exv10w1






Exhibit 10.1




	 	 	 
	Execution Copy

	 	Contract No. 205132-4






AMENDMENT NO. 4




to 




Yahoo! Publisher Network Agreement #205132



THIS AMENDMENT NO. 4 (this “Fourth Amendment”) is entered into as of April 16, 2009 (the
“Fourth Amendment Effective Date”) by and between Yahoo! Inc (“Yahoo!”), as
successor-in-interest to Overture Services, Inc. (“Overture”) and Local.com Corporation,
formerly known as Interchange Corporation, (“Publisher”), and amends the Yahoo! Publisher
Network Agreement #205132 between Overture and Publisher entered into as of October 17,
2005, as amended by Amendment No. 1 dated as of December 8, 2005, Amendment No. 2 dated as of March
31, 2006 and Amendment No. 3 dated as of August 1, 2007 (collectively, the “Agreement”).



In consideration of the mutual covenants and conditions, the receipt and sufficiency is of which
are hereby acknowledged, Publisher and Yahoo! hereby agree as follows:





	 	1.	 	The Agreement is amended to delete the “End Date” on the first page of the Agreement in
its entirety and to replace it with the following:
	 
	 	 	 	“End Date: May 16, 2009. Thereafter, the Agreement will automatically renew for
additional one (1) month periods (each a ‘Renewal Term’) unless either party
gives notice of non-renewal at least fifteen (15) days before the expiration of the Term.
As used in the Agreement, ‘Term’ means the Initial Term and each Renewal Term, if any.”
	 
	 	2.	 	The Agreement is amended to change all “Overture” references in the Agreement to
“Yahoo!”.
	 
	 	3.	 	The Agreement is amended to change all “Overture Related Party” references in the
Agreement to “Yahoo! Related Party”.
	 
	 	4.	 	This Fourth Amendment may be executed in one or more counterparts, each of which when
executed shall be deemed to be the original, but all of which taken together shall
constitute one and the same instrument.
	 
	 	5.	 	The Agreement is amended to provide that references in the Agreement to “this
Agreement” or “the Agreement” (including indirect references such as “hereunder”, “hereby”,
“herein” and “hereof”) shall be deemed references to the Agreement as amended hereby, and
references to “Overture” or “Yahoo! Search Marketing” shall be deemed references to
“Yahoo!”. Capitalized terms not defined herein have the meanings set forth in the
Agreement, except as amended by this Fourth Amendment.
	 
	 	6.	 	Except as amended by this Fourth Amendment, the Agreement will remain in full force and
effect in accordance with its terms. In the event of a conflict between the terms of this
Fourth Amendment and the Agreement, the terms of this Fourth Amendment shall govern.




This Fourth Amendment has been executed by the duly authorized representatives of the parties as of
the Fourth Amendment Effective Date.




	 	 	 	 	 	 	 	 	 	 	 
	LOCAL.COM CORPORATION	 	 	 	YAHOO! INC. as successor-in-interest to Overture Services, Inc.
	 
	 	 	 	 	 	 	 	 	 	 
	By:

	 	/s/ Brenda Agius
 

	 	 
	 	By:
	 	/s/ Mary Grant
 

	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	Name:

	 	Brenda Agius
	 	 	 	Name:
	 	Mary Grant	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	Title:

	 	CFO
	 	 	 	Title:
	 	VP, US Partnerships	 	 






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