10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

x Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended December 31, 2010

OR

¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from                     to                     

Commission File Number 001-34108

DIGIMARC CORPORATION

(Exact name of registrant as specified in its charter)

Oregon	26-2828185
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

9405 SW Gemini Drive, Beaverton, Oregon 97008

(Address of principal executive offices) (Zip Code)

(503) 469-4800

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Name of Each Exchange on Which Registered
Common Stock, $0.001 Par Value Per Share	The NASDAQ Stock Market LLC

Securities registered pursuant to Section 12(g) of the Act: NONE

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  ¨    No  x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes  ¨    No  x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).     Yes  ¨    No  ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.    x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	¨		Accelerated filer	x
Non-accelerated filer	¨	(Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

The aggregate market value of common stock, par value $0.001 per share, held by non-affiliates of the registrant, based on the closing price for the common stock on The Nasdaq Global Market on the last business day of the registrant’s most recently completed fiscal second quarter (June 30, 2010), was approximately $133 million. Shares of common stock beneficially held by each officer and director have been excluded from this computation because these persons may be deemed to be affiliates. This determination of affiliate status is not necessarily a conclusive determination for any other purposes.

As of February 23, 2011, 6,982,494 shares of the registrant’s common stock were outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s proxy statement pursuant to Regulation 14A (the “Proxy Statement”) for its 2011 annual meeting of shareholders are incorporated by reference into Items 10, 11, 12, 13 and 14 of Part III of this Annual Report on Form 10-K. The registrant intends to file the Proxy Statement not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K.

Table of Contents

PART I
Item 1.	Business	1
Item 1A.	Risk Factors	7
Item 1B.	Unresolved Staff Comments	17
Item 2.	Properties	17
Item 3.	Legal Proceedings	17
Item 4.	[Removed and Reserved]	18
PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	19
Item 6.	Selected Financial Data	21
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	23
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	50
Item 8.	Financial Statements and Supplementary Data	50
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	50
Item 9A.	Controls and Procedures	51
Item 9B.	Other Information	53
PART III
Item 10.	Directors, Executive Officers and Corporate Governance	54
Item 11.	Executive Compensation	54
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	54
Item 13.	Certain Relationships and Related Transactions, and Director Independence	54
Item 14.	Principal Accountant Fees and Services	54
Item 15.	Exhibits and Financial Statement Schedules	55
SIGNATURES		56
EXHIBIT INDEX		E-1

PART I

Unless the context otherwise requires, references in this Annual Report on Form 10-K to (i) “Digimarc,” “we,” “our” and “us” refer to Digimarc Corporation and (ii) “Old Digimarc” refers to the former Digimarc Corporation, which merged with and into a wholly owned subsidiary of L-1 Identity Solutions, Inc. (“L-1”) on August 13, 2008, and its consolidated subsidiaries (other than us).

All dollar amounts are in thousands, unless otherwise noted.

Digimarc Discover is a registered trademark of Digimarc Corporation. This Annual Report on Form 10-K also includes trademarks and trade names owned by other parties, and all other such trademarks and trade names mentioned in this Annual Report on Form 10-K are the property of their respective owners.

ITEM 1: BUSINESS

The following discussion of Digimarc’s business contains forward-looking statements relating to future events or the future financial performance of Digimarc. Our actual results could differ materially from those anticipated in these forward-looking statements. Please see the discussion regarding forward-looking statements included in this Annual Report on Form 10-K in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, under the caption “Forward-Looking Statements.”

The following discussion of our business should be read in conjunction with our consolidated financial statements and the related notes and other financial information appearing elsewhere in this Annual Report on Form 10-K.

The Separation of the Digital Watermarking Business from Old Digimarc

On August 1, 2008, Old Digimarc spun off its wholly owned subsidiary, DMRC LLC, which held all of the assets and liabilities of Old Digimarc’s Digital Watermarking Business.

Until August 1, 2008, we were a wholly owned subsidiary of DMRC LLC, which immediately prior to the spin-off was a wholly owned subsidiary of Old Digimarc. DMRC LLC was formed in Delaware on June 18, 2008, in anticipation of the spin-off of the Digital Watermarking Business. Prior to the spin-off, in a transaction which we refer to as the restructuring, Old Digimarc contributed all of the assets and liabilities related to its Digital Watermarking Business, together with all of Old Digimarc’s cash, including cash received upon the exercise of stock options, to DMRC LLC. The restructuring did not result in the loss of any significant Digital Watermarking Business customers or contracts.

Following the restructuring, all of the limited liability company interests of DMRC LLC were transferred to a newly created trust for the benefit of Old Digimarc record holders on the basis of one limited liability company interest of DMRC LLC for every three and one-half shares of Old Digimarc common stock held by the shareholder as of the spin-off record date and time. DMRC LLC then merged with and into DMRC Corporation, and each limited liability company interest of DMRC LLC was converted into one share of common stock of DMRC Corporation. After completion of the acquisition of Old Digimarc by L-1, DMRC Corporation changed its name to Digimarc Corporation. As a result, upon effectiveness of the Form 10 on October 16, 2008, each Old Digimarc record holder received one share of Digimarc common stock for every three and one-half shares of Old Digimarc common stock held by the shareholder as of the spin-off record date and time, and we became an independent, publicly-traded company owning and operating the Digital Watermarking Business.

Overview

Digimarc Corporation enables governments and enterprises around the world to give digital identities to media and objects that computers can sense and recognize and to which they can react. Our technology provides the means to infuse persistent digital information, perceptible only to computers and digital devices, into all

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forms of media content. The unique digital identifier placed in media generally persists with it regardless of the distribution path and whether it is copied, manipulated or converted to a different format, and does not affect the quality of the content or the enjoyment or other traditional uses of it. Our technology permits computers and digital devices to quickly identify relevant data from vast amounts of media content.

Our technologies, and those of our licensees, span a range of media content, enabling our customers and those of our partners to:

• Quickly identify and effectively manage music, movies, television programming, digital images, documents and other printed materials, especially in light of new non-linear distribution over the internet;

• Deter counterfeiting of money, media and goods, and piracy of movies and music;

• Support new digital media distribution models and methods to monetize media content;

• Leverage the power of ubiquitous computing to instantly link consumers to a wealth of information and/or interactive experiences related to the media and objects they encounter each day;

• Provide consumers with more choice and access to media content when, where and how they want it;

• Enhance imagery and video by associating metadata or authenticating media content for government and commercial uses; and

• Better secure identity documents to enhance national security and combat identity theft and fraud.

At the core of our intellectual property is a signal processing technology innovation known as “digital watermarking” which allows imperceptible digital information to be embedded in all forms of digitally designed, produced or distributed media content and some physical objects, including photographs, movies, music, television, personal identification documents, financial instruments, industrial parts and product packages. The digital information can be detected and read by a wide range of computers, mobile phones, and other digital devices.

We provide technology-based solutions directly and through our licensees. Our proprietary technology has proven to be a powerful element of document security, giving rise to our long-term relationship with a consortium of central banks, which we refer to as the Central Banks, and many leading companies in the information technology industry. We and our licensees have successfully propagated digital watermarking in music, movies, television broadcasts, images and printed materials. Digital watermarks have been used in these applications to improve media rights and asset management, reduce piracy and counterfeiting losses, improve marketing programs, permit more efficient and effective distribution of valuable media content and enhance consumer entertainment and commercial experiences.

Digital watermarking is a technology that allows our customers to embed digital data into any media content that is digitally processed at some point during its lifecycle. The technology can be applied to printed materials, video, audio, and images. The inclusion of these digital signals enables a wide range of improvements in security and media management, and new business models for distribution and consumption of media content. Over the years our technology and intellectual property portfolios have grown to encompass many related technologies.

Banknote counterfeit deterrence was the first commercially successful use of our technologies. Old Digimarc, in cooperation with the Central Banks, developed a system to use digital technologies to deter banknote counterfeiting. More recently, innovations based on Old Digimarc’s digital watermarking technology and experience have been leveraged to create new products to deter counterfeiting and tampering of driver licenses and other government-issued secure credentials. In parallel, Old Digimarc’s business partners, under patent or technology licenses from us, are delivering digital watermarking solutions to track and monitor the distribution of music, images, television and movies to consumers. In November of 2007, we announced a relationship with The Nielsen Company (US) LLC, or Nielsen, to license our patents in support of Nielsen’s

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audience measurement across more than 95% of the television shows broadcast in the United States and to provide development services for Nielsen’s new Digital Media Manager content identification and management system.

On July 1, 2009, we commenced operation of two joint ventures with Nielsen. In connection with these joint ventures, we terminated our agreement with Nielsen, dated as of October 1, 2007, to enter into the joint venture agreements, and entered into a new patent license agreement. Under the first joint venture, TVaura LLC, Digimarc and Nielsen engage in the development of copyright filtering solutions, royalty/audit solutions for online video and audio rights organizations, guilds or other organizations involved in the reconciliation of royalties, residuals and other payments, and other related products. Under the second joint venture, TVaura Mobile LLC, Digimarc and Nielsen engage in the development of certain enhanced television offerings, and other related products. We provide technical and development services to TVaura LLC’s business, and will continue to do so through the term of the joint venture. Digimarc and Nielsen each own approximately one half of each joint venture.

On April 30, 2010, following our Annual Meeting and approval by our shareholders, we changed our state of incorporation from Delaware to Oregon by means of a merger into a newly formed, wholly owned Oregon subsidiary.

On October 5, 2010, we entered into a patent licensing arrangement with IV Digital Multimedia Inventions, LLC, a Delaware limited liability company affiliated with Intellectual Ventures(“IV”), pursuant to which we granted an exclusive license to sublicense, subject to pre-existing encumbrances and a grant-back license, 597 patents and 288 patent applications held by us. We retained 4 patents and 128 patent applications that are not subject to the exclusive license, as well as 26 patents and 26 patent applications for which we hold rights with third parties.

Financial information about geographic areas is included in Note 5 of our financial statements.

Customers and Business Partners

Our revenues are generated through commercial and government applications of our technology. We generate a majority of our revenue from service and license fees paid to us under significant long-term contracts with the Central Banks, Nielsen, Intellectual Ventures, and our joint venture with Nielsen, TVaura LLC. The remainder of our revenues are generated primarily from patent and technology license fees and royalties paid by commercial business partners providing media identification and management solutions to movie studios and music labels, television broadcasters, creative professionals and other customers around the world. Patent and technology licensing is expected to continue to contribute most of the revenues from our non-government customers for the foreseeable future.

In 2010, revenues from government contracts accounted for approximately 33% of our total revenue, and revenues generated under our contract with the Central Banks accounted for approximately 90% of revenue generated under our government contracts. As part of our work with government customers, we must comply with and are affected by laws and regulations relating to the award, administration and performance of government contracts. Government contract laws and regulations affect how we do business with our government customers and, in some instances, impose added costs on our business.

In some instances, these laws and regulations impose terms or rights that are more favorable to the government than those typically available to commercial parties in negotiated transactions. For example, a government agency may terminate any of our contracts and, in general, subcontracts, at its convenience, as well as for default based on performance. Upon termination for convenience of a fixed-price type contract, we normally are entitled to receive the purchase price for delivered items, reimbursement for allowable costs for

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work-in-process and an allowance for profit on the contract or adjustment for loss if completion of performance would have resulted in a loss. Upon termination for convenience of a cost reimbursement contract, we normally are entitled to reimbursement of allowable costs plus a portion of the fee.

Our government contracts typically span one or more base years and multiple option years. A government agency generally has the right to not exercise option periods and may not exercise an option period if the agency is not satisfied with our performance on the contract.

Information about customers that accounted for 10% or more of revenue in the last three years is included in Note 5 to our financial statements.

Products and Services

We provide media identification and management solutions to commercial entities and government customers and license our technology to other solution providers. Our largest government customer is the Central Banks, with whom we have for several years been developing, deploying, supporting and continuing to enhance a system to deter digital counterfeiting of currency using personal computers and digital reprographics.

We license our technology primarily to commercial entities who use our technology and patented inventions to address opportunities in the media and entertainment industry. Commercial customers use a range of solutions from our business partners and us to identify, track, manage and protect content as it is distributed and consumed—either digitally or physically—and to enable new consumer applications to access networks and information from personal computers and mobile devices. Many movie studios, record labels, broadcasters, creative professionals and other customers rely on digital watermarking as a cost-effective means to:

• deter piracy and illegal use of movies, music and images;

• protect entertainment content from copyright infringement;

• track and monitor entertainment content for rights usage and licensing compliance;

• monitor advertisements to verify ad placement and measure return on investment;

• enhance information access, search and marketing capabilities related to media content; and

• enable fair and legitimate use of content by consumers.

Digital watermarks are easily embedded into all forms of media and are imperceptible to human senses, but quickly detected by computers, networks or other digital devices like smartphones. Unlike barcodes and tags, a watermarking solution does not require publishers to give up valuable space in magazines and newspapers; nor does it impact the overall layout or aesthetics of the publication. One of our more recent product offerings include our Digimarc Discover™ platform, which delivers a range of rich media experiences to its readers on their smartphones. Unique to the Digimarc Discover platform is its ability to use various content identification technologies as needed, including our patented digital watermarking technology.

As part of our intellectual property marketing initiative and patent monetization, our key objectives in building relationships with potential customers and partners are to:

• make progress toward the realization of our vision and mission;

• expand the scope of our license program;

• more effectively monetize our patent assets;

• encourage large scale adoption of our technologies by industry leaders;

• improve our financial performance;

• increase the scale and rate of growth of our software and services business; and

• lay a foundation for continuing innovation.

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Licensees of our technology or intellectual property include AquaMobile, Arbitron, Civolution, IV, Microsoft Corporation, The Nielsen Company, Signum Technologies, Verance Corporation and Verimatrix, Inc.

Technology and Intellectual Property

We develop and patent intellectual property to differentiate our products and technology, mitigate infringement risks, and develop opportunities for licensing. Licensing of our technology is supported by a broad patent portfolio covering a wide range of methods, applications, system architectures and business processes.

Most of our patents relate to various methods for embedding and decoding digital information in video, audio and images, whether the content is rendered in analog or digital formats. The digital information is generally embedded by making subtle modifications to the fundamental elements of the content itself, generally at a signal processing level. The changes necessary to embed this information are so subtle that they are generally not noticeable by people during normal use. Because the message is carried by the content itself, it is file-format independent. The embedded digital information generally survives most normal content transformation procedures, including compression, edits, rotation, scaling, re-sampling, file-format transformations, copying, scanning and printing.

Our patent portfolio contains a number of innovations in digital watermarking, pattern recognition (sometimes referred to as “fingerprinting”), digital rights management and related fields. To protect our significant efforts in creating our technology, we have implemented an extensive intellectual property protection program that relies on a combination of patent, copyright, trademark and trade secret laws, and nondisclosure agreements and other contracts. As a result, we believe we have one of the world’s most extensive patent portfolios in digital watermarking and related fields, with over 630 U.S. and foreign patents and more than 430 U.S. and foreign patent applications on file as of December 31, 2010. Separately, we own registered trademarks in both the United States and other countries and have applied for additional trademarks. We continue to develop and broaden our portfolio of patented technology in the fields of media identification and management technology and related applications and systems. We devote significant resources to developing and protecting our technology and continuously seek to identify and evaluate potential licensees for our patents.

For a discussion of activities and costs related to our research and development in the last three years, please read the sections titled “Research, development and engineering” under Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

Markets

Our technology is used in various media identification and management products and solutions supporting a variety of media objects, from movies and music to banknotes and secure credentials. Each media object enabled by our technology creates the potential for several applications, such as:

• counterfeiting and piracy deterrence;

• content identification and media management;

• authentication and monitoring;

• linking to networks and providing access to information; and

• enhanced services in support of mobile commerce.

We believe the market for these applications is in the early stages of development and that existing solutions represent only a small portion of the potential market for our products, services and technology.

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Competition

No single competitor or small number of competitors is dominant in our industry. Our competitors vary depending on the application of our products and services. Our business partners and we generally compete with non-digital watermarking technologies for the security or marketing budgets of the producers and distributors of media objects, documents, products and advertising. These alternatives include, among other things, encryption-based security systems and technologies and solutions based on fingerprinting and pattern recognition. Our competitive position within the digital watermarking industry is strong because of our large, high quality, sophisticated patent position in the proprietary technology of digital watermarking and our substantial and growing amount of intellectual property in related media security and management innovations that span basic technologies, applications, system designs and business processes. Our intellectual property portfolio allows us to use proprietary technologies that are well regarded by our customers and partners and not available to our competitors. We compete with others in our industry based on the variety of features we offer and a traditional cost/benefit analysis of our technologies against alternative technologies and solutions. We anticipate that our competitive position within some markets may be affected by factors such as reluctance to adopt new technologies and by changes in government regulations.

Backlog

Based on projected commitments we have for the periods under contract with our respective customers, we anticipate our current contracts as of December 31, 2010 will generate at least a minimum of $63 million in revenue through early 2015, the remaining term of these contracts. We expect approximately $29 million of this amount to be recognized as revenue during 2011. Some factors that lead to increased backlog include:

• contracts with new customers;

• renewals with current customers;

• add-on orders to current customers; and

• contracts with longer contractual periods replacing contracts with shorter contractual periods.

Some factors that lead to decreased backlog include:

• recognition of revenue associated with backlog currently in place;

• contracts with shorter contractual periods replacing contracts with longer contractual periods;

• modifications to existing contracts; and

• contracts ending with existing customers.

The mix of these factors, among others, dictates whether our backlog increases or decreases for any given period. Our backlog may not result in actual revenue in any particular period, because the orders, awards and contracts included in our backlog may be subject to modification, cancellation or suspension. We may not realize revenue on certain contracts, orders or awards included in our backlog or the timing of any realization may change.

Employees

At December 31, 2010, we had 98 full-time employees, including 19 in sales, marketing, technical support and customer support; 54 in research, development and engineering; and 25 in finance, administration, information technology and legal.

Our employees are not covered by any collective bargaining agreement, and we have never experienced a work stoppage. We believe that our relations with our employees are good.

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Available Information

We make available free of charge through our website at www.digimarc.com our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to these and other reports filed or furnished by us pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 as soon as reasonably practicable after we file these materials with the Securities and Exchange Commission.

ITEM 1A:     RISK FACTORS

The following risks relate principally to our business and our status as a publicly-traded company. The risks and uncertainties described below are those risks of which we are aware and that we consider to be material to our business. If any of the following risks and uncertainties develops into actual events, our business, financial condition or results of operations could be materially adversely affected. In that case, the trading price of our common stock could decline. Our business, financial condition, results of operations and cash flows may be affected by a number of factors, including the factors set forth below.

(1) Although we achieved profitability in 2008 and 2010 we may not sustain profitability, particularly if we were to lose large contracts.

