EXHIBIT 10
TRADEMARK ASSIGNMENT AND PURCHASE AGREEMENT
AGREEMENT made this 12th day of November 2004 ("Effective Date"), by and
between Apple Computer, Inc. ("Apple"), a corporation existing and organized
under the laws of the state of California, with offices at 0 Xxxxxxxx Xxxx,
Xxxxxxxxx, Xxxxxxxxxx 00000, and ARTISTdirect, Inc. ("ARTISTdirect"), a
corporation existing and organized under the laws of Delaware, with offices at
00000 Xxxxxxxx Xxxx., Xxxxx 0000, Xxx Xxxxxxx, Xxxxxxxxxx 00000.
WHEREAS, ARTISTdirect is and/or has been engaged in the business of online
and offline music services, including record distribution, music downloads,
videos, and promotion and sale of related merchandise and services.
WHEREAS, to the best of its knowledge, ARTISTdirect owns all right, title
and interest in certain trademarks, service marks and trade names, in certain
countries of the world, that consist of or incorporate the term IMUSIC,
including but not limited to the marks listed on Attachment 1 (the "Marks") and
desires to sell all of its worldwide rights in the Marks and the goodwill
pertaining thereto to Apple.
WHEREAS, Apple desires to purchase from ARTISTdirect the Marks and all of
ARTISTdirect's associated worldwide rights and documentation, including the
goodwill pertaining thereto.
NOW, THEREFORE, in consideration of the mutual covenants contained herein,
and other valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties hereby agree as follows:
1. Sale And Assignment Of Trademark. ARTISTdirect shall sell, transfer, assign,
deliver and quitclaim to Apple, and Apple shall purchase and acquire, all of
ARTISTdirect's rights, title,
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and interest in and to the Marks, including without limitation, the goodwill
pertaining to the Marks and all related worldwide applications and registrations
therefor. The Marks to be sold, transferred, assigned, delivered and quitclaimed
shall consist of those registrations and applications owned by ARTISTdirect on
the date of execution of this Agreement that consist of or incorporate the term
IMUSIC, including those listed in Attachment 1, all domain names owned by
ARTISTdirect that consist of or incorporate the term IMUSIC, including those
listed in Attachment 2 (the "Domain Names"), and all common law rights in the
Marks. The sale shall be made free and clear of all liabilities, obligations,
security interests, and encumbrances, except those expressly assumed by Apple.
Apple shall purchase the Marks and the goodwill pertaining thereto for five
hundred thousand U.S. dollars (US$500,000.00) ("Purchase Price").
2. Phase-Out Period. Notwithstanding the foregoing, ARTISTdirect is entitled to
a phase-out period of ninety (90) days from the Effective Date of this Agreement
during which it will cease all use of the Marks (the "Phase-Out Period").
ARTISTdirect agrees to do nothing during this phase-out period that would be
adverse to the rights it is transferring to Apple in this Agreement. Without
limiting the generality of the preceding sentence, ARTISTdirect and its
licensees shall not release any additional albums or other new goods or services
under the Marks during the Phase-Out Period. Notwithstanding anything to the
contrary in this Agreement, ARTISTdirect and its licensees may continue to sell
off any existing inventory of compact discs bearing the Marks (the "Inventory")
until the Inventory is fully depleted. To the best of ARTISTdirect's knowledge,
attached hereto as Attachment 3 is a complete list of all existing inventory
bearing the Marks. Within ten (10) business days following the Effective Date,
ARTISTdirect shall provide to Apple a list of licensees of the IMUSIC xxxx. Upon
conclusion of the Phase-Out Period, ARTISTdirect shall provide to Apple copies
of any notices sent to such
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licensees terminating such licensees' right to use the Marks, notwithstanding
such licensees' continuing right to sell off the Inventory.
3. Intentionally omitted.
4. Payment. Apple shall deliver to ARTISTdirect the Purchase Price within seven
(7) days following the Effective Date via wire transfer or according to such
other instructions as ARTISTdirect will provide.
5. No Assumption of Liabilities. Apple shall not assume, and shall not be liable
for, any liabilities, obligations and commitments of ARTISTdirect other than
those expressly assumed in this Agreement.
6. Representations And Warranties Of ARTISTdirect.
(a) ARTISTdirect is a corporation validly existing and in good standing
under the laws of the State of Delaware and has the corporate power and
authority required to carry on its business as now conducted.
(b) The execution, delivery and performance by ARTISTdirect of this
Agreement and the consummation by ARTISTdirect of the transaction contemplated
in this Agreement are within ARTISTdirect's corporate powers and have been duly
authorized by all necessary corporate action on the part of ARTISTdirect. This
Agreement constitutes a valid and binding agreement of ARTISTdirect enforceable
in accordance with its terms.
(c) The execution, delivery and performance by ARTISTdirect of this
Agreement do not and will not (i) result in the creation or imposition of any
lien on any asset, (ii) contravene or
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conflict with the articles of incorporation or bylaws of ARTISTdirect, or (iii)
contravene or conflict with or constitute a violation of any provision of any
law, regulation, judgment, injunction, order or decree binding upon or
applicable to ARTISTdirect.
(d) ARTISTdirect warrants that, to the best of its knowledge, it is the
owner of all right, title, and interest in and to the registrations and
applications for the Marks identified in Attachment 1. ARTISTdirect also
warrants that it has no actual knowledge of any other party using any trademark,
trade name, service xxxx, or any other indicia of origin upon which the Marks
would infringe or with which the Marks would likely be confused. ARTISTdirect
warrants that, to the best of its knowledge, except as otherwise set forth in
Attachment 4, the registrations and applications identified in Attachment 1 are
not subject to any currently pending challenges by any third party.
(e) ARTISTdirect represents that, to the best of its knowledge, except as
otherwise set forth in Attachment 4, there are no actions, suits or proceedings
before any court, agency or other governmental body pending or threatened which
involve the Marks.
(f) ARTISTdirect represents that it has not assigned or transferred any of
its rights in the Marks to any other party.
7. Representations And Warranties Of Apple.
(a) Apple Computer, Inc. is a corporation validly existing and in good
standing under the laws of the State of California and has all corporate power
and authority required to carry on its business as now conducted.
(b) The execution, delivery and performance by Apple of this Agreement and
the consummation by Apple of the transactions contemplated hereby are within the
corporate powers of Apple and have been duly authorized by all necessary
corporate action on the part of Apple.
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This Agreement constitutes a valid and binding agreement of Apple enforceable in
accordance with its terms.
(c) The execution, delivery and performance by Apple of this Agreement do
not and will not contravene or conflict with the articles of incorporation or
bylaws of Apple or any agreement to which Apple is a party or is bound. The
execution, delivery and performance by Apple of this Agreement do not and will
not contravene, conflict with or constitute a violation of any provision of any
law, regulation, judgment, injunction, order or decree binding upon or
applicable to Apple.
8. Cooperation. Apple and ARTISTdirect shall (i) reasonably cooperate in
providing each other with information reasonably requested to assist in the
completion of tax returns and reports; (ii) reasonably cooperate in preparing
for or responding to any audits by or disputes with any taxing authorities
relating to the ownership of the Marks; and (iii) make available to the other
such information, records and documents relating to the foregoing, to the extent
that the same are in the actual possession or control of such party.
