‘DocuSign Envelope ID: 17808030-5173-4FI0-8678-397C85A40A7
CONFIDENTIAL
Tax authorities}. In the event Expedia permits a Hotel to use an alternate electronic invoicing process, then for
each Package Booking, the relevant Hotel agrees to provide Expedia an electronic invoice within twelve (12)
months after the date of checkout, cancellation or no-show. All invoices will be submitted electronically via
Expedia's then-current invoicing system, or as otherwise directed by Expedia. If any Hotel is unable to implement
an electronic payment system, Expedia and Corporate Party will mutually agree upon an alternative payment
system. Each invoice, whether or not submitted in electronic form, will specify, for each booking, the guest's
name, the Expedia booking ID, the check-in and check-out dates and/or the dates af any cancellation or no-show,
the applicable Rate(s), Hotel Fees and Taxes. Expedia will pay all undisputed amounts within thirty (30) days of
receipt of an invoice submitted electronically. Payments of undisputed amounts not made within thirty (30) days
of receipt of the applicable invoice may be subject to late charges equal to 2%, or the maximum amount
permitted by law, whichever is lower, of the overdue amount for each month (or portion thereof) that the
payment remains overdue. If the relevant Hotel does not charge the relevant single-use credit card or invoke
Expedia in accordance with this Section B.2 for any amounts with respect to a Packege Booking within twelve (12)
‘months of the date after check-out, cancellation or no-show of such Package Booking, then neither Expedia nor
the relevant guest will have any further obligation with respect to such Package Booking. Hotels will apply each
payment received to the specific invoice being paid by the relevant Hotel and Hotels may not apply any payment
received to any other invoiced amount or amount otherwise due. Expedia will provide reasonable notice to
Hotels, prior to making any material changes or updates to its invoicing system, payment methods and/or
invoicing requirements.
GENERAL TERMS
1. Term, Participation and Wotif sites.
a. Term. The initial term will end on the two (2) year anniversary of the Effective Date, and will automatically
renew for successive one (1} year renewal terms until Expedia or Corporate Party provides the other with notice
of its intent not to renew at least sixty (60) days prior to the end of the then-current term (the initial term,
‘together with any renewal term(s), the “Term”).
b. Participation. Corporate Party shall cause not less than 9096 of its hotels, inns, suites, resorts or other
accommodation that is owned or operated by Corporate Party or is operating under a Corporate Party brand or
trademark {including franchisee properties) to become Participating Properties either by being listed in Exhibit B
or by completing and submitting a Property Addendum to Expedia,
1A. Wotif Sites. Hotels agree that the terms of this Agreement shall apply with respect to bookings on
wotifcom, lastminute.com.au, lastminute.co.nz, travel.com.au, latestays.com, asiawebdirect.com and Wvivu.com
or any of them (the "Wotif Sites") made on or after the Effective Date in accordance with the terms of this
Agreement,
a. The terms of the agreement between Hotels and Wotif.com Pty Limited and/or other members of the Wotlf
‘group of companies shall not apply to any bookings to which this Agreement applies. The relevant terms will be
identified according to the time that the booking was made and not according to the stay date of the booking,
2. Rooms, Rates and Availabilty.
a. Rooms. During the Term, each Hotel wil at all times make all untooked rooms available for display on, and
booking through the Expedia System (ie. last room availabilty) on a Standalone Booking basis and, subject to
Section 8.1, a Package Booking basis. The Parties agree that Expecia will be permitted to make rooms available
for booking in its discretion as Expedia Collect Bookings, Hotel Collect Bookings, Package Bookings, Opaque
Bookings and/or any combination of such bookings.
. Rates and Availabilty. Each Hotel agres to make all rooms, room types and rate plans and items attracting
Hotel Fees availble to Expedia for booking by guests through the Expedia System on terms, including Rates,
availabilty, incentives and promotions, equal to or better than those made availabe through Hotels’ own or any
third-party booking or distribution channels. Any rules, restrictions, polices, and/or concitions (inching rules
associated with cancelation) applicable to any room that any Hotel makes avallable through the Expedia System
shall be no more restrictive than those applicable to any comparable room that the relevant Hotel makes
available through Hotes’ own or any third-party booking or cstibution channels. For Parcipating Properties
located in the United Kingdom, the foregoing will nt apply to discounts only publicized and made avalabe to
members of password protected closed groups operated by Hotels or by third party online travel agents. Subject
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to Sections C.4.b and C.4.e, and unless otherwise agreed, each Hotel instructs Expedia not to display Standalone
Bookings with a Room Price lower than the relevant Best Available Rate, Each Hotel acknowledges that Expedia
«will determine the Room Price for Package Bookings at its sole discretion.
3. Guest Experience.
a. Guest Experience. Each Hotel acknowledges that it wil not treat any guest that books a room through the
Expedia System differently than it treats any other guest that books a room through Hotels’ own or any
third-party booking or distribution channels, including, without limitation, with respect to the handling of
overbooking (Le., “walk” situations, the allocation of room types (Including, for the avoidance of doubt, with
respect to views, bedding options, size of rooms, etc.) the provision of customer service and the amenities
available with the booked room type and the amount and charging of Hotel Fees, and the amount and charging of
fees or surcharges relating to payment process or method. Corporate Party and each Participating Property shal
provide reward/loyatty points when a guest makes a booking at a Participating Property through the Expedia
System to the same extent Hotel allows such points for bookings made through any third-party booking or