Old Digimarc’s Digital Watermarking Business had incurred significant net losses from inception. For the year ended December 31, 2010, we generated net income of $4.2 million, which resulted in achieving retained earnings of $1.5 million. Our profitability was primarily due to licensing arrangements with Arbitron and IV which occurred in the first and fourth quarter of 2010, respectively, where our quarterly results reflected net income. On a quarterly basis, our operating results have been inconsistent. Other than the quarters noted above, our only other profitable quarter was for the period August 2, 2008 through September 30, 2008, after our spin-off from Old Digimarc.

Maintaining profitability in the future will depend upon a variety of factors, including our ability to maintain and obtain more significant partnerships like those we have with the Central Banks, Nielsen, Arbitron and IV, growth in revenues of our licensees, and our efficiency in executing our business strategy and capitalizing on new opportunities. Various adverse developments, including the loss of large contracts or cost overruns on our existing contracts, could have a negative effect on our revenues, margins and profitability.

(2) A small number of customers account for a substantial portion of our revenues, and the loss of any large contract could materially disrupt our business.

Historically, we have derived a significant portion of our revenues from a limited number of customers. Four customers, the Bank for International Settlements, acting on behalf of the Central Banks, Nielsen, including the joint ventures TVaura LLC and TVaura Mobile LLC, Arbitron and IV represented approximately 82% of our revenue for the year ended December 31, 2010. Most of our revenues come from long-term contracts generally having terms of three to five years, with some licenses for the life of the associated patents, which could be up to 20 years. Some contracts we enter into contain termination for convenience provisions. If we were to lose such a contract for any reason, our financial results could be adversely affected.

We expect to continue to depend upon a small number of customers for a significant portion of our revenues for the foreseeable future. The loss of, or decline in, orders or backlog from one or more major customers could reduce our revenues and have a material adverse effect on our financial results.

(3) We may be adversely affected by variability of contracted arrangements.

We have frequently agreed to modify the terms of contractual arrangements with our customers, partners and licensees in response to changes in circumstances underlying the original contractual arrangements, and it is

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likely that we will do so in the future. As a result of this practice, the terms of our contractual arrangements with our customers, partners and licensees may vary over time and, depending on the particular modification, could have a material adverse effect on our financial position, results of operations or cash flows.

(4) A significant portion of our revenue is subject to commercial contracts and development of new markets that may involve unpredictable delays and other unexpected changes, which might limit our actual revenue in any given quarter or year.

We derive substantial portions of our revenue from commercial contracts tied to development schedules or development of new markets, which could shift for months, quarters or years as the needs of our customers and the markets in which they participate change. Government agencies and commercial customers also face budget pressures that introduce added uncertainty. Any shift in development schedules, the markets in which we or our licensees participate, or customer procurement processes, which are outside our control and may not be predictable, could result in delays in bookings forecasted for any particular period, could affect the predictability of our quarterly and annual results, and might limit our actual revenue in any given quarter or year, resulting in reduced and less predictable revenue and adversely affecting profitability.

(5) We have limited operating history as a separate public company and our historical financial information prior to the spin-off is not necessarily representative of the results we would have achieved as a separate publicly traded company, and may not be a reliable indicator of our future results.

The predecessor financial statements have been “carved out” from Old Digimarc’s consolidated financial statements and reflect assumptions and allocations made by Old Digimarc. The predecessor financial statements do not fully represent what the predecessor’s financial position, results of operations and cash flow would have been had it operated as a stand-alone public company for the periods presented, or those that we expect to achieve in the future because, among other reasons, prior to the spin-off, the digital watermarking business was operated by Old Digimarc as part of a larger corporate organization. For the years ended December 31, 2010 and 2009 we operated as a stand-alone company for the full year and, as expected, our operating costs on a stand-alone basis were higher than those allocated to the predecessor operations under the shared services methodology applied in the predecessor financial statements. As a result, the predecessor information included in this Annual Report on Form 10-K is not necessarily indicative of what our future financial position, results of operations and cash flow will be. For more information, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our financial statements and related notes included elsewhere in this Annual Report on Form 10-K.

(6) The market for our products is highly competitive and alternative technology or larger companies may undermine, limit or eliminate the market for our products’ technologies, which would decrease our revenue and profits.

The markets in which we compete for business are intensely competitive and rapidly evolving. We expect competition to continue from both existing competitors and new market entrants. We face competition from other companies and from alternative technology. Because the market solutions based on our technologies are still in an early stage of development, we also may face competition from unexpected sources.

Alternative technologies that may directly or indirectly compete with particular applications of our watermarking technologies include:

• Encryption—securing data during distribution using a secret code so it cannot be accessed except by authorized users;

• Containers—inserting a media object in an encrypted wrapper, which prevents the media object from being duplicated, used for content distribution and transaction management;

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• Traditional anti-counterfeiting technologies—a number of solutions used by many governments (that compete for budgetary outlays) designed to deter counterfeiting, including optically sensitive ink, magnetic threads and other materials used in the printing of currencies;

• Radio frequency tags—embedding a chip that emits a signal when in close proximity with a receiver, used in some photo identification credentials, labels and tags;

• Internet technologies—numerous existing and potential Internet access and search methods are competitive with Digimarc Mobile systems and the searching capabilities of Digimarc for Images;

• Digital fingerprints and signatures—a metric, or metrics, computed solely from a source image or audio or video track, that can be used to identify an image or track, or authenticate the image or track;

• Smart cards—badges and cards including a semiconductor memory and /or processor, used for authentication and related purposes; and

• Bar codes or QR codes—data-carrying codes, typically visible in nature (but may be invisible if printed in ultraviolet- or infrared-responsive inks).

In the competitive environment in which we operate, product generation, development and marketing processes relating to technology are uncertain and complex, and require accurate prediction of demand as well as successful management of various development risks inherent in technology development. In light of these dependencies, it is possible that our failure to successfully accommodate future changes in technologies related to our technology could have a long-term effect on our growth and results of operations.

New developments are expected to continue, and discoveries by others, including current and potential competitors, possibly could render our services and products noncompetitive. Moreover, because of rapid technological changes, we may be required to expend greater amounts of time and money than anticipated to develop new products and services, which in turn may require greater revenue streams from these products and services to cover developmental costs. Many of the companies that compete with us for some of our business, as well as other companies with whom we may compete in the future, are larger and may have greater technical, financial, marketing and political resources than we do. These resources could enable these companies to initiate severe price cuts or take other measures in an effort to gain market share or otherwise impede our progress. We may be unable to compete successfully against current or future participants in our market or against alternative technologies, and the competitive pressures we face could decrease our revenue and profits in the future.

(7) We may not realize all the expected benefits of our patent licensing arrangement with Intellectual Ventures.

We recently entered into a patent licensing arrangement with IV pursuant to which we granted an exclusive license to sublicense a substantial portion of our patent assets to IV in exchange for various strategic and financial benefits. We may not realize all the expected benefits of our patent licensing arrangement with IV, including the expected full payment of the license issue fee, profit participation revenues, reduction of patent prosecution and maintenance costs, and full payment for the assistance we provide to IV with respect to the licensed patents. Any failure to realize these expected benefits could have a material adverse effect on our financial position, results of operations or cash flows.

(8) The joint ventures agreements we entered into with Nielsen may not produce marketable products that will provide a return on investment on the initial cash contributions.

TVaura LLC is a jointly owned company that we established with Nielsen to focus on the discovery, development and commercialization of copyright filtering solutions, royalty/audit systems or products for online video and audio rights organizations, guilds or other organizations involved in reconciliation of royalties, residuals and other payments, and other related products. TVaura Mobile LLC is a jointly owned company that we established with Nielsen to focus on the discovery, development and commercialization of certain enhanced television offerings, and other related products.

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As part of these joint ventures, we licensed to each of TVaura LLC and TVaura Mobile LLC all of our patents and technology not already subject to exclusive license grants to other licensees. The products contemplated by the joint ventures, which are still in the development stage and will require additional investment and oversight before they can be brought to market. If the joint ventures are successful in developing these products, the products will be new and untested, and they may not have a ready market.

We cannot predict how the market will react to our product offerings or any potential revenue that may or may not be realized. We are nonetheless committed to provide financial support to both joint ventures through October 2011, regardless of whether the joint ventures are successful in their product development efforts during that time. Our initial investment in these two joint ventures may result in neither product offerings nor a return on investment.

(9) Our joint venture transactions with Nielsen may not realize all of their intended benefits.

In connection with TVaura LLC and TVaura Mobile LLC, we may experience:

• difficulties in integrating our corporate culture and business objectives with those of Nielsen into the joint ventures;

• diversion of our management’s time and attention from other business objectives;

• higher than anticipated costs of integration, development and operations at the joint ventures;

• difficulties in hiring or retaining key employees who are necessary to manage the joint ventures; or

• difficulties in coordinating with an entity remote to our Beaverton, Oregon operations.

Moreover, each of TVaura LLC and TVaura Mobile LLC is operated as an independent company and governed by a members’ committee. We and Nielsen can elect an equal number of representatives to serve on each members’ committee. Each joint venture plans to develop contemplated products pursuant to an operating plan that is approved by the members’ committee. Since Nielsen has significant oversight and voting rights with respect to major business decisions of TVaura LLC and TVaura Mobile LLC, we do not have control over the joint ventures’ operations, including business decisions that may affect each joint venture’s profitability or success in meeting its objectives. For any of these reasons, or as a result of other factors, we may not realize the anticipated benefits of the joint ventures, and our participation in the joint ventures could adversely affect the results of our other business efforts.

(10) Disagreements between Nielsen and us regarding the strategy and priorities of the joint ventures or shortage of additional funding for the joint ventures may impede the development of joint venture products, which could negatively affect the value of our investment in TVaura LLC and TVaura Mobile LLC.

Any disagreements between Nielsen and us regarding a development decision or any other decision submitted to either joint venture’s members’ committee may cause significant delays in the development and commercialization of the particular joint venture’s products and technology and could negatively affect the value of our investment in the joint ventures. In addition, neither we nor Nielsen have any obligation to fund the joint ventures beyond the initial cash contributions provided in the joint venture agreements. If the joint ventures are unable to generate cash sufficient to develop and commercialize their products, and if additional funding is unavailable from us, Nielsen or third parties, we may not recognize the intended benefits of the joint ventures.

(11) We depend on our management and key employees for our future success. If we are not able to retain, hire or integrate these employees, we may not be able to meet our commitments.

Our success depends to a significant extent on the performance and continued service of our management and our intellectual property team. The loss of the services of any of these employees could limit our growth or undermine customer relationships.

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Due to the high level of technical expertise that our industry requires, our ability to successfully develop, market, sell, license and support our products, services, and intellectual property depends to a significant degree upon the continued contributions of our key personnel in engineering, sales, marketing, operations, legal and licensing, many of whom would be difficult to replace. We believe our future success will depend in large part upon our ability to retain our current key employees and our ability to attract, integrate and retain these personnel in the future. It may not be practical for us to match the compensation some of our employees could garner at other employment. In addition, we may encounter difficulties in hiring and retaining employees because of concerns related to our financial performance. These circumstances may have a negative effect on the market price of our common stock, and employees and prospective employees may factor in the uncertainties relating to our stability and the value of any equity-based incentives in their decisions regarding employment opportunities and decide to leave our employ. Moreover, our business is based in large part on patented technology, which is unique and not generally known. New employees require substantial training, involving significant resources and management attention. Competition for experienced personnel in our business can be intense. If we do not succeed in attracting new, qualified personnel or in integrating, retaining and motivating our current personnel, our growth and ability to deliver products and services that our customers require may be hampered. Although our employees generally have executed agreements containing non-competition clauses, we do not assure you that a court would enforce all of the terms of these clauses or the agreements generally. If these clauses were not fully enforced, our employees could be able to freely join our competitors. Although we generally attempt to control access to and distribution of our proprietary information by our employees, we do not assure you that the confidential nature of our proprietary information will be maintained in the course of such future employment. Any of these events could have a material adverse effect on our financial and business prospects.

(12) If leading companies in our industry or standard-setting bodies or institutions downplay, minimize or reject the use of our technology, deployment may be slowed and we may be unable to achieve revenue growth, particularly in the media and entertainment sectors.

Many of our business endeavors, such as our licensing of intellectual property in support of audio and video copy-control applications, can be impeded or frustrated by larger, more influential companies or by standard-setting bodies or institutions downplaying, minimizing or rejecting the value or use of our technology. A negative position by these companies, bodies or institutions, if taken, may result in obstacles for us that we would be incapable of overcoming and may block or impede the adoption of digital watermarking, particularly in the media and entertainment market. In addition, potential customers in the media and entertainment industry may delay or reject initiatives that relate to deployment of our technology. Such a development would make the achievement of our business objectives in this market difficult or impossible.

(13) If we are unable to respond to regulatory or industry standards effectively, or if we are unable to develop and integrate new technologies effectively, our growth and the development of our products and services could be delayed or limited.

Our future success will depend in part on our ability to enhance and improve the responsiveness, functionality and features of our products and services, and those of our business partners, in accordance with regulatory or industry standards. Our ability to remain competitive will depend in part on our ability to influence and respond to emerging industry and governmental standards in a timely and cost-effective manner. If we are unable to influence these or other standards or respond to these standards effectively, our growth and the development of various products and services could be delayed or limited.

Our market is characterized by new and evolving technologies. The success of our business will depend on our ability to develop and integrate new technologies effectively and address the increasingly sophisticated technological needs of our customers in a timely and cost-effective manner. Our ability to remain competitive will depend in part on our ability to:

• enhance and improve the responsiveness, functionality and other features of the products and services we offer or plan to offer;

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• continue to develop our technical expertise; and

• develop and introduce new services, applications and technologies to meet changing customer needs and preferences and to integrate new technologies.

We do not assure you that we will be successful in responding to these technological and industry challenges in a timely and cost-effective manner. If we are unable to develop or integrate new technologies effectively or respond to these changing needs, our margins could decrease, and our release of new products and services and the deployment of our watermarking technology could be adversely affected.

(14) We may need to retain additional employees or contract labor in the future in order to take advantage of new business opportunities arising from increased demand, which could increase costs and impede our ability to achieve or sustain profitability in the short term.

We have staffed our company with the intent of achieving and sustaining profitability. Our current staffing levels could affect our ability to respond to increased demand for our services. In addition, to meet any increased demand and take advantage of new business opportunities in the future, we may need to increase our workforce through additional employees or contract labor. Although we believe that increasing our workforce would potentially support anticipated growth and profitability, it would increase our costs. If we experience such an increase in costs, we may not succeed in achieving or sustaining profitability in the short term.

(15) Our future growth will depend to some extent on our successful implementation of our technology in solutions provided by third parties, including partners and suppliers.

Our business and strategy rely substantially on deployment of our technology by our licensees and other third-party software developers and original equipment manufacturers. For example, one form of our technology is commonly deployed in image editing applications to permit users of these products to read data embedded in imagery, and thereby identify ownership and discern the identities of image owners. Another form of our technology is used in our anti-counterfeiting products. Our technology is also being deployed as part of Digital Cinema systems to theatres around the world by companies that integrate technologies and subsystems. In addition, we rely on the ability of IV to market our technology to third party licensees pursuant to the patent licensing arrangement we entered into with IV in October 2010. If third parties who include our technology in their products or otherwise license our intellectual property for use in their products cease to do so, or we fail to obtain other partners who will incorporate, embed, integrate or bundle our technology, or these partners are unsuccessful in their efforts, our efforts to expand deployment of our technology and increase licensing revenues would be adversely affected. Consequently, our ability to increase revenues would be adversely affected and we may suffer other adverse effects to our business. In addition, if our technology does not perform according to market expectations, our future sales would suffer as customers seek other providers.

(16) An increase in our operations outside of the U.S. subjects us to risks additional to those to which we are exposed in our domestic operations.

We believe that revenue from sales of products and services to commercial, governmental and other customers outside the U.S. could represent a growing percentage of our total revenue in the future. International sales and services are subject to a number of risks that can adversely affect our sales of products and services to customers outside of the U.S., including the following:

• changes in foreign government regulations and security requirements;

• export license requirements, tariffs and taxes;

• trade barriers;

• difficulty in protecting intellectual property;

• difficulty in collecting accounts receivable;

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• currency fluctuations;

• longer payment cycles than those for customers in the U.S.;

• difficulty in managing foreign operations; and

• political and economic instability.

We do not have an extensive operational infrastructure for international business. We generally depend on local or international business partners and subcontractors for performance of substantial portions of our business. These factors may result in greater risk of performance problems or of reduced profitability with respect to our international programs in these markets. In addition, if foreign customers, in particular foreign government authorities, terminate or delay the implementation of our products and services, it may be difficult for us to recover our potential losses.

(17) The terms and conditions of our contracts could subject us to damages, losses and other expenses if we fail to meet delivery and other performance requirements.

Our service contracts typically include provisions imposing:

• development, delivery and installation schedules and milestones;

• customer acceptance and testing requirements; and

• other performance requirements.

To the extent these provisions involve performance over extended periods of time, risks of noncompliance may increase. From time to time we have experienced delays in system implementation, timely acceptance of programs, concerns regarding program performance and other contractual disputes. If we fail to meet contractual milestones or other performance requirements as promised, or to successfully resolve customer disputes, we could incur liability for damages, as well as increased costs, lower margins, or compensatory obligations in addition to other losses, such as harm to our reputation. Any unexpected increases in costs to meet our contractual obligations or any other requirements necessary to address claims and damages with regard to our customer contracts could have a material adverse effect on our business and financial results.

(18) Products deploying our technology could have unknown defects or errors, which may give rise to claims against us, divert application of our resources from other purposes or increase our project implementation and support costs.

Products and services as complex as those we offer or develop may contain undetected defects or errors. Furthermore, we often provide complex implementation, integration, customization, consulting and other technical services in connection with the implementation and ongoing maintenance of our products. Despite testing, defects or errors in our products and services may occur, which could result in delays in the development and implementation of products and systems, inability to meet customer requirements or expectations in a timely manner, loss of revenue or market share, increased implementation and support costs, failure to achieve market acceptance, diversion of development resources, injury to our reputation, increased insurance costs, increased service and warranty costs and warranty or breach of contract claims. Although we attempt to reduce the risk of losses resulting from warranty or breach of contract claims through warranty disclaimers and liability limitation clauses in our sales agreements when we can, these contractual provisions are sometimes not included and may not be enforceable in every instance. If a court refuses to enforce the liability limiting provisions of our contracts for any reason, or if liabilities arise that were not contractually limited or adequately covered by insurance, the expense associated with defending these actions or paying the resultant claims could be significant.

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(19) The security systems used in our product and service offerings may be circumvented or sabotaged by third parties, which could result in the disclosure of sensitive information or private personal information or cause other business interruptions that could damage our reputation and disrupt our business.

Our business relies on computers and other information technologies, both internal and at customer locations. The protective measures that we use may not prevent security breaches, and failure to prevent security breaches may disrupt our business, damage our reputation, and expose us to litigation and liability. A party who is able to circumvent security measures could misappropriate sensitive or proprietary information or materials or cause interruptions or otherwise damage our products, services and reputation, and the property of our customers. If unintended parties obtain sensitive data and information, or create bugs or viruses or otherwise sabotage the functionality of our systems, we may receive negative publicity, incur liability to our customers or lose the confidence of our customers, any of which may cause the termination or modification of our contracts. Further, our insurance coverage may be insufficient to cover losses and liabilities that may result from these events.