Additionally, ARTISTdirect shall provide Apple, at Apple's sole cost, with
information, records and documents in ARTISTdirect's actual possession or
control to the extent the same is reasonably necessary to assist Apple: (I) in
defending any challenge to a registration or application of one of the Marks;
(II) in the transfer and assignment of the Domain Names from ARTISTdirect to
Apple; and (III) in demonstrating use of the Marks for purposes of filing
renewals or extensions.
9. Non-Assignable Contracts. Nothing contained in this Agreement shall be
construed as an attempt to assign any contract (i) which is not assignable by
law without the consent of the other party or parties thereto, unless such
consent shall have been given, or (ii) as to which all the
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rights enjoyed by ARTISTdirect would not as a matter of law, pass to Apple as an
incident of the assignments contemplated by this Agreement.
10. Documents To Be Delivered By ARTISTdirect. ARTISTdirect shall promptly turn
over to Apple, at Apple's sole cost, copies of all records in ARTISTdirect's
actual possession or control that are directly related to the prosecution of the
Marks including, but not limited to, copies of all domestic and international
trademark files and samples or specimens of the products or services on which
the Marks are or have been used to the extent such samples or specimens are
reasonably available. Additionally, ARTISTdirect agrees reasonably to cooperate
with Apple, at Apple's sole cost, in the recordation of the assignment of the
registrations and applications identified in Attachment 1, and, specifically,
ARTISTdirect agrees to execute any documents necessary for said recordal,
including, but not limited to, any confirmatory assignment documents drafted for
the purpose of recording an assignment of a registration or application in the
governmental Trademark Office of a country where such registration or
application exists. Apple shall solely bear all costs of any authentications or
legalizations necessary in connection with the execution and recordation of the
aforementioned documents. ARTISTdirect shall deliver to Apple all instruments of
assignment of the Marks, in the form and substance of the assignment document
attached hereto as Attachment 5, conveying to Apple all of ARTISTdirect's right,
title and interest in and to the Marks, as well as all instruments of assignment
of the Domain Names, in the form and substance of the assignment document
attached hereto as Attachment 6.
11. Indemnification.
(a) ARTISTdirect shall indemnify and hold Apple harmless against any and
all claims, damage, loss, liability and expense (including, without limitation,
reasonable expenses of
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investigation and reasonable actual attorneys' fees and expenses incurred in
connection with any action, suit or proceeding) incurred or suffered by Apple
arising out of or related to: (i) a breach of the warranties set forth in
Paragraph 6 above; or (ii) any use of the Marks and the Domain Names by or on
behalf of ARTISTdirect, its affiliates, agents, assignees, and licensees from
and after the Effective Date.
(b) Apple shall indemnify and hold ARTISTdirect harmless against any and
all claims, damage, loss, liability and expense (including, without limitation,
reasonable expenses of investigation and reasonable actual attorneys' fees and
expenses incurred in connection with any action, suit or proceeding) incurred or
suffered by ARTISTdirect arising out of or related to a breach of the warranties
set forth in Paragraph 7 above.
12. Miscellaneous.
(a) Expenses. Apple shall pay all costs associated with recordation and
assignment fees that will be incurred under this Agreement, as well as all
sales, transfer, and documentary taxes payable in connection with the sales,
transfers, conveyances, and deliveries to be made to Apple under this Agreement.
Each party shall bear any additional expenses incurred by it in connection with
the negotiation and execution of this Agreement and the consummation of the
transaction provided for herein.
(b) Successors and Assigns. This Agreement shall be binding upon and inure
to the benefit of the parties hereto and their respective successors and
permitted assigns. No rights or obligations created under this Agreement may be
assigned by either party without the prior written consent of the other.
(c) Entire Agreement. This Agreement, including the Attachments hereto,
represents the entire understanding and agreement between the parties with
respect to the subject matter
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hereof, and supersedes any prior understandings and agreements between such
parties with respect to such subject matter. This Agreement can be amended,
supplemented, or changed only by an instrument in writing which makes specific
reference to this Agreement and which is signed by the party against whom
enforcement of any such amendment, supplement or change is sought.
(d) Counterparts. This Agreement may be executed in any number of
counterparts with the same effect as if the signatures to each were upon the
same instrument.
(e) Notices. All notices, demands and requests required or permitted to be
given under this Agreement shall be in writing and shall be delivered or mailed
as listed below, or to such address as ARTISTdirect or Apple shall have
designated by like notice. Notice shall be deemed given on the date of receipt:
If to ARTISTdirect:
President
ARTISTdirect, Inc.
00000 Xxxxxxxx Xxxx., Xxxxx 0000
Xxx Xxxxxxx, Xxxxxxxxxx 00000
with a required copy to:
Xxxxxx X. Xxxxxxxxxx, Esq.
Xxxxxxxxx Traurig, LLP
0000 Xxxxxxxxx Xxxxxxx, Xxxxx 000
Xxxxxxx, Xxxxxxx 00000
If to Apple:
Xxxxx Xxxx, Esq.
Apple Computer, Inc.
0 Xxxxxxxx Xxxx, XX:0-XX
Xxxxxxxxx, Xxxxxxxxxx 00000
(f) Waiver. The failure of either party to insist upon strict performance
of any provision of this Agreement or to exercise any option, right, or remedy
contained in this
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Agreement shall not constitute a waiver or a relinquishment for the future of
such provision, option, right, or remedy. No waiver by either party of any
provision of this Agreement shall be deemed to have been made unless expressed
in writing and signed by such party.
(g) Partial Invalidity. If any provision of this Agreement or the
application thereof to any person or circumstance shall be invalid or
unenforceable to any extent, the remainder of this Agreement and the application
of such provision to persons or circumstances other than those as to which it is
held invalid or unenforceable shall not be affected thereby, and each provision
of this Agreement shall be valid and enforceable to the fullest extent permitted
by law. Any invalid or unenforceable provision of this Agreement shall be
replaced with a provision which is valid and enforceable and most nearly
reflects the original intent of the invalid or unenforceable provision.
(h) Relationship. The relationship of ARTISTdirect and Apple shall be that
of purchaser and buyer, and nothing contained in this Agreement shall be
construed to create a partnership or joint venture between them or their
respective successors in interest.
(i) Confidentiality. The matters set forth in this Agreement are strictly
confidential, and, except as otherwise required by law, rule or regulation, or
permitted by this Agreement, each party shall make every reasonable effort to
ensure that the information contained herein or received pursuant hereto is not
disclosed to any person who is not a party hereto without the prior written
consent of the other party. No statement shall be provided to the press
regarding this Agreement without the prior written consent of both parties;
provided, however: (A) Apple may disclose this Agreement to (i) any Governmental
authority or (ii) any financial institution (including banks and insurance
companies) which may finance the Purchase Price under this Agreement; and (B)
ARTISTdirect may disclose this Agreement (including any terms thereof) to
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any Governmental or regulatory authority (including the Securities & Exchange
Commission), and file reports regarding this Agreement (including any terms
thereof) with any such Governmental or regulatory authority (including the
Securities & Exchange Commission). This covenant shall extend beyond the
Effective Date.
(j) Applicable Law and Jurisdiction. This Agreement is executed pursuant
to, and shall be construed under and governed exclusively by, the laws of the
State of California, United States of America, without regard to the conflict of
law provisions thereof. Each party hereby expressly and irrevocably submits
itself to the non-exclusive jurisdiction of the courts of the State of
California in any suit, action, or proceeding arising, directly or indirectly,
out of or relating to this Agreement.
