LETTERHEAD OF MPEG LA®]
[LETTERHEAD
OF MPEG LA®]
VIA
DHL
December
14, 2001
Dear
Licensee:
This
letter constitutes an Agreement by and between MPEG LA® and the undersigned
Licensee that any and all prior MPEG-2 Patent Portfolio Licenses are hereby
cancelled upon the effectiveness of the attached MPEG-2 Patent Portfolio
License.
Best
Regards,
/s/
Xxxxx X. Xxxx
Xxxxx
X.
Xxxx
Manager
and CEO
MPEG
LA,
L.L.C.
Agreed
to:
Licensee:
Scopus Network Technologies Ltd.
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By:
/s/
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Date:
January
28, 2002
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(authorized
signatory)
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LIMITED
LIABILITY COMPANY
WORLD
HEADQUARTERS DENVER COLORADO USA
MPEG-2
PATENT PORTFOLIO LICENSE
This
Agreement is made this 1st day of January, 2002, by and between MPEG LA,
L.L.C.,
a limited liability company of Delaware having a principal place of business
in
Denver, Colorado, U.S.A., (hereinafter “Licensing Administrator”); and Scopus
Network Technologies Ltd, having a principal place of business at 00
Xx’xxxx,
Xxxxxx,
Xxxx Xxxx, Xxxx Xx’xxxx, 00000 Xxxxxx (hereinafter
“Licensee”).
WHEREAS,
ISO/IECJTC
1 and
The International Telecommunications Union have jointly adopted an international
standard relating to video data compression and data transport, formally
known
as ISO/IEC 13818-1 and 13818-2, and referred
to
in this
Agreement as the “MPEG-2 Standard” (as more fully defined herein
below);
WHEREAS,
Canon
Inc., a corporation of Japan, having a principal place of business in Tokyo,
Japan; The Trustees of Columbia University in the City of New York, a
not-for-profit corporation of New York, U.S.A., having a principal place
of
business in New York City; New York, U.S.A.; France Télécom, société anonyme, a
corporation of France. having a principal P006 place of business in Paris,
France; Fujitsu, Limited, a corporation of Japan, having a principal place
of
business in Kawasaki, Japan; GE Technology Development, Inc, a corporation
of
Delaware, U.S.A., having a principal place of business in Princeton, New
Jersey,
U.S.A.; General Instrument Corporation, a corporation of Delaware, U.S.A.
having
a principal place of business in Horsham Pennsylvania, U.S.A; Hitachi,
Ltd., a corporation of Japan, having a principal place of business in Tokyo,
Japan; KDDI Corporation, a corporation of Japan, having a principal place
of
business in Tokyo, Japan; Koninklijke
Philips
Electronics N.V. (“PENV”), a corporation of The Netherlands, having a principal
place of business in Eindhoven, The Netherlands, and U.S. Philips Corporation
(“USPC”), a corporation of Delaware, U.S.A., having a principal place of
business in Tarrytown, N.Y., U.S.A. (PENV and USPC being hereinafter referred
to, individually or collectively, as “Philips”); Matsushita Electric Industrial
Co., Ltd., a corporation of Japan, having a principal place of business in
Osaka, Japan; Mitsubishi Electric Corporation, a corporation of Japan, having
a
principal place of business in Tokyo, Japan; Nippon Telegraph and Telephone
Corporation, a corporation of Japan, having a principal place of business
in
Tokyo, Japan; Samsung Electronics Co., Ltd., a corporation of Korea, having
a
principal place of business in Seoul, Korea; SANYO Electric Co., Ltd., a
corporation of Japan, having a principal place of business in Osaka, Japan;
Scientific-Atlanta, Inc., a corporation of Georgia, U.S.A., having a principal
place of business in Norcross; Georgia, U.S.A.; Sony Corporation, a corporation
of Japan, having a principal place of business in Tokyo, Japan, Toshiba
Corporation, a corporation of Japan; having a principal place of business
in
Tokyo,
Japan and Xxxxxx Company of Japan, Limited, a corporation of Japan, having
a
principal place of business in Yokohama, Japan (hereinafter collectively
the
“Licensors” or individually Licensor,” as more fully defined in this Agreement),
each own and have the right to license, or have the right to
sublicense one or
more
patents, utility models and/or allowed patent or utility model applications
published for opposition which claim apparatus and/or methods necessary for
compliance with the MPEG-2 Standard (hereinafter referred to as “MPEG-2
Essential Patent(s)”);
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
WHEREAS;
each
Licensor believes that the MPEG-2 Standard represents a significant advance
in
the field of digital video data compression for transmission and storage,
which
will make available innovative new products and services to the public, and
for
this reason desires to encourage widespread adoption of the MPEG-2 Standard
by
video product and video service industries throughout the world;
WHEREAS,
each
Licensor has signed an ISO undertaking or hereby commits to make available
licenses and/or sublicenses under any and all MPEG-2 Essential Patents
licensable or sublicensable by the Licensor to any individual, company or
other
entity desiring such a license and/or sublicense on fair, reasonable and
nondiscriminatory terms and conditions;
WHEREAS,
each
Licensor has granted the Licensing Administrator a worldwide, nonexclusive
license and/or sublicense under all MPEG-2 Essential Patents licensable
or
sublicensable by the Licensor to allow the Licensing Administrator to grant
worldwide, non-exclusive sublicenses under all such MPEG-2 Essential Patent(s)
under the terms hereof;
WHEREAS,
the
Licensors desire to make available through the Licensing Administrator, license
rights under their respective MPEG-2 Essential Patents in a single sublicense
for the convenience of any individual, company or other entity desirous of
acquiring such rights, thereby avoiding the need of such individual, company
or
other entity to obtain a separate license from each of the Licensors under
its
MPEG-2 Essential. Patent(s);
WHEREAS,
the
Licensing Administrator desires to grant MPEG-2 Patent Portfolio Licenses
to all
individuals, companies should other entities desiring such a license under
tie
terms and conditions set forth herein;
WHEREAS,
nothing
in this Agreement precludes the respective licensors from licensing or
sublicensing-rights
under individual MPEG-2 Essential Patent(s) to make, use, sell, or offer
to sell
products or processes including but not limited to the rights licensed in
the
MPEG-2 Patent Portfolio License;
WHEREAS,
Licensee
understands that this MPEG-2 Patent Portfolio License is offered for the
convenience of
Licensee and that Licensee is free to contact any Licensor to negotiate a
license for any patent offered herein on terms and conditions different from
those set forth herein which may be mutually acceptable
to
such
Licensee and Licensor, and
WHEREAS,
Licensee
desires for its own convenience to obtain rights under the MPEG-2
Essential Patent(s)
of all the Licensors in a single sublicense from the Licensing Administrator
under the terms hereof.
NOW,
THEREFORE, the
Licensing Administrator AND Licensee AGREE AS FOLLOWS:
2
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
0. EFFECTIVE
DATE
0.1 This License
Agreement shall be deemed effective as of June 1, 1994.
1. DEFINITIONS
The
definitions set forth in this Article shall apply to the following terms
when
used with initial capital letters in this Agreement, its attachments; and
amendments hereto.
| 1.1 |
Affiliate
-
shall mean a corporation, company, or other entity which, now
or
hereinafter, directly or indirectly, controls, is controlled
by or is
under common control with a party. The term “control” as used in this
Section 1.1 shall mean ownership of more than 50% of the outstanding
shares representing the right to vote for directors or other
managing
offers of such corporation, company or other entity, or for a
corporation,
company or other entity which does not have outstanding shares,
more than
50% of the ownership interest representing the right to make
decisions for
such corporation, company or other. entity; provided, however,
such
corporation, company or other entity shall be deemed an Affiliate
only so
long as such “control” exists.
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1.2
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Agreement
-
shall mean this sublicense between the Licensing Administrator
and
Licensee, including exhibits, attachments, amendments and modifications
hereto.
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1.3
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Channel (Channels)
- shall
mean a single path for transmitting signals, including by way of
example
and without limitation, a path which is separated from another
path by
frequency division or time
division.
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1.4
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Confidential
Information - shall
mean any information given to the Licensing Administrator pursuant
to
Article 5 of this Agreement which is designated “confidential” by
Licensee.
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1.5
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Consumer
Product
-
shall mean a Licensed Product, which is not an MPEG-2
Intermediate Product, Sold directly to an end user primarily for
personal,
family, or household use, including without limitation a cable
television
“set top box”, a direct satellite broadcast converter, and a personal
computer having a manufacturer’s suggested retail price of less than
$15,000 U.S. or the equivalent in the currency of another country.
For
purposes of this Agreement, an MPEG-2 Packaged Medium shall not
be
considered a Consumer Product.
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3
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
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1.6
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Days
-
shall mean calendar days unless otherwise specifically stated in
this
Agreement.
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1.7
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Licensed
Product (Licensed Products)
-
shall mean any product including software, licensed under Article
2 of
this Agreement.
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1.8
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Licensors
(Individually Licensor)
-
shall mean Canon Inc.; The Trustees of Columbia University in the
City of
New York; France Télécom, société anonyme; Fujitsu Limited; GE Technology
Development, Inc.; General Instrument Corporation; Hitachi Ltd.;
KDDI
Corporation Koninklijke Philips Electronics N.V.; U.S. Philips
Corporation; Matsushita Electric Industrial Co., Ltd.; Mitsubishi
Electric
Corporation; Nippon Telegraph and Telephone Corporation; Samsung
Electronics Co., Ltd.;.
SANYO, Electric Co., Ltd; Scientific-Atlanta, Inc.;
Sony Corporation; Toshiba Corporation; and Xxxxxx Company of Japan,
Limited subject to additions and deletions from time to time, identified
in Attachment 1 hereto.
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1.9
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Manufacture
(Manufactured) - shall
mean fabrication, assembly, or otherwise making of substantially
the
entire finished MPEG-2 Royalty
Product.
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1.10
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Movie
-
shall mean a single motion picture as well as related video materials
typically packaged with the motion picture including, without limitation,
previews of other motion pictures, information about the making
of the
motion picture or the artists appearing therein. Movie shall not
include a
second motion picture regardless of whether such second motion
picture is
related to the first.
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1.11
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MPEG-1
Standard -
shall mean the MPEG-1 video standard as defined in ISO document
IS
11172.
