Common use of D&O Policies Clause in Contracts

D&O Policies. (a) Demand Media shall cause each Insurance Policy with respect to those Persons who are currently covered by the Demand Media Entities’ existing directors and officers Insurance Policies (the “Existing D&O Policies”) to be cancelled as of the Distribution Date and replaced with Directors’ and Officers’ liability insurance policies for the directors and officers of Demand Media only on substantially similar terms as the Existing D&O Policies (other than with respect to limits, retentions and deductibles, as applicable). (b) Rightside shall cause directors and officers Insurance Policies to be put in place as of the Distribution Date for the benefit of directors and officers of the Rightside Entities (it being understood that Rightside shall be responsible for all premiums, costs and fees associated with such policies). (c) For the six-year period commencing immediately after the Distribution Date, Demand Media shall maintain in effect prepaid run-off tail coverage (the “Run-Off Policy”) for claims that arise out of, or are primarily related to, the Rightside Assets, serving as a director or officer of the Rightside Entities, or the operation of the Rightside Business prior to the Distribution Date, with respect to those Persons who are currently covered by the Existing D&O Policies, on terms and at limits no less favorable than the coverage currently provided under such policies. (d) All premiums and commissions due with respect to the Run-Off Policy shall be paid by Demand Media.

D&O Policies. (ai) Demand Media United Online shall cause each Insurance Policy with respect to those Persons who are currently covered by the Demand Media UOL Entities’ ' existing directors and officers Insurance Policies (the “"Existing D&O Policies”") to be cancelled renewed as of the Distribution Date and replaced with Directors’ and Officers’ liability insurance policies for the directors and officers of Demand Media only on substantially similar terms as the Existing D&O Policies (other than Policies, but with respect to limitsan exclusion for claims that arise out of, retentions and deductiblesor are primarily related to, the FTD Assets, serving as applicable)a director or officer of the FTD Entities, or the operation of the FTD Business. (bii) Rightside FTD shall cause directors and officers Insurance Policies to be put in place as of the Distribution Date for the benefit of directors and officers of the Rightside FTD Entities (it being understood that Rightside FTD shall be responsible for all premiums, costs and fees associated with such policies). (ciii) For the six-year period commencing immediately after the Distribution Date, Demand Media United Online shall maintain in effect prepaid run-off tail coverage (the “"Run-Off Policy”") for claims that arise out of, or are primarily related to, the Rightside FTD Assets, serving as a director or officer of the Rightside FTD Entities, or the operation of the Rightside FTD Business prior to the Distribution Date, with respect to those Persons who are currently covered by the Existing D&O Policies, on terms and at limits no less favorable than the coverage currently provided under such policies. (d) . All premiums and commissions due with respect to the Run-Off Policy shall be paid by Demand MediaFTD.

D&O Policies. (ai) Demand Media United Online shall cause each Insurance Policy with respect to those Persons who are currently covered by the Demand Media UOL Entities’ existing directors and officers Insurance Policies (the “Existing D&O Policies”) to be cancelled renewed as of the Distribution Date and replaced with Directors’ and Officers’ liability insurance policies for the directors and officers of Demand Media only on substantially similar terms as the Existing D&O Policies (other than Policies, but with respect to limitsan exclusion for claims that arise out of, retentions and deductiblesor are primarily related to, the FTD Assets, serving as applicable)a director or officer of the FTD Entities, or the operation of the FTD Business. (bii) Rightside FTD shall cause directors and officers Insurance Policies to be put in place as of the Distribution Date for the benefit of directors and officers of the Rightside FTD Entities (it being understood that Rightside FTD shall be responsible for all premiums, costs and fees associated with such policies). (ciii) For the six-year period commencing immediately after the Distribution Date, Demand Media United Online shall maintain in effect prepaid run-off tail coverage (the “Run-Off Policy”) for claims that arise out of, or are primarily related to, the Rightside FTD Assets, serving as a director or officer of the Rightside FTD Entities, or the operation of the Rightside FTD Business prior to the Distribution Date, with respect to those Persons who are currently covered by the Existing D&O Policies, on terms and at limits no less favorable than the coverage currently provided under such policies. (d) . All premiums and commissions due with respect to the Run-Off Policy shall be paid by Demand MediaFTD.