IN WITNESS WHEREOF, ARTISTdirect and Apple shall cause this Agreement to
be duly executed by their duly authorized representatives on this ____day of
__________, 2004.
ARTISTdirect, Inc.
/s/ XXXXXX X. XXXXXXXXXX
-------------------------
Name: Xxxxxx X. Xxxxxxxxxx
Title: Chief Financial Officer
Date: October 12, 2004
Apple Computer, Inc.
/s/ XXXXXX XXXXX
--------------------
Name: Xxxxxx Xxxxx
Title: Sr. Director, WW Marketing Communications
Date: November 12, 2004
/s/ XXX XXXXXXXXXX
--------------------
Name: Xxx Xxxxxxxxxx
Title: Director of Corporate Procurement
Date: November 22, 2004
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ATTACHMENT 1
IMUSIC TRADEMARK REGISTRATIONS AND APPLICATIONS
Page 11 of 32
IMUSIC TRADEMARK AND SERVICE XXXX REGISTRATIONS
WORLDWIDE
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COUNTRY REG. NO. INT'L CLASS GOODS/SERVICES COVERED
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IMUSIC 1922962 9 Compact discs; CD-ROMs; pre-recorded audiotapes; pre-recorded digital
audio and audiovisual tapes; phonograph records featuring music;
ARGENTINA pre-recorded video tapes; pre-recorded video discs; DVDs; musical sound
recordings and downloadable musical sound recordings; audiovisual
recordings and downloadable audiovisual recordings in the fields of
entertainment and music.
IMUSIC 1834533 35 All services in the class, namely advertising and business.
[Computerized on-line retail services featuring musical sound and video
ARGENTINA recordings, clothing, and related merchandise in the field of
entertainment and music; dissemination of advertising for others via a
global computer information network; opinion polling for business or
advertising purposes; classified advertising services for others; and
promoting the sale of goods and services of others through promotional
contests.]
IMUSIC 1834534 38 All services in the class, namely communications. [Providing on-line
electronic bulletin boards for the transmission of messages among
ARGENTINA computer users concerning employment opportunities, used goods, tickets,
entertainment, music and topics of general interest; broadcasting
pre-recorded and live audio and audio-visual material in the fields of
entertainment and music via a global computer network.]
IMUSIC 1834535 41 All services in the class, namely education and entertainment.
[Providing entertainment and educational services, namely, developing
ARGENTINA and disseminating in audio, audio-visual and print formats delivered by
an on-line global computer network online visual arts, music, and
entertainment and educational information in the fields of visual arts
and music; providing an on-line computer database to access, transmit
and receive information in the field entertainment; computer services,
namely a website which allows users to access, transmit and receive
pre-recorded and live audio, audio-visual and print content in the
fields of entertainment and music by a variety of media, namely, cable
television, television, global computer networks, commercial online
networks, narrowband and broadband media.]
IMUSIC 1834536 42 All services in the class. [Computer services, namely, providing
on-line newsletters, magazines, e-zines, articles, interviews and
ARGENTINA reviews in the fields of entertainment and music; computer services,
namely providing databases featuring general and local news and other
information of interest in the fields of entertainment and music and
links to related websites; and providing access to interactivce
databases to access, transmit and/or receive content via the on-line
global computer network in audio, audiovisual and print formats in the
fields of entertainment and music; computer services, namely, creating,
developing and hosting the websites of others; and providing serach
engines for obtaining data in the fields of entertainment and music on a
global computer network.]
IMUSIC 1051838 35, 38, 41 Promoting the goods and services of others by preparing and placing
and 42 advertisements and promotions on a website accessed through a global
CANADA computer information network; promoting the sale of goods and services
of others through promotional contests; and providing on-line retail
store services featuring musical sound and video recordings and related
merchandise in the fields of entertainment and music; Providing access
to on-line chat rooms for transmission of messages among
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COUNTRY REG. NO. INT'L CLASS GOODS/SERVICES COVERED
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computer users concerning entertainment, music, and topics of general
interest; providing on-line electronic bulletin boards for the
transmission of messages among computer users concerning entertainment,
music, and topics of general interest; and access to webcasting
audio-visual programming in the fields of entertainment and music via a
global computer network;
Providing entertainment services, namely, developing and disseminating
in audio, audio-visual and print formats delivered by an on-line global
computer network, online visual arts, music, and entertainment
information in the fields of entertainment and music; providing an
on-line computer database to access, transmit and receive information in
the fields of music and entertainment; computer services, namely a
website which allows users to access, transmit, and receive pre-recorded
and live audio, audiovisual, and print content in the fields of
entertainment and music and links to related websites; and providing
information in the fields of entertainment and music by a variety of
media, namely, cable television, television, global computer networks,
commercial online networks, narrow and broadband media;
Computer services, namely providing online newsletters, e-zines,
magazines, articles, interviews, and reviews in the field of
entertainment and music; computer services, namely, providing databases
featuring information in the fields of entertainment and music and links
to related websites; providing access to interactive databases to
access, transmit and/or receive content via the on-line global computer
network in audio, audiovisual and print formats in the fields of
entertainment and music; computer services, namely, providing search
engines for obtaining data in the fields of entertainment and music on a
global computer network; computer services, namely designing and
implementing webpages for others.
(*SIMILAR TO CLASSES 35, 38, 41, AND 42, THERE ARE NO INTERNATIONAL
CLASSES IN CANADA)
IMUSIC 573809 35 Promoting the goods and services of others by preparing and placing
advertisements and promotions on a website accessed through a global
CHILE computer information network and other media, namely, cable television,
television, global computer networks, commercial on-line networks,
narrowband and broadband media; promoting the sale of goods and services
of others through promotional contests; and on-line retail store
services featuring musical sound and video recordings and related
merchandise in the fields of entertainment and music.
IMUSIC 573808 38 Providing on-line chat rooms for transmission of messages among computer
users concerning entertainment, music and topics of general interest;
CHILE providing on-line electronic bulletin boards for the transmission of
messages among computer users concerning employment opportunities, used
goods, tickets, entertainment, music and topics of general interest;
webcasting audio-visual programming in the fields of entertainment and
music via a global computer network.
IMUSIC 574471 41 Providing entertainment and educational services, namely, developing and
disseminating in audio, audio-visual and print formats delivered by an
CHILE on-line global computer network online visual arts, music, and
entertainment and educational information in the fields of visual arts
and music; providing an on-line computer database to access, transmit
and receive information in the field of entertainment; computer
services, namely a website which allows users to access, transmit, and
receive pre-recorded audio, audio-visual, and print content in the
fields of entertainment and music and links to related websites; and
providing information in the fields of entertainment and music by a
variety of media, namely cable television, television, global computer
networks commercial on-line networks, narrowband and broadband media.
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IMUSIC 574470 42 Computer services, namely, providing on-line newsletters, magazines,
e-zines, articles, interviews and reviews in the fields of entertainment
CHILE and music; computer services, namely, providing databases featuring
general and local news and other information of interest in the fields
of entertainment and music and links to related websites; providing
access to interactive databases to access, transmit and/or receive
content via the on-line global computer network in audio, audiovisual
and print formats in the fields of entertainment and music and links to
related websites.