In addition, we may be required to expend significant capital and other resources to protect ourselves against the threat of security breaches or to alleviate problems caused by these breaches. Any protection or remedial measures may not be available at a reasonable price or at all, or may not be entirely effective if commenced.

(20) We are subject to risks encountered by companies developing and relying upon new technologies, products and services for substantial amounts of their growth or revenue.

Our business and prospects must be considered in light of the risks and uncertainties to which companies with new and rapidly evolving technology, products and services are exposed. These risks include the following:

• we may be unable to develop sources of new revenue or sustainable growth in revenue because our current and anticipated technologies, products and services may be inadequate or may be unable to attract or retain customers;

• the intense competition and rapid technological change in our industry could adversely affect the market’s acceptance of our existing and new products and services;

• we may be unable to develop and maintain new technologies upon which our existing and new products and services are dependent in order for our products and services to be sustainable and competitive and in order for us to expand our revenue and business; and

• our licensees may not be able to successfully enter new markets or grow their businesses, limiting the royalties payable to us and our associated revenues and profits.

Some of our key technology and solutions from our patent or technology licensees are in the development stage. Consequently, products incorporating our technology and solutions are undergoing technological change and are in the early stage of introduction in the marketplace. Delays in the adoption of these products or adverse competitive developments may result in delays in the development of new revenue sources or the growth in our revenue. In addition, we may be required to incur unanticipated expenditures if product changes or improvements are required. Additionally, new industry standards might redefine the products that we or our licensees are able to sell, especially if these products are only in the prototype stage of development. If product changes or improvements are required, success in marketing these products by us or our licensees and achieving profitability from these products could be delayed or halted. We also may be required to fund any changes or improvements out of operating income, which could adversely affect our profitability.

(21) We may not be able to protect adequately our intellectual property, and we may be subject to infringement claims and other litigation, which could adversely affect our business.

Our success depends in part on licensing our proprietary technology. To protect our intellectual property portfolio, we rely on a combination of patent, copyright, trademark and trade secret rights, confidentiality procedures and licensing arrangements. Unlicensed copying and use of our intellectual property or infringement

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of our intellectual property rights may result in the loss of revenue to us. Although we devote significant resources to developing and protecting our technologies, and periodically evaluate potential competitors of our technologies for infringement of our intellectual property rights, these infringements may nonetheless go undetected or may arise in the future.

We face risks associated with our patent position, including the potential need from time to time to engage in significant legal proceedings to enforce our patents, the possibility that the validity or enforceability of our patents may be challenged, and the possibility that third parties will be able to compete against us without infringing our patents. Budgetary concerns may cause us not to file or continue litigation against known infringers of our patent rights, or may cause us not to file for, or pursue, patent protection for all of our inventive technology in jurisdictions where they may have value. Some governmental entities that might infringe our intellectual property rights may enjoy sovereign immunity from such claims. Failure to reliably enforce our patent rights against infringers may make licensing more difficult. If we fail to protect our intellectual property rights and proprietary technology adequately, if there are changes in applicable laws that are adverse to our interests, or if we become involved in litigation relating to our intellectual property rights and proprietary technology or relating to the intellectual property rights of others, our business could be seriously harmed because the value ascribed to our intellectual property could diminish and result in a lower stock price, or we may incur significant costs in bringing legal proceedings against third parties who are infringing our patents.

Effective protection of intellectual property rights may be unavailable or limited. Patent protection throughout the world is generally established on a country-by-country basis. We have applied for patent protection in the U.S and in various other countries. We do not assure you, however, that pending patents will be issued or that issued patents will be valid or enforceable. Failure to obtain these patents or failure to enforce those patents that are obtained may result in a loss of revenue to us. We do not assure you that the protection of our proprietary rights will be adequate or that our competitors will not independently develop similar technologies, duplicate our services or design around any of our patents or other intellectual property rights.

In the ordinary course of building strategic business relationships with potential partners we may encounter companies that we believe are infringing on our patent portfolio. When we encounter these companies we believe are infringing, we try to negotiate a license to our patents. If we are unable to negotiate a license and continue to believe they are infringing on our patents, we may file a lawsuit and incur legal fees in the process.

We are the exclusive licensee under some third-party patents, and may need the assistance of these parties if we choose to enforce any of these patent rights. The cooperation of these third parties cannot be assured. Although we rely on some of these technologies for our products or for our licenses to third parties to date, the licensed patents have not been material to our operations.

As more companies engage in business activities relating to digital watermarking, and develop corresponding intellectual property rights, it is increasingly likely that claims may arise which assert that some of our products or services infringe upon other parties’ intellectual property rights. These claims could subject us to costly litigation, divert management resources and result in the invalidation of our intellectual property rights. These claims may require us to pay significant damages, cease production of infringing products, terminate our use of infringing technology or develop non-infringing technologies. In these circumstances, continued use of our technology may require that we acquire licenses to the intellectual property that is the subject of the alleged infringement, and we might not be able to obtain these licenses on commercially reasonable terms or at all. Our use of protected technology may result in liability that threatens our continuing operation.

Some of our contracts include provisions regarding our non-infringement of third-party intellectual property rights. As deployment of our technology increases, and more companies enter our markets, the likelihood of a third party lawsuit resulting from these provisions increases. If an infringement arose in a context governed by such a contract, we may have to refund to our customer amounts already paid to us or pay significant damages, or we may be sued by the party allegedly infringed upon. Similarly, as we seek to broaden the number of companies

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licensed under our patent portfolio, some may seek contractual assurances that we will pursue—by litigation if necessary—their competitors who use our patented technology but are not licensed to do so. Compliance with any such contract provisions may require that we pursue litigation where our costs exceed our likely recovery.

As part of our confidentiality procedures, we generally enter into non-disclosure agreements with our employees, directors, consultants and corporate partners, and attempt to control access to and distribution of our technology, solutions, documentation and other proprietary information. Despite these procedures, third parties could copy or otherwise obtain and make unauthorized use of our technology, solutions or other proprietary information or independently develop similar technologies, solutions or information. The steps that we have taken to prevent misappropriation of our solutions, technology or other proprietary information may not prevent their misappropriation.

(22) If our revenue models and pricing structures relating to products and services that are under development do not gain market acceptance, the products and services may fail to attract or retain customers and we may not be able to generate new or sustain existing revenue.

Some of our business involves embedding digital watermarks in traditional and digital media, including identification documents, secure documents, audio, video and imagery, and licensing our intellectual property. Our revenue stream is based primarily on a combination of development, consulting, subscription and license fees from copyright protection and counterfeit deterrence applications. We have not fully developed revenue models for some of our future digital watermarking applications and licensing endeavors. Because some of our products and services are not yet well-established in the marketplace, and because some of these products and services will not directly displace existing solutions, we cannot be certain that the pricing structure for these products and services will gain market acceptance or be sustainable over time or that the marketing for these products and services will be effective.

(23) We are involved in pending litigation and an adverse resolution of such litigation may adversely affect our business, financial condition, results of operations, and cash flows.

From time to time in our normal course of business we are a party to various legal claims, actions and complaints. As part of our patent licensing program, we bring claims or counterclaims of patent infringement to enforce our patent rights. Given the uncertain nature of litigation generally, we are not able to estimate the amount or range of gain or loss that could result from an outcome of litigation. Litigation can be expensive, lengthy, and disruptive to normal business operations. The results of complex legal proceedings are often uncertain and difficult to predict. We could incur charges in excess of any currently established accruals and, to the extent available, excess liability insurance. We are a defendant in a pending declaratory judgment action brought by Verance, alleging that certain of our patents are invalid or not infringed. An unfavorable outcome in the Verance suit or any future legal proceedings could have a material adverse effect on our business, financial condition, results of operations, and cash flows. For additional information regarding the Verance lawsuit in which we are involved, see Item 3, Legal Proceedings, and Note 15, Commitments and Contingencies, to the accompanying financial statements.

RISK RELATED TO OUR CAPITAL STOCK

(24) Our common stock price may be volatile, and you could lose all or part of your investment in shares of our common stock.

The price of shares of our common stock may fluctuate as a result of changes in our operating performance or prospects and other factors. Some specific factors that may have a significant effect on the price of shares of our common stock include:

• the public’s reaction to our public disclosures;

• actual or anticipated changes in our operating results or future prospects;

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• strategic actions by us or our competitors, such as acquisitions or restructurings;

• new laws or regulations or new interpretations of existing laws or regulations applicable to our business;

• changes in accounting standards, policies, guidance, interpretations or principles applicable to us;

• conditions of the industry as a result of changes in financial markets or general economic or political conditions;

• the failure of securities analysts to cover our common stock in the future, or changes in financial estimates by analysts;

• changes in analyst recommendations or earnings estimates regarding us, other comparable companies or the industry generally, and our ability to meet those estimates;

• future issuances of our common stock or the perception that future sales could occur; and

• volatility in the equity securities market.

(25) Our corporate governance documents, our rights agreement and Oregon law may delay or prevent an acquisition of us that shareholders may consider favorable, which could decrease the value of your shares.

Our articles of incorporation and bylaws and Oregon law contain provisions that could make it more difficult for a third party to acquire us without the consent of our board of directors. These provisions include supermajority voting requirements for shareholders to amend our organizational documents and limitations on actions by our shareholders by written consent. In addition, our board of directors has the right to issue preferred stock without shareholder approval, which could be used to dilute the stock ownership of a potential hostile acquirer. On July 31, 2008, our Board of Directors adopted a rights agreement pursuant to which one one-hundredth (¹ /100) of a preferred stock purchase right will be issued for each outstanding share of our common stock. In general terms, our rights agreement works by imposing a significant penalty upon any person or group that acquires 15% or more of our outstanding common stock, without the approval of our Board of Directors. Oregon law also restricts the ability to vote shares of stock acquired in a transaction that causes the acquiring person to control at least one-fifth, one-third or one-half of the votes entitled to be cast in the election of directors. Shares acquired in a control share acquisition have no voting rights except as authorized by a vote of the shareholders. Although we believe these provisions protect our shareholders from coercive or otherwise unfair takeover tactics and thereby provide for an opportunity to receive a higher bid by requiring potential acquirers to negotiate with our board of directors, these provisions apply even if the offer may be considered beneficial by some shareholders.

ITEM 1B:    UNRESOLVED STAFF COMMENTS

None.

ITEM 2: PROPERTIES

We lease our principal administrative, marketing, research, and intellectual property development facility, which is approximately 46,000 square feet in size and located in Beaverton, Oregon. In May 2010 we entered into an amendment with the landlord to extend the length of our facilities lease through August 2016. See Note 9 to our financial statements for further lease related disclosures.

ITEM 3: LEGAL PROCEEDINGS

Verance Corporation, a Digimarc licensee, filed a declaratory judgment action against Digimarc in the United States District Court in Delaware on September 30, 2010, alleging the invalidity and non infringement of 22 patents held by Digimarc. Verance Corp. v. Digimarc Corp., 1:10-cv-00831-UNA.

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On December 6, 2010, Digimarc filed suit against Verance Corporation in the District of Oregon. Digimarc is seeking payment for breach of contract by Verance. Digimarc is seeking payment for breach of contract by Verance for failure to make payments under the contract. Digimarc Corp. v. Verance Corp., CV’10-1489 JE.

ITEM 4: [RESERVED]

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PART II

ITEM 5: MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURTIES

Our common stock began trading on the Nasdaq Stock Market LLC in October 2008 under the symbol “DMRC.” The closing price of our common stock on the Nasdaq Global Market was $28.90 on February 23, 2011. The following table lists the high and low sales prices of our common stock for the periods indicated, as reported by The Nasdaq Global Market.

	Year Ended December 31,
	2010				2009
	High		Low		High		Low
First quarter	$	22.00	$	14.75	$	10.48	$	8.60
Second quarter	$	20.41	$	16.41	$	13.90	$	9.50
Third quarter	$	23.99	$	18.07	$	15.23	$	11.00
Fourth quarter	$	32.10	$	22.56	$	15.75	$	13.07

At February 23, 2011, we had 193 shareholders of record of our common stock, as shown in the records of our transfer agent. Since many holders hold shares in “street name,” we believe that there is a significantly larger number of beneficial owners of our common stock than the number of record holders.

We have never declared or paid cash dividends on our capital stock and we do not anticipate paying any cash dividends in the foreseeable future. We currently intend to retain future earnings, if any, to finance the future growth of our business.

In April 2009, the Board of Directors approved a stock repurchase program authorizing the purchase, at the discretion of management, of up to $5 million in shares of our common stock through either periodic open-market or private transactions at then-prevailing market prices through April 30, 2010. In April 2010, the Board of Directors approved an extension of the stock repurchase program through April 30, 2011. We have paid $1.6 million to repurchase 111,667 shares of outstanding common stock under this program since the program’s inception and $3.4 million remains available to repurchase common stock under the stock repurchase program.

In addition to the stock repurchase program described above, from time to time, we repurchase shares in connection with stock option exercises, to cover exercise price and taxes. The following table sets forth information regarding purchases of our equity securities during the three-month period ended December 31, 2010:

Period	(a) Total number of shares purchased (1)		(b) Average price paid per share (1)		(c) Total number of shares purchased as part of publicly announced plans or programs		(d) Approximate dollar value) of shares that may yet be purchased under the plans or programs
Month 1
October 1, 2010 to October 31, 2010		61,998	$	29.13		—	$	3.4 million
Month 2
November 1, 2010 to November 30, 2010		14,129	$	29.43		—	$	3.4 million
Month 3
December 1, 2010 to December 31, 2010		16,872	$	31.13		—	$	3.4 million
Total		92,999	$	29.54		—

(1) Stock option shares and fully vested restricted stock shares of common stock withheld (purchased) by us in satisfaction of required withholding tax liability.

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STOCK PERFORMANCE GRAPH

The following graph compares the performance of our common stock with the performance of (i) the Nasdaq U.S. Index and (ii) a peer group selected by us. The comparison assumes $100 was invested on October 17, 2008, the first day of trading in our common stock at the closing price on that date and in each of the two indices at the closing price on that date and assumes reinvestment of any dividends. We believe that the companies in the peer group are comparable to us in terms of line-of-business, market capitalization, revenues, and number of employees, and therefore, comprise an appropriate peer group for purposes of comparing stock performance. The comparisons in the graph are based on historical data and are not indicative of, nor intended to forecast, future performance of our common stock.

Company Name / Index	Base Period 10/17/08		INDEXED RETURNS Years Ending
			12/31/08		12/31/09		12/31/10
Digimarc Corporation		100		106.03		158.62		317.57
Nasdaq Index		100		92.15		133.81		157.31
Peer Group		100		83.69		120.86		170.73

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Companies included in the Peer Group index of the stock performance graph are as follows:

8X8 INC BITSTREAM INC DEMANDTEC INC DITECH NETWORKS INC DIVX INC DTS INC ENDWAVE INC GLU MOBILE INC INSIGNIA SYSTEMS INC KEYNOTE SYSTEMS INC ORBCOMM INC PDF SOLUTIONS INC PHOENIX TECHNOLOGIES LTD SELECTICA INC SUPPORT.COM INC VERSANT CORP WARWICK VALLEY TELEPHONE CO

(1) The peer group does not include two companies, Amicas Inc. and Kana Software Inc. from our 2009 peer group A since they were acquired in 2010.

ITEM 6: SELECTED FINANCIAL DATA

The selected financial data set forth below should be read in conjunction with the financial statements and the notes to the financial statements and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which are included elsewhere in this report. The following tables set forth our selected financial information as of and for each of the years in the five-year period ended December 31, 2010, which has been derived from audited financial statements as of December 31, 2010, 2009, 2008, 2007 and 2006, and as of August 1, 2008 , and years ended December 31, 2010, 2009, 2007 and 2006; and for the periods August 2, 2008 through December 31, 2008 and January 1, 2008 through August 1, 2008. The selected financial information presented may not reflect the results of operations or financial condition that would have resulted had we been operating as an independent, publicly-traded company during the periods presented, and is not necessarily indicative of our future performance as an independent company. See Item 1A, “Risk Factors.”

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Statement of Operations Data (1)

	Successor			Successor			Successor			Predecessor			Total*			Predecessor			Predecessor
	Year Ended December 31,												Year Ended December 31,
	2010			2009			Period August 2, 2008 through December 31, 2008			Period January 1, 2008 through August 1, 2008			2008			2007			2006
Operating revenues	$	31,150		$	19,071		$	7,832		$	11,950		$	19,782		$	13,025		$	11,071
Gross profit percentage		78	%		67	%		70	%		69	%		70	%		69	%		66	%
Operating income (loss)	$	6,151		$	(2,565	)	$	(357	)	$	836		$	479		$	(1,310	)	$	(3,908	)
Net income (loss)	$	4,174		$	(2,757	)	$	76		$	1,415		$	1,491		$	55		$	(2,687	)
Earnings (loss) per share:
Net income (loss) per share—basic	$	0.59		$	(0.39	)	$	0.01
Net income (loss) per share—diluted	$	0.55		$	(0.39	)	$	0.01
Weighted average shares outstanding—basic		7,120			7,140			7,156
Weighted average shares outstanding—diluted		7,623			7,140			7,156
Pro-forma earnings (loss) per share:
Net income (loss) per share—basic and diluted										$	0.20		$	0.21		$	0.01		$	(0.38	)
Weighted average shares outstanding—basic and diluted											7,143			7,143			7,143			7,143

* Used for comparative purposes

Balance Sheet Data (1)

	Successor		Successor		Successor		Predecessor		Predecessor		Predecessor
	As of December 31,								As of December 31,
	2010		2009		2008		As of August 1, 2008		2007		2006
Cash, cash equivalents and short-term marketable securities	$	34,781	$	42,786	$	40,168	$	54,749	$	32,713	$	33,073
Long-term marketable securities	$	11,163	$	—	$	5,744	$	—	$	—	$	—
Total assets	$	55,765	$	50,483	$	52,441	$	64,111	$	38,451	$	37,658
Long-term liabilities	$	525	$	99	$	257	$	237	$	215	$	294
Redeemable preferred stock	$	50	$	50	$	50	$	—	$	—	$	—

(1) The Old Digimarc/L-1 merger agreement provided that all cash and cash equivalents, short-term marketable securities and restricted cash, collectively referred to as the aggregate cash, of Old Digimarc was treated as cash retained by Digimarc in its carved-out financial statements. As a result, the presentation of the financial statements and operating data of Digimarc during the carve-out periods reflect the cash flow of Old Digimarc, including its Secure ID Business, combined with Digimarc. For 2006 and 2007, the consolidated results of Old Digimarc reflected operating losses of $13.1 million and $1.6 million respectively. Cash provided by operations for those same periods was $9.3 million and $16.3 million, respectively. Also, capital expenditures for those periods were $10.5 million and $17.7 million, respectively.

