Exhibit 10.35
 EMPLOYMENT AGREEMENT  (Jeff Clarke, President and Chief Executive Officer)
 Agreement Company Executive
 Prior Agreement
 IPO
  Term of Employment IPO Date IPO Initial Period End Date Employment Term Extension Date
 Position
 Board
 provided
 1




---



##### 



Base Salary Base Salary
 Annual Bonus Annual Bonus Target
 Employee Benefits Employee Benefits
 Business Expenses
 Termination provided
 By the Company For Cause or By Executive Other Than as a Result of a Constructive
Termination
 2




---



##### 



provided
 Cause provided however
  3




---



##### 



Accrued Rights
  Disability or Death
 Disability Disability
   4




---



##### 



5




---



##### 



By the Company Without Cause or Resignation by Executive as a Result of Constructive
Termination
  Constructive Termination provided provided further Constructive
Termination
    6




---



##### 



provided
   7




---



##### 



(d) Expiration of Employment Term
  provided
 Notice of Termination Notice of Termination
 Board/Committee Resignation
 8




---



##### 



Change in Control
   (i)
    
    any Person is or becomes the Beneficial Owner, directly or
indirectly, of securities of the Company (not including in the securities
beneficially owned by such Person any securities acquired directly from the
Company or its affiliates) representing 50% or more of the combined voting
power of the Companys then outstanding securities, excluding any Person who
becomes such a Beneficial Owner in connection with a transaction described in
clause (I) of paragraph (ii) below; or(ii)
    
    there is consummated a merger or consolidation or scheme of
arrangement of the Company or any direct or indirect subsidiary of the Company
with any other corporation or other entity, other than (I) a merger,
consolidation or scheme of arrangement which results in the voting securities
of the Company outstanding immediately prior to such merger or consolidation
continuing to represent (either by remaining outstanding or by being converted
into voting securities of the surviving entity or any parent thereof) at least
50% of the combined voting power of the securities of the Company or such
surviving entity or any parent thereof outstanding immediately after such
merger or consolidation, or (II) a merger, consolidation or scheme of
arrangement effected to implement a recapitalization of the Company (or similar
transaction) in which no Person is or becomes the Beneficial Owner, directly or
indirectly, of
 9




---



##### 



securities of the Company (not including in the securities Beneficially
Owned by such Person any securities acquired directly from the Company or
its affiliates) representing 25% or more of the combined voting power of the
Companys then outstanding securities; or(iii)
    
    the shareholders of the Company approve a plan of complete
liquidation or dissolution of the Company or there is consummated an agreement
for the sale or disposition by the Company of all or substantially all of the
Companys assets; or(iv)
    
    any Person (or group of Persons acting in concert) obtains
control (within the meaning of section 840 of the UK Income Tax and Corporation
Taxes Act 1988 as if it applied to a group of Persons acting in concert as well
as a Person) of the Company.
     Non-Competition
 Restricted Period
 provided however
 10




---



##### 



provided further Competitor Competitor
   Proprietary Interest provided
  11




---



##### 



Confidentiality; Intellectual Property
 Confidentiality
 Confidential Information
 Confidential Information provided
 12




---



##### 



provided
  Intellectual Property
 Works Prior Works
 Company
Works
 13




---



##### 



Specific Performance
 Excess Parachute Excise Tax Payments
  14




---



##### 



Payment Excise Tax Gross-Up Payment provided however Capped Amount
 Accounting Firm provided however
 15




---



##### 



Underpayment
     16




---



##### 



provided however
 provided however provided further
 provided however
 17




---



##### 



Miscellaneous
 Governing Law
 Entire Agreement/Amendments
 No Waiver
 Severability
 Assignment
 Set Off; No Mitigation
 18




---



##### 



Compliance with IRC Section 409A provided
 Successors; Binding Agreement
 Notice
  
 19




---



##### 



th
  Executive Representation
 Prior Agreements Prior
Agreements
 Cooperation
 Withholding Taxes; Tax Equalization
 20




---



##### 



Counterparts
 Arbitration Rules provided Demand for Arbitration provided however
 Public Corporation Public Corporation
 21




---



##### 



TRAVELPORT PLCBy:Name:Title:EXECUTIVEJeff Clarke
 22




---



##### 



Exhibit A  Form of General Release
 23




---



##### 



AGREEMENT AND GENERAL RELEASE
      within




---



##### 



a.
    
    any and all matters arising out of EXECUTIVEs employment by
the Company or any of the Released Parties and the termination of that
employment, and that includes but is not limited to any claims for salary,
allegedly unpaid wages, bonuses, commissions, retention pay, severance pay,
vacation pay, or any alleged violation of the National Labor Relations Act, any
claims for discrimination of any kind under the Age Discrimination in
Employment Act of 1967 as amended by the Older Workers Benefit




---



##### 



Protection Act, Title VII of the Civil Rights Act of 1964, Sections 1981 through
1988 of Title 42 of the United States Code, any claims under the Employee
Retirement Income Security Act of 1974 (except for benefits that are or become
vested on or prior to the Last Day of Employment, which are not affected by this
Agreement, including without limitation any benefits under the 401(k) Plan and
the Deferred Compensation Plan, as each of such terms is defined in the attached
Personal Statement of Termination Benefits, which the Company acknowledges are
fully vested and which shall be paid in accordance with their respective terms
and EXECUTIVEs applicable payment elections), the Americans With Disabilities
Act of 1990, the Fair Labor Standards Act (to the extent such claims can be
released), the Occupational Safety and Health Act, the Consolidated Omnibus
Budget Reconciliation Act of 1985, the Federal Family and Medical Leave Act (to
the extent such claims can be released); andb.
    
