(whether individually or jointly with others) by such [[Loan Parties:Organization]], # the name and address of each internet service provider through whom each such website is operated, # the name and address of each operator of each other internet site, internet search engine, internet directory or Web browser with whom such [[Loan Parties:Organization]] maintains any advertising or linking relationship which is material to the operation of or flow of internet traffic to such [[Loan Parties:Organization]]’s website and # each technology licensing and other agreement that is material to the operation of such [[Loan Parties:Organization]]’s website or to the advertising and linking relationship described in (H), and the name and address of each other party to such agreement.

Through friendly negotiation, Party A agrees to appoint Party B to act as its advertising agent with respect to the advertising business of Tencent (excluding the advertising business of local websites and franchisee websites of real estate), and both parties agree as follows in respect of their cooperation:

Assignable Material Contracts. Use commercially reasonable efforts to ensure that any Material Contract entered into after the Closing Date by any Loan Party that generates or, by its terms, will generate revenue, permits the collateral assignment of such agreement (and all rights of such Loan Party, as applicable, thereunder) to such Loan Party’s lenders or an agent for any lenders (and any transferees of such lenders or such agent, as applicable).

Material Adverse Change. Since September 30, 2018, there has been no change in the business, condition (financial or otherwise), operations, performance or Properties of the Company and its Subsidiaries, as reflected in the audited annual consolidated financial statements of the Company and its Subsidiaries for the fiscal year ended on such date described in [Section 6.4], which has had or could reasonably be expected to have a Material Adverse Effect.

Material Adverse Effect. A Material Adverse Effect shall have occurred, as determined by [[Organization B:Organization]] in its sole good faith discretion and not been waived in writing; or

Material Adverse Changes. Except as disclosed in the Prospectus and the Time of Sale Information, # in the reasonable judgment of the Agent there shall not have occurred any Material Adverse Change; and # there shall not have occurred any downgrading, nor shall any notice have been given of any intended or potential downgrading or of any review for a possible change that does not indicate the direction of the possible change, in the rating accorded any securities of the Company or any of its subsidiaries by any “nationally recognized statistical rating organization” as such term is defined for purposes of Section 3(a)(62) of the Exchange Act.

No litigation, investigation or proceeding (including any environmental proceeding) of or before any arbitrator or Governmental Authority is pending or, to the knowledge of a Responsible Officer of any Credit Party, threatened in writing by or against any Credit Party or any of its Subsidiaries or against any of its or their respective properties or revenues # with respect to the Credit Documents or any Loan or any of the transactions contemplated hereby, or # which would reasonably be expected to have a Material Adverse Effect.

Material Adverse Change. A Material Adverse Change occurs;

Material Adverse Conditions. No Material Adverse Effect shall have occurred, other than the Cases, since December 31, 2016;

Material Adverse Effect. There shall not have occurred a Material Adverse Effect since the Effective Date and prior to the Closing.