EXPEDIA, INC. RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • November 14th, 2006 • Expedia, Inc. • Transportation services • Delaware
THIS AGREEMENT, dated as of the award date (the “Award Date”) designated on the Summary of Award referenced below, between Expedia, Inc., a Delaware corporation (the “Corporation”), and Burke Norton (the “Eligible Individual”) designated as receiving an award of restricted stock units (the “Restricted Stock Units”) by the Compensation/Benefits Committee of the Board of Directors of the Corporation (or such other Committee as the Board may from time to time designate) (the “Committee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 14th, 2006 • Expedia, Inc. • Transportation services • New York
This REGISTRATION RIGHTS AGREEMENT dated August 21, 2006 (the “Agreement”) is entered into by and among Expedia, Inc., a Delaware corporation (the “Company”), the subsidiary guarantors listed in Schedule 1 hereto (the “Guarantors”), and J.P. Morgan Securities Inc. and Lehman Brothers Inc., as representatives (the “Representatives”) of the initial purchasers (the “Initial Purchasers”) listed in Schedule 1 to the Purchase Agreement dated August 16, 2006 (the “Purchase Agreement”).
EXPEDIA, INC., as Issuer the Subsidiary Guarantors from time to time parties hereto, and THE BANK OF NEW YORK TRUST COMPANY, N.A., as Trustee 7.456% Senior Notes due 2018 INDENTURE Dated as of August 21, 2006Indenture • November 14th, 2006 • Expedia, Inc. • Transportation services • New York
Exhibit A — Form of Initial Note Exhibit B — Form of Exchange Note Exhibit C — Form of Certificate (transfers pursuant to Regulation S) Exhibit D — Form of Certificate (transfers pursuant to Rule 144A) Exhibit E — Form of Incumbency Certificate
EMPLOYMENT AGREEMENTEmployment Agreement • November 14th, 2006 • Expedia, Inc. • Transportation services • Washington
THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into by and between Burke Norton (“Executive”) and Expedia, Inc., a Delaware corporation (the “Company”), and is effective October 25, 2006 (the “Effective Date”).
FORM OF EXPEDIA, INC. RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • November 14th, 2006 • Expedia, Inc. • Transportation services • Delaware
THIS AGREEMENT, dated as of the award date (the “Award Date”) designated on the Summary of Award referenced below, between Expedia, Inc., a Delaware corporation (the “Corporation”), and the employee of the Corporation or one of its businesses (the “Eligible Individual”) designated as receiving an award of restricted stock units (the “Restricted Stock Units”) by the Compensation/Benefits Committee of the Board of Directors of the Corporation (or such other Committee as the Board may from time to time designate) (the “Committee”).
