Letter Agreement between the Company and Anthony J. Bolland.



 Exhibit 10.1 
 



 
 December 6, 2011 
 Anthony J. Bolland 
 Managing Director 
 BV Investment Partners 
 Re: Appointment to Travelport Boards of Directors

 Dear Anthony: 
 This Letter will
set forth the terms of your service on the Boards of Directors (collectively, the “Boards”) of Travelport Worldwide Limited (“Travelport Worldwide”), Travelport Holdings Limited (“Travelport Holdings”) and Travelport
Limited (“Travelport Limited”), (Travelport Worldwide, Travelport Holdings and Travelport Limited, collectively “Travelport” or the “Company”), effective December 5, 2011 (the “Effective Date”) or such
later date as set forth in the relevant approvals. 
 Term. You have agreed to serve on the Boards on the terms set forth herein.
Unless earlier terminated in accordance with this Letter, this arrangement shall be until December 5, 2012, but shall automatically renew on a yearly basis thereafter until terminated by you or the Company pursuant to the terms set forth in
this Letter. 
 Fee. Your duties will include attending regularly scheduled meetings of the Boards and any committees thereof
(e.g. the regularly scheduled quarterly meetings of the Board of Travelport Limited) as well as other duties normally required of non-executive directors. You will be entitled, during the continuance of your appointment, to a fee for your
services as a director as determined by the shareholders in accordance with the bye-laws of the Company from time to time (the “Fee”). The annual Fee is $100,000, to be paid quarterly in arrears by Travelport Limited. You will receive a
pro-rata fee for the fourth quarter of 2011, i.e. from the Effective Date to December 31, 2011. The Fee will be reviewed as determined in accordance with the constitutional documents of the Company from time to time. This Letter, and the
Fee under it, shall also cover your service on any Travelport committees as well as service on any boards of any other companies within Travelport to which you are subsequently appointed. 
 Independent Contractor. You acknowledge and agree that you will be an independent contractor and not an employee of the Company or their affiliates. The Company and their affiliates shall
provide no worker’s compensation, health or accident insurance to cover you. The Company and their affiliates shall not pay contributions to social security, unemployment insurance, federal or state withholding taxes, nor provide any other
contributions or benefits that might be expected in an employer-employee relationship. 
 Prior Agreements. You
represent and affirm that you do not have any non-competition, confidentiality, restrictive covenant or other similar agreement or contract that will or may restrict or limit in any way your ability to perform the duties on the Boards, and that the
Company’s offer to serve on the Boards is contingent upon this representation by you. 
 Expenses. Travelport Limited shall
reimburse you for all reasonable and properly documented expenses that you incur in performing your duties pursuant to this Letter. 







 Termination. In the event that your services on the Boards are no longer needed, you will be
notified by us in writing of the date on which your appointments will terminate (the “Termination Date”). In the event of a notification of a Termination Date, Travelport Limited shall pay you any pro-rata fee for the period up to the
Termination Date, plus any unpaid fee for the prior quarter of service. You may terminate your appointment by notifying the Company in writing of the date will cease to be a director on the Boards (also the “Termination Date”), in which
case Travelport Limited shall pay you any pro-rata fee for the period up to the Termination Date, plus any unpaid fee for the prior quarter of service. In the event of a termination by you or the Company, Travelport Limited shall also reimburse you
for all reasonable and properly documented expenses that you have incurred in performing your duties pursuant to this Letter through the Termination Date. 
 Corporate Governance. You acknowledge and agree that the powers and duties of a Director of the Company are set out in the Company’s bye-laws or articles, as the case may be, and are
also imposed by applicable law and that apart from his statutory duties, the Director is also subject to a fiduciary duty to exercise his powers in good faith and in a manner most likely to promote the best interests of the Company. You will also be
required to avoid conflicts of interest during your services to the Company and to adhere to Travelport’s Securities Trading Policy. 







 If you agree with the terms of this Letter, please would you countersign below the enclosed copy of this
Letter and return it to me to indicate your agreement with this Letter. Please do not hesitate to contact me with any questions or if I may assist you in any way. 
 Very truly yours, 
  

	
	Travelport Holdings Limited
	
	/s/    Rochelle J. Boas
	By:  Rochelle J. Boas
	Its:  Senior Vice President and Assistant Secretary

  

	
	Travelport Worldwide Limited
	
	/s/    Rochelle J. Boas
	By:  Rochelle J. Boas
	Its:  Senior Vice President and Assistant Secretary

  

	
	Travelport Limited
	
	/s/    Rochelle J. Boas
	By:  Rochelle J. Boas
	Its:  Senior Vice President and Assistant Secretary

  

	
	Acknowledged and agreed:
	
	/s/    Anthony J. Bolland
	Anthony J. Bolland
	Date:

  

	cc:	Jeff Clarke, Executive Chairman 


Gordon Wilson, President and CEO 
 Lee Golding, EVP and Chief Human Resources Officer