FOURTH AMENDMENT TO THE AMENDED AND RESTATED LLC AGREEMENT DATED AUGUST 1, 2002



 Exhibit 10.67 
  
 FOURTH AMENDMENT TO 
 AMENDED AND RESTATED 
 LIMITED LIABILITY COMPANY AGREEMENT 
 OF 
 CMGI @VENTURES IV, LLC 
  
 THIS FOURTH AMENDMENT, dated as of the first day of August, 2002, to the Amended and Restated Limited Liability Company
Agreement dated as of July 27, 2001 (as amended to date, the “Agreement”), of CMGI @Ventures IV, LLC, a Delaware limited liability company (the “LLC”), is by and among a Majority in Number of the persons named as Class B Members
on Schedule A to the Agreement. Capitalized terms used herein, and not otherwise defined herein, shall have the respective meanings ascribed to them in the Agreement. 
  
 For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the undersigned hereby
amend the Agreement as follows: 
  
 1. Amendment to Schedule
B. Schedule B to the Agreement is hereby deleted, and Schedule B attached hereto is substituted therefor, in order to reflect that (i) effective as of August 1, 2002, the relationship of Peter Cochran with all Employers has
terminated, and (ii) such termination constitutes an Event of Forfeiture. 
  
 Pursuant to and in accordance with the Agreement: (i) Mr. Cochran’s Vested Percentage Interest is 80%; (ii) the Investment Percentage Interest of Mr. Cochran in each Investment in which she or he participates (if
any) has been reduced in accordance with Section 3.04(b)(ii) of the Agreement and the Investment Percentage Interest of the other Members participating in such Investments has been increased to the extent and in the manner provided in Section
3.04(b)(ii); and (c) any amount held in any Vesting Escrow for the benefit of Mr. Cochran which is attributable to the portion of his interest which has been forfeited effective as of the date hereof shall be forfeited as provided in Section
3.04(b)(iii). 
  
 Mr. Cochran shall continue to be subject to all
other provisions of the Agreement, including without limitation, Section 6.06(b), and the fourth to last sentence in the definition of the term “Event of Forfeiture.” 
  
 2. No Other Amendments. In all other respects, the Agreement is hereby ratified and confirmed. 
  
 [Signature page follows.] 
  









 IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the date first above written.

  

	
	CLASS B MEMBERS (to be signed by a Majority in Number hereof):
	
	 /s/ Denise W. Marks

	 Denise W. Marks

	
	 /s/ Peter H. Mills

	 Peter H. Mills

	
	 /s/ David J. Nerrow, Jr.

	 David J. Nerrow, Jr.

	
	 /s/ Marc Poirier

	 Marc Poirier

	
	 /s/ Lior E. Yahalomi

	 Lior E. Yahalomi



  

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 CMGI @VENTURES IV, LLC 
  
 SCHEDULE B 
  
 PROFIT MEMBERS AND PROFIT MEMBER PERCENTAGE INTERESTS 
  

			
	 Class B Members

	 	 Profit Member Percentage Interest


		
	 Denise W. Marks
	 	  1.8162%
		
	 Peter H. Mills
	 	27.8486%
		
	 David J. Nerrow, Jr.
	 	21.7945%
		
	 Marc D. Poirier
	 	20.5837%
		
	 Lior E. Yahalomi
	 	27.8486%
		
	 Former Profit Members (Class B)

	 	 Profit Member Percentage Interest


		
	 Jonathan Callaghan
	 	-0-
		
	 John Scott Case
	 	-0-
		
	 Gary Curtis
	 	-0-
		
	 Josh Daniels
	 	-0-
		
	 Brad Garlinghouse
	 	-0-
		
	 Class C Members

	 	 Profit Member Percentage Interest


		
	 Charles Finnie
	 	NA
	 	 	See Section 3.03(c)
		
	 Lynne Haro
	 	  0.02500%
		
	 Denise McCabe
	 	  0.08340%

  

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	 Former Profit Members (Class C)

	 	 Profit Member Percentage Interest


		
	 Denise Ames
	 	-0-
		
	 Mainini Cabute
	 	-0-
		
	 Peter Cochran
	 	-0-
		
	 Matthew Jennings
	 	-0-
		
	 John LaBarre
	 	-0-
		
	 Cara McCauley
	 	-0-
		
	 Daniel Pawliw
	 	-0-
		
	 Jim Quagliaroli
	 	-0-
		
	 Suresh Ramakrishnan
	 	-0-
		
	 Lisa Scoma
	 	-0-
		
	 Janet Veino
	 	-0-

  

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