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").
Amended and Restated First Amendment to Delta Founder Airline Services AgreementAirline Services Agreement • June 7th, 2004 • Worldspan Technologies Inc • Services-computer processing & data preparation • New York
This Amended and Restated First Amendment to the Delta Founder Airline Services Agreement (this "Amendment"), dated as of June 4, 2004, by and between Worldspan, L.P. ("Worldspan") and Delta Air Lines, Inc. ("Delta") amends and restates the First Amendment to Delta Founder Airline Services Agreement (the "Former First Amendment"), dated as of March 25, 2004, by and between Worldspan and Delta and amends the Delta Founder Airline Services Agreement (the "Agreement"), dated as of June 30, 2003, by and between Worldspan and Delta. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Agreement.
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").