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ITEM 7: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements relating to future events or the future financial performance of Digimarc, which involve risks and uncertainties. Our actual results could differ materially from those anticipated in these forward-looking statements. Please see the discussion regarding forward-looking statements included at the end of this discussion, under the caption “Forward-Looking Statements” and Item 1A, “Risk Factors” for a discussion of some of the uncertainties, risks and assumptions associated with these statements.

The following discussion should be read in conjunction with our financial statements and the related notes and other financial information appearing elsewhere in this Annual Report on Form 10-K.

All dollar amounts are in thousands, unless otherwise noted.

Overview

Digimarc Corporation enables governments and enterprises around the world to give digital identities to media and objects that computers can sense and recognize and to which they can react. Our technology provides the means to infuse persistent digital information, perceptible only to computers and digital devices, into all forms of media content. The unique digital identifier placed in media generally persists with it regardless of the distribution path and whether it is copied, manipulated or converted to a different format, and does not affect the quality of the content or the enjoyment or other traditional uses of it. Our technology permits computers and digital devices to quickly identify relevant data from vast amounts of media content.

Our growth strategy continues to focus on both our government and commercial businesses. We plan additional investment in research and development of a commercial mobile platform that boosts device specific capabilities.

To protect our significant efforts in creating our technology, we have implemented an extensive intellectual property protection program that relies on a combination of patent, copyright, trademark and trade secret laws, and nondisclosure agreements and other contracts. We believe we have one of the world’s most extensive patent portfolios in the field of digital watermarking and related media enhancement innovations, with over 630 U.S. and foreign patents and more than 430 U.S. and foreign patent applications on file as of December 31, 2010. Most of these patents are subject to an exclusive patent licensing arrangement as described further below.

As part of our intellectual property marketing initiative and patent monetization strategy, on October 5, 2010, we entered into a patent licensing arrangement with IV Digital Multimedia Inventions, LLC, a Delaware limited liability company affiliated with IV, pursuant to which we granted an exclusive license to sublicense, subject to pre-existing encumbrances and a grant-back license, 597 patents and 288 patent applications held by us. We retained 4 patents and 128 patent applications that are not subject to the exclusive license, as well as 26 patents and 26 patent applications for which we hold rights with third parties.

We also assigned to IV the related causes of action and other enforcement rights and IV has the sole right, but not the obligation, to prepare, file, prosecute, maintain, defend and enforce the licensed patents at its expense. IV may at any time abandon its license or other rights to all or any of the licensed patents, in which case, certain licensed patents that IV opts to release revert back to us.

We also entered into a patent rights agreement pursuant to which we granted IV an exclusive call option to purchase all or any number of the licensed patents and/or patent applications. The agreement further provides for the grant by IV to us the right to put all or any number of patents within the licensed patents to IV if IV threatens or commences an action or proceeding with respect to infringement of a licensed patent.

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The financial aspects of the IV agreement for us include:

• a license issue fee of $36 million, paid to Digimarc in increasing quarterly installments over three years;

• 20% of the profits generated from the IV licensing program, which profits consist of sublicensing and other monetization revenue less specified expenses, including the license issue fee;

• IV assumes responsibility for approximately $1 million per year in prosecution and maintenance costs previously borne by Digimarc;

• a minimum of $4 million of paid support over five years from Digimarc to assist IV in maximizing the value of the licensed assets; and

• a royalty-free grant-back license to the licensed patents to continue Digimarc’s existing business related to those assets, including maintaining and renewing existing patent licenses, and providing software and services.

While this arrangement includes a minimum fee guarantee plus a variable profit component that is similar to our typical license arrangements, this exclusive license to sublicense arrangement is a new marketing approach to our licensing activities. The license issue fee will be recognized as the quarterly installments are received over the three year period and as the support services are provided over the five year period.

We believe recent intellectual property licensing initiatives we have commenced represent substantial opportunities for us to grow our license and subscription revenues, as well as our service revenues. These initiatives, however, may require additional investment in our intellectual property enforcement program and research and development.

Critical Accounting Policies and Estimates

The preparation of financial statements in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”) requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates, including those related to bad debts, fixed assets, intangible assets, income taxes, long-term service contracts, marketable securities, and contingencies and litigation. We base our estimates on historical experience and on various other assumptions we believe to be reasonable in the circumstances. Actual results may differ from these estimates under different assumptions or conditions.

Some of our accounting policies require higher degrees of judgment than others in their application. These include revenue recognition on long-term service contracts, revenue recognition on license and subscription arrangements, impairments and estimation of useful lives of long-lived assets, contingencies and litigation, patent costs, stock- based compensation and income taxes (valuation allowance). We believe the following critical accounting policies affect our more significant judgments and estimates used in the preparation of our financial statements:

Revenue recognition:

We derive our revenue primarily from development services and licensing of our patent portfolio:

• Service revenue consists primarily of software development and consulting services. The majority of service revenue arrangements are structured as time and materials consulting agreements, or fixed price consulting agreements.

• Royalty revenue originates primarily from licensing our technology and patents where we receive royalties as our income stream. Subscription revenue consists primarily of revenue from the sale of web-based subscriptions related to various software products, which are more recurring in nature.

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Revenue is recognized in accordance with ASC 605 and 985 when the following four criteria are met:

(i) persuasive evidence of an arrangement exists,

(ii) delivery has occurred,

(iii) the fee is fixed or determinable, and

(iv) collection is probable.

Some customer arrangements encompass multiple deliverables, such as patent license, professional services; software subscriptions, and maintenance fees. If the deliverables meet the criteria in ASC 605, the deliverables are divided into separate units of accounting and revenue is allocated to the deliverables based on their relative fair values. The criteria specified in ASC 605 are as follows:

(i) the delivered item has value to the customer on a stand-alone basis,

(ii) there is objective and reliable evidence of the fair value of the undelivered item, and

(iii) if the arrangement includes a general right of return relative to the delivered item, delivery or performance of the undelivered item is considered probable and substantially in the control of the vendor.

The Company uses the “residual method” as allowed by ASC 605. Fair value for the delivered elements is generally based on the price at which the Company has sold the element separately to another customer. Management applies judgment to ensure appropriate application of ASC 605, including value allocation among multiple deliverables, determination of whether undelivered elements are essential to the functionality of delivered elements and timing of revenue recognition, among others.

Applicable revenue recognition criteria is considered separately for each separate unit of accounting as follows:

• Revenue from professional service arrangements is generally determined based on time and materials. Revenue for professional services is recognized as the services are performed. Billing for services rendered generally occurs within one month after the services are provided.

• Royalty revenue is recognized when the royalty amounts owed to the Company have been earned, are fixed or determinable (within our normal 30 to 60 day payment terms), and collection is probable. If the payment terms extend beyond our normal 30 to 60 days, the fee may not be considered to be fixed or determinable, and the revenue would then be recognized when installments are due.

• Subscription revenue is accounted for under ASC 985 “Software”. Subscription revenue are generally paid in advance and recognized over the term of the license, which is generally twelve months, or upon delivery and acceptance if the Company grants a perpetual license with no further obligations.

The Company records revenue from certain license agreements upon cash receipt as a result of collectability not being reasonably assured.

Deferred revenue consists of billings in advance for professional services, licenses and subscriptions for which revenue has not been earned.

As noted above, the Company’s standard payment terms for royalty arrangements are 30 to 60 days. Extended payment terms increase the likelihood we will grant a customer a concession, such as reduced license payments or additional rights, rather than hold firm on minimum commitments in an agreement to the point of losing a potential advocate and licensee of patented technology in the marketplace. Extended payment terms on patent license arrangements are not considered to be fixed or determinable if payments are due beyond our standard payment terms, primarily because of the risk of substantial modification present in our patent licensing business. As such, revenue on royalty arrangements with extended payment terms are recognized as fees become fixed and determinable.

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Impairments and estimation of useful lives of long-lived assets: We periodically assess long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable, in accordance with the provisions of ASC 360 “Property, Plant and Equipment”. This statement requires that long-lived assets and certain identifiable intangibles be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net undiscounted cash flows expected to be generated by the asset. If the assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Fair value is determined based on discounted cash flows or appraised values, depending on the nature of the asset. Also, we periodically review the useful lives of long-lived assets whenever events or changes in circumstances indicate that the useful life may have changed. If the estimated useful lives of the assets do change, we adjust the depreciation or amortization period to a shorter or longer period, based on the circumstances identified.

Contingencies and litigation: We periodically evaluate all pending or threatened contingencies or commitments, if any, that are reasonably likely to have a material adverse effect on our operations or financial position. We assess the probability of an adverse outcome and determine if it is remote, reasonably possible or probable as defined in accordance with the provisions of ASC 450 “Contingencies”. If information available prior to the issuance of our financial statements indicates that it is probable that an asset has been impaired or a liability has been incurred at the date of our financial statements, and the amount of the loss, or the range of probable loss can be reasonably estimated, then the loss is accrued and charged to operations. If no accrual is made for a loss contingency because one or both of the conditions pursuant to ASC 450 are not met, but the probability of an adverse outcome is at least reasonably possible, we will disclose the nature of the contingency and provide an estimate of the possible loss or range of loss, or state that such an estimate cannot be made.

Patent costs: Costs associated with the application and award of patents in the U.S. and various other countries are capitalized and amortized on a straight-line basis over the term of the patents as determined at award date, which varies depending on the pendency period of the application, generally approximating seventeen years. Capitalized patent costs include internal legal labor, professional legal fees, government filing fees and translation fees related to obtaining the Company’s patent portfolio.

Costs associated with the maintenance and annuity fees of patents are accounted for as prepaid assets at the time of payment and amortized over the respective periods, generally from one to four years.

These patent costs are capitalized based on our determination that the related patents provide value through the life of the patent. However, we may subsequently determine a patent should be abandoned or has been impaired which the accumulated cost, including maintenance fees, would be written off. Through December 31, 2010, abandonment or write-offs have not been material either individually or in the aggregate.

Stock-based compensation: We account for stock-based compensation in accordance with ASC 718 “Compensation—Stock Compensation,” which requires the measurement and recognition of compensation for all stock-based awards made to employees and directors including stock options and employee stock purchases under a stock purchase plan based on estimated fair values. We use the Black-Scholes option pricing model as our method of valuation for stock- based awards. Our determination of the fair value of stock-based awards on the date of grant using an option pricing model is affected by our stock price as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited, to the expected life of the award, our expected stock price, volatility over the term of the award and actual and projected exercise behaviors. Although the fair value of stock-based awards is determined in accordance with ASC 718, the Black-Scholes option pricing model requires the input of highly subjective assumptions, and other reasonable assumptions could provide differing results. If we have low volatility, we would have a corresponding lower fair value of the stock-based award than if we had a higher volatility. The fair value of restricted stock awards granted is based on the fair market value of our common stock on the date of the grant (measurement date), and is recognized over the vesting period of the related restricted stock using the straight-line method.

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Income taxes, valuation allowance: We account for income taxes in accordance with ASC 740 “Income Taxes.” Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is required for deferred tax assets if, based on available evidence, it is more likely than not that all or some portion of the asset will not be realized due to the inability to generate sufficient taxable income in the period and/or of the character necessary to utilize the benefit of the deferred tax asset. The more-likely-than-not criterion means the likelihood of realization is greater than 50 percent. When evaluating whether it is more likely than not that all or some portion of the deferred tax asset will not be realized, we evaluate all available evidence, both positive and negative, that may affect the realizability of deferred tax assets and that should be identified and considered in determining the appropriate amount of the valuation allowance.

Basis of Accounting; Predecessor Financial Statements

The predecessor financial statements include certain accounts of Old Digimarc and the assets, liabilities and results of operations of Old Digimarc’s Digital Watermarking Business that were separated, or “carved-out,” from Old Digimarc. The operating expenses included in the predecessor financial statements include proportional allocations of various shared services common costs of Old Digimarc because specific identification of the expenses was not practicable. The common costs include expenses from Old Digimarc related to various operating shared services cost centers, including: executive, finance and accounting, human resources, legal, marketing, intellectual property, facilities and information technology. Management believes that the assumptions underlying the predecessor financial statements are reasonable. The cost allocation methods applied to certain shared services common cost centers include the following:

• Specific identification. Where the amounts were specifically identified to the predecessor or Old Digimarc’s Secure ID Business, they were classified accordingly.

• Reasonable allocation. Where the amounts were not clearly or specifically identified, we determined if a reasonable allocation method could be applied. For example, in the shared services human resources (“HR”) cost center we allocated the costs based on the relative headcount of the predecessor and Old Digimarc’s Secure ID Business. This allocation was based on the assumption that HR support costs should be relatively equal per employee. In the intellectual property cost center we allocated the costs based on the relative number of patents that were used by each business.

• General allocation approach. For consistency, when specific identification or a reasonable allocation method did not seem to fit the situation, we used a general allocation approach. This approach consisted of a blended rate based on what we determined to be the primary drivers for shared services:

• Revenue ratio between the businesses.

• Property and equipment balances, which served as a proxy for capital expenditures. The effort expended on capital projects is a factor in the expense and effort of shared services. To avoid fluctuations that occur in capital spending, we believe that these allocated balances represent a relative trend of capital spending between the businesses. In determining the relative balances of property, we excluded the central information technology assets because they supported the entire organization.

• Headcount between the businesses.

Other key assumptions differing from the historical accounting of Old Digimarc:

• Cash: All cash balances of Old Digimarc are treated as retained by Digimarc, consistent with the merger agreement between Old Digimarc and L-1. Accordingly, restricted cash on the books of Old Digimarc that related directly to its operations flowed through to Digimarc in these financial statements as non-restricted cash included in cash and cash equivalents in the predecessor financial statements. The letters of credit that required the restricted cash remained with Old Digimarc following its acquisition by L-1.

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• Incentive compensation allocations to cost of services: Cost of incentive compensation related to bonus and stock compensation charges for employees in the research, development and engineering cost centers was not considered significant to Old Digimarc’s consolidated operations during the periods reported and were treated as research, development and engineering costs in Old Digimarc’s financial statements. For Digimarc’s reporting purposes, these incentive compensation costs have been allocated to cost of services to the extent that their pro rata salary allocations were made to the cost of services expense category. The impact for the reported periods ranged from a 1% to 3% reduction in margins compared to the results had the allocations not been made.

• Pro-forma earnings (loss) per share (unaudited): The weighted average shares outstanding—basic and diluted of 7,143,442 was calculated based on a distribution ratio of one share of Digimarc common stock for every three and one-half shares of Old Digimarc common stock, excluding shares held in treasury, outstanding at August 1, 2008, the date of the spin-off of Digimarc from Old Digimarc.

• Stock activity: All stock activity (transactions from stock options, restricted stock, employee stock purchase plan and stock compensation) was carried on the books of Old Digimarc. All net cash from these activities was retained by Digimarc and stock-based compensation expense associated with stock activity was allocated to the predecessor in accordance with the basis of accounting methodology outlined above.

• Capital leases: Digimarc shares various infrastructure activities with Old Digimarc and was charged for its allocated share of capital lease costs in the form of allocated depreciation and interest expense. The assets and liabilities associated with the capital leases were carried on the books of Old Digimarc.

• Leasehold improvements: Digimarc occupies the majority of Old Digimarc’s Beaverton facility and assumed the lease and most all related furniture, fixtures and leasehold improvements when Old Digimarc completed the spin-off of Digimarc. The leasehold was recorded as part of property and equipment on the balance sheet of Digimarc, and as a result, pro rata depreciation and rent expenses were allocated to Old Digimarc.

• Intercompany transactions: With the retention by Digimarc of all of Old Digimarc cash, Digimarc’s cash balances effectively funded the operations, if needed, of Old Digimarc. The net difference of cash needs for operating and capital expenditures to and from Old Digimarc is shown as “net activity with Parent” in the Statement of Shareholders’ Equity. All intercompany transactions were eliminated.

• Merger related costs: All Old Digimarc costs related to the merger of Old Digimarc with L-1 were allocated to Old Digimarc, but Digimarc was responsible for payment of the majority of these costs.

• Commitments and contingencies: Commitments and contingencies related to the predecessor operations are included in these financial statements, and those relating to Old Digimarc were excluded.

• Stock compensation expense: Stock-based compensation is accounted for in accordance with Accounting Standards Codification (“ASC”) 718 “Compensation-Stock Compensation”, which requires the measurement and recognition of compensation for all stock-based awards made to employees and directors, including stock options, employee stock purchases under a stock purchase plan and restricted stock awards based on estimated fair values. Stock compensation expense was allocated to the predecessor based on a combination of specific and shared services resource allocations from Old Digimarc.

The financial information in the predecessor financial statements does not include all of the expenses that would have been incurred had the predecessor been a separate, stand-alone public entity. As such, the predecessor financial information does not reflect the financial position, results of operations and cash flows of Digimarc’s current business had the predecessor operated as a separate, stand-alone public entity during the period presented in the predecessor financial statements. Additionally, the predecessor financial statements include proportional allocations of various shared services common costs of Old Digimarc because specific identification of these expenses was not practicable. Operating costs of Digimarc

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on a stand-alone basis have been higher than those allocated to the predecessor operations under the shared services methodology applied in the predecessor financial statements. Consequently, the financial position, results of operations and cash flows reflected in the predecessor financial statements may not be indicative of those that would have been achieved had the predecessor operated as a separate, stand-alone entity for the period reflected in the predecessor financial statements.

Results of Operations—the Years Ended December 31, 2010 (successor) and December 31, 2009 (successor)

The following tables present our statements of operations data for the periods indicated.

	Year Ended December 31, 2010			Year Ended December 31, 2009
Revenue:
Service	$	12,324		$	10,845
License and subscription		18,826			8,226
Total revenue		31,150			19,071
Cost of revenue:
Service		6,464			6,090
License and subscription		236			211
Total cost of revenue		6,700			6,301
Gross profit		24,450			12,770
Operating expenses:
Sales and marketing		3,545			3,034
Research, development and engineering		5,687			4,989
General and administrative		7,864			6,299
Intellectual property		1,203			1,013
Total operating expenses		18,299			15,335
Operating income (loss)		6,151			(2,565	)
Net loss from joint ventures		(2,180	)		(691	)
Interest income, net		245			522
Income (loss) before provision for income taxes		4,216			(2,734	)
Provision for income taxes		(42	)		(23	)
Net income (loss)	$	4,174		$	(2,757	)

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	Year Ended December 31, 2010			Year Ended December 31, 2009
Revenue:
Service		40	%		57	%
License and subscription		60			43
Total revenue		100			100
Cost of revenue:
Service		21			32
License and subscription		1			1
Total cost of revenue		22			33
Gross profit		78			67
Operating expenses:
Sales and marketing		12			16
Research, development and engineering		18			26
General and administrative		25			33
Intellectual property		4			5
Total operating expenses		59			80
Operating income (loss)		19			(13	)
Net loss from joint ventures		(7	)		(4	)
Interest income, net		1			3
Income (loss) before provision for income taxes		13			(14	)
Provision for income taxes		—			—
Net income		13	%		(14	)%

Our improved operating results for the year ended December 31, 2010 was due primarily to successfully executing our intellectual property monetization strategy as reflected in the licensing arrangements with Arbitron and IV, offset by investments in our product initiatives and joint ventures with Nielsen.

Revenue

	Year Ended December 31, 2010			Year Ended December 31, 2009			Dollar Increase		Percent Increase
Revenue:
Service	$	12,324		$	10,845		$	1,479		14	%
License and subscription		18,826			8,226			10,600		129	%
Total	$	31,150		$	19,071		$	12,079		63	%
Revenue (as % of total revenue):
Service		40	%		57	%
License and subscription		60	%		43	%
Total		100	%		100	%

We derive our revenue primarily from:

1) the provision of development services to the Central Banks, TVaura LLC, a joint venture between Digimarc and The Nielsen Company (“Nielsen”), from July 2009, Nielsen between October 2007 and June 2009 and other government and commercial customers and

2) licensing our patents.

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Service. Service revenue consists primarily of software development and consulting services. The majority of service revenue arrangements are structured as time and materials consulting agreements, or fixed price consulting agreements. The majority of our services revenue is derived from contracts with the Central Banks, Nielsen, the joint venture TVaura LLC and other government agencies. The agreements range from several months to several years in length, and our longer term contracts are subject to work plans that are reviewed and agreed upon at least annually. These contracts generally provide for billing hours worked at predetermined rates and, to a lesser extent, for cost reimbursement for third party costs and services. Increases or decreases in the services provided under these contracts are generally subject to both volume and price changes. The volume of work is generally negotiated at least annually and can be modified as the customer’s needs arise. We also have provisions in our longer term contracts that allow for specific hourly rate price increases on an annual basis to account for cost of living variables. Contracts with other government agencies are generally shorter term in nature, are less linear in billings and less predictable than our longer terms contracts because the contracts with other government agencies are subject to government budgets and funding.

The increase in service revenue was due primarily to increased program work from the Central Banks , increased services under our joint venture agreement with Nielsen, the completion of government contracts that are non-linear in nature and support services related to the IV arrangement.

License and subscription. License revenue originates primarily from licensing our technology and patents where we receive royalties as our income stream. Subscription revenue consists primarily of royalty revenue from the sale of our web-based subscriptions related to various software products, which are more recurring in nature. Revenues from our licensed products have minimal associated direct costs, and thus are highly profitable.

The increase in license and subscription revenue was due primarily to the licensing arrangements with IV and Arbitron and increased royalties from Civolution, offset by decreased royalties from Verance, a cash basis customer, which chose to not pay its quarterly royalties to us and has sought legal remedies against us. See related disclosures in Part I, Item 3. Legal Proceedings of this Annual Report on Form 10-K.

We anticipate revenue growth in 2011 from our existing customers and from new customers as we expand the marketing and monetization of our intellectual property portfolio.

Revenue by Geography

	Year Ended December 31, 2010			Year Ended December 31, 2009			Dollar Increase		Percent Increase
Revenue by geography:
Domestic	$	19,034		$	8,673		$	10,361		119	%
International		12,116			10,398			1,718		17	%
Total	$	31,150		$	19,071		$	12,079		63	%
Revenue (as % of total revenue):
Domestic		61	%		45	%
International		39	%		55	%
Total		100	%		100	%

Domestic revenue increased due primarily to the licensing arrangements with IV and Arbitron, the completion of government contracts that are non-linear in nature, and revenues received under the licensing and joint venture agreements with Nielsen.

International revenue increased primarily due to increased royalties from Civolution and increased service revenue from the Central Banks.

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Cost of Revenue

Service. Cost of service revenue primarily includes costs that are allocated from research, development, engineering and sales and marketing that relate directly to performing services under our customer contracts, and to a lesser extent direct costs of program delivery for both personnel and operating expenses. Allocated costs include:

• salaries, a payroll tax and benefit factor, incentive compensation and related costs of our software developers, quality assurance personnel, product managers, business development managers and other personnel where we bill our customers for time and materials costs;

• payments to outside contractors that are billed to customers;

• charges for equipment directly used by the customer;

• depreciation charges for machinery, equipment and software; and

• travel costs directly attributable to service and development contracts.

License and subscription. Cost of license and subscription revenue primarily includes:

• patent or software license costs for any patents licensed from third parties where the party receives a portion of royalties or license revenue received by Digimarc;

• internet service provider connectivity charges and image search data fees to support the services offered to our subscription customers; and to a lesser extent

• amortization of capitalized patent costs.

Gross Profit

	Year Ended December 31, 2010			Year Ended December 31, 2009			Dollar Increase		Percent Increase
Gross Profit:
Service	$	5,860		$	4,755		$	1,105		23	%
License and subscription		18,590			8,015			10,575		132	%
Total	$	24,450		$	12,770		$	11,680		91	%
Gross Profit (as % of related revenue components):
Service		48	%		44	%
License and subscription		99	%		97	%
Total		78	%		67	%

The increase in gross profit primarily reflected the effect of the licensing arrangements with IV and Arbitron and royalties from Civolution, service revenues under our joint venture agreement with Nielsen and our agreement with the Central Banks, and the completion of government contracts.

The increase in gross profit as a percentage of revenue was due primarily to favorable margins from our government (including the Central Banks) and Nielsen joint venture service contracts primarily as a result of improved labor utilization in the variable component of our costs of services, and increased revenues attributed to the licensing arrangements with IV, Arbitron and Civolution.

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Operating Expenses

Sales and marketing

	Year Ended December 31, 2010			Year Ended December 31, 2009			Dollar Increase		Percent Increase
Sales and marketing	$	3,545		$	3,034		$	511		17	%
Sales and marketing (as % of total revenue)		12	%		16	%

Sales and marketing expenses consist primarily of:

• compensation, benefits and related costs of sales and marketing employees and product managers;

• travel and market research costs, and costs associated with marketing programs, such as trade shows, public relations and new product launches;

• professional services and outside contractors for product and marketing initiatives;

• incentive compensation in the form of stock-based compensation expense; and

• charges for infrastructure and centralized costs of facilities and information technology.

We allocate certain costs of sales and marketing to cost of service revenue when they relate directly to our service contracts. For direct billable labor hours, we allocate to cost of service revenue:

• salaries;

• a payroll tax and benefits factor; and

• incentive compensation related to our stock compensation plans.

We record all remaining, or “residual,” costs as sales and marketing costs.

The increase in sales and marketing expense resulted primarily from:

• increased professional fees of $0.4 million related to developing marketing materials for our patent monetization and mobile device market initiatives, and

• increased contract labor and professional fees of $0.2 million related to the mobile device market, in particular visual search.

We anticipate that we will continue to incur sales and marketing costs similar to existing or at potentially higher levels to support ongoing sales initiatives.

Research, development and engineering

	Year Ended December 31, 2010			Year Ended December 31, 2009			Dollar Increase		Percent Increase
Research, development and engineering	$	5,687		$	4,989		$	698		14	%
Research, development and engineering (as % of total revenue)		18	%		26	%

Research, development and engineering expenses arise primarily from three areas that support our business model:

• Fundamental Research:

• Investigation of new watermarking algorithms to increase robustness and/or computational efficiency;

• Mobile device usage models and imaging sub-systems in camera-phones;

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• Industry conference participation and authorship of papers for industry journals;

• Survey and study of human and computer interaction models with a focus on mobile devices and modeling of intent;

• Development of new intellectual property, including documentation of claims and production of supporting diagrams and materials; and

• Research in fingerprinting and other content identification technologies.

• Platform Development:

• Tuning and optimization of implementation models to improve resistance to non-malicious attacks and routine transformations, such as JPEG, cropping and printing; and

• Mobile platform creation to leverage device specific capabilities (e.g. instruction sets and GPUs).

• Product Development:

• Creation of Online Services Portal to provide campaign management and routing services for the Discover platform;

• Implementation of web-hosted image watermark embedder in support of Discover platform; and

• Iterative development and release of the Digimarc Discover application for the iTunes and Android marketplace.

Research, development and engineering expenses consist primarily of:

• compensation, benefits and related costs of software developers and quality assurance personnel;

• payments to outside contractors;

• the purchase of materials and services for product development;

• incentive compensation in the form of stock-based compensation expense; and

• charges for infrastructure and centralized costs of facilities and information technology.

We allocate certain costs of research, development and engineering to cost of service revenue when they relate directly to our service contracts. For direct billable labor hours, we allocate to cost of service revenue:

• salaries;

• a payroll tax and benefits factor; and

• incentive compensation related to our stock compensation plans.

We record all remaining, or “residual,” costs as research, development and engineering costs.

The increases in research, development and engineering expense resulted primarily from increased headcount and employee compensation-related expenses from hiring additional engineers and scientists to facilitate expected growth in service revenue, and to increase our investment in research and development primarily related to the mobile device market, in particular visual search.

We anticipate that we will continue to invest in research, development and engineering expenses at higher levels to support certain ongoing research and product initiatives.

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General and administrative

	Year Ended December 31, 2010			Year Ended December 31, 2009			Dollar Increase		Percent Increase
General and administrative	$	7,864		$	6,299		$	1,565		25	%
General and administrative (as % of total revenue)		25	%		33	%

We incur general and administrative costs in the functional areas of finance, legal, human resources, executive and board of directors. Costs for facilities and information technology are also managed as part of the general and administrative processes and are allocated to this area as well as each of the areas in costs of services, sales and marketing, and research development and engineering.

General and administrative expenses consist primarily of:

• compensation, benefits and related costs;

• third party and professional fees associated with legal, accounting, human resources and costs associated with being a public company;

• incentive compensation in the form of stock-based compensation expense; and

• charges for infrastructure and centralized costs of facilities and information technology.

The increases in general and administrative expenses resulted primarily from:

• increased professional fees of $0.6 million related to the IV arrangement and investor relations,

• increased legal and accounting fees of $0.5 million related to the IV arrangement and litigation matters, and

• increased stock-based compensation of $0.3 million related to an additional layer of stock-based award grants.

We anticipate that we will continue to incur general and administrative expenses at existing or higher levels, particularly with legal fees related to our current litigation matter, while continuing to examine means to reduce general and administrative expenses as a percentage of revenue in the longer term.

Intellectual property

	Year Ended December 31, 2010			Year Ended December 31, 2009			Dollar Increase		Percent Increase
Intellectual property	$	1,203		$	1,013		$	190		19	%
Intellectual property (as % of total revenue)		4	%		5	%

We incur intellectual property expenses that arise primarily from costs associated with documenting, applying for, and maintaining domestic and international patents and trademarks.

Gross expenditures for intellectual property costs, before reflecting the effect of capitalized patent costs, primarily consist of:

• compensation, benefits and related costs of attorneys and legal assistants;

• third party costs including filing and governmental regulatory fees and fees for outside legal counsel and translation costs, each incurred in the patent process;

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• incentive compensation in the form of stock-based compensation expense; and

• charges for infrastructure and centralized costs of facilities and information technology.

The increase in intellectual property expenses resulted primarily from increased legal and maintenance related costs associated with our patent registration activity for our growing patent portfolio.

Intellectual property expenses can vary from period to period based on:

• the level of capitalized patent activity, and

• prosecution costs and direct labor hours (salaries, payroll taxes and benefits factor and incentive compensation related to our stock compensation plans) related to the patents that were exclusively licensed to IV that are allocated to cost of revenue.

We anticipate that we will continue to invest in intellectual property expenses at existing levels.

Stock-based compensation

	Year Ended December 31, 2010		Year Ended December 31, 2009		Dollar Increase (Decrease)			Percent Increase (Decrease)
Cost of revenue	$	373	$	231	$	142			61	%
Sales and marketing		192		210		(18	)		(9	)%
Research, development and engineering		314		187		127			68	%
General and administrative		2,083		1,747		336			19	%
Intellectual property		106		69		37			54	%
Total	$	3,068	$	2,444	$	624			26	%

The increases in stock-based compensation expense were primarily due to an additional layer of stock-based awards being expensed pursuant to ASC 718 “Compensation—Stock Compensation.” We anticipate incurring an additional $6.2 million in stock-based compensation expense through December 2014 for awards outstanding as of December 31, 2010. The future effect of stock-based compensation on our financial position and results of operations will be determined by stock-based awards granted in future periods and the assumptions on which the value of those stock-based awards are based.

Net loss from joint ventures

	Year Ended December 31, 2010			Year Ended December 31, 2009			Dollar Decrease			Percent Decrease
Net loss from joint ventures	$	(2,180	)	$	(691	)	$	(1,489	)		(215	)%

The increase in the net loss from joint ventures resulted primarily from a full year of operations for the joint ventures in 2010.

Interest income, net

	Year Ended December 31, 2010		Year Ended December 31, 2009		Dollar Decrease			Percent Decrease
Interest income, net		245		522		(277	)		(53	)%

The decrease in interest income, net was due primarily to lower interest earned on cash and marketable securities balances, reflecting lower interest rates paid on these balances.

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Provision for Income Taxes.

For the year ended December 31, 2010, the provision for income taxes reflects withholding tax expense in various foreign jurisdictions. The withholding taxes are computed by our customers and paid to foreign jurisdictions on our behalf. There was no provision for federal and state tax expense on net income since the computed amount was completely offset with available federal and state attribute carryforwards. In addition, we continue to provide for valuation allowance to offset our net deferred tax assets until such time that we are able to conclude that it is more likely than not the tax assets or portions thereof will be realized.

For the year ended December 31, 2009, there was no provision for income taxes related to net income because the computation of taxable income resulted in a net operating loss for the period.

Digimarc continually assesses the applicability of a valuation allowance. Based upon the positive and negative evidence available as of December 31, 2010, we concluded that it is not more likely than not that net deferred tax assets will be utilized. Consequently, a valuation allowance continues to offset our net deferred tax assets.

Results of Operations—the Year Ended December 31, 2009 (successor) compared to the Periods January 1, 2008 through August 1, 2008 (predecessor) and August 2, 2008 through December 31, 2008 (successor)

The following tables present our statements of operations data for the periods indicated.

	Successor			Successor			Predecessor			Total*
	Year Ended December 31, 2009			Period August 2, 2008 through December 31, 2008			Period January 1, 2008 through August 1, 2008			Year Ended December 31, 2008
Revenue:
Service	$	10,845		$	4,064		$	6,456		$	10,520
License and subscription		8,226			3,768			5,494			9,262
Total revenue		19,071			7,832			11,950			19,782
Cost of revenue:
Service		6,090			2,248			3,519			5,767
License and subscription		211			114			145			259
Total cost of revenue		6,301			2,362			3,664			6,026
Gross profit		12,770			5,470			8,286			13,756
Operating expenses:
Sales and marketing		3,034			1,154			1,928			3,082
Research, development and engineering		4,989			1,772			2,071			3,843
General and administrative		6,299			2,597			2,349			4,946
Intellectual property		1,013			304			1,102			1,406
Total operating expenses		15,335			5,827			7,450			13,277
Operating income (loss)		(2,565	)		(357	)		836			479
Net loss from joint ventures		(691	)		—			—			—
Interest income, net		522			443			590			1,033
Income (loss) before provision for income taxes		(2,734	)		86			1,426			1,512
Provision for income taxes		(23	)		(10	)		(11	)		(21	)
Net income (loss)	$	(2,757	)	$	76		$	1,415		$	1,491

* Used for comparative purposes

37

	Successor			Successor			Predecessor			Total*
	Year Ended December 31, 2009			Period August 2, 2008 through December 31, 2008			Period January 1, 2008 through August 1, 2008			Year Ended December 31, 2008
Revenue:
Service		57	%		52	%		54	%		53	%
License and subscription		43			48			46			47
Total revenue		100			100			100			100
Cost of revenue:
Service		32			29			30			29
License and subscription		1			1			1			1
Total cost of revenue		33			30			31			30
Gross profit		67			70			69			70
Operating expenses:
Sales and marketing		16			15			16			16
Research, development and engineering		26			23			17			19
General and administrative		33			33			20			25
Intellectual property		5			4			9			7
Total operating expenses		80			75			62			67
Operating income (loss)		(13	)		(5	)		7			3
Net loss from joint ventures		(4	)		—			—			—
Interest income, net		3			6			5			5
Income (loss) before provision for income taxes		(14	)		1			12			8
Provision for income taxes		—			—			—			—
Net income		(14	)		1	%		12	%		8	%

* Used for comparative purposes

Our revenue for the year ended December 31, 2009 decreased 4% to $19.1 million from $19.8 million compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008. The decrease was primarily the result of lower license and royalty revenues from a few of our customers based on a combination of contractual revenue provisions, lower royalty reporting from our licensees whose revenues were lower and receipt of cash from our cash basis customers whose revenues are non-linear in nature, coupled with the effect of general economic conditions, offset in part by increased project work from the consortium of Central Banks. In addition, we incurred higher operating expenses for the periods during which we operated as a stand-alone company.

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Revenue

	Successor			Successor			Predecessor			Total*
	Year Ended December 31, 2009			Period August 2, 2008 through December 31, 2008			Period January 1, 2008 through August 1, 2008			Year Ended December 31, 2008			Dollar Increase (Decrease)			Percent Increase (Decrease)
Revenue:
Service	$	10,845		$	4,064		$	6,456		$	10,520		$	325			3	%
License and subscription		8,226			3,768			5,494			9,262			(1,036	)		(11	)%
Total	$	19,071		$	7,832		$	11,950		$	19,782		$	(711	)		(4	)%
Revenue (as % of total revenue):
Service		57	%		52	%		54	%		53	%
License and subscription		43	%		48	%		46	%		47	%
Total		100	%		100	%		100	%		100	%

* Used for comparative purposes

The increase in service revenue for the year ended December 31, 2009, compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008, was due primarily to increased revenue from additional program work from the Central Banks and government contract revenues that are non-linear in nature, offset in part by lower consulting revenues from Nielsen, including the revenues from the joint venture TVaura LLC, where we were engaged at an accelerated level of services in the initial year of the contract with Nielsen.

The decrease in license and subscription revenue for the year ended December 31, 2009, compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008, was due primarily to lower royalty reporting and lower receipts of cash from our cash basis customers largely as a result of general economic conditions.

Revenue by Geography

	Successor			Successor			Predecessor			Total*
	Year Ended December 31, 2009			Period August 2, 2008 through December 31, 2008			Period January 1, 2008 through August 1, 2008			Year Ended December 31, 2008			Dollar Increase (Decrease)			Percent Increase (Decrease)
Revenue by geography:
Domestic	$	8,673		$	3,425		$	6,274		$	9,699		$	(1,026	)		(11	)%
International		10,398			4,407			5,676			10,083			315			3	%
Total	$	19,071		$	7,832		$	11,950		$	19,782		$	(711	)		(4	)%
Revenue (as % of total revenue):
Domestic		45	%		44	%		53	%		49	%
International		55	%		56	%		47	%		51	%
Total		100	%		100	%		100	%		100	%

* Used for comparative purposes

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Domestic revenue decreased for the year ended December 31, 2009, compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008, due primarily to lower revenues from Nielsen, including the revenues from the joint venture TVaura LLC, and to a lesser extent lower revenues from our royalty reporting licensees.

