EX-10.2.1



 Exhibit 10.2.1 

INTELLECTUAL PROPERTY SECURITY AGREEMENT 

This Intellectual Property Security Agreement is entered into as of September 29, 2011, by and between SILICON VALLEY BANK
(“Bank”) and YODLE, INC. (“Grantor”). 
 RECITALS 

A. Bank has agreed to make certain advances of money and to extend certain financial accommodation to Grantor and ProfitFuel, Inc. (the
“Loans”) in the amounts and manner set forth in that certain Loan and Security Agreement by and between Bank and Grantor dated as of May 22, 2007, as amended by a First Loan Modification Agreement by and between Bank and Grantor dated
as of July 18, 2008, as amended by a Second Loan Modification Agreement by and between Bank and Grantor dated as of April 23, 2009, as amended by a Third Loan Modification Agreement by and between Bank and Grantor dated as of
October 27, 2010, as amended by a Fourth Loan Modification Agreement by and between Bank and Grantor dated as of May 23, 2011, and as further amended by a Joinder and Fifth Loan Modification Agreement by and among Bank, Grantor, and
ProfitFuel, Inc., dated as of even date hereof (as the same may be amended, modified or supplemented from time to time, the “Loan Agreement”; capitalized terms used herein are used as defined in the Loan Agreement). Bank is willing to make
the Loans to Grantor and ProfitFuel, Inc., but only upon the condition, among others, that Grantor and ProfitFuel, Inc. shall grant to Bank a security interest in certain Copyrights, Trademarks, Patents, and Mask Works (as each term is described
below) to secure the obligations of Grantor and ProfitFuel, Inc. under the Loan Agreement. 
 B. Pursuant to the terms of the Loan
Agreement, Grantor has granted to Bank a security interest in all of Grantor’s right, title and interest, whether presently existing or hereafter acquired, in, to and under all of the Collateral. 

NOW, THEREFORE, for good and valuable consideration, receipt of which is hereby acknowledged, and intending to be legally bound, as collateral
security for the prompt and complete payment when due of its and ProfitFuel, Inc.’s obligations under the Loan Agreement, Grantor hereby represents, warrants, covenants and agrees as follows: 

AGREEMENT 
 To secure its
and ProfitFuel, Inc.’s obligations under the Loan Agreement, Grantor grants and pledges to Bank a security interest in all of Grantor’s right, title and interest in, to and under its intellectual property (all of which shall collectively
be called the “Intellectual Property Collateral”), including, without limitation, the following: 
 1. Any and all copyright
rights, copyright applications, copyright registrations and like protections in each work or authorship and derivative work thereof, whether published or unpublished and whether or not the same also constitutes a trade secret, now or hereafter
existing, created, acquired or held, including without limitation those set forth on Exhibit A attached hereto (collectively, the “Copyrights”); 







 2. Any and all trade secrets, and any and all intellectual property rights in computer software
(other than open source, publicly available or over the counter software) and computer software products now or hereafter existing, created, acquired or held; 

3. Any and all design rights that are owned by Grantor now or hereafter existing, created, acquired or held; 

4. All patents, patent applications and like protections including, without limitation, improvements, divisions, continuations, renewals,
reissues, extensions and continuations-in-part of the same, including without limitation the patents and patent applications set forth on Exhibit B attached hereto (collectively, the “Patents”); 

5. Any trademark and servicemark rights, whether registered or not, applications to register and registrations of the same and like
protections, and the entire goodwill of the business of Grantor connected with and symbolized by such trademarks, including without limitation those set forth on Exhibit C attached hereto (collectively, the “Trademarks”); 

6. All mask works or similar rights available for the protection of semiconductor chips, now owned or hereafter acquired, including, without
limitation those set forth on Exhibit D attached hereto (collectively, the “Mask Works”); 
 7. Any and all claims for
damages by way of past, present and future infringements of any of the rights included above, with the right, but not the obligation, to sue for and collect such damages for said use or infringement of the intellectual property rights identified
above; 
 8. All licenses or other rights to use entered into by Grantor as licensor any of the Copyrights, Patents, Trademarks, or Mask
Works and all license fees and royalties arising from such use to the extent permitted by such license or rights; 
 9. All amendments,
extensions, renewals and extensions of any of the Copyrights, Trademarks, Patents, or Mask Works; and 
 10. All proceeds and products of
the foregoing, including without limitation all payments under insurance or any indemnity or warranty payable in respect of any of the foregoing. 

This security interest is granted in conjunction with the security interest granted to Bank under the Loan Agreement. The rights and remedies
of Bank with respect to the security interest granted hereby are in addition to those set forth in the Loan Agreement and the other Loan Documents, and those which are now or hereafter available to Bank as a matter of law or equity. Each right,
power and remedy of Bank provided for herein or in the Loan Agreement or any of the Loan Documents, or now or hereafter existing at law or in equity shall be cumulative and concurrent and shall be in addition to every right, power or remedy provided
for herein and the exercise by Bank of any one or more of the rights, powers or remedies provided for in this Intellectual Property Security Agreement, the Loan Agreement or any of the other Loan Documents, or now or hereafter existing at law or in
equity, shall not preclude the simultaneous or later exercise by any person, including Bank, of any or all other rights, powers or remedies. 

[Signature page follows.] 

  
 2 








 IN WITNESS WHEREOF, the parties have caused this Intellectual Property Security Agreement to be
duly executed by its officers thereunto duly authorized as of the first date written above. 
  

					
		 	GRANTOR:
		
	Address of Grantor:	 	YODLE, INC.
			
	 50 West 23rd Street,
4th Floor
 New York, New York 10010
	 	By:	 	 /s/ Michael Gordon

	 	Title:	 	Chief Financial Officer
			
	Attn:
                                         
                               	 		 	
		
		 	BANK:
		
	Address of Bank:	 	SILICON VALLEY BANK
			
	 3003 Tasman Drive
 Santa Clara, CA
95054-1191
	 	By: 	 	 /s/ Adam Millsom

	 	Title:	 	Vice President
			
	Attn:
                                         
                               	 		 	








 EXHIBIT A 

Copyrights 
  

					
	 Description
	  	Registration/
Application
Number	  	Registration/
Application
Date
	 None.
	  		  	








 EXHIBIT B 

Patents 
  

					
	 Description
	  	 Registration/

Application
 Number
	  	 Registration/

Application
 Date

	The Company has filed with the United State Patent and Trademark Office a patent application titled “Methods and Apparatus for Generating an Online Marketing Campaign” on May 29, 2008. Yodle received a first Office
Action with regard to this application wherein the Examiner rejected all of the claims. The initial deadline for responding to the Office Action was June 15, 2011 and Yodle filed its response on that date. Yodle received a Final Office Action
on August 4, 2011 with regard to this application wherein the Examiner rejected all of the claims. Yodle intends to respond to the Final Office Action.	  	Application#: 12/129590	  	Application Date: 5/29/08








 EXHIBIT C 

Trademarks 
  

					
	 Description
	  	 Registration/

Application
 Number
	  	 Registration/

Application
 Date

	CLICKRANK (U.S. – Class 35)	  	Registration# 3425967	  	Registration Date: 5/13/08
			
	YODLE (U.S. – Classes 35 & 42)	  	Registration# 3487482	  	Registration Date: 8/19/08
			
	YODLE (U.S. – Class 42)	  	Registration# 3479429	  	Registration Date: 8/5/08
			
	YODLE (Canada)	  	Registration# TMA762,610	  	Registration Date: 3/24/10








 EXHIBIT D 

Mask Works 
  

					
	 Description
	  	Registration/
Application
Number	  	Registration/
Application
Date
	 None.
	  		  	








 INTELLECTUAL PROPERTY SECURITY AGREEMENT 

This Intellectual Property Security Agreement is entered into as of September 29, 2011, by and between SILICON VALLEY BANK
(“Bank”) and PROFITFUEL, INC. (“Grantor”). 
 RECITALS 

A. Bank has agreed to make certain advances of money and to extend certain financial accommodation to Grantor and Yodle, Inc. (the
“Loans”) in the amounts and manner set forth in that certain Loan and Security Agreement by and between Bank and Yodle, Inc. dated as of May 22, 2007, as amended by a First Loan Modification Agreement by and between Bank and Yodle,
Inc. dated as of July 18, 2008, as amended by a Second Loan Modification Agreement by and between Bank and Yodle, Inc. dated as of April 23, 2009, as amended by a Third Loan Modification Agreement by and between Bank and Yodle, Inc. dated
as of October 27, 2010, as amended by a Fourth Loan Modification Agreement by and between Bank and Yodle, Inc. dated as of May 23, 2011, and as further amended by a Joinder and Fifth Loan Modification Agreement by and among Bank, Grantor,
and Yodle, Inc., dated as of even date hereof (as the same may be amended, modified or supplemented from time to time, the “Loan Agreement”; capitalized terms used herein are used as defined in the Loan Agreement). Bank is willing to make
the Loans to Grantor and Yodle, Inc., but only upon the condition, among others, that Grantor and Yodle, Inc. shall grant to Bank a security interest in certain Copyrights, Trademarks, Patents, and Mask Works (as each term is described below) to
secure the obligations of Grantor and Yodle, Inc. under the Loan Agreement. 
 B. Pursuant to the terms of the Loan Agreement, Grantor has
granted to Bank a security interest in all of Grantor’s right, title and interest, whether presently existing or hereafter acquired, in, to and under all of the Collateral. 

NOW, THEREFORE, for good and valuable consideration, receipt of which is hereby acknowledged, and intending to be legally bound, as collateral
security for the prompt and complete payment when due of its and Yodle, Inc.’s obligations under the Loan Agreement, Grantor hereby represents, warrants, covenants and agrees as follows: 

AGREEMENT 
 To secure its
and Yodle, Inc.’s obligations under the Loan Agreement, Grantor grants and pledges to Bank a security interest in all of Grantor’s right, title and interest in, to and under its intellectual property (all of which shall collectively be
called the “Intellectual Property Collateral”), including, without limitation, the following: 
 1. Any and all copyright rights,
copyright applications, copyright registrations and like protections in each work or authorship and derivative work thereof, whether published or unpublished and whether or not the same also constitutes a trade secret, now or hereafter existing,
created, acquired or held, including without limitation those set forth on Exhibit A attached hereto (collectively, the “Copyrights”); 







 2. Any and all trade secrets, and any and all intellectual property rights in computer software
(other than open source, publicly available or over the counter software) and computer software products now or hereafter existing, created, acquired or held; 

3. Any and all design rights that are owned by Grantor now or hereafter existing, created, acquired or held; 

4. All patents, patent applications and like protections including, without limitation, improvements, divisions, continuations, renewals,
reissues, extensions and continuations-in-part of the same, including without limitation the patents and patent applications set forth on Exhibit B attached hereto (collectively, the “Patents”); 

5. Any trademark and servicemark rights, whether registered or not, applications to register and registrations of the same and like
protections, and the entire goodwill of the business of Grantor connected with and symbolized by such trademarks, including without limitation those set forth on Exhibit C attached hereto (collectively, the “Trademarks”); 

6. All mask works or similar rights available for the protection of semiconductor chips, now owned or hereafter acquired, including, without
limitation those set forth on Exhibit D attached hereto (collectively, the “Mask Works”); 
 7. Any and all claims for
damages by way of past, present and future infringements of any of the rights included above, with the right, but not the obligation, to sue for and collect such damages for said use or infringement of the intellectual property rights identified
above; 
 8. All licenses or other rights to use entered into by Grantor as licensor any of the Copyrights, Patents, Trademarks, or Mask
Works and all license fees and royalties arising from such use to the extent permitted by such license or rights; 
 9. All amendments,
extensions, renewals and extensions of any of the Copyrights, Trademarks, Patents, or Mask Works; and 
 10. All proceeds and products of
the foregoing, including without limitation all payments under insurance or any indemnity or warranty payable in respect of any of the foregoing. 

This security interest is granted in conjunction with the security interest granted to Bank under the Loan Agreement. The rights and remedies
of Bank with respect to the security interest granted hereby are in addition to those set forth in the Loan Agreement and the other Loan Documents, and those which are now or hereafter available to Bank as a matter of law or equity. Each right,
power and remedy of Bank provided for herein or in the Loan Agreement or any of the Loan Documents, or now or hereafter existing at law or in equity shall be cumulative and concurrent and shall be in addition to every right, power or remedy provided
for herein and the exercise by Bank of any one or more of the rights, powers or remedies provided for in this Intellectual Property Security Agreement, the Loan Agreement or any of the other Loan Documents, or now or hereafter existing at law or in
equity, shall not preclude the simultaneous or later exercise by any person, including Bank, of any or all other rights, powers or remedies. 

[Signature page follows.] 

  
 2 








 IN WITNESS WHEREOF, the parties have caused this Intellectual Property Security Agreement to be
duly executed by its officers thereunto duly authorized as of the first date written above. 
  

					
		 	GRANTOR:
		
	Address of Grantor:	 	PROFITFUEL, INC.
			
	 50 West 23rd Street,
4th Floor
 New York, NY 10010
	 	By:	 	 /s/ Michael Gordon

	 	Title:	 	Treasurer
			
	Attn:
                                         
                               	 		 	
		
		 	BANK:
		
	Address of Bank:	 	SILICON VALLEY BANK
			
	 3003 Tasman Drive
 Santa Clara, CA
95054-1191
	 	By: 	 	 /s/ Adam Millsom

	 	Title:	 	Vice President
			
	Attn:
                                         
                               	 		 	








 EXHIBIT A 

Copyrights 
  

					
	 Description
	  	Registration/
Application
Number	  	Registration/
Application
Date
	 None.
	  		  	








 EXHIBIT B 

Patents 
  

					
	 Description
	  	Registration/
Application
Number	  	Registration/
Application
Date
	 None.
	  		  	








 EXHIBIT C 

Trademarks 
  

					
	 Description
	  	 Registration/

Application
 Number
	  	 Registration/

Application
 Date

	 DON’T JUST CLICK. CONNECT. (Class 35)
	  	Registration# 3,154,030	  	Registration Date: 10/10/06
			
	 PROFITFUEL (Class 35)
	  	Registration# 4,012,182	  	Registration Date: 8/16/11
			
	 OUTRANK (Class 35)
	  	Registration# 4,012,186	  	Registration Date: 8/16/11
			
	 SMALL BUSINESSES. BIG RESULTS (Class 35)
	  	Registration# 4,012,184	  	Registration Date: 8/16/11
			
	 OUTSMART. OUTPERFORM. OUTRANK. (Class 35)
	  	Registration# 4,012,187	  	Registration Date: 8/16/11








 EXHIBIT D 

Mask Works 
  

					
	 Description
	  	Registration/
Application
Number	  	Registration/
Application
Date
	 None.
	  		  	








 FIRST AMENDMENT TO 

INTELLECTUAL PROPERTY SECURITY AGREEMENT 

This First Amendment to Intellectual Property Security Agreement (the “Amendment”) is effective as of September 4, 2012 by and between
YODLE, INC., a Delaware corporation with its chief executive office located at 50 West 23rd Street, 4th Floor, New York, New York 10010
(the “Grantor”), and SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 (the “Bank”) in consideration of the mutual covenants herein
contained and benefits to be derived herefrom. 
 W I T N E S S E T
H: 
 WHEREAS, the Grantor executed and delivered an Intellectual Property Security Agreement dated as of September 29, 2011
(as may be amended, hereinafter, the “IP Agreement”) in favor of the Bank, pursuant to which the Grantor pledged, assigned and granted a security interest in favor of the Bank in certain Intellectual Property Collateral (as defined
therein); and 
 WHEREAS, the Grantor has acquired additional Intellectual Property Collateral and desires to hereby confirm the pledge of,
and the grant of a security interest in, such additional Intellectual Property Collateral in favor of the Bank upon the terms of the IP Agreement. 

NOW, THEREFORE, it is hereby agreed as follows: 
  

	1.	Definitions. All capitalized terms herein and not otherwise defined shall have the same meaning herein as in the IP Agreement. 


 

	2.	Amendment to Exhibits. 

  

	 	a.	Exhibit B to the IP Agreement is hereby amended and supplemented by adding thereto all of the Intellectual Property Collateral as set forth on Exhibit A annexed hereto and incorporated herein by reference.


  

	 	b.	Exhibit C to the IP Agreement is hereby amended and supplemented by adding thereto all of the Intellectual Property Collateral as set forth on Exhibit B annexed hereto and incorporated herein by reference.


  

	3.	Miscellaneous: 

  

	 	a.	Except as provided herein, all terms and conditions of the IP Agreement remain in full force and effect. The Grantor hereby ratifies, confirms and reaffirms all of the representations, warranties and covenants therein
contained. 

  

	 	b.	This Amendment covers the entire understanding of the parties with respect to the matters set forth herein and supersedes all prior discussions and negotiations hereon. 


 

	 	c.	As required by the IP Agreement, the Grantor shall reimburse the Bank for the reasonable legal fees and expenses incurred in connection with the preparation and filing of this Amendment. 








 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed and
effective as of the date first written above. 
  

			
	GRANTOR:
	
	        YODLE, INC.
		
	        By:	 	 /s/ Michael Gordon

	        Name:	 	Michael Gordon
	        Title:	 	Chief Financial Officer
		
	BANK:	 	
	
	        SILICON VALLEY BANK
		
	        By:	 	 /s/ Melissa Stephanis

	        Name:	 	Melissa Stephanis
	        Title:	 	Senior Vice President








 EXHIBIT A 

FIRST AMENDMENT TO 
 INTELLECTUAL
PROPERTY SECURITY AGREEMENT 
 PATENTS 
  

					
	 Description
	  	 Registration/

Application
 Number
	  	 Registration/

Application
 Date

	The Company has filed with the United State Patent and Trademark Office a patent application titled “Methods and Apparatus for Generating an Online Marketing Campaign” on May 29, 2008. Yodle received a first Office
Action with regard to this application wherein the Examiner rejected all of the claims. The initial deadline for responding to the Office Action was June 15, 2011 and Yodle filed its response on that date. Yodle received a Final Office Action
on August 4, 2011 with regard to this application wherein the Examiner rejected all of the claims. Yodle responded to the Final Office Action on November 22, 2011. Yodle received a non-final Office Action dated June 6, 2012 wherein
the Examiner raised new rejections. Yodle intends to respond to this Office Action by the September 6, 2012 deadline.	  	Application#: 12/129590	  	Application Date: 5/29/08








 EXHIBIT B 

FIRST AMENDMENT TO 
 INTELLECTUAL
PROPERTY SECURITY AGREEMENT 
 TRADEMARKS 
  

					
	 Description
	  	 Registration/

Application
 Number
	  	 Registration/

Application
 Date

	YODLE PICTIMONIAL (U.S. – Classes 9 & 35)	  	Application Serial No. 85/462,788	  	Filed 11/2/11; Notice of Allowance Issued 6/12/12
			
	YODLE PICTIMONIAL (Canada)	  	Application No. 1575605	  	Filed 4/30/12
			
	PICTIMONIAL (U.S. – Classes 9 & 35)	  	Application Serial No. 85/693,646	  	Filed 8/2/12;








 FIRST AMENDMENT TO 

INTELLECTUAL PROPERTY SECURITY AGREEMENT 

This First Amendment to Intellectual Property Security Agreement (the “Amendment”) is effective as of September 4, 2012 by and between
PROFITFUEL, INC., a Delaware corporation with its chief executive office located at 9300 United Drive, Suite 180, Austin, Texas 78758 (the “Grantor”), and SILICON VALLEY BANK, a California corporation, with its principal
place of business at 3003 Tasman Drive, Santa Clara, California 95054 (the “Bank”) in consideration of the mutual covenants herein contained and benefits to be derived herefrom. 

W I T N E S S E T H: 

WHEREAS, the Grantor executed and delivered an Intellectual Property Security Agreement dated as of September 29, 2011 (as may be
amended, hereinafter, the “IP Agreement”) in favor of the Bank, pursuant to which the Grantor pledged, assigned and granted a security interest in favor of the Bank in certain Intellectual Property Collateral (as defined therein); and 

WHEREAS, the Grantor has acquired additional Intellectual Property Collateral and desires to hereby confirm the pledge of, and the grant of a
security interest in, such additional Intellectual Property Collateral in favor of the Bank upon the terms of the IP Agreement. 
 NOW,
THEREFORE, it is hereby agreed as follows: 
  

	1.	Definitions. All capitalized terms herein and not otherwise defined shall have the same meaning herein as in the IP Agreement. 


 

	2.	Amendment to Exhibits. 

  

	 	a.	Exhibit C to the IP Agreement is hereby amended and supplemented by adding thereto all of the Intellectual Property Collateral as set forth on Exhibit A annexed hereto and incorporated herein by reference.


  

	3.	Miscellaneous: 

  

	 	a.	Except as provided herein, all terms and conditions of the IP Agreement remain in full force and effect. The Grantor hereby ratifies, confirms and reaffirms all of the representations, warranties and covenants therein
contained. 

  

	 	b.	This Amendment covers the entire understanding of the parties with respect to the matters set forth herein and supersedes all prior discussions and negotiations hereon. 


