Common use of Extended Compliance Period Clause in Contracts

Extended Compliance Period. If, solely as a result of an updated requirement, one or more of your Applications no longer complies with these Guidelines, as updated, and you are incapable of bringing such Application into compliance prior to the scheduled effective date of such update (the “Update Effective Date”), you agree to provide Google with written notice thereof as soon as reasonably practicable, but in any event no later than the Update Effective Date, identifying the Application and the reasons why it may not be brought into compliance prior to the Update Effective Date, and providing such other detail as Google may reasonably request with respect thereto (consistent in any event with your confidentiality obligations). Thereafter, the parties will consult, and you agree to will work, diligently and in good faith to develop and execute a plan to bring such Application into compliance with these Guidelines, as updated, as soon as reasonably practicable, but in any event within ninety (90) days of the Update Notice Date (the “Maximum Compliance Period”). You agree that you will provide Google with such information as Google reasonably requests during this period to keep Google apprised of your progress in bringing your Application into compliance. Notwithstanding the foregoing (but subject to the next sentence), in no event may a new requirement provided for in any update to these Guidelines require you to take any action which would violate the terms of any agreement between you and any unaffiliated third party that is in effect on the date that Google delivers notice of the proposed update. In any event, if you are unable to bring any Application into compliance during the Maximum Compliance Period, Google may elect, by providing at least thirty (30) days prior written notice, to require you to cease bundling either the specific non-conforming Application or those versions of the Application which are, or are distributed, in violation of the Guidelines, as updated; it being understood that, at such time, you will be entitled to procure services from an alternative source for those Applications (or versions thereof) with respect to which Google has exercised such election. Google Confidential

Extended Compliance Period. If, solely as a result of an updated requirement, one or more of your Applications no longer complies with these Guidelines, as updated, and you are incapable of bringing such Application into compliance prior to the scheduled effective date of such update (the “Update Effective Date”), you agree to provide Google with written notice thereof as soon as reasonably practicable, but in any event no later than the Update Effective Date, identifying the Application and the reasons why it may not be brought into compliance prior to the Update Effective Date, and providing such other detail as Google may reasonably request with respect thereto (consistent in any event with your confidentiality obligations). Thereafter, the parties will consult, and you agree to will work, diligently and in good faith to develop and execute a plan to bring such Application into compliance with these Guidelines, as updated, as soon as reasonably practicable, but in any event within ninety (90) days [ *** ] of the Update Notice Date (the “Maximum Compliance Period”). You agree that you will provide Google with such information as Google reasonably requests during this period to keep Google apprised of your progress in bringing your Application into compliance. Notwithstanding the foregoing (but subject to the next sentence), in no event may a new requirement provided for in any update to these Guidelines require you to take any action which would violate the terms of any agreement between you and any unaffiliated third party that is in effect on the date that Google delivers notice of the proposed update. In any event, if you are unable to bring any Application into compliance during the Maximum Compliance Period, Google may elect, by providing at least thirty (30) days [ *** ] prior written notice, to require you to cease bundling either the specific non-conforming Application or those versions of the Application which are, or are distributed, in violation of the Guidelines, as updated; it being understood that, at such time, you will be entitled to procure services from an alternative source for those Applications (or versions thereof) with respect to which Google has exercised such election. Google Confidential.