IMUSIC 121899 35 Promoting the goods and services of others by preparing and placing
advertisements and promotions on a website accessed through a global
COSTA RICA computer information network and other media, namely, cable television,
television, global computer networks, commercial on-line networks,
narrowband and broadband media; promoting the sale of goods and services
of others through promotional contests; and on-line retail store
services featuring musical sound and video recordings and related
merchandise in the fields of entertainment and music.
IMUSIC 121897 38 Providing on-line chat rooms for transmission of messages among computer
users concerning entertainment, music and topics of general interest;
COSTA RICA providing on-line electronic bulletin boards for the transmission
of messages among computer users concerning employment opportunities,
used goods, tickets, entertainment, music and topics of general
interest; webcasting audio-visual programming in the fields of
entertainment and music via a global computer network.
IMUSIC 121135 41 Providing entertainment and educational services, namely, developing and
disseminating in audio, audio-visual and print formats delivered by an
COSTA RICA on-line global computer network, online visual arts, music, and
entertainment and educational information in the fields of visual arts
and music; providing an on-line computer database to access, transmit
and receive information in the field of entertainment; and computer
services, namely a website that allows users to access, transmit, and
receive pre-recorded and live audio, audio-visualm and print content in
the fields of entertainment and music by a variety of media, namely
cable television, television, global computer networks commercial
on-line networks and broadband media.
IMUSIC 121898 42 Computer services, namely, providing on-line newsletters, magazines,
e-zines, articles, interviews and reviews in the fields of entertainment
COSTA RICA and music; computer services, namely, providing databases featuring
general and local news and other information of interest in the fields
of entertainment and music and links to related websites; providing
access to interactive databases to access, transmit and/or receive
content via the on-line global computer network in audio, audiovisual
and print formats in the fields of entertainment and music and links to
related websites.
IMUSIC 023164528 9 Musical sound recordings and downloadable musical sound recordings;
audiovisual recordings and downloadable audiovisual recordings in the
FRANCE fields of entertainment and music; compact discs (CDs); CD-ROMs;
pre-recorded audio tapes; pre-recorded digital audio and audiovisual
tapes; phonograph records featuring music; pre-recorded video tapes;
pre-recorded video discs; and DVDs
IMUSIC 4402591 9 Records, metronomes, pre-recorded video-discs and videotapes.
JAPAN
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IMUSIC 105630 35 Promoting the goods and services of others by preparing and placing
advertisements and promotions on a website accessed through a global
PANAMA computer information network and other media, namely, cable television,
television, global computer networks, commercial on-line networks,
narrowband and broadband media; promoting the sale of goods and services
of others through promotional contests; and on-line retail store
services featuring musical sound and video recordings and related
merchandise in the fields of entertainment and music.
IMUSIC 105631 38 Providing on-line chat rooms for transmission of messages among computer
users concerning entertainment, music and topics of general interest;
PANAMA providing on-line electronic bulletin boards for the transmission of
messages among computer users concerning employment opportunities, used
goods, tickets, entertainment, music and topics of general interest;
webcasting and audio-visual programming in the fields of entertainment
and music via a global computer network.
IMUSIC 105633 41 Providing entertainment and educational services, namely, developing and
disseminating in audio, audio-visual and print formats delivered by an
PANAMA on-line global computer network, online visual arts, music,
entertainment and educational information in the fields of visual arts
and music; providing an on-line computer database to access, transmit
and receive information in the field of entertainment; computer
services, namely,a website which allows users to access, transmit, and
receive pre-recorded and live audio, audio-visual and print content in
the fields of entertainment and music and links to related websites; and
providing information in the fields of entertainment and music by a
variety of media, namely cable television, television, global computer
networks, commercial on-line networks, narrowband and broadband media.
IMUSIC 105632 42 Computer services, namely providing on-line newsletters, magazines,
e-zines, articles, interviews, and reviews in the fields of
PANAMA entertainment and music; computer services, namely providing databases
featuring general and local news and other information of interest in
the fields of entertainment and music, and links to related websites;
and providing access to interactive databases to access, transmit and/or
receive content via the on-line global computer network in audio,
audio-visual and print formats in the fields of entertainment and music
and links to related websites.
IMUSIC 083473 9 Musical sound recordings and downloadable musical sound recordings;
audiovisual recordings and downloadable audiovisual recordings in the
PERU fields of entertainment and music; compact discs (CDs); CD-ROMs;
pre-recorded audio tapes; pre-recorded digital audio and audiovisual
tapes; phonograph records featuring music; pre-recorded video tapes;
pre-recorded video discs; and DVDs.
IMUSIC 022835 35 Promoting the goods and services of others by preparing and placing
advertisements and promotions on a website accessed through a global
PERU computer information network and other media, namely, cable television,
television, global computer networks, commercial on-line networks,
narrowband and broadband media; promoting the sale of goods and services
of others through promotional contests; and on-line retail store
services featuring musical sound and video recordings and related
merchandise in the fields of entertainment and music.
Page 15 of 32
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IMUSIC 022836 38 Providing on-line chat rooms for transmission of messages among computer
users concerning entertainment, music and topics of general interest;
PERU providing on-line electronic bulletin boards for the transmission of
messages among computer users concerning employment opportunities, used
goods, tickets, entertainment, music and topics of general interest;
webcasting audio-visual programming in the fields of entertainment and
music via a global computer network.
IMUSIC 028757 41 Providing entertainment and educational services, namely, developing and
disseminating in audio, audio-visual and print formats delivered by an
PERU on-line global computer network online visual arts, music, and
entertainment and educational information in the fields of visual arts
and music; providing an on-line computer database to access, transmit
and receive information in the field of entertainment; and providing
databases featuring general and local news and other information of
interest in the fields of entertainment and music by a variety of media,
namely cable television, television, global computer networks,
commercial on-line networks, and broadband media.
IMUSIC 022760 42 Computer services, namely, providing access to databases featuring
information.
PERU
IMUSIC 50160 38 Webcasting audio-visual programing in the fields of entertainment and
music via a global computer network.
PUERTO RICO
IMUSIC 2,513,978 35 Promoting the goods and services of others by preparing and placing
advertisements and promotions on a website accessed through a global
UNITED STATES computer information network and other media, namely, cable television,
television, global computer networks, commercial on-line networks,
narrowband, and broadband media; promoting the sale of goods and
services of others through promotional contests; and on-line retail
store services featuring musical sound and video recordings and related
merchandise in the fields of entertainment and music.
IMUSIC 2,511,614 38 Providing on-line chat rooms for transmission of messages among computer
users concerning entertainment, music, and topics of general interest;
UNITED STATES providing on-line electronic bulletin boards for the transmission of
messages among computer users concerning employment opportunities, used
goods, tickets, entertainment, music, and topics of general interest;
broadcasting pre-recorded and live audio and audio-visual material in
the fields of entertainment and music via a variety of media, namely,
the internet, cable television, television, radio, online information
services, narrowband, and broadband media.
IMUSIC 2,511,615 41 Providing entertainment and educational services, namely, developing and
disseminating in audio, audio-visual, and print formats, delivered by an
UNITED STATES on-line global computer network, online visual arts, music, and
entertainment and educational information in the fields of visual arts
and music; providing an on-line computer database to access, transmit,
and receive information in the field of entertainment, and links to
related websites; and providing databases featuring general and local
news and other information of interest in the fields of entertainment
and music and links to related websites.