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1.12
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MPEG-2
Bundled Decoding Software
-
shall mean (i) any storage medium, including by way of example
and without
limitation, magnetic tape, magnetic disk and CD ROM, storing an
operating
system having one or more computer programs for decoding video
information
in accordance with the MPEG-2 Standard, and which is Sold; or (ii)
an
operating system having one or more computer programs for decoding
video
information in accordance with the MPEG-2 Standard, and which
is directly distributed to an end user through electronic communication
means. For purposes of this Agreement, MPEG-2 Bundled Decoding
Software
licensed or sold to a computer, manufacturer and loaded in a computer
product Sold by the computer manufacturer shall be deemed an MPEG-2
Intermediate Product.
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4
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
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1.13
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MPEG-2
Bundled Encoding Software - shall
mean (i) any storage medium, incorporating an operating system
having one
or more computer programs for encoding video information into a
format in
compliance with the MPEG-2 Standard, and which is Sold, including
by way
of example and without limitation, magnetic tape, magnetic disk.
and CD
ROM; or (ii) an operating system having one or more computer programs
for
encoding video information into a format in compliance with the
MPEG-2
Standard, and which is directly distributed to an end user through
electronic communication means. For purposes of this Agreement,
MPEG-2
Bundled Encoding Software licensed or sold
to
a
computer manufacturer and loaded in a computer product Sold by
the
computer manufacturer shall be deemed an MPEG-2 Intermediate
Product.
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1.14
|
MPEG-2
Decoding Product -
shall mean:
(i) any instrumentality or combination of instrumentalities, including
by
way of example and without limitation: a television receiver, cable,
terrestrial broadcast and satellite broadcast receiving equipment;
a
computer card; a camcorder; video telecommunications equipment;
video
packaged media playback equipment; and video game equipment, which
is
primarily designed in whole at in part, for decoding video information
in
accordance with the MPEG-2 standard, and which is Sold. For purposes
of
this Agreement, a computer or digital processor loaded with MPEG-2
Decoding Software or MPEG Bundled Decoding Software shall be deemed
an
MPEG-2 Decoding Product.
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1.15
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MPEG-2
Decoding Software
-
shall mean: (i) any storage medium, including by way of example
and
without limitation, magnetic tape, magnetic disk and CD ROM, storing
one
or more computer programs designed in whole or in part for decoding
video
information in accordance with the MPEG-2 Standard, and which is
Sold;
(ii) one or more computer programs designed, in whole or in part
for
decoding video information in accordance with the MPEG-2 Standard
and
which is directly distributed to an end user through electronic
communication means; or (iii) one or more computer programs designed
in
whole or in part for decoding video information in accordance with
the
MPEG-2 Standard that are included in an MPEG-2, Packaged Medium
together
with video information in a format in compliance with the MPEG-2
Standard.
MPEG-2 Decoding Software shall not mean software which is part
of
an
operating system. For purposes of this Agreement, MPEG-2 Decoding
Software
licensed or sold to a computer manufactures and loaded in a computer
product Sold by the computer manufacturer shall be deemed an MPEG-2
Intermediate Product.
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1.16
|
MPEG-2
Distribution Encoding Product -
shall mean an MPEG-2 Encoding Product which is primarily designed
for
encoding video information into a format in compliance with the
MPEG-2
Standard and for commercial
distribution of such encoded video information, including by way
of
example and without limitation, distribution by terrestrial broadcast,
satellite broadcast, and cable transmission. For purposes of this
Section
1.16, the term “distribution” shall not be construed to include
distribution by way of MPEG-2 Packaged
Medium.
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5
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
1.17
|
MPEG-2
Encoding Product
-
shall mean any instrumentality or combination of instrumentalities,
including by way of example and without limitation, television
signal
transmitting equipment, a computer card, a camcorder, video
telecommunications equipment and consumer video recording equipment,
which
is primarily designed in whole or in part for encoding video information
into a format in compliance with the MPEG-2 Standard, and which
is Sold.
For purposes of this Agreement, a computer or digital processor
loaded
with MPEG-2
Encoding Software or MPEG-2 Bundled Encoding Software shall be
deemed an
MPEG-2 Encoding Product.
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1.18
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MPEG-2
Encoding Software
-
shall mean: (i) any storage medium, including by way of example
and
without limitation, magnetic tape, magnetic disk and CD ROM, storing
one
or more computer programs designed for encoding video information
into a
format in compliance with the MPEG-2 Standard, and which is Sold;
or (ii)
one or more computer programs designed for encoding video information
in
compliance with the MPEG-2 Standard, and which is directly distributed
to
an end user through electronic communication means. MPEG-2 Encoding
Software shall not mean software which is part of an operating
system. For
purposes of this Agreement, MPEG-2 Encoding Software licensed or
sold to a
computer manufacturer and loaded in a computer product Sold by
the
computer manufacturer shall be deemed an MPEG-2 Intermediate
Product.
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1.19
|
MPEG-2
Essential Patent - shall
mean any Patent claiming an apparatus and/or method necessary for
compliance with the MPEG-2 Standard under the laws of the country
which
issued or published the Patent.
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1.20
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MPEG-2
Intermediate Product
-
shall mean any instrumentality or combination of instrumentalities,
including by way of example and without limitation an integrated
circuit
chip or chip set,
a subsystem circuit board(s), firmware, and software, which is
primarily
designed to be used, alone or with other instrumentalities, to
encode or
decode video information in a format in compliance with the MPEG-2
Standard, or to produce a transport steam or program stream in
accordance
with the MPEG-2 Standard, but which is not a product that is
Sold.
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6
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
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1.21
|
MPEG-2
Packaged Medium (Media) - shall
mean any storage medium, including by way of example and without
limitation magnetic tape, magnetic disk and optical dish, storing
one or
more MPEG-2 Video Events.
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1.22
|
MPEG-2
Patent Portfolio
-
shall mean the portfolio of MPEG-2 Essential Patent(s) identified
in
Attachment 1 hereto, which portfolio may be supplemented or reduced
from
time to time in accordance with the provisions of this
Agreement.
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1.23
|
MPEG-2
Patent Portfolio Patent - shall
mean an MPEG-2 Essential Patent under which a Licensor has the
right to
grant a license or sublicense to a third party with the right of
such
third party to grant sublicenses, and which is included in the
MPEG-2
Patent Portfolio.
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1.24
|
MPEG-2
Related Patent - shall
mean any Patent which is not an MPEG-2 Essential Patent but which
has one
or more claims directed to an apparatus or a method that may be
used in
the implementation of a product or a service designed in whole
or in part
to exploit the MPEG-2 Standard under the laws of the country which
issued
or published the Patent.
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1.25
|
MPEG-2
Royalty Product - shall
mean a hardware and/or software product for which a royalty is
payable to
the Licensing Administrator
hereunder.
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1.26
|
MPEG-2
standard - shall
mean the MPEG-2 video standard as defined in ISO documents IS 13818-1
(including annexes C, D, F, J
and, K), IS 13818-2 (including annexes A, B, C and D, but excluding
scalable extensions), and IS 13818-4 (only as it is needed to clarify
IS
13818-2).
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1.27
|
MPEG-2
Transport or Program Stream Product
-
shall mean any instrumentality or combination of instrumentalities
for use
alone or with other instrumentalities, which is primarily designed
in
whole or in part for generating and/or processing video information
to
provide an MPEG-2 transport stream or an MPEG-2 program stream
as defined
by the MPEG-2- Standard, and which is Sold. The term MPEG-2 Transport
or
Program Stream product shall not be construed to include one or
more
MPEG-2 Encoding Products.
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1.28
|
MPEG-2
Video Event -
shall mean video information having a normal playing time of any
length up
to and including 133 minutes encoded into a format in compliance
with the
MPEG-2 Standard that comprises video programming, including by
way of
example and without limitation, one or more movies, television
shows,
video games, video advertisements, music videos and short subject
video
clips, or any compilation of any of the
foregoing.
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7
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
1.29
|
Patent
-
shall mean any issued patent or issued utility model of any country,
or
any allowed patent application or allowed utility model application,
published for opposition in any
country.
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1.30
|
Sale
(Sold)
-
shall mean any sale, rental, lease, license or other form of distribution
of an MPEG-2 Royalty Product to an end user, either directly or
through a
chain of distribution. For purposes of this Agreement, a Sale under
this
Section 1.30 shall be deemed to take place in the country where
an end
user takes delivery of the MPEG-2 Royalty Product which is the
subject of the “Sale,” irrespective of the manner in which the “Sale”
takes place.
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1.31
|
White
Book Standard - shall
mean the document entitled VIDEO CD Specification version 2.0,
published
by Philips Consumer Electronics B.V., and dated April,
1995.
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2. LICENSING
ADMINISTRATOR GRANT
|
2.1
|
MPEG-2
Intermediate Products. Subject
to Paragraph 7.16.1 hereof and to the other terms and conditions
of this
Agreement, the Licensing Administrator hereby grants to Licensee
a
royalty-free, worldwide, nonexclusive, nontransferable sublicense
under
all MPEG-2 Essential Patent(s) in the MPEG-2 Patent Portfolio,
to make,
have made, use only by Licensee solely for internal development
and
testing purposes, and sell, offer for sale or otherwise distribute,
MPEG-2
Intermediate Products. NO LICENSE IS GRANTED HEREIN, BY IMPLICATION
OR
OTHERWISE, TO CUSTOMERS OF LICENSEE TO USE MPEG-2 INTERMEDIATE
PRODUCTS
MANUFACTURED OR SOLD BY LICENSEE.
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2.2
|
MPEG-2
Decoding Products, MPEG-2 Decoding Software, and MPEG-2
Bundled
Decoding Software. Subject to the terms and conditions of this
Agreement, the Licensing Administrator hereby grants to Licensee
a royalty
bearing worldwide, nonexclusive, nontransferable sublicense under
all
MPEG-2 Essential Patent(s) in the MPEG-2 Patent Portfolio to make,
have
made, use, and sell, offer for sale or otherwise distribute MPEG-2
Decoding Products, MPEG-2 Decoding Software, and MPEG-2 Bundled
Decoding
Software.