Extended Compliance Period. If, solely as a result of an updated requirement, one or more of your Applications no longer complies with these Guidelines, as updated, and you are incapable of bringing such Application into compliance prior to the scheduled effective date of such update (the “Update Effective Date”), you agree to provide Google with written notice thereof as soon as reasonably practicable, but in any event no later than the Update Effective Date, identifying the Application and the reasons why it may not be brought into compliance prior to the Update Effective Date, and providing such other detail as Google may reasonably request with respect thereto (consistent in any event with your confidentiality obligations). Thereafter, the parties will consult, and you agree to will work, diligently and in good faith to develop and execute a plan to bring such Application into compliance with these Guidelines, as updated, as soon as reasonably practicable, but in any event within ninety (90) days [*] of the Update Notice Date (the “Maximum Compliance Period”). You agree that you will provide Google with such information as Google reasonably requests during this period to keep Google apprised of your progress in bringing your Application into compliance. Notwithstanding the foregoing (but subject to the next sentence), in no event may a new requirement provided for in any the update to these Guidelines require you to take any action which would violate the terms of any agreement between you and any unaffiliated third party that is in effect on the date that Google delivers notice of the proposed update. In any event, if you are unable to bring any Application into compliance during the Maximum Compliance Period, Google may elect, by providing at least thirty (30) days [*] prior written notice, to require you cease providing services to cease bundling either the specific non-conforming Application or to those versions of the Application which are, or are distributed, in violation of the Guidelines, as updated; it being understood that, at such time, you will be entitled to procure services from an alternative source for those Applications (or versions thereof) with respect to which Google elects to cease providing services as provided herein. * Information redacted pursuant to a confidential treatment request by InfoSpace, Inc. under 17 C.F.R. §§ 200.80(b)(4), 200.83 and 240.24b-2 and submitted separately with the Securities and Exchange Commission. * Information redacted pursuant to a confidential treatment request by InfoSpace, Inc. under 17 C.F.R. §§ 200.80(b)(4), 200.83 and 240.24b-2 and submitted separately with the Securities and Exchange Commission. * Information redacted pursuant to a confidential treatment request by InfoSpace, Inc. under 17 C.F.R. §§ 200.80(b)(4), 200.83 and 240.24b-2 and submitted separately with the Securities and Exchange Commission. * Information redacted pursuant to a confidential treatment request by InfoSpace, Inc. under 17 C.F.R. §§ 200.80(b)(4), 200.83 and 240.24b-2 and submitted separately with the Securities and Exchange Commission. The following terms and conditions shall apply to Customer’s provision of AFS Ads to any Syndicated Site: 1. Syndicated Site Agreement Terms a) [*] b) [*] c) [*] d) [*] e) [*] f) [*] g) [*] h) [*] i) [*] j) [*] k) [*] l) [*] m) [*] n) [*] o) [*] With respect to Syndicated Sites which were approved by Google before Dec 30, 2003 (effective date of Amendment One of the Original Agreement which is no longer in effect), Customer shall [*] include the provisions set forth in this Section 1; provided, however, that Customer agrees to [*] such Syndicated Sites’ access and use of the Services as set forth in this Agreement. In the event a Syndicated Site does not agree to the provisions set forth in Sub-sections (e), (k) or (o) of this Section 1, then Google may, in its sole discretion and with prior written authorization (which shall include e-mail authorization) [*]. 2. Customer agrees to [*] for all Syndicated Sites’ access and use of the Services and AFS Ads. Customer agrees to enforce the terms of the agreements required by this Agreement and to notify Google [*] of any known breach of such terms. Customer will defend and indemnify Google against: [*]. 3. In the event of any Syndicated Site’s breach of any of the terms and conditions set forth in Section 1 of this Schedule, even if Customer fails to include such terms and conditions in an applicable agreement, and including those Syndicated Sites approved by Google before the Agreement Effective Date, Customer shall [*], and Google will [*]. If the Syndicated Site breach involves a breach [*], then Google, in addition to any other rights set forth in this Agreement, shall have the right to terminate Customer’s right to provide AFS Ads and or WebSearch Services to such Syndicated Sites. Additionally, if Google has exercised reason to suspect a breach of [*], in addition to any other right under this Agreement, Google shall have the right to immediately suspend a Syndicated Site’s access to the Services [*]. 