 

	 	c.	As required by the IP Agreement, the Grantor shall reimburse the Bank for the reasonable legal fees and expenses incurred in connection with the preparation and filing of this Amendment. 








 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed and
effective as of the date first written above. 
  

			
	GRANTOR:
	
	        PROFITFUEL, INC.
		
	        By:	 	 /s/ Michael Gordon

	        Name:	 	Michael Gordon
	        Title:	 	Secretary
		
	BANK:	 	
	
	        SILICON VALLEY BANK
		
	        By:	 	 /s/ Melissa Stephanis

	        Name:	 	Melissa Stephanis
	        Title:	 	Senior Vice President








 EXHIBIT A 

FIRST AMENDMENT TO 
 INTELLECTUAL
PROPERTY SECURITY AGREEMENT 
 TRADEMARKS 
  

					
	 Description
	  	 Registration/

Application
 Number
	  	 Registration/

Application
 Date

	OUTRANK (Canada)	  	Application # 1556333	  	Filed: 12/14/11








 INTELLECTUAL PROPERTY SECURITY AGREEMENT 

This Intellectual Property Security Agreement is entered into as of April 2 , 2013, by and between SILICON VALLEY BANK (“Bank”)
and LIGHTHOUSE PRACTICE MANAGEMENT GROUP, INC. (“Grantor”). 
 RECITALS 

A. Bank has agreed to make certain advances of money and to extend certain financial accommodation to Grantor, Yodle, Inc. and Profitfuel Inc.
(the “Loans”) in the amounts and manner set forth in that certain Loan and Security Agreement by and between Bank and Yodle, Inc. dated as of May 22, 2007, as amended by a First Loan Modification Agreement by and between Bank and
Yodle, Inc. dated as of July 18, 2008, as amended by a Second Loan Modification Agreement by and between Bank and Yodle, Inc. dated as of April 23, 2009, as amended by a Third Loan Modification Agreement by and between Bank and Yodle, Inc.
dated as of October 27, 2010, as amended by a Fourth Loan Modification Agreement by and between Bank and Yodle, Inc. dated as of May 23, 2011, as further amended by a Joinder and Fifth Loan Modification Agreement by and among Bank,
Profitfuel, Inc., and Yodle, Inc., dated as of September 29, 2011, as further amended by a Sixth Loan Modification Agreement by and among Bank, Profitfuel, Inc., and Yodle, Inc., dated as of May 9, 2012, as further amended by a Seventh
Loan Modification Agreement by and among Bank, Profitfuel, Inc., and Yodle, Inc., dated as of September 4, 2012, and as further amended by a Joinder Agreement by and among Bank, Profitfuel, Inc, Yodle, Inc., and Grantor dated as of even date
hereof (as the same may be amended, modified or supplemented from time to time, the “Loan Agreement”; capitalized terms used herein are used as defined in the Loan Agreement). Bank is willing to make the Loans to Grantor, Yodle, Inc., and
Profitfuel, Inc., but only upon the condition, among others, that Grantor and Yodle, Inc. shall grant to Bank a security interest in certain Copyrights, Trademarks, Patents, and Mask Works (as each term is described below) to secure the obligations
of Grantor and Yodle, Inc. under the Loan Agreement. 
 B. Pursuant to the terms of the Loan Agreement, Grantor has granted to Bank a
security interest in all of Grantor’s right, title and interest, whether presently existing or hereafter acquired, in, to and under all of the Collateral. 

NOW, THEREFORE, for good and valuable consideration, receipt of which is hereby acknowledged, and intending to be legally bound, as collateral
security for the prompt and complete payment when due of its and Yodle, Inc.’s obligations under the Loan Agreement, Grantor hereby represents, warrants, covenants and agrees as follows: 

AGREEMENT 
 To secure its
and Yodle, Inc.’s obligations under the Loan Agreement, Grantor grants and pledges to Bank a security interest in all of Grantor’s right, title and interest in, to and under its intellectual property (all of which shall collectively be
called the “Intellectual Property Collateral”), including, without limitation, the following: 
 1. Any and all copyright rights,
copyright applications, copyright registrations and like protections in each work or authorship and derivative work thereof, whether published or unpublished and whether or not the same also constitutes a trade secret, now or hereafter existing,
created, acquired or held, including without limitation those set forth on Exhibit A attached hereto (collectively, the “Copyrights”); 