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2.3
|
MPEG-2
Encoding Products, MPEG-2 Distribution Encoding Products, MPEG-2
Encoding
Software, and MPEG-2 Bundled Encoding Software. Subject
to Paragraph 7.16.2 hereof and to the other terms and conditions
of this
Agreement, the Licensing Administrator hereby grants to Licensee
a
royalty-bearing worldwide, nonexclusive, nontransferable sublicense
under
all MPEG-2 Essential Patent(s) in the MPEG-2 Patent Portfolio to
make,
have made, use for purposes other than encoding an MPEG-2 Video
Event for
recording on an MPEG 2 Packaged Medium, and sell, offer for sale
or
otherwise distribute MPEG-2 Encoding Products, MPEG-2 Distribution
Encoding Products, MPEG-2 Encoding Software, and MPEG-2 Bundled
Encoding
Software. NO LICENSE IS GRANTED HEREIN, BY IMPLICATION OR OTHERWISE,
TO
CUSTOMERS OF LICENSEE TO USE MPEG-2 ENCODING PRODUCTS, MPEG-2
DISTRIBUTION ENCODING PRODUCTS, MPEG-2 ENCODING SOFTWARE, AND/OR
MPEG-2,
BUNDLED ENCODING SOFTWARE FOR ENCODING OR HAVING ENCODED ONE OR
MORE
MPEG-2 VIDEO EVENTS FOR RECORDING ON AN MPEG-2 PACKAGED MEDIUM
FOR ANY USE
OR DISTRIBUTION OTHER THAN PERSONAL USE OF LICENSEE’S
CUSTOMER.
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8
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
2.4
|
MPEG-2
Packaged Medium.
Subject to the terms and conditions of this Agreement, the Licensing
Administrator hereby grants to Licensee a royalty-bearing worldwide;
nonexclusive, nontransferable sublicense under all MPEG-2 Essential
Patent(s) in the MPEG-2 Patent Portfolio to use MPEG-2 Encoding
Products,
MPEG-2 Distribution Encoding. Products, MPEG-2 Encoding Software,
and/or
MPEG 2 Bundled Encoding Software, for encoding or having encoded
one or
more MPEG-2 Video Events for recording on an MPEG-2 Packaged Medium,
and
to sell, offer for sale or otherwise distribute MPEG-2 Packaged
Medium.
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2.5
|
MPEG-2
Transport or Program Stream Products. Subject
to the terms and conditions of this Agreement, the Licensing Administrator
hereby grants to Licensee a royalty-bearing worldwide, nonexclusive,
nontransferable sublicense under all MPEG-2. Essential Patent(s)
in the
MPEG-2 Patent Portfolio to make, have mrade, use except for the
purpose of
generating a program stream or transport stream for recording on
an MPEG-2
Packaged Medium, and sell, offer for sale or otherwise distribute
MPEG-2
Transport or Program Stream
Products.
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2.6
|
No
license or immunity is granted by either party hereto to the other
party
hereto, either directly or by implication, estoppel or otherwise,
other
than as expressly provided in Sections 2.1 through 2.5, 2.9, 7.3
and 7.4
of this Agreement.
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2.7
|
Except
as provided in Section 2.9 of this Agreement, the sublicenses granted
in
Sections 2.1 to 2.5 of this Agreement do not include the right
of the
Licensee to grant my further
sublicenses;
|
9
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
2.8
|
IT
IS UNDERSTOOD AND AGREED
THAT ANY LICENSE GRANTED HEREIN SHALL NOT INCLUDE ANY RIGHT TO
MAKE, HAVE
MADE, USE, OR SELL ANY PRODUCT OR PROCESS CAPABLE OF COMPLYING
SOLELY WITH
THE MPEG-1 STANDARD AND NO OTHER PORTION OF THE MPEG-2 STANDARD,
INCLUDING
BUT NOT LIMITED TO A VIDEO-CD WHICH COMPLIES WITH THE WHITE BOOK
STANDARD.
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2.9
|
Extension
of Sublicense to Affiliates. The
sublicenses granted herein by the Licensing Administrator shall
include the right of Licensee to grant further sublicenses to its
Affiliates, subject to the condition that any and all Affiliates
of
Licensee receiving such. further sublicenses be identified in an
attachment to this sublicense entitled “Licensed Affiliates.” Each
sublicensed Affiliate shall be bound by the terms and conditions
of this
sublicense as if it were names herein in the place of the Licensee
provided, however, that Licensee shall pay and account to the Licensing
Administrator for royalties hereunder payable as a result of the
activities of any and all sublicensed Affiliates. Any sublicense
granted
to an Affiliate shall terminate automatically and without notice
on the
date such Affiliate ceases to be an
Affiliate.
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2.9.1
|
Notice
to Licensing Administrator of
Sublicense Termination. In
the event that a sublicense to an Affiliate of Licensee is terminated
either as a result
of the Affiliate ceasing to be an Affiliate, or as a result of
a
termination of the sublicense of the Affiliate by Licensee, Licensee
shall
notify the Licensing Administrator of the termination within ten
(10) Days
of such termination, and the attachment entitled “Licensed Affiliates”
shall be modified to reflect such termination of an
Affiliate.
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2.9.2
|
Notice
to Licensing Administrator of New Sublicense. In
the event that Licensee grants a new further sublicense to either
a new
Affiliate or an existing Affiliate not previously sublicensed,
such new
further sublicense shall be effective immediately upon the grant
thereof,
provided that Licensee notifies the Licensing Administrator within
ten
(10) Days of the grant of such new further sublicense, and the
attachment
entitled “Licensed Affiliates” is modified to include the new sublicensed
Sublicensed Affliate.
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3.
|
ROYALTY
AND PAYMENTS
|
|
3.1
|
Royalty.
Licensee
shall pay to the Licensing Administrator for the benefit of Licensors
a
running royalty throughout the term of this Agreement as
follows:
|
10
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
3.1.1
|
MPEG-2
Decoding Product, MPEG-2 Decoding Software, MPEG-2 Bundled Decoding
Software. The
royalty for the sublicense granted pursuant to Section 2.2, hereof
shall
be four United States Dollars (U.S. $4.00) prior to January 1,
2002, and
two and one half United States Dollars (U.S. $2.50) thereafter
upon the
Sale of each end product Manufactured or Sold in a country in which
one or
more MPEG-2 Patent Portfolio Patent(s) that would be infringed
absent a
license thereunder, is in force, where the end product
is:
|
|
3.1.1.1
|
An
MPEG-2 Decoding Product;
|
|
3.1.1.2
|
A
copy of MPEG-2 Decoding Software; or
|
|
3.1.1.3
|
A
copy of MPEG-2 Bundled Decoding
Software.
|
|
3.1.2
|
MPEG-2
Encoding Product, MPEG-2 Encoding Software, and MPEG-2 Bundled
Encoding
Software. The
royalty for the sublicense granted pursuant to Section 2.3 hereof
shall be
four United States Dollars (U.S. $4.00) prior to January 1, 2002,
and two
and one half United Dollars (U.S. $2.50) thereafter upon the Sale
of each
end product Manufactured or Sole in a country in which one or more
MPEG-2
Patent Portfolio(s) that would be infringed absent a license thereunder,
is in force, where the end product
is:
|
|
3.1.2.1
|
An
MPEG-2 Encoding Product;
|
|
3.1.2.2
|
A
copy of MPEG-2 Encoding Software; or
|
|
3.1.2.3
|
A
copy of MPEG-2 Bundled Encoding
Software.
|
| 3.1.3 |
MPEG-2
Distribution Encoding Product. The royalty for teh sublicense granted
pursuant to Section 2.3 hereof shall be L times four United States
Dollars
(L x U.S. $ 4.00) prior to January 1, 2002, and L times two and
one half
United States Dollars (L x U.S. $ 2.50) thereafter upon the Sale
of each
MPEG-2 Distribution Encoding Product Manufactured or sold as an
end
production in a country where one or more MPEG-2 Patent Portfolio
Patent(s) that would be infringed absent a license thereunder,
is in
force, where L is the number of Channels of the MPEG-2 Distribution
Encoding Product for providing video information encoded in a format
in
compliance with the MPEG-2
Standard.
|
11
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
3.1.4
|
Consumer
Product.
The royalty for the sublicense granted pursuant to Sections 2.2
and 2.3
hereof for a single self-contained end product having both MPEG-2
encoding
and decoding capabilities shall be limited to six United States
Dollars
(U.S. $6.00) prior to January 1, 2002, and two and one half United
States
Dollars (U.S. $2.50) thereafter upon the Sale of each such end
product
Manufactured or Sold as a Consumer Product in a country where one
or more
MPEG-2 Patent Portfolio Patent(s) that would be infringed absent
a license
thereunder, is in force, where the Consumer
Product:
|
|
3.1.4.1
|
Incorporates
both an MPEG-2 Encoding Product and an MPEG-2 Decoding
Product;
|
|
3.1.4.2
|
Is
a copy of software that is both MPEG-2 Encoding Software and MPEG-2
Decoding Software; or
|
|
3.1.4.3
|
Is
a copy of software that is both MPEG-2 Bundled Encoding Software
and
MPEG-2 Bundled Decoding Software.
|
|
3.1.5
|
MPEG-2
Transport or Program Stream Product.
The royalty for the sublicense granted pursuant to Section 2.5
hereof
shall be N times four United States Dollars (N x U.S. $4.00)
upon the Sale
of each MPEG-2 Transport or Program Stream Product Manufactured
or Sold as
an end product in a country in which one or more MPEG-2 Patent
Portfolio
Patent(s) that would be infringed absent a license thereunder,
is in
force, where N is the greater of the number of input or output
transport
or program streams of the MPEG-2 Distribution Transport or Program
Stream
Product.
|
| 3.1.6 | MPEG-2 Packaged Medium. The royalty for the sublicense granted pursuant to Section 2.4 hereof upon the Sale of each copy of MPEG-2 Packaged Medium (manufactured or sold in a country in which one or more MPEG-2 Patent Portfolio Patent(s) that would be infringed absent a license thereunder is in force) containing one or more MPEG-2 Video Events encoded using an MPEG-2 Encoding Product an, MPEG-2 Distribution Encoding Product, an MPEG-2 Encoding Software and/or MPEG-2 Bundled Encoding Software prior to September 1, 2001, shall be four United States Cents (U.S. $0.04) for the first MPEG-2 Video Event on any MPEG-2 Packaged Medium, plus one United States Cent (U.S. $0.01) for each additional 30 minutes of video playing time or portion thereof on the same MPEG-2 packaged Medium. Notwithstanding the above, however, the royalty (i) shall not exceed four United States Cents (U.S. $0.04) for a single Movie; (ii) shall not exceed an additional two United States Cents (U.S. $0.02) for the second Movie contained on the same MPEG-2 Packaged Medium as the first Movie; and (iii) shall be one United States Cent (U.S. $0.01) for each MPEG-2 Packaged Medium having a normal playing time up to and including 12 minutes, but not more than 12 minutes, of video programming on the same MPEG-2 Packaged Medium which is encoded into a format in compliance with the MPEG-2 Standard. |
12
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
3.1.7
|
MPEG-2
Packaged Medium. For
the period commencing as of September 1, 2001 and ending on February
28,
2003, the royalty for the sublicense granted pursuant to Section
2.4
hereof upon the Sale of each copy of MPEG-2 Packaged Medium (manufactured
or sold in a country in which one or more MPEG-2 Patent Portfolio
Patent(s) that would be infringed absent a license thereunder,
is in
force) containing one or more MPEG-2 Video Events encoded using
an MPEG-2
Encoding Product, an MPEG-2 Distribution Encoding Product, MPEG-2
Encoding
Software and/or MPEG-2 Bundled Encoding Software, shall be three
and one
half United States Cents (U.S. $0.035) for the first MPEG-2 Video
Event on
any MPEG-2 Packaged, Medium, plus one United States Cent (U.S.
