In return for the share issue from Webjet, Cendant — which provides software and hardware for making travel bookings — agreed to revise the terms of its software licensing arrangements with the company in order to give Webjet an exclusive global licence for the Travel Service Aggregator software, and the right to sub-licence the software to anyone other than Cendant’s specific competitors.
Ben McLaughlin led Baker & McKenzie’s team, with assistance from Kate Jefferson (corporate) and Adrian Lawrence (information technology). McLaughlin said the arrangements were “considerably complex” as a result of the numerous corporate issues that needed to be considered, as well as the negotiation of the IT rights associated with the deal.
“Webjet is a major customer of Cendant as well, so there were contractual arrangements in place,” he said.
The deal basically gave Webjet “enhanced” rights to use and licence the software that had been jointly developed by the companies. “It raised a lot of corporate law issues such as whether or not shareholder approval was required by virtue of the underlying arrangements.”
It was unusual, McLaughlin said, for a major US company to form such an alliance with an Australian company.