Expedia 2005 Annual Report Download - page 95

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Index to Exhibits
Exhibit
Number Description
2.1 Separation Agreement by and between Expedia, Inc. and IAC/InterActiveCorp, dated as of
August 9, 2005(5)
3.1 Amended and Restated Certificate of Incorporation of Expedia, Inc.(1)
3.2 Series A Cumulative Convertible Preferred Stock Certificate of Designation(1)
3.3 Amended and Restated Bylaws of Expedia, Inc.(1)
4.1 Specimen Expedia, Inc. Common Stock Certificate(2)
4.2 Equity Warrant Agreement for Warrants to Purchase up to 14,590,514 Shares of Common Stock
expiring February 4, 2009, by and between Expedia, Inc. and The Bank of New York, dated as of
August 9, 2005(3)
4.3 Stockholder Equity Warrant Agreement for Warrants to Purchase up to 11,450,182 Shares of
Common Stock, by and between Expedia, Inc. and Mellon Investor Services LLC, dated as of
August 9, 2005(3)
4.4 Optionholder Equity Warrant Agreement for Warrants to Purchase up to 1,558,651 Shares of
Common Stock, by and between Expedia, Inc. and Investor Services LLC, dated as of August 9,
2005(3)
10.1* Employment Agreement by and between Mark Gunning and Expedia, Inc., effective as of
July 14, 2005(1)
10.2* Separation Agreement by and between Chris Bellairs and Expedia, Inc., effective as of August 12,
2005(1)
10.3* Expedia, Inc. Deferred Compensation Plan for Non-Employee Directors(2)
10.4* Expedia, Inc. 2005 Stock and Annual Incentive Plan(4)
10.5* Summary of Expedia, Inc. Non-Employee Director Compensation Arrangements(2)
10.6 Governance Agreement, by and among Expedia, Inc., Liberty Media and Barry Diller, dated as of
August 9, 2005(5)
10.7 Stockholders Agreement, by and between Liberty Media Corporation and Barry Diller, dated as
of August 9, 2005(5)
10.8* Form of Restricted Stock Unit Agreement (domestic employees)(5)
10.9* Form of Restricted Stock Unit Agreement (directors)(5)
10.10 CRS Marketing, Services and Development Agreement, by and between Worldspan, L.P. and
Expedia, Inc., a Washington corporation (or its predecessors), dated as of December 15, 1995, as
amended by amendments Nos. 1 through 10(6)
10.11 Tax Sharing Agreement by and between Expedia, Inc. and IAC/InterActiveCorp, dated as of
August 9, 2005(5)
10.12 Employee Matters Agreement by and between Expedia, Inc. and IAC/InterActiveCorp, dated as
of August 9, 2005(5)
10.13 Transition Services Agreement by and between Expedia, Inc. and IAC/InterActiveCorp, dated as
of August 9, 2005(5)
10.14* Expedia, Inc. Executive Deferred Compensation Plan, effective as of August 9, 2005(7)
F-38