$0.0.1)
for each additional 30 minutes of video playing time or portion
thereof on
the same MPEG-2 Packaged Medium. Notwithstanding the, above, however,
the
royalty (i) shall not exceed three and one half United States Cents
(US.
$0.035) for a single Movie; (ii) shall not exceed an additional
two United
States Cents (U.S. $0.02) for the second Movie contained on the
same
MPEG-2 Packaged Medium as the first Movie; and (iii) shall be one
United
States Cent (U.S. $0.01) for each MPEG-2 Packaged Medium having
a normal
playing time up to and including 12 minutes, but not more than
12 minutes,
of video programming on the same MPEG-2 Packaged Medium which is
encoded
into a format in compliance with the MPEG-2 Standard.
.
|
|
3.1.8
|
MPEG-2
Packaged Medium. For
the period commencing as of March 1, 2003 through the term of the
License,
the royalty for the sublicense granted pursuant to, Section 2.4.
hereof
upon the Sale of each copy of MPEG-2 Packaged Medium (manufactured
or sold
in a country in which one or more MPEG-2 Patent Portfolio Patent(s)
that
would be infringed absent a license thereunder, is in force) containing
one or more MPEG-2 Video Events encoded using an MPEG-2 Encoding
Product,
an MPEG-2 Distribution Encoding Product, MPEG-2 Encoding Software
and/or
MPEG-2 Bundled Encoding Software; shall be three United. States
Cents,
(U.S. $0.03) for the first MPEG-2 Video Event on any MPEG-2 Packaged
Medium, plus one United States Cent (US, $0.01) for each additional
30
minutes of video playing time or portion thereof on the same MPEG-2
Packaged Medium. Notwithstanding the above, however, the royalty
(i) shall
not exceed three United States Cents (U.S. $0.03) for a single
Movie; (ii)
shall not exceed an additional two United States Cents (U.S. $0.02)
for
the second Movie contained on the same MPEG-2 Packaged Medium as
the first
Movie; and (iii) shall be one United States Cent (U.S. $0.01) for
each
MPEG-2 Packaged Medium having a normal, playing time up to and
including
12 minutes, but not more than 12 minutes, of video programming
on the same
MPEG-2 Packaged Medium which is encoded into a format in compliance
with
the MPEG-2 Standard.
|
13
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
3.1.9
|
Subject
to Paragraph 3.1.4 of this Agreement, the royalties set forth in
this
Section 3.1
are additive as to each MPEG-2 Royalty Product to the extent that
individual royalties are applicable
thereto.
|
|
3.2
|
The
Payment of Running Royalties Upon the Sale of MPEG-2 Decoding Products,
MPEG-2 Decoding Software, MPEG-2 Bundled Decoding Software, MPEG-2
Encoding Products, MPEG-2 Encoding Software or any Combination
of the
Above Sold in a Single Self-Contained Product (for purposes of
this
Section 3.2,
“Product(s)”).
|
|
3.2.1
|
Royalties
pursuant to this Article 3 two payable upon the Sale
of:
|
|
3.2.1.1
|
Products
which allow the end user to decode and/or encode (consistent with
the
limitations set forth in Section 2.3) MPEG-2 compliant bit streams;
provided, however that no royalty shall be payable upon the Sale
of
distribution of such Products when the Product is incorporated
with and
used with an MPEG-2 Royalty Product on which a royalty already
has been
paid to the Licensing Administrator pursuant to Article 3
hereof.
|
|
3.2.1.2
|
Products
in which the, MPEG-2 functionality of the Product is encrypted,
disabled or otherwise unusable
only:
|
|
3.2.1.2.1
|
upon
the distribution of a key :or other instrumentality allowing the
Product
to be used to decode and/or encode MPEG-2 compliant bit streams;
or
|
14
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
| 3.2.1.2.2 | if the encryption, disablement or other method employed to prevent use is generally breached royalties for all such Products sold shall become payable pursuant to Article 3. |
|
3.2.1.2.3
|
if
Licensee fails to take reasonable steps to insure that the MPEG-2
functionality is encrypted, disabled or otherwise unusable, royalties
for
all such Products Sold shall become payable pursuant to Article
3.
|
|
3.2.1.3
|
MPEG-2
Decoding Software updates and/or MPEG-2 Encoding Software updates;
provided, however, that no royalty shall be due if such update
(i) is Sold
or distributed for use in connection with
an
MPEG-2 Royalty Product upon which a royalty has been paid to the
Licensing
Administrator in accordance with Article 3 and (ii) the update
which is
Sold or distributed overwrites or otherwise renders not usable
the
preexisting MPEG-2 capability on the MPEG-2 Royalty Product which
is
upgraded.
|
3.3. Payment
Schedule.
|
3.3.1
|
Except
as provided in Section 3.4 hereof, royalties payable pursuant to
Section
3.1. of this Agreement that accrue after the latest signature date
specified on the final page of this Agreement shall be payable
by Licensee
to the Licensing Administrator semiannually as previously agreed
between
Licensee and the Licensing Administrator in the term prior to this
Agreement, or if there was no prior term, as measured from
such
signature date to the last business day of each six month period
thereafter for MPEG-2 Royalty Products Manufactured or Sold during
the
immediately preceding semiannual period ending on the last business
day of
the second month preceding the month when royalties are payable.
Such
royalties shall be paid to the Licensing Administrator and shall
be
accompanied by a statement pursuant to Section 3.9 of this Agreement,
which statement shall be deemed to be true and correct unless shown
otherwise in an audit in accordance with Section 3.10 of this
Agreement.
|
|
3.3.2
|
Back
to Royalties.
Any royalties pursuant
to
the above schedule which accrued during the period from June 1,
1994 to
the latest signature date specified
above shall be payable within thirty (30) Days of such signature
date,
together with accrued interest of 10% per annum and shall be accompanied
by a royalty statement in accordance with Section 3.9 of this
Agreement.
|
15
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
3.4
|
Payments
Upon Termination or Expiration. Within
thirty (30) Days after the effective date of termination or expiration
of
this Agreement, Licensee shall pay the Licensing Administrator
any and all
amounts that are due pursuant to this Agreement as of the effective
date
of such termination
or expiration, together with a royalty statement for such
payment
in accordance with Section 3.9 of this
Agreement.
|
|
3.5.
|
Form
of Payment.
Any payment made under the provisions of this Agreement shall be
made by
check drawn on a bank(s) reasonably acceptable to the Licensing
Administrator, by cashier’s, check drawn on immediately available, funds,
or by other means of payment acceptable to the Licensing Administrator.
|
|
3.5.1
|
The
amounts payable hereunder shall be paid to the Licensing Administrator
by
the Licensee in United States
Dollars.
|
|
3.6
|
Taxes.
In
addition to the royalties set forth in Section 3.1 of this Agreement,
Licensee shall pay or reimburse the Licensing Administrator for
any and
all taxes, such as sales, excise, value added, use taxes, and similar
taxes of the Licensee, based on payments to be made hereunder in
a
jurisdiction(s) where such taxes are required. The royalties set
forth in
Section 3.1 of this Agreement shall be subject to withholding of
any taxes
of the Licensor required by applicable
law.
|
|
3.6.1
|
At
the Licensee’s request, the, Licensing Administrator shall file any
certificate or other document which may cause any tax that is so
payable
by the Licensee to be avoided or
reduced.
|
|
3.6.2
|
The
Licensee shall not be required to pay or reimburse the Licensing
Administrator for taxes based upon the net worth, capital, net
income, or
franchise of the Licensing Administrator, nor, taxes imposed upon
the
Licensing Administrator solely by reason of the Licensing Administrator’s
doing business in or being incorporated in the jurisdiction imposing
such
taxes.
|
|
3.6.3
|
The
Licensee shall reasonably cooperate with the Licensing Administrator
in
respect of mitigating any withholding taxes, including providing
such
information as may be required by the Licensing Administrator for
purposes
of obtaining refunds of any taxes
withheld.
|
16
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
3.6.4
|
The
Licensing Administrator shall reasonably cooperate and provide
such
information as may be required by the Licensee for any purpose
or reason
relating to taxation.
|
|
3.6.5
|
If
the Licensee in good faith contests any tax that is so payable
or
reimbursable by the Licensee, the Licensing Administrator shall
reasonably
cooperate in such contest at the Licensee’s
expense.
|
|
3.6.6
|
The
Licensing Administrator shall pass on to the Licensee any tax refunds
received by the Licensing Administrator with respect to
the
Licensee’s previous payment or reimbursement of applicable taxes
hereunder, if any.
|
|
3.7
|
Late
Payments.