IMUSIC 2,511,613 42 Computer services, namely, providing on-line magazines and newsletters
featuring articles, interviews, and reviews in the field of music and
UNITED STATES entertainment.
Page 16 of 32
XXXX/ SERIAL/
COUNTRY REG. NO. INT'L CLASS GOODS/SERVICES COVERED
-----------------------------------------------------------------------------------------------------------------------------------
IMUSIC 2000-003536 35 Computerized on-line retail services featuring musical sound and video
recordings, clothing, and related merchandise in the fields of
VENEZUELA entertainment and music; dissemination of advertising for others via a
global computer information network; opinion polling for business or
advertising purposes; classified advertising services for others; and
promoting the sale of goods and services of others through promotional
contests.
IMUSIC DOMESTIC AND INTERNATIONAL
TRADEMARK AND SERVICE XXXX
PENDING APPLICATIONS
XXXX/ SERIAL/
COUNTRY APP. NO. INT'L CL. GOODS/SERVICES COVERED
-----------------------------------------------------------------------------------------------------------------------------
IMUSIC 824492617 9 Downloadable musical sound recordings and audiovisual recordings via the
Internet; pre-recorded magnetic cards, disks and tapes; pre-recorded CDs
and CD-ROMs; other records; CDs; pre-recorded video disks, video tapes and
BRAZIL DVDs; and DVDs.
IMUSIC 821955780 35 Promoting the goods and services of others by preparing and placing
advertisements and promotions on a website accessed through a global
computer information network and other media, namely, cable television,
BRAZIL global computer networks, commercial on-line networks, narrowband and
broadband media; promoting the sale of goods and services of others
through promotional contests; and on-line retail store services
featuring musical sound and video recordings and related merchandise in
the fields of entertainment and music.
IMUSIC 821955799 38 Providing on-line electronic bulletin boards for the transmission of
messages among computer users concerning employment opportunities, used
goods, tickets, entertainment, music and topics of general interest;
BRAZIL webcasting audio-visual programming in the fields of entertainment and
music via a global computer network.
IMUSIC 821955802 41 Providing entertainment and educational services, namely, developing and
disseminating in audio, audio-visual and print formats delivered by an
on-line global computer network, online visual arts, music, and
BRAZIL entertainment and educational information in the fields of visual arts and
music; providing an on-line computer database to access, transmit and
receive information in the field of entertainment; and computer services,
namely a website that allows users to access, transmit, and receive
pre-recorded and live audio, audio-visualm and print content in the fields
of entertainment and music by a variety of media, namely cable television,
television, global computer networks, commercial on-line networks, and
broadband media.
Page 17 of 32
XXXX/ SERIAL/
COUNTRY APP. NO. INT'L CL. GOODS/SERVICES COVERED
-----------------------------------------------------------------------------------------------------------------------------
IMUSIC 821955772 42 Computer services, namely providing on-line newsletters, magazines,
e-zines, articles, interviews, and reviews in the fields of entertainment
and music; computer services, namely providing databases featuring general
BRAZIL and local news and other information of interest in the fields of
entertainment and music, and links to related websites; and providing
access to interactive databases to access, transmit and/or receive content
via the on-line global computer network in audio, audio-visual and print
formats in the fields of entertainment and music; computer services,
namely creating, developing and hosting websites for others, and providing
search engines for obtaining data in the fields of entertainment and music
on a global computer network.
IMUSIC 20020003184 9 Downloadable musical sound recordings and audiovisual recordings via the
Internet; pre-recorded magnetic cards, disks and tapes; pre-recorded CDs
and CD-ROMs; other records; CDs; pre-recorded video disks, video tapes and
COSTA RICA DVDs; and DVDs.
IMUSIC 302245448/09 9 Electronic data carriers storing musical recordings, sound, and visual
recordings in the field of entertainment and music; compact discs (CDs);
CD-ROMs; pre-recorded audio cassettes; pre-recorded digital audio and
GERMANY audiovisual tapes; records; pre-recorded video tapes; pre-recorded video
discs; and DVDs.
IMUSIC 546297 9 Downloadable musical sound recordings and audiovisual recordings via the
Internet; pre-recorded magnetic cards, disks and tapes; pre-recorded CDs
and CD-ROMs; other records; CDs; pre-recorded video disks, video tapes and
MEXICO DVDs; and DVDs.
IMUSIC 76/399,164 9 Musical sound recordings and downloadable musical sound recordings;
audiovisual recordings and downloadable audiovisual recordings featuring
musical entertainment; compact discs; CD-ROMs; pre-recorded audio tapes,
UNITED STATES pre-recorded digital audio and audiovisual tapes, phonograph records,
pre-recorded video tapes, pre-recorded video discs, and DVDs, all
featuring musical entertainment.
Page 18 of 32
IMUSIC DOMESTIC AND INTERNATIONAL
TRADEMARK AND SERVICE XXXX
ABANDONED APPLICATIONS
6/10/2004
XXXX/ SERIAL/
COUNTRY APP NO. INT'L CL. GOODS/SERVICES COVERED
-------------------------------------------------------------------------------------------------------------------------------
IMUSIC 912099 9 Musical sound recordings and downloadable musical sound recordings;
audiovisual recordings and downloadable audiovisual recordings in the fields
of entertainment and music; compact discs (CDs); CD-ROMs; pre-recorded audio
AUSTRALIA tapes; pre-recorded digital audio and audiovisual tapes; phonograph records
featuring music; pre-recorded video tapes; pre-recorded video discs; and
DVDs.
IMUSIC 818868 35, 41 Promoting the goods and services of others by preparing and placing
and 42 promotions on a website accessed through a global computer information
network; advertising services namely, preparing and placing advertisements
AUSTRALIA and promotions on a website accessed through a global computer network;
promoting the sale of goods and services of others through promotional
contests; on-line retailing of musical sound and video recordings and related
merchandise in the fields of entertainment and music;
Electronic publication services, namely, providing online newsletters,
magazines, e-zines (electronic magazines), articles, interviews and reviews
in the fields of entertainment and music; providing entertainment services,
namely, developing and disseminating in audio, audiovisual and print formats
delivered by an on-line global computer network; on-line visual arts, music
and entertainment information in the fields of entertainment and music; and
providing information in the fields of entertainment and music by a variety
of media, namely, cable television, television, global computer networks,
commercial online networks, narrowband and broadband media;
Computer services, being the provisions of links and access to entertainment
and music websites; providing access to interactive databases to access,
transmit and/or receive content via the on-line global computer network in
audio, audio-visual and print formats in the fields of entertainment and
music; providing search engines for obtaining data in the fields of
entertainment and music; providing search engines for obtaining data in the
fields of entertainment and music on a global computer network; providing
access to on-line chat rooms for transmission of messages among computer
users concerning entertainment, music, and topics of general interest;
providing access to on-line electric bulletin boards for the transmission of
messages among computer users concerning entertainment, music and topics of
general interest; and access to webcasting audio visual programming in the
fields of entertainment and music via a global computer network.
