1) MICROSOFT MOBILE OY (2) LINE CORPORATION BUSINESS SALE AGREEMENT REFERENCE MJY/AJC: 747922.00260
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Exhibit 10.5
DATED | 18 December 2014 |
(1) MICROSOFT MOBILE OY
(2) LINE CORPORATION
BUSINESS SALE AGREEMENT
REFERENCE
MJY/AJC: 747922.00260
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CLAUSE
1 |
INTERPRETATION | 4 | ||||
2 |
CONDITIONS PRECEDENT | 11 | ||||
3 |
SALE AND PURCHASE OF THE BUSINESS | 11 | ||||
4 |
ASSUMPTION OF LIABILITIES | 12 | ||||
5 |
EXCLUDED ASSETS AND LIABILITIES | 12 | ||||
6 |
CONSIDERATION | 14 | ||||
7 |
PERIOD BEFORE COMPLETION | 15 | ||||
8 |
COMPLETION | 16 | ||||
9 |
ADJUSTMENT TO THE CONSIDERATION | 17 | ||||
10 |
RESCISSION | 19 | ||||
11 |
RISK AND INSURANCE | 19 | ||||
12 |
CONTRACTS | 19 | ||||
13 |
LEASEHOLD PROPERTIES | 21 | ||||
14 |
EMPLOYEES | 21 | ||||
15 |
WARRANTIES | 21 | ||||
16 |
BUYER’S WARRANTIES | 22 | ||||
17 |
POST-COMPLETION OBLIGATIONS | 22 | ||||
18 |
VAT | 23 | ||||
19 |
TERMINATION | 25 | ||||
20 |
CONFIDENTIALITY | 25 | ||||
21 |
SERVICE OF NOTICES | 25 | ||||
22 |
ANNOUNCEMENTS | 26 | ||||
23 |
COSTS | 26 | ||||
24 |
CURRENCY CONVERSION | 27 | ||||
25 |
NO SET-OFF | 27 | ||||
26 |
GROSSING UP | 27 | ||||
27 |
ENTIRE AGREEMENT | 27 | ||||
28 |
WAIVER | 27 | ||||
29 |
EFFECT OF COMPLETION | 27 | ||||
30 |
THIRD PARTY RIGHTS | 27 | ||||
31 |
ASSIGNMENT | 28 | ||||
32 |
SEVERANCE | 28 | ||||
33 |
FURTHER ASSURANCE | 28 | ||||
34 |
WRONG POCKETS | 28 | ||||
35 |
COUNTERPARTS | 28 | ||||
36 |
GOVERNING LANGUAGE | 28 | ||||
37 |
GOVERNING LAW | 29 | ||||
38 |
SERVICE OF PROCESS | 29 | ||||
39 |
BAN ON ORGANIZED CRIME | 29 |
SCHEDULE |
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TITLE TO THE ASSETS, INCORPORATION, AUTHORITY AND CAPACITY OF THE SELLER |
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AGREED FORM DOCUMENT
Commercial Agreement
Transitional Services Agreement
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AGREEMENT dated | 18 December 2014 |
BETWEEN:
(1) | Microsoft Mobile Oy, a company registered in Finland under number 2583660-5 whose registered office is at Xxxxxxxxxx 0, 00000, Xxxxx, Xxxxxxx (‘the Seller’); and |
(2) | LINE CORPORATION, a company incorporated in Japan having its principal office at Shibuya House, 27th Floor, 0-00-0 Xxxxxxx, Xxxxxxx-xx, Xxxxx, 000-0000, Xxxxx (‘the Buyer’). |
1 | INTERPRETATION |
1.1 | In this Agreement, unless the context otherwise requires: |
‘Accounting Date’ means 30 September 2014;
‘Accounting Expert’ shall be an accounting firm with an international reputation sufficiently experienced in music industry financial accounting having offices in London and having no other material relationship with either party as appointed by the parties in accordance with either clause 6.2 or 9.6 or otherwise determined pursuant to clause 9.7;
‘Accounts’ means the financial statements of the Seller relating to the Business for the financial period ended on the Accounting Date;
‘Accrued Employee Liabilities’ means any Employment Costs (as defined in Schedule 6) or other liabilities relating to the employees of the Business accrued or referable to the period up to and including, and outstanding as at, the Effective Time;
‘Actual Music Liability Amount’ means the actual amount of the Music Licence Liabilities determined in accordance with clause 9;
‘Ancillary Agreements’ means each of:
(a) | Commercial Agreement; |
(b) | Transitional Services Agreement; and |
(c) | any other documents referred to in this Agreement, |
in the agreed form;
‘Assets’ means all assets and other rights included in the sale under this Agreement;
‘Assignable Contracts’ means all the Contracts other than the Non-Assignable Contracts;
‘Assumed Liabilities’ means the liabilities of the Seller relating to the Business responsibility for which is to be assumed by the Buyer pursuant to clause 4;
‘Book Debts’ means the debts owing to the Seller in respect of goods or services supplied by the Seller in the ordinary course of the Business at the Effective Time;
‘Business’ means the business of a digital music streaming service, carried on up to the Effective Time by the Seller under the Business Name;
‘Business Day’ means a day, except a Saturday or a Sunday, on which clearing banks in the City of London, California and Seoul are open for business generally;
‘Business Name’ means the name MixRadio;
‘Business Warranties’ means the Warranties other than the Fundamental Warranties;
‘Buyer Documents’ means this Agreement and any other agreement referred to in this Agreement to which the Buyer is or has agreed to become a party;
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‘Buyer’s Group’ means the Buyer, its subsidiaries and subsidiary undertakings, any holding company or parent undertaking of the Buyer and all other subsidiaries and subsidiary undertakings of any such holding company or parent undertaking as the case may be from time to time;
‘Claim’ means a claim arising for breach of a Warranty;
‘Commercial Agreement’ means the agreed form Commercial Agreement entered into between the Buyer and the Seller;
‘Competent Authority’ includes any national or supra-national court, the European Commission, any governmental or local authority, any other body exercising powers pursuant to any Act of Parliament or Royal Charter and any equivalent or similar body in any jurisdiction;
‘Completion’ means completion of the sale and purchase of the Assets in accordance with clause 8;
‘Completion Date’ means the date on which Completion takes place;
‘Completion Payment’ has the meaning set out in clause 6.2;
‘Completion Statement’ has the meaning set out in clause 6.6;
‘Conditions’ has the meaning set out in clause 2.1;
‘Connected Person’ means, in relation to any person, the spouse or minor children of that person or a company controlled by that person or controlled together by that person and persons connected with him; and for such purposes ‘control’ shall be construed in accordance with section 450 of the Corporation Tax Xxx 0000;
‘Consideration’ has the meaning set out in clause 6.1;
‘Continuing Provisions’ means clauses 1, 20, 22, 24, 29, 30, 27, 32, 32, 31 and 32;
‘Contracts’ means all contracts, arrangements, orders and commitments entered into or placed by or with the Seller relating to the Business and outstanding at the Effective Time as set out in Part 3 of Schedule 7 and Schedule 8 and the IP Agreements but excluding, for the avoidance of doubt, the Leases and all contracts of employment;
‘Conversion Rate’ means the spot selling and buying mid-market closing rate for a transaction between the two currencies in question as quoted by the London edition of the Financial Times on any date on which a conversion rate is to be determined in accordance with this Agreement or, if no such rate is quoted on that date, on the first preceding day on which such rates are quoted by the Financial Times;
“CWM Service” means the music service known as ‘comes with music’ or ‘Nokia Music Unlimited’ in all jurisdictions other than India;
‘Data Room’ means the information made available on behalf of the Seller via the electronic data room as updated to 17 December 2014;
‘Data Protection Legislation’ means any Legislation relating to privacy, data protection, surveillance, direct marketing, data security or the handling or disclosure of personal data;
‘Disclosed’ means all matters fairly and accurately disclosed in the Disclosure Letter or the Disclosure Materials;
‘Disclosure Letter’ means a letter of the same date as this Agreement addressed by the Seller to the Buyer for the purpose of clause 15.2 and receipt of which is acknowledged by the Buyer and includes any document which is stated in that letter to be deemed to be included in or attached to it;
‘Disclosure Materials’ means:
(a) | this Agreement; |
(b) | the documents and information Disclosed to the Buyer or its representatives or advisors through the Data Room, an index of which is attached to the Disclosure Letter; and |
(c) | the Disclosure Letter; |
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‘Disputed Matters’ has the meaning set out in clause 9.6;
‘Domain Names’ has the meaning set out in paragraph 46 of Schedule 3;
‘Effective Time’ means 8.00am London time on the Completion Date;
‘Employees’ means the persons employed wholly or mainly for the purposes of the Business by a Seller Employer at the Transfer Date (which, at the date of this agreement, consists of those persons whose details are set out in Annex A);
‘Estimated Employee Liability Amount’ means the estimated Accrued Employee Liabilities at the Effective Time notified to the Buyer in accordance with clause 6.5;
‘Estimated Music Licence Liability Amount’ means the estimate of the Music Licence Liabilities as at the Effective Time calculated pursuant to clause 6.6;
‘Excluded Assets’ means the assets excluded from the sale and purchase under this Agreement by clause 5.1;
‘Excluded Liabilities’ means (a) all liabilities and obligations relating to the Excluded Assets, (b) Intra Group Payables, (c) any liabilities of the Business (including Tax, for the avoidance of doubt) accrued or referable to the period up to and including the Effective Time other than the Music License Liabilities, (d) all liabilities and obligations relating to non-trade creditors of the Business, (e) Accrued Employee Liabilities except to the extent deducted from the Consideration pursuant to clause 6.1(c), and (f) any liability to taxation of any member of the Seller’s Group;
‘Fixtures and Fittings’ means the fixtures (other than landlord’s fixtures), fittings (other than landlord’s fittings), plant and equipment affixed to or situated on the Leasehold Property at the Effective Time;
‘Fundamental Warranties’ means the covenants for the title implied by the words ‘free from all Security Interests and adverse rights of any description’ in clause 3.1 and those warranties set out in Part 1 of Schedule 3;
‘Goodwill’ means the goodwill of the Business, together with the exclusive right to use the Business Name and to represent the Buyer as carrying on the Business as a going concern in succession to the Seller;
‘Group’ means, in relation to any company, that company and any other company which at the relevant time is its subsidiary or holding company, or a subsidiary of any such holding company; and ‘Member’ of a Group has a corresponding meaning;
‘HMRC’ means HM Revenue and Customs;
‘ICT Contracts’ means all contracts and arrangements relating to the licensing of the ICT Systems and the provision of computer maintenance and support, web site hosting, disaster recovery, facilities management and bureau and on-line services to the Business which are in force at the Effective Time and which are set out in Part 1 of Schedule 8;
‘ICT Systems’ means all computer, communications, electronic and electronic control systems whether digital or analogue used by the Seller or another entity of the Seller’s Group in the Business at the Effective Time for receiving, processing, storing or transmitting data or instructions, including all hardware and software components of such systems;
‘Intellectual Property Rights’ means all industrial and intellectual property rights, whether registered or unregistered, including rights in inventions, trademarks and service marks, (including any goodwill related to any trademark or service xxxx), trade, brand and business name, designs and design rights, copyright and neighbouring rights, database rights, moral rights (including all such rights in computer software and databases, firmware and other digital material), domain names, all rights protecting confidential and proprietary knowledge and information, registration of, and applications for any of the
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foregoing and all other industrial and intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world;
‘Intellectual Property’ means (i) all Intellectual Property Rights listed in Part 1 or Part 4 of Schedule 7, (ii) all Intellectual Property Rights in and to the Owned Software, and (iii) all other Intellectual Property Rights that are owned by the Seller or any other entity of the Seller’s Group and used in, or in connection with, the Business at the Effective Time;
‘Intra-Group Payables’ means those amounts payable in respect of the Business to a member of the Seller’s Group other than amounts incurred post-Completion pursuant to an Ancillary Agreement or required pursuant to the assignment or licensing of any of the Leases;
‘IP Agreements’ means all licences, agreements, arrangements, authorisations and permissions:
(a) | granting the right of, or otherwise relating to the, use or exploitation by the Seller or another entity of the Seller’s Group of any Intellectual Property Rights in connection with the Business; |
(b) | granting the right of, or otherwise relating to the, use or exploitation by any third party of any Intellectual Property; or |
(c) | between the Seller or another entity of the Seller’s Group and any third party entered into in connection with the Business and relating to the development of any material that is or may be the subject matter of Intellectual Property Rights, |
which are listed in Part 5 of Schedule 7 but excluding the ICT Contracts and the Music Licences;
‘Leasehold Properties’ means the leasehold properties brief particulars of which are given in Part 1 of Schedule 1;
‘Leases’ means the leases, licences and supplemental documents of the Leasehold Properties details of which are set out in Schedule 1 and any other supplemental document entered into by the Seller in connection with those leases and licences pursuant to and in compliance with paragraph 8 of Part 2 of Schedule 1 between the date of this Agreement and the Completion Date;
‘Legislation’ includes all Acts of Parliament, all applicable provisions of the Treaties constituting the European Community, the European Union and the European Economic Area and all orders and regulations made pursuant to such an Act or Treaty or otherwise having the force of law;
‘Liabilities’ means all liabilities, duties, covenants, obligations of every kind, losses, damages and costs, whether arising under contract, common law, statute or otherwise in any jurisdiction;
‘Long Stop Date’ means the date falling 3 months after the date of this Agreement or such other date as the parties may agree in writing;
‘Material Contract means a Contract which currently involves an annual consideration of more than $100,000 irrespective of its outstanding term or length of notice, but shall not include any Contract which is:
(a) | an ICT Contract or IP Agreement; |
(b) | a contract of employment or a contract for services; or |
(c) | a contract relating to the ownership or occupation of the Leasehold Properties; |
‘Material IP Agreement’ has the meaning set out in paragraph 47 of Schedule 3;
‘Music Liability Statement’ has the meaning set out in clause 9.3;
‘Music Licence Liabilities’ means all financial liabilities and obligations to rights holders referable to the period up to and including the period before the Effective Time that have been accrued for by the
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Seller’s Group and details of which, and the methodology for their accrual, being as set out in Schedule 9 (but excluding, for the avoidance of doubt, any accounts payable with respect to invoices received on or before the day immediately prior to delivery of the Completion Statement);
‘Music Licences’ means all licences, agreements, arrangements, authorisations and permissions granting the right of, or otherwise relating to the, use or exploitation by the Seller of any musical works or sound recordings in connection with the Business which are listed in Part 3 of Schedule 7;
‘Nominated Buyer Company’ has the meaning set out in clause 3.4;
‘Non-Assignable Contracts’ means all Contracts the assignment of which by the Seller to the Buyer would constitute a breach of the terms of the Contract or would permit any other party to the Contract to terminate it or to treat it as terminated;
‘Notice of Disagreement’ has the meaning set out in clause 9.3;
‘Open Source Software’ (a) means any software that (i) contains, or is derived in any manner (in whole or in part) from, any software that is distributed as free software, open source software (e.g., without limitation, Linux) or (ii) requires as a condition of its use, modification or distribution that it, or other software incorporated, distributed with, or derived from it, be disclosed or distributed in source code form or made available at no charge; and (b) includes without limitation software licensed under the GNU’s General Public License (GPL) or Lesser/Library GPL, the Mozilla Public License, the Netscape Public License, the Sun Community Source License, the Sun Industry Standards License, the BSD License, a Microsoft Shared Source License, the Common Public License, the Apache License, and any license listed at xxx.xxxxxxxxxx.xxx;
‘Owned Software’ has the meaning set out in paragraph 44 of Schedule 3;
‘Owned Software Source Code’ has the meaning set out in paragraph 52 of Schedule 3;
‘personal data’ and ‘processing’ have the meanings accorded by applicable Data Protection Legislation;
‘Personal Data’ means the personal data which will be transferred to the Buyer in connection with the transfer of the Business as envisaged by this Agreement;
‘Pre-Completion Customer Notice’ has the meaning set out in clause 12.12;
‘Purchase Price’ means US$40,000,000;
‘Records’ means all books, files, documents and other records relating exclusively or primarily to the Business or any of the Assets in whatever medium held including all payroll, income and stock records, National Insurance, PAYE, VAT and other accounting records, information relating to suppliers or customers, information, records or reports provided under the Music Licences, all promotional material, sales publications, catalogues, price lists, advertising materials, terms and conditions of sale and other sales matter which relate to the Business, together with any plates, blocks, negatives and similar material relating to them;
‘Registered Intellectual Property’ has the meaning set out in clause 43 of Schedule 3;
‘Resolution Period’ has the meaning set out in clause 9.6;
‘Restructuring Costs’ means US$3.6 million;
‘Security Interest’ means any encumbrance, mortgage, charge, assignment, pledge, lien, right of set-off, pre-emption right, option, retention of title or hypothecation for the purpose of or which has the effect of granting a security interest of any kind whatsoever and any agreement, whether conditional or otherwise, to create any of the foregoing but shall not include any encumbrance, lien or retention of title with respect to a hire purchase agreement entered into in the ordinary course of the Business where, as at Completion, no breach has occurred with respect to that agreement;
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‘Seller Employer’ means the Seller or a member of the Seller’s Group that employs one or more Employees;
‘Seller’s Group’ means the Seller, its subsidiaries and subsidiary undertakings, any holding company or parent undertaking of the Seller and all other subsidiaries and subsidiary undertakings of any such holding company or parent undertaking as the case may be from time to time;
‘Seller’s Solicitors’ means Xxxx Xxxxx LLP of the Xxxxxxxxx Xxxxx, 00 Xxxxxxxx Xxxxxx, Xxxxxx XX0X 0XX;
‘Senior Employees’ means each of the following employees: Xxxxx Xxxxxxxxx, Xxxx Xxxxx, Xxxx Xxxxxxx, Xxxxx Xxxxxx, Xxxxx Xxxxxxxxx, Xxxxx Xxxxxx, Xxxxx Xxxxxx, Xxxx Xxxxxxxxx-Xxxxxxxx, Xxxxx Xxxxxxx, Xxxxx Xxxxx and Xxxxx Xxxxxxxxx;
‘Supervisory Authority’ has the meaning set out in paragraph 39 of Schedule 3;
‘Tax’ means all forms of taxation and statutory, governmental, state, federal, provincial, local, government or municipal charges, duties, imposts, contributions, levies, withholdings or liabilities wherever chargeable and whether of the UK or any other jurisdiction; and any penalty, fine, surcharge, interest, charges or costs relating thereto;
‘Tax Authority’ means any government, state or municipality or any local, state, federal or other fiscal, revenue, customs or excise authority, body or official in the United Kingdom or elsewhere competent to impose, collect or assess any Tax;
‘Tax Warranties’ means those Warranties set out in Part 8 of Schedule 3;
‘Technical Information’ means all data, formulae, methods, techniques, recipes, specifications, designs, drawings, plans, photographs and other artistic works, instructional materials, know-how and other confidential information used by the Seller in connection with the Business;
‘Third Party Consent’ means a consent or waiver required from a third party for the assignment or novation of a Contract in favour of the Buyer;
‘Third Party Rights’ means the benefit (so far as the Seller can lawfully assign or transfer or hold the same in trust for the Buyer) of any claim or right of the Seller subsisting at the Effective Time against a third party arising in the course of the Business or otherwise relating to any of the Assets including any claim for breach of any condition, warranty or other contractual term or for any misrepresentation and any claim in respect of damage to any of the Assets under any insurance policy or otherwise but excluding any right or claim of the Seller in respect of Tax;
‘Third Party Software’ has the meaning set out in paragraph 45 of Schedule 3;
‘Transfer Date’ means the Completion Date;
‘Transitional Services Agreement’ means the agreed form Transitional Services Agreement entered into between the Buyer and the Seller;
‘TUPE Regulations’ means the Transfer of Undertakings (Protection of Employment) Regulations 2006;
‘VAT’ means (a) any tax imposed in compliance with the Council Directive of 28 November 2006 on the common system of value added tax (EC Directive 2006/112); and (b) any other tax of a similar nature, whether imposed in a member state of the European Union in substitution for, or levied in addition to, such tax referred to in paragraph (a) above, or imposed elsewhere;
‘VATA’ means the Value Added Tax Xxx 0000; and
‘Warranties’ means the covenants for title implied by the words ‘free from all Security Interests and adverse rights of any description’ in clause 3.1 and the warranties by the Seller contained in Schedule 3.
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1.2 | In this Agreement, unless the context otherwise requires: |
(a) | a reference to a statute, statutory provision or EC Directive includes a reference to: |
(i) | that statute, provision or EC Directive as amended, re-enacted, replaced or modified on the date of this Agreement; and |
(ii) | any order, statutory instrument, regulation or other subordinate legislation made from time to time under the relevant statute or EC Directive; |
(b) | unless the context otherwise requires a reference to a statute or statutory provision shall be to an English statute or statutory provision (as applicable); |
(c) | a reference to any English legal term for any action, remedy, method of judicial proceeding, legal document, legal status, court, official or any legal concept, state of affairs or thing shall in respect of any jurisdiction other than England be deemed to include that which most approximates in that jurisdiction to the English legal term; |
(d) | a reference to a document ‘in the agreed form’ is a reference to the form of that document signed or initialled for identification purposes by or on behalf of the parties to this Agreement; |
(e) | a reference to ‘writing’, or any cognate expression, is a reference to any mode of representing or reproducing words in a visible, non-transitory form (but does not include a reference to e-mail, fax or other mode of representing or reproducing words in electronic form); |
(f) | where any statement in this Agreement or in the Disclosure Letter is qualified by the expression ‘so far as the Seller is aware’ or ‘to the best of the knowledge of the Seller’, or any cognate expression, that that statement shall refer to the state of the actual knowledge at the date of this Agreement of Xxxxx Xxxxxxxxx, Xxxx Xxxxxxx, Xxxx Xxxxxxxx, Will Xxxxxxxx and Xxxxx Xxxxxxx and of no other persons and neither the Seller nor such persons shall be obliged to make any enquiries of any other persons or of any nature whatsoever; |
(g) | where any statement refers to the knowledge or awareness of the Buyer, that statement shall refer to the state of actual knowledge at the date of this Agreement of June Cha, Xxxxx Xxx, Xxxx Oh XX Xxx, Xxxx An Xxx and Xxxx Xx; |
(h) | any phrase introduced by the terms ‘including’ or ‘in particular’, or any cognate expression, shall be construed as illustrative and not limiting of any preceding words; |
(i) | a reference to ‘a party’ is a reference to a party to this Agreement; |
(j) | a reference to a clause or a Schedule is a reference to a clause of or a Schedule to this Agreement; a reference to a paragraph (unless otherwise stated) is a reference to a paragraph of the Schedule in which the reference appears; and a reference to this Agreement includes a reference to each Schedule; |
(k) | the headings in this Agreement are for convenience only and shall not affect its interpretation; |
(l) | unless the context otherwise requires, words in the singular include the plural and vice versa and any references to gender includes all other genders; |
(m) | any reference to a contract or agreement being ‘assigned’ or ‘assignable’ shall be construed to include novation if novation is required by local law to transfer all of the benefits and obligations of the Seller to the Buyer under such contract or agreement and any reference to ‘novate’ or ‘novation’ shall be construed to be a reference to assignment where novation is not a legal concept under the relevant local law; and |
(n) | each of the Schedules shall have effect as if set out in this Agreement. |
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2 | CONDITIONS PRECEDENT |
2.1 | The obligations of the parties are in all respects conditional on the satisfaction (or waiver, as the case may be) of those matters set out in Schedule 2 (the ‘Conditions’). |
2.2 | The Seller shall use all reasonable endeavours to procure the fulfilment of the Conditions at their own cost as soon as possible and in any event before the Long Stop Date. |
2.3 | The Buyer may waive in whole or in part all or any of the Conditions set out in Schedule 2. |
2.4 | The Buyer shall provide all such assistance and co-operation (including the provision of information) that the Seller may reasonably require in connection with the fulfilment of the Conditions as soon as practicable on being requested to do so. |
2.5 | If requested by a counterparty to a Non-Assignable Contract the subject of the Condition in paragraph 1 of Schedule 2, the Buyer shall provide a parent company guarantee guaranteeing the ongoing obligations of any Nominated Buyer Company under such Non-Assignable Contract. |
2.6 | Each party undertakes to notify the other party in writing of anything which will or may prevent any of the Conditions from being satisfied on or before the Long Stop Date immediately that it comes to its attention. |
2.7 | The Seller undertakes to notify the Buyer as soon as possible on becoming aware that any of the Conditions has been satisfied and in any event within one (1) Business Day of such satisfaction. |
2.8 | If: |
(a) | any of the Conditions set out in paragraph 1 of Schedule 2 is not fulfilled or waived on or before the Long Stop Date; or |
(b) | the Conditions set out in paragraphs 2, 3 and 4 of Schedule 2 are not fulfilled or waived on the date of satisfaction or waiver of the last of the Conditions set out in paragraph 1 of Schedule 2 to be satisfied or waived in accordance with this clause 2, or, having been so fulfilled, does not continue to be true up to Completion (unless waived), |
this Agreement shall terminate subject to, and on the basis set out in clause 18.1.
3 | SALE AND PURCHASE OF THE BUSINESS |
3.1 | The Seller shall sell and, where any of the Assets are held by a member of the Seller’s Group, the Seller shall procure that member of the Seller’s Group to sell, the Assets to the Buyer or a Nominated Buyer Company free from all Security Interests and adverse rights of any description, and the Buyer shall (or shall procure that a Nominated Buyer Company shall) purchase the Assets with a view to carrying on the Business as a going concern in succession to the Seller or any relevant member of the Seller’s Group, with effect from the Effective Time on the terms and subject to the conditions of this Agreement. |
3.2 | The following shall be included in the sale under this Agreement: |
(a) | the Goodwill; |
(b) | the Leasehold Properties; |
(c) | the Fixtures and Fittings; |
(d) | the ICT Systems; |
(e) | the benefit of the Contracts; |
(f) | the Intellectual Property; |
(g) | the Technical Information; |
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(h) | the benefit of any pre-payments or deposits held in respect of any of the Contracts; |
(i) | the Records; |
(j) | the Third Party Rights; and |
(k) | all other assets, property and rights of the Seller relating to or connected with or required for or used in the Business other than the Excluded Assets. |
3.3 | Subject as provided in clauses 12 and 17.1, the Seller shall not be obliged to complete the sale of any of the Assets unless the sale of all the Assets is completed simultaneously. |
3.4 | The Buyer shall be entitled, having given no less than five (5) Business Days’ notice in writing to the Seller, to nominate one or more members of the Buyer’s Group (each a ‘Nominated Buyer Company’) to acquire all or any portion of the Business and/or Assets and/or assume any portion of the Assumed Liabilities. From the date of such notice, the Buyer irrevocably and unconditionally guarantees to the Seller the full, prompt and complete performance by each Nominated Buyer Company of any obligation under this Agreement in relation to such portion of the Business and/or Assets and/or assumption of such portion of the Assumed Liabilities. |
3.5 | The Seller and the Buyer shall (or shall procure that any relevant member of the Seller’s Group or any relevant Nominated Buyer Company shall) use all reasonable endeavours to provide mutual cooperation and assistance to each other (or, as applicable, to any other relevant member of the Buyer’s Group or to any other relevant member of the Seller’s Group), including if required the execution of short form separate transfer agreements, to ensure that any relevant transfer of the Business and Assets in any relevant jurisdiction is effected in a manner so as to reduce so far as possible any liability to Tax of either party arising in relation to such transfer or to help facilitate the transfer of local assets. |
4 | ASSUMPTION OF LIABILITIES |
4.1 | Save as otherwise set out in Schedule 6, at Completion the Buyer or Nominated Buyer Company (as applicable) shall with effect from the Effective Time assume responsibility for (a) the obligations of the Seller with respect to any and all debts, liabilities or obligations of the Seller relating to the Business or the Assets to the extent they are to be performed, or relate to the period after the Effective Time and (b) the Music Licence Liabilities, in each case other than the Excluded Liabilities (the ‘Assumed Liabilities’) and the Buyer undertakes to the Seller that it will pay, satisfy, discharge and fulfil all the Seller’s obligations with respect to such Assumed Liabilities and shall indemnify the Seller against all costs, claims, liabilities and expenses which the Seller may suffer or incur as a result of or in connection with any breach by the Buyer of its obligations under this clause 4.1. |
4.2 | At Completion the Buyer or Nominated Buyer Company (as applicable) shall with effect from the Effective Time assume responsibility for the obligations of the Seller to provide after-sales service in respect of goods supplied or services provided by the Seller in the ordinary course of the Business prior to the Effective Time. |
4.3 | The Buyer shall procure that as soon as reasonably practicable after Completion each member of the Seller’s Group shall be released from all guarantees and indemnities given by any of them to the extent that such guarantees and indemnities relate to the Assumed Liabilities. Pending such release the Buyer shall with effect from the Effective Time indemnify each such member of the Seller’s Group and keep each of them indemnified from and against all liabilities incurred in respect of each such guarantee or indemnity. |
5 | EXCLUDED ASSETS AND LIABILITIES |
5.1 | The following shall not be included in the sale of the Business and nothing in this Agreement shall operate to transfer: |
(a) | any cash in hand at bank or Book Debts at the Effective Time save for pre-payments or deposits held in respect of any of the Contracts; and |
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(b) | any amounts recoverable in respect of Tax relating to the Business attributable to periods ending or transactions entered into before the Effective Time, |
(together the ‘Excluded Assets’).
5.2 | The Buyer shall not be under any obligation or otherwise be responsible for, or incur any liability in respect of: |
(a) | any of the Excluded Liabilities; |
(b) | any act, neglect, default or omission in respect of any of the Contracts (including contracts relating to the Leasehold Properties) occurring before the Effective Time; |
(c) | any product delivered or service provided by the Seller before the Effective Time other than the provision of ordinary course after sales services provided in accordance with clause 4.2; |
(d) | the performance of any obligation following Completion (including payment for any product delivered or any service provided) which should have been performed by the Seller before the Effective Time other than the provision of ordinary course after sales services provided in accordance with clause 4.2; |
(e) | any amounts due to music rightsholders outstanding or referable to the period before the Effective Time, including, for the avoidance of doubt, in respect of sound recordings created before 1972, the CWM Service and any amounts payable to performers other than the Music Licence Liabilities (the ‘Unknown Music Liabilities’); or |
(f) | any other liability or obligation arising in connection with the Business or the Assets (including in respect of the Employees) which is outstanding on, or is referable to any period before, the Effective Time, |
and the Seller shall, subject to the limitations set out in clause 5.3, indemnify and hold the Buyer and each of the other members of the Buyer’s Group harmless from and against all costs, claims, liabilities and expense (including Tax, for the avoidance of doubt) which the Buyer may suffer or incur as a result or in connection with any of the matters specified in this clause 5.2 provided that the Seller shall only be liable in respect of any Accrued Employee Liabilities for such amount which the Buyer may suffer or incur in excess of the Estimated Employee Liability Amount included in the calculation of the Consideration in accordance with clause 6.1(c).
5.3 | If the Buyer receives any claim with respect to an Unknown Music Liability, the following provisions shall apply: |
(a) | the Buyer shall as soon as reasonably practicable and in any event within 20 Business Days of becoming aware of the matter, notify the Seller in writing of the matter; |
(b) | if the Unknown Music Liability relates to the period both before and after the Effective Time and either (i) at least one quarter of the claimed liability relates to the period after the Effective Time or (ii) any settlement will involve an ongoing licence of not less than 12 months with respect to rights the subject of the Unknown Music Liability, the Buyer shall be free to settle any claim on such terms as it deems appropriate (acting reasonably), provided that the terms upon which the liability is settled prior to the Effective Time (including calculation of quantum) are materially the same as the terms agreed for any existing or future liability post the Effective Time. If this clause applies and is complied with by the Buyer, the Buyer shall be deemed to have complied with its obligations under this clause 5.3; |
(c) | in the event sub-clause (b) does not apply, the Buyer shall at the time of giving notice pursuant to sub-clause (a) notify the Seller in writing of the matter and make available to it all information and documents in the possession or under the control of the Buyer in so far as they relate to that matter; |
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(d) | subject to the Buyer being indemnified to its reasonable satisfaction against all costs and expenses (including additional Tax) which might be incurred by it and which it would not otherwise incur, the Seller shall be entitled at any time by notice in writing to the Buyer to require that the Seller shall have the sole conduct and control on behalf of the Buyer of any actual or threatened claim, demand or proceedings against the Buyer with respect to the Unknown Music Liability and following such notice, without prejudice to the generality of the foregoing, the Seller shall in its absolute discretion be entitled to avoid, dispute, resist, settle, compromise, defend or appeal any such claim and the Buyer shall give to the Seller all such information and assistance as the Seller may reasonably require for such purposes, including instructing any such solicitors, counsel or other professional advisers as the Seller may nominate to act on behalf of the Buyer or member of the Buyer Group but in accordance with the Seller’s instructions, and the Buyer shall not do anything inconsistent therewith. |
6 | CONSIDERATION |
6.1 | The consideration for the sale and purchase of the business as a going concern shall be: |
(a) | the Purchase Price; |
(b) | less the Restructuring Costs; |
(c) | less the Estimated Employee Liability Amount; |
(d) | less the Estimated Music Licence Liability Amount; |
(e) | less, if determined in accordance with clause 9, the difference between the Actual Music Licence Liability Amount and the Estimated Music Licence Liability Amount if the Actual Music Licence Liability Amount is greater than the Estimated Music Licence Liability Amount; and |
(f) | plus the assumption by the Buyer of the Assumed Liabilities, |
(the ‘Consideration’).
6.2 | The Consideration shall be apportioned between the Assets in such manner as is agreed between the Parties no later than 20 Business Days before Completion or, failing agreement, at the election of either party, as determined by an Accounting Expert agreed by the parties. In the event the parties fail to agree on an Accounting Expert, the provisions of clause 9.7 shall apply as to the appointment of the Accounting Expert. The parties agree to adopt the agreed apportionment for all fiscal purposes. |
6.3 | The amount payable at Completion (the ‘Completion Payment’) shall be calculated as follows: |
(a) | the Purchase Price; |
(b) | less the Restructuring Costs; |
(c) | less the Estimated Employee Liability Amount; and |
(d) | less the Estimated Music Licence Liability Amount. |
6.4 | As soon as practicable following the date commencing 10 Business Days prior to the Completion Date but in any event not later than 2 Business Days prior to Completion, the Seller shall furnish to the Buyer a statement that shows the Estimated Employee Liability Amount at the Effective Time. |
6.5 | The parties shall cooperate with each other in facilitating the computation and review of the Estimated Employee Liability Amount and the Seller shall furnish such access to Buyer and its representatives to the Seller’s books and records relating to the Business as well as employees as the Buyer may reasonably request to assist in such task. |
6.6 | As soon as practicable following the date commencing 10 Business Days prior to the Completion Date but in any event not later than 2 Business Days prior to the Completion Date, the Seller shall furnish to the Buyer a statement that shows the Estimated Music Licence Liability Amount at the Effective Time (the ‘Completion Statement’). |
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6.7 | The Parties shall cooperate with each other in facilitating the computation and review of the Estimated Music Licence Liability Amount and the Seller shall furnish such access to Buyer and its representatives to the Seller’s books and records relating to the Business as well as employees as the Buyer may reasonably request to assist in such task. |
6.8 | The Completion Payment shall be paid in cash in accordance with clause 8.3. |
6.9 | Any payment made by the Seller under the Warranties or under an indemnity under this Agreement shall be treated as far as possible as a reduction of the Consideration. Any payment made by the Buyer under the warranties in Schedule 5 or under an indemnity under this Agreement shall be treated as far as possible as an increase in the Consideration. |
7 | PERIOD BEFORE COMPLETION |
7.1 | The Seller shall procure that from the date of this Agreement until Completion the Business will be conducted in the ordinary course and that, in the absence of the prior written consent of the Buyer or as otherwise provided for in this Agreement, the Seller will not do or agree to do any of the following: |
(a) | entering into, modifying or terminating any material contract or any contract affecting a material part of the Business; |
(b) | disposing of or granting any option in respect of any material part of the Assets; |
(c) | acquiring or disposing of any Asset having a book value in excess of US$40,000; |
(d) | making any material change in the nature or organisation of the Business; |
(e) | discontinuing or ceasing to operate all or a part of the Business; |
(f) | making any variation to the terms and conditions of employment of any employee engaged in the Business other than salary increases in the usual course and at normal market rates; |
(g) | appointing, employing any person (except where an offer to appoint or employ the person was made prior to the date of this Agreement) or offering to appoint or employ any person at a rate of remuneration per annum in excess of US$75,000 individually or which together with all other such appointments or offers made between the date of this Agreement and Completion exceeds US$300,000 in aggregate; |
(h) | transferring any employee engaged in the Business to work wholly or mainly in another part of its business; |
(i) | dismissing any employee engaged in the Business other than for gross misconduct or, directly or indirectly, inducing or attempting to induce any employee to terminate his employment; |
(j) | creating any Security Interest over any of the Assets or redeeming or releasing any Security Interest or giving any guarantees or indemnities; |
(k) | effecting any transaction between the Business and a member of the Seller’s Group otherwise than on arm’s length terms; |
(l) | granting, modifying or terminating any rights or entering into any agreement relating to the Intellectual Property or doing or omitting to do anything to jeopardise the validity or enforceability of the Intellectual Property, including the non-payment of any application, search, maintenance or other official fees; |
(m) | instituting or settling any legal proceedings relating to the Business or the Assets (except debt collection in the normal course of business); or |
(n) | entering into, modifying or terminating any agreement, tenancy or licence in respect of or affecting any of the Leasehold Properties. |
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7.2 | In the period between the date of this Agreement and Completion, the Seller shall procure that the Buyer and its agents shall be allowed: |
(a) | reasonable access to, and to take copies of (at the Buyer’s sole expense), the Records; |
(b) | reasonable access to the directors and employees of the Seller’s Group who are involved with the Business (who shall be instructed to give all such information, assistance and explanations as the Buyer or any person acting on the Buyer’s behalf may reasonably request); and |
(c) | with the prior consent of the Seller (not to be unreasonably withheld or delayed), reasonable access to the employees of the Seller’s Group who are partially but not wholly or mainly involved with the Business to discuss their potential employment in the Seller’s Group following Completion. |
7.3 | Any access granted pursuant to clause 7.2 shall only be permitted: |
(a) | within normal working hours upon reasonable prior notice having been provided to Seller; |
(b) | to the extent reasonably required by the Buyer to plan for (a) the integration of the Business into the Buyer’s Group, (b) the raising of new indebtedness for the Buyer’s Group or the Business or the syndication of existing indebtedness or equity and/or (c) any roll out of a management incentive plan to take effect from on or after Completion, |
and provided that access shall not give the Buyer or its agents any right to give instructions or otherwise interfere with the management and conduct of the Business.
