America Online 2010 Annual Report Download - page 218

10. Miscellaneous.
A. Captions. The section, paragraph and subparagraph headings contained herein are for reference purposes only and shall not in any way affect the
meaning or interpretation of this Agreement.
B. Specific Remedy. In addition to such other rights and remedies as Company may have at equity or in law with respect to any breach of this
Agreement, if Employee commits a material breach of any provision of this Agreement or the CPNR Agreement, Company shall have the right and remedy to
have such provision specifically enforced by any court having competent jurisdiction, it being acknowledged that any such breach or threatened breach will
cause irreparable injury to Company.
C. Governing Law. This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of New York, without
regard to the conflicts of law rules thereof.
D. Jurisdiction. Each of the parties hereto hereby irrevocably consents and submits to the jurisdiction of the Supreme Court of the State of New York,
in New York, New York, and the United States District Court for the Southern District of New York in connection with any suit, action, arbitration or other
proceeding concerning the interpretation of this Agreement or enforcement of section 6 of this Agreement. Employee waives and agrees not to assert any
defense of lack of jurisdiction, that venue is improper, inconvenient forum, or otherwise. Employee waives the right to a jury trial and agrees to accept service
of process by certified mail at Employee's last known address.
E. Successors and Assigns. Neither this Agreement, nor any of Employee's rights, powers, duties, or obligations hereunder, may be assigned by
Employee. This Agreement shall be binding upon and inure to the benefit of Employee and her heirs and legal representatives and Company and its
successors. Successors of Company shall include, without limitation, any company or companies acquiring, directly or indirectly, all or substantially all of the
assets of Company, whether by merger, consolidation, purchase, lease, or otherwise, and such successor shall thereafter be deemed "Company" for the
purpose hereof.
F. Notices. All notices, requests, demands, and other communications hereunder must be in writing and shall be deemed to have been duly given if
delivered by hand or mailed within the continental United States by first class, registered mail, return receipt requested, postage and registry fees prepaid, to
the applicable party and addressed as follows:
The Company:
AOL Inc.
770 Broadway
New York, NY 10003
Attn: General Counsel
Employee:
At the address (or to the facsimile number) shown on the records of the Company
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