Any payment required hereunder that is made late (including unpaid
portions of amounts due) shall bear interest, compounded monthly,
at the
lesser of 10% per annum or the highest interest rate permitted
to be
charged by the Licensing Administrator under applicable
law.
|
|
3.7.1
|
Any
payment received more than fourteen (14) Days after becoming due
as set
forth in Section 3.3 of this Agreement shall be deemed late for
purposes
of this Agreement.
|
|
3.7.2
|
Any
interest charged or paid in excess of the maximum rate permitted
by
applicable law shall be deemed the result of a mistake and interest
paid
in
excess of the maximum rate shall be promptly credited or refunded
(at
Licensee’s option) to Licensee.
|
|
3.8
|
Dishonored
Checks. If a payment due under this Agreement is made by
Licensee’s check and the check is dishonored, the payment may at the
Licensing Administrator’s option be deemed not to have been made. The
Licensing Administrator may at its option, by written notice to
Licensee,
require subsequent payments to be made by cashier’s check in immediately
available funds.
|
|
3.9
|
Statements.
Licensee shall provide the Licensing Administrator with a statement
for
each period as defined in Sections 3.3.1, 3.3.2 and 3.4 showing
in
reasonable detail and separately identifying for each MPEG-2 Royalty
Product both (i) the quantity Manufactured in each country and
(ii) the
quantity Sold in each country of any and all MPEG-2 Royalty Products
Sold
during such period by Licensee and its Affiliates, and a calculation
of
the royalties, if any, which are payable by virtue of such Manufacture
and
Sale of MPEG-2 Royalty Products during the period when the payment,
if
any, accrued.
|
17
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
3.9.1
|
Such
statements shall be certified by an employee of Licensee authorized
to
make such certification.
|
|
3.9.2
|
The
Licensing Administrator shall maintain all information in such
statements
of Licensee as Confidential Information in accordance with Article
5 of
this Agreement, except to the extent that the information is needed
by the
Licensing Administrator to report to the Licensors the aggregate
royalties
paid by all sublicensees of the Licensing Administrator. In no
event shall
the Licensing Administrator provide to any of the Licensors information
on
royalties paid on a licensee-by-licensee or country-by-country
basis
unless required by law.
|
|
3.10
|
Audits.
|
|
3.10.1
|
Books
and Records. Licensee
shall keep and maintain accurate and detailed books and records
adequate
for the Licensing Administrator to ascertain the royalties payable
hereunder. Such books and records shall be maintained for three
(3) years
from the end of each period when royalties are
payable.
|
|
3.10.2
|
Audit
Rights. The
Licensing Administrator shall have the right to audit or have audited
the
books and records of Licensee relating to payments hereunder for
the sole
purpose of verifying the amounts due and payable hereunder, not
more than
once per calendar year upon reasonable notice to the Licensee.
All such
audits shall be conducted during reasonable business hours of the
Licensee.
|
|
3.10.2.1
|
Any
such audit shall be performed by an independent certified public
accountant(s) or equivalent (Auditor) reasonably acceptable to
Licensee in
the country where the audit is to take place. Licensee shall fully
cooperate with Auditor in conducting such audit and shall permit
Auditor
to inspect and copy such portions of the Licensee’s books and records that
the Auditor deems appropriate and necessary in accordance with
the
professional standards applicable to the Auditor in the country
where the
Audit is to take place.
|
|
3.10.2.2
|
The
Auditor (and each member or employee thereof participating in the
audit)
shall agree not to disclose any information learned by the Auditor
in the
audit to any Licensor, nor use any such information, except for
providing
the Licensing Administrator with a statement of payments due by
Licensee.
|
18
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
3.10.2.3
|
The
cost of an audit in accordance with Paragraph 3.10.2 of this Agreement
shall be at the expense of the Licensing Administrator; provided,
however,
the Licensee shall bear the cost of the audit if the audit reveals
any or
underpayment which in the aggregate is greater than five percent
(5%) of
the amount actually due for the period being
audited.
|
|
3.10.2.4
|
Licensee
shall pay any shortfalls uncovered in accordance with Paragraph
3.10 of
this Agreement, plus interest as set forth in Section 3.7 herein,
within
thirty (30) Days after receiving notice from the Licensing Administrator
of such shortfall.
|
4.0 REPRESENTATIONS
AND WARRANTIES
|
4.1
|
The
Licensing Administrator represents and warrants that it has the
authority,
power and right to grant the rights and licenses to Licensee under
this
Agreement.
|
|
4.2.
|
The
Licensing Administrator makes no representation or warranty that
the
MPEG-2 Patent Portfolio Patent(s) sublicensed hereunder includes
all
MPEG-2 Essential Patent(s) throughout the world, or that the making,
using
or selling of products, or providing services covered by the claims
of the
MPEG-2 Patent Portfolio Patent(s) licensed hereunder will not infringe,
directly, contributorily or by inducement under the laws of
the United
States or under equivalents thereof under the laws of a country
other than
the United States, any patent or other intellectual property right
of a
party other than the MPEG-2 Patent Portfolio
Patent(s).
|
|
4.3
|
Licensee
represents and warrants that if is entering into this Agreement
for its
own convenience in acquiring patent rights necessary for compliance
with
the MPEG-2 Standard from multiple licensors in a single transaction
rather
than entering into separate license agreements with individual
licensors,
and that Licensee is fully aware that the patents in the MPEG-2
Patent
Portfolio may not include all present and future MPEG-2 Essential
Patent(s), and that this Agreement may not provide Licensee with
all the
patent rights needed to perform the activities contemplated by
Licensee in
entering into this Agreement. The Licensing Administrator and Licensee
recognize that the Licensee has the right to separately negotiate
a
license with any or all of the Licensors under any and all of the
MPEG-2
Patent Portfolio Patents under terms and conditions to be independently
negotiated by each Licensor.
|
19
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
4.4
|
Licensee
represents and warrants that it has not granted an exclusive license
under
an MPEG-2 Essential Patent owned by Licensee and has not assigned
an
MPEG-2 Essential Patent in anticipation of entering into this Agreement.
Notwithstanding anything to the contrary in this Agreement, Licensors
reserve the right to grant to Licensing Administrator an exclusive
license
under any MPEG–2 Patent Portfolio Patent with respect to any particular
party.
|
|
4.5
|
Each
party represents and warrants that it will comply with all applicable
laws, regulations or ordinances pertaining to its performance
hereunder.
|
|
4.6
|
Each
party represents and warrants that this Agreement and the transactions,
contemplated hereby do not violate any agreements each party has
with its
agents, employees, or Affiliates or third
parties.
|
|
4.7
|
Each
party further represents and warrants that in executing this Agreement,
it
does not rely on any promises, inducements, or representations
made by any
party or third party with respect to this Agreement or any other
business
dealings with any party or third party, now or in the
future.
|
|
4.8
|
Each
party represents and warrants that it is not presently the subject
of a
voluntary or involuntary petition in bankruptcy or the equivalent
thereof,
does not presently contemplate filing any such voluntary petition,
and
does not presently have reason to believe that such an involuntary
petition will be filed against it.
|
|
4.9
|
Other
than the express warranties of this Article, there are NO OTHER
WARRANTIES, EXPRESS OR IMPLIED.
|
|
5.
|
CONFIDENTIAL
INFORMATION
|
|
5.1
|
For
a period of five (5) years as measured from the first date of disclosure
pursuant to this Agreement, the Licensing Administrator agrees
to use
reasonable care and discretion, at least commensurate with that
degree of
care it uses to protect similar information of its own, to avoid
disclosure, publication, or dissemination of received Confidential
Information, outside of those employees or consultant; of the Licensing
Administrator who have a need to know Confidential
Information.
|
20
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
5.2
|
Disclosure
by the Licensing Administrator of Confidential Information under
Section
5.1 of this Agreement shall be permitted in the following circumstances;
provided, that the Licensing Administrator shall have first given
reasonable notice to Licensee that such disclosure is to be
made:
|
|
5.2.1
|
In
response to an order of a court or other governmental body;
|
|
5.2.2
|
Otherwise
required by law; or
|
|
5.2.3
|
Necessary
to establish rights under this
Agreement.
|
|
5.3
|
Notwithstanding
any other provisions of this Agreement, the obligations specified
in
Section 5.1 of this Agreement will not apply to any information
that:
|
|
5.3.1
|
Is
or becomes publicly available without breach of this Agreement;
or
|
|
5.3.2
|
Is
released for disclosure by written consent of the
Licensee.
|
|
6.
|
TERM
AND TERMINATION
|
|
6.1
|
Term
and Certain Royalty Rates on Renewal.
This Agreement shall expire on December 1, 2010. Upon expiration,
Licensee
shall have the right to renew this sublicense for successive five
year
periods for the life of any MPEG-2 Patent Portfolio Patent, subject
to
reasonable amendment of the royalty terms and rates set forth in
this
sublicense. Such reasonable amendment may take into account prevailing
market conditions, changes in technological environment,
and,
available commercial products at the time of each five year renewal.
In no
event shall the royalty rates upon each renewal of this license
increase,
if at all, by more than 25% of the royalty rates set forth in this
sublicense immediately prior to renewal. The preceding sentence,
however,
shall not apply to the Licensing Administrator’s request at the time of
renewal that royalty rates for MPEG-2 Packaged Media which ultimately
are
offered for rental to consumers be higher than royalty rates
for
MPEG-2 Packaged Media set forth in this sublicense at the time
of renewal.
Such request for rates shall only be made by the Licensing Administrator,
if at all, in the event that the majority of Licensees which are
unaffiliated with entities which than own copyrights on
Movies charge
different rates for replication of MPEG-2 Packaged Media depending
on
whether such MPEG-2 Packaged Media is offered to consumers for
sale or
rental.
|
|
6.2
|
Termination
for Material Breach.
The Licensing Administrator shall have the right to terminate this
Agreement upon breach of a material provision thereof by the Licensee.