8 | COMPLETION |
8.1 | Completion shall take place at the offices of the Seller’s Solicitors or at such place as is agreed in writing by the Seller and the Buyer on the third Business Day after the day on which the last Condition has been satisfied or waived by the Buyer or at such other place or time, or on such other date, as the parties may agree. |
8.2 | The Seller shall on Completion deliver (or, if applicable, procure the delivery of) to the Buyer or any relevant Nominated Buyer Company: |
(a) | evidence of fulfilment of the Conditions; |
(b) | physical possession of such of the Assets as are capable of passing by delivery with the intent that title in such Assets shall pass by and upon such delivery; |
(c) | subject as provided in clauses 12 and 17.1, all such duly executed deeds, documents, assignments and assurances as may be necessary to vest in the Buyer or any relevant Nominated Buyer Company the full legal and beneficial ownership of such of the Assets as are not capable of passing by delivery together with all documents of title relating to such Assets; |
(d) | all documents relating to the Intellectual Property including, in relation to any Intellectual Property which is registered, the original certificates of registration and, in the case of pending applications for the registration of Intellectual Property, copies of all documents in the possession of the Seller relating to such applications, including correspondence with trade xxxx attorneys and with relevant national and international, trade xxxx or other Intellectual Property Right granting authorities; |
(e) | a copy of the Ancillary Agreements executed by the relevant member of the Seller Group; |
(f) | all certificates, log books, licences, manuals, plans, drawings and other documents required for the lawful use or operation of or otherwise relating to the Assets; |
(g) | a copy of each power of attorney under which any document to be delivered to the Buyer or any relevant Nominated Buyer Company has been executed; and |
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(h) | a copy of the minutes of a meeting of the board of directors of the Seller authorising the execution by the Seller of this Agreement and all other Ancillary Documents to which it is a party. |
8.3 | Following the performance of the Seller’s obligations under clause 8.2, the Buyer (or Nominated Buyer Company, as applicable) shall on Completion: |
(a) | pay the Completion Payment to the Seller by wire transfer to the Buyer’s bank account, details of which are as follows: |
Company: Microsoft Mobile Oy
Currency: USD
Bank: Bank of America
Branch: London
Account #: 00000000
IBAN: XX00XXXX00000000000000
(b) | deliver to the Seller: |
(i) | a copy of the Ancillary Agreements executed by the Buyer; and |
(ii) | a copy of the minutes of the meeting of the board of directors of the Buyer in the agreed from at which this Agreement and the transactions contemplated by it were approved and the execution of this Agreement and all related documentation by or on behalf of the Buyer were authorised: and |
(iii) | a copy of each power of attorney under which any document to be delivered to the Seller has been executed. |
8.4 | If there is a breach of clause 8.2 on the Completion Date the Buyer shall not be obliged to complete this Agreement and may: |
(a) | defer Completion (with the provisions of this clause 8 applying to Completion as so deferred); or |
(b) | proceed to Completion as far as practicable (without limiting its rights and remedies under this Agreement); or |
(c) | treat this Agreement as terminated for breach of condition subject to, and on the basis set out in, clause 19. |
8.5 | The Seller shall be responsible for allocating any part of the Completion Payment to a member of the Seller’s Group and the payment of the Consideration to the Seller in accordance with clause 8.3 shall discharge the obligations of the Buyer under clauses 3 and 6 and the Buyer shall not be concerned with the application of such sum by the Seller. |
9 | ADJUSTMENT TO THE CONSIDERATION |
9.1 | The Buyer may at its sole discretion elect to re-calculate the Music Licence Liabilities in accordance with this clause 9. If the Buyer does not furnish the Seller with the Music Liability Statement in accordance with clause 9.3, the provisions of this clause shall cease to be in effect and neither party shall have any rights to re-calculate the Music Licence Liabilities (without prejudice to any other rights under this Agreement). |
9.2 | The parties shall cooperate with each other in facilitating the computation and review of the Music Licence Liabilities and, after the Completion Date, the Buyer shall furnish such access to the Seller and its representatives to the books and records relating to the Business as well as employees as the Seller may reasonably request for such task. |
9.3 | Not later than 6 months following the Completion Date, the Buyer may furnish to the Seller a statement that shows its estimation of all (but not some) of the Music Licence Liabilities as at the Effective Time |
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(the ‘Music Liability Statement’) together with detailed supporting documentation explaining in sufficient detail how the Music Licence Liabilities have been calculated including the methodology used to determine which Music Licence Liabilities fall prior to and post the Effective Time, such methodology to be consistent with that set out in Schedule 9. The computation of the Music Licence Liabilities set forth in the Music Liability Statement shall be deemed to be the Actual Music Licence Liability Amount and become final and binding upon the parties unless the Seller gives written notice (the ‘Notice of Disagreement’) to the Buyer within 60 calendar days following receipt of the Music Liability Statement. |
9.4 | For the purposes of determining the Music Licence Liabilities as set out in the Music Liability Statement, the following provisions shall apply: |
(a) | Where the Music Licence Liability relates to payments to rightsholders where a music licence was not in force at the Effective Time and a music licence has subsequently been agreed with the relevant rightsholder, the licence payments due for usage prior to the Effective Time shall be deemed to be no higher than the terms agreed under the music licence after the Effective Time; and |
(b) | The methodology used to calculate the Music Licence Liabilities shall be consistent with the methodology set out in Schedule 9. |
9.5 | The Notice of Disagreement shall relate solely to the computation of the Music Licence Liabilities as set out in the Music Liability Statement and shall specify in respect of each figure that is not agreed, the reason for such disagreement, and where possible the Seller’s suggested alternative calculation of each such figure and shall include detailed supporting documentation. |
9.6 | During the period of 15 calendar days (the ‘Resolution Period’) following receipt by the Buyer of the Notice of Disagreement, the parties shall attempt to resolve any differences which they may have with respect to any matters specified in the Notice of Disagreement. If at the end of the Resolution Period the parties have failed to reach a written agreement with respect to all matters set out in the Notice of Disagreement, then all such matters as specified in the Notice of Disagreement as to which such written agreement has not been reached (the ‘Disputed Matters’) shall be submitted to (with submissions from the Buyer and Seller) and reviewed by an Accounting Expert. |
9.7 | If within 15 calendar days following the expiration of the Resolution Period, the parties have failed to agree in writing on the selection of the Accounting Expert or any Accounting Expert selected by them has not agreed to perform the services specified hereunder, the Accounting Expert shall, thereupon, at the election of either party be selected by the President of the Institute of Chartered Accountants in England and Wales. |
9.8 | The Accounting Expert shall compute the Actual Music Licence Liabilities within 30 calendar days of being so appointed and its decision with respect to the Actual Music Licence Liabilities shall be final and binding upon the parties. Where it is determined by the Accounting Expert that it is not possible to calculate with reasonable certainty the Music Licence Liabilities, the Estimated Music Licence Liability Amount shall be deemed to be the Actual Music Licence Liability Amount for the purposes of the Music Liability Statement. |
9.9 | With the exception of the Disputed Matters, the Accounting Expert’s computation shall, however, be based on the Buyer’s computations (for all elements of Buyer’s computation not mentioned in the Notice of Disagreement) or on written settlements reached by the parties (for all Disputed Matters on which the parties, before the examination by the Accounting Expert, reached an agreement). Any fees and expenses in connection with the determination of any Disputed Matter shall be borne equally by the Seller and the Buyer. |
9.10 | Within 10 Business Days after the Actual Music Licence Liability Amount has been determined in a binding manner in accordance with this clause 9, if the Estimated Music Licence Liability Amount is less than the Actual Music Licence Liability Amount, the Seller will pay to the Buyer an amount equal to such difference. |
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10 | RESCISSION |
Unless otherwise provided in this Agreement the Buyer shall not have any right whether before or after Completion to rescind or terminate this Agreement except where such right is available in respect of fraud.
11 | RISK AND INSURANCE |
11.1 | Risk in respect of the Assets shall pass to the Buyer or any relevant Nominated Buyer Company on the Effective Time. |
11.2 | The Seller gives no undertaking to the Buyer in relation to the maintenance of insurance in respect of the Business or the Assets from the Effective Time. |
12 | CONTRACTS |
12.1 | This Agreement shall constitute an assignment by the Seller to the Buyer or Nominated Buyer Company, as applicable of the benefit of each Assignable Contract with effect from the Effective Time. |
12.2 | The Buyer or Nominated Buyer Company, as applicable shall from the Effective Time: |
(a) | observe and perform all outstanding obligations and liabilities of the Seller under the Assignable Contracts in accordance with their terms (except for any obligations or liabilities attributable to the period before the Effective Time); and |
(b) | indemnify the Seller against all losses, damages, costs, claims, liabilities and expenses (including legal and other professional fees and expenses) which the Seller may suffer or incur as a result of or in connection with any breach by the Buyer of its obligations under clause 12.2(a). |
12.3 | This Agreement shall not constitute an assignment of any Non-Assignable Contract. |
12.4 | The Buyer and Seller shall each use all reasonable endeavours to obtain all consents and waivers of rights of termination as may be necessary to enable the Non-Assignable Contracts to be novated to the Buyer. |
12.5 | If requested by a counterparty to a Non-Assignable Contract, the Buyer shall provide a parent company guarantee guaranteeing the ongoing obligations of any Nominated Buyer Company under such Non-Assignable Contract. |
12.6 | Unless and until each of the Non-Assignable Contracts is novated to the Buyer or Nominated Buyer Company, as applicable in accordance with clause 12.4: |
(a) | except where such sub-contracting would constitute a breach of the Contract or would permit any other party to the Contract to terminate it or treat it as terminated, the Buyer or Nominated Buyer Company, as applicable shall observe and perform the obligations and liabilities of the Seller arising after the Effective Time under the Non-Assignable Contracts as the Seller’s sub-contractor and shall indemnify the Seller against all losses, damages, costs, claims, liabilities and expenses which the Seller may suffer or incur as a result of or in connection with any breach by the Buyer or Nominated Buyer Company, as applicable of its obligations under this clause; or |
(b) | where such sub-contracting as is specified in clause 12.6(a) would constitute a breach of the Contract or would permit any other party to the Contract to terminate it or treat it as terminated: |
(i) | the Seller shall observe and perform its obligations and liabilities under the Non-Assignable Contracts in accordance with the reasonable requirements of the Buyer and shall exercise all its rights and discretions under the Non-Assignable Contracts in accordance with the instructions of the Buyer or Nominated Buyer Company, as applicable; and |
(ii) | the Buyer or Nominated Buyer Company, as applicable shall render such assistance to the Seller in the performance of its obligations under the Non-Assignable Contracts as the |
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Seller shall reasonably require and shall reimburse to the Seller all costs and expenses which the Seller reasonably incurs in performing its obligations under clause 12.6(b)(i) provided that such costs and expenses relate to the performance of obligations in the period following the Effective Time. |
12.7 | As soon as practicable after the necessary consents and waivers for the novation of a Non-Assignable Contract have been obtained, the Seller shall novate such Non-Assignable Contract to the Buyer or Nominated Buyer Company, as applicable and the Buyer or Nominated Buyer Company, as applicable shall from the date of novation: |
(a) | observe and perform all obligations and liabilities of the Seller under such Non-Assignable Contract arising after the Effective Time in accordance with its terms (except for any obligations or liabilities attributable to the period before the Effective Time); and |
(b) | indemnify the Seller against all losses, damages, costs, claims, liabilities and expenses (including legal and other professional fees and expenses) which the Seller may suffer or incur as a result of or in connection with any breach by the Buyer or Nominated Buyer Company, as applicable of its obligations under clause 12.7(a). |
12.8 | As soon as practicable after the necessary consents for the novation of a Non-Assignable Contract have been obtained, the parties shall procure that such Non-Assignable Contract is novated to the Buyer or Nominated Buyer Company, as applicable. |
12.9 | If consent to the novation of any Non-Assignable Contract is refused or otherwise not obtained within three months of the Completion Date, (i) the Buyer shall be entitled to require the Seller to serve notice and (ii) the Seller shall be entitled to serve notice, terminating that Contract and such contract shall be treated as an Excluded Asset for the purposes of this Agreement. |
12.10 | If, in respect of a Contract, the existence of which or any details that have been disclosed are inaccurate or misleading in a manner materially adverse to the Buyer or the Business, the Buyer shall be entitled to treat the Contract as an Excluded Asset and all obligations of the Buyer in respect of such Contract shall cease. |
12.11 | In the event that the transfer of a Contract listed in Part 3A of Schedule 7 from the Seller to the Buyer or Nominated Buyer Company, as applicable and/or the process of obtaining the required consents to the effect such transfer or extension, has led to a one-off lump sum fee payable to the counterparty then the parties agree that the Seller shall be responsible and shall pay any such fees and shall reimburse the Buyer for any fees or costs it has incurred, up to an aggregate cap of US$3,000,000 and the Buyer shall, only if and to the extent such fees are agreed in writing between the parties after notice has been given by the Seller to the Buyer of such additional expected fees in accordance with clause 22, be responsible and shall pay any such fees or costs and shall reimburse the Seller for any fees or costs it or a member of the Seller’s Group has incurred, beyond that cap. For the avoidance of doubt, this clause 12.11 shall not apply to any transitional contracts negotiated in respect of China for which the provisions of Schedule 9 shall apply. |
12.12 | As soon as practicable following the date commencing 10 Business Days prior to the Completion Date but in any event not later than 3 Business Days prior to Completion, the Seller shall send out a notice by email in a form agreed between the parties to all customers of the Seller in relation to the Business informing them of the sale and purchase of the Business to the Buyer and offering the customers an opportunity to opt out from, or, as the case may be an opt-in for, continuing as customers of the Business following Completion (the ‘Pre-Completion Customer Notice’). |
12.13 | Following the sending of the Pre-Completion Customer Notice, in respect of any opt out messages received by: |
(a) | the Seller during the 3 month period thereafter, the Seller shall provide the Buyer with the details of customers concerned and the Buyer shall immediately securely delete all Personal Data held in respect of such individuals forthwith, make no further use of such Personal Data and shall confirm in writing to the Seller that it has done so; and |
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(b) | the Buyer during the 3 month period thereafter, the Buyer shall immediately securely delete all Personal Data held in respect of such individuals forthwith and shall confirm in writing to the Seller that it has done so and shall make no further use of such Personal Data. In the event that any such opt out message appears to be an opt out by the customer in respect of products or services of the Seller other than the Business, the Buyer shall immediately inform the Seller of the same. |
13 | LEASEHOLD PROPERTIES |
The provisions of Part 2 of Schedule 1 will apply with respect to the transfer of the Leases.
14 | EMPLOYEES |
The Seller and the Buyer undertake to perform their respective obligations Schedule 6 with regard to the Employees.
15 | WARRANTIES |
15.1 | The Seller warrants to the Buyer in the terms contained in Schedule 3 as at the date of this Agreement and, in respect of the Fundamental Warranties at all times up to and including Completion, subject to the provisions of this Agreement, including in particular the provisions of Schedule 4 and each of the parties acknowledges that the terms of those Schedules and this clause are in the circumstances fair and reasonable. |
15.2 | The Warranties are given subject to matters Disclosed or referred to in or by virtue of the Disclosure Materials and any agreement entered into pursuant to this Agreement and the Buyer shall accordingly have no claim in respect of any of the Warranties in relation to any such matter. |
15.3 | The Buyer acknowledges and agrees that in entering into this Agreement it had relied only on the Warranties and that it shall have no right or remedy in respect of any representation, warranty, promise or assurance (made by any person whether or not a party to this Agreement) which is not included in the Warranties other than a fraudulent representation, warranty, promise or assurance. |
15.4 | Save as otherwise provided in this Agreement, the Buyer acknowledges and agrees that the only remedy available to it for breach of the Warranties shall be damages provided that nothing in this clause shall exclude or affect any right or remedy available to the Buyer in respect of fraud. |
15.5 | The Buyer agrees that no member of the Buyer’s Group has any rights against any member of the Seller’s Group (other than the Seller) or any present or former employee, director, agent or officer of any member of the Seller’s Group in connection with this Agreement or its subject matter (and to the extent that any member of the Buyer’s Group has any such rights, the Buyer hereby waives and shall procure that each member of the Buyer’s Group shall waive such rights) and the Buyer undertakes that it shall procure that no member of the Buyer’s Group shall make any claim against any member of the Seller’s Group (other than the Seller) or any present or former employee, director, agent or officer of any member of the Seller’s Group in connection with this Agreement or its subject matter, provided that nothing in this clause shall operate to prevent any member of the Buyer’s Group from enforcing rights or making a claim against any member of the Seller’s Group (other than the Seller) or any present or former employee, director, agent or officer of any member of the Seller’s Group in connection with this Agreement or its subject matter where those rights are available or that claim arises in respect of that person’s own fraud. |
15.6 | The Seller undertakes to irrevocably waive any right and claim which it may have against any present or past employee engaged to any extent in the Business or any present or past agent of any member of the Buyer’s Group arising in connection with a breach of the Warranties, save in the case of fraud. |
15.7 | As soon as possible after it comes to its notice, the Seller shall notify the Buyer in writing with full details of anything it becomes aware of prior to Completion which is or may reasonably be expected to cause a breach of, or be inconsistent with, any of the Warranties. |
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15.8 | Each of the Warranties shall be separate and independent and (unless expressly provided otherwise) shall not be limited by reference to any other Warranty or by anything in this Agreement. |
16 | BUYER’S WARRANTIES |
The Buyer warrants to the Seller in the terms set out in Schedule 5.
17 | POST-COMPLETION OBLIGATIONS |
17.1 | If the assignment, grant or transfer of any of the Assets except for the Contracts and the Leases requires the consent of a third party and that consent shall not have been obtained before Completion: |
(a) | the Seller shall (or shall procure that any relevant member of the Seller’s Group shall) from Completion hold that Asset in trust for the Buyer or any relevant Nominated Buyer Company and (so far as it may lawfully do so) act in accordance with the directions of the Buyer in all matters relating to that Asset until either the Asset is assigned, granted or transferred to the Buyer or to a Nominated Buyer Company, as applicable; and |
(b) | the parties shall continue to use all reasonable endeavours to obtain such consent and upon obtaining it, the Seller shall immediately deliver to the Buyer a duly executed assignment or instrument of grant or transfer of the Asset together with the consent. |
17.2 | The Buyer shall at all reasonable times (a) for a period of 7 years after Completion in respect of the Seller’s Group’s Tax computations or regulatory filings and (b) for a period of 18 months in respect of the preparation of the Seller’s Group’s accounts, allow the Seller or its agent to inspect and to take copies of or extracts from the Records reasonably necessary to complete such purpose, and shall not destroy any of them without first offering them to the Seller. |
17.3 | To the extent that any information required for the Business is not in the possession of the Buyer but remains held by the Sellers Group, the Seller shall procure that such information is provided to the Buyer as soon as practicable following request. |
17.4 | As soon as practicable following Completion, the Seller shall send out a notice or notices in a form approved by both parties to all customers, suppliers and other business contacts of the Seller in relation to the Business informing them of the sale and purchase of the Business. |
17.5 | All payments received with respect to any Book Debts that are received by any member of the Buyer’s Group on or after Completion shall be paid to the Seller as soon as practicable |
17.6 | All monies, orders, enquiries, notices, correspondence and any other communications or items relating to the Business that are received by any member of the Seller’s Group on or after Completion shall be passed to the Buyer as soon as practicable. |
17.7 | Unless otherwise provided for in the Ancillary Agreements, the Seller shall at its own cost procure that: |
(a) | immediately following Completion neither the Seller nor any member of the Seller’s Group shall use any xxxx, logo, name, symbol or design used in the Business or anything which is capable of being confused, or likely to be associated, with any of them unless otherwise agreed in writing between the Buyer and the Seller; and |
(b) | as soon as practicable following Completion, but not later than 90 Business Days following Completion, all references to the Business (including to the Business Name) shall be removed from the websites under any domain names retained by any member of the Seller’s Group, together with all hypertext links to websites relating to the Business unless otherwise agreed in writing between the Buyer and the Seller. |
17.8 | The Seller shall, from time to time following Completion, give or use all reasonable endeavours to obtain any consent or confirmation necessary to enable the Buyer or any member of the Buyer’s Group to use the Business Name as soon as practicable following being requested to do so. |
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17.9 | Having regard to the potential damage (including damage to reputation) which could be incurred by the Seller or a member of the Seller’s Group as a result of the Buyer’s use of the Personal Data following Completion, the Buyer shall ensure that: |
(a) | Its processing of the Personal Data for direct marketing purposes is limited to marketing in connection with and compatible with the nature of the Business and shall not extend to the marketing of third party products or services, unless the Buyer has first received the customer’s consent to do the same; |
(b) | All and any such direct marketing communications by or on behalf of the Buyer shall include a clear, simple and cost free means of allowing the customer to opt out from receiving future marketing communications from the Buyer; and |
(c) | It has made all appropriate regulatory registrations, including in particular a notification with the UK Information Commissioner’s Office as appropriate for its operation of the Business. |
18 | VAT |
18.1 | Any sum payable by the Buyer or any Nominated Buyer Company under this Agreement is exclusive of any applicable VAT. |
18.2 | If, notwithstanding clause 18.3, VAT is chargeable on any supply under this Agreement, the party to whom a supply is made (the ‘Payer’) shall, provided that the party who makes the supply (the ‘Supplier’) provides the Payer with a valid VAT invoice, pay any VAT which is due on the relevant supply to the Supplier within five (5) Business Days of receipt of such invoice. |
18.3 | If: |
(a) | the VAT legislation of the relevant jurisdictions in which the Assets are treated as supplied for VAT purposes by the Seller or any member of the Seller’s Group provides that such transactions as are referred to in articles 19 and 29 of Council Directive 2006/112/EC (the ‘EU VAT Directive’, and in the United Kingdom section 49(1) VATA and paragraph 5 of the Value Added Tax (Special Provisions) Order 1995) should be treated as neither a supply of goods nor a supply of services (a ‘transfer of a going concern’ or ‘TOGC’); and |
(b) | the conditions for a TOGC are met in respect of any transfer of the Business and Assets (or any part of them) by the Seller (or the relevant member of the Seller’s Group) to the Buyer (or the relevant Nominated Buyer Company), |
the Seller and the Buyer intend and will (or will procure that the relevant member of the Seller’s Group or the relevant Nominated Buyer Company (as applicable) will) use all reasonable endeavours to ensure that such transfer of the Assets and Business (or any part of them) is treated as a TOGC for the purposes of article 19 and/or article 29 of the EU VAT Directive and/or the equivalent VAT legislation in the relevant jurisdiction, and will be treated as neither a supply of goods nor a supply of services for the purposes of VAT.
18.4 | Notwithstanding the parties’ intention referred to in clause 18.3 if the Seller and the Buyer treat the sale of any of the Assets as a TOGC and any relevant Tax Authority subsequently determines in writing that VAT is chargeable on the sale and purchase of the Assets then the Buyer shall (or shall procure that the relevant Nominated Buyer Company shall) within five (5) Business Days of receipt of notice from the Seller (or the relevant member of the Seller’s Group) to that effect (together with the relevant Tax Authority’s written determination and a valid VAT invoice) or if later upon Completion pay to the Seller (or the relevant member of the Seller’s Group) the full amount of VAT chargeable in respect of the sale of the Assets. |
18.5 | The Buyer shall (or shall procure that the relevant Nominated Buyer Company shall) pay to the Seller (or the relevant member of the Seller’s Group) interest and penalties properly claimed by the relevant Tax |
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Authority arising from any failure or delay in accounting for VAT due to a breach by the Buyer of its obligations and warranties in this clause 18 in the event that the sale of the Assets pursuant to this Agreement is determined by the relevant Tax Authority to be chargeable for VAT purposes. |
18.6 | The Seller represents and warrants (for itself and on behalf of any relevant member of the Seller’s Group) to the Buyer (for itself and on behalf of any relevant Nominated Buyer Company) that: |
(a) | it and any relevant member of the Seller’s Group is duly registered for VAT purposes in any relevant jurisdiction in which the Business is carried on; and |
(b) | the Business (together with the Assets) is operated as a going concern in such jurisdiction; and |
(c) | the Seller or any relevant member of the Seller’s Group has exercised the option to tax under Schedule 10 VATA in respect of the Leasehold Properties and will prior to Completion produce to the Buyer’s solicitors a certified copy of its notification to HMRC of such option(s) to tax and of an acknowledgment of receipt and any required permission granted by HMRC and will not on or before Completion revoke such option(s) to tax; and |
(d) | none of the Assets is a capital item the input tax on which could be subject to adjustment under Part XV of the Value Added Tax Regulations 1995. |
18.7 | To the extent that the transfer of the Business and Assets in any relevant jurisdiction is intended by the Seller and the Buyer to be treated as a TOGC for VAT purposes as referred to in clause 18.3, the Buyer represents and warrants (for itself and on behalf of any relevant Nominated Buyer Company) to the Seller (for itself and on behalf of any relevant member of the Seller’s Group) that: |
(a) | it and any relevant Buyer Nominated Company intends to use the Assets to carry on the same kind of business as the Business; and |
(b) | from and including the Effective Time, it and any relevant Buyer Nominated Company is duly registered for VAT in any relevant jurisdiction in which the Business is carried on or will as a result of the transfer of the Business and Assets immediately be required to be so registered in that relevant jurisdiction (if such registration or requirement to be so registered is a requirement of TOGC treatment under the VAT legislation in the relevant jurisdiction); and |
(c) | it or any relevant Nominated Buyer Company has exercised or will prior to Completion exercise an option (the ‘Option’) having effect under paragraph 2 of Schedule 10 to the VATA, and give notice (the ‘Notice’) of that Option (where required) to HMRC on or before Completion or within 30 days of making the Option (whichever is the earlier) in respect of the Leasehold Properties, such Option to have effect on or before Completion; and |
(d) | the Buyer will produce to the Seller on or before Completion a copy of any relevant Notice and of any written acknowledgement from HMRC of that Notice; and |
(e) | the Buyer will not (or will procure that the relevant Nominated Buyer Company will not) withdraw the Option either before or after the Completion Date or do or allow anything that could lead to the Option being withdrawn by HMRC. |
18.8 | The Buyer (itself or on behalf of any relevant Buyer Nominated Company) hereby notifies the Seller (for itself or on behalf of any relevant member of the Seller’s Group) that the provisions of paragraph 5(2)(b) of the Value Added Tax (Special Provisions) Order 1995 do not apply to the Buyer or the relevant Nominated Buyer Company in relation to the transfer of the Leasehold Properties. |
18.9 | The Seller (itself or on behalf of any relevant member of the Seller’s Group) and the Buyer (itself or on behalf of any relevant Nominated Buyer Company) do not intend to make a joint application to HMRC under regulation 6(1)(d) of the Value Added Tax Regulations 1995 or to any other relevant Tax Authority in any other relevant jurisdiction under the equivalent VAT legislation provision in such jurisdiction for the Buyer (or the relevant Nominated Buyer Company) to be registered for VAT under the VAT registration number of the Seller (or the relevant member of the Seller’s Group). |
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19 | TERMINATION |
19.1 | If this Agreement is terminated in accordance with: |
(a) | clause 2; |
(b) | clause 8; or |
(c) | clause 39, |
the rights and obligations of the parties under this Agreement shall cease immediately, save in respect of antecedent breaches and under the Continuing Provisions.
19.2 | Each party undertakes to disclose promptly to the other party in writing any breach, matter, event, condition, circumstance, fact or omission of which it becomes aware that may give rise to a termination right under this Agreement. |
20 | CONFIDENTIALITY |
20.1 | Save as expressly provided in clause 20.3, the Seller undertakes that it shall, and the Seller shall procure that each member of the Seller’s Group shall, treat as confidential the provisions of this Agreement and the Ancillary Documents, all information it has received or obtained relating to the and each other member of the Buyer’s Group as a result of negotiating or entering into this Agreement and the Ancillary Documents and, with effect from Completion, the Records. |
20.2 | Save as expressly provided in clause 20.3, the Buyer shall, and shall procure that each member of the Buyer’s Group shall, treat as confidential the provisions of this Agreement and the Ancillary Documents and all information it has received or obtained relating to the Seller’s Group (other than, after Completion, in relation to the Business) as a result of negotiating or entering into this Agreement and the Ancillary Documents. |
20.3 | A party may disclose, or permit the disclosure of, information which would otherwise be confidential if and to the extent that it: |
(a) | is required by law or any securities exchange, regulatory or governmental body or Tax Authority; or |
(b) | was already in the lawful possession of that party or its agents without any obligation of confidentiality (as evidenced by written records); or |
(c) | is in the public domain at the date of this Agreement or comes into the public domain other than as a result of a breach by a party of this clause 20, |
provided that prior written notice of any confidential information to be disclosed pursuant to this clause 20 shall be given to the other party.
20.4 | Nothing in this Agreement shall prevent or restrict the Seller or a member of Seller’s Group from retaining and continuing to process (in accordance with Applicable Data Protection Law) any personal data relating to customers of the Business with whom the Seller or a member of the Seller’s Group has a prior relationship in connection with any business or service other than the Business. |
21 | SERVICE OF NOTICES |
21.1 | Any notice or other communication to be given or served under or in connection with this Agreement shall be in writing and may be: |
(a) | delivered by hand; |
(b) | sent by ordinary first class (or airmail in the case of notices to or from any country outside the United Kingdom), special delivery or recorded delivery post (in each case, pre-paid); or |
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(c) | sent by fax, |
to the party due to receive the notice at the following address:
(i) | in the case of the Seller, to: |
Microsoft Corporation
Xxx Xxxxxxxxx Xxx
Xxxxxxx
XX 00000-0000
Attention: Xxxxx Xxxxxxxx
Assistant Secretary and Associate General Counsel,
with a copy to:
Xxxxxxx Xxxxx
Xxxx Xxxxx LLP
The Xxxxxxxxx Xxxxx
00 Xxxxxxxx Xxxxxx
Xxxxxx XX0X 0XX; and
(ii) | in the case of the Buyer, at its registered office from time to time, marked for the attention of Xxxx Oh, Xxxxx Xxx and June Cha |
with a copy to:
Xxxxx Xxxxx
White & Case LLP
0, Xxx Xxxxx Xxxxxx
Xxxxxx XX0X 0XX
xxxxx.xxxxx@xxxxxxxxx.xxx
or at such other address or fax number as may previously by notice given in accordance with this clause have been specified by that party.
21.2 | A notice is deemed to be given or served: |
(a) | if delivered by hand, at the time it is left at the address; |
(b) | if sent by pre-paid post (whether ordinary first class, airmail, special delivery or recorded delivery), on the second Business Day after posting; and |
(c) | if sent by fax, on receipt of a clear transmission report. |
21.3 | In the case of a notice given or served by fax or by hand, where this occurs after 5.00pm on a Business Day, or on a day which is not a Business Day, the date of service shall be deemed to be the next Business Day. |
22 | ANNOUNCEMENTS |
No announcement of the sale and purchase of the Assets under this Agreement or the terms of this Agreement shall be made by any party to any person without the consent of the other party and pending any announcement each party shall use its best endeavours to keep the existence of this Agreement and its terms confidential.
23 | COSTS |
The parties shall pay their own costs and expenses in connection with and incidental to this Agreement.
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24 | CURRENCY CONVERSION |
Any payment to be made under or pursuant to this Agreement shall, unless otherwise specified to the contrary or agreed in advance by the payee, be paid in dollars and to the extent necessary any other currency shall be converted into US dollars at the Conversion Rate prevailing on the day immediately preceding the date on which payment is due or, where the payment is to be made in respect of any claim for any breach of this Agreement, at the Conversion Rate prevailing on the date on which the parties agree that the payment is to be made or on the relevant judgment date.
25 | NO SET-OFF |
All payments to be made under this Agreement shall be made in full without any set-off or counterclaim and free from any deduction or withholding except as may be required by law.
26 | GROSSING UP |
If any party is required by law to make any deduction or withholding from any payment due from it to any other party under this Agreement, the sum due from such party shall be increased to the extent necessary to ensure that, after making such deduction or withholding, the payee receives and retains (free of any liability in respect of any such deduction or withholding) a net sum equal to the sum it would have received and retained had no deduction or withholding been required to be made.
27 | ENTIRE AGREEMENT |
This Agreement together with any documents referred to in it constitutes the whole agreement of the parties in relation to its subject matter and supersedes any previous agreement, representations, warranties or arrangements (whether in writing or oral) between them in relation to that subject matter; and no modification of this Agreement shall be effective unless it is made in writing.
28 | WAIVER |
The exercise, or partial exercise, of or any delay or omission in exercising any right conferred by this Agreement on either party shall not constitute a waiver of that or any other right or remedy available to that party or, subject to the time limits for making claims set out in Schedule 4, affect the right to exercise that right or remedy at a later time; and the rights and remedies provided in this Agreement are cumulative and not exclusive of any rights or remedies provided by law.
29 | EFFECT OF COMPLETION |
The Warranties, and all other provisions of this Agreement, insofar as they have not been performed at Completion, shall not be extinguished or affected by and shall remain in full force and effect notwithstanding Completion.
30 | THIRD PARTY RIGHTS |
No term of this Agreement shall be enforceable under the Contracts (Rights of Third Parties) Xxx 0000 or otherwise by any person other than the parties to this Agreement, except:
(a) | any person mentioned in clause 15.5, may enforce the terms of that clause in accordance with that Act but no such person shall be entitled to assign its rights in respect of that clause; and |
(b) | to the extent, if any, that any other provision of this Agreement otherwise expressly provides for that Act to apply to any of its terms. |
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Notwithstanding that any term of this Agreement may be or become enforceable by a person who is not a party to it, the terms of this Agreement or any of them may be varied, amended or modified or this Agreement may be suspended, cancelled or terminated without the consent of any third party.
31 | ASSIGNMENT |
This Agreement is personal to the parties and accordingly no party may assign or grant any Security Interest over any of its rights under this Agreement or any benefits arising under it or any document referred to in it.
32 | SEVERANCE |
If any provision of this Agreement is held by a Competent Authority to be invalid or unenforceable in whole or in part, this Agreement shall continue to be valid as to its other provisions and the remainder of the affected provision.
33 | FURTHER ASSURANCE |
Each party shall from time to time and at all times after the Completion Date at its own cost and expense upon request by the other party do all such acts and execute all such documents as that party may reasonably require to give it the full benefit of this Agreement and to vest full legal and beneficial title to the Assets in the Buyer.
34 | WRONG POCKETS |
34.1 | Without prejudice to any other rights or remedies of the Buyer under this Agreement, if any Asset has not been vested in the Buyer or another member of the Buyer’s Group by virtue of the transactions carried out under this Agreement and the other Ancillary Documents, the Buyer may give written notice of this to the Seller. If such notice is given: |
(a) | the Seller shall, as soon as practicable at its own cost, transfer or procure the transfer of such Asset to the Buyer or, at Buyer’s direction, to another member of the Buyer’s Group for no consideration; |
(b) | each party shall provide such assistance to the other party as it reasonably requires for the purposes of this clause 35; and |
(c) | the provisions of this Agreement shall extend to such Asset. |
34.2 | For the avoidance of doubt, clause 4 shall apply to any liability associated with any Asset or Excluded Asset. |
35 | COUNTERPARTS |
35.1 | This Agreement may be executed in more than one counterpart and shall come into force once each party has executed such a counterpart in identical form and exchanged it with the other parties. |
36 | GOVERNING LANGUAGE |
36.1 | If this Agreement is translated into any language other than English, the English language text shall prevail. |
36.2 | Each notice, instrument, certificate or other communication to be given by one party to another under or in connection with this Agreement shall be in English and if any such notice, instrument, certificate or other communication is translated into any other language, the English language text shall prevail. |
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37 | GOVERNING LAW |
37.1 | This Agreement and any dispute or claim (whether contractual or otherwise) arising out of or in connection with it or its subject matter, shall be governed by and construed in accordance with English law and the parties submit to the non-exclusive jurisdiction of the English courts. |
38 | SERVICE OF PROCESS |
38.1 | The Buyer irrevocably appoints LINE (UK) Limited of 00-00 Xxxxxxx Xxx Xxxxxx XX0X 0XX (with a copy to Xxxxx Xxxxx, White & Case LLP, 0, Xxx Xxxxx Xxxxxx, Xxxxxx XX0X 0XX, xxxxx.xxxxx@xxxxxxxxx.xxx) as its process agent to receive on its behalf service of process in any proceedings in England. Such service shall be deemed completed on delivery to such process agent (whether or not it is forwarded to and received by the Buyer). If for any reason such process agent ceases to be able to act as a process agent or no longer has an address in England the Buyer irrevocably agrees to appoint a substitute process agent acceptable to the Seller and to deliver to the Seller a copy of the new process agent’s acceptance of that appointment within 28 days. |
38.2 | The Seller irrevocably appoints Xxxx Xxxxx Corporate Services Limited of The Xxxxxxxxx Xxxxx, 00 Xxxxxxxx Xxxxxx, Xxxxxx XX0X 0XX as its process agent to receive on its behalf service of process in any proceedings in England. Such service shall be deemed completed on delivery to such process agent (whether or not it is forwarded to and received by the Seller). If for any reason such process agent ceases to be able to act as a process agent or no longer has an address in England the Seller irrevocably agrees to appoint a substitute process agent acceptable to the Buyer and to deliver to the Buyer a copy of the new process agent’s acceptance of that appointment within 28 days. |
38.3 | Each party irrevocably consents to any process in any legal action or proceedings in connection with this Agreement being served on it in accordance with the provisions of this Agreement relating to the service of notices. Nothing contained in this Agreement shall affect the right to serve process in any other manner permitted by law. |
39 | BAN ON ORGANIZED CRIME |
39.1 | Each party represents, warrants and covenants to the other party that neither it nor any of its representatives, officers, employees, persons who substantially have the power to direct its management, agents or brokers is or is associated with, or will be or will be associated with an organized group of criminals or a member of any organized group of criminals, such as bouryokudan, yakuza or mafia, now or in the future. |
39.2 | In the case where it is discovered that any party has violated any of the representations, warranties or covenants given under the preceding paragraph prior to Completion, the other party may immediately terminate this Agreement in accordance with clause 19 without any prior notification or liability for any loss or damage that is or may be incurred by the violating party. |
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(1) DESCRIPTION OF PROPERTY |
(2) DATE OF LEASE |
(3) PARTIES |
(4) TERM | |||
3rd Floor, 11-19 (odd) Wine Street, Bristol |
13 February 2014 | (1) Landlord: Strand Street Properties Limited
(2) Tenant: Nokia UK Limited |
13 February 2014 to 22 March 2017 | |||
0xx Xxxxx, 00-00 (xxx) Xxxx Xxxxxx, Xxxxxxx |
13 February 2014 | (1) Landlord: Strand Street Properties Limited
(2) Tenant: Nokia UK Limited |
13 February 2014 to 22 March 2017 | |||
0xx Xxxxx, 00-00 (xxx) Xxxx Xxxxxx, Xxxxxxx |
13 February 2014 | (1) Landlord: Strand Street Properties Limited
(2) Tenant: Nokia UK Limited |
13 February 2014 to 22 March 2017 | |||
0xx Xxxxx, 00-00 (xxx) Xxxx Xxxxxx, Xxxxxxx |
13 February 2014 | (1) Landlord: Strand Street Properties Limited
(2) Tenant: Nokia UK Limited |
13 February 2014 to 22 March 2017 | |||
Part 0xx Xxxxx, 00-00 (xxx) Xxxx Xxxxxx, Xxxxxxx | 13 February 2014 | (1) Nokia UK Limited
(2) Xmos Limited |
13 February 2014 to 19 March 2017 |
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PART 2 – CONDITIONS OF SALE OF LEASEHOLD PROPERTIES
1 | Definitions |
In this Part 2:
(a) | ‘Assignment’ means an assignment of the Leasehold Properties in Land Registry form TR1; |
(b) | ‘Consent Long-Stop Date’ means the date as specified in paragraph 9(a); |
(c) | ‘Landlord’ means in respect of each Leasehold Property, the person or persons from time to time entitled to the reversion (whether immediate or not) expectant upon the termination of a Lease; |
(d) | ‘Landlord Consent’ means the consent of the Landlord of a Leasehold Property authorising an assignment of the residue of the term of the relevant Lease of that Leasehold Property to the Buyer in accordance with and pursuant to the terms of the Lease, such consent being evidenced in a written, formal licence to assign, dated and being obtained on terms reasonable to the Seller, signed or executed by or on behalf of all of the parties to it; |
(e) | ‘Lease Effective Time’ means the date the Landlord Consent has been obtained and an Assignment of the Leasehold Properties completed; |
(f) | ‘Licence Period’ means the period specified in paragraph 9(a) during which the Buyer may occupy and use the Leasehold Properties on the terms of paragraph 9 of Part 2 of this Schedule; |
(g) | ‘Part 2 Conditions’ means the conditions in Part 2 of the Standard Commercial Property Conditions (Second Edition); and |
(h) | ‘Standard Conditions’ means the Standard Commercial Property Conditions (Second Edition). |
2 | Standard commercial property conditions |
(a) | The Standard Conditions as amended by this Agreement shall be incorporated into this Agreement insofar as they are not varied by or inconsistent with the other terms expressly set out in this Agreement. |
(b) | Standard Conditions 1.3, 1.4, 2, 3.1, 3.3, 6.1, 6.2, 6.3, 6.4.2, 6.6.2, 6.6.5, 7.1.4(b), 8.5 10.3 and the Part 2 Conditions shall not apply. |
(c) | The Standard Conditions shall be amended as follows: |
(i) | the definition of ‘conveyancer’ in Standard Condition 1.1.1(f) shall be construed as referring to the Buyer’s Solicitors and/or the Seller’s Solicitors, as the context requires; |
(ii) | the definition of ‘completion date’ in Standard Condition 1.1.1(d) shall be construed as a reference to the Lease Effective Time; and |
(iii) | Condition 9.1.1 shall read “If any plan or statement in the contract, or in written replies which the seller’s conveyancer has given to any written enquiry raised by the buyer’s conveyancer before the date of the contract, is or was misleading or inaccurate due to any error or omission, the remedies available are as follows.” |
3 | Sale and purchase |
(a) | Subject to receipt of the Landlord Consent, the Seller shall transfer and the Buyer shall take a transfer of the Leases. |
(b) | In respect of each of the Leasehold Properties, the Buyer cannot require the Seller to transfer or assign it or any part of it to any person other than the Buyer. |
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4 | Completion and vacant possession |
Completion of the sale and purchase of each Leasehold Properties shall take place on the Lease Effective Time.
5 | Deducing title |
Title to the Leasehold Properties have been deduced to the Buyer prior to the date of this Agreement and the Buyer will not raise any objection to or requisition on such title.
6 | Title guarantee |
On the Lease Effective Time, the Seller shall transfer or assign, or procure the assignment of the relevant Leasehold Properties with full title guarantee subject to the following provisions:
(a) | The covenants for title implied by the Law of Property (Miscellaneous Provisions) Act 1994 (the ‘Act’) shall be varied so that: |
(i) | in section 2(1)(b) the words ‘at his own cost’ shall be deleted and the words ‘at the cost of the person to whom he disposes of the property’ shall be added at the end of that section; |
(ii) | in section 6(1) the word ‘particular’ shall be deleted and the words ‘or the contract for the disposition’ shall be added after the words ‘…to which the disposition…’; |
(iii) | the words ‘who shall be deemed to have actual knowledge of all entries made in any public register’ shall be added at the end of section 6(2); |
(iv) | section 4(1)(b) of the Act does not apply to any condition or obligation on the part of the tenant contained in the Lease or imposed by common law or otherwise relating to the repair and/or condition of the Leasehold Property. |
(b) | The covenants implied on the part of the Transferor by sections 2 and 3 of the Act shall be limited so that they shall not be annexed and incident to the property pursuant to section 7 of the Act. |
7 | Matters affecting the property |
(a) | The Leasehold Properties are affected by and sold subject to the matters contained or referred to in: |
(i) | the Leases; |
(ii) | any matters discoverable by inspection of each of the Leasehold Properties before the date of this agreement; |
(iii) | any matters that the Seller does not and could not reasonably know about; |
(iv) | any matters, Disclosed or which would have been disclosed by the searches and enquiries which a prudent buyer would have made before entering into this agreement; |
(v) | public requirements; |
(vi) | all local land charges whether or not registered before the date of this agreement and all matters capable of registration as local land charges whether or not actually so registered; |
(vii) | all notices served and orders, demands, proposals or requirements made by any local, public or other competent authority whether before or after the date of this agreement; |
(viii) | all actual or proposed charges, notices, orders, restrictions, agreements, conditions, contraventions or other matters arising under any statute; |
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(ix) | all easements, quasi-easements, rights, exceptions or other similar matters including rights of way, drainage, water and light, watercourses, rights of adjoining owners affecting the Leasehold Properties, liabilities or covenants to repair roads, pavements, paths, ways, passages, sewers, drains, gutters, fences and other like matters whether or not apparent on inspection or Disclosed in any of the documents referred to in this agreement, without any obligation on the Seller to provide evidence of the creation of any such liability or to define or apportion it; and |
(x) | any matters which are unregistered interests which override registered dispositions under Schedule 3 to the Land Registration Act 2002 or (where title to any of the Leasehold Properties is not registered) are unregistered interests which override first registration under Schedule 1 to the Land Registration Xxx 0000. |
8 | Landlord’s consent to a transfer of the leasehold properties |
(a) | Subject to the Buyer complying with its obligations in this Agreement the Seller will use all reasonable endeavours to obtain the Landlord Consent provided that the Seller shall not be obliged to commence proceedings against the Landlord for failure to give the Landlord Consent and provided further that the Seller will be under no obligation to give an authorised guarantee agreement, give or procure the giving of guarantees, lodge any money by way of deposit or pay or expend any other money in respect of any application for the Landlord Consent. |
(b) | The Buyer shall pay all proper and reasonable costs associated with obtaining, or seeking to obtain, each Landlord Consent. |
(c) | The Buyer will: |
(i) | give all reasonable assistance and provide such references accounts and information as may reasonably be required by the Landlord; |
(ii) | comply with the requirements of the Landlord in relation to the transfer of the relevant Lease; |
(iii) | enter into such direct covenants with the Landlord as he may require (in accordance with the terms of the relevant Lease); |
(iv) | provide a guarantor or guarantors of the Buyer’s obligations as the Landlord may require and supply such references accounts and other information in respect of proposed guarantor(s) as the Landlord may require (in accordance with the terms of the relevant Lease); |
(v) | provide such additional security (whether by way of guarantee rent deposit or otherwise) as may reasonably be required by the Landlord as a condition of the grant of the Landlord Consent (in accordance with the terms of the relevant Lease); and |
(vi) | respond promptly to any request made by the Seller for information approval and the subsequent execution of any deed or document necessary to obtain the Landlord Consent (in accordance with the terms of the relevant Lease). |
(d) | If the Landlord Consent is not obtained and agreement is not reached by the parties pursuant to paragraph 9(a) prior to the Long Stop Date, in respect of any Lease, the Seller may notify the Buyer that on the date of receipt of such notice the terms and obligations under Part 2 of Schedule 1 of this Agreement shall automatically rescind in relation to that Lease and the interest in the relevant Leasehold Property will remain vested in the Seller. |
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9 | Licence to Occupy |
(a) | The parties may agree in writing that the Buyer may use and occupy the Leasehold Properties as licensee of the Seller from and including the date of Completion to and including the earlier of: |
(i) | the date of the deed of assignment or transfer of the Lease; |
(ii) | the date which is 6 months from Completion (‘Consent Long Stop Date’). |
(b) | During the Licence Period, the Seller will hold its interest in the relevant Leases on trust for the Buyer. |
(c) | Nothing in paragraphs 9(a) and 9(b) is intended by the parties and is not to be interpreted as creating any legal demise or any rights in the relevant Leases greater than a licence. |
(d) | During the Licence Period the Buyer will pay to the Seller by way of a licence fee a sum equivalent to the yearly rent, reasonable property and liability insurance premiums, and service charge rent, if any, payable under the relevant Leases. The licence fee will be payable at the same times as the yearly rent, insurance rent and service charge rent, if any, are payable under that Lease. Notwithstanding the foregoing, the Seller will remain solely liable for any self-insured retentions, excesses or deductibles, as well as underinsured or insured claims or lawsuits. |
(e) | Subject to the receipt of the licence fee, the Seller will continue to pay the yearly rent, insurance rent and service charge rent, if any, due to the Landlord under the relevant Lease during the Licence Period. |
(f) | During the Licence Period the Buyer will be responsible for and will indemnify the Seller within 7 Business Days of demand against all rates, water rates and charges for gas, electricity, telephones and other services use on or supplied to the relevant Lease. |
(g) | During the Licence Period the Buyer will comply with the tenant’s covenants in the relevant Lease, other than the covenant to pay rent, and indemnify the Seller against all Liabilities arising directly out of any breach by the Buyer of those tenant’s covenants. |
(h) | This licence is personal to the Buyer and the Buyer must not assign or purport to assign it and must not share or allow any other person to occupy the whole or any part of the relevant Leasehold Property. |
(i) | The Buyer must indemnify and keep the Seller indemnified against all liability, loss or any damage to any property, claims, demands, actions, proceedings, damages, costs, expenses or injury to or death of any person caused by any negligent act or omission or wilful misconduct of the Buyer or the Buyer’s employees, agents or sub-contractors arising directly or indirectly from any breach of the Buyer’s obligations under this licence or from the occupation of the relevant Leasehold Property. |
(j) | The licence will end automatically at the end of the Licence Period or on notice from the Seller following a breach by the Buyer of any of its obligations in this paragraph 9. |
(k) | If during the Licence Period any Landlord requires the Seller to remove the Buyer from occupation of relevant Leasehold Property for whatever reason then Buyer will upon request forthwith give up occupation of that Leasehold Property such that the Seller will not have any liability to the Landlord in respect of Buyer’s occupation after the date of such request and the Buyer must indemnify the Seller against any such liability resulting from the Buyer’s failure to vacate. |
(l) | At the end of the Licence Period the Buyer must vacate and deliver the relevant Leasehold Property to the Seller in the same state and condition it was at the start of the Licence Period having made good any damage caused by occupying or vacating the relevant Leasehold Property. |
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(m) | In the event of a Landlord’s Consent having not been obtained by the Consent Long Stop Date neither party shall have any further obligation to the other with regard to the relevant Lease other than the Buyer’s obligation under paragraphs 9(d) – 9(l), except that if such Landlord’s Consent was refused or delayed by reason of the Buyer failing or otherwise being unable to satisfy any conditions imposed by the Landlord in accordance with the provisions of paragraph 8, the Buyer shall indemnify and hold the Seller harmless against any Liability incurred by the Seller as a result of the relevant Lease not being assigned to the Buyer in accordance with the terms of this Agreement. |
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1. | Third Party Consents |
Third Party Consent being obtained to the novation and extension of the term to a date at least one month after Completion (conditional only on Completion) of the Music Licences set out in Part 3A of Schedule 7.
2. | Conduct of Business before Completion |
The Seller having not failed to comply with its obligations in clause 7 in such a manner that would have a material adverse effect on the Business.
3. | Repetition of Warranties |
The Fundamental Warranties being true and accurate in all respects and not misleading as if they had been made at the Completion Date.
4. | Material Adverse Change |
No change, event or circumstance having occurred which has had, or is reasonably likely to have, a materially adverse effect on the Assets, the financial condition or the operation of the Business (when taken as a whole) details of which is not Disclosed and is not caused by (i) any changes or effects in economic or financial conditions affecting businesses generally or relating to the general market environment including but not limited to changes in interest rates, exchange rates or securities or in economic, financial, markets, and (ii) any changes in international political or social conditions generally, including but not limited to, national emergency, sabotage, terrorism or act of war, and (iv) the failure of the Buyer to put in place an appropriate structure to acquire any Assets for use in China.
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PART 1 – FUNDAMENTAL WARRANTIES
TITLE TO THE ASSETS, INCORPORATION, AUTHORITY AND CAPACITY OF THE SELLER
1 | Save for the Leasehold Properties and the Intellectual Property to which the provisions of Parts 3 and 7 apply, the Assets: |
(a) | are legally and beneficially owned by the Seller or a member of its Group free from any Security Interest and there is no agreement or commitment to give or create any Security Interest over or affecting any of the Assets and no claim has been made by any person to be entitled to such Security Interest; |
(b) | in the case of tangible assets, are in the possession or under the exclusive control of the Seller or a member of its Group; and |
(c) | which are capable of possession, is in the possession and control of the Seller or a member of the Seller’s Group. |
2 | The Seller has full power and authority and has taken all necessary corporate action to enable it to enter into and perform this Agreement and all Ancillary Documents to which it is a party, and such agreements, when executed, will constitute valid, binding and enforceable obligations of the Seller and any relevant member of the Seller’s Group in accordance with their respective terms. |
3 | This Agreement and each Ancillary Document entered into by a member of the Seller’s Group on the date of the Agreement constitute (when fully executed by all parties thereto) obligations binding on that member of the Seller’s Group. |
4 | Save as provided for in this Agreement or any Ancillary Document, no approval, waiver, registration, consultation or notification is required to be obtained or made by a member of the Seller’s Group in connection with the execution, performance or enforceability of this Agreement or any Ancillary Documents entered into or to be entered into by a member of the Seller’s Group. |
5 | The Seller is a company duly incorporated and existing under the laws of Finland. |
6 | The Seller is not and will not be required to give any notice or make any filing with or obtain any permit, consent or waiver or other authorization from any Competent Authority or any other person in connection with the execution, delivery or performance of this Agreement or any Ancillary Document other than as necessary to comply with any obligations in the Republic of China. |
7 | The Seller is not insolvent or unable to pay its debts within the meaning of the Insolvency Xxx 0000 (or under the insolvency laws of any applicable jurisdiction). |
8 | No order has been made and no resolution has been passed for the winding up of the Seller or for a provisional liquidator to be appointed in respect of it and no petition has been presented and no meeting has been convened for the purposes of its winding up. |
9 | No administrator has been appointed in respect of the Seller and no notice, petition or other documents have been given or filed for the purpose of placing it in administration. |
10 | No receiver (which expression shall include an administrative receiver) has been appointed in respect of the Seller. |
11 | No event analogous to any of the foregoing has occurred in or outside England with respect to the Seller. |
12 | The execution and delivery of, and the performance by the Seller of its obligations under, this Agreement and the Ancillary Documents will not: |
(a) | constitute or result in a breach of any provision of its memorandum or articles of association; or |
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(b) | constitute or result in a breach of any order, judgment or decree of any court or governmental agency to which it is a party or by which it is bound and which is material in the context of the transactions contemplated by this Agreement. |
THE ACCOUNTS
13 | The Accounts have been prepared in accordance with the accounting principles and policies comprising International Financial Reporting Standards. |
14 | The Accounts give a true and fair view of the Seller’s results in respect of the Business for the period ended on the Accounting Date and of its financial position at the end of that period as at the date on which they were prepared. |
CHANGES SINCE THE ACCOUNTING DATE
15 | Since the Accounting Date: |
(a) | the Seller has in all material respects carried on the Business in the ordinary course; |
(b) | there has been no adverse change in the financial or trading position or prospects of the Business; |
(c) | no Asset has been acquired or disposed of nor has there been any agreement to acquire or dispose of any Asset; |
(d) | no liability (actual or contingent) has been incurred or has arisen in respect of the Business other than in the ordinary course of business; |
(e) | no Assets have been sold or agreed to be sold to trade customers other than in the ordinary course of business; and |
(f) | no member of the Seller’s Group has borrowed or raised any money and no capital expenditure has been incurred, in each case in relation to the Business. |
INFORMATION RECORDS
16 | The Records are in the possession or under the control of the Seller. |
17 | Where any of the Records are kept on computer, a member of the Seller’s Group is the owner of all hardware and all software licences necessary to enable it to use the Records in the manner in which they have been used prior to the Effective Time. |
CONTRACTS
18 | There is not outstanding: |
(a) | any Material Contract a copy of which or a summary of the terms of which has not been supplied to the Buyer; |
(b) | any Material Contract which is not capable of being fulfilled or performed on time without undue or unusual expenditure of money or personnel; |
(c) | any offer, tender or quotation made or given by the Seller capable by the unilateral act of any other person of giving rise to a Material Contract otherwise than in the ordinary course of business; or |
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(d) | any contract or arrangement to which the Seller is a party and in which any Member of the Seller’s Group or any director of the Seller or any Connected Person of any such director has a direct or indirect interest. |
19 | Parts 3 and 5 of Schedule 7 and Schedule 8 contains a complete and accurate list of all the Contracts. |
20 | Save as Disclosed, none of the Material Contracts: |
(a) | requires a third party consent for its assignment to the Buyer; |
(b) | is not in the ordinary course of business or is not of an arm’s length nature; or |
(c) | restricts the freedom of the Seller to carry out the whole or any part of the Business or to use or exploit any of the Assets in any part of the world in such manner as it sees fit. |
21 | Each of the Contracts is in full force and effect. Neither the Seller nor any member of the Seller’s Group is in breach of any Contract nor has any allegation of any breach or invalidity been made or received by the Seller or any member of the Seller’s Group. So far as the Seller is aware, no other party to a Contract is in breach of any Contract. No notice of termination of any Contract has been served or received by the Seller or any member of the Seller’s Group, there are no grounds for the determination, rescission, avoidance or repudiation of any Contract and there has been no allegation of such a thing. |
MUSIC LICENCES
22 | There is not outstanding: |
(a) | any Music Licence a copy of which or a summary of the terms of which has not been supplied to the Buyer; and |
(b) | any offer, tender or quotation made or given by the Seller capable by the unilateral act of any other person of giving rise to a Music Licence otherwise than in the ordinary course of business. |
23 | The details of the Music Licence provided in the Data Room are true and accurate in all material respects. |
24 | All payments due and payable to music and other rightsholders pursuant to the Music Licences have been made, including but not limited to in respect of sound recordings created before 1972. |
CARRYING ON OF THE BUSINESS
25 | The Seller is not and has not agreed to become a member of any partnership, consortium, trade association or any other association of persons (whether incorporated or not incorporated) which relates to the Business. |
26 | There is no order, decree or judgement of any Competent Authority outstanding which has had or is reasonably likely to have a material adverse effect upon the Business or the Assets. |
27 | The Seller: |
(a) | holds all regulatory licences, consents, permits and approvals which are required to operate the Business and copies of which have been supplied to the Buyer; and |
(b) | has not received notice that it has failed to comply with any of the terms and conditions of such licences, consents, permits and approvals which are to be performed by it or that any of them is liable to be suspended, cancelled or revoked. |
REPAYMENT OF GRANTS
28 | The Seller has not applied for or received any grant or other financial assistance from any Competent Authority in relation to the Business or any of the Assets. |
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LITIGATION AND COMPLIANCE WITH LAWS
29 | The Seller is not engaged or involved in or, so far as it is aware, threatened with: |
(a) | any litigation, prosecution, arbitration or other legal proceedings (whether as plaintiff, defendant or third party) which may materially adversely affect the financial position of the Business; |
(b) | any proceedings or enquiries before any tribunal, board of enquiry, commission or any other administrative body, whether judicial or quasi-judicial which materially adversely affects the financial position of the Business; |
(c) | any dispute with any taxation authority which may materially adversely affect the financial position of the Business; or |
(d) | any industrial dispute or action (whether official or unofficial), which may materially adversely affect the financial position of the Business. |
30 | The Seller has, at all times, conducted the Business in compliance with all applicable laws and regulations in each country in which the Business is or have been carried on. |
31 | The Seller has, at all times, conducted the Business in compliance with any applicable sanction laws and regulations (including the international sanction laws and regulations of the European Union, the United States and the United Nations, where applicable). |
INSOLVENCY
32 | No order has been made or petition presented, meeting convened or resolution passed for the winding up of the Seller nor, so far as the Seller is aware, has any administrator, administrative receiver or receiver been appointed. |
33 | So far as the Seller is aware, no composition in satisfaction of the debts of the Seller or scheme of arrangement of its affairs or compromise or arrangement between it and its creditors or members or any class of its creditors or members has been proposed, sanctioned or approved. |
34 | The Seller is not unable to pay its debts within the meaning of any insolvency Legislation applicable to it. |
35 | No distress, execution or other process has been levied in respect of the whole or any part of the Business or the Assets. |
36 | So far as the Seller is aware, no event has occurred causing, or which upon intervention or notice by any third party may cause any floating charge created by the Seller to crystallise over the Business or the Assets or any of them or any charge created by it to become enforceable over the Business or the Assets or any of them. |
37 | No event analogous to any of the foregoing has occurred in the UK or in any other jurisdiction. |
COMPETITION
38 | No agreement, arrangement or practice relating to the Business: |
(a) | infringes Article 101 or 102 of the Treaty on the Functioning of the European Union; or |
(b) | infringes Chapter I or Chapter II of the Competition Xxx 0000, |
and the Seller is not bound by any undertaking given by it in relation to the Business to, or any order, judgment or direction made in relation to the Business by the Office of Fair Trading, the Competition Commission, the Competition Appeal Tribunal, the High Court, the Secretary of State, the European Commission or the Court of Justice of the European Union (including the General Court) or any other regulatory body or court or tribunal in any jurisdiction in connection with any law, rule or regulation mentioned above.
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DATA PROTECTION
39 | In respect of the conduct of the Business by the Seller, the Seller has, if so required by any Data Protection Legislation, a current entry in all relevant registers maintained by all applicable authorities established pursuant to Data Protection Legislation (each, a ‘Supervisory Authority’), and particulars of the entry are set out in the Disclosure Letter. |
40 | In respect of the conduct of the Business by the Seller, the Seller has processed the Personal Data in material compliance with the terms of a privacy policy, the current versions of which are referred to in the Disclosure Letter. |
41 | In respect of the conduct of the Business by the Seller, in the past 9 months no member of the Seller’s Group has received any statutory notice, warrant or other communication from a Supervisory Authority alleging and/or enforcing non-compliance with any Data Protection Legislation, or requesting an audit relating to the Seller’s compliance with Data Protection Legislation, or to change or delete any of the Personal Data or prohibiting the transfer of the Personal Data to a third party or out of the European Union. |
42 | So far as the Seller is aware, in respect of the Personal Data, in the last 9 months, no individual has claimed or taken action for breach of their rights by the Seller under any Data Protection Legislation or pursuant to any contract entered into which requires compliance with Data Protection Legislation or with technical and organisational measures to protect the Personal Data against accidental or unlawful destruction or accidental loss, alteration, unauthorised disclosure or access. |
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PART 3 – INTELLECTUAL PROPERTY AND IP AGREEMENTS
43 | Part 1 of Schedule 7 contains a list (including where applicable, each renewal due date) of all registered Intellectual Property owned, used or held for use by the Seller or another entity of the Seller’s Group and applications for registration of Intellectual Property (the ‘Registered Intellectual Property’). |
44 | Part 2 of Schedule 7 contains a list of all software that is marketed, sold, distributed or licensed to third parties or being developed, in each case by or on behalf of the Seller or any other entity of the Seller’s Group, in each case in connection with the Business, and that is the subject-matter of Intellectual Property Rights owned by the Seller (‘Owned Software’). |
45 | Part 6 of Schedule 7 contains a list of all proprietary software that is licensed by third parties to the Seller in connection with the Business, and that is the subject-matter of Intellectual Property Rights owned by any other person than the Seller (‘Third Party Software’). |
46 | Part 7 of Schedule 7 contains a list of all Open Source Software that is incorporated into any item of the Owned Software, or sold, licensed or distributed in connection with any item of the Owned Software, or from which any item of the Owned Software is derived. |
47 | Part 4 of Schedule 7 contains a list (including certain registrar registration expiration dates) of all domain names owned, used or held for use by the Seller or another entity of the Seller’s Group in connection with the conduct of the Business (‘Domain Names’). |
48 | Part 5 of Schedule 7 contains a list and particulars of all IP Agreements being in full force and effect at the date of this Agreement except for IP Agreements regarding standard software other than IP Agreements granting the Seller rights to use Third Party Software (each such IP Agreement, a ‘Material IP Agreement’). |
49 | The Seller is the sole and exclusive legal and beneficial owner of all right, title, and interest in and to (i) each item of the Registered Intellectual Property, (ii) all Intellectual Property Rights embodied in the Owned Software, and (iii) each trade name used in connection with the conduct of the Business, in each case of (i) through (iii) free and clear of all Security Interests (except, with respect to Owned Software, any non-exclusive rights granted to any third party under any Material IP Agreement or otherwise by the Seller in the ordinary course of business). The Seller is the sole owner of all contractual rights in and to all Domain Names, in each case free and clear of all Security Interests. The Seller has the right to use each item of the Registered Intellectual Property, the Intellectual Property Rights embodied in the Owned Software, such trade names, and such domain names, to transfer and license each such item to third parties, without any restriction (subject only to the terms of any Material IP Agreement or any non-exclusive license under Intellectual Property granted to third parties by the Seller in the ordinary course of business), and without any obligation to pay any royalties, honoraria, fees or other payments to any person as a result of such use, transfer or license. The Seller, to the extent that it does, or that the Buyer will be obliged to do under any of the Ancillary Agreements, any of the following, has the valid right to use and exclusively or non-exclusively license: (i) the Third Party Software; and (ii) all Intellectual Property Rights which are the subject of any Material IP Agreement which grants the Seller Intellectual Property Rights used in the conduct of the Business. The Seller does not require any Intellectual Property Rights other than the Intellectual Property and those Intellectual Property Rights licensed to it pursuant to the IP Agreements and the Music Licences in order to carry on the Business materially in the same way as at the date of this Agreement. |
50 | The Seller is the registered proprietor of, or applicant in respect of, each item of the Registered Intellectual Property and registered with the relevant registry as the registrant of each Domain Name. So far as the Seller is aware, all Intellectual Property is valid, subsisting and enforceable. |
51 | None of the Registered Intellectual Property for which Part 1 of Schedule 7 specifies a renewal fee due date and none of the agreements with any registry regarding any of the Domain Names listed in Part 4 of Schedule 7 has expired or has been cancelled or terminated. All filing and registration fees and, where |
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Part 1 of Schedule 7 specifies a renewal fee due date, all renewal and maintenance fees which were, are or will be due with respect to any item of Registered Intellectual Property or the Domain Names on or before Completion have or will have been paid as of the Completion Date. The Seller is not required to do any act within 120 days of the date of this Agreement the omission of which would jeopardise the maintenance or prosecution of any item of the Registered Intellectual Property or the Domain Names. |
52 | No Open Source Software (i) has been or is incorporated or combined with any Owned Software, (ii) has been or is being distributed in conjunction with any Owned Software; or (iii) has been used or is being used, in such a way that, with respect to clause (i), (ii), or (iii), creates, or purports to create obligations for the Seller or any of its successors with respect to any Owned Software or grants, or purports to grant, to any third party, any rights or immunities under any Owned Software (including using any Open Source Software that require, as a condition of use, modification or distribution of such Open Source Software that other software incorporated into, derived from or distributed with such Open Source Software be (i) disclosed or distributed in source code form, (ii) be licensed for the purpose of making derivative works, or (iii) be redistributable at no charge). |
53 | The Seller, or any other party acting on its behalf, has not disclosed or delivered, nor permitted the disclosure or delivery of, any Owned Software Source Code (as defined below) to any escrow agent or other person, except in the ordinary course of business to any person involved in the development of software for the Seller for the sole purpose of such development. The Seller is not party to any Contract pursuant to which the Seller may be required to deposit, with an escrow agent or other party, any Owned Software Source Code. ‘Owned Software Source Code’ means, collectively, any human readable software source code, or any material portion or aspect of the software source code, or any material algorithm contained in or relating to any software source code, that constitutes Owned Software. |
54 | So far as the Seller is aware, there has been, and there is, no infringement by any third party, including any current or former employee, or any current or former consultant or independent contractor of any entity of the Seller’s Group of any of the Intellectual Property, and no such infringement is anticipated. |
55 | So far as the Seller is aware, none of the Material IP Agreements or Music Licences, is the subject of any claim, dispute or proceeding that is pending or threatened: |
56 | So far as the Seller is aware, the operation of the Business as currently conducted (i) has not materially violated and does not materially violate any IP Agreement, and (ii) has not infringed or misappropriated, and does not infringe or misappropriate, any Intellectual Property Rights of any third party, and there is no pending claim or litigation asserting any material infringement or misappropriation or contesting the validity, ownership or right of the Seller to use any Intellectual Property. |
57 | Neither the execution, delivery or performance of this Agreement or the Ancillary Agreements nor the consummation of the sale and purchase of the Business or any other transaction contemplated by any of the Ancillary Agreements will: (i) constitute a material breach of or default under any IP Agreement, or any Music License; or (ii) cause the termination of, or give rise to a right of termination of, any IP Agreement, and, except as specified in Part 3 of Schedule 7, any Music License; or (iii) materially impair the right of the Buyer to use, license, or dispose of any Intellectual Property or portion thereof. |
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PART 4 – ICT SYSTEMS AND ICT CONTRACTS
58 | The ICT Systems have the performance capacity and are adequate for the purposes of carrying on the Business as at the date of this Agreement. |
59 | Except to the extent provided in the ICT Contracts, the Seller is the owner of and in possession of the ICT System, or is validly licensed to use the ICT Systems for at least twelve (12) months from the date of this Agreement. The Seller has furnished to the Buyer a complete and correct copy of each material ICT Contract before the date of this Agreement. |
60 | Part 1 of Schedule 8 contains a list of all material ICT Contracts. So far as the Seller is aware, each ICT Contract is valid and binding and the Seller has not breached any such contract. |
61 | The ICT Systems: |
(a) | are functioning properly, are fit for the purposes of carrying on the Business and have sufficient scalability, capacity, functionality and performance to meet the present and the reasonably projected requirements of the Business for 12 months after the Effective Time; |
(b) | are properly maintained and operated by the Seller to continue operating the Business in its present and presently contemplated form; |
(c) | are free from defects in design, material and workmanship; |
(d) | include sufficient user information to enable reasonably skilled personnel in the field to use and operate the ICT Systems without the need for further assistance; and |
(e) | have adequate safety, continuity and back-up procedures. |
62 | No ICT System has experienced any breakdowns or usage failures in the past twenty-four (24) months that have caused a material interruption of the business operations of the Seller or, to the best of the knowledge of the Seller, any of the Seller’s customers in the Business, for more than two (2) consecutive hours. |
63 | The Seller operates appropriate data storage and disaster recovery plans as necessary to enable it to carry on the conduct of the Business in the normal course in the event of any failure of any of ICT Systems. |
64 | No person is employed or engaged in the Business (whether under a contract of service or contract for services) other than the Employees, and the Employees are all employed by a Seller Employer and work wholly or mainly in the Business |
65 | The Seller has disclosed: |
(a) | complete and accurate copies of all current service contracts for Senior Employees; |
(b) | complete and accurate copies of standard template employment contracts currently used by the Seller in the countries where Employees are located other than Senior Employees and of all employee handbooks and employment-related policies which apply to the Employees; |
(c) | complete and accurate particulars of the key current terms of employment of all Employees; |
(d) | complete and accurate copies of the contracts of employment of all Employees in each of China, France, Finland, India and the UK who will not sign new contracts of employment as part of the Microsoft Day Integration prior to Completion; |
(e) | complete and accurate copies of standard Microsoft template contracts that will apply after the Microsoft Day Integration to Employees in all countries except China, France, Finland, India and the UK. |
(f) | complete and accurate details of all current remuneration which the Employees receive and a summary of the benefits plans that apply to each Seller Employer; and |
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(g) | complete and accurate copies of all current agreements or arrangements with any trade union, employee representative or body of employees or their representatives which may affect the Employees. |
66 | Except where individual contracts of employment of Employees have been disclosed, all Employees are employed, or will be employed after the Microsoft Day Integration, on one of the applicable template contracts disclosed for each country. |
67 | No Seller Employer has made to any person any offer of employment or engagement to work in the Business that has not yet been accepted or that has been accepted but the employment or engagement has not yet started. |
68 | All current contracts of employment of the Employees and contracts for services for the supply of workers wholly or mainly dedicated to the Business with any agents of a Seller Employer are terminable by the relevant Seller Employer at any time on three months’ notice or less without compensation (other than for compensation under any applicable statutory regime in the relevant jurisdiction). |
69 | No Seller Employer has offered, promised or agreed to any future variation in any contract of employment of any one of the Employees or any other person employed by a Seller Employer in respect of whom liability is deemed by the ARD or Similar Laws to pass to the Buyer. |
70 | So far as the Seller is aware, there are no enquiries or investigations existing, pending or threatened affecting a Seller Employer or the Business by the Equality and Human Right Commission, the Health and Safety Executive or other bodies with similar functions or powers in relation to any Employees. |
71 | No Employee: |
(a) | has given or received notice to terminate their employment or engagement; or |
(b) | has been off sick for a period of six months or more in any twelve-month period within the three years ending on the date of this agreement (whether or not consecutive), or is receiving payment under any sickness or disability or permanent health insurance scheme; or |
(c) | is on secondment, maternity or other statutory leave or otherwise absent from work; or |
(d) | is subject to a current disciplinary warning or procedure; or |
(e) | so far as the Seller is aware, has objected to the transfer of the Business and/or their employment to the Buyer. |
72 | All salaries, wages and fees and other benefits of all Employees have, to the extent due, been paid or discharged in full together with all related payments to third party benefit providers or relevant authorities. |
73 | No past or present ARD Employee or Non-ARD Employee has any claim or right of action, either actual or which can reasonably be anticipated, against a Seller Employer. |
74 | There are no terms and conditions in any contract with any Employee, and no commitment has been made (whether or not legally binding) to any Employee, pursuant to which such person will be entitled to receive any payment or benefit or such person’s rights will change, or an entitlement of such Employee to terminate his employment or engagement will be triggered, as a direct consequence of the completion of the transaction contemplated by this Agreement. |
75 | All Employees are legally entitled to work in, and have complied with the local asylum and immigration requirements in, the relevant jurisdiction. |
76 | A complete list of all jurisdictions in which any Employees require work permits, visas or any other form of permission in order to comply with local asylum and immigration requirements has been disclosed. |
77 | All Employees in all countries except China, France, Finland, India and the UK have consented (in writing) to the changes to be made to their terms and conditions of employment as part of the Microsoft Day Integration. |
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78 | There are no retirement benefit or life assurance schemes to which the Seller contributes or has contributed under which any of the Employees or their dependants are or will be entitled to benefit. |
79 | There is no legal liability or voluntary commitment of the Seller to pay or make provision for payment of any pension, lump sum, gratuity or other benefit on retirement, death, sickness, disability or other similar circumstances in respect of any of the Employees or their dependants. |
INTERESTS
80 | The Leasehold Property comprises all the land and buildings owned by the Company or used or occupied by it or in which it has any other interest, right or liability. |
81 | The information in Part 1 of Schedule 1 is complete and accurate in all material respects and not misleading. |
TITLE
82 | There are no subsisting contracts involving any disposition of the Leasehold Properties or any interest in it. |
83 | The Seller has good and marketable title to and is the sole legal and beneficial owner of the Leasehold Properties. |
84 | The Leasehold Properties is free from any mortgage or charge, security interest, option, right of pre-emption, licence, rent charge, overriding interest (as defined in the Land Registration Act 2002), or lien or other similar interest (including any arising by statute). |
STATUTORY OBLIGATIONS, NOTICES AND ORDERS
85 | There are no outstanding unobserved or unperformed obligations with respect to the Leasehold Properties which are necessary to comply with the requirements (whether formal or informal) of any Competent Authority exercising statutory or delegated powers. |
CLAIMS AND DISPUTES AND OTHER MATTERS
86 | No notice, action, claim, proceeding, demand, dispute or liability (contingent or otherwise) in respect of the Leasehold Properties or its use is outstanding or anticipated, nor are there any known circumstances or issues which would negatively impact on the current use of the Leasehold Property going forward. |
87 | All rent and outgoings have been paid up-to-date and there are no outstanding liabilities for any rent, rates, taxes, charges or other sums due in respect of the Leasehold Properties. |
88 | The Seller is not for any reason anticipating the expenditure of any material sum of money in respect of the Leasehold Properties or incurred by the landlord of the lease of the Leasehold Properties which is recoverable from the Seller (this includes but is not limited to material repairs/dilapidations costs and re-location costs). |
89 | All covenants, conditions and agreements contained in the Leases, on the part of the landlord and the tenant, have been complied with in all material respects and no notice of breach of any of the tenant’s obligations under the Leases has been received from the landlord by the Seller and there has been no refusal to accept rent, nor are there any circumstances rendering any of the foregoing likely. |
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90 | So far as the Seller is aware, the Seller and each relevant member of the Seller’s Group has complied in all material respects with all statutory provisions, rules, regulations, orders and directions in relation to the Business concerning VAT, payroll and employment taxes (including all withholdings or deductions required by law) and national insurance and social security contributions including the making on time of accurate returns and payments and the proper maintenance and preservation of records, and the Seller and each relevant member of the Seller’s Group has not incurred any penalty, notice or warning in relation to such returns, payments and records. |
91 | No Tax Authority has operated or agreed to operate any arrangement that is not based on a strict application of the relevant legislation or published practice in relation to the Tax affairs of the Business. |
92 | None of the Seller or any relevant member of the Seller’s Group is involved in any dispute with any Tax Authority or, so far as the Seller is aware, is the subject of any enquiry by any Tax Authority which may, in either case, materially affect the Business or any of the Assets. |
93 | All documents in the possession or under the control of the Seller and any relevant member of the Seller’s Group which establish or are necessary to establish the right or title of the Seller or any relevant member of the Seller’s Group to the Assets and which attract stamp duty have been duly stamped and any applicable stamp duties or charges in respect of such documents or transactions necessary to establish the right or title of the Seller or the relevant member of the Seller’s Group to the Assets have been duly accounted for and paid. |
94 | All VAT payable on the importation of goods and all customs and excise duties payable to any Tax Authority in respect of the Assets have been paid in full and none of the Assets is liable to confiscation, forfeiture or distress |
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INTERPRETATION AND APPLICATION
95 | The limitations and exclusions set out in this Schedule shall not apply: |
(a) | to any Claim which arises from; |
(b) | to the amount by which any Claim is increased as a result of; or |
(c) | where the delay in the discovery of any Claim arises from, |
the fraud, deceit or wilful concealment by the Seller. The amount, or the increase in the amount, of any such Claim shall accordingly be disregarded for the purpose of calculating the amount specified in paragraph 6.
TIME LIMIT FOR MAKING CLAIMS
96 | The Seller shall not be liable for a Claim unless: |
(a) | in the case of a Claim other than under the Tax Warranties or the Fundamental Warranties, the Buyer gives to the Seller written notification of the particulars of the Claim in reasonable detail as soon as possible and in any event before the period ending 18 months after Completion; |
(b) | in the case of a Claim under the Fundamental Warranties, the Buyer gives to the Seller written notification of the particulars of the Claim in reasonable detail as soon as possible and in any event before the seventh anniversary of Completion; and |
(c) | in the case of a Claim under the Tax Warranties, the Buyer gives to the Seller written notification of the particulars of the Claim in reasonable detail as soon as practicable and in any event before the seventh anniversary of Completion; and |
(d) | liability for the Claim is accepted by the Seller in writing or court proceedings in respect of the Claim are instituted and duly served in either case within 9 months from the last day for notification of the Claim under sub-paragraph (a). |
Time shall be of the essence for the purpose of this paragraph.
EXCLUSION OF SMALL CLAIMS
97 | The Seller shall not be liable for a Claim unless the amount payable in respect of that Claim: |
(a) | individually exceeds US$40,000; and |
(b) | in aggregate exceeds US$400,000 when added to the amount which is payable in respect of every other Claim, |
in which case the Seller shall be liable for the whole amount and not merely the excess.
98 | For the purpose of paragraph 3, two or more Claims arising from the same circumstance, or from the same set of circumstances, shall be treated as a single Claim. |
99 | For the purpose of determining the amount of the Claim in paragraph 3, no account shall be taken of any amount for which the Seller has no liability by virtue of any other paragraph of this Schedule and, subject thereto, the amount of the Claim shall be taken as being the amount agreed or finally determined to be payable in respect of that Claim. |
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MAXIMUM LIABILITY
100 | The total liability of the Seller (including liability for interest and for legal and other professional costs if any) for all Claims shall not exceed: |
(a) | in the case of Claims relating to a breach of the Tax Warranties or the Business Warranties together with all claims under Schedule 6, US$8,000,000; and |
(b) | in the case of all Claims together with all claims under Schedule 6, the Consideration. |
BUYER’S KNOWLEDGE
101 | The Seller shall not be liable for a Claim in respect of any matter of which the Buyer has actual knowledge at the date of this Agreement and the Buyer shall be deemed to have actual knowledge of all matters fairly and accurately disclosed in the final reports prepared for the Buyer for the purposes of its due diligence exercise into the Business by its, solicitors and accountants. |
PROVISION IN ACCOUNTS, CHANGES IN LEGISLATION ETC
102 | The Seller shall not be liable for any Claim: |
(a) | which arises in respect of any breach of Warranty which is capable of remedy except to the extent that the relevant breach remains unremedied after the expiry of 30 days following receipt by the Seller of a written notice from the Buyer giving full particulars of the relevant breach and requiring it to be remedied; |
(b) | to the extent of any amount which is provided for in the Accounts; |
(c) | to the extent that the Claim would arise or the amount of the Claim would be increased after the date of this Agreement as a result of: |
(i) | the enactment of any Legislation; |
(ii) | a change in law or previously published practice of any administrative authority (including a Tax Authority); |
(iii) | a change in the basis or method of calculation of Tax made after the date of this Agreement (other than where such change is necessary to comply with applicable accounting standards); or |
(iv) | the amendment, modification or withdrawal of any extra-statutory concession previously made available by a Tax Authority; |
(d) | to the extent that the liability to which the Claim relates is attributable to any act, omission, transaction or arrangement of the Buyer, or any member of the Buyer’s Group (including any change in accounting bases, policies, practices or methods applied in preparing any accounts or valuing any assets or liabilities of the Business from those used in preparing the Accounts) which act, omission, transaction or arrangement: |
(i) | was not in the ordinary course of business as carried on prior to the date of this Agreement; or |
(ii) | could reasonably have been avoided, |
(e) | to the extent that the same occurs after the date of this Agreement; |
(f) | to the extent of the amount by which any Assets shall have been omitted, understated or over-depreciated in the Accounts or any Assumed Liabilities shall have been overstated in the Accounts; or |
(g) | to the extent that it relates to any consequential loss of any kind including loss of goodwill or opportunity or future profits. |
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RECOVERY FROM A THIRD PARTY ETC
103 | The amount of the Seller’s liability for any Claim shall be reduced by: |
(a) | any sum which is recovered (whether by way of insurance, indemnification or otherwise) by the Buyer or a member of the Buyer’s Group (otherwise than from another of those companies) in respect of the loss or damage suffered by reason of the relevant breach, less the amount of any reasonable costs and expenses incurred in obtaining payment of that sum and of any Tax for which the Buyer or a member of the Buyer’s Group may be liable by reason of its receipt of that sum; |
(b) | the amount by which any provision or reserve made in the Accounts for the liability giving rise to any other Claim is found to exceed the actual amount of the liability; and |
(c) | the amount, if any, by which any Tax for which the Buyer is or would be liable but for the circumstances giving rise to the Claim is reduced or extinguished by reason of the circumstances giving rise to the Claim, |
and if the Seller has paid to the Buyer any amount in respect of the Claim before the recovery of that sum, the Buyer shall repay to it, or procure the repayment to it of, the amount by which its liability is so reduced.
NO DOUBLE RECOVERY
104 | The Buyer shall not be entitled to recover damages or otherwise obtain reimbursement or restitution more than once in respect of the same loss. |
CONTINGENT CLAIMS
105 | If the Claim arises in connection with a liability of the Buyer which, at the time at which the claim is notified to the Seller, is contingent then the Seller will have no obligation to make any payment to the Buyer in respect of that breach unless and until such time as the contingent liability ceases to be contingent and becomes an actual liability. |
CONSEQUENTIAL LOSS ETC
106 | The Seller shall not be liable whether in contract, tort or for breach of statutory duty or otherwise for any loss of profits, use, opportunity, goodwill, business or anticipated savings or for any indirect or consequential losses or for any third party claims in connection with this Agreement regardless of whether any such loss or claim was foreseeable or not and of whether or not the Seller was informed of the possibility of any such loss or claim. |
NO LIMITATION
107 | Each limitation of liability set out in this Schedule 4 shall be separate and independent and save as expressly provided otherwise in this Agreement shall not be limited by reference to any other such limitation or any other provision of this Agreement. |
RESTRUCTURING
108 | The Buyer shall not to be entitled to bring a Claim or otherwise bring a claim under this Agreement to the extent the loss has been provided for in determining the Restructuring Costs. |
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PROCEDURE FOR MAKING A CLAIM
109 | If any matter which will or in the reasonable opinion of the Buyer might give rise to a Claim comes to the notice of the Buyer, the following provisions shall apply: |
(a) | the Buyer shall as soon as reasonably practicable and in any event within 20 Business Days of becoming aware of the matter, notify the Seller in writing of the matter and, at its expense, make available to it all information and documents in the possession or under the control of the Buyer in so far as they relate to that matter; |
(b) | the Buyer shall not make any admission of liability or take any other action (except as required by law or by a Competent Authority) in connection with the matter without the previous written consent of the Seller (which shall not be unreasonably delayed or withheld); |
(c) | subject to it being indemnified to its reasonable satisfaction against all costs and expenses (including additional Tax) which might be incurred by it and which it would not otherwise incur, the Buyer shall take all such steps as the Seller may reasonably request to mitigate its liability under the Claim; |
(d) | subject to it being indemnified to its reasonable satisfaction against all costs and expenses (including additional Tax) which might be incurred by it and which it would not otherwise incur, the Seller shall be entitled at any time by notice in writing to the Buyer to require that the Seller shall have the sole conduct and control on behalf of the Buyer of any actual or threatened claim, demand or proceedings against the Buyer which may give rise to a Claim and following such notice, without prejudice to the generality of the foregoing, the Seller shall in its absolute discretion be entitled to avoid, dispute, resist, settle, compromise, defend or appeal any such claim and the Buyer shall give to the Seller all such information and assistance as the Seller may reasonably require for such purposes, including instructing any such solicitors, Counsel or other professional advisers as the Seller may nominate to act on behalf of the Buyer or member of the Buyer Group but in accordance with the Seller’s instructions, and the Buyer shall not do anything inconsistent therewith. |
110 | The obligations of the Buyer and other members of the Buyer’s Group under paragraphs 15 (c) and (d) shall not apply if in the reasonable opinion of the Buyer their performance would require the Buyer to do or omit to do any act or thing which act or omission would be or would likely to be materially prejudicial to the business, goodwill, standing or reputation of the Business or a member of the Buyer’s Group or to their respective relationships with customers, suppliers, employees or governmental, regulatory or taxation authorities. |
111 | The Seller’s liability for a Claim shall be conditional upon compliance with the provisions of paragraph 15 in relation to that Claim. |
112 | Nothing contained in this Schedule shall limit the Buyer’s obligations at common law to mitigate any loss or damage resulting from or arising as a consequence of any circumstances giving rise to any Claim. |
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113 | The Buyer has the requisite power and authority to enter into and perform the Buyer Documents. |
114 | This Agreement constitutes and the Buyer Documents will, when executed, constitute binding obligations of the Buyer in accordance with their respective terms. |
115 | No order has been made and no resolution has been passed for the winding up of the Buyer or for a provisional liquidator to be appointed in respect of it and no petition has been presented and no meeting has been convened for the purposes of its winding up. |
116 | No administrator has been appointed in respect of the Buyer and no notice, petition or other documents have been given or filed for the purpose of placing it in administration. |
117 | No receiver (which expression shall include an administrative receiver) has been appointed in respect of the Buyer. |
118 | The Buyer is not insolvent or unable to pay its debts within the meaning of section 123 of the Insolvency Xxx 0000 and has not stopped paying its debts as they fall due. |
119 | No voluntary arrangement has been proposed under section 1 of the Insolvency Xxx 0000 in respect of the Buyer. |
120 | No event analogous to any of the foregoing has occurred in or outside England with respect to the Buyer. |
121 | The Buyer has obtained all necessary shareholder and board approvals in respect of this Agreement and the Buyer Documents. |
122 | The execution and delivery of, and the performance by the Buyer of its obligations under, this Agreement and the Buyer Documents will not: |
(a) | constitute or result in a breach of any provision of its memorandum or articles of association; |
(b) | constitute or result in a breach of, or constitute a default under, any instrument to which it is a party or by which it is bound and which is material in the context of the transactions contemplated by this Agreement; |
(c) | constitute or result in a breach of any order, judgment or decree of any court or governmental agency to which it is a party or by which it is bound and which is material in the context of the transactions contemplated by this Agreement; or |
(d) | require it to obtain any consent or approval of or give any notice to or make any registration with any governmental or other authority which has not been unconditionally and irrevocably obtained or made at the date of this Agreement. |
123 | The Buyer is acting as principal and not as agent or for or on behalf of any other person. |
124 | In respect of the Personal Data, the Buyer warrants that transfer of the Personal Data to the Buyer, or as the Buyer shall direct, as envisaged by this Agreement shall not involve or require the transfer of the Personal Data by the Seller to a recipient located outside the European Economic Area. |
125 | In respect of the management of customer opt outs which may be received following the sending of the Pre-Completion Customer Notice pursuant to clause 12.12, the Buyer warrants that it has sufficient technical and organisational measures in place to comply with its obligations in a timely and lawful manner. |
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126 | Transferring Employees: ARD Countries |
(a) | The Seller and the Buyer acknowledge and agree that the sale of the Business under this Agreement will constitute a transfer for the purposes of the ARD and Similar Law in the ARD Countries and accordingly, the contracts of employment and employment relationships between each Seller Employer and the ARD Transferring Employees as in force immediately before the Effective Time shall not terminate upon the Effective Time but will have effect from the Effective Time as if originally made between the Buyer and each ARD Transferring Employee and all the Seller Employers’ rights, powers, duties and liabilities under or in connection with such contracts and employment relationships shall transfer to the Buyer except in so far as such contracts relate to (i) benefits for old age, invalidity or survivors under any Occupational Pension Scheme save to the extent required by relevant applicable Legislation, or (ii) any ARD Employee who objects to the transfer of his contract of employment under the ARD or Similar Law. For the purposes of this Schedule 7, references to the Buyer shall include any member of the Buyer’s Group that employs any of the Transferring Employees with effect from the Effective Time. |
(b) | Each Seller Employer shall retain the services of the ARD Employees with the intent that their contracts of employment shall continue in force until the Effective Time and then be transferred to the Buyer under ARD or Similar Law on the Effective Time and each Seller Employer shall comply with all its obligations under such contracts of employment, under statute and under any agreement with any trade union or in respect of which it would be expected to comply by any regulatory, consultative or other body to which it is subject in relation to the Business. In particular, without limitation to the foregoing, each Seller Employer shall not, prior to the Effective Time, take any steps to: |
(i) | transfer any Employee from the Business to work wholly or mainly in another part of its business; |
(ii) | transfer any person who is not an Employee to work wholly or mainly in the Business; |
(iii) | employ or engage any person other than an Employee in the Business; |
(iv) | send any Employee on secondment; |
(v) | terminate the employment of any Employee otherwise than for gross misconduct, except for any terminations required for the purpose of transferring Employees between members of the Seller’s Group (by termination and rehire) as part of Microsoft Day Integration; or |
(vi) | make any changes or alteration to the terms and conditions of employment of any Employees otherwise than in the ordinary course of business or with the prior written consent of the Buyer, but, for the avoidance of doubt, changes or alterations that are connected with the transfer of Employees between members of the Seller’s Group as part of Microsoft Day Integration shall be permitted. |
127 | Transferring Employees: Non-ARD Countries |
(a) | In each of the Non-ARD Countries where offer and acceptance is an appropriate and agreed approach to the transfer the employment of the Non-ARD Employees to the Buyer, the parties shall comply with paragraphs 2(b) to (e) below. In all other Non-ARD Countries, the parties shall discuss in good faith and agree (subject to discussion with the relevant Non-ARD Employee) on the most appropriate and effective approach to be taken in respect of the Non-ARD Employees in those countries, and if no agreement can be reached by the date that falls three weeks prior to the Effective Time, paragraphs 2(b) to (e) below shall apply. |
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(b) | The Buyer will at least two weeks prior to the Effective Time, make a written offer of employment to take effect from the Effective Time to each of the Non-ARD Employees on such terms and conditions (including without limitation terms as to remuneration and benefits) that are materially the same and no less favourable overall than those which the Non-ARD Employees enjoyed immediately prior to such offer being made and with continuity of employment recognised in accordance with paragraph 4(b). |
(c) | The Buyer shall not directly or indirectly induce or persuade or seek to induce or persuade any Non-ARD Employee not to accept any offer made or to be made pursuant to paragraph 2(a) above. |
(d) | The Buyer shall allow each of the Non-ARD Employees made an offer of employment under paragraph 2(b) above a period of seven (7) calendar days to decide to accept that offer of employment. Where any Non-ARD Employee accepts an offer of employment made under paragraph 2(a) above, each Seller Employer will permit the relevant Non-ARD Employee to leave his employment to take up employment with the Buyer with effect from the Effective Time without having worked the whole of any applicable notice period. |
(e) | The Buyer will, upon written request from the relevant Seller Employer and provided the relevant Non-ARD Employee consents, provide the relevant Seller Employer with the details of the material terms of the offers made to the Non-ARD Employees pursuant to this paragraph. |
(f) | Any Non-ARD Employee accepting an offer of employment made under paragraph 2(a) above, or agreeing to an alternative approach to transfer his employment under paragraph 2(a) above, will be regarded as being and treated as a “Non-ARD Transferring Employee” for the purposes of this Schedule and the Buyer shall be responsible for all Employment Liabilities in respect of the Non-ARD Transferring Employees with effect from the Effective Time. |
128 | Transferring Employees: ARD Countries and Non-ARD Countries |
(a) | All Employment Costs in respect of the Transferring Employees: |
(i) | for any period up to the Effective Time (whether or not due for payment by that date) shall be borne and discharged by Seller, including, for the avoidance of doubt, all Special Retention Bonuses; and |
(ii) | for any period on or from the Effective Time will be borne and discharged by the Buyer, |
and will if necessary be apportioned on a time basis between the Seller and the Buyer.
(b) | Each Seller Employer shall comply with its obligations to inform and consult with the Employees or any Employee Representatives in accordance with the ARD or Similar Law (in respect of ARD Employees) or as otherwise required. |
(c) | The Buyer will provide the Seller no later than 28 days prior to the Effective Time with any information that the Seller reasonably requires to enable it or each Seller Employer to comply with its obligations under paragraph 3(b) above (including without limitation details of any measures) that the Buyer envisages taking in relation to those ARD Employees who become ARD Transferring Employees. |
(d) | The Buyer and the Seller will each give to the other such further assistance and information as they may reasonably require in order to comply with their respective obligations with regard to the provision of information and consultation in accordance with the ARD or Similar Law or as otherwise required. |
(e) | The Seller and Buyer intend that for the purposes of any severance or termination benefit plan, program, policy, agreement or arrangement with a Seller Employer and any statutory termination indemnity, notice requirement or statutory severance under applicable law or Legislation, the transactions contemplated by this Agreement shall not constitute a severance of employment of any Non-ARD Transferring Employee. The parties shall cooperate and make reasonable |
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endeavours to take all appropriate steps to realise the intent of this paragraph 3(e) (which may include executing a form of tripartite agreement between the Seller Employer, the relevant member of the Buyer’s Group and the Non-ARD Transferring Employee, if the parties agree such a mechanism is in their mutual interest). For the avoidance of doubt, where the transactions contemplated by this Agreement do constitute a severance of employment of any Non-ARD Transferring Employee, the Seller shall bear all applicable severance and termination payments or benefits and the Seller shall indemnify, keep indemnified and fully reimburse the Buyer against all Employment Liabilities incurred, suffered or paid by the Buyer arising directly or indirectly in connection with such severance of employment of a Non-ARD Transferring Employee. |
129 | Commencement: Terms of Employment after the Effective Time |
(a) | The terms on which the Buyer shall employ the Non-ARD Transferring Employees shall at all times be in compliance with the requirements of this paragraph 4. |
(b) | The Buyer will: |
(i) | recognise and give credit for the accrued length of service that each Transferring Employee has completed with the relevant Seller Employer immediately prior to the Effective Time for all purposes, including: |
(A) | career advancement and promotion consideration; |
(B) | eligibility and vesting under retirement plans or pension benefit plans; |
(C) | eligibility to participate in medical, dental and other similar benefits plans; and |
(D) | vacation, retirement and severance plans and benefits; |
(ii) | subject to the process agreed pursuant to paragraph 2(a) above, ensure that there is no break in employment; |
(iii) | take full responsibility for all travel and relocation requirements and costs associated with any relocation of the Transferring Employees; and |
(iv) | from the Effective Time for the period up to and including 31 December 2015, provide each Transferring Employee who is involuntarily terminated by the Buyer without “cause” with severance and termination benefits, to the extent applicable, in an amount equal to the severance and termination benefits that would be due under the comparable applicable severance and termination benefit plans, programs, policies, agreements or arrangements of the Seller Employer that employed each Transferring Employee prior to the Effective Time in effect on the date of this Agreement. Without limiting the foregoing, in the event that Buyer, without a Transferring Employee’s prior consent, (i) reduces the wage rate or base salary of any Transferring Employee as in effect for such Transferring Employee immediately prior to the Effective Time or (ii) relocates a Transferring Employee’s principal place of employment to a facility or location that is more than fifty (50) kilometres (or such shorter distance as may be required pursuant to applicable Law) from the Transferring Employee’s principal place of employment as of immediately prior to the Effective Time (either of clause (i) or (ii) being “Good Reason”), in either case during the period from the Effective Time up to and including 31 December 2015, such Transferring Employee shall be entitled (for a period not to exceed thirty (30) days following the event giving rise to Good Reason) to terminate his or her employment and receive severance consistent with the terms of the previous sentence. For the purposes of this paragraph, “cause” shall mean a good faith determination by the Buyer that any of the following has occurred: (i) willful and gross misconduct or gross neglect of employee’s material duties (ii) commission by employee of a misdemeanor with moral turpitude or a felony/criminal offence under the law of the jurisdiction in which such employee works; (iii) commission by employee of fraud, theft or dishonesty in connection with the Buyer or |
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any member of the Buyer’s Group; (iv) material breach by employee of their obligations under their contract of employment, the Buyer’s written policies or any agreement with the Buyer that results in injury to any member of the Buyer’s Group; or (v) the employee is found guilty of any conduct which in the opinion of the Buyer brings the employee, the Buyer or any member of the Buyer’s Group into disrepute. |
130 | Indemnities |
(a) | The Seller shall indemnify, keep indemnified and fully reimburse the Buyer against all Employment Costs and Employment Liabilities incurred, suffered or paid by the Buyer arising directly or indirectly in connection with: |
(i) | the employment of any of the Transferring Employees, or the termination of their employment, on or prior to the Effective Time; |
(ii) | any act, omission or fault of the Seller (or a Seller Employer) or any other event, matter or circumstance occurring or having its origin before the Effective Time in respect of any of the Transferring Employees; |
(iii) | the Seller’s (or a Seller Employer’s) failure to comply with any obligation it has to inform or consult with Employees or their Employee Representatives in accordance with the ARD or Similar Law or otherwise save where the Buyer has failed to comply with its obligations under the same (but, for the avoidance of doubt, this indemnity shall not apply to a failure to comply with any obligation to inform or consult in accordance with the ARD or Similar Law in respect of Non-ARD Employees or any failure by the Seller to conduct a 60-day pension consultation with Employees prior to the Effective Time in accordance with the Pension Regulations is subject to the Buyer’s indemnity at paragraph 5(g)(vi) below); |
(iv) | any claim or proceedings filed in a UK court of law by an ARD Transferring Employee in respect of any early retirement or redundancy pension or lump sum benefit acquired under the Nokia Group (UK) Pension Scheme, in respect of service prior to Completion and calculated by reference to the ARD Transferring Employee’s earnings at Completion, for which the Buyer has become liable as a result of the TUPE Regulations. The provisions of paragraphs 15 and 18 of Schedule 4 shall apply to any claim made under this indemnity. |
(b) | The Seller shall not be obliged to indemnify the Buyer under paragraph 5(a) above in respect of any Employment Liability to the extent that the relevant Employment Liability: |
(i) | is one which falls within the scope of any of the Buyer’s indemnities under paragraph 5((g) below: |
(ii) | arises as a result of a negligent or unlawful discriminatory act by the Buyer; |
(iii) | arises solely from the accrual of service by any of the ARD Transferring Employees prior to the Effective Time; or |
(iv) | is one in respect of which the Buyer has the benefit of any insurance policy transferred by operation of law from Seller to the Buyer. |
(c) | If it is found or alleged that any contract of employment relating to a person who is or has been an employee of a Seller Employer other than a Transferring Employee has effect as if originally made between the Buyer and that person as a result of the operation of the ARD or Similar Law then the Buyer shall, having become aware of such finding or allegation in relation to such contract, or alleged effect: |
(i) | notify the Seller as soon as possible of such finding or allegation (“Notification”); |
(ii) | the Seller shall, within the period of 14 days from the date of receipt by the Seller of such Notification make an offer of employment to such person on terms overall no less |
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favourable (save for benefits for old age, invalidity or survivors under any Occupational Pension Scheme) than the employment contract of such person in existence immediately prior to the Effective Time, to take effect upon termination of the existing employment contract of such person; |
(iii) | if such offer is accepted, the Buyer shall immediately release such person from its employment; and |
(iv) | if no such offer is made within the 14 days period referred to in paragraph (c)(ii) above or if an offer is made but not accepted within that 14 day period, the Buyer may, after the Buyer has notified the Seller in writing of its intention to do so, terminate the employment of such person. |
(d) | Subject to the provisions of paragraph 5(c) above being followed by the Buyer, the Seller will indemnify, keep indemnified and fully reimburse the Buyer against any Employment Costs and Employment Liabilities arising in connection with the employment of any such person from the Effective Time until the termination of such employment and against any Employment Liabilities arising out of such termination, provided that: |
(i) | such indemnity shall not apply in respect of any person in respect of whom a Notification is received by the Seller more than six months after the Effective Time; and |
(ii) | the Buyer complies with the contract of employment of such person and uses its reasonable endeavours to comply with such procedures as are required to lawfully terminate employment under local law or Legislation; and |
(iii) | the Seller’s indemnity shall not cover claims arising out of the employment or termination of any such person for unlawful discrimination, harassment or whistleblowing. |
(e) | If the employment contract of any ARD Employee does not have effect after the Effective Time as if originally made with the Buyer (other than by reason of an ARD Employee exercising his rights under ARD or Similar Law to object to the transfer): |
(i) | the Seller shall notify the Buyer as soon as possible of such finding; |
(ii) | the Buyer shall, in consultation with the Seller, within 14 days of being notified of such finding by the Seller, make an offer of employment to such ARD Employee on terms overall no less favourable (save for benefits for old age, invalidity or survivors under any Occupational Pension Scheme) than the employment contract of such person in existence immediately prior to the Effective Time to take effect upon termination of the existing employment contract; and |
(iii) | if such offer is accepted, the Seller shall procure that the relevant Seller Employer terminates the employment of such ARD Employee immediately. |
(f) | If an offer in paragraph (e)(ii) is not accepted, the Seller shall indemnify, keep indemnified and fully reimburse the Buyer against all Employment Costs and Employment Liabilities arising in connection with the employment of any such ARD Employee from the Effective Time until the termination of such employment and against all Employment Costs and Employment Liabilities arising in connection with such termination, provided that such indemnity shall not apply in respect of any person in respect of whom a Notification is received by the Seller more than six months after the Effective Time. |
(g) | The Buyer shall indemnify and keep the Seller indemnified and fully reimbursed against all Employment Costs and Employment Liabilities incurred, suffered or paid by the Seller arising directly or indirectly in connection with: |
(i) | the employment of or termination of employment by the Buyer of any of the Transferring Employees on or after the Effective Time; |
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(ii) | any act, omission or fault of the Buyer on or after the Effective Time in respect of the employment by the Buyer of any of the Transferring Employees on or after the Effective Time or any other event, matter or circumstance occurring or having its origin on or after the Effective Time for which the Buyer is responsible; |
(iii) | any change to take effect on or after the Effective Time to any term or condition of employment or working condition of any ARD Transferring Employee or any proposal to make such a change, which would be to the detriment of such ARD Transferring Employee (whether the change is proposed before or after the Effective Time and whether the relevant claim is made before or after the Effective Time) including without limitation any claim arising out of the resignation by any ARD Transferring Employee from the employment of the Seller as a result of any such change or proposed change; |
(iv) | any statement communicated or action done by the Buyer up to the Effective Time to or in respect of any Transferring Employee which has not been agreed in advance by the Seller in writing; |
(v) | any failure by the Buyer to comply with any applicable obligations it has with regard to the provision of information or consultation with Transferring Employees or their Employee Representatives to which the Buyer is subject under the ARD or Similar Law; and |
(vi) | any failure by the Seller to conduct a 60-day pension consultation with Employees prior to the Effective Time in accordance with the Pension Regulations. |
131 | International Retirement Plans |
The Seller undertakes that by the Effective Time, no Employee shall be an active member of or have any entitlement to be an active member of the Nokia International Retirement Plan or any other international retirement plan that the Seller operates for its expatriate employees.
132 | Non-solicitation |
The Seller shall not and shall procure that every member of the Seller’s Group shall not without the prior consent of the Buyer, for a period of 12 months from the Effective Time directly or indirectly (whether alone or in conjunction with or on behalf of some other person) solicit or entice, or endeavour to solicit or entice, away from the Buyer any of the Transferring Employees, unless such individual contacts any Seller Employer independently on his/her own initiative in response to a general recruitment advertisement issued by that Seller Employer.
133 | Ongoing Assistance Clause |
After the Effective Time the Buyer shall permit any Seller Employer and its authorized representatives upon reasonable notice during normal business hours to have full access to all personnel records of the Transferring Employees in order for that Seller Employer to respond to a subpoena, court order, audit, investigation, to obtain data for pension or other benefits, or otherwise as required by applicable Legislation and the Buyer shall provide any such Seller Employer, upon that Seller Employer’s reasonable request and at its expense, with copies of such personnel records.
134 | Additional Definitions |
In this Schedule:
“ARD” means the Acquired Rights Directive 2001/23 EC of the European Council dated 12th March 2001 as may be amended from time to time and such law, agreement or other measure in each ARD Country that implements or extends the ARD including in the TUPE Regulations;
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“ARD Countries” means any country in respect of which the parties have agreed that the ARD or Similar Law applies to the sale and purchase of the Business as contemplated by this Agreement, meaning Finland, Mexico, Turkey (but only in the event the Buyer has established a legal entity in Turkey) and the United Kingdom;
“ARD Employees” means Employees employed by a Seller Employer for the purposes of the Business in the ARD Countries;
“ARD Transferring Employees” means the ARD Employees whose employment automatically transfers to the Buyer in accordance with the ARD or Similar Law;
“Employment Costs” means anything paid to or in respect of any employee or worker and includes (without limitation) all salaries, wages, commissions, incentive payments, bonuses, all statutory contributions, holiday pay (including payment for accrued but untaken holiday), national insurance and other social security contributions or payments, pension contributions and employer’s insurance contributions made to or on behalf of or in respect of an employee, taxation (including all income or other tax deductible by law from an employee’s or worker’s pay), expenses and all other emoluments, benefits and outgoings;
“Employment Liabilities” includes all awards, compensation, costs, expenses, losses, liabilities, damages, claims, proceedings, awards, fines, orders, demands, actions, payments by way of settlement, penalties, payments pursuant to Court or Tribunal awards or orders and other liabilities (including legal and other professional fees and expenses on an indemnity basis) whenever or howsoever arising or brought;
“Employee Representatives” means recognised trade unions, works councils or other appropriate elected or appointed employee representatives;
“Microsoft Day Integration” means the planned restructuring and integration activities that Seller’s Group is undertaking to integrate the acquired Nokia devices and services business;
“Non-ARD Countries” means those countries in respect of which the parties have agreed that the ARD or Similar Law does not apply to the sale and purchase of the Business as contemplated by this Agreement, meaning Brazil, China, France, Germany, India, Indonesia, Italy, Russia, South Africa, Spain, Turkey (but only in the event the Buyer has not established a legal entity in Turkey), United Arab Emirates and United States of America;
“Non-ARD Employees” means the Employees employed by a Seller Employer for the purposes of the Business in the Non-ARD Countries;
“Occupational Pension Scheme” means an occupational pension scheme as defined in Section 1 of the UK Xxxxxxx Xxxxxxx Xxx 0000 and any other supplementary company or intercompany pension scheme outside a statutory social security scheme;
“Pension Regulations” means the United Kingdom Occupational and Personal Pension Schemes (Consultation by Employers and Miscellaneous Amendment) Regulations 2006;
“Similar Law” means any Legislation of any country outside the European Union that is similar to, has, or is equivalent in terms of its effect to the ARD;
“Special Retention Bonus” means the special one-off retention bonus payments offered to Employees in a letter from Xxxxx Xxxxxxxxx sent in or around October 2014 and set out in the anonymised spreadsheet disclosed by the Seller; and
“Transferring Employees” means the ARD Transferring Employees and Non-ARD Employees who at the date of this Agreement are those persons whose details are set out in Annex A.
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PART 1 REGISTERED INTELLECTUAL PROPERTY
Country |
Xxxx Name | Status | App No. | Filed Date |
Registration Number |
Granted Date | Renewal Due Date | |||||||
Australia |
MIXRADIO AND DESIGN |
Application | IR 1,177,894 | 21 August 2013 | ||||||||||
Brazil |
MIXRADIO AND DESIGN |
Published | 840,794,339 | 14 February 2014 | ||||||||||
Brazil |
MIXRADIO AND DESIGN |
Published | 840,794,347 | 14 February 2014 | ||||||||||
Brazil |
MIXRADIO AND DESIGN |
Published | 840,794,355 | 14 February 2014 | ||||||||||
Brazil |
MIXRADIO AND DESIGN |
Published | 840,794,371 | 14 February 2014 | ||||||||||
Canada |
MIXRADIO AND DESIGN |
Application | 1,664,337 | 18 February 2014 | ||||||||||
China |
MIXRADIO AND DESIGN |
Application | IR 1,177,894 | 21 August 2013 | ||||||||||
European Community | MIXRADIO AND DESIGN |
Registered | 12,078,531 | 20 August 2013 | 12,078,531 | 16 January 2014 |
20 August 2023 | |||||||
India |
MIXRADIO AND DESIGN |
Application | 2,681,239 | 18 February 2014 | ||||||||||
Indonesia |
MIXRADIO AND DESIGN |
Application | D 002,014,006,751 |
18 February 2014 | ||||||||||
International |
MIXRADIO AND DESIGN |
Registered | IR 1,177,894 | 21 August 2013 | IR 1,177,894 |
17 October 2013 |
21 August 2023 | |||||||
Malaysia |
MIXRADIO AND DESIGN |
Application | 2014/001,910 | 19 February 2014 |
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Country |
Xxxx Name | Status | App No. | Filed Date |
Registration Number |
Granted Date | Renewal Due Date | |||||||
Malaysia |
MIXRADIO AND DESIGN |
Application | 2014/001,909 | 19 February 2014 | ||||||||||
Malaysia |
MIXRADIO AND DESIGN |
Application | 2014/001,908 | 19 February 2014 | ||||||||||
Malaysia |
MIXRADIO AND DESIGN |
Application | 2014/001,907 | 19 February 2014 | ||||||||||
Mexico | MIXRADIO AND DESIGN |
Application | IR 1,177,894 | 21 August 2013 | ||||||||||
Norway | MIXRADIO AND DESIGN |
Application | IR 1,177,894 | 21 August 2013 | ||||||||||
Russian Federation | MIXRADIO AND DESIGN |
Application | IR 1,177,894 | 00 Xxxxxx 0000 | ||||||||||
Xxxxx Xxxxxx | MIXRADIO AND DESIGN |
Published | 1,435,007,186 | 19 February 0000 | ||||||||||
Xxxxx Xxxxxx | MIXRADIO AND DESIGN |
Published | 1,435,007,185 | 19 February 0000 | ||||||||||
Xxxxx Xxxxxx | MIXRADIO AND DESIGN |
Published | 1,435,007,184 | 19 February 0000 | ||||||||||
Xxxxx Xxxxxx | MIXRADIO AND DESIGN |
Published | 1,435,007,183 | 19 February 2014 | ||||||||||
Singapore | MIXRADIO AND DESIGN |
Application | IR 1,177,894 | 00 Xxxxxx 0000 | ||||||||||
Xxxxx Xxxxxx | MIXRADIO AND DESIGN |
Application | 2014/04,019 | 14 February 0000 | ||||||||||
Xxxxx Xxxxxx | MIXRADIO AND DESIGN |
Application | 2014/04,976 | 14 February 0000 | ||||||||||
Xxxxx Xxxxxx | MIXRADIO AND DESIGN |
Application | 2014/04,975 | 14 February 2014 |
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Country |
Xxxx Name | Status | App No. | Filed Date |
Registration Number |
Granted Date | Renewal Due Date | |||||||
South Africa | MIXRADIO AND DESIGN |
Application | 2014/04,974 | 14 February 0000 | ||||||||||
Xxxxxxxxxxx | MIXRADIO AND DESIGN |
Application | IR 1,177,894 | 21 August 2013 | ||||||||||
Thailand | MIXRADIO AND DESIGN |
To Be Filed | 927,099 | |||||||||||
Thailand | MIXRADIO AND DESIGN |
To Be Filed | 927,098 | |||||||||||
Thailand | MIXRADIO AND DESIGN |
To Be Filed | 927,097 | |||||||||||
Thailand | MIXRADIO AND DESIGN |
To Be Filed | 927,096 | |||||||||||
Turkey | MIXRADIO AND DESIGN |
Application | IR 1,177,894 | 21 August 2013 | ||||||||||
United Arab Emirates | MIXRADIO AND DESIGN |
Application | 206,303 | 17 February 2014 | ||||||||||
United Arab Emirates | MIXRADIO AND DESIGN |
Application | 206,302 | 17 February 2014 | ||||||||||
United Arab Emirates | MIXRADIO AND DESIGN |
Application | 206,301 | 17 February 2014 | ||||||||||
United Arab Emirates | MIXRADIO AND DESIGN |
Application | 206,300 | 17 February 0000 | ||||||||||
Xxxxxx Xxxxxx xx Xxxxxxx | MIXRADIO AND DESIGN |
Application | IR 1,177,894 | 21 August 2013 | ||||||||||
Vietnam | MIXRADIO AND DESIGN |
Application | IR 1,177,894 | 21 August 2013 |
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Windows Phone client (distributed on Xxxxx)
Windows 8 client (distributed on Xxxxx 2520)
Xxxx XX client (distributed on Nokia Xxxx XX devices in some territories)
X client (distributed on Nokia X devices in some territories)
HTML5 web client (xxx.xxxxxx.xx)
iOS client (in development)
Android client (in development)
Part 3A – Major Music Licences
Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
Sony Music Entertainment | Digital Download Sales Agency Agreement | ALC Sales Agency Agreement | 31/08/2012 | 15/12/2014 | ||||
Sony Music Entertainment | Attachment: Letter Content Escrow for Digital Download Sales Agency 4.2.2011 | US Agency ALC Provision of electronic content during contract negotiation | 4.2.2011 | N/A | ||||
Sony Music Entertainment | Digital Sales Agreement | Original Distribution of digital music via Download Services | 02.04.2008 | Continues until terminated by the giving of 90 day notice | ||||
Sony Music Entertainment | First Amendment to the Digital Sales Agreement | 1st Amendment to CWM subscription period amendment | signed 30.9.2008 | Subject to main agreement | ||||
Sony Music Entertainment | Second Amendment to the Digital Sales Agreement | 2nd Amendment to CWM – Adding Mexico to the Territory | signed 1.12.2008 | Subject to main agreement | ||||
Sony Music Entertainment | Third Amendment to the Digital Sales Agreement | 3rd Amendment to CWM – DRM Free and other amendments | signed 18.6.2009 | Subject to main agreement | ||||
Sony Music Entertainment | Fourth Amendment to the Digital Sales Agreement | 4th Amendment to CWM – CWM Fee amendments | dated 27.8.2009 | 31.12.2010 | ||||
Sony Music Entertainment | Amendment 5 | 5th Amendment | dated 15.02.2010 | Subject to main agreement |
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Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
Sony Music Entertainment | Sixth Amendment to the Digital Sales Agreement | 6th Amendment to CWM – 6-month term for Brazil, Turkey & South Africa, extension for certain territories, use of clips through APIs | signed 30.09.2010 | Territory term re Brazil, Turkey & South Africa extended through June 30, 2011 | ||||
Sony Music Entertainment | 7th Amendment to the Digital Sales Agreement | 7th Amendment – is no longer valid – concerned India NMU as its been substituted by the later NMU deals in India, it is no longer applicable. | N/A | N/A | ||||
Sony Music Entertainment | 8th Amendment to the Digital Sales Agreement | 8th Amendment to CWM deal – is no longer valid -re 6 month extension of Brazilian CWM. As CWM has been ramped down in Brazil years ago and the rights similarly expired. | N/A | N/A | ||||
Sony Music Entertainment | 9th Amendment to the Digital Sales Agreement | 9th Amendment to CWM – Extension of CWM Term in Mexico | dated 27.04.2012 | Subject to main agreement | ||||
Sony Music Entertainment | Tenth Amendment to the Digital Sales Agreement | 10th Amendment to CWM – NMU India – 2013 extension | 01.01.2013 | 31.12.2013 following a wind down period | ||||
Sony Music Entertainment (successor-in-interest to Sony BMG Music Entertainment) | Eleventh Amendment to the Digital Sales Agreement | 11th Amendment to ALC Wholesale Pricing amendment | dated 26.6.2013 | Subject to main agreement | ||||
Sony Music Entertainment (successor-in-interest to Sony BMG Music Entertainment) | Twelfth Amendment to the Digital Sales Agreement | Amendment to DMLA – 12th Amendment is the metadata deal for Bing search services. | 18.12.2013 | Subject to main agreement | ||||
Sony Music Entertainment (successor-in-interest to Sony BMG Music Entertainment) | Thirteenth Amendment to the Digital Sales Agreement | 13th Amendment to the DMLA; India NMU for 2014 | 01.01.2014 | 31/12/2014 |
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Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
Universal International Music BV | Agreement | Digital Music Distribution Framework Agreement (Comes with Music and Nokia Music Store) Digital Music Distribution Agreement (ALC and CWM / NMU) | 27.11.2007 | As amended by Amendment No 23 | ||||
Universal International Music BV |
Amendment [1 to main Agreement dated 27.11.2007] | Adding new countries to Territory | 30.05.2008 | Subject to main agreement | ||||
Universal International Music BV |
Amendment 2 | Amendment accomodating 18-month CWM subscription package | 01.09.2008 | Subject to main agreement | ||||
Universal International Music BV |
Amendment 3 to Digital Music Distribution Agreement | Amendment adding France to the Territory definition | 30.01.2009 | Subject to main agreement | ||||
Universal International Music BV |
Amendment 4 to the Agreement | Amendment adding Mexico to the Territory | 01.05.2009 | N/A | ||||
Universal International Music BV |
Amendment to the Digital Music Distribution Agreement | Amendment accomodating CWM termination extension | 31.08.2009 | N/A | ||||
Universal International Music BV |
Amendment 5 to the Digital Music Distribution Agreement | Amendment DRM Free, Playlists, Regional services | 01.09.2009 | N/A | ||||
Universal International Music BV |
Amendment 6 to the Digital Music Distribution Agreement | Terms for China CWM Service 2010 | 26.02.2010 | N/A | ||||
Universal International Music BV |
Amendment 7 to the Digital Music Distribution Agreement | Media Box Trial including redefining Clips and Cover Artwork, and 6 month CWM in certain territories | 01.11.2010 | N/A | ||||
Universal International Music BV |
Amendment 8 to the Digital Music Distribution Agreement | Extension of CWM in Mexico | 26.04.2010 | N/A |
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Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
Universal International Music BV |
Amendment 9 to the Digital Music Distribution Agreement | Extension of CWM in Mexico | 30.04.2010 | N/A | ||||
Universal International Music BV |
Amendment 10 to the Digital Music Distribution Agreement | Amendments to the terms for CWM in Mexico | 07.05.2010 | N/A | ||||
Universal International Music BV |
Amendment 11 to the Digital Music Distribution Agreement | CWM extension of term, recoupability of prepayment and final settlement | 05.11.2010 | N/A | ||||
Universal International Music BV |
Amendment 12 to the Digital Music Distribution Agreement | Exclusion of China from Global Framework, given local contract in place | 08.06.2011 | N/A | ||||
Universal International Music BV |
Amendment 13 to the Digital Music Distribution Agreement | Amendment accomodating USA to the Territory with respect to the ALC store | 31.05.2012 | N/A | ||||
Universal International Music BV |
Amendment 14 to the Digital Music Distribution Agreement | Amendment Accomodating Extension of ALC store term | 31.08.2012 | N/A | ||||
Universal International Music BV |
Amendment 14 to the Digital Music Distribution Agreement | NMU China for Year 2013 | 01/02/2013 | 31/12/2013 | ||||
Universal International Music BV |
Amendment 15 to the Digital Music Distribution Agreement | Extension of Term, amendment to incentive criteria pricing | 12.10.2012 | N/A | ||||
Universal International Music BV |
Amendment 16 to the Digital Music Distribution Agreement | Adding Canada to the Territory | 29.04.2013 | N/A | ||||
Universal International Music BV |
Amendment 18 to the Agreement | 18th Amendment to the DMLA: BING Metadata deal, linking Bing search results to ALC Music Store in Poland, Turkey and Russia | 06.01.2014 | N/A |
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Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
Universal International Music BV |
Amendment 19 to the Agreement | 19th Amendment to the DMLA: Extension of ALC store | 27.01.2014 | N/A | ||||
Universal International Music BV |
Amendment 20 to the Digital Music Distribution Agreement | Amendment to DMLA accomodating India NMU for 2014 | Agreement date 08.04.2014 effective date 01.01.2014 | 31/12/2014 | ||||
Universal International Music BV |
Amendment 21 to the Digital Music Distribution Agreement | Amendment 21 to the Agreement – Term extension | 14/05/2014 | 13/07/2014 | ||||
Universal International Music BV |
Amendment 22 to the Agreement | Amendment 22 to the Agreement – Term extension | 13/07/2014 | 13/10/2014 | ||||
Universal International Music BV |
Amendment 23 to the Agreement | Amendment 23 to the Agreement – Term extension | 28/10/2014 | 13/01/2015 | ||||
Warner Music Inc. | Digital Sales Agreement | Original DMLA and CWM – Distribution of digital music via Download Services | 27.06.2008 | Rolling on quarterly periods | ||||
Warner Music Inc. | Amendment 1 to Exhibit 1 of the Digital Sales Agreement | 1st Amendment to CWM – adding Mexico to the Territory | 24.11.2008 | N/A | ||||
Warner Music Inc. |
Amendment 2 to Digital Sales Agreement | 2nd Amendment to CWM – Amends the pricing structure and content usage rules | 02.07.2009 | N/A | ||||
Warner Music Inc. |
Amendment 3 to Digital Sales Agreement | 3rd Amendment to CWM – Modification of CWM fees and enabling regional services | 11.09.2009 | N/A | ||||
Warner Music Inc. |
Amendment 4 to Digital Sales Agreement | 4th Amendment to CWM – Amendment adding Northern Cone and Pan Arabic Territories | 19.02.2010 | N/A | ||||
Warner Music Inc. |
Amendment 5 to Digital Sales Agreement | 5th Amendment to CWM – 6 Month Term for Brazil, Turkey and South Africa, API-related modifications globally, China related amendments | 01.09.2010 | N/A |
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Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
Warner Music Inc. |
Amendment 6 to Digital Sales Agreement | 6th Amendment to CWM – Term extension for Brazil until 31.12.2011 | Feb-11 | N/A | ||||
Warner Music Inc. |
Amendment 7 to Digital Sales Agreement | 7th Amendment to CWM – NMU 2012 for India and Bangladesh | 11.12.2012 | N/A | ||||
Warner Music Inc. |
Amendment 8 to Digital Sales Agreement | 8th Amendment to CWM – NMU 2013 for India, Pakistan, Nepal, Sri Lanka and Bangladesh | 01.01.2013 | N/A | ||||
Warner Music Inc. |
Amendment 9 to Digital Sales Agreement | 9th Amendment to CWM – re consent to assign and Bing metadata | 12.02.2013 | N/A | ||||
Warner Music Inc. |
Amendment 10 to Digital Sales Agreement | 10th Amendment to CWM – 2014 NMU in India extension until 12/31/2014 | 1.1.2014 | 31.12.2014 | ||||
Universal International Music B.V. |
Reinstated Digital Product Agreement | Digital streaming license Agreement for Mix Radio and Mix Radio+ | 15.11.2012 | 15.11.2013 (as amended; current term until 13.01.2015) | ||||
Universal International Music BV |
Amendment 1 to the Reinstated Digital Product Agreement | 1st Amendment to the MixRadio Agreement: Extension of Mix Radio Term and inclusion of Mix Sharing Social Feature | 27.01.2014 | 13.4.2014 | ||||
Universal International Music BV |
Amendment 2 to the Reinstated Digital Product Agreement | 2nd Amendment to the MixRadio Agreement; extension of Term and Extension of term with respect to NMU bundled MixRadio | 08/04/2014 | 13.7.2014 | ||||
Universal International Music BV |
Amendment 3 to the Reinstated Digital Product Agreement | 3rd Amendment to the Reinstated Digital Product Agreement – Further Extension | 13/07/2014 | 13.10.2014 | ||||
Universal International Music BV |
Amendment 4 to the Reinstated Digital Product Agreement | 4th Amendment to the Reinstated Digital Product Agreement – Further Extension | 28/10/2014 | 13.01.2015 |
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Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
Sony Music Entertainment | Content License Agreement for Radio Service | Original Digital streaming license Agreement for Global Mix Radio | 2011-10-26 | 31.12.2013 (extended by amendment six) | ||||
Sony Music Entertainment | First Amendment to the Content License Agreement for Radio Service | 1st Amendment to Mix Radio – Allows for Mix Radio streaming for free on CWM devices – no royalties are due. | 10/11/2011 | N/A | ||||
Sony Music Entertainment | Second Amendment to the Content License Agreement for Radio Service | 2nd Amendment to Mix Radio – Inclusion of IODA content | dated 29 March 2012 | N/A | ||||
Sony Music Entertainment | Third Amendment to the Content License Agreement for Radio Service | 3rd Amendment to Mix Radio – Adding Mix Radio+ to scope and US to the Territory | dated August 31, 2012 | N/A | ||||
Sony Music Entertainment | Fourth Amendment to the Content License Agreement for Radio Service | 4th Amendment to Mix Radio- Amending rates for UAE | dated 27.2.2013 | N/A | ||||
Sony Music Entertainment | Fifth Amendment to the Content License Agreement for Radio Service | Fifth Amendment to the Content License Agreement for Radio Service – Extension of Term, changes to True-Up dates | 01.01.2014 | 31/05/2014 | ||||
Sony Music Entertainment (successor-in-interest to Sony BMG Music Entertainment) | Sixth Amendment to the Content License Agreement for Radio Service | Sixth Amendment – Term Extension | 14/05/2014 | 31/10/2014 | ||||
Sony Music Entertainment | Seventh Amendment to the Content License Agreement for Radio Service | Seventh Amendment – Term Extension | 14/10/2014 | 30/11/2014 | ||||
Sony Music Entertainment | Eighth Amendment to the Content License Agreement for Radio Service | Eighth Amendment – Term Extension | 30/11/2014 | 28/02/2015 | ||||
Sony Music Entertainment | Letter of extension of the Term | Letter extending the Term of the Radio Service Agreement, as amended to extend until 10/31/14 | 05.09.2013 | 31.10.2014 |
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Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
Sony Music Entertainment | Content License for Radio Service second extension letter | Sony 2nd Extension letter to Radio Services Agreement | 01.01.2014 | Subject to main agreement | ||||
Sony Music Entertainment | Novation Letter | Novation | 2014-01-16 | N/A | ||||
Sony Music Entertainment | Extension of Novation Agreement and Change of Control Letter | Extension and Consent to Change Control | 2014-03-25 | N/A | ||||
WEA International, Inc. And Warner Music, Inc. | Content License Agreement for Radio Service (First Amendment letter) | Amended and Restated Digital Streaming License Agreement for Mix Radio, as amended to include Mix Radio+ to the scope and US and Canada to Territory | 31.08.2012 | 15.11.2013 (as amended) | ||||
WEA International, Inc. And Warner Music, Inc. | Second Amendment to the Content License Agreement for Radio Service | 2nd Amendment to Mix Radio – Amending rates for UAE | 19.03.2013 | N/A | ||||
WEA International, Inc. And Warner Music, Inc. | Third Amendment to the Content License Agreement for Radio Service | 3rd Amendment to Mix Radio – extends the term to 11/15/2014, allows for Mix Sharing friend streams, and assignment consent to MSFT | 15/11/2013 | 15/11/2014 | ||||
WEA International, Inc. And Warner Music, Inc. | Amendment to the Content License Agreement for Radio Service | Letter re Acquisition of Parlophone Label Group | 08/08/2013 | N/A | ||||
WEA International, Inc. And Warner Music, Inc. | Fourth Amendment to the Content License Agreement for Radio Service | 4th Amendment to Mix Radio – Partial term extension | 24/09/2014 | First Amendment Initial Term extended through 11/15/2014 | ||||
WEA International, Inc. And Warner Music, Inc. | Fifth Amendment to the Content License Agreement for Radio Service | 5th Amendment to Mix Radio – term extension | 15/11/2014 | 28/01/2015 |
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Nokia Contracting |
Supplier |
Agreement Name |
Agreement type |
Agreement |
Agreement End | |||||
Nokia (China) Investment Co Ltd | Warner Music Beijing Co Ltd | Digital Music License Agreement | Radio Service | 08/04/2014 | 31/12/2014 | |||||
Nokia (China) Investment Co Ltd | Beijing Starbright Technical Services Company Limited (Sony) | Digital Music License Agreement | Radio Service | 08/04/2014 | 31/12/2014 |
Part 3B – All other Music Licences
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
3Label .SP | Digital Music License Agreement | 10/11/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
8ball Music | Digital Music License Agreement & One Amendment | 22/10/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
ABC Digital Distribution Limited | Digital Music License Agreement | 29/04/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Abeille Musique (AMCD) | Digital Music License Agreement | 01/09/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Abirami Audio Recording Pvt Ltd | Digital Music License Agreement & One Amendment | 22/02/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Absolute Marketing International Ltd. | Digital Music License Agreement | 24/03/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Africori | Digital Music License Agreement | 13/08/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
AGI Music SDN BHD | Digital Music License Agreement | 24/07/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Agora S.A | Digital Music License Agreement | 22/10/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Alien Prod S.A.R.L. | Digital Music License Agreement | 05/08/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Alpha Digitech | Digital Music License Agreement & One Amendment | 09/12/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Altafonte | Digital Music License Agreement | 29/06/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
ALTIUS Trading 437 PTY Ltd (aka Xxxxx) | Digital Music License Agreement | 30/11/2011 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Another Venture LTD d/b/a Seed | Digital Music License Agreement | 19/05/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
AP Internationals (aka Anak Audio) | Digital Music License Agreement | 22/04/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Aquarius Musikindo P.T. | Digital Music License Agreement | 15/11/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Arka Music Indonesia | Digital Music License Agreement | 23/08/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Arkwork Channel | Digital Music License Agreement & One Amendment | 01/11/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Armada Music BV | Digital Music License Agreement | 21/11/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Armada Music BV | Digital Music License Amendment | 01/01/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Armada Music BV | Digital Music License Amendment | 15/09/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Art Empire Industries Ltd | Digital Music License Agreement | 04/05/2007 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Artist First S.R.L | Digital Music License Agreement | 22/10/2011 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Arvato Services Nederland B.V. (aka Rough Trade) | Digital Music License Agreement | 14/06/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
AT (h)OME SARL | Digital Music License Agreement | 23/05/2005 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
AT (h)OME SARL | Digital Music License Amendment | 29/08/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
ATR Trust-en administratle Kantoor beheergoederen NV Acting as Cloud 9 Dance | Digital Music License Agreement & One Amendment | 15/05/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Audio & Video Labs Inc. dba CD Baby | Digital Music License Agreement | 19/01/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Audio & Video Labs Inc. dba CD Baby | Digital Music License Amendment | 29/06/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
AVISPA S.L | Digital Music License Agreement | 23/09/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Awal (UK) Limited (delivering Kobalt) | Digital Music License Agreement | 09/04/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Awal (UK) Limited (delivering Kobalt) | Digital Music License Amendment | 22/09/2011 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Be Yourself Music Catalogue B.V. | Digital Music License Agreement & one Amendment | 18/06/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Because Music | Digital Music License Agreement | 15/12/2004 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Beggars Group Digital Ltd. | Digital Music License Agreement | 11/01/2011 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Believe Digital | Digital Music License Agreement | 29/01/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Believe Digital | Digital Music License Amendment | 20/11/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Believe Digital | Digital Music License Amendment | 11/01/2011 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Binacatunes Media Pvt Ltd | Digital Music License Agreement & One Amendment | 12/09/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Black Hole Recordings B.V. | Digital Music License Agreement | 31/03/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Black Hole Recordings B.V. | Digital Music License Amendment | 09/09/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Bliss Corporation | Digital Music License Agreement | 24/11/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Bliss Corporation | Digital Music License Amendment | 06/08/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Bliss Corporation | Digital Music License Amendment | 16/11/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
BOEP | Digital Music License Agreement | 31/07/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
BOEP | Digital Music License Amendment | 20/12/2011 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Bojagi Label and media | Digital Music License Agreement | 07/09/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Xxxxx Xxxxx Digital Pvt Ltd. | Digital Music License Agreement & One Amendment | 01/01/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
C.A.M. (Creazioni Artistiche Musicali S.r.l) | Digital Music License Agreement | 24/11/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Cadiz Digital | Digital Music License Agreement | 01/07/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Carosello C.E.M.E.D. Srl | Digital Music License Agreement | 12/03/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Celldak Solutions | Digital Music License Agreement | 26/08/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Cipher Entertainment FZ LLC | Digital Music License Agreement | 15/09/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Clockwize Online | Digital Music License Agreement | 20/08/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
CNR International | Digital Music License Agreement | 20/02/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Countdown Media GmbH (aka Madacy) | Digital Music License Agreement | 17/03/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Craze Productions | Digital Music License Agreement | 01/02/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Danmark | Digital Music License Agreement | 16/08/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Daredo GmbH | Digital Music License Agreement | 18/06/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
DashGo | Digital Music License Agreement | 22/05/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
DashGo | Digital Music License Amendment | 11/05/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Deck Producoes Artisticas LTDA | Digital Music License Agreement | 02/04/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Deck Producoes Artisticas LTDA | Digital Music License Amendment | 13/07/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Deep Emotions Publishing Pvt Ltd | Digital Music License Agreement | 24/01/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Delta Sound | Digital Music License Agreement | 25/01/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
DFP Group | Digital Music License Agreement | 11/12/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Digidance B.V. | Digital Music License Agreement | 25/11/2004 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Digidance B.V. | Digital Music License Amendment | 22/11/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
DiGiDi Digital Distribution a.m.b.a | Digital Music License Agreement | 19/09/2007 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Digitainment | Digital Music License Agreement | 19/07/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Digitainment | Digital Music License Agreement | 12/09/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
DIGITAL WORLD AG | Digital Music License Agreement & One Amendment | 28/09/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Ditto Music (Ditto Ltd) | Digital Music License Agreement | 16/05/2007 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Dizital Geeks | Digital Music License Agreement & one Amendment | 15/08/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Divo TV Private Limited | Digital Music License Agreement | 16/10/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Domino | Digital Music License Agreement | 10/01/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Dox/ Stroom Records | Digital Music License Agreement & One Amendment | 25/07/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Drecords International Pvt Ltd | Digital Music License Agreement & One Amendment | 20/10/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
DRJ Records | Digital Music License Agreement & One Amendment | 08/11/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
E1 Entertainment U.S. LP | Digital Music License Agreement | 08/06/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Ear Ache Records Ltd | Digital Music License Agreement | 19/05/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
East Coast Audio Entertainment | Digital Music License Agreement & One Amendment | 12/09/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Electromode (Pty) Ltd. | Digital Music License Agreement & One Amendment | 26/01/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
EmuBands Ltd | Digital Music License Agreement | 01/12/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
E-Muzyka S.A. | Digital Music License Agreement | 09/03/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Eros International Limited | Digital Music License Agreement | 01/01/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Essential Music and Marketing Ltd (aka Cooking Vinyl) | Digital Music License Agreement | 13/06/2011 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Exact Mobile (PTY) LTD | Digital Music License Agreement & One Amendment | 08/06/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
finetunes GmbH | Digital Music License Agreement | 14/02/2006 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Five Star Audio | Digital Music License Agreement & One Amendment | 01/12/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Fundacion Musica de Chile (Sello Azul) | Digital Music License Agreement | 21/10/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Gakk Media (BD) Limited | Digital Music License Agreement | 01/01/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Xxxxxxxx.xxx | Digital Music License Agreement & One Amendment | 09/05/2007 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Xxxx Digital Solutions Private Limited | Digital Music License Agreement & One Amendment | 01/10/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Global Wide | Digital Music License Agreement | 24/08/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Globo Comunicacao E Participacoes SA (aka Som Livre) | Digital Music License Agreement | 04/09/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
GMM Media Limited (t/a Wobblynote records) | Digital Music License Agreement | 04/10/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
GoBindas Entertainment Pvt Ltd | Digital Music License Agreement & One Amendment | 16/10/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
GoodToGo GmbH (aka Groove Attack) | Digital Music License Agreement | 09/02/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Xxxx Xxxxxxx | Digital Music License Agreement | 06/04/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Happy Music | Digital Music License Agreement | 22/07/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Harmonia Mundi, SA | Digital Music License Agreement | 01/03/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Heaven 11 LLC | Digital Music License Agreement | 24/10/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Horus Music Limited | Digital Music License Agreement | 11/06/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
IIP DDS BV | Digital Music License Agreement | 13/08/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
IMM Satis Pazarlama Ve Dis Tic.LTD.STI | Digital Music License Agreement | 17/02/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
IMUSICA S.A | Digital Music License Agreement | 16/04/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Independent Digital (used to be Propolis Media) | Digital Music License Agreement | 04/01/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Independent Digital Licensing Agency (IDLA) | Digital Music License Agreement & One Amendment | 01/12/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Independent Distribution On Line (IDOL) | Digital Music License Agreement | 01/02/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Inertia Pty Ltd | Digital Music License Agreement | 10/05/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Intergroove | Digital Music License Agreement | 15/09/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Intermezzo Music & Media Group | Digital Music License Agreement & One Amendment | 13/06/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Isolation Network INC d/b/a INGROOVES and d/b/a One Digital Distribution | Digital Music License Agreement & One Amendment | 21/11/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Xxxx Xxxx & Co Productions and Editions (aka PAD Editions) | Digital Music License Agreement | 14/09/2007 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Kappamakki Consultario Artistica E Cultural Ltda. | Digital Music License Agreement | 23/09/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Kdigital (aka SSM) | Digital Music License Agreement – US only | 03/03/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Keyzit | Digital Music License Agreement | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | |||||
Kiver SpA | Digital Music License Agreement | 24/03/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Kontor New Media, a division of Kontor Records GmbH | Digital Music License Agreement & One Amendment | 01/02/2006 | 02/01/2015 | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Kuarup Produções Ltda | Digital Music License Agreement | 04/12/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Kudos Records LTD | Digital Music License Agreement | 06/10/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
KVZ | Digital Music License Agreement | 26/09/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
XXXX Mobile S.R.L | Digital Music License Agreement | 11/06/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
La Cupula (LCM) | Digital Music License Agreement | 01/04/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Label Worx Limited | Digital Music License Agreement | 01/04/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Laughing Buddha Entertainment | Digital Music License Agreement | 07/05/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Leader Music | Digital Music License Agreement | 29/04/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Xxxxxx.xx.xx Srl | Digital Music License Agreement & One Amendment | 01/06/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
LMS Comercio (aka Building) | Digital Music License Agreement | 22/04/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Lokdhun Telemedia | Digital Music License Agreement & One Amendment | 11/02/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Lusafrica | Digital Music License Agreement | 30/09/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
M/s Goyal Digi Music | Digital Music License Agreement & One Amendment | 27/12/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
M6 Interactions SAS | Digital Music License Agreement | 19/03/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
MADE IN eTALY s.r.l | Digital Music License Agreement | 04/04/2007 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Magenta Discos | Digital Music License Agreement | 11/07/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Major Records Entertainment LLC | Digital Music License Agreement | 12/02/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Manorama Music | Digital Music License Agreement & One Amendment | 12/09/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Mars Inc. | Digital Music License Agreement & One Amendment | 14/09/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Matchboxology – (Song King) | Digital Music License Agreement & One Amendment | 25/08/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
maX Music | Digital Music License Agreement | 17/07/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Megabop Records | Digital Music License Agreement | 15/10/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Melody Entertainment | Digital Music License Agreement | 15/05/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Metrobeam | Digital Music License Agreement | 08/06/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
MGM Distribution (The Groove Merchants) | Digital Music License Agreement | 07/02/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Milan Music | Digital Music License Agreement | 29/07/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Ministry of Sound UK | Digital Music License Agreement & One Amendment | 14/04/2011 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Mobisoft Telesolutions Pvt. Ltd. (aka Phoneytunes) | Digital Music License Agreement & One Amendment | 12/09/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Mobitel | Digital Music License Agreement & One Amendment | 07/12/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Xxxxxxx Xxxx Xxxxxxxx Xxxxx | Digital Music License Agreement | 10/03/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Music Box International | Digital Music License Agreement | 01/06/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Music Dealers LLC | Digital Music License Agreement | 27/02/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
MUSIC IN HEAD PRODUCTIONS srl | Digital Music License Agreement | 15/09/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Music Kickup | Digital Music License Agreement | 20/09/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Music mail | Digital Music License Agreement | 01/09/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Music Wires | Digital Music License Agreement & One Amendment | 18/05/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Musicraft | Digital Music License Agreement – US only & One Amendment | 24/01/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Naïve | Digital Music License Agreement | 01/10/2004 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Nation Music | Digital Music License Agreement | 22/01/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Naxos Sweden (now Naxos of America) |
Digital Music License Agreement & One Amendment | 08/01/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Nettwerk Productions | Digital Music License Agreement | 12/12/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
NewState Entertainment Ltd | Digital Music License Agreement & One Amendment | 02/02/2007 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Ocean Butterflies Music PTE (SG) | Digital Music License Agreement | 20/06/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Off Limits SRL Uninominale | Digital Music License Agreement & One Amendment | 15/12/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Oh Boy Records, Red Pajamas Records and Blue Plate Music | Digital Music License Agreement & One Amendment | 10/09/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
One Stop Music | Digital Music License Agreement | 01/04/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
OneRPM LLC | Digital Music License Agreement | 01/07/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Orchard (The Orchard Enterprises, Inc. / OWIE) |
Digital Music License Agreement & One Amendment | 12/09/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Ordis / Soul Seduction [RMS=SSDD] | Digital Music License Agreement & One Amendment | 15/07/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Ossigeno Srl (Xxxx Music) |
Digital Music License Agreement | 10/12/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Oy Ensio Music Ltd | Digital Music License Agreement | 28/03/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
PEACEFROG LIMITED | Digital Music License Agreement | 13/05/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Phonofile AS (Phonofile Norway) | Digital Music License Agreement & One Amendment | 03/06/2005 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Phonographic Performance Ltd (PPL) | Digital Music License Agreement | 01/01/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
PIAS Sprl / PIAS-VITAL | Digital Music License Agreement & One Amendment | 01/09/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Pickwick | Digital Music License Agreement | 22/01/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Pison Contents | Digital Music License Agreement – US only | 26/02/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Planet41 Mobi-Venture Limited | Digital Music License Agreement & One Amendment | 28/09/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
POPS Worldwide | Digital Music License Agreement | 03/09/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Poptori Oy | Digital Music License Agreement | 31/03/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Portal Latino SL | Digital Music License Agreement & One Amendment | 18/12/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Produciones Alzur SL (aka Lanzadera) | Digital Music License Agreement | 14/05/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Pschent | Digital Music License Agreement | 29/08/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
PT Alfa Kreasitama | Digital Music License Agreement | 11/06/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
PT CeraHati Digital Media | Digital Music License Agreement | 12/04/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
PT Digital Rantai Maya | Digital Music License Agreement | 13/05/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
PT Indo Xxxxx Sakti | Digital Music License Agreement | 29/05/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
PT Kreasi Cakrawala Utama (aka Keci Muzik) |
Digital Music License Agreement | 01/05/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
PT Musica Studios | Digital Music License Agreement | 24/11/2013 | 14/11/2014 | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
PT Naga Swarasakti | Digital Music License Agreement | 02/05/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
PT Pelangi Prima Sejati | Digital Music License Agreement | 23/08/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
PT Redtree Indonesia (aka Seven Music) | Digital Music License Agreement | 27/03/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
PT Sani Sentosa Abadi | Digital Music License Agreement | 01/06/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
PT Trinity Optima Productions | Digital Music License Agreement | 04/06/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
PT. E-Motion Entertainment | Digital Music License Agreement | 01/04/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Virgo Multi Cipta effective on October 1, 201 used to be PT. Virgo Ramayana Music & Entertainment | Digital Music License Agreement | 03/04/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
PT.Xxxx Nada Pertim | Digital Music License Agreement | 02/04/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
PT.Graha Prima Swara | Digital Music License Agreement | 27/03/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Xxxxxxx Digital | Digital Music License Agreement & One Amendment | 20/01/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Rajshri | Digital Music License Agreement & One Amendment | 16/10/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Rants Limited t/as VidZone Digital Media | Digital Music License Agreement | 12/12/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
RDC Media | Digital Music License Agreement & One Amendment | 01/04/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Rebeat Digital GmbH | Digital Music License Agreement | 14/10/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Record Jet | Digital Music License Agreement & Amendment | 14/10/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Red Bullet | Digital Music License Agreement & Amendment | 12/08/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
RED Distribution LLC | Digital Music License Agreement – US only & Novation Letter | 01/01/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Redeye Inc. | Digital Music License Agreement | 20/11/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Republic of Music Ltd. | Digital Music License Agreement | 02/10/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Rock Records (S) Pte Ltd | Digital Music License Agreement | 11/01/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Roja Mass Audios | Digital Music License Agreement | 01/12/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Rotana Audiovisual Company | Digital Music License Agreement & One Amendment | 12/04/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Rotana Audiovisual Company | Digital Music License Agreement | 12/04/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
RouteNote Ltd. | Digital Music License Agreement | 03/04/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Saregama India Ltd | Digital Music License Agreement | 24/01/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Saregama Tone | Digital Music License Agreement & One Amendment | 01/01/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
SAS Entertainment | Digital Music License Agreement & One Amendment | 20/02/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Second Wind Ltd | Digital Music License Agreement | 24/09/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Shemaroo Entertainment Ltd | Digital Music License Agreement | 27/11/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Shock Entertainment Pty Ltd | Digital Music License Agreement | 05/02/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Silk Road Communications Pvt Ltd. | Digital Music License Agreement | 23/01/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Xxxxx Screen Records Ltd | Digital Music License Agreement | 02/09/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Soor Mandir | Digital Music License Agreement & One Amendment | 05/10/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Soulspazm Records Inc | Digital Music License Agreement | 18/05/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
South India Digital Music Management Pvt Ltd | Digital Music License Agreement & One Amendment | 19/08/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Southern Record Distribution (aka SRD) | Digital Music License Agreement | 07/09/2007 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
SPI Music Private Ltd. (aka Think Music) | Digital Music License Agreement – US only | 14/02/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Spice Digital Limited | Digital Music License Agreement & One Amendment | 01/01/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
SPV Schallplatten Produktion & Vertrieb GmbH | Digital Music License Agreement | 28/11/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
SRK Media Entertainment | Digital Music License Agreement & One Amendment | 20/09/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
ST2 Music LTDA | Digital Music License Agreement | 06/08/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Star Music | Digital Music License Agreement & One Amendment | 01/12/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
96
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Static Plastic Productions | Digital Music License Agreement | 06/09/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Stingray Music USA Inc | Digital Music License Agreement & One Amendment | 11/03/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Strumm Entertainment Pvt Ltd | Digital Music License Agreement & One Amendment | 13/08/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Super Audio (Madras) Pvt Ltd |
Digital Music License Agreement | 23/01/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Symphonic Distribution | Digital Music License Agreement | 18/07/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Symphony Recording Co. | Digital Music License Agreement – US only | 14/02/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Syntax Distribution | Digital Music License Agreement & Two Amendments | 12/06/2007 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
TBA AG | Digital Music License Agreement & One Amendment | 24/03/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Tellytune | Digital Music License Agreement & One Amendment | 21/09/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
The Indian Record XXX.Xx. LTD | Digital Music License Agreement & One Amendment | 12/09/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
The New Digital Media | Digital Music License Agreement & One Amendment | 11/09/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
The state51 Conspiracy LTD | Digital Music License Agreement | 15/06/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Three Six Zero (aka AnD Press) | Digital Music License Agreement – US only | 25/11/2011 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Times Internet Limited | Digital Music License Agreement | 09/08/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
TMS Management OU | Digital Music License Agreement | 30/12/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Tratore distribucao de CDS LTDA | Digital Music License Agreement | 22/04/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Tricks and Cider (aka Xxxxxxxx Xx) | Digital Music License Agreement | 09/01/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Tropic Jaya Entertainment Sdn. Bhd (683252-P) |
Digital Music License Agreement | 01/07/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Tunecore, Inc | Digital Music License Agreement | 19/05/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
UD Entertainment Pvt Ltd | Digital Music License Agreement & One Amendment | 27/01/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Ultra Distributors Pvt Ltd | Digital Music License Agreement & One Amendment | 10/01/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
UniArte S.r.l | Digital Music License Agreement | 25/06/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Unisys Infosolutions Pvt Ltd | Digital Music License Agreement & One Amendment | 05/10/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Universal Music Publishing Pvt Ltd | Digital Music License Agreement | 24/01/2014 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Universal power systems pvt ltd alias TECHZONE | Digital Music License Agreement & One Amendment | 19/12/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Universo S.p.A | Digital Music License Agreement | 12/03/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
uTunes Entertainment Private Limited | Digital Music License Agreement & One Amendment | 15/09/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Valleyarm Digital Pty Ltd | Digital Music License Agreement & Letter of Assignment | 20/11/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Xxxx Entertainment | Digital Music License Agreement & One Amendment | 27/05/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Venus Records & Tapes Pvt Ltd | Digital Music License Agreement | 08/10/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
VIO Mobile | Digital Music License Agreement | 16/09/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Violent Music BV | Digital Music License Agreement | 01/02/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Virtual Marketing india Pvt Ltd (aka Hungama) | Digital Music License Agreement & Four Amendments | 01/12/2007 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Voice Digital | Digital Music License Agreement & One Amendment | 14/03/2013 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Wagram Music | Digital Music License Agreement | 30/08/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Waptak Ltd (aka IRICOM aka Rightscom) | Digital Music License Agreement & Two Amendments | 01/03/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Weapons of Mass Entertainment, LLC | Digital Music License Agreement | 22/06/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Wireless Latin Entertainment, Inc | Digital Music License Agreement | 01/09/2009 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
WMI | Digital Music License Agreement | 08/02/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
World Music Office France SARL | Digital Music License Agreement | 04/08/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
WorldWide Records | Digital Music License Agreement & One Amendment | 01/10/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
X5 Music Group AB | Digital Music License Agreement | 03/07/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Xelon Entertainment Ltd | Digital Music License Agreement | 03/04/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Yozik | Digital Music License Agreement | 27/05/2010 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Zojak World Wide, LLC | Digital Music License Agreement | 06/07/2012 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
ZYX Music GmbH & Co KG | Digital Music License Agreement & One Amendment | 28/03/2008 | Auto renew | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Faro Latino S.A. | Digital Music License Agreement | 08/08/2014 | 1 year followed by successive 1 year terms until terminated | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
See Music (Hong Kong) International Limited | Digital Music License Agreement | 19/08/2014 | 1 year followed by successive 1 year terms until terminated | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Navigator Records LLC | Digital Music License Agreement | 25/09/2014 | 1 year followed by successive 1 year terms until terminated | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Casete Upload SA DE CV | Digital Music License Agreement | 22/09/2014 | 1 year followed by successive 1 year terms until terminated | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
Roba | Digital Music License Agreement | 30/09/2014 | 1 year followed by successive 1 year terms until terminated | Digital Music License to sell mp3 tracks & albums on Nokia Music Store | ||||
ABC Digital Distribution Limited | Content License Agreement for Radio Service | 25/04/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Abirami Audio Recording Pvt Ltd | Content License Agreement for Radio Service | 22/02/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Abirami Audio Recording Pvt Ltd | Amendment to Content License Agreement for Radio Service | 23/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
102
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Absolute Marketing International Ltd. | Content License Agreement for Radio Service | 24/03/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Absolute Marketing and Distribution Ltd. | Amendment to Content License Agreement for Radio Service | 22/08/2014 | 1 year followed by successive 1 year terms until terminated | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Africori | Content License Agreement for Radio Service | 13/08/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
AGI Music SDN BHD | Content License Agreement for Radio Service | 14/09/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
AGI Music SDN BHD | Amendment to Content License Agreement for Radio Service | 24/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Alpha Digitech | Content License Agreement for Radio Service | 09/11/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
103
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Alpha Digitech | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Altafonte Music Distribution SL | Content License Agreement for Radio Service | 15/12/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Altafonte Music Distribution SL | Amendment for Content License Agreement for Radio Service | 13/07/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Another Venture LTD d/b/a Seed | Content License Agreement for Radio Service | 25/12/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
