0001104659-22-063047 Sample Contracts

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EMPLOYMENT AGREEMENT
Employment Agreement • May 20th, 2022 • ITHAX Acquisition Corp. • Transportation services

This Employment Agreement (“Agreement”) is made and entered into by and between Mondee, Inc., a Delaware corporation (the “Company”), and James Dullum (“Employee”) effective as of the date of the business combination of Mondee, Inc. with ITHAX Acquisition Corp. (the “Effective Date”). As provided for in Section 17, this Agreement supersedes all prior employment agreements between the Company and Employee.

Contract
Pledge and Security Agreement • May 20th, 2022 • ITHAX Acquisition Corp. • Transportation services • New York

Certain identified information marked with “[***]” has been omitted from this document because it is both (i) not material and (ii) the type that the registrant treats as private or confidential.

FIRST AMENDMENT TO SECURED NON-RECOURSE PROMISSORY NOTE
ITHAX Acquisition Corp. • May 20th, 2022 • Transportation services • California

THIS FIRST AMENDMENT TO SECURED NON-RECOURSE PROMISSORY NOTE (this “Amendment”), dated as of May 18, 2022, is entered into by and among Mondee, Inc. (the “Lender”) and Mondee Group, LLC (the “Borrower”).

Certain identified information marked with “[***]” has been omitted from this document because it is both (i) not material and (ii) the type that the registrant treats as private or confidential.
Financing Agreement • May 20th, 2022 • ITHAX Acquisition Corp. • Transportation services • Kilimanjaro

This INCREMENTAL JOINDER AND AMENDMENT NO. 1, dated as of February 6, 2020 (this “Agreement”), is made and entered into by and among Mondee Holdings, LLC, a Delaware limited liability company (the “Parent”), each subsidiary of the Parent listed as a “Borrower” on the signature pages hereto (each a “Borrower” and, collectively, the “Borrowers”), each subsidiary of the Parent listed as a “Guarantor” on the signature pages hereto (each a “Guarantor” and, collectively, the “Guarantors”), each of the entities listed as an “Incremental Lender” on the signature pages hereto (each an “Incremental Lender” and, collectively, the “Incremental Lenders”), each of the entities listed as an “Existing Lender” on the signature pages hereto (each an “Existing Lender” and, collectively, the “Existing Lenders” and, together with the Incremental Lenders, each a “Lender” and, collectively, the “Lenders”) and TCW Asset Management Company LLC, as agent for the Lenders (in such capacity, together with its succ

WAIVER AND AMENDMENT NO. 6 TO FINANCING AGREEMENT
Financing Agreement • May 20th, 2022 • ITHAX Acquisition Corp. • Transportation services • New York

WAIVER AND AMENDMENT NO. 6, dated as of April 15, 2022 (this “Amendment”), to the Financing Agreement, dated as of December 23, 2019 (as amended, restated, supplemented or otherwise modified from time to time, the “Financing Agreement”), by and among Mondee Holdings, LLC, a Delaware limited liability company (the “Parent”), each subsidiary of the Parent listed as a “Borrower” on the signature pages thereto (together with each other Person that executes a joinder agreement and becomes a “Borrower” thereunder, each a “Borrower” and collectively, the “Borrowers”), each subsidiary of the Parent listed as a “Guarantor” on the signature pages thereto (together with the Parent and each other Person that executes a joinder agreement and becomes a “Guarantor” thereunder or otherwise guaranties all or any part of the Obligations, each a “Guarantor” and collectively, the “Guarantors”), the lenders from time to time party thereto (each a “Lender” and collectively, the ”Lenders”) and TCW Asset Mana

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