Such termination for material breach shall become effective
upon the
Licensing Administrator sending written notice to the Licensee
specifying
the breach, and the failure of the Licensee to demonstrate, to
the
satisfaction of the Licensing Administrator, that Licensee has
cured such
breach within sixty (60) Days of the Sending of such notice. The
following
are examples of acts or omissions which constitute a material breach
of
this Agreement:
|
21
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
6.2.1.
|
Failure
of the Licensee to make payments and provide statements in accordance
with
Sections 3.2, 3.3 and 3.9 of this
Agreement;
|
|
6.2.2
|
Failure
of the Licensee to maintain adequate books and records in accordance
with
Paragraph 3.10.1 of this Agreement or to permit an audit in, accordance
with Paragraph 3.10.2 of this Agreement;
or
|
|
6.2.3
|
Failure
of the Licensee to grant licenses to MPEG-2 Essential Patent(s)
licensable
or sublicensable by Licensee in accordance with Sections 7.3 or
7.4 of
this Agreement.
|
|
6.2.4
|
The
foregoing list is by way of example and not
limitation.
|
|
6.3
|
Partial
Termination in the Event of Litigation. The
Licensing Administrator, upon the instruction of a Licensor, shall
terminate Licensee’s sublicense under any MPEG-2 Patent Portfolio
Patent(s) licensed or sublicensed to the Licensing Administrator
by such
Licensor in the event that the Licensee has brought a lawsuit or
other
proceeding for infringement of an MPEG-2 Related Patent(s) and/or
an
MPEG-2 Essential Patent(s) against such Licensor, and Licensee
has refused
to grant the Licensor a license on fair and reasonable terms and
conditions under the MPEG-2 Related Patent(s) and/or MPEG-2 Essential
Patent(s) upon which the lawsuit or other proceeding is based.
For
purposes of this Section 6.3 only, the Licensor’s per patent share of
royalties payable pursuant to Section 3.1 of this Agreement shall
be
presumed to be a fair and reasonable royalty rate for Licensee’s Patent(s)
considering the essential nature of Licensor’s Patent(s) licensed
hereunder.
|
|
6.4
|
Voluntary
Termination. Licensee
may terminate this Agreement by providing thirty (30) Days written
notice,
to the Licensing Administrator.
|
|
6.5.
|
Other
Termination. This
Agreement may be terminated by the Licensing Administrator upon
the
occurrence of the following events:
|
|
6.5.1
|
If
Licensee files a petition in bankruptcy or the equivalent thereof,
or is
the subject of an involuntary petition in bankruptcy that is not
dismissed
within sixty (60) Days after the filing date thereof, or is or
becomes
insolvent, or admits of a general inability to pay its debts as
they
become due.
|
22
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
6.5.2
|
Upon
the de facto or de jure nationalization or expropriation of Licensee
by
governmental or military action, whether or not with valid
authority.
|
|
6.5.3
|
Upon
any failure by Licensee to provide, within thirty (30) Days after
written
notice from the Licensing Administrator, satisfactory and adequate
assurances that Licensee is able and willing to fully and effectively
perform its obligations under this
Agreement.
|
|
6.5.4
|
In
the event that any of the events listed in Sections 6.5.1, 6.5.2
or 6.5.3
hereof occur, this Agreement may be terminated by the Licensing
Administrator upon thirty (30) Days written notice to Licensee,
without
right to cure.
|
|
6.6
|
Survival.
The following provisions of this Agreement shall survive expiration
or
termination of this Agreement:
|
|
6.6.1
|
The
obligation of Licensee to pay all royalties accrued as of the effective
date of expiration or termination pursuant to Section 3.4
hereof;
|
|
6.6.2
|
The
obligation of Licensee to provide statements under Section 3.9
of this
Agreement; and
|
|
6.6.3
|
The
obligation of the Licensing Administrator to grant confidentiality
under
Article 5
of this Agreement.
|
7. MISCELLANEOUS
PROVISIONS
7.1 Assignment.
|
7.1.1
|
In
the event that the right of the Licensing Administrator to grant
MPEG-2
Limit Portfolio Licenses is transferred to a successor Licensing
Administrator, this Agreement shall be deemed assigned to the successor
Licensing Administrator.
|
|
7.1.2
|
This
Agreement may not be assigned by the Licensee, other than to a
successor
of the entire interest of an Affiliate or business division of
Licensee
manufacturing or selling Licensed Products, or providing a service
in
compliance with the MPEG-2 Standard, or to a purchaser of substantially
all of the assets of Licensee or such Affiliate or business division
thereof.
|
23
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
7.2 Notice.
|
7.2.1
|
All
notices required or permitted under this Agreement shall be sent
by either
Certified Mail with return receipt requested, overnight delivery
by
commercial or other service which can verify delivery, fax to the
number
indicated herein, or by e-mail to the address indicated herein.
Such
notice so sent shall be effective as of the date it is sent.
Notwithstanding anything to the contrary herein, amendments to
Attachment
1 hereto, if any, shall be effective upon the posting, of the new
Attachment 1 on the website of the Licensing Administrator and
such
posting shall constitute notice pursuant to this
Section.
|
|
7.2.2
|
All
notices from the Licensing Administrator to Licensee shall be sent
to:
|
|
Name:
|
Xxxxxx
Xxxxxxxxx
|
|
|
Title:
|
Marketing
Communications Manager
|
|
|
Company:
|
Scopus
Network Technologies Ltd.
|
|
|
Address:
|
00
Xx’xxxx Xxxxxx, Xxxx Xxxx, Xxxx Xx’xxxx, 00000 Xxxxxx
|
|
|
Tel:
|
000-000-0-0000000
|
|
|
Fax:
|
000-000-0-0000000
|
|
|
E-mail:
|
xxxxxx@xxxxxx.xx.xx
|
|
|
CC:
|
||
|
Name:
|
Xxxxx Xxxxx-Xxxxxxxxx | |
|
Title:
|
Controller
|
|
|
Company:
|
Scopus
Network Technologies Ltd.
|
|
|
Address:
|
00
Xx’xxxx Xxxxxx, Xxxx Xxxx,
Xxxx
Xx’xxxx, 00000 Xxxxxx
|
|
|
Tel:
|
000-000-0-0000000
|
|
|
Fax:
|
000-000-0-0000000
|
|
|
E-mail:
|
xxxxx_x@xxxxxx.xx.xx
|
24
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
7.2.3
|
All
notices from the Licensee to the Licensing Administrator or its
successor
shall be sent to:
|
Xxxxx
X.
Xxxx
Manager
and Chief Executive Officer
MPEG
LA,
LLC
000
Xxxxxx Xxxxxx
Denver,
Colorado, U.S.A. 80206
Tel:
000-000-0000
Fax:
000-000-0000
Email:
xxxxx@xxxxxx.xxx
Website:
xxx.xxxxxx.xxx
|
7.3
|
Licensee
Grant.
Licensee agrees to grant a worldwide, nonexclusive license and/or
sublicense under any and all MPEG-2 Essential Patent(s) that Licensee
or
its Affiliate(s), if any, has the right to license and/or sublicense,
to
any Licensor or any sublicensee of the Licensing Administrator
for
desiring such a license and/or sublicense on fair and reasonable
terms and
conditions. For purposes of this Section 7.3 only, the Licensors’ per
patent share of royalties payable pursuant to Section 3.1 of this
Agreement shall be presumed
to
be
a fair and reasonable royalty rate for the aforementioned license
and/or
sublicense to be granted by the
Licensee.
|
|
7.3.1
|
Licensee’s
obligation to grant licenses and/or sublicenses pursuant to Section
7.3 of
this Agreement shall be effective upon execution of this
Agreement.
|
|
7.4
|
Licensee’s
Option.
In
lieu of Section 7.3 Licensee shall have the option to hereby grant
a
worldwide, nonexclusive, nontransferable, except to a successor
Licensing
Administrator, license and/or sublicense under any and all of its
MPEG2
Essential Patent(s) to the Licensing Administrator with the right
by the
Licensing Administrator to grant MPEG-2 Patent Portfolio Licenses
that
include the MPEG-2 Essential Patent(s) that Licensee or its Affiliate(s)
if any, has the right to license or sublicense. Licensee shall
identify to
the Licensors any and all of its patents and patents of its Affiliate(s),
if any, which Licensee believes in good faith to be MPEG-2 Essential
Patent(s). Licensors shall determine whether each of the patent(s)
identified by Licensee is an MPEG2 Essential Patent(s) according
to an
established procedure applicable to all new patents identified
to the
Licensors. The terms and conditions of the license and/or sublicense
granted by the Licensee to the Licensing Administrator under this
Section
7.4 shall be identical to the terms and conditions of the license
and/or
sublicense granted by each Licensor to the Licensing Administrator.
If
Licensee elects the option set forth in this Section 7.4, it shall
be
required to enter into an agreement referred to as the “Agreement Among
Licensors” which has been entered into by all
Licensors.
|
25
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
7.5
|
Licensee
Covenants.
|
|
7.5.1
|
Licensee
hereby covenants to promptly notify the Licensing Administrator
in the
event that any allowed patent application(s) published for opposition,
which is licensed or sublicensed to the Licensing Administrator
pursuant
to Section 7.4 of this Agreement as an MPEG-2 Essential Patent(s),
does
not issue as an MPEG-2 Essential
Patent(s).
|
|
7.5.2
|
Licensee
shall promptly identify to the Licensing Administrator each patent(s),
except for MPEG-2 Patent Portfolio Patents of the Licensors, licensable
or
sublicensable by Licensee or its Affiliate(s), if any, which Licensee
believes in good faith to be an MPEG-2 Essential Patent(s) within
fourteen
(14) Days of execution of this
Agreement.
|
|
7.5.3
|
In
the event that Licensee has granted an exclusive license to a third
party
under an MPEG-2 Essential Patent(s) prior to the date of execution
of this
Agreement, Licensee shall advise the Licensing Administrator of
such an
exclusive license and identify to the Licensing Administrator such
third
party.
|
7.6 Licensing
Administrator Covenants.
|
7.6.1
|
The
Licensing Administrator covenants that if during the term of this
Agreement, it acquires rights to grant sublicenses under additional
MPEG-2
Essential Patent(s), the MPEG-2 Patent Portfolio License herein
will be
supplemented to include such additional MPEG-2 Essential
Patent(s).
|
|
7.6.2
|
The
Licensing Administrator covenants that, with the exception of partial
termination under Section 6.3 of this Agreement, any deletion
from
the MPEG-2 Patent Portfolio shall occur only upon a determination
by the
Licensors, or upon a final adjudication of a tribunal of competent
jurisdiction from which no appeal is taken or allowed, that the
deleted
Patent(s) is invalid or unenforceable in the country which issued
or
published the Patent(s), and that any addition to the MPEG-2 Patent
Portfolio shall occur only upon the determination by the Licensors
that
the additional Patent(s) is an MPEG-2 Essential Patent(s) in the
country
which issued or published the
Patent(s).
|
26
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
7.6.3
|
The
Licensing Administrator further covenants that if any Patent(s)
in the
MPEG-2 Patent Portfolio is found not to be an MPEG-2 Essential
Patent(s)
in the country which issued or published the Patent(s), either
by the
Licensors or upon a final adjudication of a tribunal of competent
jurisdiction from which no appeal is taken or allowed and such
Patent(s)
is to be deleted from the MPEG-2 Patent Portfolio, the Licensing
Administrator shall give notice to Licensee of such deletion, and
Licensee
shall have the option to retain its sublicense under the deleted
Patent(s)
for the remainder of the term of this Agreement, including any
renewal
pursuant to Section 6.1 hereunder.
|
|
7.6.4
|
The
Licensing Administrator covenants that it shall not delete from
or add to
the MPEG-2 Patent Portfolio for reasons other than stated in Paragraphs
7.6.1. and 7.6.2 and Section 6.3
herein.
|
|
7.6.5
|
The
Licensing Administrator covenants that the royalties set forth
in Section
3.1 of this Agreement shall not increase during the term of this
Agreement, as set forth in Article 6 of this
Agreement.
|
|
7.7
|
Most
Favorable Royalty Rates.