    [APPLICABLE NON-US / STATE(S) PROVISIONS]c.
    
    any other federal, state or local civil or human rights law, or
any other alleged violation of any local, state or federal law, regulation or
ordinance, and/or public policy, implied or expressed contract, fraud,
negligence, estoppel, defamation, infliction of emotional distress or other
tort or common-law claim having any bearing whatsoever on the terms and
conditions and/or termination of his employment with the Company including, but
not limited to, any statutes or claims providing for the award of costs, fees,
or other expenses, including reasonable attorneys fees, incurred in these
matters.
  
    
    Nothing in the release of claims in this paragraph shall impact EXECUTIVEs equity
granted or purchased pursuant to any Travelport plc equity plans (including any
successor plan(s) to the TDS Investor (Cayman) L.P. 2006 Interest Plan).
    
    EXECUTIVE has a right to indemnification and advancement from and by the Company, to
the extent in existence as of the date hereof pursuant to the Companys by-laws, and
such right to indemnification and advancement shall survive the termination of his
employment in accordance with such by-laws and applicable law.
    
    The Company represents that it had Directors & Officers (D&O) insurance coverage,
including tail coverage, during EXECUTIVEs employment with the Company and its
predecessors, and while he served as an officer for Travelport plc and its
subsidiaries, EXECUTIVE was covered under such D&O coverage for the period he served as
an officer. The Company further represents that during the term of EXECUTIVEs
employment with the Company, and with respect to tail coverage after the Last Day of
Employment, the Companys D&O existing coverage for EXECUTIVE shall be




---



##### 



maintained, and in any event, in amounts no less than the amounts of such coverage
maintained by Travelport and its affiliates for similarly-situated executives and
officers. The Company will use reasonable efforts to provide thirty (30) days prior
written notice to EXECUTIVE of any material reduction in D&O coverage. EXECUTIVE shall
continue to be entitled to the benefits of such coverage with respect to his services
performed through the Last Day of Employment, subject to the applicable terms of the
applicable policies.




---



##### 








---



##### 








---



##### 








---



##### 



EXECUTIVESigned and sworn before methis ___ day of ,Notary PublicTRAVELPORT PLCBy:Name:Title:Signed and sworn to before methis ___ day of ,Notary PublicTRAVELPORT OPERATIONS, INC.By:Name:Title:Signed and sworn  to before methis ___ day of ,Notary Public




---



##### 



PERSONAL STATEMENT OF TERMINATION BENEFITS
Date: MONTH DAY, YEAR
 EXECUTIVE NAME:
    
    NAME
(you or EXECUTIVE)LAST DAY OF EMPLOYMENT:
    
    MONTH DAY, YEAR
 ACCRUED RIGHTS
  
    
    Base Salary through your Last Day of Employment;
    
    Any Annual Bonus earned, but unpaid, as of the date of termination for the immediately
preceding fiscal year, paid in accordance with Section 4 of the Employment Agreement
(except to the extent payment is otherwise deferred pursuant to any applicable deferred
compensation arrangement with the Company);
    
    Reimbursement of unreimbursed business expenses pursuant to Travelport policy; and
    
    Employee Benefits pursuant to employee benefit plans of the Company through the Last Day
of Employment.
 PRO RATA PORTION OF [YEAR/PORTION OF YEAR] BONUS
  A pro rata portion of any Annual Bonus, if any, that you would have been entitled to receive
pursuant to Section 4 of the Employment Agreement in such year based upon the percentage of
the fiscal year that shall have lapsed through the Last Day of Employment (and for which you
have not already received an Annual Bonus), payable when the [YEAR/PORTION OF YEAR] bonus
would have otherwise been payable to you pursuant to Section 4 of the Employment Agreement
had your employment not been terminated.




---



##### 



SEVERANCE PAY (Severance Pay)
  SEVERANCE BENEFITS (Severance Benefits)




---



##### 



POST-EMPLOYMENT RESTRICTIVE COVENANTS (as set forth in Employment Agreement and Management Equity
Award Agreements):
 Non-competition:
    
    Two (2) years from Last Day of EmploymentNon-solicitation of clients and employees:
    
    Two (2) years from Last Day of EmploymentConfidential Information:
    
    No time limitIntellectual Property:
    
    No time limit
  EQUITY
  TAX ISSUES
 As set forth in Section 13(g) of the Employment Agreement, this Personal Statement of Termination
Benefits is intended to comply with the requirements of Section 409A of the Internal Revenue Code
( Section 409A ) and regulations promulgated thereunder. To the extent that any provision
in this agreement is ambiguous as to its compliance with Section 409A, the provision shall be read
in such a manner so that all payments under this Agreement shall not be subject to an excise tax
under Section 409A. Notwithstanding anything contained in the agreement to the contrary, if
necessary to comply with the restriction in Section 409A(a)(2)(B) of the Code concerning payments
to specified employees, any payment on account of your




---



##### 



separation from service that would otherwise be due hereunder within six months after such
separation shall nonetheless be delayed until no later than the first full pay period following the
first business day of the seventh month following your separation from service. In addition,
notwithstanding anything contained herein to the contrary, you shall not be considered to have
terminated employment with the Company for purposes of causing any amount due under this agreement
to be made unless you would be considered to have incurred a termination of employment from the
Company and its affiliates within the meaning of Treasury Regulation §1.409A-1(h)(1)(ii). All
amounts provided above will be subject to applicable taxes, deductions and withholding, and shall
be subject to the tax equalization provision set forth in Section 13(o) of the Employment
Agreement.




---



##### 



Travelport Group Executive Appointments
 i.e.
 Sincerely,NAMEDate: