Priceline 2014 Annual Report Download - page 76

PART IV
Item 15. Exhibits and Financial Statement Schedules.
(a)
List of Documents Filed as a Part of this Annual Report on Form 10-K:
The following Consolidated Financial Statements of the Company and the report of our independent registered public accounting firm
are filed as part of this Annual Report on Form 10-K.
Consolidated Balance Sheets as of December 31, 2014 and 2013 ; and the related Consolidated Statements of Operations, Consolidated
Statements of Comprehensive Income, Consolidated Statements of Changes in Stockholders' Equity and Consolidated Statements of Cash Flows
for the years ended December 31, 2014 , 2013 and 2012 ; Notes to Consolidated Financial Statements; and Report of Independent Registered
Public Accounting Firm.
All financial statement schedules have been omitted because they are not applicable, not material or the required information is shown
in the Consolidated Financial Statements or the notes thereto.
(b) Exhibits
In reviewing the agreements included as exhibits to this Annual Report on Form 10-K, please remember they are included to provide
you with information regarding their terms and are not intended to provide any other factual or disclosure information about the Company or the
other parties to the agreements. Some agreements contain representations and warranties by each of the parties to the applicable agreement.
These representations and warranties have been made solely for the benefit of the other parties to the applicable agreement and:
Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time.
Additional information about the Company may be found elsewhere in this Annual Report on Form 101K and the Company's other public
filings, which are available without charge through the SEC's website at http://www.sec.gov.
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should not be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements
prove to be inaccurate;
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may have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable
agreement, which disclosures are not necessarily reflected in the agreement;
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may apply standards of materiality in a way that is different from what may be viewed as material to you or other investors; and
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were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are
subject to more recent developments.
Exhibit
Number Description
2.1(a) Agreement and Plan of Merger, dated as of November 8, 2012, by and among KAYAK Software Corporation, the Registrant and Produce Merger Sub, Inc.
2.2(b) Agreement and Plan of Merger, dated as of June 12, 2014, by and among OpenTable, Inc., the Registrant and Rhombus, Inc.
3.1(c) Restated Certificate of Incorporation of the Registrant.
3.2(d) Amended and Restated By-Laws of the Registrant.
4.1 Reference is hereby made to Exhibits 3.1 and 3.2.
4.2(e) Specimen Certificate for Registrant's Common Stock.
4.3(f) Indenture, dated as of March 10, 2010, between the Registrant and American Stock Transfer & Trust Company, LLC as Trustee.
4.4(g) Indenture, dated as of March 12, 2012, between the Registrant and American Stock Transfer & Trust Company, LLC as Trustee.
4.5(h) Indenture, dated as of June 4, 2013, between the Registrant and American Stock Transfer & Trust Company, LLC as Trustee.
4.6(i) Indenture, dated as of August 20, 2014, between the Registrant and American Stock Transfer & Trust Company, LLC as Trustee.