International revenue slightly increased for the year ended December 31, 2009, compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008, due primarily to increased revenue from the Central Banks, offset by lower revenues from our royalty reporting licensees.

Gross Profit

	Successor			Successor			Predecessor			Total*
	Year Ended December 31, 2009			Period August 2, 2008 through December 31, 2008			Period January 1, 2008 through August 1, 2008			Year Ended December 31, 2008			Dollar Increase (Decrease)			Percent Increase (Decrease)
Gross Profit:
Service	$	4,755		$	1,816		$	2,937		$	4,753		$	2			<1	%
License and subscription		8,015			3,654			5,349			9,003			(988	)		(11	)%
Total	$	12,770		$	5,470		$	8,286		$	13,756		$	(986	)		(7	)%
Gross Profit (as % of related revenue components):
Service		44	%		45	%		45	%		45	%
License and subscription		97	%		97	%		97	%		97	%
Total		67	%		70	%		69	%		70	%

* Used for comparative purposes

The decrease in gross profit dollars for the year ended December 31, 2009, compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008 primarily reflect the impact of variations in scheduled payments, which are non-linear in nature, in certain of our long-term contracts; lower consulting revenues from Nielsen, including the revenues from the joint venture TVaura LLC; and to a lesser extent, lower royalties from some patent and technology licensees as described previously. The decrease in gross profit as a percentage of revenue for the year ended December 31, 2009, compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008, was due primarily to:

• revenue mix resulting in lower license revenue, as a percent of total revenue, which carries a higher margin than service revenue; and

• higher expenses for the year ended December 31, 2009 during which we operated as a stand-alone company in the successor financial statements compared to the shared services allocation methodology applied in the predecessor / successor financial statements in the combined periods January 1, 2008 through August 1, 2008 (predecessor) and August 2, 2008 through December 31, 2008 (successor).

Operating Expenses

The financial information in the predecessor financial statements does not include all of the expenses that would have been incurred had the predecessor operated as a separate, stand-alone public entity. As such, the predecessor financial information does not reflect the operating expenses of Digimarc’s current

40

business had the predecessor been a separate, stand-alone public entity during the period presented in the predecessor’s financial statements. Additionally, the predecessor financial statements include proportional allocations of various shared services common costs of Old Digimarc because specific identification of these expenses was not practicable. Operating costs of Digimarc on a stand-alone basis have been higher than those allocated to the predecessor operations under the shared services methodology applied in the predecessor financial statements. Consequently, the operating expenses reflected in the predecessor financial statements may not be indicative of those that would have been achieved had the predecessor operated as a separate, stand-alone entity for the period reflected in the predecessor financial statements. The operating expenses for the year ended December 31, 2009 are consistent with our expectations as a stand-alone entity.

Sales and marketing

	Successor			Successor			Predecessor			Total*			Dollar Decrease			Percent Decrease
	Year Ended December 31, 2009			Period August 2, 2008 through December 31, 2008			Period January 1, 2008 through August 1, 2008			Year Ended December 31, 2008
Sales and marketing	$	3,034		$	1,154		$	1,928		$	3,082		$	(48	)		(2	)%
Sales and marketing (as % of total revenue)		16	%		15	%		16	%		16	%

* Used for comparative purposes

The decrease in sales and marketing expense for the year ended December 31, 2009, compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008, resulted primarily from:

• delayed spending on various projects due to the effects of general economic conditions, offset in part by

• higher expenses for the year ended December 31, 2009 during which we operated as a stand-alone company in the successor financial statements compared to the shared services allocation methodology applied in the predecessor / successor financial statements in the combined periods January 1, 2008 through August 1, 2008 (predecessor) and August 2, 2008 through December 31, 2008 (successor).

Research, development and engineering

	Successor			Successor			Predecessor			Total*			Dollar Increase		Percent Increase
	Year Ended December 31, 2009			Period August 2, 2008 through December 31, 2008			Period January 1, 2008 through August 1, 2008			Year Ended December 31, 2008
Research, development and engineering	$	4,989		$	1,772		$	2,071		$	3,843		$	1,146		30	%
Research, development and engineering (as % of total revenue)		26	%		23	%		17	%		19	%

* Used for comparative purposes

41

The increase in research, development and engineering expense for the year ended December 31, 2009, compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008, resulted primarily from:

• increased headcount and employee compensation related expenses from hiring additional engineers and scientists to facilitate expected growth in service revenue and to increase our investment in research and development; and

• higher expenses for the year ended December 31, 2009 during which we operated as a stand-alone company in the successor financial statements compared to the shared services allocation methodology applied in the predecessor / successor financial statements in the combined periods January 1, 2008 through August 1, 2008 (predecessor) and August 2, 2008 through December 31, 2008 (successor).

General and administrative

	Successor			Successor			Predecessor			Total*			Dollar Increase		Percent Increase
	Year Ended December 31, 2009			Period August 2, 2008 through December 31, 2008			Period January 1, 2008 through August 1, 2008			Year Ended December 31, 2008
General and administrative	$	6,299		$	2,597		$	2,349		$	4,946		$	1,353		27	%
General and administrative (as % of total revenue)		33	%		33	%		20	%		25	%

* Used for comparative purposes

The increases in general and administrative expenses for the year ended December 31, 2009, compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008, resulted primarily from higher expenses for the year ended December 31, 2009 during which we operated as a stand-alone company in the successor financial statements compared to the shared services allocation methodology applied in the predecessor / successor financial statements in the combined periods January 1, 2008 through August 1, 2008 (predecessor) and August 2, 2008 through December 31, 2008 (successor).

Intellectual property

	Successor			Successor			Predecessor			Total*			Dollar Decrease			Percent Decrease
	Year Ended December 31, 2009			Period August 2, 2008 through December 31, 2008			Period January 1, 2008 through August 1, 2008			Year Ended December 31, 2008
Intellectual property	$	1,013		$	304		$	1,102		$	1,406		$	(393	)		(28	)%
Intellectual property (as % of total revenue)		5	%		4	%		9	%		7	%

* Used for comparative purposes

Prior to August 2, 2008, the predecessor accounted for gross expenditures for intellectual property costs as expenses. On August 2, 2008 we began capitalizing patent application and award costs.

The decrease in intellectual property expenses for the year ended December 31, 2009, compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008, resulted primarily from capitalized patent application and award costs aggregating $0.9 million, offset by expenses related to legal services in support of intellectual property licensing activities.

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Stock-based compensation

	Successor		Successor		Predecessor		Total*		Dollar Increase (Decrease)			Percent Increase (Decrease)
	Year Ended December 31, 2009		Period August 2, 2008 through December 31, 2008		Period January 1, 2008 through August 1, 2008		Year Ended December 31, 2008
Cost of revenue	$	231	$	5	$	99	$	104	$	127			122	%
Sales and marketing		210		38		208		246		(36	)		(15	)%
Research, development and engineering		187		51		34		85		102			120	%
General and administrative		1,747		422		537		959		788			82	%
Intellectual property		69		16		35		51		18			35	%
Total	$	2,444	$	532	$	913	$	1,445	$	999			69	%

* Used for comparative purposes

Old Digimarc accounted for stock-based compensation in accordance with ASC 718, which requires the measurement and recognition of compensation for all stock-based awards made to employees and directors, including stock options, employee stock purchases under a stock purchase plan and restricted stock awards based on estimated fair values. Stock compensation expense was allocated to the predecessor based on a combination of specific and shared services resource allocations from Old Digimarc.

The increase in stock-based compensation expense for the year ended December 31, 2009, compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008, resulted primarily from Digimarc applying ASC 718 with respect to our post spin-off stock-based awards for the year ended December 31, 2009 during which we operated as a stand-alone company compared to the shared services allocation methodology applied in the predecessor / successor financial statements in the combined periods January 1, 2008 through August 1, 2008 (predecessor) and August 2, 2008 through December 31, 2008 (successor).

Net loss from joint ventures

	Successor			Successor		Predecessor		Total*
	Year Ended December 31, 2009			Period August 2, 2008 through December 31, 2008		Period January 1, 2008 through August 1, 2008		Year Ended December 31, 2008		Dollar Increase (Decrease)			Percent Increase (Decrease)
Net loss from joint ventures	$	(691	)	$	—	$	—	$	—	$	(691	)		(100	)%

* Used for comparative purposes

The net loss from joint ventures for the year ended December 31, 2009 reflects the initial operations of the joint ventures that started in the second half of 2009.

Interest income, net

	Successor		Successor		Predecessor		Total*
	Year Ended December 31, 2009		Period August 2, 2008 through December 31, 2008		Period January 1, 2008 through August 1, 2008		Year Ended December 31, 2008		Dollar Increase (Decrease)			Percent Increase (Decrease)
Interest income, net		522		443		590		1,033		(511	)		(49	)%

* Used for comparative purposes

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The decrease in interest income, net for the year ended December 31, 2009 compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008, resulted primarily from lower interest earned on cash and investment balances, reflecting a combination of slightly lower average investment balances and lower interest rates paid on these balances.

Provision for Income Taxes

For the year ended December 31, 2009, the provision for income taxes reflects withholding tax expense in various foreign jurisdictions. These withholding taxes are computed by our customers and paid to foreign jurisdictions on our behalf. There was no provision for income taxes related to net income because the computation of taxable income results in a net operating loss for the period. Furthermore, a valuation allowance has been recorded to offset our net deferred tax assets until such time that we are able to conclude that it is more likely than not the tax assets or portions thereof will be realized.

For the period from August 2, 2008 through December 31, 2008, the provision for income taxes reflects withholding tax expense in various foreign jurisdictions. These withholding taxes are computed by our customers and paid to foreign jurisdictions on our behalf. There was no provision for income taxes related to net income because the computation of taxable income resulted in a net operating loss for the period. Furthermore, a valuation allowance has been recorded to offset our net deferred tax assets until such time that we are able to conclude that it is more likely than not the tax assets or portions thereof will be realized.

Old Digimarc. The provision for income taxes reflects expected tax expense from profitability in certain foreign jurisdictions. The predecessor recorded a full valuation allowance against net deferred tax assets at August 1, 2008 due to the uncertainty of realization of net operating losses. As a separate legal entity, we will not benefit from any of the carry-forward tax attributes of Old Digimarc, including net operating loss carry-forwards.

Liquidity and Capital Resources

	December 31, 2010		December 31, 2009
Working capital	$	35,526	$	43,503
Current (liquidity) ratio (1)		9.7:1		12.7:1
Cash, cash equivalents and short-term marketable securities	$	34,781	$	42,786
Long-term marketable securities		11,163		—
Total cash, cash equivalents and all marketable securities	$	45,944	$	42,786

(1) The current (liquidity) ratio is calculated by dividing total current assets by total current liabilities.

The $3.2 million increase in cash, cash equivalents and all marketable securities resulted primarily from:

• improved operating results, driven primarily from increased revenues, the majority of which were associated with the revenue and related profit contribution from the IV and Arbitron licensing arrangements and royalties from Civolution; offset by

• investments in our business for both capital and intellectual property initiatives;

• cash contributions to the joint ventures with Nielsen; and

• purchases of common stock related to stock option exercises and the vesting of restricted stock.

Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents, marketable securities, and trade accounts receivable. We place our cash and cash equivalents with major banks and financial institutions and at times deposits may exceed insured limits. Both short- and long-term marketable securities include federal agency notes, company notes, and commercial paper. Our investment policy requires the portfolio to be invested to ensure that the greater of $3 million or 7% of the invested funds will be available within 30 days notice.

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Other than cash used for operating needs, which may include short-term marketable securities, our investment policy limits our credit exposure to any one financial institution or type of financial instrument by limiting the maximum of 5% of our cash and cash equivalents and marketable securities or $1 million, whichever is greater, to be invested in any one issuer except for the U.S. government and U. S. federal agencies, which have no limits, at the time of purchase. Our investment policy also limits our credit exposure by limiting to a maximum of 40% of our cash and cash equivalents and marketable securities, or $15 million, whichever is greater, to be invested in any one industry category, e.g., financial or energy industries, at the time of purchase. As a result, we believe our credit risk associated with cash and investments to be minimal.

A decline in the market value of any security below cost that is deemed to be other-than-temporary results in a reduction in carrying amount of fair value. To determine whether an impairment is other-than-temporary, we consider whether we have the ability and intent to hold the investment until a market price recovery and evidence indicating that the cost of the investment is recoverable outweighs evidence to the contrary. There have been no other-than-temporary impairments identified or recorded by us.

Operating Cash Flow. The components of operating cash flows were:

	Year Ended December 31, 2010		Year Ended December 31, 2009			Dollar Increase		Percent Increase
Net income (loss)	$	4,174	$	(2,757	)	$	6,931		251	%
Non-cash items		5,892		3,724			2,168		58	%
Changes in operating assets and liabilities		366		(188	)		554		295	%
Net cash provided by operating activities	$	10,432	$	779		$	9,653		1,239	%

	Successor			Successor			Predecessor		Total*			Dollar Increase (Decrease)			Percent Increase (Decrease)
	Year Ended December 31, 2009			Period August 2, 2008 through December 31, 2008			Period January 1, 2008 through August 1, 2008		Year Ended December 31, 2008
Net income (loss)	$	(2,757	)	$	76		$	1,415	$	1,491		$	(4,248	)		(285	)%
Non-cash items		3,724			730			1,844		2,574			1,150			45	%
Changes in operating assets and liabilities		(188	)		(9,113	)		8,951		(162	)		(26	)		(16	)%
Net cash provided by (used in) operating activities	$	779		$	(8,307	)	$	12,210	$	3,903		$	(3,124	)		(80	)%

* Used for comparative purposes

Net income (loss).

The increase in operating results for the year ended December 31, 2010 compared to the year ended December 31, 2009 reflects higher revenues, primarily attributable to revenue received under the licensing arrangements with IV and Arbitron and royalty revenues from Civolution, offset by increased stock compensation expense, legal and professional fees related to IV arrangement and consulting and marketing expenses related to product initiatives.

The decrease in operating results for the year ended December 31, 2009 compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008 reflect:

• the reduced gross margin impact from lower revenues as described above under the caption Results of Operations—the Year Ended December 31, 2009 (successor) compared to the Periods January 1, 2008 through August 1, 2008 (predecessor) and August 2, 2008 through December 31, 2008 (successor);

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• higher operational costs for the full year in which we operated as a stand-alone company in the successor financial statements compared to the benefits received from the shared services cost allocation methodology in the predecessor / successor financial statements in the combined periods January 1, 2008 through August 1, 2008 (predecessor) and August 2, 2008 through December 31, 2008 (successor);

• higher stock compensation expense of $1.0 million for the full year in which we operated as a stand-alone company in the successor financial statements compared to the shared services allocation methodology applied in the predecessor financial statements in the combined periods January 1, 2008 through August 1, 2008 (predecessor) and August 2, 2008 through December 31, 2008 (successor); and

• initial losses of $0.7 million from our joint ventures with Nielsen.

Non-cash charges.

The increase in non-cash items for the year ended December 31, 2010 compared to the year ended December 31, 2009 was primarily the result of the net losses from the joint ventures and an additional layer of stock-based awards.

The increase in non-cash items for the year ended December 31, 2009 compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008 was primarily the result of:

• the shared services allocation methodology applied in the predecessor financial statements to both depreciation of property and equipment, stock compensation; and

• the net losses from the joint ventures with Nielsen.

Operating assets and liabilities.

The primary changes in the operating assets and liabilities for the year ended December 31, 2010 compared to the year ended December 31, 2009 related to:

• collection of advanced billings, as provided in our contracts with customers; offset by

• a reduction in compensation related liabilities related to accrued bonuses at the 2009 year-end that were paid in 2010 compared with no bonus accrual at December 31, 2010, as a result of the elimination of the bonus program.

The primary changes in the operating assets and liabilities for the year ended December 31, 2009 compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008 relate to the collection of advanced billings, as provided in our contracts with customers; offset by the amortization of deferred revenues.

Cash flows from investing activities.

The primary changes in the investing activities for the year ended December 31, 2010 compared to the year ended December 31, 2009 related to:

• increase in investments made in leaseholds, primarily related to data center and security improvements to our corporate offices in connection with the amendment to our facilities lease;

• increase in investments made in the patent application and granting process;

• increase in investments made in joint ventures; and

• decrease in net activity from investing our cash and cash equivalents and short- and long-term marketable securities.

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The primary changes in the investing activities for the year ended December 31, 2009 compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008 relate to:

• decrease in investments made in property and equipment, primarily in our information technology area for computer systems and related equipment used to operate our business;

• increase in investments made in the patent application and granting process beginning August 2, 2008;

• initial investments made in joint ventures that started in the second half of 2009; and

• decrease in net activity from investing our cash and cash equivalents and short- and long-term marketable securities.

Cash flows from financing activities.

The primary changes in the financing activities for the year ended December 31, 2010 compared to the year ended December 31, 2009 related to the increase in purchases of common stock as part of the stock incentive plan through net exercises of stock options, and for the withholding of shares upon the exercise of stock options and vesting of restricted stock to satisfy tax withholding obligations, offset by the exercise of stock options.

The primary changes in the financing activities for the year ended December 31, 2009 compared to the combined periods January 1, 2008 through August 1, 2008 and August 2, 2008 through December 31, 2008 relate to purchases of common stock as part of the stock repurchase program, partially offset by the exercise of stock options.

	Year Ended December 31, 2010		Year Ended December 31, 2009
Purchases related to net option exercises	$	3,037	$	—
Purchases related to tax withholdings		2,787	$	177
Purchases related to stock repurchase program		—	$	1,560
Total common stock purchases	$	5,824	$	1,737

Commitments and Contingencies.

Pursuant to the terms of the joint venture agreements with Nielsen, we are obligated to contribute an aggregate $6.7 million to the joint ventures payable in quarterly installments from July 2009 through October 2011, of which $2.8 million remains to be contributed as of December 31, 2010.

In May 2010 we entered into an amendment with the landlord of our corporate offices to extend the length of our facilities lease through August 2016 with rent payments totaling $5.3 million.

Our obligations under non-cancelable operating leases for our facilities and various equipment leases, which totaled $4.8 million as of December 31, 2010 and are payable in monthly installments through August 2016.

Contractual Obligations

	Payment Due by Period
	Total		Less than 1 year		1-3 years		3-5 years		More than 5 years
Total joint venture obligations	$	2,800	$	2,800	$	—	$	—	$	—
Total operating lease obligations		4,823		796		1,669		1,747		611
Total obligations	$	7,623	$	3,596	$	1,669	$	1,747	$	611

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Future Cash Expectations

On January 26, 2011, we repurchased 552,536 shares of our common stock from Koninklijke Philips Electronics, N.V., in a privately negotiated transaction. The shares were purchased for an aggregate purchase price of approximately $14.9 million, including transaction fees. We funded the repurchase transaction from cash on hand and the repurchase was separate from the $5 million share repurchase program.

