Third Amendment to
Lease

    


    This Third Amendment to Lease is made
and entered into this 18 day of December, 2009, by and between Mick Vorbeck (referred to
herein as the “Landlord”), and Vertro, Inc., a Delaware
corporation, as successor to FindWhat.com Corporation, a Nevada corporation
(referred to herein as the “Tenant”).

    


    Preliminary
Statement

    


    On January 31, 2002, Landlord
predecessor’s in title, Alanda, Ltd. (referred to herein as “Alanda”), as
Landlord, and Tenant entered into a Lease (the “Lease”) for 32,820 rentable sq.
ft. of space located on the 3rd, 4th and
5th
floors of the Office Building known as Colonial Bank Plaza at Summerlin Center
Professional Park, in Ft. Myers, Florida, located on real property legally
described as Lots 3 and 4 of Summerlin Commons, according to the Plat thereof,
as recorded in Plat Book 70, Page 81, of the Public Records of Lee County,
Florida (the “Property”).  Also on January 31, 2002, Alanda and
Tenant, amended the Lease by Addendum to Lease (the “First
Addendum”).

    


    On December 3, 2002, Alanda and Tenant,
amended the Lease by a Second Addendum to Lease (the “Second
Addendum”).

    


    Alanda conveyed the Property to
Landlord by that certain Deed recorded July 30, 2003 in O.R. Book 4009, Page
1023, of the Public Records of Lee County, Florida.

    


    On February 4, 2005, Landlord and
Tenant amended the Lease by an Amendment of Lease (the “First Amendment”). The
First Amendment expanded the Premises to include an additional 3,576 rentable
square feet on the 1st floor
of the Office Building and an additional 5,655 rentable square feet on the
2nd
floor of the Office Building for a total of 9,251 additional rentable square
feet.

    


    On or about June 21, 2007, Landlord and
Tenant further amended the Lease by a Second Amendment to Lease (the “Second
Amendment”).  The Second Amendment provides for Landlord’s consent to
the sublease of a portion of the Premises to Accudata  Holdings, Inc.,
a Delaware corporation (“Accudata”), consisting of 3,576 rentable square feet on
the 1st floor
of the Office Building, 5,655 rentable square feet on the 2nd floor
of the Office Building and 10,940 rentable square feet on the 3rd floor
of the Office Building for a total of 20,171 rentable square feet (the
“Subleased Premises”).

    


    Tenant has requested that Landlord
release Tenant from any obligations relating to the Subleased
Premises.

    


    Contemporaneously herewith, Landlord
and Accudata are entering into a separate lease for a portion of the 2nd floor
and the 3rd floor
(the “Accudata Lease”).

    


    
      
        
        

      

      
        1

        
          

        

      

      
        
        

      

    

     

    Landlord
and Tenant have agreed to make certain further modifications to the Lease,
effective as of December 1, 2009, as follows:

    


    
      	
               
      

            	
              1.

            	
              Preliminary
      Statement. The Preliminary Statement is true and correct and, by
      this reference, is incorporated into and made a part of this Third
      Amendment.

            


    

    


    
      	
               
      

            	
              2.

            	
              Definitions.
      All terms shall have the meanings given to them in the Lease, unless
      otherwise defined herein. All references to the Lease shall mean the Lease
      as previously amended.

            


    

    


    
      	
               
      

            	
              3.

            	
              Premises. The
      parties agree that the Premises shall mean the 4th
      and 5th
      floors of the Office Building.

            


    

    


    
      	
               
      

            	
              4.

            	
              Size of
      Premises.  The parties agree that the Premises, as
      constructed, shall consist of 21,981 rentable square
  feet.

            


    

    


    
      	
               
      

            	
              5.

            	
              Rent.  Effective
      December 1, 2009, Tenant shall be obligated to pay Annual Base Rent in the
      amount of $371,698.72, at a rate of $16.91 per square foot, payable in
      equal monthly installments of $ 30,974.89, together with sales tax
      thereon, in accordance with the provisions set forth in Section 4.1 of the
      Lease and which shall also be subject to Annual Rent Increases, as set
      forth in Section 4.2 of the Lease.

            


    

    


    
      	
               
      

            	
              6.

            	
              Tenant Estimated Pro
      Rata Share.  Effective December 1, 2009, Tenant’s Pro
      Rata Share shall be 21,981 sq. ft./51,653 sq. ft. (i.e. 42.60%). For the
      calendar year 2009, Tenant’s Estimated Pro Rata Share of the Common Area
      Expense is estimated to be $11,082.08 per month or $6.05 per square foot
      and shall be subject to annual adjustment in accordance with Section
      4.3.1.