4. With respect to Syndicated Sites, Google [*] assign each such electionSyndicated Site separate Client Names, and Customer shall ensure that such assigned Client Names are implemented. Google Confidentialshall not be required to deliver Services to or create Client Names for any Syndicated Site that is not subject to an agreement that contains the terms set forth in Section 1 of this Schedule A. Google shall not be obligated to allow a Syndicated Site access to the Services until Customer provides Google with the following information: [*]. Google may revise the required information listed in the preceding sentence at its discretion upon written notice to Customer. * Information redacted pursuant to a confidential treatment request by InfoSpace, Inc. under 17 C.F.R. §§ 200.80(b)(4), 200.83 and 240.24b-2 and submitted separately with the Securities and Exchange Commission. The following terms and conditions shall apply to Customer’s provision of AFS Ads to [*] or any Non-Hosted Syndicated Site: 1. Agreement Terms for [*] or any Non-Hosted Syndicated Site a) [*] b) [*] c) [*] d) [*] e) [*] f) [*] g) [*] h) [*] i) [*] j) [*] k) [*] l) [*] m) [*] n) [*] o) [*] p) [*] q) [*] In the event [*] or any Non-Hosted Syndicated Site does not agree with the provisions set forth in subsection (p) of this Section 1, then Google may, in its sole discretion and with prior written authorization (which shall include email authorization), [*]. 2. Customer agrees to [*] for [*] and any Non-Hosted Syndicated Site’s access to and use of the Services and AFS Ads. Customer agrees to enforce the terms of the agreements required by this Agreement and to notify Google [*] of any known breach of such terms. Customer will defend and indemnify Google against: [*]. Upon Google’s request, Customer shall provide Google with [*]. Google hereby acknowledges and agrees that [*] shall be considered Confidential Information of the Customer, whether or not marked as such, and shall be subject to all confidentiality restrictions set forth in this Agreement. For purposes of clarification, Google is prohibited from disclosing t[*]in part or in whole, by itself or in combination with any other terms or list of terms, to any third party. 3. Google, [*] assign to [*] or any Non-Hosted Syndicated Site a separate Client ID, and Customer shall ensure that such assigned Client ID is implemented by [*] or such Non-Hosted Syndicated Site. In no event shall Google be required to deliver Services to or create a Client ID unless an agreement that contains the terms set forth in Section 1 of this Exhibit A is entered into between Customer and [*] or such Non-Hosted Syndicated Site. Google shall not be obligated to grant [*] or any Non-Hosted Syndicated Site access to the Services until Customer provides Google with the following information: [*]. Google may revise the required information listed in the preceding sentence at its discretion upon written notice to Customer.

Extended Compliance Period. If, solely as a result of an updated requirement, one or more of your Applications no longer complies with these Guidelines, as updated, and you are incapable of bringing such Application into compliance prior to the scheduled effective date of such update (the “Update Effective Date”), you agree to provide Google with written notice thereof as soon as reasonably practicable, but in any event no later than the Update Effective Date, identifying the Application and the reasons why it may not be brought into compliance prior to the Update Effective Date, and providing such other detail as Google may reasonably request with respect thereto (consistent in any event with your confidentiality obligations). Thereafter, the parties will consult, and you agree to will work, diligently and in good faith to develop and execute a plan to bring such Application into compliance with these Guidelines, as updated, as soon as reasonably practicable, but in any event within ninety (90) days [****]of the Update Notice Date (the “Maximum Compliance Period”). You agree that you will provide Google with such information as Google reasonably requests during this period to keep Google apprised of your progress in bringing your Application into compliance. Notwithstanding the foregoing (but subject to the next sentence), in no event may a new requirement provided for in any the update to these Guidelines require you to take any action which would violate the terms of any agreement between you and any unaffiliated third party that is in effect on the date that Google delivers notice of the proposed update. In any event, if you are unable to bring any Application into compliance during the Maximum Compliance Period, Google may elect, by providing at least thirty (30) days [****]prior written notice, to require you cease providing services to cease bundling either the specific non-conforming Application or to those versions of the Application which are, or are distributed, in violation of the Guidelines, as updated; it being understood that, at such time, you will be entitled to procure services from an alternative source for those Applications (or versions thereof) with respect to which Google has exercised such election. Google Confidentialelects to cease providing services as provided herein.