Page 19 of 32
XXXX/ SERIAL/
COUNTRY APP NO. INT'L CL. GOODS/SERVICES COVERED
-------------------------------------------------------------------------------------------------------------------------------
IMUSIC 140079 9 Musical sound recordings and downloadable musical sound recordings;
audiovisual recordings and downloadable audiovisual recordings in the fields
of entertainment and music; compact discs (CDs); CD-ROMs; pre-recorded audio
CANADA tapes; pre-recorded digital audio and audiovisual tapes; phonograph records
featuring music; pre-recorded video tapes; pre-recorded video discs; and
DVDs.
IMUSIC 002695328 9 Musical sound recordings and downloadable musical sound recordings;
audiovisual recordings and downloadable audiovisual recordings in the fields
of entertainment and music; compact discs (CDs); CD-ROMs; pre-recorded audio
EUROPEAN COMMUNITY tapes; pre-recorded digital audio and audiovisual tapes; phonograph records
featuring music; pre-recorded video tapes; pre-recorded video discs; and
DVDs.
IMUSIC 001475151 9, 35, Publications in electronic form supplied on-line from databases or
38 , 41, facilities provided on the Internet (including web sites); computer
(42) software; computer software for searching and retrieving music related
EUROPEAN COMMUNITY information, and computer software for licensing and registering rights in
music and audio works; compact discs; records; tapes; mini discs; CD- ROMs;
videos; DVDs;
Promoting the goods and services of others by preparing and placing
advertisements and promotions on a website accessed through a global computer
information network and other media, namely, cable television, television,
global computer networks, commercial on-line networks, narrowband and
broadband media; promoting the sale of goods and services of others through
promotional contests; and on-line retail store services featuring musical
sound and video recordings and related merchandise in the fields of
entertainment and music;
Providing on-line chat rooms for transmission of messages among computer
users concerning entertainment, music and topics of general interest;
providing on-line electronic bulletin boards for the transmission of messages
among computer users concerning employment opportunities, used goods,
tickets, entertainment, music and topics of general interest; and webcasting
audio-visual programming in the fields of entertainment and music via a
global computer network; providing access to interactive databases to access,
transmit and/or receive content via the on-line global computer network in
audio, audio-visual and print formats in the fields of entertainment and
music and links to related websites;
Providing entertainment and educational services, namely, developing and
disseminating in audio, audio-visual and print formats delivered by an
on-line global computer network, on-line visual arts, music, and
entertainment and educational information in the fields of visual arts and
music; providing an on-line computer database to access, transmit and receive
information in the field of entertainment; computer
Page 20 of 32
XXXX/ SERIAL/
COUNTRY APP NO. INT'L CL. GOODS/SERVICES COVERED
-------------------------------------------------------------------------------------------------------------------------------
services, namely, a website which allows users to access, transmit and
receive pre-recorded and live audio, audio-visual and print content in the
fields of entertainment and music and links to related websites; and
providing information in the fields of entertainment and music by a variety
of media, namely, cable, television, television, global computer networks,
commercial on-line networks, narrowband and broadband media;
Computer services, namely, providing on-line newsletters, magazines, e-zines,
articles, interviews and reviews in the fields of entertainment and music;
computer services, namely, providing databases featuring general and local
news and other information of interest in the fields of entertainment and
music and links to related websites;
IMUSIC 2002-37089 9 Downloadable musical sound recordings and audiovisual recordings via the
Internet; pre-recorded magnetic cards, disks and tapes; pre-recorded CDs and
JAPAN CD-ROMs; other records; CDs; pre-recorded video disks, video tapes and DVDs; and
DVDs.
IMUSIC 2000-006761 35, 38, Promoting the goods and services of others by preparing and placing
41 and 42 advertisements and promotions on a website accessed through a global
JAPAN computer information network and other media, namely, cable television,
television, global computer networks, commercial on-line networks, narrowband
and broadband media; promoting the sale of goods and services of others
through promotional contests; and online retail store services featuring
musical sound and video recordings and related merchandise in the fields of
entertainment and music;
Providing on-line chat rooms for transmission of messages among computer
users concerning entertainment, music, and topics of general interest;
providing on-line electronic bulletin boards for the transmission of messages
among computer users concerning employment opportunities, used goods,
tickets, entertainment, music and topics of general interest; and webcasting
audiovisual programming in the fields of entertainment and music via a global
computer network;
Providing entertainment and educational services, namely, developing and
disseminating in audio, audiovisual and print formats delivered by an on-line
global computer network; on-line visual arts, music and entertainment and
educational information in the fields of visual arts and music; providing an
on-line computer database to access, transmit, and receive information in the
fields of entertainment; computer services, namely a website which allows
users to access, transmit and receive pre-recorded and live audio,
audio-visual and print content in the fields of entertainment and music and
links to related websites; and providing information in the fields of
entertainment and music by a variety of media, namely, cable television,
television, global computer
Page 21 of 32
XXXX/ SERIAL/
COUNTRY APP NO. INT'L CL. GOODS/SERVICES COVERED
-------------------------------------------------------------------------------------------------------------------------------
networks, commercial online networks, narrowband and broadband media;
Computer services, namely providing on-line newsletters, magazines, e-zines,
articles, interviews and reviews in the fields of entertainment and music;
computer services, namely providing databases featuring general and local
news and other information of interest in the fields of entertainment and
music and links to related websites; providing access to interactive
databases to access, transmit and/or receive content via the on-line global
computer network in audio, audio-visual and print formats in the fields of
entertainment and music and links to related websites.
IMUSIC 413130 35 Promoting the goods and services of others by preparing and placing
advertisements and promotions on a website accessed through a global
computer information network and other media, namely, cable television,
MEXICO television, global computer networks, commercial on-line networks, narrowband
and broadband media; promoting the sale of goods and services of others
through promotional contests; and online retail store services featuring
musical sound and video recordings and related merchandise in the fields of
entertainment and music.
IMUSIC 413131 38 Providing on-line chat rooms for transmission of messages among computer
users concerning entertainment, music, and topics of general interest;
providing on-line electronic bulletin boards for the transmission of
MEXICO messages among computer users concerning employment opportunities, used
goods, tickets, entertainment, music and topics of general interest; and
webcasting audiovisual programming in the fields of entertainment and music
via a global computer network.
IMUSIC 413132 41 Providing entertainment and educational services, namely, developing and
disseminating in audio, audiovisual and print formats delivered by an
on-line global computer network; on-line visual arts, music and
MEXICO entertainment and educational information in the fields of visual arts and
music; providing an on-line computer database to access, transmit, and
receive information in the fields of entertainment and music; computer
services, namely a website which allows users to access, transmit and
receive pre-recorded and live audio, audio-visual and print content in the
fields of entertainment and music and links to related websites; and
providing information in the fields of entertainment and music by a variety
of media, namely, cable television, television, global computer networks,
commercial online networks, narrowband and broadband media.
IMUSIC 419154 42 Computer services, namely providing on-line newsletters, magazines, e-zines,
articles, interviews and reviews in the fields of entertainment and music;
computer services, namely providing databases featuring general and local
MEXICO news and other information of interest in the fields of
Page 22 of 32
XXXX/ SERIAL/
COUNTRY APP NO. INT'L CL. GOODS/SERVICES COVERED
-------------------------------------------------------------------------------------------------------------------------------
entertainment and music and links to related websites; providing access to
interactive databases to access, transmit and/or receive content via the
on-line global computer network in audio, audio-visual and print formats in
the fields of entertainment and music and links to related websites.
