Expedia Group Inc Watch

from 10-Q 24 pages First Amendment Dated as of April 12, 2023 (This “Amendment”), to the Credit Agreement Dated as of April 14, 2022 (The “Credit Agreement”), Among Expedia Group, Inc., a Delaware Corporation (The “Company”), the Borrowing Subsidiaries From Time to Time Party Thereto, the Lenders From Time to Time Party Thereto and Jpmorgan Chase Bank, N.A., as Administrative Agent. Whereas, the Lenders Have Agreed to Extend Credit to the Borrowers Under the Credit Agreement on the Terms and Subject to the Conditions Set Forth Therein; Whereas, the Company Has Requested That the Lenders Agree to Effect Certain Amendments to the Credit Agreement as Set Forth Herein; and Whereas, the Parties Hereto, Which Include Lenders Constituting the Required Lenders as of the First Amendment Effective Date (As Defined Below), Are Willing to Amend the Credit Agreement on the Terms and Subject to the Conditions Set Forth Herein. Now, Therefore, in Consideration of the Mutual Agreements Herein Contained and Other Good and Valuable Consideration, the Sufficiency and Receipt of Which Are Hereby Acknowledged, the Parties Hereto Hereby Agree as Follows: Section 1. Defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein (Including in the Preamble and the Recitals Hereto) Have the Meanings Assigned to Them in the Credit Agreement (As Amended Hereby)

from 8-K 219 pages Credit Agreement Dated as of April 14, 2022, Among Expedia Group, Inc., the Borrowing Subsidiaries From Time to Time Party Hereto, the Lenders From Time to Time Party Hereto and Jpmorgan Chase Bank, N.A., as Administrative Agent Jpmorgan Chase Bank, N.A., Bofa Securities, Inc., Bnp Paribas Securities Corp., Citibank, N.A., and Goldman Sachs Bank USA, as Joint Lead Arrangers and Joint Bookrunners Bank of America, N.A. and Bnp Paribas, as Co-Syndication Agents Citibank, N.A. and Goldman Sachs Bank USA, as Co-Documentation Agents

from 10-K 69 pages Fourth Amendment Dated as of December 13, 2021 (This “Amendment”), to the Credit Agreement Dated as of August 5, 2020 (As Heretofore Amended, Supplemented or Otherwise Modified, the “Credit Agreement”), Among Expedia Group, Inc., a Delaware Corporation (The “Company”), Expedia Group International Holdings III, LLC, a Delaware Limited Liability Company (The “Borrower”), the Lenders From Time to Time Party Thereto and Jpmorgan Chase Bank, N.A., as Administrative Agent and London Agent. Whereas, the Lenders Have Agreed to Extend Credit to the Borrower Under the Credit Agreement on the Terms and Subject to the Conditions Set Forth Therein;

from 10-K 62 pages Sixth Amendment Dated as of December 13, 2021 (This “Amendment”), to the Amended and Restated Credit Agreement Dated as of May 5, 2020 (As Heretofore Amended, Supplemented or Otherwise Modified, the “Credit Agreement”), Among Expedia Group, Inc., a Delaware Corporation (The “Company”), the Borrowing Subsidiaries From Time to Time Party Thereto, the Lenders From Time to Time Party Thereto and Jpmorgan Chase Bank, N.A., as Administrative Agent and London Agent. Whereas, the Lenders Have Agreed to Extend Credit to the Borrowers Under the Credit Agreement on the Terms and Subject to the Conditions Set Forth Therein;

from 10-Q 20 pages Third Amendment Dated as of May 4, 2021 (This “Amendment”), to the Credit Agreement Dated as of August 5, 2020 (As Heretofore Amended, Supplemented or Otherwise Modified, the “Credit Agreement”), Among Expedia Group, Inc., a Delaware Corporation (The “Company”), Expedia Group International Holdings III, LLC, a Delaware Limited Liability Company (The “Borrower”), the Lenders From Time to Time Party Thereto and Jpmorgan Chase Bank, N.A., as Administrative Agent and London Agent. Whereas, the Lenders Have Agreed to Extend Credit to the Borrower Under the Credit Agreement on the Terms and Subject to the Conditions Set Forth Therein; Whereas, the Company Has Requested That the Lenders Agree to Effect Certain Amendments to the Credit Agreement as Set Forth Herein; and Whereas, the Parties Hereto, Which Include Lenders Constituting the Required Lenders as of the Third Amendment Effective Date (As Defined Below), Are Willing to Amend the Credit Agreement on the Terms and Subject to the Conditions Set Forth Herein