As part of our stock repurchase program, of the $5.0 million that was authorized, as of December 31, 2010 $3.4 million remained available to purchase our common stock in the open market or private transactions through April 30, 2011.

In connection with the IV arrangement, we anticipate our cash flow will improve with:

1) payment of the license issue fee in increasing quarterly installments over three years,

2) consulting fees payable over five years, and

3) additional cost savings because IV has assumed the prosecution and maintenance costs related to the patents and patent applications that were licensed to IV that were previously borne by us.

We believe that our current cash, cash equivalents, and short-term marketable securities balances will satisfy our projected working capital and capital expenditure requirements for at least the next 12 months. Thereafter, we anticipate continuing to use cash, cash equivalents and marketable securities balances to satisfy our projected working capital and capital expenditure requirements.

We may use cash resources to fund acquisitions or investments in complementary businesses, technologies or product lines. In order to take advantage of opportunities, we may find it necessary to obtain additional equity financing, debt financing, or credit facilities. We do not believe at this time, however, that our long-term working capital and capital expenditures would require us to take steps to remedy any such potential deficiencies. If it were necessary to obtain additional financing or credit facilities, we may not be able to do so, or if these funds are available, they may not be available on satisfactory terms.

Off-Balance Sheet Arrangements

Other than the contractual obligations noted above, we do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenue or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

Recent Accounting Pronouncements

In April 2010, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2010-17, Revenue Recognition – Milestone Method (Topic 605): Milestone Method of Revenue Recognition, a consensus of the FASB Emerging Issues Task Force, which provides guidance on defining a milestone and determining when it may be appropriate to apply the milestone method of revenue recognition for research or development transactions. ASU No. 2010-17 is effective for milestones achieved in fiscal years, and interim periods within those years, beginning on or after June 15, 2010. We have assessed the impact of this standard and do not believe that the provisions of this standard will have a material impact on our financial condition or results of operations.

In October 2009, the FASB issued ASU No. 2009-13, Revenue Recognition: Multiple-Deliverable Revenue Arrangements—a consensus of the FASB Emerging Issues Task Force, which eliminates the use of the residual method for allocating consideration, as well as the criteria that requires objective and reliable evidence of fair value of undelivered elements in order to separate the elements in a multiple-element arrangement. By removing the criterion requiring the use of objective and reliable evidence of fair value in separately accounting for deliverables, the recognition of revenue will more closely align with the economics of the revenue arrangements.

48

The standard also will replace the term “fair value” in the revenue allocation guidance with “selling price” to clarify that the allocation of revenue is based on entity-specific assumptions rather than assumptions of a marketplace participant. ASU No. 2009-13 is effective for revenue arrangements entered or materially modified in fiscal years beginning on or after June 15, 2010. We have assessed the impact of this standard and do not believe that the provisions of this standard will have a material impact on our financial condition or results of operations.

Forward-Looking Statements

This Annual Report on Form 10-K includes “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934 and Section 27A of the Securities Act of 1933. Words such as “may,” “plan,” “should,” “could,” “expect,” “anticipate,” “intend,” “believe,” “project,” “forecast,” “estimate,” “continue,” variations of such terms or similar expressions are intended to identify such forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, or other statements made by us, are made based on our expectations and beliefs concerning future events impacting us, and are subject to uncertainties and factors (including those specified below), which are difficult to predict and, in many instances, are beyond our control. As a result, our actual results could differ materially from those expressed in or implied by any such forward-looking statements, and investors are cautioned not to place undue reliance on such statements. We believe that the following factors, among others (including those described in Item 1A. “Risk Factors”), could affect our future performance and the liquidity and value of our securities and cause our actual results to differ materially from those expressed or implied by forward-looking statements made by us:

• concentration of revenues with few customers comprising a large majority of the revenues;

• trends and expectations in revenue growth;

• our future level of investment in our business and the joint ventures in which we have invested, including investment in research, development and engineering of products and technology, development of our intellectual properties, the acquisition of new customers and development of new market opportunities;

• our ability to improve margins;

• anticipated expenses, costs, margins and investment activities in the foreseeable future;

• anticipated revenue to be generated from current contracts and as a result of new programs;

• variability of contracted arrangements;

• our profitability in future periods;

• business opportunities that could require that we seek additional financing;

• the size and growth of our markets;

• the existence of international growth opportunities and our future investment in such opportunities;

• the source of our future revenue;

• our expected short-term and long-term liquidity positions;

• our ability to fund our working capital needs through cash flow from operations;

• capital market conditions, including the recent economic crisis, interest rate volatility and other limitations on the availability of capital, which could have an impact on our cost of capital and our ability to access the capital markets;

• our use of cash in upcoming quarters;

• anticipated levels of backlog in future periods;

49

• the success of our arrangements with Intellectual Ventures;

• protection of our intellectual property portfolio; and

• other risks detailed in our filings with the Securities and Exchange Commission, including the risk factors set forth in Item 1A. “Risk Factors.”

We believe that the factors specified above and the risk factors contained in Item 1A, among others, could affect our future performance and the liquidity and value of our securities and cause our actual results to differ materially from those expressed or implied by forward-looking statements made by us or on our behalf. Investors should understand that it is not possible to predict or identify all risk factors and that there may be other factors that may cause our actual results to differ materially from the forward-looking statements. All forward-looking statements made by us or by persons acting on our behalf apply only as of the date of this Annual Report. We do not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise after the date of the filing of this Annual Report on Form 10-K.

ITEM 7A: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our exposure to market risk for changes in interest rates relates primarily to the increase or decrease in the amount of interest income we can earn on our investment portfolio. We do not use derivative financial instruments in our investment portfolio. We attempt to ensure the safety and preservation of our invested principal funds by limiting default risk, market risk and investment risk. We mitigate default risk by investing in low-risk securities. At December 31, 2010, we had an investment portfolio of money market funds, commercial securities and U.S. government securities, including those classified as cash and cash equivalents, and short- and long-term marketable securities, totaling $45.9 million. The original maturities of our investment portfolio range from 24 to 1,000 plus days with an average interest rate of 0.6%. If market interest rates were to increase immediately and uniformly by 10% from levels as of December 31, 2010, the decline of the fair market value of the fixed income portfolio would not be material.

ITEM 8: FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Our Financial Statements and the accompanying Notes that are filed as part of this Annual Report are listed under Part III, Item 15, Exhibits and Financial Statement Schedules and are set forth beginning on page F-1 immediately following the signature page of this Form 10-K.

ITEM 9: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

On December 21, 2010, we dismissed Grant Thornton LLP (“GT”) as our independent registered public accounting firm. The decision to dismiss GT was approved by the Audit Committee of the Board of Directors.

During 2010, there was one disagreement with GT on a matter of accounting principles in which GT communicated that it disagreed with our proposed accounting treatment concerning revenue recognition related to the patent licensing arrangement entered into between us and IV Digital Multimedia Inventions, LLC, an affiliate of Intellectual Ventures (“IV”), on October 5, 2010. The Audit Committee has periodically discussed this matter and its status with GT. The accounting treatment for this transaction remained unresolved at the time of GT’s dismissal.

As discussed in Note 4 of our financial statements, we are recognizing license revenue from the transaction with IV as payments become due and payable because of the extended nature of the payment terms. This resulted in $5,275 of revenue being recognized in the December 31, 2010 financial statements.

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ITEM 9A: CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, have carried out an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934) as of the end of the period covered by this Form 10-K.

Based on our evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures, as of the end of the period covered by this Form 10-K, were effective in ensuring that information required to be disclosed by us in reports that we file or submit under the Securities Exchange Act of 1934 is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and (ii) accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

Management’s Report on Internal Control Over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934. Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. GAAP.

Any control system, no matter how well conceived and operated, and because of inherent limitations, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Management is committed to continue monitoring our internal controls over financial reporting and will modify or implement additional controls and procedures that may be required to ensure the ongoing integrity of our financial statements.

With the participation of our Chief Executive Officer and Chief Financial Officer, management conducted an evaluation of the effectiveness of internal control over financial reporting based on the framework established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission, (COSO). Based on this evaluation, management has concluded that internal control over financial reporting was effective as of the end of the period covered by this Form 10-K based on those criteria.

There was no change in our internal control over financial reporting that occurred during the quarter ended December 31, 2010 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Our independent auditors have issued an audit report on the effectiveness of our internal control over financial reporting as of December 31, 2010, which is included herein.

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Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders

Digimarc Corporation:

We have audited Digimarc Corporation’s internal control over financial reporting as of December 31, 2010, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Digimarc Corporation’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying “Management’s Report on Internal Control Over Financial Reporting.” Our responsibility is to express an opinion on Digimarc Corporation’s internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, Digimarc Corporation maintained, in all material respects, effective internal control over financial reporting as of December 31, 2010, based on criteria established in Internal Control—Integrated Framework issued by COSO.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the balance sheet of Digimarc Corporation as of December 31, 2010 and the related statements of operations, shareholders’ equity, and cash flows for the year ended December 31, 2010 and our report dated March 3, 2011 expressed an unqualified opinion on those financial statements.

/s/ KPMG LLP

Portland, Oregon

March 3, 2011

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ITEM 9B: OTHER INFORMATION

None.

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PART III

Certain information required by Part III of this Annual Report on Form 10-K is incorporated herein by reference to the Proxy Statement for our 2011 annual meeting of shareholders, which we intend to file no later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K.

ITEM 10: DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Code of Ethics

We have adopted a Code of Business Conduct that applies to our principal executive officer, principal financial officer and controller, as well as a Code of Ethics for Financial Professionals that applies to our principal financial officer and controller. We have made these codes available in the Corporate Governance section of our website at www.digimarc.com/about/governance. If we waive, or implicitly waive, any material provision of the codes, or substantively amend the codes, we will disclose that fact on our website within four business days.

The other information required by this item is incorporated herein by reference to the information in the Proxy Statement, which we intend to file with the SEC no later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K under the captions “Election of Directors,” “Management,” “Audit Committee,” and “Section 16(a) Beneficial Ownership Reporting Compliance.”

ITEM 11: EXECUTIVE COMPENSATION

The information required by this item is incorporated herein by reference to the information in the Proxy Statement, which we intend to file with the SEC no later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K, under the captions “Director Compensation,” and “Executive Compensation” “Compensation Committee Interlocks and Insider Participation” and “Compensation Committee Report.”

ITEM 12: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The information required by this item is incorporated herein by reference to the information in the Proxy Statement, which we intend to file with the SEC no later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K, under the captions “Security Ownership of Certain Beneficial Owners and Management” and “Equity Compensation Plan Information.”

ITEM 13: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The information required by this item is incorporated herein by reference to the information in the Proxy Statement, which we intend to file with the SEC no later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K under the caption “Election of Directors—Determination of Independence,” and “Related Person Transactions.”

ITEM 14: PRINCIPAL ACCOUNTANT FEES AND SERVICES

The information required by this item is incorporated herein by reference to the information in the Proxy Statement, which we intend to file with the SEC no later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K, under the caption “Audit Fees.”

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ITEM 15: EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)(1) Financial Statements

The following documents are filed as part of this Annual Report on Form 10-K:

(i) Report of Independent Registered Public Accounting Firm – KPMG LLP

(ii) Report of Independent Registered Public Accounting Firm – Grant Thornton LLP

(iii) Report of Independent Registered Public Accounting Firm – Grant Thornton LLP

(iv) Balance Sheets as of December 31, 2010 and 2009

(v) Statements of Operations for the years ended December 31, 2010 and 2009, the Period August 2, 2008 through December 31, 2008, and the Period January 1, 2008 through August 1, 2008

(vi) Statements of Shareholders’ Equity for the years ended December 31, 2010 and 2009, the Period August 2, 2008 through December 31, 2008, and the Period January 1, 2008 through August 1, 2008

(vii) Statements of Cash Flows for the years ended December 31, 2010 and 2009, the Period August 2, 2008 through December 31, 2008, and the Period January 1, 2008 through August 1, 2008

(viii) Notes to Financial Statements

(a)(2) Financial Statement Schedules

All schedules have been omitted since they are not required or are not applicable or the required information is shown in the financial statements or related notes.

(a)(3) Exhibits

See the Exhibit Index at page E-1 of this Annual Report on Form 10-K.

(c) TVaura LLC Financial Statements (A Development Stage Company)

The following documents are filed as part of this Annual Report on Form 10-K:

(i) Report of Independent Registered Public Accounting Firm – KPMG LLP

(ii) Balance Sheets as of December 31, 2010 and 2009

(iii) Statements of Operations for the year ended December 31, 2010, the Period June 11, 2009 (inception) through December 31, 2009 and the Period June 11, 2009 (inception) through December 31, 2010

(iv) Statements of Members’ Equity for the year ended December 31, 2010, and the Period June 11, 2009 (inception) through December 31, 2009

(v) Statements of Cash Flows for the year ended December 31, 2010, the Period June 11, 2009 (inception) through December 31, 2009 and the Period June 11, 2009 (inception) through December 31, 2010

(vi) Notes to Financial Statements

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	DIGIMARC CORPORATION
Date: March 3, 2011	By:	/s/    MICHAEL MCCONNELL
		Michael McConnell Title: Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

Signature	Title	Date
/s/    BRUCE DAVIS         Bruce Davis	Chief Executive Officer and Chairman of the Board of Directors (Principal Executive Officer)	March 3, 2011
/s/    MICHAEL MCCONNELL         Michael McConnell	Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer)	March 3, 2011
/s/    PETER W. SMITH         Peter W. Smith	Director	March 3, 2011
/s/    JAMES T. RICHARDSON         James T. Richardson	Director	March 3, 2011
/s/    WILLIAM J. MILLER         William J. Miller	Director	March 3, 2011
/s/    BERNARD WHITNEY         Bernard Whitney	Director	March 3, 2011

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DIGIMARC CORPORATION INDEX TO FINANCIAL STATEMENTS

	Page
Report of Independent Registered Public Accounting Firm – KPMG LLP		F-2
Report of Independent Registered Public Accounting Firm – Grant Thornton LLP		F-3
Report of Independent Registered Public Accounting Firm – Grant Thornton LLP		F-4
Balance Sheets		F-5
Statements of Operations		F-6
Statements of Shareholders’ Equity		F-7
Statements of Cash Flows		F-8
Notes to Financial Statements		F-9

F-1

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders

Digimarc Corporation:

We have audited the accompanying balance sheet of Digimarc Corporation as of December 31, 2010 and the related statements of operations, shareholders’ equity, and cash flows for the year ended December 31, 2010. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Digimarc Corporation as of December 31, 2010, and the results of its operations and its cash flows for the year ended December 31, 2010 in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Digimarc Corporation’s internal control over financial reporting as of December 31, 2010, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) and our report dated March 3, 2011expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

/s/ KPMG LLP

Portland, Oregon

March 3, 2011

F-2

Report of Independent Registered Public Accounting Firm

Board of Directors and Shareholders

Digimarc Corporation

We have audited the accompanying balance sheet of Digimarc Corporation (the “Company”) as of December 31, 2009 and the related statements of operations, shareholders’ equity, and cash flows for the year ended December 31, 2009 and the period from August 2, 2008 through December 31, 2008. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Digimarc Corporation as of December 31, 2009, and the results of its operations and its cash flows for the year ended December 31, 2009 and the period from August 2, 2008 through December 31, 2008 in conformity with accounting principles generally accepted in the United States of America.

/s/ GRANT THORNTON LLP

Portland, Oregon

February 24, 2010

F-3

Report of Independent Registered Public Accounting Firm

Board of Directors and Shareholders

Digimarc Corporation

We have audited the accompanying statements of operations, shareholders’ equity, and cash flows of New Digimarc Corporation (the “Predecessor”, a carved-out business unit of Old Digimarc Corporation) for the period from January 1, 2008 through August 1, 2008. These financial statements are the responsibility of the Predecessor’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Predecessor is not required to have, nor were we engaged to perform an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Predecessor’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the results of operations and cash flows of the Predecessor for the period from January 1, 2008 through August 1, 2008 in conformity with accounting principles generally accepted in the United States of America.

As more fully described in Note 1 to the financial statements, certain expenses of the Predecessor represent allocations from Old Digimarc Corporation. The accompanying financial statements include such allocations and may not necessarily be representative of the results of operations had the Predecessor operated as an unaffiliated company during the period presented.

/s/ GRANT THORNTON LLP

Portland, Oregon

August 6, 2010

F-4

DIGIMARC CORPORATION

BALANCE SHEETS

(In thousands, except share data)

	December 31, 2010		December 31, 2009
ASSETS
Current assets:
Cash and cash equivalents	$	6,340	$	8,884
Marketable securities		28,441		33,902
Trade accounts receivable, net		3,481		3,570
Other current assets		1,345		872
Total current assets		39,607		47,228
Marketable securities		11,163		—
Property and equipment, net		1,330		1,114
Intangibles, net		2,174		1,302
Investments in joint ventures		1,029		409
Other assets		462		430
Total assets	$	55,765	$	50,483
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable and other accrued liabilities	$	1,519	$	1,407
Deferred revenue		2,562		2,318
Total current liabilities		4,081		3,725
Deferred rent and other long-term liabilities		525		99
Total liabilities		4,606		3,824
Commitments and contingencies (Note 15)
Shareholders’ equity:
Preferred stock (10,000 shares issued and outstanding at December 31, 2010 and 2009)		50		50
Common stock (7,443,450 and 7,205,701 shares issued and outstanding at December 31, 2010 and 2009, respectively)		7		7
Additional paid-in capital		49,609		49,283
Retained earnings (accumulated deficit)		1,493		(2,681	)
Total shareholders’ equity		51,159		46,659
Total liabilities and shareholders’ equity	$	55,765	$	50,483

See Notes to Financial Statements.

F-5

DIGIMARC CORPORATION

STATEMENTS OF OPERATIONS

(In thousands, except per share data)

	Successor			Successor			Successor			Predecessor
	Year Ended December 31, 2010			Year Ended December 31, 2009			Period August 2, 2008 through December 31, 2008			Period January 1, 2008 through August 1, 2008
Revenue:
Service	$	12,324		$	10,845		$	4,064		$	6,456
License and subscription		18,826			8,226			3,768			5,494
Total revenue		31,150			19,071			7,832			11,950
Cost of revenue:
Service		6,464			6,090			2,248			3,519
License and subscription		236			211			114			145
Total cost of revenue		6,700			6,301			2,362			3,664
Gross profit		24,450			12,770			5,470			8,286
Operating expenses:
Sales and marketing		3,545			3,034			1,154			1,928
Research, development and engineering		5,687			4,989			1,772			2,071
General and administrative		7,864			6,299			2,597			2,349
Intellectual property		1,203			1,013			304			1,102
Total operating expenses		18,299			15,335			5,827			7,450
Operating income (loss)		6,151			(2,565	)		(357	)		836
Net loss from joint ventures		(2,180	)		(691	)		—			—
Interest income, net		245			522			(443	)		590
Income (loss) before provision for income taxes		4,216			(2,734	)		86			1,426
Provision for income taxes		(42	)		(23	)		(10	)		(11	)
Net income (loss)	$	4,174		$	(2,757	)	$	76		$	1,415
Earnings (loss) per share:
Net income per share—basic	$	0.59		$	(0.39	)	$	0.01
Net income per share—diluted	$	0.55		$	(0.39	)	$	0.01
Weighted average shares outstanding—basic		7,120			7,140			7,156
Weighted average shares outstanding—diluted		7,623			7,140			7,156
Pro-forma earnings per share:
Net income per share—basic										$	0.20
Net income per share—diluted										$	0.20
Weighted average shares outstanding—basic											7,143
Weighted average shares outstanding—diluted											7,143

See Notes to Financial Statements.