Except as provided in Paragraph 7.7.1 of this Agreement, in the
event that
the Licensing Administrator grants an MPEG-2 Patent Portfolio License
to
another party with royalty rates more favorable than those set
forth in
Section 3.1 of this Agreement, whether or not such more favorable
royalty
rates are on terms and/or conditions that are different than those
set
forth herein, the Licensing Administrator shall send written notice
to
Licensee specifying the more favorable royalty rates and, any terms
and/or
conditions that are different than those set forth herein within
thirty
(30) Days of the granting of the MPEG-2 Patent Portfolio License
providing
for such more favorable royalty rates. Licensee shall be entitled
to an
amendment of this Agreement to the extent of providing for royalty
rates
as favorable as that available to such other party within thirty
(30) Days
of sending written notice to the Licensing Administrator
requesting such amendment; provided, however, that this Agreement
shall
also be amended to include any additional benefits to the Licensing
Administrator. Any amendment made pursuant to this Section 7.7
shall be
effective as of the date it is made, and such more favorable royalty
rates
shall not be retroactively applicable in favor of the Licensee,
and
shall not be a basis for claiming any refund of royalties paid
prior to
such effective date.
|
27
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
7.7.1
|
Section
7.7 shall not apply to:
|
|
7.7.1.1
|
Settlement
of litigation;
|
|
7.7.1.2
|
Determination
by the Licensing Administrator of back royalties owed by a
sublicensee;
|
|
7.7.1.3
|
Compromise
or settlement of royalty payments owed by a sublicensee in financial
distress;
|
|
7.7.1.4
|
Individual
licenses or sublicenses granted by a Licensor to a third
party;
|
|
7.7.1.5
|
An
order of a court or an administrative body; and
|
|
7.7.1.6
|
An
unauthorized act of the Licensing
Administrator.
|
|
7.8
|
Freedom
of Independent Development.
Nothing in this Agreement shall be construed as prohibiting or
restricting
Licensee from independently developing competitive video products
or video
services.
|
|
7.9
|
Relationship.
Nothing
in. this Agreement shall be construed to create a principal-agent
relationship, partnership or joint venture between the parties,
or
give rise to any fiduciary duty from one party to the other
party.
|
|
7.10
|
Severability.
If
any provision of this Agreement is held by a court of competent
jurisdiction to be unenforceable or contrary to law, the remaining
provisions of the Agreement will remain in full force and
effect.
|
|
7.11
|
No
Waiver.
The failure of either party at any time to require performance
by the
other party of any provision of this Agreement shall not be construed
as
acquiescence or waiver of such failure to perform such provision.
The
failure of either party
to
take action upon the breach of any provision of this Agreement
shall not
be construed as acquiescence or waiver of any such
breach.
|
|
7.12
|
Binding
on Successors.
This Agreement shall be binding upon and inure to the benefit of
the
parties and their successors and assigns to the extent assignment
is
permitted by this Agreement.
|
28
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
7.13
|
Article
and Section Headings.
The Article and Section headings contained in this Agreement are
for
reference purposes only and shall not in any way control the meaning
or
interpretation of this Agreement.
|
|
7.14
|
Representation
of Counsel; Mutual Negotiation.
Each party has been represented by counsel of its choice in negotiating
this Agreement. This Agreement shall therefore be deemed to have
been
negotiated at arms length, with the advice and participation of
counsel,
and prepared at the joint request, direction, and instruction of
the
parties, and shall be interpreted in accordance with its terms
without
favor to any party.
|
|
7.15
|
English
Language.
The parties have required that this Agreement and all documents
relating
thereto be drawn up in English.
|
|
7.16
|
Notice
to Customers.
|
|
7.16.1
|
MPEG-2
Intermediate Products Notice:
Licensee agrees, to provide to its customers or any other party
that
receives from it an MPEG-2 Intermediate Product licensed under
Section 2.l
of this Agreement a notice which specifies that: “USE
OF THIS PRODUCT IN ANY MANNER THAT COMPLIES WITH THE MPEG-2 STANDARD
IS
EXPRESSLY PROHIBITED WITHOUT A LICENSE UNDER APPLICABLE PATENTS
IN THE
MPEG-2 PATENT PORTFOLIO, WHICH LICENSE IS AVAILABLE FROM MPEG LA,
L.L.C.,
000 XXXXXX XXXXXX, XXXXX 000, XXXXXX, XXXXXXXX
00000.”
|
Licensee
understands that the license granted pursuant to Section 2.1 of this Agreement
is conditioned on the Licensee providing the notice specified in this
Section.
|
7.16.2
|
MPEG-2
Packaged Media Notice:
Licensee agrees to provide to its customers or any other party
that
receives from it an MPEG-2 Encoding Product, an MPEG-2 Distribution
Encoding Product, MPEG-2 Encoding Software or MPEG-2 Bundled Encoding
Software licensed under Section 2.3 of this Agreement a notice
which
specifies that. “ANY USE OF THIS PRODUCT OTHER THAN CONSUMER PERSONAL USE
IN ANY MANNER THAT COMPLIES WITH THE MPEG-2 STANDARD FOR ENCODING
VIDEO
INFORMATION FOR PACKAGED MEDIA IS EXPRESSLY PROHIBITED WITHOUT
A LICENSE
UNDER APPLICABLE PATENTS IN THE MPEG-2 PATENT PORTFOLIO, WHICH
LICENSE IS
AVAILABLE FROM MPEG LA, L.L.C., 000 XXXXXX XXXXXX, XXXXX 000, XXXXXX,
XXXXXXXX 00000.”
|
29
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
Licensee
understands that the license granted pursuant to Section 2.3 of this
Agreement is conditioned on the Licensee providing the notice specified in
this
Section.
|
7.17
|
Bankruptcy.
|
|
7.17.1
|
In
the event that the Licensing Administrator should file a petition
under
the federal bankruptcy laws, or that an involuntary petition shall
be
filed against the Licensing Administrator; the parties intend that
Licensee shall
be
protected in the continued enjoyment of its rights as licensee
under the
MPEG-2 Patent Portfolio Patents sublicensed hereunder to the maximum
feasible extent including, without limitation, if it so elects,
the
protection conferred upon licensees under 11 U.S.C. Section 365(n).
The
Licensing Administrator agrees that it will give Licensee notice
of the
filing of any voluntary or involuntary petition under the federal
bankruptcy laws.
|
|
7.17.2
|
The
MPEG-2 Patent Portfolio Patents sublicensed hereunder shall be
deemed to
be “intellectual property” as the term is defined in 11 U.S.C. Section
101(52). All written agreements entered into in connection with
the
parties’ performances hereunder from time to time shall be considered
agreements “supplementary” to this Agreement for purposes of said Section
365(n).
|
|
7.18
|
Choice
of Law.
The validity, construction and performance of this Agreement shall
be
governed by the substantive law of the State of New York, United
States of
America, without regard to the conflict of law rules in the jurisdiction
where a claim arising from this Agreement is
brought.
|
|
7.19
|
No
Third Party Beneficiaries.
Nothing in this Agreement shall be construed to give rise to any
obligation on either party hereto for the benefit of a third party
other
than the Licensors or to confer any rights on any third party other
than
the Licensors.
|
|
7.20
|
Entire
Agreement.
|
|
7.20.1
|
The
provisions of this .Agreement,
including its attachments and any amendments, constitute the entire
agreement between the parties, and supersede any and all prior
communications and understandings, oral or written between the
parties
relating to the subject matter
hereof.
|
30
MPEG-2
PATENT PORTFOLIO
LICENSE
(cont’d.)
|
7.20.2
|
Except
for supplementation of or deletion from the MPEG-2 Patent Portfolio
by the
Licensing Administrator, no amendment of this Agreement shall be
effective
unless such amendment is in writing and specifically references
this
agreement, and is signed by all parties hereto. The Licensing
Administrator shall promptly notify Licensee of any supplementation
of or
deletion from the MPEG-2 Patent
Portfolio.
|
|
7.21
|
Counterparts.
This Agreement may be executed in one or more counterparts, each
of which
shall be deemed an original, but all of which together shall constitute
one and the same instrument.
|
8. USE
OF MPEG LA, L.L.C. NAME AND LOGO
Subject
to the written approval of the Licensing Administrator, which approval shall
not
be unreasonably withheld: (1) Licensee shall have the right to indicate on
or in
connection with its MPEG-2 Royalty Products licensed hereunder that such
products are licensed by the Licensing Administrator, and (2) Licensee shall
have the right to use an MPEG LA, L.L.C. logo on or in connection with its
MPEG-2 Royalty Products licensed hereunder.
|
(Licensee)
Scopus
Network Technologies, Ltd.
|
||
| |
|
|
| Date: _______________ | By: | /s/ Xxxxxx Xxxxx |
|
Xxxxxx Xxxxx |
||
| MPEG LA, L.L.C. | ||
| Date: _______________ | By: | /s/ |
|
Xxxxx
X. Xxxx,
Manager
and CEO
|
||
31
|
Page
1 of 14
|
MPEG-2
Attachment 1
|
October
1, 2001
|
CANON
INC.
