EXHIBIT 10.2
TRADEMARK ASSIGNMENT
This Assignment ("Assignment") is made effective as of May 1, 1998 from
Web Ignite Corporation("ASSIGNOR"), To ValueClick, LLC ("ASSIGNEE"):
WHEREAS, ASSIGNOR is the owner of the trademarks (the Marks") and other
intellectual property ("the Property") as described in Exhibit A, attached
hereto and incorporated by reference herein, together with the goodwill of the
business symbolized thereby in connection with the goods on which the Marks are
used ("the Products").
WHEREAS, ASSIGNOR desires to convey, transfer, assign, deliver, and
contribute to ASSIGNEE all of its right, title, and interest in and to the Marks
and the Property.
NOW, THEREFORE, in consideration of the payment of One Dollar ($1.00)
and other good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, ASSIGNOR hereby conveys, transfers, assigns, delivers,
and contributes to ASSIGNEE all of ASSIGNOR'S right, title, and interest of
whatever kind in and to the Marks and the Property, together with (1) the
goodwill of the business relating to the Products in respect upon which the
Marks are used and for which they are registered: (2) all income, royalties, and
damages hereafter due or payable to ASSIGNOR with respect to the Marks,
including without limitation, damaged, and payments for past or future
infringements and misappropriations of the Marks: and (3) all rights to xxx for
past, present and future infringements or misappropriations of the Marks.
ASSIGNOR further covenants that it will execute all documents, papers,
forms and authorizations and take all other actions that may be necessary for
securing , completing, or vesting in ASSIGNEE full right, title, and interest in
the Marks and the Property.
IN WITNESS WHEREOF, ASSIGNOR has duty executed under seal and delivered
this Assignment, as of the day and year first above written.
WEB IGNITE CORPORATION
/s/ Xxxxx Xxxxxx
---------------------------
by Xxxxx Xxxxxx, President
ACKNOWLEDGEMENT
State Of California )
)
County of Santa Xxxxxxx )
On July 8, 1998 before me, XXXXX XXXXXXXX, Notary Public, personally
appeared XXXXX XXXXXX, proved to me on the basis of satisfactory evidence to be
the person(s) whose name is subscribed to the within instrument and acknowledged
to me that he executed the same in his authorized capacity, and that by his
signature on the instrument the person, or the entity upon behalf of which the
person acted, executed the instrument.
WITNESS my hand and official seal.
[ILLEGIBLE]
--------------------------------
Signature of Notary Public
[SEAL]
EXHIBIT A
TRADEMARKS
XXXX APPLICATION NO. REGISTRATION NO. FILING DATE REGISTRATION DATE
------------- ---------------- ---------------- ----------- -----------------
1. VALUECLICK 75/365,624 (USA) N/A 9/26/1997 N/A
2. VALUECLICK Class 35 (JAPAN) N/A 03/25/1998 N/A
OTHER PROPERTY
3. Domain Names
Xxxxxxxxxx.xxx
xxxxx-xxxxx.xxx
xxxxxxxxxx.xxx
xxxxx-xxxxx.xxx
4. All rights under and to the Agreement dated March 26, 1998 between
Web-Ignite Corporation and Trans-Pacific, Ltd.
5. All rights to the Software known as the ValueClick software defined as
that certain computer software known as the "ValueClick Software," which is
described as "software designed to deliver banner advertisements, in the form
of GIF images, to registered ValueClick host sites using HTTP." The
ValueClick software has been designed to work on a FreeBSD platform using the
Apache web server with the "mod-perl" module. The software requires perl
version 5.00404 or higher, the inclusion of the XXX.xx perl module, the SMBD
perl module, and the IO::socket perl module ("Program").