AP Internationals (aka Anak Audio) | Content License Agreement for Radio Service | 22/04/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Aquarius Musikindo P.T. | Content License Agreement for Radio Service | 15/11/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
104
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Arkworks Channel | Content License Agreement for Radio Service | 01/11/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Arkworks Channel | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Artist First S.R.L | Content License Agreement for Radio Service | 22/10/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Audio & Video Labs Inc. dba CD Baby | Content License Agreement for Radio Service | 28/10/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Audio & Video Labs Inc. dba CD Baby | Amendment to Content License Agreement for Radio Service | N/A | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
CD Baby | Amendment to Content License Agreement for Radio Service | 23/08/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Awal (UK) Limited (delivering Kobalt) | Content License Agreement for Radio Service | 22/09/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
105
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Awal Digital Ltd (formerly Awal (UK) Limited | Amendment to Content License Agreement for Radio Service | 05/03/2013 | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | |||||
Beggars Group Digital Ltd. | Content License Agreement for Radio Service | 16/05/2012 | 31/12/2014 | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Beggars Group Digital Ltd. | Amendment to Content License Agreement for Radio Service | 24/06/2013 | 31/12/2014 | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Beggars Group Digital Ltd. | Amendment Content License Agreement for Radio Service | 10/02/2014 | 31/12/2014 | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Believe Digital | Content License Agreement for Radio Service | 14/10/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Believe Digital | Amendment to Content License Agreement for Radio Service | 09/12/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
106
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Believe Digital | Amendment to Content License Agreement for Radio Service | 22/08/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Binacatunes Media Pvt Ltd | Content License Agreement for Radio Service | 12/09/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Binacatunes Media Pvt Ltd | Amendment to Content License Agreement for Radio Service | 25/02/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Black Hole Recordings B.V. | Content License Agreement for Radio Service | 24/10/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Black Hole Recordings B.V. | Amendment to Content License Agreement for Radio Service | 13/07/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Xxxxx Xxxxx Digital Pvt Ltd. | Content License Agreement for Radio Service | 01/01/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
107
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Celldak Solutions | Content License Agreement for Radio Service | 26/08/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Cipher Entertainment FZ LLC | Content License Agreement for Radio Service | 15/09/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Deck Producoes Artisticas LTDA | Content License Agreement for Radio Service | 20/03/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Deep Emotions Publishing Pvt Ltd | Content License Agreement for Radio Service | 24/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Ditto Music (Ditto Ltd) | Content License Agreement for Radio Service | 29/01/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Ditto Music (Ditto Ltd) | Amendment to Content License Agreement for Radio Service | 10/02/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
108
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Dizital Geeks | Content License Agreement for Radio Service | 15/08/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Dizital Geeks | Amendment to Content License Agreement for Radio Service | 2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Divo TV Private Limited | Content License Agreement for Radio Servce | 16/10/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Domino | Content License Agreement for Radio Service | 07/03/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Domino | Amendment to Content License Agreement for Radio Service | 10/02/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Dox/ Stroom Records | Content License Agreement for Radio Service | 29/11/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
109
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Dox/ Stroom Records | Amendment to Content License Agreement for Radio Service | 13/07/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Drecords International Pvt Ltd | Content License Agreement for Radio Service | 20/10/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Drecords International Pvt Ltd | Amendment to Content License Agreement for Radio Service | 24/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
DRJ Records | Content License Agreement for Radio Service | 08/11/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
DRJ Records | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
E1 Entertainment U.S. LP |
Content License Agreement for Radio Service | 29/06/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
110
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
E1 Entertainment U.S. LP |
Amendment to Content License Agreement for Radio Service | 20/08/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
East Coast Audio Entertainment | Content License Agreement for Radio Service | 12/09/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
East Coast Audio Entertainment | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
E-Muzyka S.A. | content License Agreement for Radio Service | 24/02/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Eros International Limited | Content License Agreement for Radio Service | 01/01/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Essential Music and Marketing Ltd | Content License Agreement for Radio Service | 06/07/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
111
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Essential Music and Marketing Ltd | Content License Agreement for Radio Service | 02/08/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
finetunes GmbH | Content License Agreement for Radio Service | 12/02/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Five Star Audio | Content License Agreement for Radio Service | 01/12/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Five Star Audio | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Gakk Media (BD) Limited | Content License Agreement for Radio Service | 01/01/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Gakk Media (BD) Limited | Amendment to Content License Agreement for Radio Service | 21/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
112
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Xxxx Digital Solutions Private Limited | Content License Agreement for Radio Service | 10/01/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Xxxx Digital Solutions Private Limited | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
GoBindas Entertainment Pvt Ltd | Content License Agreement for Radio Service | 16/10/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
GoBindas Entertainment Pvt Ltd | Amendment to Content License Agreement for Radio Service | 24/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Heaven 11 LLC | Content License Agreement for Radio Service | 24/10/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Hungama Digital Entertainment Pvt Ltd | Content License Agreement for Radio Service | 26/10/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
113
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
IIP DDS BV | Content License Agreement for Radio Service | 13/08/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Independent Digital Licensing Agency (IDLA) | Content License Agreement for Radio Service | 15/04/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Independent Digital Sp z o.o. (used to be Propolis) | Content License Agreement for Radio Service | 28/02/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Intermezzo Music & Media Group | Content License Agreement for Radio Service | 28/11/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Involved Productions Ltd. (aka Anjunabeats, Above & Beyond) | Content License Agreement for Radio Service | 03/05/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Isolation Network INC d/b/a INGROOVES and d/b/a One Digital Distribution | Content License Agreement for Radio Service | 25/08/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
114
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Isolation Network INC d/b/a INGROOVES and d/b/a One Digital Distribution | Amendment to Content License Agreement for Radio Service | 29/11/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Isolation Network INC d/b/a INGROOVES and d/b/a One Digital Distribution | Amendment to Content License Agreement for Radio Service | 13/07/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Isolation Network INC d/b/a INGROOVES and d/b/a One Digital Distribution | Amendment to Content License Agreement for Radio Service | 12/09/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Kappamakki Consultario Artistica E Cultural Ltda. | Content License Agreement for Radio Service | 23/09/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Kdigital (aka SSM) | Content License Agreement for Radio Service | 03/03/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Kiver SpA | Content License Agreement for Radio Service | 20/12/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
115
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Kiver SpA | Amendment to Content License Agreement for Radio Service | 03/09/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Kontor New Media, a division of Kontor Records GmbH | Content License Agreement for Radio Service | 02/01/2013 | 02/01/2015 | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Kontor New Media, a division of Kontor Records GmbH | Amendment to Content License Agreement for Radio Service | 13/12/2013 | Term extension, Auto Renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Kuarup Produções Ltda | Content License Agreement for Radio Service | 04/12/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Kudos Records LTD | Content License Agreement for Radio Service | 28/06/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Kudos Records LTD | Amendment to Content License Agreement for Radio Service | 13/07/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
116
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
KVZ | Content License Agreement for Radio Service | 26/09/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Label Worx Limited | Content License Agreement for Radio Service | 13/08/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Laughing Buddha Entertainment | Content License Agreement for Radio Service | 07/05/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Laughing Buddha Entertainment | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Leader Music | Content License Agreement for Radio Service | 08/04/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
LMS Comercio (aka Building) | Content License Agreement for Radio Service | 14/01/2003 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
117
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Lokdhun Telemedia | Content License Agreement for Radio Service | 11/02/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Lokdhun Telemedia | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
M/s Goyal Digi Music | Content License Agreement for Radio Service | 27/12/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
M/s Goyal Digi Music | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Major Records Entertainment LLC | Content License Agreement for Radio Service | 12/02/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Manorama Music | Content License Agreement for Radio Service | 12/09/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
118
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Manorama Music | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Mars Inc. | Content License Agreement for Radio Service | 15/11/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Mars Inc. | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
MGM Distribution (The Groove Merchants) | Content License Agreement for Radio Service | 20/06/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
MGM Distribution (The Groove Merchants) | Amendment to Content License Agreement for Radio Service | 06/09/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Ministry of Sound UK | Content License Agreement for Radio Service | 27/10/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
119
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Ministry of Sound UK | Amendment to Content License Agreement for Radio Service | 20/12/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Ministry of Sound UK | Amendment to Content License Agreement for Radio Service | 01/08/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Ministry of Sound UK | Amendment to Content License Agreement for Radio Service | 02/09/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Mobisoft Telesolutions Pvt. Ltd. (aka Phoneytunes) | Content License Agreement for Radio Service | 12/09/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Mobisoft Telesolutions Pvt. Ltd. (aka Phoneytunes) | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Xxxxxxx Xxxx Xxxxxxxx Xxxxx | Content License Agreement for Radio Service | 10/03/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
120
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Music Dealers LLC | Content License Agreement for Radio Service | 27/02/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Music Kickup | Content License Agreement for Radio Service | 20/09/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Music Wires | Content License Agreement for Radio Service | 18/05/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Music Wires | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Musicraft | Content License Agreement for Radio Service | 24/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Musicraft | Amendment to Content License Agreement for Radio Service | 11/03/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
121
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Naïve | Content License Agreement for Radio Service | 26/09/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Naxos Sweden (now Naxos of America) | Content License Agreement for Radio Service | 23/09/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Naxos Sweden (now Naxos of America) | Amendment to Content License Agreement for Radio Service | 28/11/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Naxos Sweden (now Naxos of America) | Amendment to Content License Agreement for Radio Service | 17/07/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Ocean Butterflies Music PTE (SG) | Content License Agreement for Radio Service | 20/06/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Oh Boy Records, Red Pajamas Records and Blue Plate Music | Content License Agreement for Radio Service | 06/02/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
122
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
One Stop Music | Content License Agreement for Radio Service | 01/04/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
OneRPM LLC | Content License Agreement for Radio Service | 01/07/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Phonofile AS (Phonofile Norway) | Content License Agreement for Radio Service | 10/02/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Phonofile AS (Phonofile Norway) | Amendment to Content License Agreement for Radio Service | 21/09/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Phonographic Performance Ltd (PPL) | Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
PIAS Sprl / PIAS-VITAL | Content License Agreement for Radio Service | 28/10/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
123
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
PIAS Sprl / PIAS-VITAL | Amendment to Content License Agreement for Radio Service | 23/11/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
PIAS Sprl / PIAS-VITAL | Amendment to Content License Agreement for Radio Service | 22/08/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Pison Contents | Content License Agreement for Radio Service | 26/02/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Planet41 Mobi-Venture Limited | Content License Agreement for Radio Service | 28/09/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Planet41 Mobi-Venture Limited | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
POPS Worldwide | Content License Agreement for Radio Service | 03/09/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
124
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Produciones Alzur SL (aka Lanzadera) | Content License Agreement for Radio Service | 14/05/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Pschent | Content License Agreement for Radio Service | 05/03/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
PT Alfa Kreasitama | Content License Agreement for Radio Service | 11/06/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
PT Arka Music Indonesia | Content License Agreement for Radio Service | 23/08/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
PT CeraHati Digital Media | Content License Agreement for Radio Service | 12/04/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
PT Digital Rantai Maya | Content License Agreement for Radio Service | 13/05/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
125
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
PT Indo Xxxxx Sakti | Content License Agreement for Radio Service | 29/05/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
PT Kreasi Cakrawala Utama (aka Keci Muzik) | Content License Agreement for Radio Service | 01/05/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
PT Naga Swarasakti | Content License Agreement for Radio Service | 02/05/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
PT Pelangi Prima Sejati | Content License Agreement for Radio Service | 23/08/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
PT Redtree Indonesia (aka Seven Music) | Content License Agreement for Radio Service | 27/03/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
PT Sani Sentosa Abadi | Content License Agreement for Radio Service | 01/06/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
126
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
PT. E-Motion Entertainment | Content License Agreement for Radio Service | 01/04/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Virgo Multi Cipta effective on October 1, 201 used to be PT. Virgo Ramayana Music & Entertainment | Content License Agreement for Radio Service | 03/03/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
PT.Xxxx Nada Pertim | Content License Agreement for Radio Service | 02/04/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
PT.Graha Prima Swara | Content License Agreement for Radio Service | 27/03/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Qanawat-FZ, LLC | Content License Agreement for Radio Service | 16/04/2013 | 5/16/2014 – extension process ongoing | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Xxxxxxx Digital | Content License Agreement for Radio Service | 20/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
127
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Xxxxxxx Digital | Amendment to Content License Agreement for Radio Service | 11/03/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Rajshri Media P Ltd. | Content License Agreement for Radio Service | 16/10/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Rajshri Media P Ltd. | Amendment to Content License Agreement for Radio Service | 29/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Rants Limited t/as VidZone Digital Media | Content License Agreement for Radio Service | 26/03/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Rants Limited t/as VidZone Digital Media | Amendment to Content License Agreement for Radio Service | 13/07/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
RDC Media | Content License Agreement for Radio Service | 01/04/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
128
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
RDC Media | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Rebeat Digital GmbH | Content License Agreement for Radio Service | 10/02/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Rebeat Digital GmbH | Amendment to Content License Agreement for Radio Service | 30/07/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Rebeat Digital GmbH | Amendment to Content License Agreement for Radio Service | 10/02/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Record Jet | Content License Agreement for Radio Service | 18/06/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Record Jet | Amendment to Content License Agreement for Radio Service | 13/07/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
129
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Redeye Inc. | Content License Agreement for Radio Service | 11/03/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Republic of Music Ltd. | Content License Agreement for Radio Service | 18/07/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Rock Records (S) Pte Ltd | Content License Agreement for Radio Service | 11/01/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Roja Mass Audios | Content License Agreement for Radio Service | 01/12/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Roja Mass Audios | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Rotana Audiovisual Company | Content License Agreement for Radio Service MENA | 12/04/2013 | 31/12/2014 | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
130
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Rotana Audiovisual Company | Amendment to Content License Agreement for Radio Service | 15/10/2013 | 31/12/2014 | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Rotana Audiovisual Company | Content License Agreement for Radio Service ex MENA | 12/04/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
RouteNote Ltd. | Content License Agreement for Radio Service | 03/04/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Saregama India Limited | Content License Agreement for Radio Service | 24/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Saregama Tone | Content License Agreement for Radio Service | 01/01/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Saregama Tone | Amendment to Content License Agreement for Radio Service | 21/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
131
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
SAS Entertainment | Content License Agreement for Radio Service | 20/02/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
SAS Entertainment | Amendment to Content License Agreement for Radio Service | 25/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Shemaroo Entertainment Ltd | Digital Music License Agreement | 27/11/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Silk Road Communications Pvt Ltd. | Content License Agreement for Radio Service | 23/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Soor Mandir | Content License Agreement for Radio Service | 05/10/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Soor Mandir | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
132
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
South India Digital Music Management Pvt Ltd | Content License Agreement for Radio Service | 19/08/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
South India Digital Music Management Pvt Ltd | Amendment to Content License Agreement for Radio Service | 22/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Southern Record Distribution (aka SRD) | Content License Agreement for Radio Service | 13/09/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
SPI Music Private Ltd. (aka Think Music) | Content License Agreement for Radio Service | 14/02/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
SPI Music Private Ltd. (aka Think Music) | Amendment to Content License Agreement for Radio Service | 14/02/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Spice Digital Limited | Content License Agreement for Radio Service | 30/10/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
133
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Spice Digital Limited | Amendment to Content License Agreement for Radio Service | 27/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
SRK Media Entertainment | Content License Agreement for Radio Service | 20/09/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
SRK Media Entertainment | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Star Music | Content License Agreement for Radio Service | 01/12/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Star Music | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Static Plastic Productions | Content License Agreement for Radio Service | 06/09/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
134
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Strumm Entertainment Pvt Ltd | Content License Agreement for Radio Service | 13/08/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Strumm Entertainment Pvt Ltd | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Super Audio (Madras) Pvt Ltd |
Content License Agreement for Radio Service | 23/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Symphonic Distribution | Content License Agreement for Radio Service | 18/07/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Symphony Recording Co. | Content License Agreement for Radio Service | 14/02/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Symphony Recording Co. | Amendment to Content License Agreement for Radio Service | 11/03/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
135
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Tellytune | Content License Agreement for Radio Service | 21/09/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Tellytune | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
The Indian Record XXX.Xx. LTD | Content License Agreement for Radio Service | 17/09/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
The Indian Record XXX.Xx. LTD | Amendment to Content License Agreement for Radio Service | 02/04/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
The New Digital Media | Content License Agreement for Radio Service | 11/09/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
The New Digital Media | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
The state51 Conspiracy LTD | Content License Agreement for Radio Service | 14/11/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Tricks and Cider (aka Xxxxxxxx Xx) |
Content License Agreement for Radio Service | 09/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Tunecore, Inc | Content License Agreement for Radio Service | 02/10/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Tunecore, Inc | Amendment Content License Agreement for Radio Service | 09/06/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
UD ENTERTAINMENT PVT LTD formerly UD Industries | Content License Agreement for Radio Service | 27/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
UD ENTERTAINMENT PVT LTD formerly UD Industries | Amendment to Content License Agreement for Radio Service | 11/03/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
137
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Ultra Distributors Pvt Ltd | Content License Agreement for Radio Service | 10/01/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Ultra Distributors Pvt Ltd | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Unisys Infosolutions Pvt Ltd | Content License Agreement for Radio Service | 05/10/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Unisys Infosolutions Pvt Ltd | Amendment to Content License Agreement for Radio Service | 24/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Universal Music Publishing Pvt Ltd | Content License Agreement for Radio Service | 24/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Universal power systems pvt ltd alias TECHZONE | Content License Agreement for Radio Service | 19/12/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
138
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Universal power systems pvt ltd alias TECHZONE | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
uTunes Entertainment Private Limited | Content License Agreement for Radio Service | 15/09/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
uTunes Entertainment Private Limited | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Valleyarm Digital Pty Ltd | Content License Agreement for Radio Service | 31/12/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Valleyarm Digital Pty Ltd | Amendment to Content License Agreement for Radio Service | 13/07/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Valleyarm Digital Pty Ltd | Amendment to Content License Agreement for Radio Service | 23/01/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
139
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Xxxx Entertainment | Content License Agreement for Radio Service | 27/05/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Xxxx Entertainment | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
VIO Mobile | Content License Agreement for Radio Service | 17/09/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Voice Digital | Content License Agreement for Radio Service | 14/03/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Voice Digital | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Waptak Ltd (aka Iricom and aka Rightscom) | Content License Agreement for Radio Service in Russia only | 25/03/2013 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
140
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
WorldWide Records | Content License Agreement for Radio Service | 01/10/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
WorldWide Records | Amendment to Content License Agreement for Radio Service | 01/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
X5 Music Group AB | Content License Agreement for Radio Service | 28/08/2011 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
X5 Music Group AB | Amendment to Content License Agreement for Radio Service | 13/07/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
X5 Music Group AB | Amendment to Content License Agreement for Radio Service | 10/01/2014 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Zojak World Wide, LLC | Content License Agreement for Radio Service | 06/07/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
141
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Zojak World Wide , LLC | Amendment to Content License Agreement for Radio Service | 13/07/2012 | Auto renew | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Faro Latino S.A. | Content License Agreement for Radio Service | 08/08/2014 | 1 year followed by successive 1 year terms until terminated | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
La Cupula Music | Content License Agreement for Radio Service | 29/07/2014 | 1 year followed by successive 1 year terms until terminated | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
See Music (Hong Kong) International Limited |
Content License Agreement for Radio Service | 19/08/2014 | 1 year followed by successive 1 year terms until terminated | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Navigator Records LLC | Content License Agreement for Radio Service | 25/09/2014 | 1 year followed by successive 1 year terms until terminated | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Horus Music Limited | Content License Agreement for Radio Service | 29/09/2014 | 1 year followed by successive 1 year terms until terminated | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. |
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Roba | Content License Agreement for Radio Service | 30/09/2014 | 1 year followed by successive 1 year terms until terminated | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Casete Upload SA DE CV | Content License Agreement for Radio Service | 22/09/2014 | 1 year followed by successive 1 year terms until terminated | To exploit and sublicense audio recordings and related content for use on Nokia Mix Radio streaming service. | ||||
Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
Beggars Group Digital | Digital Music License Agreement | Radio Service | 05/08/2014 | 31/12/2014 | ||||
Beggars Group Digital | Tax Authorisation Letter | Letter | 05/08/2014 | N/A | ||||
Beggars Group Digital | HM Revenue & Customs letter | Letter | 30/07/2014 | N/A | ||||
Ocean Interactive (Beijing) Culture Co. Ltd | Digital Music License Agreement | Radio Service | 08/04/2014 | 31/12/2014 | ||||
Kugou Computer Technology Co Ltd | Digital Music License Agreement | Radio Service | 08/04/2014 | 31/12/2014 | ||||
See Music (Shanghai) Co Ltd | Digital Music License Agreement | Radio Service | 08/04/2014 | 31/12/2014 | ||||
Beijing Yuelin Culture & Art Development Limited Company | Digital Music License Agreement | Radio Service | 08/04/2014 | 01/01/2015 | ||||
Rock Records (Beijing) Co., Ltd. | Digital Music License Agreement | Radio Service & other services | 12/07/2013 | 31/12/2014 | ||||
Rock Records (Beijing) Co., Ltd. | Digital Music License Amendment | Radio Service & other services | 21/10/2013 | 31/12/2014 | ||||
Rock Records (Beijing) Co., Ltd. | Amendment Agreement | Radio Service | 23/10/2014 | 31/12/2014 | ||||
Emperor Star (Beijing) Limited | Digital Music License Amendment | Radio Service & other services | 08/04/2013 | 31/12/2014 | ||||
Emperor Star (Beijing) Limited | Amendment Agreement | Radio Service | 24/10/2014 | 31/12/2014 |
143
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
ABC Digital Distribution Limited | Digital Music License Agreement & Amendment | 24/04/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Abirami Audio Recording Pvt Ltd | Digital Music License Agreement & Amendment | 22/02/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
AGI Music SDN BHD | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Alpha Digitech | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
AP Internationals (aka Anak Audio) | Digital Music License Agreement | 22/04/2014 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Arkwork Channel | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Beggars | Digital Music License Agreement & Amendment | 26/11/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Believe | Digital Music License Agreement & Amendment | 09/09/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Binacatunes | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region |
144
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Xxxxx Xxxxx Digital Pvt Ltd. | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Celldak Solutions | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Deep Emotions Publishing Pvt Ltd | Digital Music License Agreement & Amendment | 23/09/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Ditto Music (Ditto Ltd) |
Digital Music License Agreement & Amendment | 12/10/2011 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Dizital Geeks | Digital Music License Agreement & Amendment | 15/08/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Divo TV Private Limited | Digital Music License Agreement | 16/10/2014 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Domino | Digital Music License Agreement & Amendment | 09/04/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Drecords International Pvt Ltd | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
DRJ Records | Digital Music License Agreement & Amendment | 08/11/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region |
145
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
East Coast Audio Entertainment | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Eros International Media Limited | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Five Star Audio | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Gakk Media (BD) Limited | Digital Music License Agreement & Amendments | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Xxxx Digital Solutions Private Limited | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
GoBindas Entertainment Pvt Ltd | Digital Music License Agreement & Amendment | 16/10/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Laughing Buddha Entertainment | Digital Music License Agreement & Amendment | 01/04/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Lokdhun Telemedia | Digital Music License Agreement & Amendment | 11/02/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
M/s Goyal Digi Music | Digital Music License Agreement & Amendment | 07/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region |
146
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Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Manorama Music | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Mars Inc. | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Mobisoft Telesolutions Pvt. Ltd. (aka Phoneytunes) | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Music Wires | Digital Music License Agreement & Amendment | 18/05/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Orchard (The Orchard Enterprises, Inc. / OWIE) | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Phonofile AS (Phonofile Norway) | Digital Music License Agreement & Amendment | 05/06/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Phonographic Performance Ltd (PPL) | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Planet41 Mobi-Venture Limited | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Qanawat-FZ, LLC | Digital Music License Agreement | 16/04/2013 | 31/12/2013 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region |
147
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Xxxxxxx Digital | Digital Music License Agreement | 13/02/2014 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Rajshri Media P Ltd. | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Rants Limited t/as VidZone Digital Media | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
RDC Media | Digital Music License Agreement & Amendment | 01/04/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Rebeat Digital GmbH | Digital Music License Agreement & Amendment | 11/02/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Roja Mass Audios | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Rotana Audiovisual Company | Digital Music License Agreement & Amendment | 12/04/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Saregama India Limited | Digital Music License Agreement & Amendment | 01/01/2013 | 31/03/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Saregama Tone | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region |
148
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
SAS Entertainment | Digital Music License Agreement & Amendment | 20/02/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Shemaroo Entertainment Ltd | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Silk Road Communications Pvt Ltd. | Digital Music License Agreement & Amendment | 23/09/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Soor Mandir | Digital Music License Agreement & Amendment | 05/10/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
South India Digital Music Management Pvt. Ltd. | Digital Music License Agreement & Amendment | 19/08/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
SPI Music Private Ltd. (aka Think Music) | Digital Music License Agreement & Amendment | 14/02/2014 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Spice Digital Limited | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
SRK Media Entertainment | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Star Music | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region |
149
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Strumm Entertainment Pvt. Ltd. | Digital Music License Agreement & Amendment | 13/08/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Super Audio (Madras) Pvt Ltd | Digital Music License Agreement & Amendment | 01/06/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Symphony Recording Co. | Digital Music License Agreement & Amendment | 14/02/2014 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Tellytune | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
The Indian Record XXX.Xx. LTD | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
The New Digital Media | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Timesmobile Limited | Digital Music License Agreement & Amendment | 05/12/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
UD ENTERTAINMENT PVT LTD formerly UD Industries | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Ultra Distributors Pvt Ltd | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region |
150
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Unisys Infosolutions Pvt Ltd | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Universal Music Publishing Pvt Ltd | Digital Music License Agreement & Amendment | 23/09/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Universal power systems pvt ltd alias TECHZONE | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
uTunes Entertainment Private Limited | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Xxxx Entertainment | Digital Music License Agreement & Amendment | 27/05/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Virtual Marketing india Pvt Ltd (aka Hungama) | Digital Music License Agreement & Amendments | 01/01/2013 | 30/06/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Voice Digital | Digital Music License Agreement & Amendment | 14/03/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
WorldWide Records | Digital Music License Agreement & Amendment | 01/01/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
X5 Music Group AB | Digital Music License Agreement & Amendment | 28/02/2013 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region |
151
Table of Contents
Counterparty Contracting Party |
Agreement Title |
Agreement Effective |
Agreement Expiration |
Brief Description of | ||||
Musicraft | Digital Music License Agreement | 17/02/2014 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Absolute Marketing and Distribution Ltd. | Digital Music License Agreement | 22/08/2014 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
FreeSpirit Entertainment Pvt Ltd | Digital Music License Agreement & Amendments | 05/12/2011 | 31/12/2014 | Digital Music License for Nokia Music Unlimited (NMU) service in the Indian region | ||||
Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
PT. Warner Music Indonesia | License Agreement | License Agreement | 2013-08-26 | rolling | ||||
VCPMC (Vietnam Center for Protection of Music Copyright) | Licence Agreement | License Agreement | 2013-10-01 | 28/02/2016 | ||||
ARESA GmbH | Non-precedential ARESA-Licence | License Agreement | 2013-07-01 | 31/12/2014 | ||||
Peermusic Pacific Pte. Ltd. | License Agreement | License Agreement | 2014-11-29 | varies (2015) | ||||
PT. Sony Music Entertainment Indonesia | License Agreement | License Agreement | 2014-01-03 | 31/12/2014 | ||||
SACEM, SDRM, SESAM | Agreement | License Agreement | 2013-12-12 | rolling | ||||
SDRM on behalf of UMPI | Agreement | License Agreement | 2013-12-12 | rolling | ||||
SACEM, SDRM, SESAM | Agreement | License Agreement | 2013-12-12 | rolling | ||||
UBC (Uniao Brasileira de Compositores) | License Agreement – Contrato | License Agreement | 2013-11-13 | rolling | ||||
Musiikkituottajat IFPI Finland ry | Sponsorship Agreement | Sponsorship Agreement | 2014-01-01 | 31/12/2014 |
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Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
APRA AMCOS | APRA/AMCOS digital music service agreement 2009 | music publishing license | 23/02/2011 | 31/12/2014 & rolling | ||||
APRA AMCOS | Letter for variation for Nokia Australia digital music service | music publishing license | 03/12/2010 | 31/12/2014 & rolling | ||||
APRA AMCOS | APRA/AMCOS semi interactive digital music service license agreement | music publishing license | 17/04/2013 | 30/06/2015 | ||||
CELAS GmbH | CELAS Licence | music publishing license | 04/03/2008 | 31/12/2014 | ||||
CELAS GmbH | Sideletter | music publishing license | 20/01/2009 | 31/12/2013 & renewal | ||||
CELAS GmbH | Sideletter Amendment 2 | music publishing license | 26/10/2011 | 31/12/2013 & renewal | ||||
CELAS GmbH | Sideletter Amendment 3 | music publishing license | 11/03/2013 | 31/12/2014 | ||||
