Attached files
| file | filename |
|---|---|
| 10-Q - FORM 10-Q - AOL Inc. | d10q.htm |
| EX-2.1 - EXHIBIT 2.1 - AOL Inc. | dex21.htm |
| EX-10.9 - EXHIBIT 10.9 - AOL Inc. | dex109.htm |
| EX-10.3 - EXHIBIT 10.3 - AOL Inc. | dex103.htm |
| EX-10.7 - EXHIBIT 10.7 - AOL Inc. | dex107.htm |
| EX-10.5 - EXHIBIT 10.5 - AOL Inc. | dex105.htm |
| EX-10.4 - EXHIBIT 10.4 - AOL Inc. | dex104.htm |
| EX-10.6 - EXHIBIT 10.6 - AOL Inc. | dex106.htm |
| EX-10.1 - EXHIBIT 10.1 - AOL Inc. | dex101.htm |
| EX-10.2 - EXHIBIT 10.2 - AOL Inc. | dex102.htm |
| EX-10.15 - EXHIBIT 10.15 - AOL Inc. | dex1015.htm |
| EX-10.14 - EXHIBIT 10.14 - AOL Inc. | dex1014.htm |
| EX-10.13 - EXHIBIT 10.13 - AOL Inc. | dex1013.htm |
| EX-32.1 - EXHIBIT 32.1 - AOL Inc. | dex321.htm |
| EX-31.1 - EXHIBIT 31.1 - AOL Inc. | dex311.htm |
| EX-31.2 - EXHIBIT 31.2 - AOL Inc. | dex312.htm |
| EX-10.12 - EXHIBIT 10.12 - AOL Inc. | dex1012.htm |
Exhibit 10.8
Execution Copy
SIXTH AMENDMENT TO SEARCH SERVICES AGREEMENT
This Sixth Amendment to Search Services Agreement (“Sixth Amendment”) is entered into by and between AOL Inc. (successor-in-interest to AOL LLC), a Delaware corporation, with its principal place of business at 770 Broadway, New York, NY 10003 (“AOL”), and Time Inc. (“TI”), a Delaware corporation with offices at 1271 Avenue of the Americas, New York, New York 10020, effective as of April 30, 2010 (the “Sixth Amendment Effective Date”).
INTRODUCTION
The Parties hereto wish to amend the Search Services Agreement entered into by and between the AOL and TI on August 23, 2007, as amended by the First Amendment dated as of March 10, 2009, Second Amendment dated as of December 17, 2009, the Third Amendment dated as of January 31, 2010, the Fourth Amendment dated as of February 28, 2010, and the Fifth Amendment dated as of March 31, 2010 (collectively, the “Existing Agreement”). Together, the Existing Agreement and this Sixth Amendment shall be referred to collectively as the “Agreement”. Capitalized terms not defined in this Sixth 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. | Term. Section 6.1 (titled, “Term”) of the Existing Agreement is hereby deleted in its entirety and replaced with the following: |
“This Agreement will commence on the Effective Date and shall expire at 11:59 p.m. (EST) on May 31, 2010, unless terminated earlier as provided for in this Agreement (the “Term”). TI may terminate this Agreement by providing written notice to AOL at least three (3) business days in advance of the desired effective early termination date, which written notice may be in the form of email to the following AOL employees: (i) Steve Quan, VP Business Development at Steven.Quan@corp.aol.com, and (ii) Francis Lobo, VP AOL Search at Francis.Lobo@corp.aol.com.”
| 2. | TI Revenue Share. In the event that the Term of the Agreement is extended beyond May 31, 2010, the Parties agree that the TI Revenue Share will be decreased to eighty-five percent (85%) of Net Revenue. |
| 3. | Order of Precedence; Entire Agreement. Except as expressly modified by this Sixth Amendment, all terms and conditions, and provisions of the Existing Agreement shall continue in full force and effect. In the event of conflict between the terms and conditions of the Existing Agreement and the terms and conditions of this Sixth Amendment, the terms and conditions of this Sixth Amendment will control. The Existing Agreement, together with any exhibits, and schedules attached thereto and referenced therein, all as modified by this Sixth Amendment, constitutes the entire and exclusive agreement between the Parties with respect to the subject matter thereof. |
| 4. | Counterparts; Facsimile. This Sixth 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 Sixth Amendment may be executed by signatures transmitted by facsimile. |
IN WITNESS WHEREOF, the Parties have caused this Sixth Amendment to Search Services Agreement to be signed by their duly authorized representatives and delivered as of the dates set forth below.
| AOL INC. | TIME INC. | |||||||
| By: | /s/ Steven Quan |
By: | /s/ Kavata Mbondo | |||||
| Name: | Steven Quan | Name: | Kavata Mbondo | |||||
| Title: | VP, Business Development | Title: | Dir., Inventory Analytics & Bus. Dev. | |||||
| Date: | 4/28/10 |
Date: | 4/24/2010 | |||||
Confidential