Revised Version 2.

1 – August 2017

DOMAIN NAME LISTING & AUCTION SERVICES AGREEMENT

THIS DOMAIN NAME LISTING & AUCTION SERVICE AGREEMENT (hereinafter referred to as the
"Agreement") is made and entered into on ___________________ (the “Effective Date”), by and between
____________________________ ("Seller"), and NameJet, LLC, a Delaware limited liability company
("NameJet"). Seller and NameJet may collectively be referred to herein as the "Parties" and referred to
singularly as a “Party”.

NOW THEREFORE, in consideration of the mutual promises and covenants contained herein, and
intending to be legally bound, the Parties hereby agree as follows:

I. PURPOSE

The purpose of this Agreement is to provide the terms and conditions by which NameJet will list certain
domain names belonging to Seller (the “Domain Names”, as further defined herein) for auction on
NameJet’s online backorder and auction platform (the “Auction Platform”).

II. DEFINITIONS

The following capitalized terms shall have the meanings hereunder given below:

A. An “Auction” shall mean an auction for the rights to a Domain Name to be held on the
Auction Platform hereunder.

B. “Auction Price” shall mean the final auction sale price of a Domain Name.

C. "Auction Services" shall mean the auction services described in the NameJet Terms of
Use found online at http://www.namejet.com/Pages/Terms.aspx (the “Terms of Use”).

D. A “Buyer” shall mean a winning bidder of an Auction involving a Domain Name

hereunder.

E. “Domain Names” shall mean all domain names listed in Exhibit A or otherwise identified
in any other list provided by Seller to NameJet, whereby such Domain Names are registered to or
otherwise controlled by Seller and are to be listed for auction and/or sale on the Auction Platform.

F. "NameJet Website" shall mean the Internet website owned and/or operated by NameJet
and through which NameJet offers and provides its auction and backorder services via the Auction
Platform and is currently found online at www.namejet.com.

III. AUCTION PROCESS

A. Auction Transfers. For non-reserve auctions for each Domain Name, upon notice of a
backorder of a Domain Name by a NameJet customer, Seller shall initiate a transfer of the specified
Domain Name to a registrar holding account designated by NameJet who will hold the Domain Name until
NameJet transfers the Domain Name to the NameJet customer that ultimately purchases the Domain
Name on the Auction Platform. For reserve auctions for each Domain Name, upon notice of the reserve
being met during the Auction of a Domain Name by a NameJet customer, Seller shall initiate a transfer of
the specified Domain Name to a registrar holding account designated by NameJet who will hold the
Domain Name until NameJet transfers the Domain Name to the NameJet customer that ultimately
purchases the Domain Name on the Auction Platform. Seller shall further change the host records of the
Domain Names to those specified by NameJet.

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While the Domain Names are placed in a registrar holding account as referenced above, Seller agrees
that it shall not have access to this account and may not request a registrar transfer; however Seller may
change DNS servers at any time until rights to the Domain Names are sold via an Auction. Seller explicitly
agrees to “opt-out” of the sixty (60) day inter-registrar transfer lock prior to a Change of Registrant request
authorizing the transfer of any Domain Name that is sold at auction through NameJet.

B. Timing. The Domain Names will be auctioned off substantially in accordance with any
proposed dates listed in Exhibit A or as otherwise mutually agreed upon by the Parties.

C. Pricing and Fees. Following receipt of payment of the Auction Price from the related
Buyer, NameJet agrees to pay Seller the Auction Price for any such Domain Names auctioned hereunder
less a fifteen percent (15%) commission (“Net Auction Proceeds”). NameJet will set reserves, minimum
bid requirements and other applicable transaction fees, if any, with respect to the Domains Names
following consultation with Seller.

D. Data. NameJet shall own all rights to its customer data collected by NameJet. Such
NameJet Customer Data information shall be treated by Seller as NameJet’s Confidential Information. All
communications from Seller pertaining to Seller’s Domain Names shall be sent to NameJet via the
General Manager thereof and then forwarded on to the NameJet customer. In no circumstances shall
Seller communicate directly with a NameJet customer.

