Common use of Maintenance of Websites and Domain Names Clause in Contracts

Maintenance of Websites and Domain Names. The Loan Parties (a) shall take all actions customarily taken by companies engaged in the same or similar business to maintain, preserve and protect their rights and interests and the rights and interests of Agent and the Lenders with respect to all Websites and Domain Names of the Loan Parties, including without limitation, making all necessary filings, registrations and applications with the appropriate domain name registrars and paying all fees, costs and expenses associated therewith, (b) shall maintain the effectiveness of all owned Domain Name registrations with an ICANN-accredited domain name registrar and shall not permit any such registrations to lapse or to be cancelled, abandoned or terminated except for such Websites and Domain Names that the Loan Parties have determined, in their reasonable business judgment, are no longer useful in the business of the Loan Parties and have permitted to expire, or have been cancelled or abandoned, (c) shall provide written notice to Agent of the Loan Parties’ registration of any additional Domain Name (other than the Domain Names set forth on Schedule 4.28) within 30 days after such registration and, upon the request of Agent, execute and deliver or cause to be executed and delivered to Agent documentation with respect to such Domain Name comparable to that provided on the Effective Date pursuant to clause (ff) of Schedule 3.1, (d) shall not transfer the registration of any Domain Name from any domain name registrar to any other domain name registrar without first providing written notice to Agent, (e) shall comply in all material respects with all of the Loan Parties’ obligations under all Website Agreements, shall maintain the effectiveness of all Website Agreements material to the business or operations of the Loan Parties and shall not consent to any modification, supplement or waiver of any term or provision of any (A) Website Agreement with respect to which Agent has received a Website Consent Agreement or (B) any Website Agreement (other than any Website Agreement referred to in the foregoing clause (A)) material to the business or operations of the Loan Parties, unless such modification, supplement or waiver is deemed in the Loan Parties’ reasonable discretion not to be adverse to the rights or interests of Agent and the Lenders and the Loan Parties have reasonably determined that such modification, supplement or waiver is in the best interests of the business of the Loan Parties, (f) shall at all times maintain in full force and effect Website Agreements material to the business or operations of the Loan Parties, in form and substance reasonably satisfactory to Agent, with a web hosting company and with other internet service providers reasonably acceptable to Agent pursuant to which such Persons shall provide web hosting, database management and maintenance and disaster recovery services to the Loan Parties on terms reasonably acceptable to Agent, (g) shall not enter into any new Website Agreement material to the business or operations of the Loan Parties without giving Agent at least 10 days prior written notice and, to the extent requested by Agent, executing and delivering and causing each other party to such Website Agreement to execute and deliver to Agent a Website Consent Agreement in form and substance reasonably satisfactory to Agent with respect thereto, (h) shall maintain or cause to be kept and maintained all Websites and all equipment used in connection therewith in reasonably good working order and condition, (i) shall at all times maintain in full force and effect disaster recovery and database backup plans and procedures of a type customarily maintained by similarly situated companies engaged in the same or similar business and (j) to the extent requested by Agent at any time when a Default has occurred and is continuing, shall (A) maintain backup copies of the Loan Parties’ database and passwords, security codes and other means necessary to access the Loan Parties’ Websites and computer systems with a third party escrow agent reasonably satisfactory to Agent and (B) cause such escrow agent to enter into, and at all times thereafter maintain in full force and effect, a Website Agreement and a Website Consent Agreement in favor of Agent, each in form and substance reasonably satisfactory to Agent, with respect to the services contemplated by the foregoing clause (A).

Maintenance of Websites and Domain Names. The Loan Parties (a) shall take all actions customarily taken by companies engaged in the same or similar business to maintain, preserve and protect their rights and interests and the rights and interests of Agent and the Lenders Agents with respect to all Websites and Domain Names of the Loan Parties, including without limitation, making all necessary filings, registrations and applications with the appropriate domain name registrars and paying all fees, costs and expenses associated therewith, (b) shall maintain the effectiveness of all owned Domain Name registrations with an ICANN-accredited domain name registrar and shall not permit any such registrations to lapse or to be cancelled, abandoned or terminated except for such Websites and Domain Names that the Loan Parties have determined, in their reasonable business judgment, are no longer useful in the business of the Loan Parties and have permitted to expire, or have been cancelled or abandonedterminated, (c) shall provide written notice to Agent the Agents of the Loan Parties’ registration of any additional Domain Name (other than the Domain Names set forth on Schedule 4.283.05(b)) within 30 days after such registration and, upon the request of the Administrative Agent, execute and deliver or cause to be executed and delivered to the Administrative Agent documentation with respect to such Domain Name comparable to that provided on the Effective Date pursuant to clause (ff) of Schedule 3.1Section 4.01(k), (d) shall not transfer the registration of any Domain Name from any domain name registrar to any other domain name registrar without first providing written notice to Agentregistrar, (e) shall comply in all material respects with all of the Loan Parties’ obligations under all Website Agreements, shall maintain the effectiveness of all Website Agreements material to the business or operations of the Loan Parties and shall not consent to any modification, supplement or waiver of any term or provision of any (A) Website Agreement with respect to which Agent has the Agents have received a Website Consent Agreement or (B) any Website Agreement (other than any Website Agreement referred to in the foregoing clause (A)) material to the business or operations of the Loan Parties, unless such modification, supplement or waiver is deemed in the Loan Parties’ reasonable discretion not to be adverse to the rights or interests of Agent Agents and the Lenders and the Loan Parties have reasonably determined that such modification, supplement or waiver is in the best interests of the business of the Loan Parties, (f) shall at all times maintain in full force and effect Website Agreements material to the business or operations of the Loan Parties, in form and substance reasonably satisfactory to the Administrative Agent, with a web hosting company and with other internet service providers reasonably acceptable to the Administrative Agent pursuant to which such Persons shall provide web hosting, database management and maintenance and disaster recovery services to the Loan Parties on terms reasonably acceptable to the Administrative Agent, (g) shall not enter into any new Website Agreement material to the business or operations of the Loan Parties without giving the Administrative Agent at least 10 30 days prior written notice and, to the extent requested by the Administrative Agent, executing and delivering and causing each other party to such Website Agreement to execute and deliver to the Administrative Agent a Website Consent Agreement in form and substance reasonably satisfactory to the Administrative Agent with respect thereto, (h) shall maintain or cause to be kept and maintained all Websites and all equipment used in connection therewith in reasonably good working order and condition, (i) shall at all times maintain in full force and effect disaster recovery and database backup plans and procedures of a type customarily maintained by similarly situated companies engaged in the same or similar business and (j) to the extent requested by the Administrative Agent at any time when a Default has occurred and is continuing, shall (A) maintain backup copies of the Loan Parties’ database and passwords, security codes and other means necessary to access the Loan Parties’ Websites and computer systems with a third party escrow agent reasonably satisfactory to the Administrative Agent and (B) cause such escrow agent to enter into, and at all times thereafter maintain in full force and effect, a Website Agreement and a Website Consent Agreement in favor of the Administrative Agent, each in form and substance reasonably satisfactory to the Administrative Agent, with respect to the services contemplated by the foregoing clause (A); provided, however, that, in the case of a Default under Section 7.01(d) by reason of the Loan Parties’ failure to comply with Section 5.01, the Administrative Agent shall not request that any of the actions set forth in the foregoing clauses (A) and (B) be taken unless (1) such Default continues unremedied for a period of 60 days or (2) the Obligations, or any portion thereof, shall have been accelerated by the Administrative Agent pursuant to Section 7.01.

Maintenance of Websites and Domain Names. The Loan Parties Borrowers (a) shall take all actions customarily taken by companies engaged in the same or similar business to maintain, preserve and protect their rights and interests and the rights and interests of the Agent and the Lenders with respect to all Websites and Domain Names of the Loan PartiesBorrowers, including without limitation, making all necessary filings, registrations and applications with the appropriate domain name registrars and paying all fees, costs and expenses associated therewith, (b) shall maintain the effectiveness of all owned Domain Name registrations with an ICANN-accredited domain name registrar and shall not permit any such registrations to lapse or to be cancelled, abandoned or terminated except for such Websites and Domain Names that the Loan Parties have determined, in their reasonable business judgment, are no longer useful in the business of the Loan Parties and have permitted to expire, or have been cancelled or abandonedterminated, (c) shall provide written notice to the Agent of the Loan PartiesBorrowers’ registration of any additional Domain Name (other than the Domain Names set forth on Schedule 4.286.05(b)) within 30 days after such registration and, upon the request of the Agent, execute and deliver or cause to be executed and delivered to the Agent documentation with respect to such Domain Name comparable to that provided on the Effective Date pursuant to clause (ff) of Schedule 3.1Pre-Petition Senior Credit Agreement, (d) shall not transfer the registration of any Domain Name from any domain name registrar to any other domain name registrar without first providing written notice to Agentregistrar, (e) shall comply in all material respects with all of the Loan PartiesBorrowers’ obligations under all Website Agreements, shall maintain the effectiveness of all Website Agreements material to the business or operations of the Loan Parties Borrowers and shall not consent to any modification, supplement or waiver of any term or provision of any (A) Website Agreement with respect to which the Agent has received a Website Consent Agreement or (B) any Website Agreement (other than any Website Agreement referred to in the foregoing clause (A)) material to the business or operations of the Loan PartiesBorrowers, unless such modification, supplement or waiver is deemed in the Loan Parties’ reasonable discretion not to be adverse to the rights or interests of Agent and the Lenders and the Loan Parties Borrowers have reasonably determined that such modification, supplement or waiver is in the best interests of the business of the Loan PartiesBorrowers, (f) shall at all times maintain in full force and effect Website Agreements material to the business or operations of the Loan PartiesBorrowers, in form and substance reasonably satisfactory to the Agent, with a web hosting company and with other internet service providers reasonably acceptable to the Agent pursuant to which such Persons shall provide web hosting, database management and maintenance and disaster recovery services to the Loan Parties Borrowers on terms reasonably acceptable to the Agent, (g) shall not enter into any new Website Agreement material to the business or operations of the Loan Parties Borrowers without giving the Agent at least 10 days 30 days’ prior written notice and, to the extent requested by the Agent, executing and delivering and causing each other party to such Website Agreement to execute and deliver to the Agent a Website Consent Agreement in form and substance reasonably satisfactory to the Agent with respect thereto, (h) shall maintain or cause to be kept and maintained all Websites and all equipment used in connection therewith in reasonably good working order and condition, (i) shall at all times maintain in full force and effect disaster recovery and database backup plans and procedures of a type customarily maintained by similarly situated companies engaged in the same or similar business and (j) to the extent requested by the Agent at any time when a Default has occurred and is continuing, shall (A) maintain backup copies of the Loan PartiesBorrowers’ database and passwords, security codes and other means necessary to access the Loan PartiesBorrowers’ Websites and computer systems with a third party escrow agent reasonably satisfactory to the Agent and (B) cause such escrow agent to enter into, and at all times thereafter maintain in full force and effect, a Website Agreement and a Website Consent Agreement in favor of the Agent, each in form and substance reasonably satisfactory to the Agent, with respect to the services contemplated by the foregoing clause (A); provided, however, that, in the case of a Default under Section 9.01(c) by reason of the Borrowers’ failure to comply with Section 7.01, the Agent shall not request that any of the actions set forth in the foregoing clauses (A) and (B) be taken unless (1) such Default continues unremedied for a period of 60 days or (2) the Obligations, or any portion thereof, shall have been accelerated by the Agent pursuant to Section 9.01.

Maintenance of Websites and Domain Names. The Loan Parties (a) shall take all actions customarily taken by companies engaged in the same or similar business to maintain, preserve and protect their rights and interests and the rights and interests of the Administrative Agent and the Lenders with respect to all material Websites and material Domain Names of the Loan Parties, including without limitationincluding, making all necessary filings, registrations and applications with the appropriate domain name registrars and paying all fees, costs and expenses associated therewith, (b) shall maintain the effectiveness of all owned material Domain Name registrations with an ICANN-accredited domain name registrar and shall not permit any such registrations to lapse or to be cancelled, abandoned or terminated except for such Websites and Domain Names that the Loan Parties have determined, in their reasonable business judgment, are no longer useful in the business of the Loan Parties and have permitted to expire, or have been cancelled or abandonedterminated, (c) on a quarterly basis shall provide a written notice to the Administrative Agent of the Loan Parties’ registration of any additional Domain Name (other than the Domain Names set forth on Schedule 4.28) within 30 days after such registration and, upon the request of Agent, execute and deliver or cause to be executed and delivered to Agent documentation with respect to such Domain Name comparable to that provided on the Effective Date pursuant to clause (ff) of Schedule 3.15.17), (d) shall not transfer the registration of any Domain Name from any domain name registrar to any other domain name registrar without first providing written notice to Agentregistrar, (e) shall comply in all material respects with all of the Loan Parties’ obligations under all the Website AgreementsAgreement, shall maintain the effectiveness of all the Website Agreements material to the business or operations of the Loan Parties Agreement and shall not consent to any material modification, supplement or waiver of any term or provision of any (A) the Website Agreement with respect to which Agent has received a Website Consent Agreement or (B) any Website Agreement (other than any Website Agreement referred to in the foregoing clause (A)) material to the business or operations of the Loan Parties, unless such modification, supplement or waiver is deemed in the Loan Parties’ reasonable discretion not to be adverse to the rights or interests of Agent and the Lenders and the Loan Parties have reasonably determined that such modification, supplement or waiver is in the best interests of the business of the Loan PartiesAgreement, (f) shall at all times maintain in full force and effect the Website Agreements material to the business or operations of the Loan Parties, Agreement in form and substance reasonably satisfactory to Agent, the Administrative Agent with a web hosting company and with other internet service providers reasonably acceptable to the Administrative Agent pursuant to which such Persons shall provide web hosting, database management and maintenance and disaster recovery hosting services to the Loan Parties on terms reasonably acceptable to Agent, the Administrative Agent and (g) shall not enter into any new Website Agreement material to the business or operations of the Loan Parties without giving the Administrative Agent at least 10 30 days prior written notice and, to the extent requested by Agent, and using commercially reasonable efforts in executing and delivering and causing each other party to such Website Agreement to execute and deliver to the Administrative Agent a Website Consent Agreement in form and substance reasonably satisfactory to the Administrative Agent with respect thereto, (h) shall maintain or cause to be kept and maintained all Websites and all equipment used in connection therewith in reasonably good working order and condition, (i) shall at all times maintain in full force and effect disaster recovery and database backup plans and procedures of a type customarily maintained by similarly situated companies engaged in the same or similar business and (j) to the extent requested by Agent at any time when a Default has occurred and is continuing, shall (A) maintain backup copies of the Loan Parties’ database and passwords, security codes and other means necessary to access the Loan Parties’ Websites and computer systems with a third party escrow agent reasonably satisfactory to Agent and (B) cause such escrow agent to enter into, and at all times thereafter maintain in full force and effect, a Website Agreement and a Website Consent Agreement in favor of Agent, each in form and substance reasonably satisfactory to Agent, with respect to the services contemplated by the foregoing clause (A).

