Change of Control Notification Letter from Google Inc. to AOL, Inc. (January 13, 2012)
This letter from Google Inc. to AOL, Inc. serves as formal notification under the change-of-control provisions in several agreements between the two companies. Google informs AOL of a specific change involving a listed company, as required by sections in various agreements, including marketing and web search service contracts. The letter fulfills Google's obligation to notify AOL of this event, as stipulated in their contracts, and references the relevant agreement sections. No further action or terms are specified in the letter itself.
Exhibit 10.95
THE USE OF THE FOLLOWING NOTATION IN THIS EXHIBIT INDICATES THAT A CONFIDENTIAL PORTION HAS BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE COMMISSION: [****]
1600 Amphitheatre Parkway Mountain View, California 94043 | |
Tel: 650 ###-###-#### Fax: 650 ###-###-#### www.google.com |
1/13/2012
VIA FACSIMILE AND FIRST CLASS MAIL
Julie Jacobs
General Counsel
Aol, Inc.
22000 AOL Way
Dulles, Virginia 20166
Re: Listed Company [****] Notification
Dear Julie,
Pursuant to the change-of-control provisions in agreements between AOL and Google (Change of Control Provisions), including but not limited to those in the agreements (as amended) identified below, Google makes the following Listed Company [****] Notification: [****] is hereby [****] with [****]
| The Amended and Restated Interactive Marketing Agreement between AOL, Inc. and Google Inc., Section 6.5(a)(i) |
| The WebSearch Services Agreement between AOL, Inc. and Google, Inc., Section 6.5(a)(i) |
| The [****] Agreement between Google [****], AOL [****], AOL [****], AOL [****] and AOL [****], Section 11.6.1(a)(i) |
| The [****] Agreement between AOL [****], AOL [****] and Google [****], Section 10.6.1(a)(i) |
| The [****] Agreement between AOL [****] and Google [****], Section 6.5.2(a)(i) |
| The [****] Agreement [****] Agreement [****] between AOL [****] and Google [****], Section 13.1(a)(i) |
| The Marketplace Agreement between AOL, Inc. and Google Inc., Section 21(i)(A) |
Kind regards,
Karen Aviram, Director, Strategic Partnerships
cc:
Paul Griffith, Senior Director, Corporate Business Development
Francis Lobo, SVP, Search & Distribution