E. Cancellation. NameJet may, before, during, or after completion of any auction, cancel
any Auction for any reason.

F. Temporary Web Page. Domain Names listed for auction may resolve to a temporary
Web page on which NameJet may place advertisements for its backorder and auction services.
However, notwithstanding the above, Seller may elect to direct the DNS for some of the Domain Names
to websites or parked pages managed by Seller.

G. Backorder and Bidding Prohibition. Seller agrees that it will not place backorders or
bids on the Domain Names being auctioned on the Auction Platform nor collaborate with others to do so
on their behalf.

IV. SALES AND REFUNDS; PAYMENT TERMS

A. In General. All sales of Domain Names and the rights thereto are subject to the terms
and conditions in this Agreement and the Terms of Use. If NameJet determines a sale transaction to be
fraudulent, upon notification and return of the Domain Name in question to Seller’s control and registrar of
choice NameJet shall have the right to request a refund of the related fee from Seller, or offset the refund
amount against future payments owed to Seller hereunder, if any such request is made within ninety (90)
days from the date of the Auction of the Domain Name (“the Charge Back Period”). In such cases,
NameJet shall return the Domain Name to Seller by placing it back in the designated registrar account in
the control of Seller. After ninety (90) days from the Auction, NameJet may not seek a refund or transfer
back the Domain Name to Seller but instead shall maintain that Domain Name in an account designated
by NameJet and may take any other actions NameJet deems appropriate.

B. Payment. NameJet shall pay the Net Auction Proceeds due to Seller pursuant to Section
III above within thirty (30) days after the last day of the calendar month in which such Net Auction
Proceeds are collected from the applicable Buyer. Payments shall be made by check or wire transfer.

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V. REPRESENTATIONS AND WARRANTIES

A. Representations and Warranties of Seller. Seller makes the following representations

and warranties hereunder:

1. Seller has the requisite power and authority to enter into and carry out this
Agreement.

2. To Seller’s knowledge, there is no action, proceeding, or investigation, pending

or threatened, which questions, directly or indirectly, the validity or enforceability of this Agreement.

3. Seller has taken all actions required by applicable law, and has obtained all
consents which are necessary to authorize or enable it to execute and deliver this Agreement and to
consummate the transactions contemplated in this Agreement. The individuals executing this Agreement
on behalf of Seller have been duly authorized and are empowered to bind Seller to this Agreement.

4. Seller shall comply with all federal, state and local laws and regulations in
connection with its performance under this Agreement, including those related to any notice requirements
necessary prior to the auction of the Domain Names hereunder.

5. Neither the execution of this Agreement nor the consummation by Seller of the
actions contemplated by this Agreement will (a) conflict with, or result in a breach of, the terms, conditions
or provisions of, or constitute a default, or result in a termination of, any agreement or instrument to which
Seller is a party, (b) violate any restriction to which Seller is subject, or (c) constitute a violation of any
applicable laws.

6. Seller is the registrant of the Seller’s Domain Names being provided to NameJet
for auction hereunder or otherwise has full control of all such Domain Names, and has the full authority to
sell and transfer the rights to all of the Domain Names as contemplated in this Agreement.

7. The Domain Names and the auction thereof under this Agreement shall not
infringe on any patent, copyright, trademark, trade secret or other proprietary right of a third party.

8. Neither the Seller, nor any of its affiliates, employees, business partners, or
associates will participate in an Auction or bid on any of the Domain Names. As such, this is considered
shill bidding, which is strictly prohibited on NameJet. Shill bidding is the placing of a backorder or a bid to
artificially drive up the price or apparent value of a domain name. Shill bidding may also include placing a
bid with no legitimate intention of winning an auction. If NameJet suspects or otherwise determines, in its
sole discretion, that you are violating this policy it may take any action it deems necessary, which may
include but not be limited to, closing your account, suspension, cancellation of listings, termination of this
Agreement, referral to law enforcement, legal action, and/or forfeiture of fees or other funds collected.

B. Representations and Warranties of NameJet. NameJet makes the following

representations and warranties hereunder:

1. NameJet has the requisite power and authority to enter into and carry out this
Agreement.

2. To NameJet’s knowledge, there is no action, proceeding, or investigation,

pending or threatened, which questions, directly or indirectly, the validity or enforceability of this
Agreement.

