Common use of Variable Payment Clause in Contracts

Variable Payment. (a) Operator shall pay to the Data Content Providers (in the aggregate) and to RIN an amount in respect of the indicated calendar years during the terms of this Agreement equal to the indicated percentages of Operator's Revenues during such calendar year. --------------------------------------------------------------------------------------------------------------- Aggregate Payments to Aggregate Payments Calendar Year Data Content Providers Payment to RIN by Operator --------------------------------------------------------------------------------------------------------------- 1997 10% None 10% --------------------------------------------------------------------------------------------------------------- 1998 10% None 10% --------------------------------------------------------------------------------------------------------------- 1999 Amount to be determined Lessor of (i) 5% or (ii) the Lesser or (i) the sum of 5% --------------------------------------------------------------------------------------------------------------- --------------------------------------------------------------------------------------------------------------- by RIN difference between 12 1/2% plus the percentage of and the percentage of Revenues paid to the Data revenue paid to the Data Content Providers or (ii) Content Providers/1/ 12 1/2% --------------------------------------------------------------------------------------------------------------- 2000 and Amount to be determined by Less or (i) 5% or (ii) the Less or (i) the sum of 5% thereafter RIN difference between 15% and plus the percentage of the percentage of Revenues Revenues paid to the Data paid to the Data Content Content Providers or (ii) 15% Providers/1/ --------------------------------------------------------------------------------------------------------------- (b) Operator shall propose the method or methods for determining the individual amounts and manner of distribution of payments under Section 6.4(a) to Data Content Providers, which method or methods shall be subject to the approval of RIN. In evaluating any such method or methods so proposed, RIN shall give consideration to (i) the revenues generated by Operator as a result of the Red Property information provided by a Data Content Provider, including home page sales and banner advertising, and (ii) whether such Data Content Provider is providing such Real Property information on an exclusive basis to Operator. The objectives of such determination shall be, among other things, to create reasonable incentives to Data Content Providers to furnish real property information to Operator, to promote actively the Domain Site to such Data Content Providers' respective local communities, and to assist Operator in selling Enhanced Real Property Ads, home pages and related services to REALTORS(R). Furthermore, in determining the percentage of Revenues to be available for distribution to Data Content Providers in the aggregate in 1998 and later years, RIN shall take into account competitive conditions concerning the payment of fees to content providers and shall provide its determination with respect to a given calendar year on or before the immediately preceding July 1. It is understood by the parties that such proposals approvals and determinations cannot be inconsistent with the contractual obligations undertaken to Data Content Providers. 20 (c) Until the fifth anniversary of the date of this Agreement, it is expected that RIN will use all of the payments, if any, received by it from Operator pursuant to Section 6.4(a) (i) to support its activities under this agreement and (ii) to meet its obligations to NAR.

Variable Payment. (a) Operator shall pay to the Data Content ---------------- Providers (in the aggregate) and to RIN an amount in respect of the indicated calendar years during the terms term of this Agreement equal to the indicated percentages of Operator's Revenues during such calendar year. --------------------------------------------------------------------------------------------------------------- Aggregate Payments to Aggregate Payments Calendar Year Data Content Providers Payment to RIN by Operator --------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------ 1997 10% None 10% --------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------ 1998 10% None 10% --------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------ 1999 Amount to be determined Lessor by Lesser of (i) 5% or (ii) the Lesser or of (i) the sum of 5% --------------------------------------------------------------------------------------------------------------- --------------------------------------------------------------------------------------------------------------- by RIN difference between 12 1/2% plus the percentage of and the percentage of Revenues paid to the Data revenue Revenues paid to the Data Content Providers or (ii) 12 Content Providers/1/ 12 Providers1 1/2% --------------------------------------------------------------------------------------------------------------- ------------------------------------------------------------------------------------------------------------ 2000 and Amount to be determined by Less or Lesser of (i) 5% or (ii) the Less or Lesser of (i) the sum of 5% thereafter RIN difference between 15% and plus the percentage of the percentage of Revenues Revenues paid to the Data paid to the Data Content Content Providers or (ii) 15% Providers/1/ --------------------------------------------------------------------------------------------------------------- Providers1 ------------------------------------------------------------------------------------------------------------ Notwithstanding the foregoing, with respect to Operator's Revenues derived from Operator's new homes site (b) xxxxxxxxxxx.xxx), Operator shall propose the method or methods for determining the individual amounts pay to RIN an amount equal to 5% of such Revenues, and manner of distribution of payments under Section 6.4(a) to Data Content Providers, which method or methods shall be subject to the approval of RINnothing. In evaluating any such method the event that Operator's EBIT for a quarter is, or methods so proposed, RIN shall give consideration to (i) would be after deducting the revenues generated by Operator as a result of the Red Property information provided by a Data Content Provider, including home page sales and banner advertising, and (ii) whether such Data Content Provider is providing such Real Property information on an exclusive basis to Operator. The objectives of such determination shall be, among other things, to create reasonable incentives to Data Content Providers to furnish real property information to Operator, to promote actively the Domain Site to such Data Content Providers' respective local communities, and to assist Operator in selling Enhanced Real Property Ads, home pages and related services to REALTORS(R). Furthermore, in determining the percentage of Revenues payments otherwise required to be available made to RIN under this Section ------- 6.4(a), less than 10% of Operator's Revenues for distribution such quarter, the amount ------ otherwise payable to Data Content Providers in the aggregate in 1998 and later years, RIN shall take into account competitive conditions concerning the payment of fees to content providers and shall provide its determination with respect to a given calendar year on or before the immediately preceding July 1. It is understood by the parties that such proposals approvals and determinations cannot be inconsistent with the contractual obligations undertaken to Data Content Providers. 20 (c) Until the fifth anniversary of the date of under this Agreement, it is expected that RIN will use all of the payments, if any, received by it from Operator pursuant to Section 6.4(a) shall be reduced (ibut not -------------- more than an aggregate of 2% of Operators Revenues) until such condition does not exist: provided, however, that if Operator's EBIT for the calendar year in which any such reductions are made shall exceed 10% of Revenues, then the reductions shall be restored, and the difference paid to support its activities under this agreement and (ii) RIN, to meet its obligations to NARthe extent that Operator's EBIT, after such restored payments, shall equal or exceed 10% of Operator's Revenues.

