ASSET PURCHASE AGREEMENTAsset Purchase Agreement • June 6th, 2007 • Napster Inc • Services-computer programming services • Virginia
This Asset Purchase Agreement (“Agreement”) is dated as of January 11, 2007 (“Effective Date”), between Napster, LLC, a Delaware limited liability company with principal offices located at 9044 Melrose Avenue, Los Angeles, California 90069 (“Buyer”), AOL LLC (for certain limited purposes under Section 12.5, Article 14, Article 15, and Article 16 below), a Delaware limited liability company with principal offices located at 22000 AOL Way, Dulles, Virginia 20166 (“AOL”) and AOL Music Now LLC, a Delaware limited liability company with principal offices located at 550 West Washington Boulevard, Chicago, Illinois 60661 (“Seller”). Buyer and Seller are, from time to time, referred to individually as a “party” and jointly or collectively as the “parties.”
AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • June 6th, 2007 • Napster Inc • Services-computer programming services
This Amendment No. 1 to Asset Purchase Agreement (the “Amendment”) is entered into as of March 14, 2007, by and among AOL LLC, a Delaware limited liability company (“AOL”), AOL MUSIC NOW LLC, a Delaware limited liability company (“Seller”), and Napster, LLC, a Delaware limited liability company (“Buyer”). Buyer and Seller are, from time to time, referred to individually as a “party” and jointly or collectively as the “parties.” Any capitalized terms not otherwise defined in this Amendment shall have the meaning given to such terms in the Agreement (as hereinafter defined).