3. NameJet has taken all actions required by applicable law, and has obtained all
consents which are necessary to authorize or enable it to execute and deliver this Agreement and to
consummate the transactions contemplated in this Agreement. The individuals executing this Agreement
on behalf of NameJet have been duly authorized and are empowered to bind NameJet to this Agreement.

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VI. CONDUCT AND RELATIONSHIP OF THE PARTIES

A. The Parties acknowledge and agree that the relationship between themselves is that of
independent contractors, and nothing in this Agreement shall be construed as making any Party (or any
of its employees) an employee or representative of another Party except as may be expressly provided in
this Agreement.

B. In accordance with the foregoing, Seller shall not during the Term of this Agreement (i)
sign any documents on behalf of NameJet; (ii) resolve or attempt to resolve any problems, discrepancies,
or disputes involving NameJet customer accounts or related transactions (other than directing customers
to a toll-free number or email address of NameJet to address such inquiries); (iii) represent itself as an
agent of NameJet or that it has the authority to bind the NameJet; or (iv) disparage NameJet, its products,
or services.

VII. MARKETING

During the Term of this Agreement, NameJet at its sole discretion may use commercially reasonable
efforts to market the Domain Names to its customers and prospective customers on the NameJet
Website.

VIII. INTELLECTUAL PROPERTY

NameJet will retain ownership of and all intellectual property rights in connection with the Auction
Platform, Auction Services and any materials NameJet provides to the Seller hereunder.

IX. TERM

This Agreement will commence on the Effective Date and terminate when all Domain Names listed in
Exhibit A have been auctioned and sold or one hundred and twenty (120) days from the Effective Date,
whichever comes first (the “Term”). However, unless the Parties otherwise agree in writing, should Seller
provide NameJet with a new list of Domain Names to auction on the Auction Platform following the
conclusion of the Term, this Agreement shall govern any such Auctions of the Domain Names on the
Auction Platform.

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X. TERMINATION

Seller may terminate this Agreement without cause, thirty (30) days after providing written notice of
termination via mail or email to the other Party. NameJet may terminate this Agreement immediately for
convenience, without notice, at its sole and absolute discretion. Either Party will have the right to
terminate this Agreement immediately if: (i) the other Party materially breaches any term or condition of
this Agreement and fails to cure such breach within ten (10) days after receipt of written notice of the
same; or (ii) the other Party becomes the subject of a voluntary or involuntary petition in bankruptcy or
any proceeding relating to insolvency, receivership, liquidation, or composition for the benefit of creditors.
Notwithstanding the foregoing, NameJet may terminate this agreement with immediate effect (without any
cure period) should it determine, in its sole discretion, that Seller is in violation of its representations and
warranties.

XI. EFFECT OF TERMINATION

Upon the effective date of expiration or termination of this Agreement, within thirty (30) business days
after such expiration or termination, the Parties shall return to each other or destroy all Confidential
Information received from the other Party in their possession or control and shall not make or retain any
copies of such Confidential Information except as required to comply with any applicable legal,
accounting, or internal record keeping requirements. Any Auction pending at the time of termination shall
be carried on as if there were no termination, unless otherwise agreed by the Parties. All amounts owed
between the Parties under this Agreement at termination shall be paid upon termination in accordance
with the standard payment schedule outlined above in Section IV. . In the event of termination of this
Agreement for any reason, Sections II, IV, V(A), VIII, XV, XVI and XIX through XXVI survive termination.

XII. CONFIDENTIALITY

During this Agreement, the Parties may exchange confidential information with each other. “Confidential
Information" hereunder shall mean any information disclosed by one Party to another Party during the
Term (and any renewals terms), either directly or indirectly, in writing, orally or by inspection of tangible
objects, which is designated "Confidential" or "Proprietary" by the disclosing Party and includes, without
limitation, either Party’s clients, financing arrangements, technical data, marketing plans, software, source
codes, trade secrets, programming techniques, ranking techniques, sources of services and goods, costs,
profits, methods of obtaining new clients, competitive analysis, personnel information, financial data and
the terms of this Agreement. Confidential Information does not include (i) information which either Party
can demonstrate is or becomes generally known by the public other than as a result of a disclosure by the
other Party, or (ii) information which either party can demonstrate was known by such Party prior to the
date of this Agreement. Both Parties agrees that they shall not disclose, in any form, oral, electronic or
paper, Confidential Information to any third party, and use Confidential Information solely for the purposes
of performance of this Agreement during the Term of this Agreement. The obligations under this Section
XII shall survive the expiration or termination of this Agreement for a period of three (3) years after
termination of this Agreement.