Extended Compliance Period. If, solely as a result of an updated requirement, one or more of your Applications no longer complies with these Guidelines, as updated, and you are incapable of bringing such Application into compliance prior to the scheduled effective date of such update (the “Update Effective Date”), you agree to provide Google with written notice thereof as soon as reasonably practicable, but in any event no later than the Update Effective Date, identifying the Application and the reasons why it may not be brought into compliance prior to the Update Effective Date, and providing such other detail as Google may reasonably request with respect thereto (consistent in any event with your confidentiality obligations). Thereafter, the parties will consult, and you agree to will work, diligently and in good faith to develop and execute a plan to bring such Application into compliance with these Guidelines, as updated, as soon as reasonably practicable, but in any event within ninety (90) days [*] of the Update Notice Date (the “Maximum Compliance Period”). You agree that you will provide Google with such information as Google reasonably requests during this period to keep Google apprised of your progress in bringing your Application into compliance. Notwithstanding the foregoing (but subject to the next sentence), in no event may a new requirement provided for in any the update to these Guidelines require you to take any action which would violate the terms of any agreement between you and any unaffiliated third party that is in effect on the date that Google delivers notice of the proposed update. In any event, if you are unable to bring any Application into compliance during the Maximum Compliance Period, Google may elect, by providing at least thirty (30) days [*] prior written notice, to require you cease providing services to cease bundling either the specific non-conforming Application or to those versions of the Application which are, or are distributed, in violation of the Guidelines, as updated; it being understood that, at such time, you will be entitled to procure services from an alternative source for those Applications (or versions thereof) with respect to which Google has exercised such electionelects to cease providing services as provided herein. * Information redacted pursuant to a confidential treatment request by InfoSpace, Inc. under 17 C.F.R. §§ 200.80(b)(4), 200.83 and 240.24b-2 and submitted separately with the Securities and Exchange Commission. Google ConfidentialConfidential Amended and Restated Google Inc. Services Agreement Exhibit A to Guidelines [*] * Information redacted pursuant to a confidential treatment request by InfoSpace, Inc. under 17 C.F.R. §§ 200.80(b)(4), 200.83 and 240.24b-2 and submitted separately with the Securities and Exchange Commission. 14 Google Confidential Amended and Restated Google Inc. Services Agreement Exhibit B to Guidelines [*] * Information redacted pursuant to a confidential treatment request by InfoSpace, Inc. under 17 C.F.R. §§ 200.80(b)(4), 200.83 and 240.24b-2 and submitted separately with the Securities and Exchange Commission. 15 Google Confidential Amended and Restated Google Inc. Services Agreement Exhibit C List of Restricted Entities [*] * Information redacted pursuant to a confidential treatment request by InfoSpace, Inc. under 17 C.F.R. §§ 200.80(b)(4), 200.83 and 240.24b-2 and submitted separately with the Securities and Exchange Commission. 16 Google Confidential Amended and Restated Google Inc. Services Agreement Schedule A Terms for Syndicated Sites The following terms and conditions shall apply to Customer’s provision of AFS Ads to any Syndicated Site: 1. Syndicated Site Agreement Terms Customer shall ensure that all agreements between Customer and Syndicated Sites contain provisions that include, at a minimum, terms and conditions substantially similar but no less protective of Google than the following terms and conditions: a) [*] b) [*] c) [*] d) [*] e) [*] f) [*] g) [*] h) [*] i) [*] j) [*] k) [*] l) [*] m) [*] n) [*] o) [*] With respect to Syndicated Sites which were approved by Google before Dec 30, 2003 (effective date of Amendment One of the Original Agreement which is no longer in effect), Customer shall [*] include the provisions set forth in this Section 1; provided, however, that Customer agrees to [*] such Syndicated Sites’ access and use of the Services as set forth in this Agreement. In the event a Syndicated Site does not agree to the provisions set forth in Sub-sections (e), (k) or (o) of this Section 1, then Google may, in its sole discretion and with prior written authorization (which shall include e-mail authorization) [*]. 