Orbitz (OWW)

14. Related Party Transactions

Corporate Related Functions

        The condensed consolidated statement of operations reflects an allocation of both general and corporate overhead expenses and directly billed expenses incurred on our behalf from Travelport and Cendant. General corporate overhead expenses have been allocated based on a percentage of the forecasted revenue. Direct billed expenses were based upon actual utilization of the services. Costs subject to the overhead allocations and direct billings include executive management, tax, insurance, accounting, legal, treasury, information technology, telecommunications, call center support and real estate expenses.

        The Company was allocated almost nil and $4 million of general corporate expenses and almost nil and $2 million of directly billed expenses in the three and nine months ended September 30, 2007, respectively. These expenses are no longer allocated to the Company following its IPO.

        Upon completion of the IPO, the Company entered into a transition services agreement with Travelport under which Travelport will provide the Company with certain insurance, human resources and employee benefits, payroll, tax, communications, information technology and other existing shared services. The term of the services provided for under the transition services agreement generally expires on March 31, 2008, subject to certain exceptions. The Company incurred $1 million of expenses under this agreement during the three and nine months ended September 30, 2007.

Notes Payable to Travelport

        On January 26, 2007 and January 30, 2007, the Company became the obligor on two intercompany notes payable to affiliates of Travelport in the amounts of $25 million and $835 million, respectively, and recorded an $860 million reduction to net invested equity. These notes accrued interest at a fixed rate of 10.25% and were scheduled to mature on February 19, 2014. On July 25, 2007, the Company used proceeds from its IPO and senior secured term loan facility to repay the notes and the interest accrued thereon in full. The Company recorded interest expense of $6 million and $43 million on these notes during the three and nine months ended September 30, 2007, respectively.

        During the three and nine months ended September 30, 2007, the Company recorded interest expense of nil and $6 million, respectively, related to intercompany notes that had been executed between and among subsidiaries of Travelport and the Company's subsidiaries at the time of the Blackstone Acquisition. These notes were assigned to the Company in connection with the Reorganization, and the interest accrued thereon was paid to Travelport in connection with the IPO.

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ORBITZ WORLDWIDE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(UNAUDITED)

(All amounts are in millions, except share and per share data, unless otherwise noted)

14. Related Party Transactions (Continued)

Galileo / Worldspan

        As discussed in Note 8—Unfavorable Contracts, the Company had an unfavorable contract with Worldspan. In July 2007, the Company entered into a new GDS contract with Travelport to use GDS services provided by both Galileo and Worldspan. This contract became effective in July 2007 with respect to GDS services provided by Galileo and in August 2007 with respect to GDS services provided by Worldspan. The new contract replaced the unfavorable contract with Worldspan, as well as the Company's former GDS contract with Galileo and makes Travelport the exclusive GDS provider for air, car and hotel segments, subject to certain exceptions. The contract expires on December 31, 2014.

        The new contract is structured such that the Company receives an inducement fee for each segment that is processed through Galileo and Worldspan. The contract also requires that the Company process 33 million segments during 2007, 16 million segments through Worldspan and 17 million segments through Galileo. The required number of segments booked in future years for Worldspan remains fixed at 16 million segments while the required number of segments for Galileo is subject to adjustment based upon the actual segments booked in the preceding year. The Company's failure to process the required number of segments would result in a shortfall payment of $1.25 per segment below the required minimum. If the Company meets the minimum, it is not required to make payments of any kind to Galileo or Worldspan. For the three and nine months ended September 30, 2007, the booking incentives related to these agreements were $25 million and $61 million, respectively.

Octopus / Donvand

        Donvand Limited and OctopusTravel Group Limited (collectively, "GTA"), which are wholly-owned subsidiaries of Travelport, provide certain of the Company's subsidiaries with hotel consulting services and access to certain of their hotels and destination services pursuant to franchise agreements under which the Company receives access to the hotel rooms and destination services at agreed-upon rates, which the Company typically marks up, in exchange for franchise fees that it pays to GTA. These franchise agreements are expected to continue until December 31, 2007, when the Company's new Master Supply and Services Agreement (the "GTA Agreement") with GTA, becomes effective. Under the current franchise agreements, for the three and nine months ended September 30, 2007, the Company paid fees of $5 million and $13 million, respectively.

        Under the terms of the GTA Agreement, which is effective beginning January 1, 2008 (or earlier if Donvand Limited and the Company are no longer owned by Travelport), the Company will pay GTA a contract rate for hotel and destination services inventory provided by GTA for promotion and reservation on the Company's websites. The contract rate will exceed the prices at which suppliers make such inventory available to GTA for distribution and will be based on a percentage of the prices GTA charges to its wholesale customers for such inventory. The Company will also be subject to additional fees if it exceeds certain specified sales levels. The initial term of the GTA Agreement expires on December 31, 2010. Under the GTA Agreement, the Company is restricted from providing distribution of hotels and destination services to certain of GTA's clients until December 31, 2010.

        On July 5, 2007, the Company completed the sale of stock of Tecnovate, an Indian services organization, to TDS Investor (Luxembourg) S.à r.l, an affiliate of the Company, for $25 million.

23

ORBITZ WORLDWIDE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(UNAUDITED)

(All amounts are in millions, except share and per share data, unless otherwise noted)

14. Related Party Transactions (Continued)

Blackstone

        On July 16, 2007, the Company completed the sale of an offline UK travel subsidiary. Pursuant to an agreement between Travelport and Blackstone, Blackstone provides financial advisory services to the Company and Travelport in connection with certain business transactions, including dispositions. Under the terms of that agreement, the Company paid $2 million to Blackstone for advisory services upon completion of the sale.

Related Party Transactions

        For a discussion of certain relationships and related party transactions, see Note 16—Related Party Transactions of the Notes to Consolidated Financial Statements.

Related Party Transactions

        For a discussion of certain relationships and related party transactions, see Note 16—Related Party Transactions of the Notes to Consolidated Financial Statements.

14. Related Party Transactions

Corporate Related Functions

        The condensed consolidated statement of operations reflects an allocation of both general and corporate overhead expenses and directly billed expenses incurred on our behalf from Travelport and Cendant. General corporate overhead expenses have been allocated based on a percentage of the forecasted revenue. Direct billed expenses were based upon actual utilization of the services. Costs subject to the overhead allocations and direct billings include executive management, tax, insurance, accounting, legal, treasury, information technology, telecommunications, call center support and real estate expenses.

        The Company was allocated almost nil and $4 million of general corporate expenses and almost nil and $2 million of directly billed expenses in the three and nine months ended September 30, 2007, respectively. These expenses are no longer allocated to the Company following its IPO.

        Upon completion of the IPO, the Company entered into a transition services agreement with Travelport under which Travelport will provide the Company with certain insurance, human resources and employee benefits, payroll, tax, communications, information technology and other existing shared services. The term of the services provided for under the transition services agreement generally expires on March 31, 2008, subject to certain exceptions. The Company incurred $1 million of expenses under this agreement during the three and nine months ended September 30, 2007.

Notes Payable to Travelport

        On January 26, 2007 and January 30, 2007, the Company became the obligor on two intercompany notes payable to affiliates of Travelport in the amounts of $25 million and $835 million, respectively, and recorded an $860 million reduction to net invested equity. These notes accrued interest at a fixed rate of 10.25% and were scheduled to mature on February 19, 2014. On July 25, 2007, the Company used proceeds from its IPO and senior secured term loan facility to repay the notes and the interest accrued thereon in full. The Company recorded interest expense of $6 million and $43 million on these notes during the three and nine months ended September 30, 2007, respectively.

        During the three and nine months ended September 30, 2007, the Company recorded interest expense of nil and $6 million, respectively, related to intercompany notes that had been executed between and among subsidiaries of Travelport and the Company's subsidiaries at the time of the

22

Blackstone Acquisition. These notes were assigned to the Company in connection with the Reorganization, and the interest accrued thereon was paid to Travelport in connection with the IPO.

Galileo / Worldspan

        As discussed in Note 8—Unfavorable Contracts, the Company had an unfavorable contract with Worldspan. In July 2007, the Company entered into a new GDS contract with Travelport to use GDS services provided by both Galileo and Worldspan. This contract became effective in July 2007 with respect to GDS services provided by Galileo and in August 2007 with respect to GDS services provided by Worldspan. The new contract replaced the unfavorable contract with Worldspan, as well as the Company's former GDS contract with Galileo and makes Travelport the exclusive GDS provider for air, car and hotel segments, subject to certain exceptions. The contract expires on December 31, 2014.

        The new contract is structured such that the Company receives an inducement fee for each segment that is processed through Galileo and Worldspan. The contract also requires that the Company process 33 million segments during 2007, 16 million segments through Worldspan and 17 million segments through Galileo. The required number of segments booked in future years for Worldspan remains fixed at 16 million segments while the required number of segments for Galileo is subject to adjustment based upon the actual segments booked in the preceding year. The Company's failure to process the required number of segments would result in a shortfall payment of $1.25 per segment below the required minimum. If the Company meets the minimum, it is not required to make payments of any kind to Galileo or Worldspan. For the three and nine months ended September 30, 2007, the booking incentives related to these agreements were $25 million and $61 million, respectively.

Octopus / Donvand

        Donvand Limited and OctopusTravel Group Limited (collectively, "GTA"), which are wholly-owned subsidiaries of Travelport, provide certain of the Company's subsidiaries with hotel consulting services and access to certain of their hotels and destination services pursuant to franchise agreements under which the Company receives access to the hotel rooms and destination services at agreed-upon rates, which the Company typically marks up, in exchange for franchise fees that it pays to GTA. These franchise agreements are expected to continue until December 31, 2007, when the Company's new Master Supply and Services Agreement (the "GTA Agreement") with GTA, becomes effective. Under the current franchise agreements, for the three and nine months ended September 30, 2007, the Company paid fees of $5 million and $13 million, respectively.

        Under the terms of the GTA Agreement, which is effective beginning January 1, 2008 (or earlier if Donvand Limited and the Company are no longer owned by Travelport), the Company will pay GTA a contract rate for hotel and destination services inventory provided by GTA for promotion and reservation on the Company's websites. The contract rate will exceed the prices at which suppliers make such inventory available to GTA for distribution and will be based on a percentage of the prices GTA charges to its wholesale customers for such inventory. The Company will also be subject to additional fees if it exceeds certain specified sales levels. The initial term of the GTA Agreement

23

expires on December 31, 2010. Under the GTA Agreement, the Company is restricted from providing distribution of hotels and destination services to certain of GTA's clients until December 31, 2010.

        On July 5, 2007, the Company completed the sale of stock of Tecnovate, an Indian services organization, to TDS Investor (Luxembourg) S.à r.l, an affiliate of the Company, for $25 million.

Blackstone

        On July 16, 2007, the Company completed the sale of an offline UK travel subsidiary. Pursuant to an agreement between Travelport and Blackstone, Blackstone provides financial advisory services to the Company and Travelport in connection with certain business transactions, including dispositions. Under the terms of that agreement, the Company paid $2 million to Blackstone for advisory services upon completion of the sale.