America Online 2010 Annual Report Download - page 240

EXECUTION COPY
New [****] AOL Properties means (i) New [****] AOL Websites and (ii) New [****] AOL Client Applications.
2. Amendment to Section 2.6 (Branding). Section 2.6 (Branding) of the Existing Agreement is hereby deleted in its entirety and restated as follows:
2.6 Branding. (a) Notwithstanding anything to the contrary, AOL shall not be obligated to display any branding of Google in connection with
this Agreement. (b) AOL shall not include any Google brand, trademark, or similar attribution unless (and then only to the extent) Google
expressly consents otherwise in writing, on (i) New [****] AOL Properties, (ii) any search results page to which Queries from such New [****]
AOL Properties resolve, or (iii) any related collateral material thereto (including any web pages promoting such New [****] AOL Properties or
from which such New [****] AOL Properties are made available).
3. [****] AOL Websites and [****] AOL Client Applications. The following new sections will be added to the Existing Agreement as Section 12:
12. [****] AOL Websites and [****] AOL Client Applications.
12.1 New [****] AOL Properties Process. With prior written notice to Google (which will set forth the name of the[****] ) and without
Google's consent, in accordance with the terms and conditions of the Agreement, including, without limitation, Section 2.1 of the Agreement,
AOL may request Matched Results from any New [****] AOL Property for display as Sponsored Links only on search results pages of AOL
Websites or [****] AOL Websites. Google may deny such requests for Matched Results from any New [****] AOL Property if: (a) any such
New [****] AOL Property or the applicable [****] and/or [****] generally applicable to [****], or (b) Google has previously [****] by the
applicable [****]. If [****] for [****] from any New [****] AOL Property [****] set forth in (a) above, [****] with [****]. During any period
in which [****] from such New [****] AOL Property, the [****] set forth in Section [****] of the Agreement shall not apply to such New
[****] AOL Property. Upon [****] such [****] under [****] above, [****] and upon [****] in connection such New [****] AOL Property
[****]. [****], such New [****] AOL Property will be subject to the [****] set forth in Section [****] of the Agreement.
12.2 Operational Requirements for [****] AOL Websites and [****] AOL Client Applications. To the extent that AOL requests Matched
Results from [****] AOL Websites and [****] AOL Client Applications, then the following additional operational requirements shall apply:
12.2.1 Hosting and [****] of Search Results Pages. AOL or Affiliates that are wholly owned by AOL, if applicable, shall host all search
results pages to which end users [****] AOL Websites and [****] AOL Client Applications are directed. These search results pages
hosted by AOL or Affiliates that are wholly owned by AOL may be [****] or [****] of AOL or any Affiliate that is wholly owned by
AOL.
12.2.2 Written Agreement with [****]. AOL shall have executed a written agreement with the [****] that:
(a) allows [****] on the [****] AOL Client Application or [****] AOL Website, as applicable,
(b) prohibits [****] from [****] AOL Client Application [****] AOL Website, as applicable, provided that this subsection (b) is
not intended to prohibit [****] (e.g., a [****] an article about [****] or an [****] a button on an [****] toolbar) or as part of an
[****] (e.g., a [****] within a [****]) on such [****] AOL Client application or [****] AOL Website,
(c) prohibits [****] from [****] the [****] AOL Client Application or [****] AOL Website, as applicable, unless otherwise
agreed in writing by Google, and
(d) prohibits [****] from entering into any arrangement or agreement under which [****] for any [****] other than [****], unless
otherwise agreed in writing by Google.
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