Unsponsored TLD Agreement: Appendix W (.biz)

Unsponsored TLD Agreement: Appendix W (.biz) Posted: 25 April 2001

1. Ownership Structure

As of April 23, 2001, Registry Operator is a Delaware corporation. The ownership of the LLC is divided between NeuStar, Inc., a Delaware corporation (55%) and Melbourne IT Ltd., an Australian company (45%). The corporate structure and ownership levels of Registry Operator are subject to change in the normal course of Registry Operator's business. Any change of the ownership structure shall be in conformance with Section 3 below.

2. Insurance

Registry Operator, or parent of Registry Operator on behalf of Registry Operator, shall acquire, prior to the Effective Date, at least US $10,000,000 in comprehensive general liability insurance from a reputable insurance provider with an A.M. Best rating of "A" or better and shall maintain insurance meeting these requirements throughout the Term of this Agreement.

3. Limitation on Merger, Consolidation or Reorganization

During the Term of this Agreement, Registry Operator shall not: (1) merge, consolidate or otherwise reorganize into or with a Registry Operator for a TLD which has more than 10,000,000 Registered Names under management, or any of its affiliates; or (2) sell or otherwise transfer all of its assets or stock to a Registry Operator for a TLD which has more than 10,000,000 Registered Names under management, or any of its affiliates. Registry Operator may merge, consolidate or otherwise reorganize into or with a (1) Registry Operator which has less than 10,000,000 Registered Names under management, or (2) a domain name registrar, only upon the express written consent of ICANN, which consent may not be unreasonably withheld or delayed. In considering whether to give consent, ICANN may consider Concepts 3, 5 and 6 stated in Appendix U to this Agreement.

4. Funding Commitment

Registry Operator shall have available from either internal or external sources a minimum of US $34,000,000 in funding solely for Registry Operator's activities in establishing and operating the Registry TLD through the date that is one year following the Commencement-of-Service Date.

5. Marketing Commitment

Registry Operator shall have available from either internal or external sources a minimum of US $15,000,000 for marketing Registry Services in the Registry TLD. Registry Operator shall use reasonable commercial efforts to effectively market .biz Registry Services during the Term of the Agreement.