 2. Any and all trade secrets, and any and all intellectual property rights in computer software
(other than open source, publicly available or over the counter software) and computer software products now or hereafter existing, created, acquired or held; 

3. Any and all design rights that are owned by Grantor now or hereafter existing, created, acquired or held; 

4. All patents, patent applications and like protections including, without limitation, improvements, divisions, continuations, renewals,
reissues, extensions and continuations-in-part of the same, including without limitation the patents and patent applications set forth on Exhibit B attached hereto (collectively, the “Patents”); 

5. Any trademark and servicemark rights, whether registered or not, applications to register and registrations of the same and like
protections, and the entire goodwill of the business of Grantor connected with and symbolized by such trademarks, including without limitation those set forth on Exhibit C attached hereto (collectively, the “Trademarks”); 

6. All mask works or similar rights available for the protection of semiconductor chips, now owned or hereafter acquired, including, without
limitation those set forth on Exhibit D attached hereto (collectively, the “Mask Works”); 
 7. Any and all claims for
damages by way of past, present and future infringements of any of the rights included above, with the right, but not the obligation, to sue for and collect such damages for said use or infringement of the intellectual property rights identified
above; 
 8. All licenses or other rights to use entered into by Grantor as licensor any of the Copyrights, Patents, Trademarks, or Mask
Works and all license fees and royalties arising from such use to the extent permitted by such license or rights; 
 9. All amendments,
extensions, renewals and extensions of any of the Copyrights, Trademarks, Patents, or Mask Works; and 
 10. All proceeds and products of
the foregoing, including without limitation all payments under insurance or any indemnity or warranty payable in respect of any of the foregoing. 

This security interest is granted in conjunction with the security interest granted to Bank under the Loan Agreement. The rights and remedies
of Bank with respect to the security interest granted hereby are in addition to those set forth in the Loan Agreement and the other Loan Documents, and those which are now or hereafter available to Bank as a matter of law or equity. Each right,
power and remedy of Bank provided for herein or in the Loan Agreement or any of the Loan Documents, or now or hereafter existing at law or in equity shall be cumulative and concurrent and shall be in addition to every right, power or remedy provided
for herein and the exercise by Bank of any one or more of the rights, powers or remedies provided for in this Intellectual Property Security Agreement, the Loan Agreement or any of the other Loan Documents, or now or hereafter existing at law or in
equity, shall not preclude the simultaneous or later exercise by any person, including Bank, of any or all other rights, powers or remedies. 

[Signature page follows.] 

  
 2 








 IN WITNESS WHEREOF, the parties have caused this Intellectual Property Security Agreement to be
duly executed by its officers thereunto duly authorized as of the first date written above. 
  

					
		 	GRANTOR:
		
	Address of Grantor:	 	LIGHTHOUSE PRACTICE
		 	MANAGEMENT GROUP, INC.
	4955 Alton Tucker Blvd., Suites 300	 		 	
	Sugar Hill, GA 30518	 		 	
		 	By:	 	 /s/ Michael Gordon

	Attn: Legal Department	 	Title:	 	Treasurer
		
		 	BANK:
		
	Address of Bank:	 	SILICON VALLEY BANK
			
	 3003 Tasman Drive
 Santa Clara, CA
95054-1191
	 	By:	 	 /s/ Adam Millsom

	 	Title:	 	Vice President
			
	Attn:
                                         
                           	 		 	








 EXHIBIT A 

Copyrights 
  

					
	 Description
	  	Registration/
Application
Number	  	Registration/
Application
Date
	 None
	  		  	








 EXHIBIT B 

Patents 
  

					
	 Description
	  	Registration/
Application
Number	  	Registration/
Application
Date
	 None
	  		  	








 EXHIBIT C 

Trademarks 
  

					
	 Description
	  	 Registration/

Application
 Number
	  	 Registration/

Application
 Date

	Use of the word “Lighthouse” in connection with “Consulting services in the field of dental practice management.”	  	Registration #3974579	  	Registration Date: June 7, 2011
			
	Use of the word “PLZ” in connection with “Telecommunications by e-mail” and “Hosting an online community website featuring dental practice management.”	  	Registration #3712586	  	Registration Date: November 17, 2009








 EXHIBIT D 

Mask Works 
  

					
	 Description
	  	Registration/
Application
Number	  	Registration/
Application
Date
	 None