2. Customer agrees to [*] for all Syndicated Sites’ access and use of the Services and AFS Ads. Customer agrees to enforce the terms of the agreements required by this Agreement and to notify Google [*] of any known breach of such terms. Customer will defend and indemnify Google against: [*]. 3. In the event of any Syndicated Site’s breach of any of the terms and conditions set forth in Section 1 of this Schedule, even if Customer fails to include such terms and conditions in an applicable agreement, and including those Syndicated Sites approved by Google before the Agreement Effective Date, Customer shall [*], and Google will [*]. If the Syndicated Site breach involves a breach [*], then Google, in addition to any other rights set forth in this Agreement, shall have the right to terminate Customer’s right to provide AFS Ads and or WebSearch Services to such Syndicated Sites. Additionally, if Google has reason to suspect a breach of [*], in addition to any other right under this Agreement, Google shall have the right to immediately suspend a Syndicated Site’s access to the Services [*]. 4. With respect to Syndicated Sites, Google [*] assign each such Syndicated Site separate Client Names, and Customer shall ensure that such assigned Client Names are implemented. Google shall not be required to deliver Services to or create Client Names for any Syndicated Site that is not subject to an agreement that contains the terms set forth in Section 1 of this Schedule A. Google shall not be obligated to allow a Syndicated Site access to the Services until Customer provides Google with the following information: [*]. Google may revise the required information listed in the preceding sentence at its discretion upon written notice to Customer. * Information redacted pursuant to a confidential treatment request by InfoSpace, Inc. under 17 C.F.R. §§ 200.80(b)(4), 200.83 and 240.24b-2 and submitted separately with the Securities and Exchange Commission. Google Confidential Schedule B Terms for Non-Hosted Syndicated Sites The following terms and conditions shall apply to Customer’s provision of AFS Ads to [*] or any Non-Hosted Syndicated Site: 1. Agreement Terms for [*] or any Non-Hosted Syndicated Site Customer shall ensure that any syndication agreement between Customer and [*] or any Non-Hosted Syndicated Site contains provisions that include, at a minimum, terms and conditions substantially similar but no less protective of Google than the following terms and conditions: a) [*] b) [*] c) [*] d) [*] e) [*] f) [*] g) [*] h) [*] i) [*] j) [*] k) [*] l) [*] m) [*] n) [*] o) [*] p) [*] q) [*] In the event [*] or any Non-Hosted Syndicated Site does not agree with the provisions set forth in subsection (p) of this Section 1, then Google may, in its sole discretion and with prior written authorization (which shall include email authorization), [*]. 2. Customer agrees to [*] for [*] and any Non-Hosted Syndicated Site’s access to and use of the Services and AFS Ads. Customer agrees to enforce the terms of the agreements required by this Agreement and to notify Google [*] of any known breach of such terms. Customer will defend and indemnify Google against: [*]. Upon Google’s request, Customer shall provide Google with [*]. Google hereby acknowledges and agrees that [*] shall be considered Confidential Information of the Customer, whether or not marked as such, and shall be subject to all confidentiality restrictions set forth in this Agreement. For purposes of clarification, Google is prohibited from disclosing t[*]in part or in whole, by itself or in combination with any other terms or list of terms, to any third party. 3. Google, [*] assign to [*] or any Non-Hosted Syndicated Site a separate Client ID, and Customer shall ensure that such assigned Client ID is implemented by [*] or such Non-Hosted Syndicated Site. In no event shall Google be required to deliver Services to or create a Client ID unless an agreement that contains the terms set forth in Section 1 of this Exhibit A is entered into between Customer and [*] or such Non-Hosted Syndicated Site. Google shall not be obligated to grant [*] or any Non-Hosted Syndicated Site access to the Services until Customer provides Google with the following information: [*]. Google may revise the required information listed in the preceding sentence at its discretion upon written notice to Customer.