from 10-Q 19 pages Fifth Amendment Dated as of May 4, 2021 (This “Amendment”), to the Amended and Restated Credit Agreement Dated as of May 5, 2020 (As Heretofore Amended, Supplemented or Otherwise Modified, the “Credit Agreement”), Among Expedia Group, Inc., a Delaware Corporation (The “Company”), the Borrowing Subsidiaries From Time to Time Party Thereto, the Lenders From Time to Time Party Thereto and Jpmorgan Chase Bank, N.A., as Administrative Agent and London Agent. Whereas, the Lenders Have Agreed to Extend Credit to the Borrowers Under the Credit Agreement on the Terms and Subject to the Conditions Set Forth Therein; Whereas, the Company Has Requested That the Lenders Agree to Effect Certain Amendments to the Credit Agreement as Set Forth Herein; And

from 10-K 17 pages Second Amendment Dated as of December 22, 2020 (This “Amendment”), to the Credit Agreement Dated as of August 5, 2020 (The “Credit Agreement”), Among Expedia Group, Inc., a Delaware Corporation (The “Company”), Expedia Group International Holdings III, LLC, a Delaware Limited Liability Company (The “Borrower”), the Lenders From Time to Time Party Thereto and Jpmorgan Chase Bank, N.A., as Administrative Agent and London Agent. Whereas, the Lenders Have Agreed to Extend Credit to the Borrower Under the Credit Agreement on the Terms and Subject to the Conditions Set Forth Therein; Whereas, the Company Has Requested That the Lenders Agree to Effect Certain Amendments to the Credit Agreement as Set Forth Herein; and Whereas, the Parties Hereto, Which Include Lenders Constituting the Required Lenders as of the Second Amendment Effective Date (As Defined Below), Are Willing to Amend the Credit Agreement on the Terms and Subject to the Conditions Set Forth Herein. Now, Therefore, in Consideration of the Mutual Agreements Herein Contained and Other Good and Valuable Consideration, the Sufficiency and Receipt of Which Are Hereby Acknowledged, the Parties Hereto Hereby Agree as Follows: Section 1. Defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein (Including in the Preamble and the Recitals Hereto) Have the Meanings Assigned to Them in the Credit Agreement (As Amended Hereby). Section 2. Amendment of Credit Agreement. Effective as of the Second Amendment Effective Date: III.THE Following Definitions Are Hereby Added to Section 1.01 of the Credit Agreement in the Appropriate Alphabetical Order: “Classic Vacations” Means Classic Vacations, LLC, a Nevada Limited Liability Company

from 10-K 17 pages First Amendment Dated as of October 1, 2020 (This “Amendment”), to the Credit Agreement Dated as of August 5, 2020 (The “Credit Agreement”), Among Expedia Group, Inc., a Delaware Corporation (The “Company”), Expedia Group International Holdings III, LLC, a Delaware Limited Liability Company (The “Borrower”), the Lenders From Time to Time Party Thereto and Jpmorgan Chase Bank, N.A., as Administrative Agent and London Agent. Whereas, the Lenders Have Agreed to Extend Credit to the Borrower Under the Credit Agreement on the Terms and Subject to the Conditions Set Forth Therein; Whereas, the Company Has Requested That the Lenders Agree to Effect Certain Amendments to the Credit Agreement as Set Forth Herein; and Whereas, the Parties Hereto, Which Include Lenders Constituting the Required Lenders as of the First Amendment Effective Date (As Defined Below), Are Willing to Amend the Credit Agreement on the Terms and Subject to the Conditions Set Forth Herein. Now, Therefore, in Consideration of the Mutual Agreements Herein Contained and Other Good and Valuable Consideration, the Sufficiency and Receipt of Which Are Hereby Acknowledged, the Parties Hereto Hereby Agree as Follows: Section 1. Defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein (Including in the Preamble and the Recitals Hereto) Have the Meanings Assigned to Them in the Credit Agreement (As Amended Hereby). Section 2. Amendment of Credit Agreement. Effective as of the First Amendment Effective Date: III.THE Following Definitions Are Hereby Added to Section 1.01 of the Credit Agreement in the Appropriate Alphabetical Order: “First Amendment” Means the First Amendment, Dated as of October 1, 2020, to This Agreement. “Silverrail” Means Silverrail Technologies, Inc., a Delaware Corporation

