Common use of Objectionable Material Clause in Contracts

Objectionable Material. TalkCity shall ensure that TalkCity Content is accurate to reasonable standards, does not infringe third party Intellectual Property Rights, and is of high quality. At WNI's request, TalkCity shall provide support for one or more "KidSafe" access technologies selected and used by WNI. In addition, if WNI finds TalkCity Content objectionable, WNI shall forward a written explanation of its objection(s) to TalkCity. TalkCity shall review the objection(s) within 24 hours or first business day should the notification occur on a weekend or recognized holiday and work with WNI to determine a mutually agreeable solution to resolve the objection(s). WNI reserves the right, to be exercised in its sole discretion, to disconnect the TalkCity Content if, after 48 hours the parties do not reach a mutually agreeable solution. In all cases, TalkCity shall comply with all applicable laws and regulations governing the use and distribution of content on the Internet or World Wide Web. WEBTV NETWORKS INC. AND LIVEWORLD CONFIDENTIAL WEBTV NETWORKS, INC. - TALKCITY CONTENT AND SERVICES AGREEMENT EXHIBIT C ADVERTISING EXCEPTIONS ---------------------- TalkCity shall sell and serve all advertising to appear in TalkCity Content with the following exceptions: A. TalkCity may not serve any ads to WebTV subscribers for Internet Appliance products or services that are competitive to WNI, "WebTV Products," or the "WebTV Network Service" (collectively "WNI Competitors"). There are no restrictions on TC offering TC chat services to WNI Competitors; however, ads for such WNI Competitors shall not be served to WebTV Subscribers. B. TalkCity may not serve any ads for products, software, or peripherals to WebTV subscribers for PCs since these are confusing to WebTV Subscribers who cannot use PC products with their WebTV Product(s) and/or WebTV Network Service(s). C. TalkCity self-promotions to TC home or community chat pages are limited to [*] Percent ([*]%) of the total ads placed per month by TalkCity in TalkCity Content which is accessed and visible to WebTV users. Any revenue generated by traffic driven by WebTV Subscribers or WebTV Products to any TC hosted chat pages, including without limitation, chat/home/community/shopping/transaction pages, shall be subject to Revenue Sharing Terms according to Exhibit D. ---------- WEBTV NETWORKS, INC. AND LIVEWORLD CONFIDENTIAL * Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. WEBTV NETWORKS, INC. - TALKCITY CONTENT AND SERVICES AGREEMENT EXHIBIT D REVENUE SHARING TERMS --------------------- Revenue sharing between the parties will be provided as follows:

Objectionable Material. TalkCity shall ensure that TalkCity Content is accurate to reasonable standards, does not infringe third party Intellectual Property Rights, and is of high quality. At WNI's request, TalkCity shall provide support for one or more "KidSafe" access technologies selected and used by WNI. In addition, if WNI finds TalkCity Content objectionable, WNI shall forward a written explanation of its objection(s) to TalkCity. TalkCity shall review the objection(s) within 24 hours or first business day should the notification occur on a weekend or recognized holiday and work with WNI to determine a mutually agreeable solution to resolve the objection(s). WNI reserves the right, to be exercised in its sole discretion, to disconnect the TalkCity Content if, after 48 hours the parties do not reach a mutually agreeable solution. In all cases, TalkCity shall comply with all applicable laws and regulations governing the use and distribution of content on the Internet or World Wide Web. WEBTV NETWORKS INC. AND LIVEWORLD CONFIDENTIAL WEBTV NETWORKS, INC. - TALKCITY CONTENT AND SERVICES AGREEMENT EXHIBIT C ADVERTISING EXCEPTIONS ---------------------- TalkCity shall sell and serve all advertising to appear in TalkCity Content with the following exceptions: A. TalkCity may not serve any ads to WebTV subscribers for Internet Appliance products or services that are competitive to WNI, "WebTV Products," or the "WebTV Network Service" (collectively "WNI Competitors"). There are no restrictions on TC offering TC chat services to WNI Competitors; however, ads for such WNI Competitors shall not be served to WebTV Subscribers. B. TalkCity may not serve any ads for products, software, or peripherals to WebTV subscribers for PCs since these are confusing to WebTV Subscribers who cannot use PC products with their WebTV Product(s) and/or WebTV Network Service(s). C. TalkCity self-promotions to TC home or community chat pages are limited to [*] Twenty Percent ([*]20%) of the total ads placed per month by TalkCity in TalkCity Content which is accessed and visible to WebTV users. Any revenue generated by traffic driven by WebTV Subscribers or WebTV Products to any TC hosted chat pages, including without limitation, chat/home/community/shopping/transaction pages, shall be subject to Revenue Sharing Terms according to Exhibit D. ---------- WEBTV NETWORKS, INC. AND LIVEWORLD CONFIDENTIAL * Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. WEBTV NETWORKS, INC. - TALKCITY CONTENT AND SERVICES AGREEMENT EXHIBIT D REVENUE SHARING TERMS --------------------- Revenue sharing between the parties will be provided as follows: