November 14, 2008
Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.
On November 10, 2008, MIVA, Inc. (“MIVA”
) and Google, Inc. entered into an Amended and Restated Google Services Agreement (the “Google Agreement”), effective January 1, 2009, which amends and restates MIVA’s current Google Services Agreement which was set to expire on December 31, 2008. Under the Amended and Restated Google Agreement, MIVA,
and its subsidiaries, have agreed to utilize Google’s WebSearch, on an exclusive basis, and AdSense Services, on a non-exclusive basis, for approved websites and applications. Approved websites and applications include websites and applications from MIVA’s subsidiary MIVA Direct, Inc.
that have implemented Google WebSearch and AdSense Services under the current Google Services Agreement. Pursuant to the terms of the Amended and Restated Google Agreement, MIVA and its subsidiaries will generate revenues when consumers click through listings to Google advertisers’ websites. The Agreement has a term of two years and contains customary termination provisions.