Maintenance of Websites and Domain Names. The Loan Parties (a) shall take all actions customarily taken by companies engaged in the same or similar business to maintain, preserve and protect their rights and interests and the rights and interests of the Agent and the Lenders with respect to all Websites and Domain Names of the Loan Parties, including without limitation, making all necessary filings, registrations and applications with the appropriate domain name registrars and paying all fees, costs and expenses associated therewith, (b) shall maintain the effectiveness of all owned Domain Name registrations with an ICANN-accredited domain name registrar and shall not permit any such registrations to lapse or to be cancelled, abandoned or terminated except for such Websites and Domain Names that the Loan Parties have determined, in their reasonable business judgment, are no longer useful in the business of the Loan Parties and have permitted to expire, or have been cancelled or abandonedterminated, (c) shall provide written notice to the Agent of the Loan Parties’ registration of any additional Domain Name (other than the Domain Names set forth on Schedule 4.286.05(b)) within 30 days after such registration and, upon the request of the Agent, execute and deliver or cause to be executed and delivered to the Agent or the Control Agent documentation with respect to such Domain Name comparable to that provided on the Effective Date pursuant to clause (ff) of Schedule 3.1Senior Credit Agreement, (d) shall not transfer the registration of any Domain Name from any domain name registrar to any other domain name registrar without first providing written notice to Agentregistrar, (e) shall comply in all material respects with all of the Loan Parties’ obligations under all Website Agreements, shall maintain the effectiveness of all Website Agreements material to the business or operations of the Loan Parties and shall not consent to any modification, supplement or waiver of any term or provision of any (A) Website Agreement with respect to which the Agent or the Control Agent has received a Website Consent Agreement or (B) any Website Agreement (other than any Website Agreement referred to in the foregoing clause (A)) material to the business or operations of the Loan Parties, unless such modification, supplement or waiver is deemed in the Loan Parties’ reasonable discretion not to be adverse to the rights or interests of Agent and the Lenders and the Loan Parties have reasonably determined that such modification, supplement or waiver is in the best interests of the business of the Loan Parties, (f) shall at all times maintain in full force and effect Website Agreements material to the business or operations of the Loan Parties, in form and substance reasonably satisfactory to the Agent, with a web hosting company and with other internet service providers reasonably acceptable to the Agent pursuant to which such Persons shall provide web hosting, database management and maintenance and disaster recovery services to the Loan Parties on terms reasonably acceptable to the Agent, (g) shall not enter into any new Website Agreement material to the business or operations of the Loan Parties without giving the Agent at least 10 30 days prior written notice and, to the extent requested by the Agent, executing and delivering and causing each other party to such Website Agreement to execute and deliver to the Agent or the Control Agent a Website Consent Agreement in form and substance reasonably satisfactory to the Agent with respect thereto, (h) shall maintain or cause to be kept and maintained all Websites and all equipment used in connection therewith in reasonably good working order and condition, (i) shall at all times maintain in full force and effect disaster recovery and database backup plans and procedures of a type customarily maintained by similarly situated companies engaged in the same or similar business and (j) to the extent requested by the Agent at any time when a Default has occurred and is continuing, shall (A) maintain backup copies of the Loan Parties’ database and passwords, security codes and other means necessary to access the Loan Parties’ Websites and computer systems with a third party escrow agent reasonably satisfactory to the Agent and (B) cause such escrow agent to enter into, and at all times thereafter maintain in full force and effect, a Website Agreement and a Website Consent Agreement in favor of the Agent, each in form and substance reasonably satisfactory to the Agent, with respect to the services contemplated by the foregoing clause (A); provided, however, that, in the case of a Default under Section 9.01(c) by reason of the Loan Parties’ failure to comply with Section 7.01, the Agent shall not request that any of the actions set forth in the foregoing clauses (A) and (B) be taken unless (1) such Default continues unremedied for a period of 60 days or (2) the Obligations, or any portion thereof, shall have been accelerated by the Agent pursuant to Section 9.01.