XIII. DISCLAIMER OF WARRANTIES

A. NAMEJET DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY,

WITH REGARD TO THE SERVICES PROVIDED UNDER THIS AGREEMENT, INCLUDING ANY
WARRANTY OF MERCHANTABILITY, FITNESS FOR THE PARTICULAR PURPOSE, TITLE AND
NONINFRINGEMENT, AND SELLER AGREES THAT THERE ARE NO WARRANTIES CREATED BY
COURSE OF DEALING, COURSE OF PERFORMANCE OR TRADE USAGE. IN PARTICULAR,
NAMEJET DOES NOT WARRANT THAT THE OPERATION OF ITS AUCTION PLATFORM WILL BE
UNINTERRUPTED OR ERROR-FREE.

B. IN THE EVENT OF ERROR OR INTERUPTION DURING THE LAST SIX (6) HOURS OF
A DOMAIN NAME AUCTION, NAMEJET SHALL HAVE THE OPTION TO RELIST THE DOMAIN NAME
AT A LATER DATE.

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XIV. LIMITATION OF LIABILITY

IN NO EVENT WILL NAMEJET BE LIABLE FOR SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL

OR PUNITIVE DAMAGES, LOSS OF BUSINESS, REVENUE OR PROFITS EVEN IF IT HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NAMEJET’S MAXIMUM LIABILITY TO
PARTNER UNDER THIS CONTRACT, WHETHER BASED IN CONTRACT, TORT (INCLUDING
NEGLIGENCE) OR OTHER LEGAL THEORY, WILL BE THE RECOVERY OF ACTUAL, DIRECT
DAMAGES UP TO A TOTAL OF THE AMOUNTS RECEIVED OR RETAINED BY NAMEJET PURSUANT
TO THIS AGREEMENT.

XV. INDEMNIFICATION

Seller agrees to indemnify, defend and hold harmless NameJet and its subsidiaries, officers, directors,
employees, agents, successors and assigns, at its expense, from any and all third party claims, actions,
damages, liabilities, costs and expenses, including reasonable attorneys’ fees and expenses, arising from
or related to: (i) any violation of contract, law or regulation by Seller in listing the Domain Names; (ii) the
delivery of the Domain Names for sale at auction as contemplated by this Agreement; (iii) the failure on
the part of Seller to deliver any Domain Names to a winning bidder or Buyer of any Domain Names; (iv)
any claim that the auctioning or offering for auction of any of the Domain Names is a violation of any
rules, regulations, laws or rights of any other party; (iv) any breach of any representation or warranty in
Section V; or (v) any claim of infringement or misappropriation of any patent, copyright, trademark, trade
secret or other proprietary right relating to any of the Domain Names listed for auction under this
Agreement.

XVI. TERMS OF USE

Seller acknowledges and agrees that all auction participants are to be bound by the Terms of Use.

XVII. PUBLICITY

Neither Party hereto may issue a news release, public announcement or advertisement concerning the
existence of this Agreement or its efforts in connection with this Agreement without the prior written
consent of the other Party.

XVIII. EXCLUSIVITY

During the term of this Agreement, Seller agrees that it will not enter into an agreement with another party
to provide domain name listing, backorder, or auction services similar to those offered by NameJet for the
Domain Names listed on Exhibit A. NameJet is not obligated to engage Seller on an exclusive basis and
is free to contract with other third parties for domain names for auction on the Auction Platform.

XIX. JURISDICTION AND GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of Florida,
United States of America. The Federal and State courts of Florida shall have exclusive jurisdiction over
any and all claims related to this Agreement. The United Nations Convention on Contracts for the
International Sale of Goods is specifically excluded from application to this Agreement.