US
4,982,270
JP
2,674,059
COLUMBIA
UNIVERSITY
US
Re
35,093
CA
2,096,431-C
DE
69129595
DE
69130329
FR
0564597
FR
0630157
GB
0564597
GB
0630157
JP
2,746,749
FRANCE
TELECOM (CNET)
US
4,796,087
DE
3767919
Fl
86241
FR-2599577
GB
0248711
IT
0248711
SE
0248711
FUJITSU
US
5,235,618
CA
2,029,320
DE
69030056.5
FR
0431319
GB
0431319
JP
2,787,599
|
Page
2 of 14
|
MPEG-2
Attachment 1
|
October
1, 2001
|
GE
TECHNOLOGY DEVELOPMENT, INC.
US
4,706,260
US
4,813,056
DE
3855203 T2
FR
0395709
GB
0395709
HK
1,004,307
JP
2,790,509
SG
63561
US
5,426,464
US
5,486,864
CN
94105749
DE
69421444
ES
2,140,477
FR
0624983
GB
0624983
IT 0624983
KR
291492
MX
188411
RU
2,115,261 0
TR
28291
TW
NI-092150
|
Page
3 of 14
|
MPEG-2
Attachment 1
|
October
1, 2001
|
US
5,491,516
AT
167015
BR
PI
9405710-9
DE
69410781.6
ES
2,117,252
FR
0679316
GB
0679316
IN
183230
1T
50123
BE
98
KR
282981
MX
187475
MY
109889-A
PT
0679316
RU
2,115,458
SE
0679316
TR
27398
TW
NI-66422
VN
526
.
US
5,600,376
IN
181018
US
5,796,743
KR
283710
MX
201309
MY
112121
TW
NI-070615
GENERAL
INSTRUMENT CORPORATION
US
4,394,774†
US
4,698,672
US
5,068,724
AU
627421-B2
NO
179890-C
TW
NI-52990
________________________
†
Expired
December 15,1998
|
Page
4 of 14
|
MPEG-2
Attachment 1
|
October
1, 2001
|
US
5,091,782
AT
139402-TI
AU
627684-B2
CA
2,038,043-C
DE
69120139-T2
DK
0451545 T3
ES
2088440-T3
FR
0451545
GB
0451545
GR
3020736
IT
0451545
NO
178419-C
NO
178420-C
TW
NI-50643
|
HITACHI,
LTD.
|
||
| US 5,093,720 | ||
|
KDDI
CORPORATION
|
||
| JP 2,666,793 | ||
|
MATSUSHITA
|
||
| JP 1,835,550 |
US
Re
35;910
AU
612543-B2
CA
2,016,523-C
CH
0397402
DE
69027710
ES
2091790
FR
0397402
GB
0397402
IT
0397402
JP
1,949,701
JP
2,695,244
KR
63,471
NL
0397402
SE
0397402
|
Page
5 of 14
|
MPEG-2
Attachment 1
|
October
1, 2001
|
US
5,223,949
US
Re
36,015
US
Re
36,507
US
5,412,430
FR
0526163
GB
0526163
JP
2,699,703
NL
0526163
US
5,184,107
JP
2,684,941
JP
2,524,044
JP
2,794,899
JP
2,828,095
MITSUBISHI
US
4,954,892
CA
2,000,156-C
DE
68913508-T2
FR
0382892
GB
0382892
HK
1008133
IT
0382892
JP
2,100,607
KR
58,957
SE
0382892
|
Page
6 of 14
|
MPEG-2
Attachment 1
|
October
1, 2001
|
US
5,072,295
AU
625476-B2
CA
2,023,543-C
DE
69027820-T2
FI
98421-B
FR
0414193
GB
0414193
HK
1008129
IT
0414193
JP
2,128,624
KR
77,808
NL
0414193
NO
306749
SE
0414193
SG
45452
US
5,949,489
CA
2,234,391
JP
2,924,431
JP
3,127,956
US
5,963,258
CA
2,234,387
SG
65597
US
5,970,175
US
5,990,960
US
6,002,439
US
6,097,759
CA
2,327,489
US
6,188,794
JP
1,869,940
JP
2,510,456
JP
2,577,745
JP
2,814,819
|
Page
7 of 14
|
MPEG-2
Attachment 1
|
October
1, 2001
|
JP
2,924,430
CA
2,065,803
NO
307200
SG
64870
JP
3,019,827
NIPPON
TELEGRAPH AND TELEPHONE CORPORATION (NTT)
JP
1,939,084
JP
2,562,499
PHILIPS
US
4,849,812
CN
1013425-B
DE
3871998-T2
FR
0282135-B
GB
0282135-B
IT
0282135-B
JP
2,534,534-B2
KR
9700364-B1
TW
29492-B
US
4,901,075
AT
260748-B
CN
1011459B
DE
3750206-C0
FR
0260748-B
GB
0260748-B
IT
0260748-B
JP
2,711,665
KR
118698
NL
0260748-B
SE
0260748-B
TW
35350-B
'
|
Page
8 of 14
|
MPEG-2
Attachment 1
|
October
1, 2001
|
US
5,021,879
DE
3855114-B
FR
0290085-13
GB
0290085-B
JP
2,630,809-B
US
5,027,206
AT
E
131335
AU
634173-B
BE
0359334-B
CH
0359334-B
CN
1018695-B
DE
68925011-B
ES
0359334-B
FI
92127
FR
0359334
GB
0359334-B
GR
0359334-B
HK
96-1695-B
IT
0359334-B
JP
2,961,131
KR
153275
LU
0359334
NL
0359334
SE
0359334
SG
9692026
US
5,128,758
JP
2,791,822
MX
172405-B
US
5,179,442
US
5,333,135
DE
69415698
FR
0609936
GB
0609936
MX
185421
|
Page
9 of 14
|
MPEG-2
Attachment 1
|
October
1, 2001
|
US
5,606,539
AT
E157830-B
BE
0460751-B
DE
69127504-B
DK
0460751-B
FR
0460751-B
GB
0460751-B
IT
0460751-B
KR
239837
NL
0460751-B
SE
0460751-B
US
5,608,697
US
5,699,476
AU
641726
DE
69109346.6
DK
0443616
FI
101442
FR
0443676
GB
0443676
HK
96-615
IT
0443676
NL
0443676
SE
0443676
SG
9690467.7
US
5,740,310
US
5,844,867
SAMSUNG
ELECTRONICS CO., LTD.
US
5,461,421
JP
3,159,853
KR
0166722
US
5,467,086
JP
2,665,127
KR
166716
|
Page
10 of 14
|
MPEG-2
Attachment 1
|
October
1, 2001
|
US
5,654,706
DE
69321781
FR
0580454
GB
0580454
HK
1008711
KR
95,631
KR
132895
SANYO
ELECTRIC CO., LTD.
JP
2,812,446
SCIENTIFIC
ATLANTA
US
5,419,782
AU
683134
CA
2,180,363
JP
2,940,638
MX
190,776
US
5,420,866
AU
687844
CA
2,186,368
JP
2,940,639
US
5,457,701
AU
680680
CA
2,180,342
JP
2,937,301
|
Page
11 of 14
|
MPEG-2
Attachment 1
|
October
1, 2001
|
SONY
US
4,864,393
DE
3854171-T2
GB
2205110-B2
US
5,191,436
DE
69127224
FR
0456433
GB
0456433
HK
1,014,415
JP
2,874,745
JP
2,877,225
JP
2,969,782
US
5,291,486
GB
2289194-B2
GB
2289195-B2
US
5,298,991
DE
69229153
FR
0527011
GB
0527011
US
5,343,248
JP
2,977,104
US
5,428,396
US
5,461,420
AU
672812
CN
45,549
|
Page
12 of 14
|
MPEG-2
Attachment 1
|
October
1, 2001
|
US
5,481,553
AU
673244-B2
BR
9404321-1
EG
20330
HK
1,013,575
HU
217744
IL
108787
KR
287490
MX
197,778
MY
110794
NZ
261907-B
PL
173287
RU
2,119,727
TR
28436-B
TW
66605-B
US
5,510,840
AT
0573665
DE
69227185
FR
0573665
GB
0573665
IT
0573665
NL
0573665
US
5,539,466
AT
0598904
AU
662548-B2
DE
69229229
FR
0598904
GB
0598904
IT
0598904
US
5,543,847
US
5,559,557
AU
669209-B2
CN
58,202
HK
1,013,573
US
5,663,763
AU
667970
CN
56,083
|
Page
13 of 14
|
MPEG-2
Attachment 1
|
October
1, 2001
|
US
5,666,461
AU
670288
CN
55,336
MY
109,945
TW
70,497
US
5,701,164
US
5,946,042
US
5,982,437
US
6,040,863
US
6,160,849
JP
2,712,645
TOSHIBA
CORPORATION
US
5,317,397
JP
2,883,585
US
5,424,779
JP
2,755,851
US
5,467,136
JP
2,758,378
US
5,742,344
JP
2,883,592
|
Page
14 of 14
|
MPEG-2
Attachment 1
|
October
1, 2001
|
XXXXXX
COMPANY OF JAPAN, LIMITED (JVC)
US
Re
34,965
DE
69024235
DE
69030819
FR
0379217-B
FR
0572046-B
GB
0379217-B
GB
0572046-B
JP
2,072,546
JP
2,530,217
US
Re
35,158
DE
69031045
FR
0584840-B
GB
0584840-B
JP
2,137,325
NL
0584840-B
US
5,175,618
DE
69123705
DE
69131257
FR
0484140-B
FR
0683615
GB
0484140-B
GB
0683615
JP
2,830,881
JP
2,921,755
KR
94554
US
Re
36,822
JP
2,962,012
|
Page
1 of 1
|
October
1, 2001
|
Addendum
of Patents Removed From Attachment 1
GENERAL
INSTRUMENT
|
DE
|
P3789373.8
|
removed
as of October 1, 1999
|
|
FR
|
0266049
|
removed
as of October 1, 1999
|
|
GB
|
0266049
|
removed
as of October 1, 1999
|
|
IT
|
0266049
|
removed
as of October 1, 1999
|
SONY
|
GB
|
2289196
|
removed
as of October 1, 1999
|
|
GB
|
2259229
|
removed
as of October 1, 1999
|
XXXXXX
COMPANY OF JAPAN, LIMITED (JVC)
|
DE
|
69012405
|
removed
as of October 1, 1999
|
|
FR
|
0395440-B
|
removed
as of October 1, 1999
|
|
GB
|
0395440-B
|
removed
as of October 1, 1999
|
|
NL
|
0395440-B
|
removed
as of October 1, 1999
|