from 10-K 17 pages Fourth Amendment Dated as of December 22, 2020 (This “Amendment”), to the Amended and Restated Credit Agreement Dated as of May 5, 2020 (As Heretofore Amended, Supplemented or Otherwise Modified, the “Credit Agreement”), Among Expedia Group, Inc., a Delaware Corporation (The “Company”), the Borrowing Subsidiaries From Time to Time Party Thereto, the Lenders From Time to Time Party Thereto and Jpmorgan Chase Bank, N.A., as Administrative Agent and London Agent. Whereas, the Lenders Have Agreed to Extend Credit to the Borrowers Under the Credit Agreement on the Terms and Subject to the Conditions Set Forth Therein; Whereas, the Company Has Requested That the Lenders Agree to Effect Certain Amendments to the Credit Agreement as Set Forth Herein; and Whereas, the Parties Hereto, Which Include Lenders Constituting the Required Lenders as of the Fourth Amendment Effective Date (As Defined Below), Are Willing to Amend the Credit Agreement on the Terms and Subject to the Conditions Set Forth Herein. Now, Therefore, in Consideration of the Mutual Agreements Herein Contained and Other Good and Valuable Consideration, the Sufficiency and Receipt of Which Are Hereby Acknowledged, the Parties Hereto Hereby Agree as Follows: Section 1. Defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein (Including in the Preamble and the Recitals Hereto) Have the Meanings Assigned to Them in the Credit Agreement (As Amended Hereby). Section 2. Amendment of Credit Agreement. Effective as of the Fourth Amendment Effective Date: III.THE Following Definitions Are Hereby Added to Section 1.01 of the Credit Agreement in the Appropriate Alphabetical Order: “Classic Vacations” Means Classic Vacations, LLC, a Nevada Limited Liability Company

from 10-K 16 pages Third Amendment Dated as of October 1, 2020 (This “Amendment”), to the Amended and Restated Credit Agreement Dated as of May 5, 2020 (As Heretofore Amended, Supplemented or Otherwise Modified, the “Credit Agreement”), Among Expedia Group, Inc., a Delaware Corporation (The “Company”), the Borrowing Subsidiaries From Time to Time Party Thereto, the Lenders From Time to Time Party Thereto and Jpmorgan Chase Bank, N.A., as Administrative Agent and London Agent. Whereas, the Lenders Have Agreed to Extend Credit to the Borrowers Under the Credit Agreement on the Terms and Subject to the Conditions Set Forth Therein; Whereas, the Company Has Requested That the Lenders Agree to Effect Certain Amendments to the Credit Agreement as Set Forth Herein; and Whereas, the Parties Hereto, Which Include Lenders Constituting the Required Lenders as of the Third Amendment Effective Date (As Defined Below), Are Willing to Amend the Credit Agreement on the Terms and Subject to the Conditions Set Forth Herein. Now, Therefore, in Consideration of the Mutual Agreements Herein Contained and Other Good and Valuable Consideration, the Sufficiency and Receipt of Which Are Hereby Acknowledged, the Parties Hereto Hereby Agree as Follows: Section 1. Defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein (Including in the Preamble and the Recitals Hereto) Have the Meanings Assigned to Them in the Credit Agreement (As Amended Hereby). Section 2. Amendment of Credit Agreement. Effective as of the Third Amendment Effective Date: III.THE Following Definitions Are Hereby Added to Section 1.01 of the Credit Agreement in the Appropriate Alphabetical Order: “Silverrail” Means Silverrail Technologies, Inc., a Delaware Corporation

from 10-K 19 pages First Amendment Dated as of July 6, 2020 (This “Amendment”), to the Amended and Restated Credit Agreement Dated as of May 5, 2020 (As Heretofore Amended, Supplemented or Otherwise Modified, the “Credit Agreement”), Among Expedia Group, Inc., a Delaware Corporation, the Borrowing Subsidiaries From Time to Time Party Thereto, the Lenders From Time to Time Party Thereto and Jpmorgan Chase Bank, N.A., as Administrative Agent and London Agent. Whereas, the Lenders Have Agreed to Extend Credit to the Borrowers Under the Credit Agreement on the Terms and Subject to the Conditions Set Forth Therein; Whereas, the Company Has Requested That the Lenders Agree to Effect Certain Amendments to the Credit Agreement as Set Forth Herein; and Whereas, the Parties Hereto, Which Include Lenders Constituting the Required Lenders as of the First Amendment Effective Date (As Defined Below), Are Willing to Amend the Credit Agreement on the Terms and Subject to the Conditions Set Forth Herein; Now, Therefore, in Consideration of the Mutual Agreements Herein Contained and Other Good and Valuable Consideration, the Sufficiency and Receipt of Which Are Hereby Acknowledged, the Parties Hereto Hereby Agree as Follows: Section 1. Defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein (Including in the Preamble and the Recitals Hereto) Have the Meanings Assigned to Them in the Credit Agreement (As Amended Hereby). Section 2. Amendment of Credit Agreement. Effective as of the First Amendment Effective Date: III.THE Following Definitions Are Hereby Added to Section 1.01 of the Credit Agreement in the Appropriate Alphabetical Order

