Common use of Websites and Domain Names Clause in Contracts

Websites and Domain Names. (a) Each Pledgor shall use commercially reasonable efforts to maintain, preserve and protect their rights and interests and the rights and interests of the Agent with respect to all material domain names of the Pledgors and their Subsidiaries, including, making all necessary filings, registrations and applications with the appropriate domain name registrars and paying all fees, costs and expenses associated therewith. (b) Each Pledgor shall use commercially reasonable efforts to maintain in effect all domain name registrations which are material to the conduct of business of the Pledgors, taken as a whole, with an ICANN-accredited domain name registrar and not permit any such registrations to lapse or to be cancelled, abandoned or terminated. (c) Set forth on Schedule IV is a complete list of all domain names of the Pledgors material to the conduct of business of the Pledgors, taken as a whole, as of the Closing Date, including the domain name registrar. Each domain name set forth on Schedule IV is, as of the Closing Date, duly registered with the domain name registrar set forth on Schedule IV opposite such domain name and has not been registered with any other domain name registrar. The Pledgors own and have marketable title to all their domain names material to the conduct of business of the Pledgors, taken as a whole, and to the knowledge of the Pledgors, the use thereof on any of their websites by the Pledgors does not infringe on, violate or misappropriate the rights of any other Person, except as would not reasonably be expected to result in a Material Adverse Effect. The domain names set forth on Schedule IV have been maintained and renewed in accordance in all material respects with all applicable Laws and all applicable rules and procedures of each domain name registrar and ICANN. The Pledgors have taken, in their good faith business judgment, commercially reasonable steps to protect their rights and interests in and to their websites and domain names, in each case, material to the conduct of business of the Pledgors, taken as a whole. To the best knowledge of the Lead Borrower, no Person has gained unauthorized access to the Pledgors’ websites or data stored thereon (including any customer data), in each case, which would reasonably be expected to result in a Material Adverse Effect.

Websites and Domain Names. (a) Each Pledgor shall use commercially reasonable efforts to maintain, preserve and protect their rights and interests and the rights and interests of the Collateral Agent with respect to all material domain names of the Pledgors and their Subsidiaries, including, making all necessary filings, registrations and applications with the appropriate domain name registrars and paying all fees, costs and expenses associated therewith. (b) Each Pledgor shall use commercially reasonable efforts to maintain in effect all domain name registrations which are material to the conduct of business of the Pledgors, taken as a whole, with an ICANN-accredited domain name registrar and not permit any such registrations to lapse or to be cancelled, abandoned or terminated. (c) Set forth on Schedule IV is a complete list of all domain names of the Pledgors material to the conduct of business of the Pledgors, taken as a whole, as of the Closing Second Amendment Effective Date, including the domain name registrar. Each domain name set forth on Schedule IV is, as of the Closing Second Amendment Effective Date, duly registered with the domain name registrar set forth on Schedule IV opposite such domain name and has not been registered with any other domain name registrar. The Pledgors own and have marketable title to all their domain names material to the conduct of business of the Pledgors, taken as a whole, and to the knowledge of the Pledgors, the use thereof on any of their websites by the Pledgors does not infringe on, violate or misappropriate the rights of any other Person, except as would not reasonably be expected to result in a Material Adverse Effect. The domain names set forth on Schedule IV have been maintained and renewed in accordance in all material respects with all applicable Laws and all applicable rules and procedures of each domain name registrar and ICANN. The Pledgors have taken, in their good faith business judgment, commercially reasonable steps to protect their rights and interests in and to their websites and domain names, in each case, material to the conduct of business of the Pledgors, taken as a whole. To the best knowledge of the Lead Borrower, no Person has gained unauthorized access to the Pledgors’ websites or data stored thereon (including any customer data), in each case, which would reasonably be expected to result in a Material Adverse Effect.