Orbitz 2009 Annual Report Download - page 112

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control under the termination clause. Prior to the sale, Travelport paid us an incentive fee of $5 million for
entering into an amended service agreement to continue using the services of the ISO. We deferred the
incentive fee and recognize it as a reduction to expense on a straight-line basis over the term of the agreement,
which expires in 2010.
Financial Advisory Services Agreement
On July 16, 2007, we completed the sale of an offline U.K. travel subsidiary. Pursuant to an agreement
between Travelport and Blackstone, Blackstone provided financial advisory services to Travelport and to us in
connection with certain business transactions, including dispositions. Under the terms of that agreement,
Travelport paid $2 million to Blackstone on our behalf for advisory services upon completion of the sale. As a
result, we recorded a $2 million capital contribution from Travelport in our consolidated balance sheet.
Related Party Transactions with Affiliates of Blackstone and TCV
The following table summarizes the related party balances with affiliates of Blackstone and TCV as of
December 31, 2008 and December 31, 2007, reflected in our consolidated balance sheets:
December 31, 2008 December 31, 2007
Successor
(in millions)
Accounts payable .................................. $5 $ 1
Accrued expenses .................................. 1 —
The following table summarizes the related party transactions with affiliates of Blackstone and TCV for
the years ended December 31, 2008 and December 31, 2007 and for the period from August 23, 2006 to
December 31, 2006, reflected in our consolidated statements of operations:
Year Ended
December 31, 2008
Successor
Year Ended
December 31, 2007
Successor
Period from
August 23, 2006 to
December 31, 2006
Successor
(in millions)
Net revenue ....................... $14 $12 $ 5
Cost of revenue ..................... 30 — —
Selling, general and administrative
expense ......................... 5 1 —
Marketing expense .................. — 1 —
Service Agreements
We have entered into various service agreements with an affiliate of Blackstone that provide us with call
center and telesales, back office administrative, information technology and financial services.
Other Agreements
In the normal course of conducting business, we have entered into various agreements with affiliates of
Blackstone and TCV. We believe that these agreements have been executed on terms comparable to those of
unrelated third parties. For example, we have agreements with certain hotel management companies that are
affiliates of Blackstone and that provide us with access to their inventory. We also purchase services from
certain Blackstone and TCV affiliates such as telecommunications and advertising. In addition, various
Blackstone and TCV affiliates utilize our partner marketing programs and corporate travel services.
112
ORBITZ WORLDWIDE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)