Orbitz Travel Insurance Services, LLC
For a description of Delaware law, see above under the heading Higher Power Nutrition Common Holdings, LLC.
Orbitz Travel Insurance Services, LLCs limited liability company agreement contains no standards or restrictions or other provisions
addressing indemnification.
Orbitz Worldwide, LLC
For a description of Delaware law, see above under the heading Higher Power Nutrition Common Holdings, LLC.
Orbitz Away LLCs limited liability company agreement provides that neither the member nor any officers or directors of the member or the
company shall be liable to the company or any other person for any act or omission taken or omitted in good faith by such member, director or officer and in the reasonable belief that such act or omission is in or is not contrary to the best
interests of the company and is within the scope of authority granted to such member, director or officer by the limited liability company agreement; provided that such act or omission does not constitute fraud, willful misconduct, bad faith
or gross negligence. Orbitz Worldwide, LLCs limited liability company agreement provides generally for mandatory indemnification of the member and its directors and officers and officers and directors of the company except with respect to any
claim, issue or matter where the member or any of its directors or officers is found by a court of competent jurisdiction to have engaged in fraud, willful misconduct, bad faith or gross negligence.
Vitalize, LLC
For
a description of Delaware law, see above under the heading Higher Power Nutrition Common Holdings, LLC.
Vitalize, LLCs
limited liability company agreement provides generally for mandatory indemnification of the members, managers, directors, officers and employees of the company including managers, directors, officers, members, partners, trustees, employees or agents
of another company, partnership, joint venture, trust, employee benefit plan or other enterprise, whether the basis of a proceeding is alleged action in an official capacity or in any other capacity while serving as a manager, member, director,
officer, partner, trustee, employee or agent; provided, however, that except for proceedings to enforce rights to indemnification, the company is not obligated to indemnify any member, manager, director, officer or employee of the company or
a member, manager, director, officer, partner, trustee, employee or agent of another company, partnership, joint venture, trust, employee benefit plan or other enterprise in connection with a proceeding initiated by such person unless such
proceeding was authorized or ratified by the members or the manager of Vitalize, LLC.
Delaware Limited Partnership
GuarantorEAN.com, LP
Section 17-108 of the Delaware Revised Uniform Limited
Partnership Act permits a limited partnership, subject to such standards and restrictions, if any, as are set forth in such limited partnerships limited partnership agreement, to indemnify and hold harmless any partner or other person from and
against any and all claims and demands whatsoever. EAN.com, LPs agreement of limited partnership generally requires indemnification of partners, officers, employees and other representatives of EAN.com, LP and any manager, member of any
executive committee of any partner, officer, director, employee, administrator, trustee, general or limited partner of any partner, shareholder, member, beneficiary or other holder of an equity interest of any partner or officer, director, employee
or other authorized representative of any of the foregoing or any of their affiliates to the full extent permitted by Delaware law. This indemnification specifically includes losses, claims, damages and liabilities arising from any act or failure to
act by such indemnitee which is attributable, in whole or in part, to the negligence of such indemnitee of any of its affiliates.
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