            


    

    


    
      	
               
      

            	
              7.

            	
              Rights and
      Obligations.  Tenant hereby relinquishes any and all
      rights that it may have, under the terms of the Lease, to the portions of
      the Premises located on the 1st,
      2nd
      and 3rd
      floors of the Office Building.  Further, Tenant is hereby
      relieved of any and all of its obligations, under the terms of the Lease,
      relating to the portions of the Premises located on the 1st
      2nd
      and 3rd
      floors of the Office Building,

            


    

    


    
      	
               
      

            	
              8.

            	
              Security Deposit.
      Tenant shall deliver directly to Landlord Accudata’s security
      deposit, in the amount of $48,000.00 (the “Accudata Deposit”), which was
      delivered to Tenant under the terms of a separate Sublease between Tenant
      and Accudata.

            


    

     

    
      
        
        

      

      
        2

        
          

        

      

      
        
        

      

    

     

    
      	
               
      

            	
              9.

            	
              Signage
      Rights.   Tenant hereby relinquishes any and all
      rights that it may have under the terms of the Lease relating to the
      placement of signage on the exterior of the Office
    Building.

            


    

    


    
      	
               
      

            	
              10.

            	
              Parking.  Section
      10 of the Second Addendum of the Lease, as amended by Section 4(b) of the
      Second Amendment to the Lease, is hereby amended and restated in its
      entirety to read, as follows:

            


    

    


    Landlord
shall provide the additional overflow parking to accommodate at least 145
vehicles through the remaining term of the Lease on a site within Summmerlin
Commons, as contemplated by the last sentence of Section 10 of the Second
Addendum of Lease, for an additional Fifty Thousand and No/100 ($50,000.00)
Dollars per year.  Commencing December 1, 2009: (i) Tenant shall pay
directly to Landlord the amount of Twenty Five Thousand and No/100 ($25,000.00)
Dollars per year in equal monthly installments of Two Thousand Eighty Three and
34/100 ($2,083.34) Dollars, each, together with applicable sales tax thereon;
and (ii) Accudata shall pay directly to Landlord the amount of Twenty Five
Thousand and No/100 ($25,000.00) Dollars per year in equal monthly installments
of Two Thousand Eighty Three and 34/100 ($2,083.34) Dollars, each, together with
applicable sales tax thereon.  In the event that Accudata does not
timely pay Landlord for its share of the overflow parking, Tenant shall, upon
demand by Landlord, pay directly to Landlord for Accudat’s unpaid overflow
parking costs. Further, real estate taxes, insurance and any maintenance costs
relating to the overflow parking area shall be part of the Common Area
Maintenance Expenses.

    


    
      	
               
      

            	
              11.

            	
              Counterparts.
      This Lease may be executed in any number of counterparts and by the
      separate parties hereto in separate counterparts, all of which shall be
      deemed to be an original and one and the same
  instrument.

            


    

    


    
      	
               
      

            	
              12.

            	
              Ratification.
      All other terms and provisions of the Lease are hereby ratified and
      confirmed and shall remain in full force and effect, except to the extent
      amended hereby.  Each party represents and warrants to the other
      party that it is aware of no default by the other party under the terms of
      the Lease as of the date hereof.  In the event on any
      inconsistency between the terms of this Second Amendment and the terms of
      the Lease, the terms of this Second Amendment shall
    control.

            


    

    


    
      
        
        

      

      
        3

        
          

        

      

      
        
        

      

    

    


    
      
        
          
            
              
                	
                        Signed, sealed and delivered

                      	  	  	  
	
                        in the presence of:

                      	  	  	  
	  	  	  	  
	
                        WITNESSES:

                      	  	Landlord:
	  	  	  	  
	  	  	
                        By:

                      	
                         

                      
	  	  	  	
                        Mick Vorbeck

                      
	 
      	 
      	 
      	 
      


              

            

          

        

      

    


    
      
         


      

      
        4

        
          

        

      

      
         


      

    

    


    
      
        
          
            
              	
                      WITNESSES:

                    	 
      	
                      Tenant:

                    
	 
      	 
      	
                      Vertro,
      Inc., formerly known as

                      FindWhat.com
      corporation

                    
	 
      	 
      	 
      
	 
      	 
      	
                      By:

                    	 
      
	 
      	 
      	
                      Name:

                    
	 
      	 
      	
                      Title:

                    


            

          

        

      

    


    
      
         


      

      
        5