CELAS GmbH | Gulf Region Sideletter Amendment | music publishing license | 18/03/2013 | 31/12/2014 | ||||
EMI Music Publishing Malaysia Sdn Bhd | Nokia Music Services License Agreement | music publishing license | 01/01/2012 | 2 years from launches | ||||
GEMA | Agreement | music publishing license | 24/02/2012 | 31/12/2014 | ||||
GEMA | Amendment | music publishing license | 26/10/2012 | 31/12/2014 | ||||
MESAM | Agreement | music publishing license | 16/02/2010 | 31/12/2014 & rolling | ||||
MESAM | Amendment | music publishing license | 06/09/2010 | 31/12/2014 & rolling | ||||
MESAM | Amendment 2 | music publishing license | 18/05/2012 | 31/12/2014 & rolling | ||||
MESAM | Termination letter | Termination letter | Termination as of 12/31/2014 | N/A | ||||
MSG | Agreement 16.03.2010 | music publishing license | 16/03/2010 | 31/12/2014 & rolling |
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Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
MSG | Amendment 06.09.2010 | music publishing license | 06/09/2010 | 31/12/2014 & rolling | ||||
MSG | Amendment 2 18.10.2012 | music publishing license | 18/05/2012 | 31/12/2014 & rolling | ||||
NORM | Agreement | music publishing license | 24/08/2009 | 31/12/2014 | ||||
NORM | Amendment | music publishing license | 22/02/2011 | 31/12/2014 | ||||
NORM | Amendment 2 | music publishing license | 27/07/2011 | 31/12/2014 | ||||
NORM | Amendment 3 | music publishing license | 15/06/2012 | 31/12/2014 | ||||
PAECOL GmbH | Agreement | music publishing license | 23/09/2011 | 31/12/2014 | ||||
PAECOL GmbH | Amendment | music publishing license | 04/02/2013 | 31/12/2014 | ||||
PRS Limited, MCPS Limited | Agreement | music publishing license | 03/10/2012 | 30/06/2014 & rolling | ||||
PRS Limited, MCPS Limited | Amendment Agreement | music publishing license | 03/01/2013 | 30/06/2014 & rolling | ||||
PRS Limited, MCPS Limited, Warner/Xxxxxxxx Music Limited | PEDL Licence Agreement | music publishing license | 19/02/2009 | 31/12/2013 (extension planned) | ||||
PRS Limited, MCPS Limited, Warner/Xxxxxxxx Music Limited | PEDL Licence Amendment | music publishing license | 29/01/2010 | 31/12/2013 (extension planned) | ||||
PRS Limited, MCPS Limited, Warner/Xxxxxxxx Music Limited | PEDL Licence Amendment 2 | music publishing license | 21/04/2010 | 31/12/2013 (extension planned) | ||||
PRS Limited, MCPS Limited, Warner/Xxxxxxxx Music Limited | PEDL Licence Amendment 3 | music publishing license | 21/04/2010 | 31/12/2013 (extension planned) | ||||
PRS Limited, MCPS Limited, Warner/Xxxxxxxx Music Limited | PEDL Licence Amendment 4 | music publishing license | 26/04/2012 | 31/12/2013 (extension planned) |
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Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
PRS Limited, MCPS Limited, Warner/Xxxxxxxx Music Limited | PEDL Licence Amendment 4A | music publishing license | 06/03/2013 | 31/12/2014 re the territory in schedules specified in the amendment | ||||
Rotana Publishing SARL | Agreement | music publishing license | 13/03/2013 | 30/06/2015 & rolling | ||||
SAMRO | Agreement | music publishing license | 13/08/2009 | 31/12/2014 | ||||
SAMRO | Amendment | music publishing license | 09/06/2011 | 31/12/2014 | ||||
SAMRO | Amendment 2 | music publishing license | 15/09/2011 | 31/12/2014 | ||||
SAMRO | Amendment 3 | music publishing license | 15/06/2012 | 31/12/2014 | ||||
SIAE | Agreement | music publishing license | 23/04/2013 | 31/12/2014 & renew | ||||
Sociedad General de Autores y Editores (SGAE) | License for music on demand | music publishing license | 01/09/2011 | 30/06/2014 & renew | ||||
Sociedad General de Autores y Editores (SGAE) | Addendum | music publishing license | 10/01/2012 | 30/06/2014 & renew | ||||
Sociedad General de Autores y Editores (SGAE) | Addendum 2 | music publishing license | 24/04/2013 | 30/06/2014 & renew | ||||
Sociedade Portuguesa de Autores (SPA) | Agreement | music publishing license | 29/11/2004 | 31/12/2014 & renew | ||||
Sociedade Portuguesa de Autores (SPA) | Amendment | music publishing license | 28/02/2006 | 31/12/2014 & renew | ||||
Sociedade Portuguesa de Autores (SPA) | Amendment 2 | music publishing license | 30/10/2008 | 31/12/2014 & renew | ||||
Sociedade Portuguesa de Autores (SPA) | Amendment 3 | music publishing license | 15/08/2011 | 31/12/2014 & renew | ||||
Sociedade Portuguesa de Autores (SPA) | Amendment 4 | music publishing license | 26/10/2012 | 31/12/2014 & renew | ||||
Sony Music Publishing Sdn Bhd | Nokia Music Services License Agreement | music publishing license | 01/01/2012 | 2 years from launches |
155
Table of Contents
Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
SUISA | Agreement | music publishing license | 24/07/2008 | 31/12/2014 & renew | ||||
SUISA | Letter agreement with SUISA… | music publishing license | 06/02/2013 | 31/12/2014 & renew | ||||
SUISA | Letter agreement | music publishing license | 12/03/2013 | 9/30/2010 – the term shall continue for the full resulting periods applicable to CWM devices and renewal periods | ||||
TEOSTO r.y.; NCB | Letter agreement for final settlement… | music publishing license | 04/10/2013 | 31/03/2014 & 31/12/2015 | ||||
WapTak Ltd. | Agreement | music publishing license – extension negotiation ongoing | 25/10/2012 | 31/12/2013 & options – extension planned | ||||
ZAiKS | License Agreement | music publishing license | 09/11/2009 | 31/12/2014 | ||||
ZAiKS | License Amendment Agreement | music publishing license | 04/01/2012 | 31/12/2014 | ||||
ZAiKS | License Amendment 2 Agreement | music publishing license | 29/05/2012 | 31/12/2014 | ||||
Warner/Xxxxxxxx Music Publishing Agency (Beijing) Ltd | PEDL License Agreement | Publisher agreement | 07/07/2010 | 06/04/2012 | ||||
Warner/Xxxxxxxx Music Publishing Agency (Beijing) Ltd | First Amendment to Pedl License Agreement | Publisher agreement | 02/03/2012 | 06/04/2012 | ||||
Warner/Xxxxxxxx Music Publishing Agency (Beijing) Ltd | Second AMENDMENT TO PEDL LICENCE AGREEMENT | Publisher agreement | 07/04/2012 | 06/04/2013 | ||||
Warner/Xxxxxxxx Music Publishing Agency (Beijing) Ltd | THIRD AMENDMENT TO PEDL LICENCE AGREEMENT | Publisher agreement | 07/04/2013 | 4/6/2014, extension planned | ||||
ABEM (now part of UBEM) | Convenio sobre licenciamento… | music publishing license | 28/04/2009 | 31/12/2014 & rolling | ||||
ABER (now part of UBEM) | Convenio sobre licenciamento… | music publishing license | 03/04/2009 | 31/12/2014 & rolling |
156
Table of Contents
Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
UBEM | Amendment to the agreements… | music publishing license | 16/11/2011 | 31/12/2014 & rolling | ||||
UBEM | Amendment 2 to the agreements… | music publishing license | 07/11/2012 | 31/12/2014 & rolling | ||||
ASCAP | License Agreement | music publishing license | 28/12/2012 | 31/12/2014 | ||||
ASCAP | side letter to License Agreement | music publishing license | 28/12/2012 | 31/12/2014 | ||||
BMG Rights Management (US) LLC | Agreement | music publishing license | 17/08/2012 | 31/12/2014 & rolling | ||||
Kobalt Music Publishing America, Inc. | Agreement | music publishing license | 16/08/2012 | 31/12/2014 & rolling | ||||
Peermusic III, Ltd. | Agreement | music publishing license | 01/08/2012 | 01/09/2015 & rolling | ||||
SESAC LLC | SESAC performance license for Nokia | music publishing license | 04/09/2012 | 31/12/2014 & rolling | ||||
The Xxxxx Xxx Agency, Inc. | Nokia-HFA administration service agreement | music administration service agreement | 16/08/2012 | 01/08/2013 & rolling | ||||
Universal Music Publishing Group | Agreement | music publishing license | 06/12/2012 | 31/12/2014 | ||||
Warner/Xxxxxxxx Music, Inc. | Agreement | music publishing license | 01/09/2012 | 31/12/2014 | ||||
SACM | Carta-Convenio con SACM con respecto a Mix Radio/Nokia Music+ | license agreement | 18/02/2014 | 17/04/2015 | ||||
Peermusic Do Brasil Edicoes Musicais Ltda | License Agreement – Contrato | license agreement | 25/02/2014 | 31/12/2014 | ||||
Xxxx/Stemra | Letter agreement for final settlement to Xxxx/Stemra for the Licensed Service | license agreement | 07/04/2014 | 31/12/2014 | ||||
Beijing Golden Dynamic Software Development Co., Ltd | Publishing Aggregator AGREEMENT | Publishing aggregator agreement | 08/04/2013 | 07/04/2014 |
157
Table of Contents
Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective |
Agreement End date | ||||
Ocean Interactive (Beijing) Culture Co Ltd | Publishing agreement | Publishing Agreement | 08/04/2013 | 07/04/2013 | ||||
EMI Music Publishing Asia | Direct Publishing License Agreement – Amendment to Ocean Interactive agreement dated 4/8/2013 | Direct License deal for Mix Radio China for April to December 2014. | 20/03/2014 | 31/12/2014 | ||||
Sony/ATV Music Publishing (Hong Long) | Direct Publishing License Agreement – Amendment to Ocean Interactive agreement dated 4/8/2013 | Direct License deal for Mix Radio China for April to December 2014. | 20/03/2014 | 12/31/214 | ||||
Music Authors’ Copyright Protection (MACP) Berhad | License Agreement | License Agreement for Malaysia | 17/10/2013 | 31/12/2014 | ||||
austro mechana & AKM | Agreement | license agreement for Austria | 01/01/2012 | 31/12/2014 | ||||
SABAM | 2014 Annex for Extension, Annex 5 | license agreement for Belgium | 13/10/2014 | 31/12/2016 | ||||
SABAM | Contract between SABAM and OD2 | license agreement for Belgium | 26/10/2004 | 31/12/2016 | ||||
SABAM | Annex 1, Annex for Territory Extension | license agreement for Belgium & NL | date 2005 | 31/12/2016 | ||||
SABAM | Annex 2, Annex for 2006 Extension | license agreement for Belgium & NL | 26/04/2007 | 31/12/2016 | ||||
SABAM | Annex 3, 2007 Annex for Extension | license agreement for Belgium & NL | 08/01/2008 | 31/12/2016 | ||||
SABAM | SABAM letter RE: SABAM & CELAS dated 8/01/2008 (part of Annex 3) | license agreement for Belgium & NL | 08/01/2008 | 31/12/2016 | ||||
SABAM | Annex 4, 2008 Annex for Extension | license agreement for Belgium & NL | date ? | 31/12/2016 | ||||
Composers and Authors Society of Singapore Ltd (COMPASS) | Licence – Agreement between COMPASS and Nokia Pte Ltd | license agreement for Singapore | 01/01/2014 | 31/12/2014 |
158
Table of Contents
Domain Name |
Paid Through Date | Status |
TLD | |||||
xxxxxx.xx |
15/08/2015 | registered locked | .io | |||||
xxxxxxxx.xxx |
04/10/2015 | registered locked | .biz | |||||
xxxxxxxx.xx |
04/10/2015 | registered locked | .cn | |||||
xxxxxxxx.xx.xx |
02/12/2015 | registered locked | .xx.xx | |||||
xxxxxxxx.xx |
04/10/2015 | registered locked | .in | |||||
xxxxxxxx.xxxx |
04/10/2015 | registered locked | .mobi | |||||
xxxxxxxx.xxx |
18/03/2016 | registered locked | .net | |||||
xxxxxxxx.xx |
04/10/2015 | registered locked | .us | |||||
xxxxxx.xxx |
06/05/2015 | Registered locked | .com | |||||
xxxxxxx.xxx |
03/08/2018 | Registered locked | .com | |||||
and xxxxxxxx.xxx |
02/02/2015 | Registered locked | .com |
Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective date |
Agreement End date | ||||
Brasil Xxxxxxx Broadcast Analysis do Brasil Ltda. | Digital Music Data Provision | Music chart data | 3.9.2013 | auto renew | ||||
LyricFind Inc. | Service and Content License Agreement for ongoing Services relating to Nokia Music Services | Provision of lyrics to Mix Radio Service & Extension Letter | 18.01.2013 | One year fixed term, Nokia has a right to extend for additional two 12 months terms | ||||
LyricFind Inc. | Data Access Agreement | Provision of lyrics to Nokia Music Services in China | 01.10.013 | One year fixed term, continues in additional 1 year terms unless terminated in accordance with the agreement | ||||
McMaster University | Data Sharing and Co-operation Agreement | Provision of access to service data | 31.05.2012 | 31.05.2017 | ||||
media control GfK International | DIGITAL MUSIC DATA PROVISION AGMT | Music chart data | 15.3.2012 | Rolling Renewal |
159
Table of Contents
Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective date |
Agreement End date | ||||
media control GfK International | Amendment (NO. 1) to the Music Data Provision Agreement | Amendment to add Territories | 7.5.2013 | Subject to main agreement | ||||
The Official UK Charts company | DIGITAL MUSIC DATA PROVISION AGMT | Music chart data | 26.6.2011 | Rolling Renewal | ||||
The Official UK Charts company | Amendment (NO. 1) to the Music Data Provision Agreement | Amendment to add Streaming Data | signed 18.03.2013 |
Subject to main agreement | ||||
Ticketmaster LLC. | Ticketmaster Affiliate Program | Data for gig finder | 20.2.2013 | on term by either party | ||||
Elisa Corporation | Mobile Operator Billing Agreement for Nokia Music Services | Operator billing service for end users | 1.4.2013 | One year fixed term, ongoing thereafter until terminated by the giving of 30 day notice by either party | ||||
Elisa Corporation | Amendment to Mobile Operator Billing Agreement for Nokia Music Services | Operator billing service for end users | 1.7.2014 | Subject to main agreement | ||||
The Xxxxxxx Company | Xxxxxxx Media Products Data Supply Agreement | Provision of sales information | 15.11.2013 | 14.11.2015 (with auto renewals) | ||||
Microsoft Online, Inc | Microsoft Content License Agreement | Content license agreement | 01.11.2013 | Two years and auto renewal | ||||
Syntonetic Media Solutions A/S | Agreement for General Professional Services | Provision of service re music navigation, software and service | 17.12.2013 | One year fixed term | ||||
Syntonectic Media Solutions A/S | Amendment to the Agreement for General Professional Services | Supplement | 24.4.2014 | 17.12.2014 | ||||
Bristol Music Trust | Sponsorship Agreement | Sponsorship, advertising, | 01.10.2013 | 30.09.2016 | ||||
University of Cape Town | Framework research agreement | Research and development | 1.1.2013 | 31.12.2017 | ||||
AM Xxxxxxxxx Advisors | Agreement for Consultancy Assignements 2.2 | Consultancy Assignement | 24/04/2014 | 30/09/2014 |
160
Table of Contents
Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective date |
Agreement End date | ||||
The Xxxxxxx Company | Nielsen License Agreement for Entertainment Data and Services | License Agreement for Charts data with Xxxxxxx Company LLC | 09/06/2014 | 08/06/2015 | ||||
Cooking Vinyl Publishing | License Agreement for Certain Master Recordings, Music and Underlying Works Thereof | License for preload | 22/04/2014 | Remains in force as long as Nokia is selling the Nokia Product | ||||
Xxxxxx Brands Inc. | Agreement for providing material for use in advertising campaign for MixRadio. | Agreement for Trademark/promotional material | 01/05/2014 | No expiry date | ||||
YuMe Inc. | Agreement for software evaluation | Software Evaluation | 31/07/2014 | 9/31/2014 & Option to renew by written agreement | ||||
Beijing Golden Dynamic Software Development Co., Ltd | Agreement for Consultancy Assignments | Consultancy | 01/01/2014 | 31/12/2014 | ||||
Branded Ltd and Indian Television Dot Com Pvt. Ltd. | Sponsorship Agreement | Sponsorship | 26/11/2014 | Earlier of the following: i) Future Events (as specified in the agreement) have been completed; ii) Nokia have been refused to sponsor the Event (as specified in the agreement)for 2015 | ||||
Dolby Laboratories inc | software licensing agreement | Software Licensing | 01/10/2012 | No expiry date | ||||
BJ Wuxianjinli SW Development CO LT | Purchase order for Nokia Music Content Aggregation 3rd year | Purchase order | 17/04/2014 | N/A | ||||
Uservoice Inc | Sofware service agreement | Agreement for software as a service relating to uservoice service for mixradio | 01/08/2014 | 31/07/2019 |
161
Table of Contents
Supplier Contracting |
Agreement Name |
Agreement type |
Agreement Effective date |
Agreement End date | ||||
AVC Edelman Company Ltd | Services Agreement | Promoting of MMO’s online music service (MixRadio) | 01/07/2014 | In force until the Services re Project are finalized or until terminated in accordance with the general conditions | ||||
BigChampagne | Digital Music Data Provision Agreement | Supply of sales and streaming information | 13/06/2013 | 6/12/2014 and auto renew | ||||
Xamarin Inc | Agreement For Software Tools Licensing | Software Tools Licensing | 01/09/2014 | 31/08/2015 | ||||
Ab Leading High Performance Ltd | Agreement for Services | Management Consulting | 15/08/2014 | 01/06/2015 | ||||
Ab Leading High Performance Ltd | Amendment to Agreement for Services | Management Consulting | 26/09/2014 | 01/06/2015 | ||||
Fan Tan Entertainment Inc. | Agreement for Services | Management Consulting | 21/07/2014 | 31/12/2014 | ||||
Fan Tan Entertainment Inc. | Amendment to Agreement for Services | Management Consulting | 01/09/2014 | 31/12/2014 | ||||
Mosaic Island | Agreement for WS Development and Consultancy Projects | SW Development and consultancy | 06/10/2014 | 09/03/2015 | ||||
Musiikkituottajat – IFPI Finland ry | Sponsorship Agreement | sponsorship of Finland music charts | 01/01/2014 | 31/12/2014 | ||||
Musiikkituottajat – IFPI Finland ry | Amendment Agreement | sponsorship of Finland music charts | 21/11/2014 | 31/12/2015 |
162
Table of Contents
1. | Beyond Compare | |
2. | Acrobat Pro | |
3. | Adobe Aftereffects 5.5 | |
4. | Adobe Creative Suite CS5 | |
5. | Adobe CS5 Design Premium | |
6. | Adobe Photoshop | |
7. | Adobe Web Premium CS3 | |
8. | Adobe Web Premium CS5 | |
9. | Agent Ransack | |
10. | AgileZen | |
11. | Balsamiq | |
12. | Beyond compare | |
13. | Browserstack | |
14. | Campfire | |
15. | Dreamweaver | |
16. | Glyphs 1.3.22 (496) | |
17. | HP quality center (VLM) | |
18. | IntelliJ 13 Ultimate Edition | |
19. | Keynote | |
20. | Microsoft Project | |
21. | Microsoft Visio | |
22. | Microsoft Visual Studio | |
23. | MindManger | |
24. | OmniGraffle Pro 5.4.2 | |
25. | PagerDuty | |
26. | PHPStorm | |
27. | Resharper | |
28. | Snag IT | |
29. | Sprout Social | |
30. | Sublime Text 2 | |
31. | SublimeText | |
32. | Tableau | |
33. | VisionApp | |
34. | VMWare | |
35. | Wirecast by Telestream |
Team |
Name | |
Watchmen |
Media Info | |
Watchmen |
Notepad++ | |
Watchmen |
7Zip | |
Watchmen |
Nunit | |
Watchmen |
MP3Lib | |
Watchmen |
XXXX.Xxx | |
Watchmen |
Taglib-sharp |
163
Table of Contents
Team |
Name | |
Watchmen |
ID3Lib | |
Watchmen |
Ionic.Zip | |
Watchmen |
UITS tool | |
Watchmen |
MOQ | |
Watchmen |
SharpZipLib | |
Watchmen |
Flac.exe | |
Watchmen |
NLog | |
Watchmen |
NMock | |
Watchmen |
NMock2 | |
Watchmen |
Tortoise-Git | |
Web |
Nodejs | |
Web |
ReactJS | |
Web |
BackboneJs | |
Web |
Jplayer | |
Web |
Director | |
Web |
ES5Shim | |
Web |
Jquery | |
Web |
Lodash | |
Web |
Mustache | |
Web |
Statesman | |
Web |
I18j-ns | |
Ops |
Centos | |
Ops |
Nagios | |
Ops |
Cacti | |
Ops |
Nexus | |
Ops |
Apache HTTPD | |
Ops |
Jboss | |
Ops |
Jetty | |
Ops |
MySql | |
Ops |
MongoDB | |
Windows Client |
XXXX.Xxx | |
Windows Client |
WinRT XAML Toolkit | |
Windows Client |
SharpDX | |
Windows Client |
SpecFlow * |
164
Table of Contents
Team |
Name | |
Windows Client |
Xxxxxxx * | |
Windows Client |
Nunit * | |
Windows Client |
StyleCop * | |
Windows Client |
ImageTools | |
Windows Client |
WP Toolkit | |
Windows Client |
SharpSerializer | |
Windows Client |
Ionic.Zlib | |
Windows Client |
SharpZipLib | |
Windows Client |
WriteableBitmapEx | |
Windows Client |
XX0.XXX | |
Windows Client |
SQLite | |
Windows Client |
SQLite wrapper | |
Windows Client |
SQLite native bridge | |
Windows Client |
MOQ * | |
Windows Client |
Sterling | |
Windows Client |
XAML Styler * | |
Windows Client |
NChurn * | |
Windows Client |
OpenCover * | |
Windows Client |
Nokia Imaging SDK | |
Xxxxxx |
logback-classic | |
Xxxxxx |
cheshire | |
Xxxxxx |
clj-http | |
Xxxxxx |
clj-http-fake | |
Xxxxxx |
clj-time | |
Xxxxxx |
clojure-complete | |
Xxxxxx |
rest-client-driver | |
Xxxxxx |
metrics-graphite | |
Xxxxxx |
metrics-logback | |
Xxxxxx |
commons-collections | |
Xxxxxx |
commons-io | |
Xxxxxx |
commons-lang | |
Xxxxxx |
compojure | |
Xxxxxx |
environ | |
Xxxxxx |
junit |
165
Table of Contents
Team |
Name | |
Xxxxxx |
metrics-clojure | |
Xxxxxx |
metrics-clojure-ring | |
Xxxxxx |
midje | |
Xxxxxx |
ring-utils | |
Xxxxxx |
httpclient | |
Xxxxxx |
httpcore | |
Xxxxxx |
clojure | |
Xxxxxx |
data.json | |
Xxxxxx |
data.xml | |
Xxxxxx |
data.zip | |
Xxxxxx |
tools.logging | |
Xxxxxx |
tools.nrepl | |
Xxxxxx |
runtime | |
Xxxxxx |
jcl-over-slf4j | |
Xxxxxx |
jul-to-slf4j | |
Xxxxxx |
slf4j-api | |
Xxxxxx |
rest-cljer | |
Xxxxxx |
ring-middleware-format | |
Xxxxxx |
samsa | |
Xxxxxx |
logback-classic | |
Xxxxxx |
cheshire | |
Xxxxxx |
clj-http | |
Xxxxxx |
clj-http-fake | |
Xxxxxx |
clj-time | |
Xxxxxx |
clojure-complete | |
Xxxxxx |
rest-client-driver | |
Xxxxxx |
metrics-graphite | |
Xxxxxx |
metrics-logback | |
Xxxxxx |
metrics-servlet | |
Xxxxxx |
commons-io | |
Xxxxxx |
commons-lang | |
Xxxxxx |
compojure | |
Xxxxxx |
environ | |
Xxxxxx |
junit |
166
Table of Contents
Team |
Name | |
Xxxxxx |
metrics-clojure | |
Xxxxxx |
metrics-clojure-ring | |
Xxxxxx |
midje | |
Xxxxxx |
ring-utils | |
Xxxxxx |
httpclient | |
Xxxxxx |
clojure | |
Xxxxxx |
data.json | |
Xxxxxx |
data.xml | |
Xxxxxx |
data.zip | |
Xxxxxx |
tools.logging | |
Xxxxxx |
tools.nrepl | |
Xxxxxx |
runtime | |
Xxxxxx |
jcl-over-slf4j | |
Xxxxxx |
jul-to-slf4j | |
Xxxxxx |
slf4j-api | |
Xxxxxx |
rest-cljer | |
Xxxxxx |
ring-jetty-adapter | |
Xxxxxx |
ring-middleware-format | |
Xxxxxx |
closchema | |
Xxxxxx |
logback-classic | |
Xxxxxx |
cheshire | |
Xxxxxx |
cinemagraph-loop | |
Xxxxxx |
clj-http | |
Xxxxxx |
clj-http-fake | |
Xxxxxx |
clj-time | |
Xxxxxx |
clojure-complete | |
Xxxxxx |
multipart | |
Xxxxxx |
rest-client-driver | |
Xxxxxx |
microsoft-windowsazure-api | |
Xxxxxx |
xxxxxx | |
Xxxxxx |
metrics-graphite | |
Xxxxxx |
metrics-logback | |
Xxxxxx |
metrics-servlet | |
Xxxxxx |
commons-io |
167
Table of Contents
Team |
Name | |
Xxxxxx |
commons-lang | |
Xxxxxx |
compojure | |
Xxxxxx |
compojure-throttle | |
Xxxxxx |
environ | |
Xxxxxx |
xxx-core | |
Xxxxxx |
jai_codec | |
Xxxxxx |
junit | |
Xxxxxx |
metrics-clojure | |
Xxxxxx |
metrics-clojure-ring | |
Xxxxxx |
midje | |
Xxxxxx |
thumbnailator | |
Xxxxxx |
instrumented-ring-jetty-adapter | |
Xxxxxx |
ring-utils | |
Xxxxxx |
httpclient | |
Xxxxxx |
clojure | |
Xxxxxx |
data.json | |
Xxxxxx |
data.xml | |
Xxxxxx |
data.zip | |
Xxxxxx |
tools.logging | |
Xxxxxx |
tools.nrepl | |
Xxxxxx |
runtime | |
Xxxxxx |
jcl-over-slf4j | |
Xxxxxx |
jul-to-slf4j | |
Xxxxxx |
slf4j-api | |
Xxxxxx |
rest-cljer | |
Xxxxxx |
ring-middleware-format | |
Xxxxxx |
slingshot | |
Xxxxxx |
xuggle-xuggler | |
Xxxxxx |
logback-classic | |
Xxxxxx |
cheshire | |
Xxxxxx |
clj-http | |
Xxxxxx |
clj-http-fake | |
Xxxxxx |
clj-nokia-sso | |
Xxxxxx |
clj-time |
168
Table of Contents
Team |
Name | |
Xxxxxx |
clojure-complete | |
Xxxxxx |
clout | |
Xxxxxx |
rest-client-driver | |
Xxxxxx |
metrics-graphite | |
Xxxxxx |
metrics-logback | |
Xxxxxx |
metrics-servlet | |
Xxxxxx |
commons-io | |
Xxxxxx |
commons-lang | |
Xxxxxx |
compojure | |
Xxxxxx |
environ | |
Xxxxxx |
junit | |
Xxxxxx |
metrics-clojure | |
Xxxxxx |
metrics-clojure-ring | |
Xxxxxx |
midje | |
Asimov |
ring-utils | |
Asimov |
httpclient | |
Asimov |
clojure | |
Asimov |
data.json | |
Asimov |
data.xml | |
Asimov |
data.zip | |
Asimov |
tools.logging | |
Asimov |
tools.nrepl | |
Asimov |
runtime | |
Asimov |
jcl-over-slf4j | |
Asimov |
jul-to-slf4j | |
Asimov |
slf4j-api | |
Asimov |
rest-cljer | |
Asimov |
ring-jetty-adapter | |
Asimov |
ring-middleware-format | |
Asimov |
logback-classic | |
Asimov |
cheshire | |
Asimov |
clj-http | |
Asimov |
clj-http-fake | |
Asimov |
clj-keymaster-client |
169
Table of Contents
Team |
Name | |
Asimov |
clj-time | |
Asimov |
clojure-complete | |
Asimov |
rest-client-driver | |
Asimov |
metrics-graphite | |
Asimov |
metrics-logback | |
Asimov |
commons-io | |
Asimov |
commons-lang | |
Asimov |
compojure | |
Asimov |
environ | |
Asimov |
junit | |
Asimov |
korma | |
Asimov |
metrics-clojure-ring | |
Asimov |
midje | |
Asimov |
mysql-connector-java | |
Asimov |
mysql-connector-mxj | |
Asimov |
instrumented-ring-jetty-adapter | |
Asimov |
ring-utils | |
Asimov |
httpclient | |
Asimov |
httpcore | |
Asimov |
clojure | |
Asimov |
data.xml | |
Asimov |
data.zip | |
Asimov |
java.jdbc | |
Asimov |
tools.logging | |
Asimov |
tools.nrepl | |
Asimov |
runtime | |
Asimov |
jcl-over-slf4j | |
Asimov |
jul-to-slf4j | |
Asimov |
slf4j-api | |
Asimov |
rest-cljer | |
Asimov |
ring-middleware-format | |
Asimov |
slingshot | |
Asimov |
validation-clj | |
Asimov |
closchema |
170
Table of Contents
Team |
Name | |
Asimov |
logback-classic | |
Asimov |
logback-core | |
Asimov |
cheshire | |
Asimov |
clj-http | |
Asimov |
clj-webdriver | |
Asimov |
clojure-complete | |
Asimov |
rest-client-driver | |
Asimov |
monger | |
Asimov |
commons-lang | |
Asimov |
compojure | |
Asimov |
environ | |
Asimov |
junit-dep | |
Asimov |
midje | |
Asimov |
ring-utils | |
Asimov |
clojure | |
Asimov |
data.json | |
Asimov |
data.xml | |
Asimov |
tools.logging | |
Asimov |
tools.nrepl | |
Asimov |
hamcrest-all | |
Asimov |
runtime | |
Asimov |
selenium-server | |
Asimov |
jcl-over-slf4j | |
Asimov |
jul-to-slf4j | |
Asimov |
slf4j-api | |
Asimov |
re-rand | |
Asimov |
rest-cljer | |
Asimov |
ring-devel | |
Asimov |
ring-jetty-adapter | |
Asimov |
slingshot | |
Asimov |
logback-classic | |
Asimov |
cheshire | |
Asimov |
clj-http | |
Asimov |
clj-http-fake |
171
Table of Contents
Team |
Name | |
Asimov |
clj-time | |
Asimov |
clojure-complete | |
Asimov |
rest-client-driver | |
Asimov |
metrics-graphite | |
Asimov |
metrics-logback | |
Asimov |
commons-collections | |
Asimov |
commons-io | |
Asimov |
commons-lang | |
Asimov |
compojure | |
Asimov |
environ | |
Asimov |
junit | |
Asimov |
korma | |
Asimov |
metrics-clojure | |
Asimov |
metrics-clojure-ring | |
Asimov |
midje | |
Asimov |
jtds | |
Asimov |
ring-utils | |
Asimov |
httpclient | |
Asimov |
httpcore | |
Asimov |
clojure | |
Asimov |
data.json | |
Asimov |
data.xml | |
Asimov |
data.zip | |
Asimov |
tools.logging | |
Asimov |
tools.nrepl | |
Asimov |
runtime | |
Asimov |
jcl-over-slf4j | |
Asimov |
jul-to-slf4j | |
Asimov |
slf4j-api | |
Asimov |
rest-cljer | |
Asimov |
ring-middleware-format | |
Asimov |
samsa | |
Asimov |
clojure-complete | |
Asimov |
tools.nrepl |
172
Table of Contents
Team |
Name | |
Asimov |
samsa | |
Asimov |
logback-classic | |
Asimov |
jackson-databind | |
Asimov |
bonecp | |
Asimov |
metrics-graphite | |
Asimov |
metrics-httpclient | |
Asimov |
metrics-logback | |
Asimov |
commons-io | |
Asimov |
commons-lang | |
Asimov |
servlet-api | |
Asimov |
joda-time | |
Asimov |
mysql-connector-java | |
Asimov |
httpclient | |
Asimov |
httpcore | |
Asimov |
jackson-core-asl | |
Asimov |
jackson-mapper-asl | |
Asimov |
hsqldb | |
Asimov |
resteasy-jackson-provider | |
Asimov |
resteasy-jaxrs | |
Asimov |
resteasy-spring | |
Asimov |
runtime | |
Asimov |
quartz | |
Asimov |
spring-context-support | |
Asimov |
spring-jdbc | |
Asimov |
spring-tx | |
Asimov |
spring-web | |
Asimov |
cglib-nodep | |
Asimov |
metrics-servlet | |
Asimov |
metrics-web | |
Asimov |
aspectjweaver | |
Asimov |
jcl-over-slf4j | |
Asimov |
rest-client-driver | |
Asimov |
rest-server-driver | |
Asimov |
junit-dep |
173
Table of Contents
Team |
Name | |
Asimov |
hamcrest-core | |
Asimov |
hamcrest-library | |
Asimov |
hsqldb | |
Asimov |
mockito-core | |
Asimov |
cheshire | |
Asimov |
clojure-complete | |
Asimov |
kafka-2.9.2 | |
Asimov |
clojure | |
Asimov |
tools.nrepl | |
Asimov |
logback-classic | |
Asimov |
echonest-api | |
Asimov |
jackson-databind | |
Asimov |
metrics-core | |
Asimov |
metrics-graphite | |
Asimov |
metrics-jetty | |
Asimov |
metrics-logback | |
Asimov |
commons-io | |
Asimov |
commons-io | |
Asimov |
commons-lang | |
Asimov |
javax.inject | |
Asimov |
validation-api | |
Asimov |
jsr311-api | |
Asimov |
joda-time | |
Asimov |
log4j | |
Asimov |
nearestlocation | |
Asimov |
javacsv | |
Asimov |
httpclient | |
Asimov |
httpclient-cache | |
Asimov |
httpcore | |
Asimov |
aspectjrt | |
Asimov |
bcprov-ext-jdk16 | |
Asimov |
jackson-core-asl | |
Asimov |
jackson-mapper-asl | |
Asimov |
jetty-server |
174
Table of Contents
Team |
Name | |
Asimov |
jetty-servlet | |
Asimov |
jetty-webapp | |
Asimov |
hibernate-validator | |
Asimov |
resteasy-jaxb-provider | |
Asimov |
resteasy-jaxrs | |
Asimov |
runtime | |
Asimov |
mongo-java-driver | |
Asimov |
slf4j-api | |
Asimov |
spring-beans | |
Asimov |
spring-context | |
Asimov |
aopalliance | |
Asimov |
cglib-nodep | |
Asimov |
logback-classic | |
Asimov |
metrics-logback | |
Asimov |
metrics-servlet | |
Asimov |
aspectjweaver | |
Asimov |
resteasy-jackson-provider | |
Asimov |
resteasy-spring | |
Asimov |
jcl-over-slf4j | |
Asimov |
jul-to-slf4j | |
Asimov |
spring-web | |
Asimov |
logback-classic | |
Asimov |
rest-client-driver | |
Asimov |
rest-server-driver | |
Asimov |
joda-time | |
Asimov |
junit-dep | |
Asimov |
hamcrest-core | |
Asimov |
hamcrest-library | |
Asimov |
mockito-core | |
Asimov |
slf4j-nop | |
Asimov |
bouncer | |
Asimov |
logback-classic | |
Asimov |
cheshire | |
Asimov |
clj-http |
175
Table of Contents
Team |
Name | |
Asimov |
clj-http-fake | |
Asimov |
clj-time | |
Asimov |
clojure-complete | |
Asimov |
rest-client-driver | |
Asimov |
monger | |
Asimov |
metrics-graphite | |
Asimov |
metrics-logback | |
Asimov |
metrics-servlet | |
Asimov |
commons-io | |
Asimov |
commons-lang | |
Asimov |
compojure | |
Asimov |
environ | |
Asimov |
junit | |
Asimov |
metrics-clojure | |
Asimov |
metrics-clojure-ring | |
Asimov |
midje | |
Asimov |
instrumented-ring-jetty-adapter | |
Asimov |
ring-utils | |
Asimov |
clojure | |
Asimov |
data.json | |
Asimov |
data.xml | |
Asimov |
data.zip | |
Asimov |
tools.logging | |
Asimov |
tools.nrepl | |
Asimov |
runtime | |
Asimov |
jcl-over-slf4j | |
Asimov |
jul-to-slf4j | |
Asimov |
slf4j-api | |
Asimov |
at-at | |
Asimov |
rest-cljer | |
Asimov |
ring-middleware-format | |
Asimov |
logback-classic | |
Asimov |
jackson-databind | |
Asimov |
protobuf-java |
176
Table of Contents
Team |
Name | |
Asimov |
metrics-core | |
Asimov |
metrics-graphite | |
Asimov |
metrics-servlet | |
Asimov |
commons-beanutils | |
Asimov |
commons-codec | |
Asimov |
commons-collections | |
Asimov |
commons-io | |
Asimov |
commons-lang | |
Asimov |
commons-logging | |
Asimov |
servlet-api | |
Asimov |
joda-time | |
Asimov |
log4j | |
Asimov |
dozer | |
Asimov |
opencsv | |
Asimov |
httpclient | |
Asimov |
httpcore | |
Asimov |
jetty-servlets | |
Asimov |
resteasy-jackson-provider | |
Asimov |
resteasy-jaxb-provider | |
Asimov |
resteasy-jaxrs | |
Asimov |
resteasy-spring | |
Asimov |
jdom | |
Asimov |
json | |
Asimov |
runtime | |
Asimov |
spring-web | |
Asimov |
soap | |
Asimov |
rest-client-driver | |
Asimov |
rest-driver-shared | |
Asimov |
rest-server-driver | |
Asimov |
json-path-assert | |
Asimov |
junit-dep | |
Asimov |
hamcrest-core | |
Asimov |
hamcrest-library | |
Asimov |
mockito-core |
177
Table of Contents
Team |
Name | |
Asimov |
selenium-java | |
Asimov |
logback-classic | |
Asimov |
jackson-databind | |
Asimov |
protobuf-java | |
Asimov |
metrics-core | |
Asimov |
metrics-graphite | |
Asimov |
metrics-servlet | |
Asimov |
commons-beanutils | |
Asimov |
commons-codec | |
Asimov |
commons-collections | |
Asimov |
commons-io | |
Asimov |
commons-lang | |
Asimov |
commons-logging | |
Asimov |
servlet-api | |
Asimov |
joda-time | |
Asimov |
log4j | |
Asimov |
dozer | |
Asimov |
opencsv | |
Asimov |
httpclient | |
Asimov |
httpcore | |
Asimov |
jetty-servlets | |
Asimov |
resteasy-jackson-provider | |
Asimov |
resteasy-jaxb-provider | |
Asimov |
resteasy-jaxrs | |
Asimov |
resteasy-spring | |
Asimov |
jdom | |
Asimov |
json | |
Asimov |
runtime | |
Asimov |
spring-web | |
Asimov |
soap | |
Asimov |
rest-client-driver | |
Asimov |
rest-driver-shared | |
Asimov |
rest-server-driver | |
Asimov |
json-path-assert |
178
Table of Contents
Team |
Name | |
Asimov |
junit-dep | |
Asimov |
hamcrest-core | |
Asimov |
hamcrest-library | |
Asimov |
mockito-core | |
Asimov |
selenium-java | |
Asimov |
closchema | |
Asimov |
logback-classic | |
Asimov |
cheshire | |
Asimov |
clj-http | |
Asimov |
clj-http-fake | |
Asimov |
clj-keymaster-client | |
Asimov |
clj-nokia-sso | |
Asimov |
clj-oauth | |
Asimov |
clj-oauth-server | |
Asimov |
clj-time | |
Asimov |
clojure-complete | |
Asimov |
jackson-databind | |
Asimov |
multipart | |
Asimov |
rest-client-driver | |
Asimov |
metrics-graphite | |
Asimov |
metrics-logback | |
Asimov |
commons-codec | |
Asimov |
commons-io | |
Asimov |
commons-lang | |
Asimov |
commons-logging | |
Asimov |
compojure | |
Asimov |
environ | |
Asimov |
joda-time | |
Asimov |
junit | |
Asimov |
midje | |
Asimov |
ehcache | |
Asimov |
instrumented-ring-jetty-adapter | |
Asimov |
ring-utils | |
Asimov |
httpclient |
179
Table of Contents
Team |
Name | |
Asimov |
httpcore | |
Asimov |
clojure | |
Asimov |
core.cache | |
Asimov |
data.json | |
Asimov |
data.xml | |
Asimov |
data.zip | |
Asimov |
tools.logging | |
Asimov |
tools.nrepl | |
Asimov |
libidn | |
Asimov |
runtime | |
Asimov |
jcl-over-slf4j | |
Asimov |
jul-to-slf4j | |
Asimov |
slf4j-api | |
Asimov |
spring-core | |
Asimov |
spring-test | |
Asimov |
rest-cljer | |
Asimov |
ring-jetty-adapter | |
Asimov |
ring-middleware-format | |
Asimov |
samsa | |
Asimov |
slingshot | |
Asimov |
logback-classic | |
Asimov |
logback-core | |
Asimov |
echonest-api | |
Asimov |
jackson-databind | |
Asimov |
jackson-jaxrs-json-provider | |
Asimov |
guava | |
Asimov |
protobuf-java | |
Asimov |
protobuf-java | |
Asimov |
json-simple | |
Asimov |
json-path | |
Asimov |
json-path-assert | |
Asimov |
oauth-signature | |
Asimov |
cors-filter | |
Asimov |
xstream |
180
Table of Contents
Team |
Name | |
Asimov |
ipcalculator | |
Asimov |
metrics-core | |
Asimov |
metrics-core | |
Asimov |
metrics-ehcache | |
Asimov |
metrics-graphite | |
Asimov |
metrics-servlet | |
Asimov |
commons-beanutils | |
Asimov |
commons-beanutils | |
Asimov |
commons-codec | |
Asimov |
commons-collections | |
Asimov |
commons-httpclient | |
Asimov |
commons-io | |
Asimov |
commons-lang | |
Asimov |
jsr311-api | |
Asimov |
joda-time | |
Asimov |
mysql-connector-java | |
Asimov |
dozer | |
Asimov |
ehcache-core | |
Asimov |
opencsv | |
Asimov |
commons-io | |
Asimov |
httpclient | |
Asimov |
httpclient-cache | |
Asimov |
httpcore | |
Asimov |
aspectjrt | |
Asimov |
bcpg-jdk16 | |
Asimov |
bcprov-ext-jdk16 | |
Asimov |
bcprov-jdk16 | |
Asimov |
jackson-core-asl | |
Asimov |
jackson-jaxrs | |
Asimov |
jackson-mapper-asl | |
Asimov |
libidn | |
Asimov |
hamcrest-all | |
Asimov |
jaxrs-api | |
Asimov |
resteasy-jackson-provider |
181
Table of Contents
Team |
Name | |
Asimov |
resteasy-jaxb-provider | |
Asimov |
resteasy-jaxrs | |
Asimov |
resteasy-spring | |
Asimov |
jdom | |
Asimov |
json | |
Asimov |
runtime | |
Asimov |
mockito-all | |
Asimov |
jcl-over-slf4j | |
Asimov |
log4j-over-slf4j | |
Asimov |
slf4j-api | |
Asimov |
slf4j-api | |
Asimov |
slf4j-api | |
Asimov |
slf4j-api | |
Asimov |
spring-context | |
Asimov |
spring-core | |
Asimov |
spring-orm | |
Asimov |
spring-oxm | |
Asimov |
spring-test | |
Asimov |
spring-web | |
Asimov |
spring-security-oauth | |
Asimov |
soap | |
Asimov |
xmlunit | |
Asimov |
metrics-graphite | |
Asimov |
aspectjweaver | |
Asimov |
rest-client-driver | |
Asimov |
rest-server-driver | |
Asimov |
json-path-assert | |
Asimov |
javassist | |
Asimov |
junit-dep | |
Asimov |
easymock | |
Asimov |
hamcrest-core | |
Asimov |
hamcrest-library | |
Asimov |
mockito-all | |
Asimov |
mockito-core |
182
Table of Contents
Team |
Name | |
Asimov |
powermock-api-easymock | |
Asimov |
powermock-api-mockito | |
Asimov |
powermock-module-junit4 | |
Asimov |
scribe | |
Asimov |
xmlunit | |
Asimov |
log4j | |
Asimov |
cglib-nodep | |
Asimov |
commons-beanutils | |
Asimov |
commons-collections | |
Asimov |
commons-httpclient | |
Asimov |
commons-lang | |
Asimov |
commons-logging | |
Asimov |
javassist | |
Asimov |
jsr311-api | |
Asimov |
log4j | |
Asimov |
dozer | |
Asimov |
hibernate-annotations | |
Asimov |
hibernate-core | |
Asimov |
hibernate-entitymanager | |
Asimov |
hibernate-validator | |
Asimov |
runtime | |
Asimov |
slf4j-log4j12 | |
Asimov |
spring | |
Asimov |
soap | |
Asimov |
resteasy-jaxrs | |
Asimov |
resteasy-spring | |
Asimov |
dom4j | |
Asimov |
hsqldb | |
Asimov |
jta | |
Asimov |
junit | |
Asimov |
mysql-connector-java | |
Asimov |
easymock | |
Asimov |
cglib-nodep | |
Asimov |
commons-httpclient |
183
Table of Contents
Team |
Name | |
Asimov |
commons-logging | |
Asimov |
jaxen | |
Asimov |
log4j | |
Asimov |
jdom | |
Asimov |
runtime | |
Asimov |
slf4j-log4j12 | |
Asimov |
spring | |
Asimov |
resteasy-jaxrs | |
Asimov |
resteasy-spring | |
Asimov |
servlet-api | |
Asimov |
jaxen | |
Asimov |
junit | |
Asimov |
easymock | |
Asimov |
cglib-nodep | |
Asimov |
commons-httpclient | |
Asimov |
commons-logging | |
Asimov |
javassist | |
Asimov |
jsr311-api | |
Asimov |
log4j | |
Asimov |
hibernate-annotations | |
Asimov |
hibernate-core | |
Asimov |
hibernate-entitymanager | |
Asimov |
hibernate-validator | |
Asimov |
jdom | |
Asimov |
runtime | |
Asimov |
slf4j-log4j12 | |
Asimov |
spring | |
Asimov |
resteasy-jaxrs | |
Asimov |
resteasy-spring | |
Asimov |
dom4j | |
Asimov |
hsqldb | |
Asimov |
jta | |
Asimov |
junit | |
Asimov |
easymock |
184
Table of Contents
Team |
Name | |
Asimov |
bultitude | |
Asimov |
logback-classic | |
Asimov |
cheshire | |
Asimov |
clj-http | |
Asimov |
clj-oauth | |
Asimov |
clj-oauth-server | |
Asimov |
clj-time | |
Asimov |
clojure-complete | |
Asimov |
closchema | |
Asimov |
rest-client-driver | |
Asimov |
metrics-graphite | |
Asimov |
metrics-logback | |
Asimov |
commons-io | |
Asimov |
commons-lang | |
Asimov |
compojure | |
Asimov |
environ | |
Asimov |
http.async.client | |
Asimov |
junit | |
Asimov |
midje | |
Asimov |
instrumented-ring-jetty-adapter | |
Asimov |
ring-utils | |
Asimov |
clojure | |
Asimov |
data.xml | |
Asimov |
tools.nrepl | |
Asimov |
runtime | |
Asimov |
jcl-over-slf4j | |
Asimov |
slf4j-api | |
Asimov |
token-bucket | |
Asimov |
logback-classic | |
Asimov |
jackson-databind | |
Asimov |
protobuf-java | |
Asimov |
metrics-core | |
Asimov |
metrics-graphite | |
Asimov |
metrics-servlet |
185
Table of Contents
Team |
Name | |
Asimov |
commons-beanutils | |
Asimov |
commons-codec | |
Asimov |
commons-collections | |
Asimov |
commons-io | |
Asimov |
commons-lang | |
Asimov |
commons-logging | |
Asimov |
servlet-api | |
Asimov |
joda-time | |
Asimov |
log4j | |
Asimov |
dozer | |
Asimov |
opencsv | |
Asimov |
httpclient | |
Asimov |
httpcore | |
Asimov |
jetty-servlets | |
Asimov |
resteasy-jackson-provider | |
Asimov |
resteasy-jaxb-provider | |
Asimov |
resteasy-jaxrs | |
Asimov |
resteasy-spring | |
Asimov |
jdom | |
Asimov |
json | |
Asimov |
runtime | |
Asimov |
spring-web | |
Asimov |
soap | |
Asimov |
rest-driver-shared | |
Asimov |
rest-server-driver | |
Asimov |
guava | |
Asimov |
json-path-assert | |
Asimov |
junit-dep | |
Asimov |
jetty-server | |
Asimov |
hamcrest-core | |
Asimov |
hamcrest-library | |
Asimov |
mockito-core | |
Asimov |
selenium-java | |
Asimov |
jcl-over-slf4j |
186
Table of Contents
Team |
Name | |
Asimov |
slf4j-nop | |
Asimov |
oru | |
Asimov |
jquery | |
Asimov |
jquery.xml2json | |
Asimov |
Jquery-ui | |
Asimov |
jquery.maskedinput | |
Asimov |
angular | |
Asimov |
Angular-ui | |
Asimov |
bootstrap | |
Asimov |
Date-en-GB | |
Asimov |
Angular | |
Asimov |
Angular-ui | |
Asimov |
bootstrap | |
Asimov |
Date-en-gb | |
Asimov |
jquery | |
Asimov |
Jquery-min | |
Asimov |
Jquery-xml2json | |
Asimov |
xml2json | |
Asimov |
oru | |
Asimov |
bootstrap-transitions | |
Asimov |
bootstrap | |
Asimov |
underscore | |
Asimov |
MongoDB | |
Asimov |
MySql | |
Asimov |
HSQLDB | |
Asimov |
Jetty | |
Asimov |
JBoss Community | |
Asimov |
Kafka | |
Asimov |
Zookeeper | |
Asimov |
Jenkins | |
Asimov |
Graphite | |
Fusion |
antlr | |
Fusion |
aopalliance | |
Fusion |
apache-collections |
187
Table of Contents
Team |
Name | |
Fusion |
apache-httpclient | |
Fusion |
apache-log4j | |
Fusion |
asm | |
Fusion |
backport-util-concurrent | |
Fusion |
bultitude | |
Fusion |
c3p0 | |
Fusion |
cglib | |
Fusion |
cheshire | |
Fusion |
ch.qos.logback | |
Fusion |
classlojure | |
Fusion |
clj-http-fake | |
Fusion |
clj-http | |
Fusion |
clj-json | |
Fusion |
clj-stacktrace | |
Fusion |
clj-time | |
Fusion |
clj-yaml | |
Fusion |
clojurewerkz | |
Fusion |
clout | |
Fusion |
colorize | |
Fusion |
com.101tec | |
Fusion |
com.amazonaws | |
Fusion |
com.bigml | |
Fusion |
xxx.xx | |
Fusion |
com.cemerick | |
Fusion |
com.codahale | |
Fusion |
com.fasterxml.jackson.core | |
Fusion |
com.fasterxml.jackson.dataformat | |
Fusion |
com.fasterxml.jackson.datatype | |
Fusion |
com.fasterxml.jackson.jaxrs | |
Fusion |
com.fasterxml.jackson.module | |
Fusion |
com.github.detro.ghostdriver | |
Fusion |
com.github.rest-driver | |
Fusion |
com.google.code.findbugs | |
Fusion |
com.googlecode.json-simple |
188
Table of Contents
Team |
Name | |
Fusion |
com.googlecode.libphonenumber | |
Fusion |
com.google.guava | |
Fusion |
com.google.inject | |
Fusion |
com.google.protobuf | |
Fusion |
com.h2database | |
Fusion |
com.ibm.icu | |
Fusion |
com.jayway.jsonpath | |
Fusion |
com.jcraft | |
Fusion |
com.jolbox | |
Fusion |
commons-beanutils | |
Fusion |
commons-cli | |
Fusion |
commons-codec | |
Fusion |
commons-collections | |
Fusion |
commons-dbcp | |
Fusion |
commons-dbutils | |
Fusion |
commons-fileupload | |
Fusion |
commons-httpclient | |
Fusion |
commons-http | |
Fusion |
commons-io | |
Fusion |
commons-lang | |
Fusion |
commons-logging | |
Fusion |
commons-pool | |
Fusion |
com.novemberain | |
Fusion |
compojure | |
Fusion |
com.spatial4j | |
Fusion |
com.sun.jersey.contribs.jersey-oauth | |
Fusion |
com.sun.jersey | |
Fusion |
com.sun.xml.bind | |
Fusion |
com.sun.xml.stream | |
Fusion |
com.thoughtworks.paranamer | |
Fusion |
com.weiglewilczek.slf4s | |
Fusion |
com.yammer.metrics | |
Fusion |
couchbase | |
Fusion |
crouton |
189
Table of Contents
Team |
Name | |
Fusion |
de.undercouch | |
Fusion |
digest | |
Fusion |
dom4j | |
Fusion |
environ | |
Fusion |
gfrlog | |
Fusion |
gui-diff | |
Fusion |
hibernate | |
Fusion |
hiccup | |
Fusion |
hsqldb | |
Fusion |
httpunit | |
Fusion |
io.netty | |
Fusion |
javassist | |
Fusion |
jaxen | |
Fusion |
jboss | |
Fusion |
jboss.jbossws | |
Fusion |
jdom | |
Fusion |
jline | |
Fusion |
jmock | |
Fusion |
joda-time | |
Fusion |
jtidy | |
Fusion |
junit | |
Fusion |
leiningen-core | |
Fusion |
log4j | |
Fusion |
metrics-clojure | |
Fusion |
metrics-clojure-ring | |
Fusion |
midje | |
Fusion |
mx4j | |
Fusion |
mysql | |
Fusion |
net.java.dev.jna | |
Fusion |
net.jcip | |
Fusion |
net.logstash.logback | |
Fusion |
net.minidev | |
Fusion |
net.schmizz | |
Fusion |
net.sf.dozer |
190
Table of Contents
Team |
Name | |
Fusion |
net.sf.ehcache | |
Fusion |
net.sf.jopt-simple | |
Fusion |
net.sf.jsr107cache | |
Fusion |
net.sf.opencsv | |
Fusion |
net.sourceforge.cssparser | |
Fusion |
net.sourceforge.htmlunit | |
Fusion |
net.sourceforge.nekohtml | |
Fusion |
net.sourceforge.pinyin4j | |
Fusion |
net.spy | |
Fusion |
ns-tracker | |
Fusion |
ordered | |
Fusion |
org.apache.commons | |
Fusion |
org.apache.curator | |
Fusion |
org.apache.geronimo.specs | |
Fusion |
org.apache.httpcomponents | |
Fusion |
org.apache.lucene | |
Fusion |
org.apache.maven | |
Fusion |
org.apache.maven.wagon | |
Fusion |
org.apache.mina | |
Fusion |
org.apache.solr | |
Fusion |
org.apache.sshd | |
Fusion |
org.apache.zookeeper | |
Fusion |
org.aspectj | |
Fusion |
org.bouncycastle | |
Fusion |
org.carrot2 | |
Fusion |
org.clojars.mantree | |
Fusion |
org.clojure | |
Fusion |
org.codehaus.jackson | |
Fusion |
org.codehaus.jettison | |
Fusion |
org.codehaus.plexus | |
Fusion |
org.codehaus.woodstox | |
Fusion |
org.dbunit | |
Fusion |
org.easymock | |
Fusion |
org.eclipse.jetty |
191
Table of Contents
Team |
Name | |
Fusion |
org.eclipse.jetty.orbit | |
Fusion |
org.gnu.inet | |
Fusion |
org.hamcrest | |
Fusion |
org.hibernate | |
Fusion |
org.jboss.ejb3 | |
Fusion |
org.jboss | |
Fusion |
org.jboss.javaee | |
Fusion |
org.jboss.logging | |
Fusion |
org.jboss.metadata | |
Fusion |
org.jboss.resteasy | |
Fusion |
org.jdom | |
Fusion |
org.joda | |
Fusion |
org.json | |
Fusion |
org.jsoup | |
Fusion |
org.jvnet.jaxb2_commons | |
Fusion |
org.kitchen-eel | |
Fusion |
org.mockito | |
Fusion |
org.mongodb | |
Fusion |
org.mongojack | |
Fusion |
org.mortbay.jetty | |
Fusion |
org.objenesis | |
Fusion |
org.python | |
Fusion |
org.quartz-scheduler | |
Fusion |
org.scala-lang | |
Fusion |
org.scannotation | |
Fusion |
org.seleniumhq.selenium | |
Fusion |
org.slf4j | |
Fusion |
org.sonatype.aether | |
Fusion |
org.sonatype.sisu | |
Fusion |
org.specs2 | |
Fusion |
org.springframework.data | |
Fusion |
org.springframework | |
Fusion |
org.springframework.ldap | |
Fusion |
org.springframework.retry |
192
Table of Contents
Team |
Name | |
Fusion |
org.springframework.security | |
Fusion |
org.w3c.css | |
Fusion |
org.webbitserver | |
Fusion |
org.xerial.snappy | |
Fusion |
org.yaml | |
Fusion |
overtone | |
Fusion |
ragtime | |
Fusion |
re-rand | |
Fusion |
rest-cljer | |
Fusion |
rhino | |
Fusion |
ring | |
Fusion |
ring-middleware-format | |
Fusion |
robert | |
Fusion |
slingshot | |
Fusion |
soap | |
Fusion |
stax | |
Fusion |
swiss-arrows | |
Fusion |
tigris | |
Fusion |
useful | |
Fusion |
utilize | |
Fusion |
xalan | |
Fusion |
xerces | |
Fusion |