Variable Payment. (a) Operator shall pay to the Data Content ---------------- Providers (in the aggregate) and to RIN an amount in respect of the indicated calendar years during the terms of this Agreement equal to the indicated percentages of Operator's Revenues during such calendar year. --------------------------------------------------------------------------------------------------------------- Aggregate Payments to Aggregate Payments Calendar Year Data Content Providers Payment to RIN by Operator --------------------------------------------------------------------------------------------------------------- 1997 10% None 10% --------------------------------------------------------------------------------------------------------------- 1998 10% None 10% --------------------------------------------------------------------------------------------------------------- 1999 Amount to be determined Lessor of (i) 5% or (ii) the Lesser or (i) the sum of 5% --------------------------------------------------------------------------------------------------------------- --------------------------------------------------------------------------------------------------------------- by RIN difference between 12 1/2% plus the percentage of and the percentage of Revenues paid to the Data revenue paid to the Data Content Providers or (ii) Content Providers/1/ 12 1/2% --------------------------------------------------------------------------------------------------------------- 2000 and Amount to be determined by Less or (i) 5% or (ii) the Less or (i) the sum of 5% thereafter RIN difference between 15% and plus the percentage of the percentage of Revenues Revenues paid to the Data paid to the Data Content Content Providers or (ii) 15% Providers/1/ --------------------------------------------------------------------------------------------------------------- ____________________ 1 In the event that Operator's EBIT for a quarter is, or would be after deducting the payments otherwise required to be made to RIN under this Section 6.4(a), less than 10% of Operator's Revenues for such quarter, the amount otherwise payable to RIN under this Section 6.4(a) shall be reduced (but not more than an aggregate of 2% of Operators Revenues) until such condition does not exist: provided, however, that if Operator's EBIT for the calendar year in which any such reductions are made shall exceed 10% of Revenues, then the reductions shall be restored, and the difference paid to RIN, to the extent that operators EBIT, after such restored payments, shall equal or exceed 10% of Operator's Revenues. Such amount shall be payable in quarterly installment during each calendar year within thirty days of the end of each calendar quarter based upon Operator's Revenues during such quarter. As used in this Section 6.4, the term "Revenues" ----------- shall mean the collected gross revenues of Operator after deducting (i) sales commissions payable or paid to third parties related to such revenues and (ii) collected gross revenues from the marketing of information or data permitted to be so marketed by Data Content Providers under the provisions of Section ------- 5.7(g)(ii). Also if Operator in the future sells any products or services that ---------- have a significant related cost of sales, then the excess of such cost of sales over the costs incurred on typical sales shall be subtracted from Revenues related to these product or services. Such products could include but not be limited to printing of property flyers for REALTORS(R) and reselling of products or services produced by other companies. (b) Operator shall propose the method or methods for determining the individual amounts and manner of distribution of payments under Section 6.4(a) -------------- to Data Content Providers, which method or methods shall be subject to the approval of RIN. In evaluating any such method or methods so proposed, RIN shall give consideration to (i) the revenues generated by Operator as a result of the Red Property information provided by a Data Content Provider, including home page sales and banner advertising, and (ii) whether such Data Content Provider is providing such Real Property information on an exclusive basis to Operator. The objectives of such determination shall be, among other things, to create reasonable incentives to Data Content Providers to furnish real property information to Operator, to promote actively the Domain Site to such Data Content Providers' respective local communities, and to assist Operator in selling Enhanced Real Property Ads, home pages and related services to REALTORS(R). Furthermore, in determining the percentage of Revenues to be available for distribution to Data Content Providers in the aggregate in 1998 and later years, RIN shall take into account competitive conditions concerning the payment of fees to content providers and shall provide its determination with respect to a given calendar year on or before the immediately preceding July 1. It is understood by the parties that such proposals approvals and determinations cannot be inconsistent with the contractual obligations undertaken to Data Content Providers. 20. (c) Until the fifth anniversary of the date of this Agreement, it is expected that RIN will use all of the payments, if any, received by it from Operator pursuant to Section 6.4(a) (i) to support its activities under this --------------- agreement and (ii) to meet its obligations to NAR.