PORTIONS OF THIS EXHIBIT MARKED BY AN (***) HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION FIRST AMENDMENT TO THE SUBSCRIBER SERVICES AGREEMENT

Exhibit 10.1

PORTIONS OF THIS EXHIBIT MARKED BY AN (***) HAVE BEEN OMITTED PURSUANT TO

A REQUEST FOR CONFIDENTIAL TREATMENT FILED SEPARATELY WITH THE

SECURITIES AND EXCHANGE COMMISSION

FIRST AMENDMENT TO THE

SUBSCRIBER SERVICES AGREEMENT

		Customer		425276
		Number:		[TP2/TP3]

This First Amendment to the Subscriber Services Agreement dated May 2, 2014 (“Amendment”) is entered into among. Orbitz Worldwide, LLC, a Delaware limited liability company with offices at 000 Xxxx Xxxxxxx Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxxx 00000 (“OWW”), Travelport, LP, a Delaware limited partnership with offices at 000 Xxxxxxxx Xxxxxxx XX, Xxxxxxx, Xxxxxxx XXX 00000 (“TLP”), and Travelport Global Distribution System, B.V., a Netherlands company with offices at Xxxxxxxxxxxx 00X, 0000X0 Xxxxxxxxx, Xxx Xxxxxxxxxxx (“TBV” and together with TLP, referred to collectively in this Agreement as “Travelport”).

WHEREAS, Travelport and Subscriber entered into the Subscriber Services Agreement dated February 4, 2014 (the “Agreement”); and

WHEREAS, Travelport and Subscriber now desire to amend the Agreement.

NOW, THEREFORE, it is agreed:

1. Definitions. Unless otherwise defined in this Amendment, capitalized terms used in this Amendment will have the same meanings as set forth in the Agreement.

2. Amendment Effective Date. This. Amendment is effective on the date that it is fully executed by all parties (the “Amendment Effective Date”),

3. e-Pricing Meta Messages. Effective as the Amendment Effective Date, Section IV (d) of Attachment B to the Agreement is amended to include the following new definition:

“e-Pricing Meta Message” means any Message which is configured to generate a Travelport e-Pricing meta identifier or tag.

4, Counting e-Pricing Meta. Messages, Effective as the Amendment Effective Date, each e-Pricing Meta Message will count toward the *** e-Pricing Message threshold set forth in the Number of Allowed Messages for Each Segment column in the Table in Section IV(c) of Attachment B to the Agreement as follows:

If an e-Pricing Meta Message uses e-Pricing (i) to facilitate a meta customer shop, or (ii) to facilitate a targeted carrier modified and/or limited fare type shop and which is configured by Orbitz for tracking, such e-Pricing Meta Message will count toward the *** e-Pricing Message threshold at *** of an e-Pricing Message. Otherwise, each e-Pricing Meta Message will be counted as if it were a full e-Pricing Message.

5. General Provision. Except to the extent the Agreement is amended herein, the Agreement is hereby ratified and remains in full force and effect. To the extent the terms of this Amendment are inconsistent with the terms of the Agreement, the terms of this Amendment will control.

This Amendment is agreed to by OWW, TLP, and TBV by their duly authorized undersigned representatives, as follows:

Orbitz Worldwide LLC:				Travelport, LP: By: Travelport Holdings, LLC, as General Partner
Signature:		/s/ Xxxxxxx X. Xxxxxx		Signature:		/s/ Xxxxx Xxxxx
Print Name:		Xxxxxxx X. Xxxxxx		Print Name:		Xxxxx Xxxxx
Title:		GVP, Business Development		Title:		MD - Americas
Date:		5/4/14		Date:		5/22/14
				Travelport Global Distribution System, B.V.:
				Signature:		/s/ Marco van Ieperen
				Print Name:		Marco van Ieperen
				Title:		Director
				Date:		5/23/14