Notwithstanding the foregoing, Supplier acknowledges that it will immediately notify Expedia if Supplier believes that Expedia has incorrectly derived any Room Prices, Rate Plans, fees, charges or other amounts relating to rooms at any Property. Supplier agrees to honor all Bookings made during the Term at the Room Price (together with the relevant Hotel Fees and/or Taxes) provided through the Decolar API at the time such Booking occurred, including Bookings with stay-dates occurring after the expiration or termination of this Agreement.

For Expedia Collect Bookings, following the end of each seven (7) calendar day period (an “EC Statement Period”), Decolar shall, with respect to such completed EC Statement Period, input

Compensation. The Parties acknowledge and agree that the Compensation agreed for any Booking made under this Agreement adequately covers any marketing, IT and all other costs and expenses incurred by Expedia in the ordinary course of its business in relation to its facilitation of such Bookings in accordance with the provisions of this Agreement. The Parties further acknowledge that Expedia will not be required to incur any exceptional and/or additional expenditure relating to procuring any Bookings for any Property’s rooms. The Parties agree that the Compensation payable to Expedia may be increased at Supplier’s discretion whether generally or at the Property level.

Payment Currency. All Payments made by the Parties under this Agreement will be made in the same currency in which the Room Price and Rate Plan is made available through the Decolar API for the relevant Bookings and sent via wire transfer. Payments will be made to the following back accounts:

described in E.3.d.i above. Such notice shall include adequate identification of the Bookings, the End User complaint, the actions taken towards such complaint (including adequate proof of notice of such complaint to Decolar pursuant to the procedure established in E.3.a.) (a “Complaint Notice”). Up to ​ days after the receipt by Decolar of the Complaint Notice, Decolar may review the Complaint Notice and object, in writing to Expedia, to the amount of the loss, causes and/or bookings included in the Notice (an “Objection Notice”); provided that any and all Expedia Losses set out in the Complaint Notice to which Decolar does not object in an Objection Notice during such ​-day period will be deemed due and payable as of the end of such period and Expedia may provide an invoice for such amount. In the event of a timely delivered Objection Notice, the Parties shall engage in the dispute resolution procedure set forth in 7.B.II for the amount of Expedia Losses, causes and bookings set out in the Objection Notice. After the amount of the Expedia Loss that is subject to an Objection Notice has been approved pursuant to such procedure, Expedia will send an invoice for the amount of Expedia Losses that has been so approved.

“Indirect Revenues” means, for a given period, the aggregate amount (without duplication) of any revenues received by a Party or its Affiliates indirectly related to any Travel Bookings or other transactions through a Travel Solution, including Overrides, marketing funds from Properties or other third parties, bonus payment processing revenues (such as credit card fees and rebates), and vendor bonuses.

As part of the ​ bonus the payment will include an accelerator on full year company performance which will pay 1.5% for every 1% the company has exceeded their bookings goals. For example, if the company exceeds the annual booking goal by 10%, the company would pay out an additional 15% of the annual bonus amount on the ​ payment.

“Room Price” means, for any given Decolar Travel Product, the rate which is provided to Expedia by Decolar through the Decolar API for such Decolar Travel Product, including the nightly rate, applicable Taxes, Hotel Fees and any other pricing related information, other than any service charges or other fees Expedia may charge to End Users; provided that in no event will the Room Price made available to Expedia through the Decolar API for display on any Expedia point of sale include any fees from Decolar or its Affiliates, except # Room Prices for Expedia Collect Bookings for Expedia points of sale in regions where # there is a Decolar Territory Travel Solution and # Decolar applies the same fee(s) on the corresponding Decolar Territory Travel Solution, and # Room Prices for Hotel Collect Bookings should this becomes a possibility pursuant to [Section B.2] of this Agreement.

For Expedia Collect Bookings set out in the EC Compensation Statement, Expedia shall remit all undisputed EC Remittance, including Taxes paid by the End User (except to the extent Expedia is required to pay such Taxes directly to the applicable Tax authorities) with respect to all such Expedia Collect Bookings which were Consumed Bookings during such EC Statement Period within thirty (30) days following receipt by Expedia of the EC Compensation Statement for such EC Statement Period (the “EC Remittance Payment” and together with the Compensation Payment, the “Payments”); provided that if, during any consecutive twelve week period following the Effective Date (each, a “Measurement Period”), the average weekly aggregate amount of due and payable, but unpaid and undisputed, EC Remittance Payments for Consumed Bookings (the “Aggregate EC Remittance”) during the Measurement Period, as reflected on the aggregate due and payable, but unpaid and undisputed EC Compensation Statements for such period exceeds USD ​ (the “Payment Threshold”), then the EC Remittance Payment for each EC Statement Period commencing with the second Statement Period following the end of such Measurement Period where the Payment Threshold was first met shall be paid within fifteen (15) days following receipt by Expedia of the EC Compensation Statement; provided further that if, at any time during any consecutive twelve week period commencing after the last day of the Measurement Period in which the Payment Threshold was met for the first time (i.e., the first week of such period must have commenced after the day on which the Payment Threshold was met for the first time) (the “Second Measurement Period”), the average weekly Aggregate EC Remittance Payment during such Second Measurement Period, as reflected on the aggregate due and payable, but unpaid and undisputed EC Compensation Statements for such period exceeds the Payment Threshold, then the EC Remittance Payment for each Statement Period commencing with the second Statement Period after the end of the Second Measurement Period where the Payment Threshold was met shall be paid within seven (7) days following receipt by Expedia of the EC Compensation Statement.

Limitations. (i) Expedia may, at any time and in its sole discretion, refuse to offer, display, or list for booking any Decolar Travel Products, including Properties’ rooms made available by Supplier through the Decolar API to the Expedia System. Expedia makes no representations or warranties regarding the Expedia System, Decolar Travel Products or Properties’ rooms, including any temporary or permanent interruption of the operation of the Expedia System or with respect to the number, frequency, or type of rooms booked through the Expedia System. With respect to Standalone Bookings, Package Bookings and Opaque Bookings, nothing in this Agreement constitutes a sale or rental of rooms to or by Expedia. (ii) EXCEPT AS EXPRESSLY DESCRIBED IN THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, NO PARTY WILL BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR OTHER CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT OR FOR ANY DIRECT OR INDIRECT LOST PROFITS OR REVENUE OR BUSINESS, OR LOST OR CORRUPTED DATA OR LOST ANTICIPATED SAVINGS OR GOODWILL OR REPUTATION, INCLUDING COSTS OR EXPENSES (INCLUDING ATTORNEYS’ FEES AND EXPENSES). (iii) Except as expressly described in this Agreement, no Party makes any warranties of any kind, whether express, implied, statutory or otherwise, and each Party specifically disclaims all implied warranties, including any warranties of merchantability or fitness for a particular purpose, to the maximum extent permitted by applicable law. (iv) Nothing in this Agreement shall limit or exclude any Party’s liability for fraud, death or personal injury caused by negligence any other liability which cannot be limited by law or any liability it has under an express obligation in this Agreement to indemnify the other.