AMENDMENT NUMBER SEVEN TO THE
Exhibit 10.23
EXECUTION COPY
***Text Omitted and Filed Separately
Confidential Treatment Requested
Under 17 C.F.R. §§200.80(b)(4) and 240.24B-2
AMENDMENT NUMBER SEVEN TO THE
GOOGLE TOOLBARTM AND GOOGLE DESKBARTM PROMOTION AND DISTRIBUTION AGREEMENT
This Amendment Number Seven (“Amendment Seven”) to the Google Toolbar and Google Deskbar Promotion and Distribution Agreement entered into by and between DivX, Inc. (formerly, DivXNetworks, Inc.) and Google Inc. with an effective date of May 18, 2004 (“Agreement”) as amended by (a) Amendment Number One with an effective date of August 11, 2004 (“Amendment One”), (b) Amendment Number Two with an effective date of October 29, 2004 (“Amendment Two”), (c) Amendment Number Three with an effective date of January 11, 2005 (“Amendment Three”), (d) Amendment Number Four with an effective date of December 28, 2005 (“Amendment Four”), (e) Amendment Number Five with an effective date of January 1, 2006 (“Amendment Five”), and (f) Amendment Number Six with an effective date of December 1, 2006 (“Amendment Six”) is entered into as of May 1, 2007 (the “Amendment Seven Effective Date”) by and between DivX, Inc., with offices at 4780 Eastgate Mall, San Diego, CA 92121 (“Distributor”), and Google Inc., with offices at 1600 Amphitheatre Parkway, Mountain View, California 94043 (“Google”). For purposes of this Amendment Seven, the capitalized terms used, but not defined herein, shall have the same meanings set forth in the Amended Agreement (as defined below).
WHEREAS, Distributor and Google are parties to the Agreement, as amended by Amendment One, Amendment Two, Amendment Three, Amendment Four, Amendment Five and Amendment Six (the Agreement as amended, the “Amended Agreement”); and
WHEREAS, Distributor and Google desire to amend the Amended Agreement with respect to the Distributor’s distribution of Products on or after the Amendment Seven Effective Date as set forth herein.
NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties agree to amend the Amended Agreement as follows.
| 1. | DEFINITIONS. With respect to distributions or installations occurring on or after May 1, 2007, Section 1.1 of the Amended Agreement is replaced in its entirety with the following: |
| 1.1 | “Bundle” means the Products bundled solely with a Distributor App; provided that, for the purposes of Sections 3.4 and 4.2 of the Amended Agreement, until [ *** ], “Bundle” shall have the same meaning as Prior Bundle (as defined at Section 3.1 of Amendment Five). [ *** ] |
| 2. | EXHIBIT A. With respect to distributions or installations occurring on or after May 1, 2007, Section 1.15 of Exhibit A of the Amended Agreement is replaced by the new Section 1.15 set forth in Attachment 1 to this Amendment Seven. |
| 3. | GENERAL. Except as modified by this Amendment Seven, the Amended Agreement shall remain in full force and effect. |
IN WITNESS WHEREOF, the parties have caused this Amendment Seven to be executed by their duly authorized representatives.
| DivX, Inc. | Google Inc. | |||||||
| By: | /s/ Kevin Hell | By: | /s/ Jeff Shardell | |||||
| Name: | Kevin Hell | Name: | Jeff Shardell | |||||
| Title: | President | Title: | Director, Websearch and Syndication Google Inc. | |||||
| Date: | June 7, 2007 | Date: | Jul 26, 2007 | |||||
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ATTACHMENT 1 TO AMENDMENT 7
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