WYNDHAM WORLDWIDE CORPORATION

CONTRACTUAL OBLIGATIONS
The following table summarizes our future contractual obligations for the twelve month periods beginning on
January 1st of each of the years set forth below:
2011 2012 2013 2014 2015 Thereafter Total
Securitized debt (a)
$ 223 $ 324 $ 203 $ 195 $ 182 $ 523 $ 1,650
Long-term debt
Interest on securitized and long-term debt
11 300 165 252 12 1,354 2,094
(b)
216 207 191 133 112 179 1,038
Operating leases
Other purchase commitments
69 56 40 31 29 133 358
(c)
Contingent liabilities
225 94 13 7 3 135 477
(d)
47 31 — — — — 78
Total (e)
$ 791 $ 1,012 $ 612 $ 618 $ 338 $ 2,324 $ 5,695
(a)
(b)
(c)
(d)
(e)
Represents debt that is securitized through bankruptcy-remote SPEs, the creditors to which have no recourse to us for principal and interest.
Estimated using the stated interest rates on our long-term debt and the swapped interest rates on our securitized debt.
Primarily represents commitments for the development of vacation ownership properties. Total includes approximately $100 million of vacation ownership
development commitments, which we may terminate at minimal to no cost.
Primarily represents certain contingent litigation liabilities, contingent tax liabilities and 37.5% of Cendant contingent and other corporate liabilities,
which we assumed and are responsible for pursuant to our separation from Cendant.
Excludes $23 million of our liability for unrecognized tax benefits associated with the guidance for uncertainty in income taxes since it is not reasonably
estimatable to determine the periods in which such liability would be settled with the respective tax authorities.
In addition to the above and in connection with our separation from Cendant, we entered into certain guarantee
commitments with Cendant (pursuant to our assumption of certain liabilities and our obligation to indemnify
Cendant, Realogy and Travelport for such liabilities) and guarantee commitments related to deferred compensation
arrangements with each of Cendant and Realogy. These guarantee arrangements primarily relate to certain contingent
litigation liabilities, contingent tax liabilities, and Cendant contingent and other corporate liabilities, of which we
assumed and are responsible for 37.5% of these Cendant liabilities. Additionally, if any of the companies responsible
for all or a portion of such liabilities were to default in its payment of costs or expenses related to any such liability,
we are responsible for a portion of the defaulting party or parties’ obligation. We also provide a default guarantee
related to certain deferred compensation arrangements related to certain current and former senior officers and
directors of Cendant and Realogy. These arrangements were valued upon our separation from Cendant with the
assistance of third-party experts in accordance with guidance for guarantees and recorded as liabilities on our
balance sheet. To the extent such recorded liabilities are not adequate to cover the ultimate payment amounts, such
excess will be reflected as an expense to our results of operations in future periods. See Separation Adjustments and
Transactions with former Parent and Subsidiaries discussion for details of guaranteed liabilities.
OTHER COMMERCIAL COMMITMENTS AND OFF-BALANCE SHEET ARRANGEMENTS
Purchase Commitments. In the normal course of business, we make various commitments to purchase goods or
services from specific suppliers, including those related to vacation ownership resort development and other capital
expenditures. Purchase commitments made by us as of December 31, 2010 aggregated $477 million. Individually,
such commitments range as high as $97 million related to the development of a vacation ownership resort. The
majority of the commitments relate to the development of vacation ownership properties (aggregating $241 million;
$101 million of which relates to 2011 and $45 million of which relates to 2012).
Standard Guarantees/Indemnifications. In the ordinary course of business, we enter into agreements that contain
standard guarantees and indemnities whereby we indemnify another party for specified breaches of or third-party
claims relating to an underlying agreement. Such underlying agreements are typically entered into by one of our
subsidiaries. The various underlying agreements generally govern purchases, sales or outsourcing of assets or
businesses, leases of real estate, licensing of trademarks, development of vacation ownership properties, access to
credit facilities, derivatives and issuances of debt securities. While a majority of these guarantees and indemnifications
extend only for the duration of the underlying agreement, some survive the expiration of the agreement. We
are not able to estimate the maximum potential amount of future payments to be made under these guarantees and
indemnifications as the triggering events are not predictable. In certain cases we maintain insurance coverage that
may mitigate any potential payments.
Other Guarantees/Indemnifications. In the ordinary course of business, our vacation ownership business
provides guarantees to certain owners’ associations for funds required to operate and maintain vacation ownership
properties in excess of assessments collected from owners of the VOIs. We may be required to fund such excess as a
result of unsold Company-owned VOIs or failure by owners to pay such assessments. These guarantees extend for
the duration of the underlying subsidy or similar agreement (which generally approximate one year and are
renewable at our discretion on an annual basis) or until a stipulated percentage (typically 80% or higher) of related
VOIs are sold. The maximum potential future payments that we could be required to make under these guarantees
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