Customization ICP shall customize all ICP Programming and the ICP Internet Site for AOL Members as follows: (a) ICP shall customize and co-brand the ICP Internet Site for distribution over certain AOL Properties as more particularly described on Exhibit A-1. The customization and co-branding described in Exhibit A-1 represents the manner in which AOL currently contemplates that such customization and co-branding will appear. ICP shall make any reasonable changes to the customization and/or co-branding requirements of any AOL Property that may occur during the Term. (b) ICP shall ensure that AOL Members accessing the ICP Programming or linking to the ICP Internet Site do not receive advertisements, promotions or links (i) for any Interactive Service or (ii) in violation of the applicable AOL Property's then-standard advertising policies. ICP shall ensure that AOL Members accessing the ICP Programming or linking to the ICP Internet Site do not receive advertisements, promotions or links in a category in which AOL or the applicable AOL Property has an [****] another [****] to a third party; provided, however, that if ICP is in violation of the terms of this Section 5.2(b) due to AOL's failure to inform ICP of such category and such violation is not willful or repeated, then AOL's [****] shall [****] require that ICP promptly (within two (2) business days) [****] any such [****], or [****] (or otherwise [****] of [****]). (c) ICP shall provide continuous navigational ability for AOL Members to return to an agreed-upon point on the applicable AOL Property (for which AOL shall supply the proper address) from ICP Internet Site or ICP Programming (e.g., the point on the applicable AOL Property from which such site is linked), which, at AOL's option, may be satisfied through the use of a hybrid browser format. ICP shall ensure that navigation back to the AOL Network from the ICP Internet Site, whether through a particular pointer or link, the "back" button on an Internet browser, the closing of an active window, or any other return mechanism, shall not be interrupted by ICP through the use of any intermediate screen or other device not specifically requested by the user, including without limitation through the use of any html pop-up window or any other similar device. Rather, such AOL traffic shall be pointed directly back to the AOL Network as designated by AOL. --------------- [****] REPRESENTS MATERIAL WHICH HAS BEEN REDACTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED. (d) Upon AOL's request, ICP shall use AOL's tools and technology for all community-related utilities and functionality (including, without limitation, chat, message boards, and web page community services such as AOL Hometown) within ICP Programming and the ICP Internet Site and any registration or similar processes permitted hereunder (once AOL's registration tools become available) to the extent technically feasible and to the extent such tools and technology can be integrated in a substantially similar manner as ICP's current tools in terms of user experience.