IMUSIC 607498 35 Promoting the goods and services of others by preparing and placing
advertisements and promotions on a website accessed through a global
computer information network and other media, namely, cable television,
NEW ZEALAND television, global computer networks, commercial on-line networks, narrowband
and broadband media; promoting the sale of goods and services of others
through promotional contests; and online retail store services featuring
musical sound and video recordings and related merchandise in the fields of
entertainment and music.
IMUSIC 607499 38 Providing on-line chat rooms for transmission of messages among computer
users concerning entertainment, music, and topics of general interest;
providing on-line electronic bulletin boards for the transmission of
NEW ZEALAND messages among computer users concerning employment opportunities, used
goods, tickets, entertainment, music and topics of general interest; and
webcasting audiovisual programming in the fields of entertainment and music
via a global computer network.
IMUSIC 607500 41 Providing entertainment and educational services, namely, developing and
disseminating in audio, audiovisual and print formats delivered by an
on-line global computer network; on-line visual arts, music and
NEW ZEALAND entertainment and educational information in the fields of visual arts and
music; providing an on-line computer database to access, transmit, and
receive information in the fields of entertainment; computer services,
namely a website which allows users to access, transmit and receive
pre-recorded and live audio, audio-visual and print content in the fields of
entertainment and music and links to related websites; and providing
information in the fields of entertainment and music by a variety of media,
namely, cable television, television, global computer networks, commercial
online networks, narrowband and broadband media.
IMUSIC 607501 42 Computer services, namely providing on-line newsletters, magazines, e-zines,
articles, interviews and reviews in the fields of entertainment and music;
computer services, namely providing databases featuring general and local
NEW ZEALAND news and other information of interest in the fields of entertainment and
music and links to related websites; providing access to interactive
databases to access, transmit and/or receive content via the on-line global
computer network in audio, audio-visual and print formats in the fields of
entertainment and music and links to related websites.
Page 23 of 32
XXXX/ SERIAL/
COUNTRY APP NO. INT'L CL. GOODS/SERVICES COVERED
-------------------------------------------------------------------------------------------------------------------------------
IMUSIC 49606 35 Promoting the goods and services of others by preparing and placing
advertisements and promotions on a website accessed through a global
computer information network and other media, namely, cable television,
PUERTO RICO television, global computer networks, commercial on-line networks, narrowband
and broadband media; promoting the sale of goods and services of others
through promotional contests; and online retail store services featuring
musical sound and video recordings and related merchandise in the fields of
entertainment and music.
IMUSIC 49607 41 Providing entertainment and educational services, namely, developing and
disseminating in audio, audiovisual and print formats delivered by an
on-line global computer network; on-line visual arts, music and
PUERTO RICO entertainment and educational information in the fields of visual arts and
music; providing an on-line computer database to access, transmit, and
receive information in the fields of entertainment and music; computer
services, namely a website which allows users to access, transmit and
receive pre-recorded and live audio, audio-visual and print content in the
fields of entertainment and music and links to related websites; and
providing information in the fields of entertainment and music by a variety
of media, namely, cable television, television, global computer networks,
commercial online networks, narrowband and broadband media.
IMUSIC 49608 42 Computer services, namely providing on-line newsletters, magazines, e-zines,
articles, interviews and reviews in the fields of entertainment and music;
computer services, namely providing databases featuring general and local
PUERTO RICO news and other information of interest in the fields of entertainment and
music and links to related websites; providing access to interactive
databases to access, transmit and/or receive content via the on-line global
computer network in audio, audio-visual and print formats in the fields of
entertainment and music and links to related websites.
IMUSIC 2300435 9 Musical sound recordings and downloadable musical sound recordings;
audiovisual recordings and downloadable audiovisual recordings in the fields
of entertainment and music; compact discs (CDs); CD-ROMs; pre-recorded audio
UNITED KINGDOM tapes; pre-recorded digital audio and audiovisual tapes; phonograph records
featuring music; pre-recorded video tapes; pre-recorded video discs; and
DVDs.
IMUSIC 2000-003537 38 Providing electronic online chat rooms for transmission of messages among
computer users; telecommunication via the internet.
VENEZUELA
IMUSIC 2000-003541 41 Providing entertainment and educational services via internet, television,
and radio; search links related to culture and entertainment via internet;
VENEZUELA information services related to education and entertainment via internet.
Page 24 of 32
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COUNTRY APP NO. INT'L CL. GOODS/SERVICES COVERED
-------------------------------------------------------------------------------------------------------------------------------
IMUSIC 2000-003524 42 Computer and internet services.
VENEZUELA
Page 25 of 32
ATTACHMENT 2
IMUSIC DOMAIN NAMES
TECHNICAL ADMINISTRATIVE
DOMAIN NAME REGISTRANT CONTACT CONTACT EXPIRATION
----------------------------------------------------------------------------------------------------------------------------------
xxxxxx.xxx ARTISTdirect, Inc. ARTISTdirect, Inc. xxxxxxx@xxxxxxxxxxxx.xxx 23-Aug-2008
0000 Xxxxxxxx Xxxx., xxxxxxxxxx@xxxxxxxxxxxx.xxx 0000 Xxxxxxxx Xxxx., Xxx. 000
Xxx. 000 0000 Xxxxxxxx Xxxx., Xxx. 000 Xxx Xxxxxxx, XX 00000
Xxx Xxxxxxx, XX 00000 Xxx Xxxxxxx, XX 00000-0000 323.634.4000
000-000-0000 fax: 000-000-0000 fax: 000.000.0000
xxxxxx.xxxx ARTISTdirect, Inc. Xxxxxxx, Xxxxxxx xxxxxxxx@xxxxx.xxx Xxxxxxx, Xxxxxxx 12-Oct-2006
0000 Xxxxxxxx Xxxx., 0 Xxxxxxxx Xxxx, XX 60-DR xxxxxxxx@xxxxx.xxx
Xxx. 000 Xxxxxxxxx, XX 00000 0 Xxxxxxxx Xxxx, XX 60-DR
Los Angeles, CA +1.0000000000 Xxxxxxxxx, XX 00000
90036-5613 +1.0000000000
x-xxxxx.xxxx ARTISTdirect, Inc. Network Solutions, LLC. ARTISTdirect, Inc. 12-Oct-2006
