37,087,500 Shares WORLDSPAN TECHNOLOGIES INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • June 23rd, 2004 • Worldspan Technologies Inc • Services-computer processing & data preparation • New York
LEHMAN BROTHERS INC. J.P. MORGAN SECURITIES INC. GOLDMAN, SACHS & CO. UBS SECURITIES LLC CIBC WORLD MARKETS CORP. RBC CAPITAL MARKETS CORPORATION, As Representatives of the several Underwriters named in Schedule 1, c/o Lehman Brothers Inc. 745 Seventh Avenue New York, New York 10019
AMENDMENT NO. 1 TO RESTRICTED STOCK SUBSCRIPTION AGREEMENTRestricted Stock Subscription Agreement • June 23rd, 2004 • Worldspan Technologies Inc • Services-computer processing & data preparation • Delaware
THIS AMENDMENT NO. 1 TO RESTRICTED STOCK SUBSCRIPTION AGREEMENT, dated as of June 21, 2004 (the "Amendment"), is by and between WORLDSPAN TECHNOLOGIES INC. (F/K/A TRAVEL TRANSACTION PROCESSING CORPORATION), a Delaware corporation ("Holding"), and M. Gregory O'Hara (the "Employee").
AMENDMENT NO. 1 TO RESTRICTED STOCK SUBSCRIPTION AGREEMENTRestricted Stock Subscription Agreement • June 23rd, 2004 • Worldspan Technologies Inc • Services-computer processing & data preparation • Delaware
THIS AMENDMENT NO. 1 TO RESTRICTED STOCK SUBSCRIPTION AGREEMENT, dated as of June 21, 2004 (the "Amendment"), is by and between WORLDSPAN TECHNOLOGIES INC. (F/K/A TRAVEL TRANSACTION PROCESSING CORPORATION), a Delaware corporation ("Holding"), and Rakesh Gangwal (the "Employee").
FORM OF AGREEMENT AND PLAN OF MERGER AND RECAPITALIZATIONWorldspan Technologies Inc • June 23rd, 2004 • Services-computer processing & data preparation
Agreement and Plan of Merger and Recapitalization (the "Plan of Merger"), dated as of , 2004, by and between Worldspan Technologies Merger Company, a Delaware corporation ("WTMC "), and Worldspan Technologies Inc., a Delaware corporation ("WTI " and, after the Effective Time, as defined below, the "Surviving Corporation").