Extended Compliance Period. If, solely as a result of an updated requirement, one or more of your Applications no longer complies with these Guidelines, as updated, and you are incapable of bringing such Application into compliance prior to the scheduled effective date of such update (the “Update Effective Date”), you agree to provide Google with written notice thereof as soon as reasonably practicable, but in any event no later than the Update Effective Date, identifying the Application and the reasons why it may not be brought into compliance prior to the Update Effective Date, and providing such other detail as Google may reasonably request with respect thereto (consistent in any event with your confidentiality obligations). Thereafter, the parties will consult, and you agree to will work, diligently and in good faith to develop and execute a plan to bring such Application into compliance with these Guidelines, as updated, as soon as reasonably practicable, but in any event within ninety (90) days [*] of the Update Notice Date (the “Maximum Compliance Period”). You agree that you will provide Google with such information as Google reasonably requests during this period to keep Google apprised of your progress in bringing your Application into compliance. Notwithstanding the foregoing (but subject to the next sentence), in no event may a new requirement provided for in any the update to these Guidelines require you to take any action which would violate the terms of any agreement between you and any unaffiliated third party that is in effect on the date that Google delivers notice of the proposed update. In any event, if you are unable to bring any Application into compliance during the Maximum Compliance Period, Google may elect, by providing at least thirty (30) days [*] prior written notice, to require you cease providing services to cease bundling either the specific non-conforming Application or to those versions of the Application which are, or are distributed, in violation of the Guidelines, as updated; it being understood that, at such time, you will be entitled to procure services from an alternative source for those Applications (or versions thereof) with respect to which Google elects to cease providing services as provided herein. * Information redacted pursuant to a confidential treatment request by InfoSpace, Inc. under 5 U.S.C. §552(b)(4) and 17 C.F.R. §§ 200.80(b)(4) and 240.24b-2, and submitted separately with the Securities and Exchange Commission. * Information redacted pursuant to a confidential treatment request by InfoSpace, Inc. under 5 U.S.C. §552(b)(4) and 17 C.F.R. §§ 200.80(b)(4) and 240.24b-2, and submitted separately with the Securities and Exchange Commission. * Information redacted pursuant to a confidential treatment request by InfoSpace, Inc. under 5 U.S.C. §552(b)(4) and 17 C.F.R. §§ 200.80(b)(4) and 240.24b-2, and submitted separately with the Securities and Exchange Commission. * Information redacted pursuant to a confidential treatment request by InfoSpace, Inc. under 5 U.S.C. §552(b)(4) and 17 C.F.R. §§ 200.80(b)(4) and 240.24b-2, and submitted separately with the Securities and Exchange Commission. The following terms and conditions shall apply to Customer’s provision of AFS Ads to any Syndicated Site: 1. Syndicated Site Agreement Terms a) [*] b) [*] c) [*] d) [*] e) [*] f) [*] g) [*] h) [*] i) [*] j) [*] k) [*] l) [*] m) [*] n) [*] o) [*] With respect to Syndicated Sites which were approved by Google before Dec 30, 2003 (effective date of Amendment One of the Original Agreement which is no longer in effect), Customer shall [*] include the provisions set forth in this Section 1; provided, however, that Customer agrees to [*] such Syndicated Sites’ access and use of the Services as set forth in this Agreement. In the event a Syndicated Site does not agree to the provisions set forth in Sub-sections (e), (k) or (o) of this Section 1, then Google may, in its sole discretion and with prior written authorization (which shall include e-mail authorization) [*]. 2. Customer agrees to [*] for all Syndicated Sites’ access and use of the Services and AFS Ads. Customer agrees to enforce the terms of the agreements required by this Agreement and to notify Google [*] of any known breach of such terms. Customer will defend and indemnify Google against: [*]. 3. In the event of any Syndicated Site’s breach of any of the terms and conditions set forth in Section 1 of this Schedule, even if Customer fails to include such terms and conditions in an applicable agreement, and including those Syndicated Sites approved by Google before the Agreement Effective Date, Customer shall [*], and Google will [*]. If the Syndicated Site breach involves a breach [*], then Google, in addition to any other rights set forth in this Agreement, shall have the right to terminate Customer’s right to provide AFS Ads and or WebSearch Services to such Syndicated Sites. Additionally, if Google has exercised reason to suspect a breach of [*], in addition to any other right under this Agreement, Google shall have the right to immediately suspend a Syndicated Site’s access to the Services [*]. 4. With respect to Syndicated Sites, Google [*] assign each such electionSyndicated Site separate Client Names, and Customer shall ensure that such assigned Client Names are implemented. Google Confidentialshall not be required to deliver Services to or create Client Names for any Syndicated Site that is not subject to an agreement that contains the terms set forth in Section 1 of this Schedule A. Google shall not be obligated to allow a Syndicated Site access to the Services until Customer provides Google with the following information: [*]. Google may revise the required information listed in the preceding sentence at its discretion upon written notice to Customer. * Information redacted pursuant to a confidential treatment request by InfoSpace, Inc. under 5 U.S.C. §552(b)(4) and 17 C.F.R. §§ 200.80(b)(4) and 240.24b-2, and submitted separately with the Securities and Exchange Commission.