XX. FORCE MAJEURE

Neither Party will be liable for any failure or delay in its performance under this Agreement due to any
cause beyond its reasonable control, including acts of war or terror, acts of God, earthquake, flood, fire,
embargo, riot, sabotage, labor shortage or dispute, governmental act, government foreign policy changes,
or foreign domain administrator policy changes.

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XXI. WAIVER & SEVERABILITY

The waiver of any breach or default of this Agreement shall not constitute a waiver of any subsequent
breach or default, and will not act to amend or negate the rights of the waiving Party. Any term or
provision of this Agreement that is invalid or unenforceable in any situation in any jurisdiction shall not
affect the validity or enforceability of the remaining terms and provisions hereof, or the validity or
enforceability of the offending term or provision in any other situation or in any other jurisdiction.

XXII. ASSIGNMENT

Neither Party may assign or transfer this Agreement without the prior written approval of the other party;
provided, however, that the sale of any portion of the assets of either party, or any of its subsidiaries, its
acquisition by or merger into another company, will not be deemed an assignment of this Agreement;
provided, however that the acquiring or surviving company, as applicable, shall expressly agree to
assume and be bound by the terms of this Agreement. Any assignment in violation of this Section will be
void. Subject to the foregoing, this Agreement will be binding upon and inure to the benefit of the
successors and assigns of the Parties.

XXIII. NOTICES

Any notice or communication required or permitted to be given hereunder may be delivered by hand,
deposited with an overnight courier, sent by confirmed facsimile, confirmed e-mail, or mailed by registered
or certified mail, return receipt requested, postage prepaid, in each case to the address of the receiving
Party indicated below, or at such other address as may hereafter be furnished in writing by either Party to
the other. Such notice will be deemed to have been given as of the date it is delivered, mailed or sent by
facsimile or overnight courier, whichever is earlier.

If to Seller: If to NameJet:
NameJet, LLC
12808 Gran Bay Parkway West
Jacksonville, FL 32259
Attn: General Manager

XXIV. PROHIBITED TRANSACTIONS.

Each Party warrants that it is not, nor is it acting on behalf of any person or entity that is, prohibited from
engaging in transactions with U.S. citizens, nationals or entities under applicable U.S. law and regulation
including, but not limited to, regulations issued by the U.S. Office of Foreign Assets Control (“OFAC”). In
addition, each Party is not, nor is it acting on behalf of any person or entity that is a Specially Designated
National (“SDN”), as OFAC may so designate from time to time.

If any Party maintains an office outside the United States, conducts business with companies or persons
other than U.S. citizens, or at any time offers to sell products or services to any person or company that is
not a U.S. citizen such Party will comply with all laws relating to the conduct of business practices that
prohibit any gratuities or inducements. Each Party acknowledges that it is subject to certain United States
laws, including but not limited to the Foreign Corrupt Practices Act of 1977 and any amendments thereto,
which apply to activities carried out on its behalf outside the United States. Each Party agrees neither to
take nor omit to take any action if such act or omission might cause it to be in violation of any such laws.
The Parties may not export, re-export, transfer or make available, whether directly or indirectly, any
regulated item or information to anyone outside the United States in connection with this Agreement
without first complying with all export control laws and regulations which may be imposed by the United
States government and any country or organization of nations within whose jurisdiction Company
operates or does business.

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XXV. HEADINGS

The section headings contained in this Agreement are inserted for convenience only and shall not affect
in any way the meaning or interpretation of this Agreement.

XXVI. ENTIRE AGREEMENT; COUNTERPARTS

This Agreement, including all schedules and documents incorporated herein by reference, constitutes the
complete and exclusive agreement between the Parties with respect to the subject matter hereof, and
supersedes and replaces any and all prior or contemporaneous discussions, negotiations,
understandings and agreements, written and oral, regarding such subject matter. This Agreement may
only be modified or amended by written agreement signed by both Parties. In addition to any other lawful
means of execution or delivery, this Agreement may be executed by facsimile or electronic signatures
and may be delivered by the exchange of counterparts of signature pages by means of facsimile or
electronic mail.

IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed as of the
Effective Date.

___________________________ NameJet, LLC:

(Print Name)

____________________________ ____________________________
[Signature] Jonathan Tenenbaum
General Manager