from 8-K 188 pages Second Amendment Dated as of August 5, 2020 (This “Amendment”), to the Amended and Restated Credit Agreement Dated as of May 5, 2020 (As Heretofore Amended, Supplemented or Otherwise Modified, the “Credit Agreement”), Among Expedia Group, Inc., a Delaware Corporation, the Borrowing Subsidiaries From Time to Time Party Thereto, the Lenders From Time to Time Party Thereto and Jpmorgan Chase Bank, N.A., as Administrative Agent and London Agent. Whereas, the Lenders Have Agreed to Extend Credit to the Borrowers Under the Credit Agreement on the Terms and Subject to the Conditions Set Forth Therein;

from 8-K 233 pages Credit Agreement Dated as of August 5, 2020, Among Expedia Group, Inc., Expedia Group International Holdings III, LLC, the Lenders From Time to Time Party Hereto and Jpmorgan Chase Bank, N.A., as Administrative Agent and London Agent Jpmorgan Chase Bank, N.A., Bofa Securities, Inc., Bnp Paribas Securities Corp., Mizuho Bank, Ltd., and Hsbc Bank USA, National Association, as Joint Lead Arrangers and Joint Bookrunners Bank of America, N.A. and Mizuho Bank, Ltd., as Co-Syndication Agents Bnp Paribas and Hsbc Bank USA, National Association, as Co-Documentation Agents

from 10-Q 16 pages Seventh Amendment Dated as of March 7, 2019 (This “Amendment”), to the Amended and Restated Credit Agreement Dated as of September 5, 2014 (As Heretofore Amended, Supplemented or Otherwise Modified, the “Credit Agreement”), Among Expedia Group, Inc., a Delaware Corporation, Expedia, Inc., a Washington Corporation, Travelscape, LLC, a Nevada Limited Liability Company, Hotwire, Inc., a Delaware Corporation, the Other Borrowing Subsidiaries From Time to Time Party Thereto, the Lenders From Time to Time Party Thereto and Jpmorgan Chase Bank, N.A., as Administrative Agent and London Agent

from 10-K 15 pages Sixth Amendment Dated as of December 28, 2018 (This “Amendment”), to the Amended and Restated Credit Agreement Dated as of September 5, 2014 (As Heretofore Amended, Supplemented or Otherwise Modified, the “Credit Agreement”), Among Expedia Group, Inc., a Delaware Corporation, Expedia, Inc., a Washington Corporation, Travelscape, LLC, a Nevada Limited Liability Company, Hotwire, Inc., a Delaware Corporation, the Other Borrowing Subsidiaries From Time to Time Party Thereto, the Lenders From Time to Time Party Thereto and Jpmorgan Chase Bank, N.A., as Administrative Agent and London Agent. Whereas, the Lenders Have Agreed to Extend Credit to the Borrowers Under the Credit Agreement on the Terms and Subject to the Conditions Set Forth Therein; Whereas, the Company Has Requested That the Lenders Agree to Effect Certain Amendments to the Credit Agreement as Set Forth Herein; and Whereas, the Parties Hereto, Which Include Lenders Constituting the Required Lenders as of the Sixth Amendment Effective Date (As Defined Below), Are Willing to Amend the Credit Agreement on the Terms and Subject to the Conditions Set Forth Herein; Now, Therefore, in Consideration of the Mutual Agreements Herein Contained and Other Good and Valuable Consideration, the Sufficiency and Receipt of Which Are Hereby Acknowledged, the Parties Hereto Hereby Agree as Follows: Section 1. Defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein (Including in the Preamble and the Recitals Hereto) Have the Meanings Assigned to Them in the Credit Agreement (As Amended Hereby). Section 2. Amendment of Credit Agreement. Effective as of the Sixth Amendment Effective Date, the Definition of “Cfc Holdco” in Section 1.01 of the Credit Agreement Is Hereby Amended and Restated in Its Entirety as Follows

