Agreement”) between Travelport International, L.L.C., (f/k/a Galileo International, L.L.C., hereinafter “Travelport”), Travelport Global Distribution System B.V. (f/k/a Galileo Nederland B.V., hereinafter “TGDS” and, together with Travelport, collectively, “Galileo”) and Orbitz Worldwide, LLC (“Subscriber”)

Ladies and Gentlemen:

This letter constitutes a Fifth Amendment (“Amendment”) to the Agreement referenced above. Capitalized terms used in this Amendment and not otherwise defined shall be used as defined in the Agreement.

Effective as of the date of this Amendment (“Amendment Effective Date”), Galileo and Subscriber hereby agree as follows:

The Optional Services Attachment (Galileo Services) is amended as set forth in Exhibit A.

The Custom Terms and Conditions Attachment (Galileo Services) — North America is amended as set forth in Exhibit B.

General. This Amendment shall be binding upon and inure to the benefit of and be enforceable by the Parties hereto or their successors in interest, except as expressly provided in the Agreement. Each Party to this Amendment agrees that, other than as expressly set out in this Amendment, nothing in this Amendment is intended to alter the rights, duties and obligations of the Parties under the Agreement, which shall remain in full force and effect as amended hereby. In the event of a conflict between the terms and conditions of this Amendment and the terms and conditions of the Agreement, the terms and conditions of this Amendment shall govern. This Amendment may be executed by the Parties in separate counterparts and each counterpart shall be deemed to be an original, but all such counterparts together shall constitute one and the same instrument.

The Parties have caused this Amendment to be executed by the signatures of their respective authorized representatives.


Orbitz Worldwide, LLC		Travelport International, L.L.C.


Signature: /s/ Stephen C. Praven		Signature: /s/ Travis Christ


Name: Stephen C. Praven		Name: Travis Christ


Title: VP, Business Development		Title: President, Americas


Date: 12/16/09		Date: December 14, 2009



		Travelport Global Distribution System B.V.


		Signature: /s/ Marco van Ieperen


		Name: Marco van Ieperen


		Title: Director


		Date: 11 Dec 2009