by and amongAgreement and Plan of Merger • January 10th, 2001 • Travelnowcom Inc • Services-engineering, accounting, research, management • Delaware
WITNESSETHStockholder Agreement • January 10th, 2001 • Travelnowcom Inc • Services-engineering, accounting, research, management • Delaware
December 29, 2000 TravelNow.com Inc. 318 Park Central East, Suite 306 Springfield, Missouri 65806. Attn.: Jeffrey Wasson Chief Executive Officer Re: Exclusivity Agreement Dear Jeff: Over the last few weeks we have discussed the possibility of Hotel...Travelnowcom Inc • January 10th, 2001 • Services-engineering, accounting, research, management
Over the last few weeks we have discussed the possibility of Hotel Reservations Network, Inc. ("HRN") acquiring TravelNow.com, Inc. ("TravelNow"). I think it is clear that the discussions have reached the point that we should now devote ourselves to working on a definitive agreement to find out whether or not a transaction can be structured on price and terms that are acceptable to both parties. To that end, we are prepared to pursue that determination on an expedited schedule, provided that TravelNow is of a like mind. Before committing the substantial resources necessary to pursue this transaction on the schedule proposed, HRN would like to be sure that your interest in a transaction with HRN is at a serious and high level and that TravelNow is willing, for a very brief period of time, to devote itself exclusively to attempting to reach an agreement with HRN. Accordingly, we ask that TravelNow covenant and agree that during the period extending from 8:15 p.m. Central Standard Time on