Extended Compliance Period. If, solely as a result of an updated requirement, one or more of your Applications no longer complies with these Guidelines, as updated, and you are incapable of bringing such Application into compliance prior to the scheduled effective date of such update (the “Update Effective Date”), you agree to provide Google with written notice thereof as soon as reasonably practicable, but in any event no later than the Update Effective Date, identifying the Application and the reasons why it may not be brought into compliance prior to the Update Effective Date, and providing such other detail as Google may reasonably request with respect thereto (consistent in any event with your confidentiality obligations). Thereafter, the parties will consult, and you agree to will work, diligently and in good faith to develop and execute a plan to bring such Application into compliance with these Guidelines, as updated, as soon as reasonably practicable, but in any event within ninety (90) days of the Update Notice Date (the “Maximum Compliance Period”). You agree that you will provide Google with such information as Google reasonably requests during this period to keep Google apprised of your progress in bringing your Application into compliance. Notwithstanding the foregoing (but subject to the next sentence), in no event may a new requirement provided for in any the update to these Guidelines require you to take any action which would violate the terms of any agreement between you and any unaffiliated third party that is in effect on the date that Google delivers notice of the proposed update. In any event, if you are unable to bring any Application into compliance during the Maximum Compliance Period, Google may elect, by providing at least thirty (30) days prior written notice, to require you cease providing services to cease bundling either the specific non-conforming Application or to those versions of the Application which are, or are distributed, in violation of the Guidelines, as updated; it being understood that, at such time, you will be entitled to procure services from an alternative source for those Applications (or versions thereof) with respect to which Google elects to cease providing services as provided herein. The Application must permit end users to uninstall it in the customary place the applicable operating system has exercised such election. Google Confidentialdesignated for adding or removing programs (e.g., Add/Remove Programs control panel in Windows) in a straightforward manner

Extended Compliance Period. If, solely as a result of an updated requirement, one or more of your Applications no longer complies with these Guidelines, as updated, and you are incapable of bringing such Application into compliance prior to the scheduled effective date of such update (the “Update Effective Date”), you agree to provide Google with written notice thereof as soon as reasonably practicable, but in any event no later than the Update Effective Date, identifying the Application and the reasons why it may not be brought into compliance prior to the Update Effective Date, and providing such other detail as Google may reasonably request with respect thereto (consistent in any event with your confidentiality obligations). Thereafter, the parties will consult, and you agree to will work, diligently and in good faith to develop and execute a plan to bring such Application into compliance with these Guidelines, as updated, as soon as reasonably practicable, but in any event within ninety (90) days of the Update Notice Date (the “Maximum Compliance Period”). You agree that you will provide Google with such information as Google reasonably requests during this period to keep Google apprised of your progress in bringing your Application into compliance. Notwithstanding the foregoing (but subject to the next sentence), in no event may a new requirement provided for in any update to these Guidelines require you to take any action which would violate the terms of any agreement between you and any unaffiliated third party that is in effect on the date that Google delivers notice of the proposed update. In any event, if you are unable to bring any Application into compliance during the Maximum Compliance Period, Google may elect, by providing at least thirty (30) days prior written notice, to require you to cease bundling either the specific non-conforming Application or those versions of the Application which are, or are distributed, in violation of the Guidelines, as updated; it being understood that, at such time, you will be entitled to procure services from an alternative source for those Applications (or versions thereof) with respect to which Google has exercised such election. Google Confidential.