from 10-Q 17 pages Fifth Amendment Dated as of September 10, 2018 (This “Amendment”), to the Amended and Restated Credit Agreement Dated as of September 5, 2014 (As Heretofore Amended, Supplemented or Otherwise Modified, the “Credit Agreement”), Among Expedia Group, Inc., a Delaware Corporation, Expedia, Inc., a Washington Corporation, Travelscape, LLC, a Nevada Limited Liability Company, Hotwire, Inc., a Delaware Corporation, the Other Borrowing Subsidiaries From Time to Time Party Thereto, the Lenders From Time to Time Party Thereto and Jpmorgan Chase Bank, N.A., as Administrative Agent and London Agent. Whereas, the Lenders Have Agreed to Extend Credit to the Borrowers Under the Credit Agreement on the Terms and Subject to the Conditions Set Forth Therein; Whereas, the Company Has Requested That the Lenders Agree to Effect Certain Amendments to the Credit Agreement as Set Forth Herein; and Whereas, the Parties Hereto, Which Include Lenders Constituting the Required Lenders as of the Fifth Amendment Effective Date (As Defined Below), Are Willing to Amend the Credit Agreement on the Terms and Subject to the Conditions Set Forth Herein; Now, Therefore, in Consideration of the Mutual Agreements Herein Contained and Other Good and Valuable Consideration, the Sufficiency and Receipt of Which Are Hereby Acknowledged, the Parties Hereto Hereby Agree as Follows: Section 1. Defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein (Including in the Preamble and the Recitals Hereto) Have the Meanings Assigned to Them in the Credit Agreement (As Amended Hereby). Section 2. Amendment of Credit Agreement. Effective as of the Fifth Amendment Effective Date: (A) the Definition of “Designated Subsidiary” in Section 1.01 of the Credit Agreement Is Hereby Amended and Restated in Its Entirety as Follows

from 10-Q 18 pages Third Amendment Dated as of April 25, 2017 (This “Amendment”), to the Amended and Restated Credit Agreement Dated as of September 5, 2014 (As Heretofore Amended, Supplemented or Otherwise Modified, the “Credit Agreement”), Among Expedia, Inc., a Delaware Corporation, Expedia, Inc., a Washington Corporation, Travelscape, LLC, a Nevada Limited Liability Company, Hotwire, Inc., a Delaware Corporation, the Other Borrowing Subsidiaries From Time to Time Party Thereto, the Lenders From Time to Time Party Thereto, Jpmorgan Chase Bank, N.A., as Administrative Agent, and J.P. Morgan Europe Limited, as London Agent. Whereas, the Lenders Have Agreed to Extend Credit to the Borrowers Under the Credit Agreement on the Terms and Subject to the Conditions Set Forth Therein; Whereas, the Company Has Requested That the Lenders Agree to Effect Certain Amendments to the Credit Agreement as Set Forth Herein; and Whereas, the Parties Hereto, Which Include Lenders Constituting the Required Lenders as of the Third Amendment Effective Date (As Defined Below), Are Willing to Amend the Credit Agreement on the Terms and Subject to the Conditions Set Forth Herein; Now, Therefore, in Consideration of the Mutual Agreements Herein Contained and Other Good and Valuable Consideration, the Sufficiency and Receipt of Which Are Hereby Acknowledged, the Parties Hereto Hereby Agree as Follows: Section 1. Defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein (Including in the Preamble and the Recitals Hereto) Have the Meanings Assigned to Them in the Credit Agreement (As Amended Hereby). Section 2. Amendment of Credit Agreement. Effective as of the Third Amendment Effective Date: (B) Section 1.01 of the Credit Agreement Is Hereby Amended by Amending and Restating the Definition of “Designated Subsidiary” in Its Entirety as Follows

from 10-K 7 pages Second Amendment Dated as of December 22, 2016 (This “Amendment”), to the Amended and Restated Credit Agreement Dated as of September 5, 2014 (As Heretofore Amended, Supplemented or Otherwise Modified, the “Credit Agreement”), Among Expedia, Inc., a Delaware Corporation, Expedia, Inc., a Washington Corporation, Travelscape, LLC, a Nevada Limited Liability Company, Hotwire, Inc., a Delaware Corporation, the Other Borrowing Subsidiaries From Time to Time Party Thereto, the Lenders From Time to Time Party Thereto, Jpmorgan Chase Bank, N.A., as Administrative Agent, and J.P. Morgan Europe Limited, as London Agent

from 8-K 161 pages Amended and Restated Credit Agreement Dated as of September 5, 2014 Among Expedia, Inc., a Delaware Corporation, Expedia, Inc., a Washington Corporation, Travelscape, LLC, a Nevada Limited Liability Company, Hotwire, Inc., a Delaware Corporation, the Lenders Party Hereto, Jpmorgan Chase Bank, N.A., as Administrative Agent, and J.P. Morgan Europe Limited, as London Agent

from 8-K 12 pages Third Amendment to the Credit Agreement