xml-apis | |
Fusion |
xmlunit | |
Fusion |
xom | |
Magnum |
cglib-nodep | |
Magnum |
logback-classic | |
Magnum |
aws-java-sdk | |
Magnum |
jackson-databind | |
Magnum |
jackson-jaxrs-json-provider | |
Magnum |
metrics-graphite | |
Magnum |
metrics-jetty | |
Magnum |
commons-io | |
Magnum |
commons-lang |
193
Table of Contents
Team |
Name | |
Magnum |
javax.inject | |
Magnum |
joda-time | |
Magnum |
opencsv | |
Magnum |
httpclient | |
Magnum |
httpcore | |
Magnum |
jetty-server | |
Magnum |
jetty-servlet | |
Magnum |
jetty-webapp | |
Magnum |
wikitext-core | |
Magnum |
wikitext-mediawiki-core | |
Magnum |
resteasy-client | |
Magnum |
resteasy-spring | |
Magnum |
runtime | |
Magnum |
jcl-over-slf4j | |
Magnum |
jul-to-slf4j | |
Magnum |
log4j-over-slf4j | |
Magnum |
slf4j-api | |
Magnum |
spring-beans | |
Magnum |
spring-context | |
Magnum |
spring-web | |
Magnum |
xalan | |
Magnum |
jackson-databind | |
Magnum |
rest-client-driver | |
Magnum |
rest-server-driver | |
Magnum |
joda-time | |
Magnum |
junit | |
Magnum |
junit-dep | |
Magnum |
hamcrest-core | |
Magnum |
hamcrest-library | |
Magnum |
mockito-core | |
Magnum |
rest-client-driver | |
Magnum |
rest-server-driver | |
Magnum |
metrics-jetty | |
Magnum |
commons-dbcp |
194
Table of Contents
Team |
Name | |
Magnum |
commons-io | |
Magnum |
commons-lang | |
Magnum |
hsqldb | |
Magnum |
javax.inject | |
Magnum |
mysql-connector-java | |
Magnum |
jetty-server | |
Magnum |
jetty-servlet | |
Magnum |
jetty-webapp | |
Magnum |
hamcrest-core | |
Magnum |
hamcrest-library | |
Magnum |
resteasy-jackson-provider | |
Magnum |
resteasy-jaxb-provider | |
Magnum |
resteasy-spring | |
Magnum |
jsonassert | |
Magnum |
slf4j-log4j12 | |
Magnum |
spring-beans | |
Magnum |
spring-jdbc | |
Magnum |
spring-test | |
Magnum |
spring-web | |
Magnum |
junit-dep | |
Magnum |
dbunit | |
Magnum |
hsqldb | |
Magnum |
mockito-core | |
Magnum |
commons-codec | |
Magnum |
jetty-servlets | |
Magnum |
rest-client-driver | |
Magnum |
rest-server-driver | |
Magnum |
junit | |
Magnum |
hamcrest-core | |
Magnum |
hamcrest-library | |
Magnum |
selenium-java | |
Magnum |
logback-classic | |
Magnum |
cheshire | |
Magnum |
clj-http |
195
Table of Contents
Team |
Name | |
Magnum |
clj-time | |
Magnum |
aws-java-sdk | |
Magnum |
rest-client-driver | |
Magnum |
environ | |
Magnum |
junit | |
Magnum |
midje | |
Magnum |
clojure | |
Magnum |
data.json | |
Magnum |
tools.logging | |
Magnum |
jul-to-slf4j | |
Magnum |
slf4j-api | |
Magnum |
rest-cljer | |
Magnum |
logback-classic | |
Magnum |
aws-java-sdk | |
Magnum |
jackson-databind | |
Magnum |
guava | |
Magnum |
metrics-jetty | |
Magnum |
commons-codec | |
Magnum |
commons-collections | |
Magnum |
commons-io | |
Magnum |
commons-lang | |
Magnum |
joda-time | |
Magnum |
json-lib | |
Magnum |
httpclient | |
Magnum |
httpcore | |
Magnum |
jetty-server | |
Magnum |
jetty-servlet | |
Magnum |
jetty-servlets | |
Magnum |
jetty-webapp | |
Magnum |
jcl-over-slf4j | |
Magnum |
jul-to-slf4j | |
Magnum |
log4j-over-slf4j | |
Magnum |
slf4j-api | |
Magnum |
xom |
196
Table of Contents
Team |
Name | |
Magnum |
rest-client-driver | |
Magnum |
rest-server-driver | |
Magnum |
junit | |
Magnum |
hamcrest-core | |
Magnum |
hamcrest-library | |
Magnum |
mockito-core | |
Magnum |
slf4j-simple | |
Magnum |
metrics-core | |
Magnum |
metrics-graphite | |
Magnum |
commons-dbcp | |
Magnum |
commons-httpclient | |
Magnum |
commons-io | |
Magnum |
commons-jxpath | |
Magnum |
commons-lang | |
Magnum |
javax.inject | |
Magnum |
jaxen | |
Magnum |
joda-time | |
Magnum |
log4j | |
Magnum |
jtds | |
Magnum |
aspectjrt | |
Magnum |
resteasy-jackson-provider | |
Magnum |
resteasy-jaxb-provider | |
Magnum |
resteasy-jaxrs | |
Magnum |
resteasy-spring | |
Magnum |
jdom | |
Magnum |
jaxb2-basics-runtime | |
Magnum |
runtime | |
Magnum |
slf4j-api | |
Magnum |
spring-beans | |
Magnum |
spring-jdbc | |
Magnum |
spring-web | |
Magnum |
xmlunit | |
Magnum |
aspectjweaver | |
Magnum |
rest-client-driver |
197
Table of Contents
Team |
Name | |
Magnum |
rest-server-driver | |
Magnum |
json-simple | |
Magnum |
junit-dep | |
Magnum |
hamcrest-core | |
Magnum |
hamcrest-library | |
Magnum |
mockito-core | |
Magnum |
cglib-nodep | |
Magnum |
logback-classic | |
Magnum |
jackson-databind | |
Magnum |
jackson-jaxrs-json-provider | |
Magnum |
metrics-graphite | |
Magnum |
metrics-jetty | |
Magnum |
commons-io | |
Magnum |
commons-lang | |
Magnum |
commons-net | |
Magnum |
javax.inject | |
Magnum |
joda-time | |
Magnum |
sshj | |
Magnum |
httpclient | |
Magnum |
jetty-server | |
Magnum |
jetty-servlet | |
Magnum |
jetty-webapp | |
Magnum |
resteasy-client | |
Magnum |
resteasy-spring | |
Magnum |
runtime | |
Magnum |
jcl-over-slf4j | |
Magnum |
jul-to-slf4j | |
Magnum |
log4j-over-slf4j | |
Magnum |
slf4j-api | |
Magnum |
spring-beans | |
Magnum |
spring-web | |
Magnum |
rest-client-driver | |
Magnum |
rest-server-driver | |
Magnum |
junit-dep |
198
Table of Contents
Team |
Name | |
Magnum |
hamcrest-core | |
Magnum |
hamcrest-library | |
Magnum |
mockito-core | |
Magnum |
axis | |
Magnum |
dbdeploy-core | |
Magnum |
gwt-servlet | |
Magnum |
jsch | |
Magnum |
smartgwt | |
Magnum |
metrics-core | |
Magnum |
metrics-graphite | |
Magnum |
commons-codec | |
Magnum |
commons-collections | |
Magnum |
commons-configuration | |
Magnum |
commons-dbcp | |
Magnum |
commons-httpclient | |
Magnum |
commons-lang | |
Magnum |
icontrol | |
Magnum |
javassist | |
Magnum |
||
Magnum |
smack | |
Magnum |
smackx | |
Magnum |
joda-time | |
Magnum |
junit | |
Magnum |
log4j | |
Magnum |
mysql-connector-java | |
Magnum |
commons-compress | |
Magnum |
commons-io | |
Magnum |
maven-plugin-api | |
Magnum |
velocity | |
Magnum |
aspectjrt | |
Magnum |
aspectjweaver | |
Magnum |
jackson-core-asl | |
Magnum |
jackson-jaxrs | |
Magnum |
jackson-mapper-asl |
199
Table of Contents
Team |
Name | |
Magnum |
jackson-mapper-asl | |
Magnum |
jackson-xc | |
Magnum |
dbunit | |
Magnum |
hibernate-annotations | |
Magnum |
hibernate-core | |
Magnum |
hibernate-validator | |
Magnum |
resteasy-jackson-provider | |
Magnum |
resteasy-jaxb-provider | |
Magnum |
resteasy-jaxrs | |
Magnum |
resteasy-spring | |
Magnum |
pircbot | |
Magnum |
basic | |
Magnum |
runtime | |
Magnum |
jetty | |
Magnum |
jetty-util | |
Magnum |
selenium-java-client-driver | |
Magnum |
slf4j-simple | |
Magnum |
spring-aop | |
Magnum |
spring-aspects | |
Magnum |
spring-context-support | |
Magnum |
spring-jdbc | |
Magnum |
spring-orm | |
Magnum |
spring-test | |
Magnum |
spring-web | |
Magnum |
spring-webmvc | |
Magnum |
spring-security-config | |
Magnum |
spring-security-core | |
Magnum |
spring-security-web | |
Magnum |
spring-modules-jakarta-commons | |
Magnum |
velocity-tools | |
Magnum |
jetty-management | |
Magnum |
jsp-2.1 | |
Magnum |
jsp-api-2.1 | |
Magnum |
rest-server-driver |
200
Table of Contents
Team |
Name | |
Magnum |
maven-jstestdriver-plugin | |
Magnum |
h2 | |
Magnum |
commons-beanutils | |
Magnum |
dom4j | |
Magnum |
junit | |
Magnum |
junit | |
Magnum |
hamcrest-all | |
Magnum |
jmock-junit3 | |
Magnum |
mockito-all | |
Magnum |
cglib-nodep | |
Magnum |
logback-classic | |
Magnum |
aws-java-sdk | |
Magnum |
jackson-databind | |
Magnum |
jackson-jaxrs-json-provider | |
Magnum |
metrics-graphite | |
Magnum |
metrics-jetty | |
Magnum |
commons-io | |
Magnum |
commons-lang | |
Magnum |
javax.inject | |
Magnum |
joda-time | |
Magnum |
httpclient | |
Magnum |
httpcore | |
Magnum |
jetty-server | |
Magnum |
jetty-servlet | |
Magnum |
jetty-webapp | |
Magnum |
elasticsearch | |
Magnum |
elasticsearch-cloud-aws | |
Magnum |
resteasy-client | |
Magnum |
resteasy-spring | |
Magnum |
runtime | |
Magnum |
jcl-over-slf4j | |
Magnum |
jul-to-slf4j | |
Magnum |
log4j-over-slf4j | |
Magnum |
slf4j-api |
201
Table of Contents
Team |
Name | |
Magnum |
spring-beans | |
Magnum |
spring-context | |
Magnum |
spring-web | |
Magnum |
snappy-java | |
Magnum |
rest-client-driver | |
Magnum |
rest-server-driver | |
Magnum |
elasticsearch-test | |
Magnum |
junit | |
Magnum |
hamcrest-core | |
Magnum |
hamcrest-library | |
Magnum |
mockito-core | |
Magnum |
cglib-nodep | |
Magnum |
logback-classic | |
Magnum |
jackson-databind | |
Magnum |
jackson-jaxrs-json-provider | |
Magnum |
metrics-graphite | |
Magnum |
metrics-jetty | |
Magnum |
commons-io | |
Magnum |
commons-lang | |
Magnum |
javax.inject | |
Magnum |
jetty-server | |
Magnum |
jetty-servlet | |
Magnum |
jetty-webapp | |
Magnum |
elasticsearch | |
Magnum |
elasticsearch-cloud-aws | |
Magnum |
resteasy-spring | |
Magnum |
runtime | |
Magnum |
jcl-over-slf4j | |
Magnum |
jul-to-slf4j | |
Magnum |
log4j-over-slf4j | |
Magnum |
slf4j-api | |
Magnum |
spring-beans | |
Magnum |
spring-context | |
Magnum |
spring-web |
202
Table of Contents
Team |
Name | |
Magnum |
rest-server-driver | |
Magnum |
elasticsearch-test | |
Magnum |
junit-dep | |
Magnum |
cglib-nodep | |
Magnum |
logback-classic | |
Magnum |
aws-java-sdk | |
Magnum |
jackson-databind | |
Magnum |
jackson-jaxrs-json-provider | |
Magnum |
guava | |
Magnum |
metrics-graphite | |
Magnum |
metrics-jetty | |
Magnum |
commons-collections | |
Magnum |
commons-io | |
Magnum |
commons-lang | |
Magnum |
javax.inject | |
Magnum |
joda-time | |
Magnum |
httpclient | |
Magnum |
httpcore | |
Magnum |
jetty-server | |
Magnum |
jetty-servlet | |
Magnum |
jetty-servlets | |
Magnum |
jetty-webapp | |
Magnum |
elasticsearch | |
Magnum |
elasticsearch-cloud-aws | |
Magnum |
resteasy-client | |
Magnum |
resteasy-spring | |
Magnum |
runtime | |
Magnum |
jcl-over-slf4j | |
Magnum |
jul-to-slf4j | |
Magnum |
log4j-over-slf4j | |
Magnum |
slf4j-api | |
Magnum |
spring-beans | |
Magnum |
spring-context | |
Magnum |
spring-web |
203
Table of Contents
Team |
Name | |
Magnum |
snappy-java | |
Magnum |
rest-client-driver | |
Magnum |
rest-server-driver | |
Magnum |
elasticsearch-test | |
Magnum |
commons-codec | |
Magnum |
junit | |
Magnum |
hamcrest-core | |
Magnum |
hamcrest-library | |
Magnum |
mockito-core | |
Magnum |
logback-classic | |
Magnum |
clj-http | |
Magnum |
clj-time | |
Magnum |
aws-java-sdk | |
Magnum |
rest-client-driver | |
Magnum |
metrics-core | |
Magnum |
metrics-graphite | |
Magnum |
commons-lang | |
Magnum |
compojure | |
Magnum |
environ | |
Magnum |
junit | |
Magnum |
midje | |
Magnum |
ring-utils | |
Magnum |
clojure | |
Magnum |
data.json | |
Magnum |
data.xml | |
Magnum |
data.zip | |
Magnum |
tools.logging | |
Magnum |
jackson-core-asl | |
Magnum |
runtime | |
Magnum |
jul-to-slf4j | |
Magnum |
slf4j-api | |
Magnum |
rest-cljer | |
Magnum |
ring-jetty-adapter | |
Magnum |
slingshot |
204
Table of Contents
Team |
Name | |
Magnum |
cglib-nodep | |
Magnum |
logback-classic | |
Magnum |
aws-java-sdk | |
Magnum |
jackson-databind | |
Magnum |
jackson-jaxrs-json-provider | |
Magnum |
metrics-graphite | |
Magnum |
metrics-jetty | |
Magnum |
commons-io | |
Magnum |
commons-lang | |
Magnum |
javax.inject | |
Magnum |
joda-time | |
Magnum |
httpclient | |
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jdom | |
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annotations |
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naming-factory | |
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naming-resources | |
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moment | |
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Nil
Nokia Contracting |
Supplier |
Agreement Name |
Agreement type |
Agreement Effective date |
Agreement End date | |||||
Nokia Corporation | Brasil Crowley Broadcast Analysis do Brasil Ltda. | Digital Music Data Provision | Music chart data | 3.9.2013 | auto renew | |||||
Nokia Corporation | LyricFind Inc. | Service and Content License Agreement for ongoing Services relating to Nokia Music Services | Provision of lyrics to Mix Radio Service & Extension Letter | 18.01.2013 | One year fixed term, Nokia has a right to extend for additional two 12 months terms | |||||
Nokia Corporation | LyricFind Inc. | Data Access Agreement | Provision of lyrics to Nokia Music Services in China | 01.10.013 | One year fixed term, continues in additional 1 year terms unless terminated in accordance with the agreement | |||||
Nokia Corporation | McMaster University | Data Sharing and Co-operation Agreement | Provision of access to service data | 31.05.2012 | 31.05.2017 | |||||
Nokia Corporation | media control GfK International | DIGITAL MUSIC DATA PROVISION AGMT | Music chart data | 15.3.2012 | Rolling Renewal | |||||
Nokia Corporation | media control GfK International | Amendment (NO. 1) to the Music Data Provision Agreement | Amendment to add Territories | 7.5.2013 | Subject to main agreement | |||||
Nokia Corporation | The Official UK Charts company | DIGITAL MUSIC DATA PROVISION AGMT | Music chart data | 26.6.2011 | Rolling Renewal | |||||
Nokia Corporation | The Official UK Charts company | Amendment (NO. 1) to the Music Data Provision Agreement | Amendment to add Streaming Data | signed 18.03.2013 |
Subject to main agreement | |||||
Nokia Corporation | Ticketmaster LLC. | Ticketmaster Affiliate Program | Data for gig finder | 20.2.2013 | on term by either party | |||||
Nokia Corporation | Elisa Corporation | Mobile Operator Billing Agreement for Nokia Music Services | Operator billing service for end users | 1.4.2013 | One year fixed term, ongoing thereafter until terminated by the giving of 30 day notice by either party | |||||
Nokia Corporation | Elisa Corporation | Amendment to Mobile Operator Billing Agreement for Nokia Music Services | Operator billing service for end users | 1.7.2014 | Subject to main agreement | |||||
Nokia Corporation | The Nielsen Company | Nielsen Media Products Data Supply Agreement | Provision of sales information | 15.11.2013 | 14.11.2015 (with auto renewals) | |||||
Nokia Corporation | Microsoft Online, Inc | Microsoft Content License Agreement | Content license agreement | 01.11.2013 | Two years and auto renewal |
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Nokia Contracting |
Supplier |
Agreement Name |
Agreement type |
Agreement Effective date |
Agreement End date | |||||
Nokia Corporation | Syntonetic Media Solutions A/S | Agreement for General Professional Services | Provision of service re music navigation, software and service | 17.12.2013 | One year fixed term | |||||
Nokia Corporation | Syntonectic Media Solutions A/S | Amendment to the Agreement for General Professional Services | Supplement | 24.4.2014 | 17.12.2014 | |||||
Nokia UK Ltd. | Bristol Music Trust | Sponsorship Agreement | Sponsorship, advertising, | 01.10.2013 | 30.09.2016 | |||||
Nokia Corporation | University of Cape Town | Framework research agreement | Research and development | 1.1.2013 | 31.12.2017 | |||||
Nokia Corporation | AM Steinberg Advisors | Agreement for Consultancy Assignements 2.2 | Consultancy Assignement | 24/04/2014 | 30/09/2014 | |||||
Nokia Corporation | The Nielsen Company | Nielsen License Agreement for Entertainment Data and Services | License Agreement for Charts data with Nielsen Company LLC | 09/06/2014 | 08/06/2015 | |||||
Nokia Corporation | Cooking Vinyl Publishing | License Agreement for Certain Master Recordings, Music and Underlying Works Thereof | License for preload | 22/04/2014 | Remains in force as long as Nokia is selling the Nokia Product | |||||
Microsoft Mobile Oy | Gibson Brands Inc. | Agreement for providing material for use in advertising campaign for MixRadio. | Agreement for Trademark/promotional material | 01/05/2014 | No expiry date | |||||
Microsoft Mobile Oy | YuMe Inc. | Agreement for software evaluation | Software Evaluation | 31/07/2014 | 9/31/2014 & Option to renew by written agreement | |||||
Nokia (China) Investment Co Ltd | Beijing Golden Dynamic Software Development Co., Ltd | Agreement for Consultancy Assignments | Consultancy | 01/01/2014 | 31/12/2014 | |||||
Nokia Corporation | Branded Ltd and Indian Television Dot Com Pvt. Ltd. | Sponsorship Agreement | Sponsorship | 26/11/2014 | Earlier of the following: i) Future Events (as specified in the agreement) have been completed; ii) Nokia have been refused to sponsor the Event (as specified in the agreement)for 2015 | |||||
Nokia Corporation | Dolby Laboratories inc | software licensing agreement | Software Licensing | 01/10/2012 | No expiry date | |||||
Nokia (China) Investment Co Ltd | BJ Wuxianjinli SW Development CO LT | Purchase order for Nokia Music Content Aggregation 3rd year | Purchase order | 17/04/2014 | N/A | |||||
Microsoft Mobile Oy | Uservoice Inc | Software service agreement | Agreement for software as a service relating to uservoice service for mixradio | 01/08/2014 | 31/07/2019 |
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Nokia Contracting |
Supplier |
Agreement Name |
Agreement type |
Agreement Effective date |
Agreement End date | |||||
Microsoft Mobile Oy | AVC Edelman Company Ltd | Services Agreement | Promoting of MMO’s online music service (MixRadio) | 01/07/2014 | In force until the Services re Project are finalized or until terminated in accordance with the general conditions | |||||
Nokia Corporation | BigChampagne | Digital Music Data Provision Agreement | Supply of sales and streaming information | 13/06/2013 | 6/12/2014 and auto renew | |||||
Microsoft Mobile Oy | Xamarin Inc | Agreement For Software Tools Licensing | Software Tools Licensing | 01/09/2014 | 31/08/2015 | |||||
Microsoft Mobile Oy | Ab Leading High Performance Ltd | Agreement for Services | Management Consulting | 15/08/2014 | 01/06/2015 | |||||
Microsoft Mobile Oy | Ab Leading High Performance Ltd | Amendment to Agreement for Services | Management Consulting | 26/09/2014 | 01/06/2015 | |||||
Microsoft Mobile Oy | Fan Tan Entertainment Inc. | Agreement for Services | Management Consulting | 21/07/2014 | 31/12/2014 | |||||
Microsoft Mobile Oy | Fan Tan Entertainment Inc. | Amendment to Agreement for Services | Management Consulting | 01/09/2014 | 31/12/2014 | |||||
Microsoft Mobile Oy | Mosaic Island | Agreement for WS Development and Consultancy Projects | SW Development and consultancy | 06/10/2014 | 09/03/2015 | |||||
Nokia Corporation | Musiikkituottajat – IFPI Finland ry | Sponsorship Agreement | sponsorship of Finland music charts | 01/01/2014 | 31/12/2014 | |||||
Microsoft Mobile Oy | Musiikkituottajat – IFPI Finland ry | Amendment Agreement | sponsorship of Finland music charts | 21/11/2014 | 31/12/2015 |
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SCHEDULE 9 MUSIC LICENCE LIABILITIES
The below sets out the manner in which Microsoft calculates amounts owed to rightsholders in respect of the exploitation of sound recordings and musical compositions across the MixRadio, Nokia Music Unlimited, MixRadio + and MixRadio A La Carte services.
Mix Radio
Mix Radio Major Labels: (outstanding liability) is calculated as the (cumulative liability) minus (invoiced liability), where “cumulative liability” is the total sum across countries and months of (monthly device volume) times (per device minimum fee) times (major label activity ratio), and “invoiced liability” is the sum of (confirmed invoiced fees) by the Major Labels.
Please see worked example set out below
Mix Radio Indie Labels – Incurred Costs: (outstanding liability) is calculated as the (cumulative liability) minus (invoiced liability), where “cumulative liability” is the total sum across countries and months of (monthly plays) times (per play fee) times (indie label activity ratio), and “invoiced liability” is the sum of (confirmed invoiced fees) by the Indie Labels.
Please see worked example set out below
Mix Radio Indie Labels – Forecasted Costs: (outstanding liability) is calculated as the total global sum of (monthly forecasted plays) times (per play fee) times (cumulative indie label activity ratio), where monthly forecasted plays are calculated as the (24 month cumulative shipments) times (highest plays per 24 month cumulative shipments in the past 12 months), and per play fee is the weighted average per play fee based on global indie label incurred costs at close. 24 Month cumulative shipments is defined as the sum of device shipments with preloaded ad free Nokia / Microsoft Mix Radio clients in the previous 24 months (and excluding the post close Mix Radio preloaded clients where a separate fee is paid to the Buyer or a member of its Group).
Please see worked example set out below
Mix Radio Publishers – Incurred per play costs: (outstanding liability) is calculated as the (cumulative liability) minus (invoiced liability), where “cumulative liability” is the total sum across countries and months of (monthly plays) times (per play fee) times (per play publisher label activity ratio), and “invoiced liability” is cumulative confirmed invoiced fees by the per play publishers.
Please see worked example set out below
Mix Radio Publishers – Forecasted costs: (outstanding liability) is calculated as the total global sum of (monthly forecasted plays) times (per play fee) times (cumulative per play publisher activity ratio), where “monthly forecasted plays” are calculated as the (24 month cumulative shipments) times (highest plays per 24 month cumulative shipments in the past 12 months), and “per play fee” is the weighted average per play fee based on global per play publisher incurred costs at close.
Please see worked example set out below
Mix Radio Publishers – per device fees: (outstanding liability) is calculated as the (cumulative liability) minus (invoiced liability), where “cumulative liability” is the total sum across countries and months of (monthly device volume) times (per device minimum fee) times (per device publisher activity ratio), and “invoiced liability” is cumulative confirmed invoiced fees by the per device publisher (i.e. WC).
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India NMU
India NMU Labels: (outstanding liability) is calculated as the (cumulative liability) minus (invoiced liability), where “cumulative liability” is the total sum across service terms and months of (monthly device volume) times (per device service term fee) times (88% cumulative label share, and “invoiced liability” is cumulative confirmed invoiced fees by the relevant Labels, adjusted for any shortfall of annual minimum commitments.
Please see worked example set out below
India NMU Publishers: (outstanding liability) is calculated as the (cumulative liability) minus (invoiced liability), where “cumulative liability” is the total sum across service terms and months of (monthly device volume) times (per device service term fee) times (12% cumulative publisher share), and “invoiced liability” is cumulative confirmed invoiced fees by the relevant Publishers, adjusted for any shortfall of annual minimum commitments.
Please see worked example set out below
China: Liabilities relating to amounts owed to rights holders in China for the period up to 31 December 2014 do not transfer to the Buyer under the Agreement and do not form part of the Music Licence Liabilities. If any agreement requiring a lump-sum payment is entered into relating to the period commencing after 31 December 2014 the Buyer shall be liable for a pro-rata share of such lump-sum payments from the period from Completion to the end of the relevant agreement provided that the Buyer gives prior written consent to such agreement (such consent not to be unreasonably withheld, conditioned or delayed).
Ala Carte Store: (outstanding liability) is calculated as the (cumulative liability) minus (invoiced liability), where “cumulative liability” is the total sum of (accrued Label and Publisher ALC revenue shares) for period 2012 to Close, and “invoiced liability” is cumulative (confirmed invoiced ALC revenue shares by the Labels and Publishers) for the period 2012 to Close.
Please see worked example set out below
Mix Radio + Subscriptions: (outstanding liability) is calculated as the (cumulative liability) minus (invoiced liability), where “cumulative liability” is the total sum of (accrued Label and Publisher subscription revenue shares) and “invoiced liability” is cumulative (confirmed invoiced subscription revenue shares by the Labels and Publishers).
Please see worked example set out below
India NMU Subscriptions: (outstanding liability) is calculated as the (cumulative liability) minus (invoiced liability), where “cumulative liability” is the total sum of (accrued Label and Publisher subscription revenue shares) and “invoiced liability” is cumulative (confirmed invoiced subscription revenue shares by the Labels and Publishers).
Please see worked example set out below
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Worked Examples (numbers are examples only)
Mix Radio Major Labels
Outstanding Liability |
Equals | Cumulative Liability |
Minus | Invoiced Liability |
||||||||||||||||
€ 60 | = | € 210 | – | € 150 | ||||||||||||||||
Cumulative Liability |
Equals | Sum (Countries, Months) |
of | Device Volume |
Times | Per Device Minimum Fee (country) |
Times | Major Label Activity Ratio |
||||||||||||
€ 210 | = | 500 | x | € 0.60 | x | 70% | ||||||||||||||
Invoiced Liability |
Equals | Sum (months) |
of | Invoiced fees |
||||||||||||||||
€ 150 | = | €150 |
Mix Radio Indie Labels – Incurred Costs
Outstanding Liability |
Equals | Cumulative Liability |
Minus | Invoiced Liability |
||||||||||||||||
€ 4 | = | € 7 | – | € 3 | ||||||||||||||||
Cumulative Liability |
Equals | Sum (Countries, Months) |
of | MR Plays |
Times | Per Play Fee |
Times | Indie Label Activity Ratio |
||||||||||||
€ 7 | = | 21,518 | x | € 0.00160 | x | 19% | ||||||||||||||
Invoiced Liability |
Equals | Sum (months) |
of | Invoiced fees |
||||||||||||||||
€ 3 | = | €3 |
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Mix Radio Indie Labels – Forecasted Costs
Outstanding Liability |
Equals | Sum (Forecasted Months) |
of | 24 Month cumulative Shipments |
Times | Latest 12 month highest Plays per Device |
Times | Weighted average Per Play Fee |
Times | Indie Label Activity Ratio | ||||||||||
€ 52 | = | 35,436 | x | 4.14 | x | €0.00149 | x | 24% |
Mix Radio Publishers – Per Play Incurred Costs
Outstanding Liability |
Equals | Cumulative Liability |
Minus | Invoiced Liability |
||||||||||||||||
€ 6 | = | € 14 | – | € 8 | ||||||||||||||||
Cumulative Liability |
Equals | Sum (Countries, Months) |
of | MR Plays |
Times | Per Play Fee |
Times | Per Play Publisher Activity Ratio |
||||||||||||
€ 14 | = | 21,518 | x | € 0.00078 | x | 86% | ||||||||||||||
Invoiced Liability |
Equals | Sum (months) |
of | Invoiced fees |
||||||||||||||||
€ 8 | = | € 8 |
Mix Radio Publishers – Forecasted Costs
Outstanding Liability |
Equals | Sum (Months) |
of | 24 Month cumulative Shipments |
Times | Latest 12 month highest Plays per Device |
Times | Weighted average Per Play Fee |
Times | Per Play Publisher Activity Ratio | ||||||||||
€ 98 | = | 35,436 | x | 4.14 | x | € 0.00078 | x | 86% |
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Mix Radio Publishers – Per Device Fee
Outstanding Liability |
Equals | Cumulative Liability |
Minus | Invoiced Liability |
||||||||||||||||
€ 25 |
= | € 25 | – | € — | ||||||||||||||||
Cumulative Liability |
Equals | Sum (Countries, Months) |
of | Device Volume |
Times | Per Device Minimum Fee (country) |
Times | Per Device Publisher Activity Ratio |
||||||||||||
€ 25 |
= | 500 | x | € 0.350 | x | 14% | ||||||||||||||
Invoiced Liability |
Equals | Sum (months) |
of | Invoiced fees |
||||||||||||||||
€ — |
= | € — |
India NMU
India NMU Labels
Outstanding Liability |
Equals | Cumulative Liability |
Minus | Invoiced Liability |
||||||||||||||||
€ 246 |
= | € 396 | – | € 150 | ||||||||||||||||
Cumulative Liability |
Equals | Sum (Months, Service Terms) |
of | Device Volume |
Times | Per Device Fee (Service term) |
Times | Label Share |
||||||||||||
€ 396 |
= | 300 | x | € 1.50 | x | 88% | ||||||||||||||
Invoiced Liability |
Equals | Sum (months) |
of | Invoiced fees |
||||||||||||||||
€ 150 |
= | € 150 |
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India NMU Publishers
Outstanding Liability |
Equals | Cumulative Liability |
Minus | Invoiced Liability |
||||||||||||||||
€ 54 |
= | € 54 | – | € — | ||||||||||||||||
Cumulative Liability |
Equals | Sum (Months, Service Terms) |
of | Device Volume |
Times | Per Device Fee (Service term) |
Times | Label Share |
||||||||||||
€ 54 |
= | 300 | x | € 1.50 | x | 12% | ||||||||||||||
Invoiced Liability |
Equals | Sum (months) |
of | Invoiced fees |
||||||||||||||||
€ — |
= | € — |
Ala Carte Store
Outstanding Liability |
Equals | Cumulative Liability |
Minus | Invoiced Liability |
||||||||||||||||
€ 36 |
= | € 166 | – | € 130 | ||||||||||||||||
Cumulative Liability |
Equals | Sum (Months) |
of | Purchased Quantity |
Times | Per Item Cost |
Times | Rights Holder Share |
||||||||||||
€ 166 |
= | 250 | x | € 0.95 | x | 70% | ||||||||||||||
Invoiced Liability |
Equals | Sum (months) |
of | Invoiced fees |
||||||||||||||||
€ 130 |
= | €130 |
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Mix Radio (and India NMU) Subscriptions
Outstanding Liability |
Equals | Cumulative Liability |
Minus | Invoiced Liability |
||||||||||||||||||||||||||||||||
€ 239 |
= | € | 489 | – | € | 250 | ||||||||||||||||||||||||||||||
Cumulative Liability |
Equals | Sum (Months, Country) |
of | Subscription Quantity (Country) |
Times | Subscription Fee (Country) |
Times | Rights Holder Share |
||||||||||||||||||||||||||||
€ 489 |
= | 175 | x | € | 3.99 | x | 70 | % | ||||||||||||||||||||||||||||
Invoiced Liability |
Equals | Sum (months) |
of | Invoiced fees |
||||||||||||||||||||||||||||||||
€ 250 |
= | € | 250 |
24 month cumulative shipments example assuming devices stop shipping with the service preloaded on 31 December 2014 and the service continues to be available until 31 December 2016
The calculation adds up the device shipments for January 2013 – December 2014 and multiplies those with the plays per device per month to get the forecasted January 2015 plays, then adds up February 2013 – December 2014 device shipments and multiplies those with the plays per device per month to get the forecasted February 2015 plays, and so on. If you decompose the elements of the sum of the multiplications, it will end up having December 2014 device volume times plays per device per month 24 times, November 2014 volume will show up 23 times, and so on, until January 2013 volume is only part of the calculation one time.
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Signed by Keith Dolliver |
) | |||||
Director, for and on behalf of |
) | /s/ Keith Dolliver | ||||
Microsoft Mobile Oy |
) | |||||
Signed by Joongho Shin |
) | |||||
for and on behalf of |
) | /s/ Joongho Shin | ||||
LINE Corporation |
) |
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Annex A
Employees
Unique |
Address Book Title (Position Text) |
Current Company |
City | |||||
1 | Director of Entertainment IMEA | UAE | Dubai | |||||
2 | Entertainment Manager | UAE | Dubai | |||||
3 | Entertainment Manager, Brazil | Brazil | Sao Paulo | |||||
4 | Team Assistant | China | Beijing | |||||
5 | Operations & Reporting Manager, APAC | China | Beijing | |||||
6 | Marketing & Social Media Manager, China | China | Beijing | |||||
7 | Entertainment Manager | China | Beijing | |||||
8 | Product Manager, Entertainment Services | China | Beijing | |||||
9 | Head of Entertainment APAC | China | Beijing | |||||
10 | Head of Music Services & Operations | China | Beijing | |||||
11 | Head of Content Partnership & BD | China | Beijing | |||||
12 | Dir Business Development & Partnerships | Germany | Berlin | |||||
13 | Entertainment Manager | Germany | Ratingen | |||||
14 | Entertainment Manager | Spain | MADRID | |||||
16 | VP, Entertainment | Finland | Espoo | |||||
17 | Senior Software Engineer | Finland | Espoo | |||||
18 | Senior SW Engineer | Finland | Espoo | |||||
19 | Senior SW Engineer | Finland | Espoo | |||||
20 | Senior SW Engineer | Finland | Espoo | |||||
21 | Principal Engineer | Finland | Espoo | |||||
23 | Senior Engineer, R&D | Finland | Espoo | |||||
24 | Senior SW Engineer | Finland | Espoo | |||||
25 | Head of MP Partnership | Finland | Espoo | |||||
26 | Head of Sell In | Finland | Espoo | |||||
27 | Consumer Engagement Editor, Entertainment | Finland | Espoo | |||||
28 | Entertainment Manager | France | Courbevoie | |||||
29 | Head of Insights & Value Proposition | United Kingdom | London | |||||
30 | Industry Marketing & Events Manager | United Kingdom | London | |||||
31 | Head of Entertainment Product Marketing | United Kingdom | London | |||||
32 | Entertainment Partnership Manager | United Kingdom | London | |||||
33 | Marketing Co-Ordinator | United Kingdom | Bristol | |||||
34 | Music Marketing Activation Manager | United Kingdom | Bristol | |||||
35 | Digital Marketing Manager – Social Planning | United Kingdom | London | |||||
36 | Head of SD Partnership & Launch Readiness | United Kingdom | London | |||||
37 | Principal Designer | United Kingdom | Bristol | |||||
38 | Senior User Experience Designer | United Kingdom | Bristol | |||||
39 | Senior Visual Designer | United Kingdom | Bristol | |||||
40 | Senior Visual designer | United Kingdom | Bristol | |||||
41 | Principal Designer | United Kingdom | Bristol | |||||
42 | Head of Discover & Enjoy UX | United Kingdom | Bristol | |||||
43 | Senior User Experience Designer | United Kingdom | Bristol | |||||
44 | Junior Visual Designer | United Kingdom | Bristol | |||||
45 | Principal Designer | United Kingdom | Bristol | |||||
46 | Principle Designer | United Kingdom | Bristol | |||||
47 | User Experience Designer | United Kingdom | Bristol |
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Unique |
Address Book Title (Position Text) |
Current Company |
City | |||||
48 | Business and Financial Analyst | United Kingdom | Bristol | |||||
49 | Promotions Analyst | United Kingdom | Bristol | |||||
50 | Senior Business Analyst | United Kingdom | Bristol | |||||
51 | Senior SW Engineer | United Kingdom | Bristol | |||||
52 | Senior SW Engineer | United Kingdom | Bristol | |||||
53 | Financial Reporting Analyst | United Kingdom | Bristol | |||||
54 | Commercial Finance and Reporting Mgr | United Kingdom | Bristol | |||||
55 | Finance & Control, Program Manager | United Kingdom | Bristol | |||||
56 | Manager – Data Manager | United Kingdom | Bristol | |||||
57 | Global Head of Independent Labels | United Kingdom | London | |||||
58 | Labels Relations Manager | United Kingdom | London | |||||
59 | Director Head of Major Label Relations | United Kingdom | London | |||||
60 | Business Development and Partnerships | United Kingdom | Bristol | |||||
61 | Head of Marketing & Brand Partnerships | United Kingdom | London | |||||
62 | Graphic Designer | United Kingdom | Bristol | |||||
63 | Entertainment Manager | United Kingdom | Bristol | |||||
64 | UK Entertainment Manager | United Kingdom | Bristol | |||||
65 | Operations Lead – Consumer Engagement | United Kingdom | Bristol | |||||
66 | Head of Entertainment Europe | United Kingdom | London | |||||
67 | Partnerships Producer | United Kingdom | Bristol | |||||
68 | Product Owner | United Kingdom | Bristol | |||||
69 | Product Owner | United Kingdom | Bristol | |||||
70 | Senior Product Manager – Music Svcs & Op | United Kingdom | Bristol | |||||
71 | Mixmanager in Chief | United Kingdom | Bristol | |||||
72 | Senior Product Manager | United Kingdom | Bristol | |||||
73 | Senior Product Manager | United Kingdom | Bristol | |||||
74 | Product Owner | United Kingdom | Bristol | |||||
75 | Product Manager | United Kingdom | London | |||||
76 | Content Quality Manager | United Kingdom | Bristol | |||||
77 | Senior Product Manager | United Kingdom | Bristol | |||||
78 | Product Owner | United Kingdom | Bristol | |||||
79 | Product Owner/Entertainment | United Kingdom | Bristol | |||||
80 | Director – Music and Media Experiences | United Kingdom | Bristol | |||||
81 | Product Owner | United Kingdom | Bristol | |||||
82 | Senior Architect | United Kingdom | Bristol | |||||
83 | Senior Architect | United Kingdom | Bristol | |||||
84 | Senior Architect | United Kingdom | Bristol | |||||
85 | Chief Architect | United Kingdom | Bristol | |||||
86 | Principal Architect | United Kingdom | Bristol | |||||
87 | Senior Architect | United Kingdom | Bristol | |||||
88 | Social Mixmaster | United Kingdom | Bristol | |||||
89 | Social Mixmaster | United Kingdom | Bristol | |||||
90 | Mixmaster | United Kingdom | Bristol | |||||
91 | Senior Data Analyst | United Kingdom | Bristol | |||||
92 | Mixmaster | United Kingdom | Bristol | |||||
93 | Senior SW Engineer | United Kingdom | Bristol | |||||
94 | Team Lead | United Kingdom | Bristol | |||||
95 | Senior SW Engineer | United Kingdom | Bristol | |||||
96 | Head of Technical Programme & Services | United Kingdom | Bristol |
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Unique |
Address Book Title (Position Text) |
Current Company |
City | |||||
97 | Proto Manager | United Kingdom | Bristol | |||||
98 | Senior SW Engineer | United Kingdom | Bristol | |||||
99 | Error Manager | United Kingdom | Bristol | |||||
100 | Program Manager | United Kingdom | Bristol | |||||
101 | Trials Project Specialist | United Kingdom | Bristol | |||||
102 | Head of Consumer Data & Analytics, ENT | United Kingdom | Bristol | |||||
103 | Senior Program Manager | United Kingdom | Bristol | |||||
104 | Executive Assistant | United Kingdom | Bristol | |||||
105 | Senior Program Manager | United Kingdom | Bristol | |||||
106 | NPS Data Analysis | United Kingdom | Bristol | |||||
107 | Entertainment E2E Program Mgr – Music | United Kingdom | Bristol | |||||
108 | Deployment Manager | United Kingdom | London | |||||
109 | Technical Project Manager | United Kingdom | Bristol | |||||
110 | Head of Market Effectiveness | United Kingdom | Bristol | |||||
111 | Senior Program Manager | United Kingdom | Bristol | |||||
112 | Senior Program Manager | United Kingdom | Bristol | |||||
113 | Technical Programme Manager | United Kingdom | Bristol | |||||
114 | Senior Customer Data Analyst | United Kingdom | Bristol | |||||
115 | Service QA Analyst with Automation | United Kingdom | Bristol | |||||
116 | Senior SW Engineer | United Kingdom | Bristol | |||||
117 | Service QA Test Analyst | United Kingdom | Bristol | |||||
118 | Onboarding tester | United Kingdom | Bristol | |||||
119 | Mobile Onboarding Test Coordinator | United Kingdom | Bristol | |||||
120 | Onboarding tester | United Kingdom | Bristol | |||||
121 | Market On Boarding Team Leader | United Kingdom | Bristol | |||||
122 | Mobile Onboarding Test Coordinator | United Kingdom | Bristol | |||||
123 | Onboarding Tester | United Kingdom | Bristol | |||||
124 | Senior Device Software Tester | United Kingdom | Bristol | |||||
125 | Mobile Onboarding Project Coordinator | United Kingdom | Bristol | |||||
126 | Mobile Onboarding Senior Software Engine | United Kingdom | Bristol | |||||
127 | Team Leader – Device On Boarding | United Kingdom | Bristol | |||||
128 | Software Engineer | United Kingdom | Bristol | |||||
129 | Senior SW Engineer | United Kingdom | Bristol | |||||
130 | Senior Software Engineer | United Kingdom | Bristol | |||||
131 | Windows Phone Engineer | United Kingdom | Bristol | |||||
132 | Senior SW Engineer | United Kingdom | Bristol | |||||
133 | Senior Software Engineer | United Kingdom | Bristol | |||||
134 | Senior Software Engineer | United Kingdom | Bristol | |||||
135 | SW Engineer | United Kingdom | Bristol | |||||
136 | Senior Software Engineer | United Kingdom | Bristol | |||||
137 | Senior SW Engineer | United Kingdom | Bristol | |||||
138 | Senior Engineer | United Kingdom | Bristol | |||||
139 | SW Development Manager | United Kingdom | Bristol | |||||
140 | Senior SW Engineer | United Kingdom | Bristol | |||||
141 | Software Development Manager | United Kingdom | Bristol | |||||
142 | Community Relations & Events Manager | United Kingdom | Bristol | |||||
143 | Senior SW Engineer | United Kingdom | Bristol | |||||
145 | Senior SW Engineer | United Kingdom | Bristol | |||||
147 | Senior SW Engineer | United Kingdom | Bristol |
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Unique |
Address Book Title (Position Text) |
Current Company |
City | |||||
148 | Senior Software Engineer | United Kingdom | Bristol | |||||
149 | Software Engineer | United Kingdom | Bristol | |||||
150 | Software Engineer | United Kingdom | Bristol | |||||
151 | Senior SW Engineer | United Kingdom | Bristol | |||||
152 | Senior SW Engineer | United Kingdom | Bristol | |||||
154 | Java Software Engineer | United Kingdom | Bristol | |||||
155 | Principal SW Engineer | United Kingdom | Bristol | |||||
156 | Team Assistant – Nokia Entertainment | United Kingdom | Bristol | |||||
159 | Senior Software Engineer | United Kingdom | Bristol | |||||
160 | Senior Engineer | United Kingdom | Bristol | |||||
161 | Senior SW Engineer | United Kingdom | Bristol | |||||
162 | Senior SW Engineer | United Kingdom | Bristol | |||||
163 | Software Engineer | United Kingdom | Bristol | |||||
164 | Senior Software Engineer | United Kingdom | Bristol | |||||
165 | Senior SW Engineer | United Kingdom | Bristol | |||||
166 | Senior SW Engineer | United Kingdom | Bristol | |||||
167 | Principal SW Engineer | United Kingdom | Bristol | |||||
170 | Senior Software Engineer | United Kingdom | Bristol | |||||
171 | Senior SW Engineer | United Kingdom | Bristol | |||||
172 | Software Engineer | United Kingdom | Bristol | |||||
174 | Senior Software Engineer | United Kingdom | Bristol | |||||
175 | Software Development Manager | United Kingdom | Bristol | |||||
176 | Senior software engineer | United Kingdom | Bristol | |||||
177 | Software Engineer | United Kingdom | Bristol | |||||
178 | Senior Software Engineer | United Kingdom | Bristol | |||||
179 | Director, Development and Delivery | United Kingdom | Bristol | |||||
180 | Senior SW Engineer | United Kingdom | Bristol | |||||
181 | Senior SW Engineer | United Kingdom | Bristol | |||||
182 | Senior Software Engineer | United Kingdom | Bristol | |||||
183 | Senior SW Engineer | United Kingdom | Bristol | |||||
184 | Software Engineer | United Kingdom | Bristol | |||||
185 | Software Development Manager | United Kingdom | Bristol | |||||
186 | Principal SW Engineer | United Kingdom | Bristol | |||||
187 | Senior Software Engineer | United Kingdom | Bristol | |||||
189 | Software Engineer | United Kingdom | Bristol | |||||
190 | Senior Engineer | United Kingdom | Bristol | |||||
191 | Service Delivery Manager | United Kingdom | Bristol | |||||
192 | Sr. Database Analyst | United Kingdom | Bristol | |||||
193 | Senior SW Engineer | United Kingdom | Bristol | |||||
195 | Head of Service Delivery | United Kingdom | Bristol | |||||
197 | Live Service Manager | United Kingdom | Bristol | |||||
198 | Principal Engineer | United Kingdom | Bristol | |||||
199 | Security and Privacy Specialist | United Kingdom | Bristol | |||||
200 | Senior Engineer | United Kingdom | Bristol | |||||
201 | Senior SW Engineer | United Kingdom | Bristol | |||||
202 | Database Administrator | United Kingdom | Bristol | |||||
203 | Production DBA | United Kingdom | Bristol | |||||
204 | Senior Digital Content Analyst | United Kingdom | Bristol | |||||
205 | Content Solutions Developer | United Kingdom | Bristol |
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Unique |
Address Book Title (Position Text) |
Current Company |
City | |||||
207 | Content Solutions Developer | United Kingdom | Bristol | |||||
208 | Project Manager, Content Operations | United Kingdom | Bristol | |||||
209 | Content Solutions Developer | United Kingdom | Bristol | |||||
210 | Manager Entertainment Content Operations | United Kingdom | Bristol | |||||
211 | Supply Chain Coordinator | United Kingdom | Bristol | |||||
212 | Supply Chain Coordinator | United Kingdom | Bristol | |||||
213 | Supply Chain Support Team Leader | United Kingdom | Bristol | |||||
214 | Supply Chain Coordinator | United Kingdom | Bristol | |||||
215 | Entertainment Manager | Indonesia | Jakarta | |||||
216 | Product Manager | India | Mumbai | |||||
218 | Entertainment Manager | India | Mumbai | |||||
219 | Content & Operations Lead – IMEA | India | Mumbai | |||||
220 | Manager – Consumer Engagement | India | Mumbai | |||||
221 | Entertainment Manager | Italy | Milan | |||||
222 | Partner Manager, Mexico | Mexico | Mexico City | |||||
223 | Entertainment Lead, Russia | Russian Fed. | Moscow | |||||
224 | Entertainment Manager | Turkey | Istanbul | |||||
225 | Director, Music and Cross Ent Experience | USA | New York | |||||
226 | Administrative Assistant | USA | New York | |||||
227 | Director Business Planning & Programs | USA | New York | |||||
228 | Director, Business Affairs & Strategy | USA | New York | |||||
229 | Global Head of Major Label Relations | USA | New York | |||||
230 | Global Head of Music Publishing | USA | New York | |||||
231 | Head of Third Party Partnerships | USA | New York | |||||
232 | Entertainment Lead, North America | USA | Sunnyvale | |||||
233 | Head of Entertainment, Americas | USA | New York | |||||
234 | Music Content and Social Media Manager | USA | Sunnyvale | |||||
235 | Entertainment Manager – SEA Africa | South Africa | Johannesburg | |||||
236 | Senior Sourcing Manager | Finland | Espoo | |||||
237 | Care Project Manager | United Kingdom | Bristol | |||||
238 | Senior Legal Counsel | United Kingdom | London | |||||
239 | Finance Manager, Entertainment | United Kingdom | London |
234