INDEMNIFICATION AGREEMENTIndemnification Agreement • August 13th, 2008 • DMRC Corp • Services-computer integrated systems design • Delaware
THIS AGREEMENT is entered into, effective as of , , by and between DMRC Corporation, a Delaware corporation (the “Company”), and (“Indemnitee”).
RIGHTS AGREEMENT Dated as of July 31, 2008 between DMRC CORPORATION and COMPUTERSHARE TRUST COMPANY, N.A., as Rights AgentRights Agreement • August 13th, 2008 • DMRC Corp • Services-computer integrated systems design • Delaware
Preferred Shares Purchasable upon Exercise of Rights: After the Distribution Date, each Right will entitle the holder to purchase, for $100.00 (the “Purchase Price”), one one-hundredth (1/100) of a share of Series R Participating Cumulative Preferred Stock of the Company (a “Preferred Share”) with economic terms similar to that of one Common Share.
CONFIDENTIAL PORTIONS OMITTED AGREEMENTConfidentiality Agreement • August 13th, 2008 • DMRC Corp • Services-computer integrated systems design • New York
This is an agreement (the “Agreement”) between Digimarc Corporation, a Delaware Corporation, having a place of business at 9405 SW Gemini Drive, Beaverton, Oregon 97008, and its subsidiaries (“Digimarc”), and The Nielsen Company (US), Inc., a New York Corporation, having a place of business at 770 Broadway, New York, New York 10003, its Subsidiaries and Affiliates (“Nielsen”).
CONFIDENTIAL PORTIONS OMITTED COUNTERFEIT DETERRENCE SYSTEM DEVELOPMENT AND LICENSE AGREEMENTCounterfeit Deterrence System Development and License Agreement • August 13th, 2008 • DMRC Corp • Services-computer integrated systems design • England
DIGIMARC CORPORATION, a corporation incorporated under the laws of Oregon and having its head office at One Centerpointe Drive, Suite 500, Lake Oswego, Oregon. U.S.A. 97035-8615 (“Digimarc”)
SEPARATION AGREEMENT by and among DIGIMARC CORPORATION, DMRC LLC, DMRC CORPORATION and L-1 IDENTITY SOLUTIONS, INC (solely for the purposes of Section 3.02, 4.09(b)(iii) and Section 4.13) Dated as of August 1, 2008Separation Agreement • August 13th, 2008 • DMRC Corp • Services-computer integrated systems design • Delaware
This SEPARATION AGREEMENT, dated as of August 1, 2008 (this “Agreement”), is entered into by and among DIGIMARC CORPORATION, a Delaware corporation (“Digimarc”), DMRC LLC, a Delaware limited liability company and a wholly owned subsidiary of Digimarc (“DMRC”), DMRC Corporation, a Delaware corporation and a wholly-owned subsidiary of DMRC (“DMRC Sub”), and, solely with respect to Section 3.02, Section 4.09(b)(iii) and Section 4.13, L-1 Identity Solutions, Inc., a Delaware corporation (“L-1” and, together with DMRC, Digimarc and Digimarc Sub, the “Parties” and each, a “Party”). Capitalized terms used but not defined in this Agreement have the meanings ascribed to them in the Merger Agreement (as defined below).
