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As Of Filer Filing For·On·As Docs:Size Issuer Agent 11/06/09 AOL Inc. 10-12B/A 50:6.6M RR Donnelley/FA |
Document/Exhibit Description Pages Size 1: 10-12B/A Amendment #3 to Form 10 HTML 131K 2: EX-2.1 Plan of Acquisition, Reorganization, Arrangement, HTML 249K Liquidation or Succession 3: EX-8.1 Opinion re: Tax Matters HTML 27K 4: EX-10.2 Material Contract HTML 70K 6: EX-10.22 Material Contract HTML 235K 7: EX-10.23 Material Contract HTML 51K 8: EX-10.24 Material Contract HTML 41K 9: EX-10.25 Material Contract HTML 40K 10: EX-10.26 Material Contract HTML 27K 11: EX-10.27 Material Contract HTML 33K 12: EX-10.28 Material Contract HTML 25K 13: EX-10.29 Material Contract HTML 27K 5: EX-10.3 Material Contract HTML 219K 14: EX-10.30 Material Contract HTML 58K 15: EX-10.31 Material Contract HTML 31K 16: EX-10.32 Material Contract HTML 26K 17: EX-10.33 Material Contract HTML 93K 18: EX-10.35 Material Contract HTML 27K 19: EX-10.36 Material Contract HTML 27K 20: EX-10.37 Material Contract HTML 26K 21: EX-10.38 Material Contract HTML 27K 22: EX-10.39 Material Contract HTML 27K 23: EX-10.40 Material Contract HTML 115K 24: EX-10.42 Material Contract HTML 29K 25: EX-10.44 Material Contract HTML 67K 26: EX-10.45 Material Contract HTML 28K 27: EX-10.46 Material Contract HTML 19K 28: EX-10.47 Material Contract HTML 173K 29: EX-10.48 Material Contract HTML 23K 30: EX-10.49 Material Contract HTML 24K 31: EX-10.50 Material Contract HTML 53K 32: EX-10.51 Material Contract HTML 20K 33: EX-10.52 Material Contract HTML 40K 34: EX-10.53 Material Contract HTML 118K 35: EX-10.54 Material Contract HTML 140K 36: EX-10.55 Material Contract HTML 27K 37: EX-10.57 Material Contract HTML 39K 38: EX-10.58 Material Contract HTML 91K 39: EX-10.60 Material Contract HTML 23K 40: EX-10.61 Material Contract HTML 44K 41: EX-10.62 Material Contract HTML 23K 42: EX-10.63 Material Contract HTML 19K 43: EX-10.64 Material Contract HTML 36K 44: EX-10.67 Material Contract HTML 17K 45: EX-10.91 Material Contract HTML 81K 46: EX-10.92 Material Contract HTML 132K 47: EX-10.94 Material Contract HTML 21K 48: EX-10.95 Material Contract HTML 54K 49: EX-10.96 Material Contract HTML 54K 50: EX-99.1 Miscellaneous Exhibit HTML 2.05M
EXHIBIT 10.39 |
Exhibit 10.39
THE USE OF THE FOLLOWING NOTATION IN THIS EXHIBIT INDICATES THAT A CONFIDENTIAL PORTION HAS BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE COMMISSION: [****].
SIXTEENTH AMENDMENT TO AMENDED AND RESTATED
INTERACTIVE MARKETING AGREEMENT
This Sixteenth Amendment to Amended and Restated Interactive Marketing Agreement (“Sixteenth Amendment”) is entered into by and between AOL LLC, (“AOL”) a Delaware limited liability company (formerly known as America Online, Inc.), with its principal place of business at 22000 AOL Way, Dulles, VA 20166, and GOOGLE INC., a Delaware corporation (successor-in-interest to Google Inc., a California corporation) with offices at 1600 Amphitheatre Parkway, Mountain View, California 94043 (“Google”), effective as of September 24, 2007 (the “Sixteenth Amendment Effective Date”).