0000 Xxxxxxxx Xxxx., xxxxxxxxxxxxxxx@xxxxxxxxxxxxxxxx.xxx 0000 Xxxxxxxx Xxxx., Xxx. 000
Ste. 200 00000 Xxxxxxxx Xxxx Xxxxx Xxx Xxxxxxx, XX 00000
Los Angeles, CA Xxxxxxx, XX 00000-0000 000-000-0000
90036-5613 1-888-642-9675
fax: 000-000-0000
Page 26 of 32
ATTACHMENT 3
INVENTORY
ARTIST DISTRIBUTOR CATALOG # UNITS
-----------------------------------------------------------------------------------------------------------------
Berlin BMG 80119010512 648
Berlin PIAS (Europe) IMUCD051 827
Big Bad Voodoo Daddy Pinnacle (UK) IMUCD112 115
Blues Traveler BMG 80119010732 1228
Blues Traveler PIAS (Europe) IMUCD073 46
Xxxx Xxx BMG 80119010522 979
Xxxx Xxx PIAS (Europe) IMUCD052 441
Folk Implosion BMG 80119010932 1054
Xxxxxxx Xxxxxx PIAS (Europe) IMUCD135 1150
Xxxxxxx Xxxxxx Pinnacle (UK) IMUCD135 565
Gene BMG 80119010492 1025
Gene Pinnacle (UK) IMUCD049 1597
Xxxx Xxxxxxx BMG 80119011172 1445
Xxxx Xxxxxxx PIAS (Europe) IMUCD117 286
Xxxx Xxxx BMG 80119011252 264
Xxxx Xxxx PIAS (Europe) XXXXX0000 728
Xxxxxx Xxxx BMG 80119010742 1956
Xxxxxx Xxxx PIAS (Europe) IMUCD074 566
Xxxxxx Xxxx PIAS (Europe) IMUCDS001 00
Xxxxxx Xxxx Xxxxxxxx (XX) XXXXXX000 21
XX Xxxx BMG 80119010942 2781
XX Xxxx XXXX (Xxxxxx) XXXXX000 0000
Moe BMG 80119010952 82
Xxx XXXX (Europe) IMUCD095 684
Motorcycle Mania 3 PIAS (Europe) IMUCD118 0
Pinnacle (UK)
Sir Mix A Lot PIAS (Europe) IMUCD075 778
Sir Mix A Lot Pinnacle (UK) IMUCD075 125
Speech BMG 80119010502 988
Speech PIAS (Europe) IMUCD050 3660
String Cheese Incident PIAS (Europe) SCI1015 361
String Cheese Incident Pinnacle (UK) SCI1015 342
Xxx Xxx Club BMG 80119010722 252
Xxx Xxx Club PIAS (Europe) IMUCD072 283
Tre PIAS (Europe) IMUCD053 1761
Xxx Xxxxxxx BMG 80119010532 1290
Tweaker PIAS (Europe) IMUCD097 289
Tweaker Pinnacle (UK) IMUCD097 253
Xxxxxx Xxxxxxxx PIAS (Europe) SCI1014 829
Page 27 of 32
ARTIST DISTRIBUTOR CATALOG # UNITS
-----------------------------------------------------------------------------------------------------------------
Xxxxxx Xxxxxxxx Pinnacle (UK) SCI1014 447
------
TOTAL UNITS 10,755
------
Page 28 of 32
ATTACHMENT 4
PENDING THIRD PARTY CHALLENGES TO MARKS
1. The IMUSIC applications in Classes 35, 38, 41, and 42 in Brazil are subject
to opposition proceedings filed by BMG Brasil LTDA based on its I [HEART] MUSIC
xxxx.
2. The IMUSIC application in Class 9 in Costa Rica is subject to an opposition
proceeding filed by Emusica, SA based on its EMUSICA xxxx.
Page 29 of 32
ATTACHMENT 5
ASSIGNMENT OF TRADEMARK AND SERVICE XXXX REGISTRATIONS
AND APPLICATIONS
WHEREAS, ARTISTdirect, Inc. ("ARTISTdirect"), a corporation organized and
existing under the laws of the state of Delaware located at 00000 Xxxxxxxx
Xxxx., Xxxxx 0000, Xxx Xxxxxxx, Xxxxxxxxxx 00000, is, to the best of its
knowledge, the owner of the trademarks and service marks, in the identified
countries, set forth in the attached Schedule 1 (the "Marks").
WHEREAS Apple Computer, Inc. (Assignee), a corporation organized and
existing under the laws of the state of California located at 0 Xxxxxxxx Xxxx,
Xxxxxxxxx, Xxxxxxxxxx 00000, wishes to acquire the Marks and the registrations
and applications therefor and the goodwill of the business pertaining thereto;
NOW, THEREFORE, for good and valuable consideration, receipt of which is
hereby acknowledged, ARTISTdirect does hereby assign and quitclaim unto the said
Assignee all of its right, title and interest in and to the Marks, together with
the goodwill of the business symbolized thereby, including the registrations and
applications therefor as set forth in the attached Schedule 1.
ARTISTdirect, Inc.
Date: ________________ By: ___________________________
Name:
Title:
State of _______________)
) ss:
County of ______________)
On this _____ day of _____________, 2004, before me appeared ___________,
the person who signed this instrument, who acknowledged that he signed it as a
free act on behalf of the identified assignor with authority to do so.
Notary Public: _________________________ [Notarial Seal]
My Commission Expires: ______________________
Page 30 of 32
ATTACHMENT 6
DOMAIN NAME ASSIGNMENT
WHEREAS, ARTISTdirect, Inc., a corporation existing and organized under
the laws of Delaware, with offices at 00000 Xxxxxxxx Xxxx., Xxxxx 0000, Xxx
Xxxxxxx, Xxxxxxxxxx 00000 ("ARTISTdirect"), is the registered owner of the
following domain names which incorporate the term "IMUSIC": XXXXXX.XXX,
XXXXXX.XXXX, and X-XXXXX.XXXX (hereinafter, "IMUSIC Domains"); and
WHEREAS, Apple Computer, Inc., a corporation existing and organized under
the laws of the state of California, with offices at 0 Xxxxxxxx Xxxx, Xxxxxxxxx,
Xxxxxxxxxx 00000 ("Apple"), desires to acquire, and ARTISTdirect agrees to
assign and quitclaim, all rights that ARTISTdirect owns in the IMUSIC Domains.
NOW, THEREFORE, for good and valuable consideration, the receipt of which
is hereby acknowledged, the parties agree as follows:
1. ARTISTdirect agrees to sell, transfer, assign, deliver and quitclaim
to Apple, and Apple agrees to purchase and acquire, all of ARTISTdirect's
rights, title and interest in and to the top level domain names XXXXXX.XXX,
XXXXXX.XXXX, and X-XXXXX.XXXX, including without limitation the goodwill
pertaining thereto, and all of ARTISTdirect's related worldwide rights.
2. ARTISTdirect represents and warrants that it has not licensed or
transferred any rights in or to the IMUSIC Domains to any third party; that it
has the full authority to make this transfer of rights to Apple; and that, to
the best of its knowledge, there are no pending third party disputes or claims
related to the IMUSIC Domains.
Page 31 of 32
3. ARTISTdirect agrees that it shall immediately terminate all use of
the IMUSIC Domains and that it will immediately transfer to Apple the IMUSIC
Domains. ARTISTdirect agrees that it will not seek or assist or encourage others
to seek to interfere with ownership of the IMUSIC Domains, nor will it attempt
to register or use any other confusingly similar domain names or marks, in the
United States or abroad. ARTISTdirect agrees to take all such further action
necessary to effectuate transfer of the IMUSIC Domains to Apple.
4. This Agreement may be amended or modified only by a written
instrument executed by both of the parties.
5. This Agreement shall be binding upon the parties hereto, their
successors, and assigns, and upon any and all others acting by or through them,
or in privity with them, or under their direction.
6. This Agreement is governed exclusively by the laws of the State of
California, without regard to its conflict of law provisions.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date signed by both parties.
ARTISTDIRECT, INC.
By: _____________________________
Title: _____________________________
Date: _____________________________
APPLE COMPUTER, INC.
By: ______________________________
Title: ______________________________
Date: ______________________________
Page 32 of 32