INTRODUCTION
The Parties hereto wish to further amend that certain Amended and Restated Interactive Marketing Agreement effective as of October 1, 2003 (the “IMA”), as amended previously by that certain First Amendment to the Amended and Restated Interactive Marketing Agreement effective as of December 15, 2003 (the “First Amendment”), that Second Amendment to Amended and Restated Interactive Marketing Agreement effective as of March 30, 2004 (the “Second Amendment”), that Third Amendment to Amended and Restated Interactive Marketing Agreement effective as of April 7, 2004 (the “Third Amendment”), that Fourth Amendment to Amended and Restated Interactive Marketing Agreement effective as of June 1, 2004 (the “Fourth Amendment”), that Fifth Amendment to Amended and Restated Interactive Marketing Agreement effective as of June 14, 2004 (the “Fifth Amendment”), that Sixth Amendment to Amended and Restated Interactive Marketing Agreement effective as of December 17, 2004 (the “Sixth Amendment”), that Seventh Amendment to Amended and Restated Interactive Marketing Agreement effective as of March 28, 2005 (the “Seventh Amendment”), that Eighth Amendment to Amended and Restated Interactive Marketing Agreement effective as of April 25, 2005 (the “Eighth Amendment”), that Ninth Amendment to Amended and Restated Interactive Marketing Agreement effective as of December 15, 2005 (the “Ninth Amendment”), that Tenth Amendment to Amended and Restated Interactive Marketing Agreement effective as of March 24, 2006 (the “Tenth Amendment”), that Eleventh Amendment to Amended and Restated Interactive Marketing Agreement effective as of September 28, 2006 (the “Eleventh Amendment”), that Twelfth Amendment to Amended and Restated interactive Marketing Agreement effective as of December 15, 2006 (the “Twelfth Amendment”), that Thirteenth Amendment to Amended and Restated Interactive Marketing Agreement effective as of January 12, 2007 (the “Thirteenth Amendment”), that Fourteenth Amendment to Amended and Restated Interactive Marketing Agreement effective as of February 16, 2007 (the “Fourteenth Amendment”), that Fifteenth Amendment to Amended and Restated Interactive Marketing Agreement effective as of March 2, 2007 (the “Fifteenth Amendment”), and that Addendum One to the Second Amendment to Amended and Restated Interactive Marketing Agreement dated October 5, 2004 (“Addendum b”) (the IMA and such amendments and addendum, collectively the “Existing Agreement” and the Existing Agreement together with the Sixteenth Amendment, the “Agreement”). Capitalized terms not defined in this Sixteenth Amendment shall have the meanings set forth in the Existing Agreement.
AGREEMENT
For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby amend the Existing Agreement as follows:
1. Reinstatement of the Eighth Amendment. The parties hereby agree to reinstate the Eight Amendment in its entirety, as amended in the Existing Agreement, effective as of the Sixteenth Amendment Effective Date through April 29, 2008.
2. [****]. Google shall provide to [****] for the time period from
Confidential | 1 |
April 30, 2007 to the Sixteenth Amendment Effective Date [****]. The [****] shall be subject to the terms and conditions of this Sixteenth Amendment.
3. Termination Rights. [****] may, at its option, terminate this Sixteenth Amendment (without terminating the Existing Agreement) with [****]. During such notice period, AOL shall [****] console for any [****] provided as of the notice date but Google shall not provide any additional [****] during such time. Following termination, AOL shall, at its option, promptly return all [****], together with all copies, or certify in writing that all [****] and copies thereof have been destroyed.
4. Order of Precedence. This Sixteenth Amendment is supplementary to and modifies the Existing Agreement. The terms of this Sixteenth Amendment supersede provisions in the Existing Agreement only to the extent that the terms of this Sixteenth Amendment and the Existing Agreement expressly conflict. However, nothing in this Sixteenth Amendment shall be interpreted as invalidating the Existing Agreement, and provisions of the Existing Agreement shall continue to govern relations between the Parties insofar as they do not expressly conflict with this Sixteenth Amendment. Furthermore, for the avoidance of doubt, any amendments or other changes made to any terms of the Existing Agreement under this Sixteenth Amendment shall be interpreted to have full force and effect on any other relevant provisions of the Existing Agreement (including, but not limited to, Definitions, Exhibits, and Schedules related thereto), which reference or rely on such amended or changed terms.
5. Entire Agreement. This Agreement constitutes the entire agreement with respect to the subject matter hereof. The Agreement supersedes any other prior or collateral agreements, whether oral or written, with respect to the subject matter hereof.
6. Counterparts; Facsimile. This Sixteenth Amendment may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same document. This Sixteenth Amendment may be executed by facsimile.
IN WITNESS WHEREOF, the Parties have executed this Sixteenth Amendment to the Amended and Restated Interactive Marketing Agreement as of the Sixteenth Amendment Effective Date.
AOL LLC | GOOGLE INC. | |||||
By: | By: | /s/ Joan Braddi | ||||
Name: | Name: | |||||
Title: | SVP, AOL Search |
Title: | VP, Search Services | |||
Date: | Date: | Sept 27, 2007 |
Confidential | 2 | |||
This ‘10-12B/A’ Filing | Date | Other Filings | ||
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Filed as of: | 11/6/09 | None on these Dates | ||
Filed on: | 11/5/09 | |||
4/29/08 | ||||
9/24/07 | ||||
9/17/07 | ||||
4/30/07 | ||||
3/2/07 | ||||
2/16/07 | ||||
1/12/07 | ||||
12/15/06 | ||||
9/28/06 | ||||
3/24/06 | ||||
12/15/05 | ||||
4/25/05 | ||||
3/28/05 | ||||
12/17/04 | ||||
10/5/04 | ||||
6/14/04 | ||||
6/1/04 | ||||
4/7/04 | ||||
3/30/04 | ||||
12/15/03 | ||||
10/1/03 | ||||
List all Filings |