F-6

DIGIMARC CORPORATION

STATEMENTS OF SHAREHOLDERS’ EQUITY

(In thousands, except share data)

	Preferred stock				Common stock					Additional paid-in capital			Retained Earnings (accumulated Deficit)			Net Parent Investment			Total shareholders’ equity
	Shares		Amount		Shares			Amount
PREDECESSOR
BALANCE AT DECEMBER 31, 2007		—	$	—		—		$	—	$	—		$	—		$	34,839		$	34,839
Cash from Parent stock activity		—		—		—			—		—			—			23,862			23,862
Stock compensation allocated from Parent		—		—		—			—		—			—			914			914
Net activity with Parent		—		—		—			—		—			—			(13,237	)		(13,237	)
Net income		—		—		—			—		—			—			1,415			1,415
BALANCE AT AUGUST 1, 2008		—	$	—		—		$	—	$	—		$	—		$	47,793		$	47,793
SUCCESSOR
August 2, 2008: Stock issued through spin-off of Digimarc		10,000	$	50		7,143,442		$	7	$	47,736		$	—		$	(47,793	)	$	—
Issuance of restricted common stock		—		—		136,000			—		—			—			—			—
Stock compensation expense		—		—		—			—		532			—			—			532
Net income		—		—		—			—		—			76			—			76
BALANCE AT DECEMBER 31, 2008		10,000		50		7,279,442			7		48,268			76			—			48,401
Issuance of common stock		—		—		28,343			—		273			—			—			273
Issuance of restricted common stock		—		—		22,200			—		—			—			—			—
Purchase and retirement of common stock		—		—		(124,284	)		—		(1,737	)		—			—			(1,737	)
Stock compensation expense		—		—		—			—		2,479			—			—			2,479
Net loss		—		—		—			—					(2,757	)		—			(2,757	)
BALANCE AT DECEMBER 31, 2009		10,000		50		7,205,701			7		49,283			(2,681	)		—			46,659
Issuance of common stock		—		—		313,832			—		3,045			—			—			3,045
Issuance of restricted common stock		—		—		124,560			—		—			—			—			—
Purchase and retirement of common stock		—		—		(200,643	)		—		(5,824	)		—			—			(5,824	)
Stock compensation expense		—		—		—			—		3,105			—			—			3,105
Net income		—		—		—			—		—			4,174			—			4,174
BALANCE AT DECEMBER 31, 2010		10,000	$	50		7,443,450		$	7	$	49,609		$	1,493		$	—		$	51,159

See Notes to Financial Statements.

F-7

DIGIMARC CORPORATION

STATEMENTS OF CASH FLOWS

(In thousands)

	Successor			Successor			Successor			Predecessor
	Year Ended December 31, 2010			Year Ended December 31, 2009			Period August 2, 2008 through December 31, 2008			Period January 1, 2008 through August 1, 2008
Cash flows from operating activities:
Net income (loss)	$	4,174		$	(2,757	)	$	76		$	1,415
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization		644			589			198			568
Stock-based compensation expense		3,068			2,444			532			913
Net loss from joint ventures		2,180			691			—			—
Increase (decrease) in allowance for doubtful accounts		—			—			—			(43	)
Other non-cash charges		—			—			—			405
Changes in operating assets and liabilities:
Trade accounts receivable		89			269			(762	)		718
Other current assets		(473	)		3			3,882			(4,370	)
Other assets		(32	)		(283	)		40			(103	)
Accounts payable and other accrued liabilities		507			(65	)		(12,639	)		13,384
Deferred revenue		275			(112	)		366			(677	)
Net cash provided by (used in) operating activities		10,432			779			(8,307	)		12,210
Cash flows from investing activities:
Purchase of property and equipment		(781	)		(460	)		(76	)		(799	)
Capitalized patent costs		(914	)		(842	)		(448	)		—
Investments in joint ventures		(2,800	)		(1,100	)		—			—
Sale or maturity of marketable securities		122,176			43,708			95,553			136,767
Purchase of marketable securities		(127,878	)		(50,626	)		(118,688	)		(137,048	)
Net cash used in investing activities		(10,197	)		(9,320	)		(23,659	)		(1,080	)
Cash flows from financing activities:
Cash from Parent stock activity		—			—			—			23,862
Net activity with Parent		—			—			—			(13,237	)
Issuance of common stock		3,045			273			—			—
Purchase of common stock		(5,824	)		(1,737	)		—			—
Principal payments under capital lease obligations		—			(39	)		(6	)		—
Net cash provided by (used in) financing activities		(2,779	)		(1,503	)		(6	)		10,625
Net increase (decrease) in cash and cash equivalents		(2,544	)		(10,044	)		(31,972	)		21,755
Cash and cash equivalents at beginning of period		8,884			18,928			50,900			29,145
Cash and cash equivalents at end of period	$	6,340		$	8,884		$	18,928		$	50,900
Supplemental disclosure of cash flow information:
Cash paid for income taxes	$	42		$	23		$	10		$	11
Supplemental schedule of non-cash investing activities:
Stock-based compensation capitalized to patent costs	$	37		$	35		$	—		$	—

See Notes to Financial Statements.

F-8

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS

(In thousands, except share and per share data)

(1) Description of Business and Summary of Significant Accounting Policies

Description of Business

Digimarc Corporation (“Digimarc” or the “Company”) enables governments and enterprises around the world to give digital identities to media and objects that computers can sense and recognize and to which they can react. The Company’s technology provides the means to infuse persistent digital information, perceptible only to computers and digital devices, into all forms of media content. The unique digital identifier placed in media generally persists with it regardless of the distribution path and whether it is copied, manipulated or converted to a different format, and does not affect the quality of the content or the enjoyment or other traditional uses of it. The Company’s technology permits computers and digital devices to quickly identify relevant data from vast amounts of media content.

The Company

The Company was formed as DMRC LLC on June 18, 2008 and began independent operations on on August 2, 2008 through a spin-out transaction of the watermarking business of the former Digimarc Corporation into a new company which retained the former name. The record holders were provided a proportional share of common stock of Digimarc Corporation in relation to their holdings in the former company. The shareholders received their shares effective October 16, 2008. The Company was originally incorporated as a Delaware corporation, but has re-incorporated in Oregon, where the corporate offices are located, in 2010 following shareholder approval at its Annual Meeting.

Acquisition of Old Digimarc and Separation of DMRC Corporation

On June 29, 2008, the former Digimarc Corporation (“Old Digimarc”) entered into an amended and restated merger agreement, as amended by Amendment No. 1 dated as of July 17, 2008, which we refer to as the Old Digimarc/L-1 merger agreement, with L-1 Identity Solutions, Inc. and Dolomite Acquisition Co., a wholly owned subsidiary of L-1, pursuant to which Dolomite, in a transaction which we refer to as the offer, purchased more than 90% of the outstanding shares of Old Digimarc common stock, together with the associated preferred stock purchase rights, for $12.25 per share. On August 13, 2008, following the completion of the offer, Dolomite merged with and into Old Digimarc with Old Digimarc continuing as the surviving company and a wholly owned subsidiary of L-1.

On August 1, 2008, prior to the initial expiration of the offer, Old Digimarc contributed all of the assets and liabilities related to its digital watermarking business, which we refer to as the Digital Watermarking Business, together with all of Old Digimarc’s cash, to DMRC LLC. Following the restructuring, all of the limited liability company interests of DMRC LLC were transferred to a newly created trust for the benefit of Old Digimarc record holders. DMRC LLC then merged with and into DMRC Corporation, and each limited liability company interest of DMRC LLC was converted into one share of common stock of DMRC Corporation. After completion of the Old Digimarc/L-1 merger, DMRC Corporation changed its name to Digimarc Corporation. The shares of Digimarc common stock were held by the trust until the Form 10, General Form for Registration of Securities, was declared effective by the Securities and Exchange Commission (“SEC”) on October 16, 2008, at which time the shares were distributed to Old Digimarc record holders, as beneficiaries of the trust, pro rata in accordance with their ownership of shares of Old Digimarc common stock on August 1, 2008 at 5:30 pm Eastern time, the spin-off record date and time. Each Old Digimarc record holder was entitled to receive one share of Digimarc common stock for every three and one half shares of Old Digimarc common stock held by the shareholder as of the spin-off record date and time.

F-9

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

Use of Estimates

The preparation of financial statements in accordance with accounting principles generally accepted in the U.S. requires Digimarc to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. Certain of the Company’s accounting policies require higher degrees of judgment than others in their application. These include revenue recognition on long-term service contracts, impairments and estimation of useful lives of long-lived assets, contingencies and litigation, patent costs, stock-based compensation and income taxes (valuation allowance). Digimarc bases its estimates on historical experience and on various other assumptions that are believed to be reasonable in the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

Reclassifications

Certain prior period amounts in the accompanying financial statements and notes thereto have been reclassified to conform to current period presentation. These reclassifications had no material effect on the results of operations or financial position for any period presented.

Specifically, on the balance sheet, the “accrued payroll and related costs” and “accrued merger related liabilities” line items have been reclassed with “accounts payable and other accrued liabilities.” On the statement of operations, the “transitional services” line item has been reclassed with “general and administrative.”

Cash Equivalents

The Company considers all highly liquid marketable securities with original maturities of 90 days or less at the date of acquisition to be cash equivalents. Cash equivalents include money market funds, certificates of deposit, commercial paper, and investments in government bonds totaling $6,036 and $8,197 at December 31, 2010 and 2009, respectively. Cash equivalents are carried at cost or amortized cost, which approximates market.

Marketable Securities

The Company considers all investments with original maturities over 90 days that mature in less than one year to be short-term marketable securities. Both short- and long-term marketable securities include federal agency notes, company notes, and commercial paper. The Company’s marketable securities are classified as held-to-maturity as of the balance sheet date and are reported at amortized cost, which approximates market.

A decline in the market value of any security below cost that is deemed to be other-than-temporary results in a reduction in carrying amount of fair value. The impairment is charged to earnings and a new cost basis for the security is established. To determine whether an impairment is other-than-temporary, the Company considers whether it has the ability and intent to hold the investment until a market price recovery and considers whether evidence indicating that the cost of the investment is recoverable outweighs evidence to the contrary. There have been no other-than-temporary impairments identified or recorded by the Company.

Premiums and discounts are amortized or accreted over the life of the related security as an adjustment to yield using a method that approximates the effective interest method. Under this method, dividend and interest income are recognized when earned.

F-10

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

Fair Value of Financial Instruments

ASC 820 “Fair Value Measurements and Disclosures” defines fair value, establishes a framework for measuring fair value under generally accepted accounting principles, and enhances disclosures about fair value measurements. ASC 820 describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value, which are the following:

• Level 1—Pricing inputs are quoted prices available in active markets for identical investments as of the reporting date.

• Level 2—Pricing inputs are quoted for similar investments, or inputs that are observable, either directly or indirectly, for substantially the full term through corroboration with observable market data. Level 2 includes investments valued at quoted prices adjusted for legal or contractual restrictions specific to these investments.

• Level 3—Pricing inputs are unobservable for the investment, that is, inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Level 3 includes private portfolio investments that are supported by little or no market activity.

ASC 825 “Financial Instruments” allows an entity the irrevocable option to elect fair value for the initial and subsequent measurement for specified financial assets and liabilities on a contract-by-contract basis. The Company did not elect the fair value option under this statement as to specific assets or liabilities.

The estimated fair values of the Company’s financial instruments, which include cash and cash equivalents, short-term marketable securities, accounts receivable, accounts payable and accrued payroll approximate their carrying values due to the short-term nature of these instruments. The carrying amounts of capital leases approximate fair value because the stated interest rates approximate current market rates. These items are valued using either Level 1 or Level 2 inputs.

	December 31, 2010		December 31, 2009
Marketable securities, at amortized cost	$	43,898	$	37,402
Cash equivalents, included above	$	4,294	$	3,500
Money market funds, included above	$	1,742	$	4,697

The Company records marketable securities at amortized costwhich approximates fair value. The fair value is based on quoted market prices in active markets for identical assets, a Level 1 input.

Concentrations of Business and Credit Risk

A significant portion of the Company’s business depends on a limited number of large contracts. The loss of any large contract may result in loss of revenue and margin on a prospective basis. Financial instruments that potentially subject Digimarc to concentrations of credit risk consist primarily of cash and cash equivalents, marketable securities, and trade accounts receivable. Digimarc places its cash and cash equivalents with major banks and financial institutions and at times deposits may exceed insured limits. Other than cash used for operating needs, which may include short-term marketable securities with the Company’s principal banks, Digimarc’s investment policy limits its credit exposure to any one financial institution or type of financial instrument by limiting the maximum of 5% or $1,000, whichever is greater, to be invested in any one issuer except for the U.S. Government and U.S. federal agencies, which have no limits, at the time of purchase. The

F-11

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

Company’s investment policy also limits its credit exposure by limiting the maximum of 40% of our cash and cash equivalents and marketable securities, or $15 million, whichever is greater, to be invested in any one industry category, e.g., financial or energy industries, at the time of purchase. As a result, Digimarc’s credit risk associated with cash and cash equivalents and investments is believed to be minimal.

Equity Method Investments

The Company accounts for the joint ventures under the equity method of accounting pursuant to ASC 323 “Investments – Equity Method and Joint Ventures.” Under the equity method, investments are carried at cost, plus or minus the Company’s proportionate share, based on present ownership interests, of: (a) the investee’s profit or loss after the date of acquisition; (b) changes in the Company’s equity that have not been recognized in the investee’s profit or loss; and (c) certain other adjustments. Distributions received from the investee (such as dividends) reduce the carrying amount of the investment.

The Company reviews its equity investments for impairment whenever there is a loss in value of an investment which is other than a temporary decline. The Company conducts its equity investment impairment analyses in accordance with ASC 323, which requires the Company to record an impairment charge for a decrease in value of an investment when the decline in the investment is considered to be other than temporary.

Impairment of Long-Lived Assets

The Company accounts for long-lived assets in accordance with the provisions of ASC 360 “Property, Plant and Equipment.” This statement requires that long-lived assets and certain identifiable intangibles be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net undiscounted cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Fair value is determined based on discounted cash flows or appraised values, depending on the nature of the asset. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. Through December 31, 2010, there have been no such impairment losses.

Research and Development

Research and development costs are expensed as incurred as defined in ASC 730 “Research and Development.”

Software Development Costs

Under ACS 985 “Software,” software development costs are to be capitalized beginning when a product’s technological feasibility has been established and ending when a product is made available for general release to customers. To date, the establishment of technological feasibility of the Company’s products has occurred shortly before general release and, therefore, software development costs qualifying for capitalization have been immaterial. Accordingly, the Company has not capitalized any software development costs and has charged all such costs to research and development expense.

F-12

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

Advertising Costs

Advertising costs are expensed as incurred. Total advertising expenses for the years ended December 31, 2010 and 2009 and the period August 2, 2008 through December 31, 2008 totaled $113, $29 and $7, respectively. Advertising costs for the period January 1, 2008 through August 1, 2008 were not allocated to the predecessor company as the amount was immaterial.

Patent Costs

Costs associated with the application and award of patents in the U.S. and various other countries are capitalized and amortized on a straight-line basis over the term of the patents as determined at award date, which varies depending on the pendency period of the application, generally approximating seventeen years. Capitalized patent costs include internal legal labor, professional legal fees, government filing fees and translation fees related to obtaining the Company’s patent portfolio. Such costs were expensed in the predecessor financial statements.

Costs associated with the maintenance and annuity fees of patents are accounted for as prepaid assets at the time of payment and amortized over the respective periods, generally from one to four years. These costs were expensed in the predecessor financial statements.

Revenue Recognition

See Note 3 for detail disclosures of the Company’s revenue recognition policy.

Stock-Based Compensation

ASC 718 requires the measurement and recognition of compensation for all stock-based awards made to employees and directors including stock options and restricted stock based on estimated fair values.

The Company uses the Black-Scholes option pricing model as its method of valuation for stock-based awards. The Company’s determination of the fair value of stock-based awards on the date of grant using an option pricing model is affected by its stock price as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited to, the expected life of the award, the Company’s expected stock price volatility over the term of the award and actual and projected exercise behaviors. Although the fair value of stock-based awards is determined in accordance with ASC 718 and SAB No. 107 Shared-Based Payment, the Black-Scholes option pricing model requires the input of highly subjective assumptions, and other reasonable assumptions could provide differing results.

Income Taxes

The Company accounts for income taxes under the asset and liability method. Under the asset and liability method, deferred income taxes reflect the future tax consequences of differences between the tax bases of assets and liabilities and their financial reporting amounts at each year-end. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are established when necessary to reduce tax assets to the amount expected to be realized.

F-13

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

Basis of Accounting: Predecessor Financial Statements

The predecessor financial statements include certain accounts of Old Digimarc and the assets, liabilities and results of operations of Old Digimarc’s Digital Watermarking Business that were separated, or “carved-out” from Old Digimarc. The operating expenses included in the predecessor financial statements include proportional allocations of various shared services common costs of Old Digimarc because specific identification of the expenses was not practicable. The common costs include expenses from Old Digimarc related to various operating shared services cost centers, including executive, finance and accounting, human resources, legal, marketing, intellectual property, facilities and information technology.

Management believes that the assumptions underlying the predecessor financial statements are reasonable. The cost allocation methods applied to certain shared services common cost centers include the following:

• Specific identification. Where the amounts were specifically identified to the predecessor or Old Digimarc’s Secure ID Business, they were classified accordingly.

• Reasonable allocation. Where the amounts were not clearly or specifically identified, management determined if a reasonable allocation method could be applied. For example, in the shared services human resources (“HR”) cost center, management allocated the costs based on the relative headcount of the predecessor and Old Digimarc’s Secure ID Business. This allocation was based on the assumption that HR support costs should be relatively equal per employee. In the intellectual property cost center, management allocated the costs based on the relative number of patents that were used by each business.

• General allocation approach. For consistency, when specific identification or the reasonable allocation method did not seem to fit the situation, management used a general allocation approach. This approach consisted of a blended rate based on what management determined to be the primary drivers for shared services:

• Revenue ratio between the businesses.

• Property and equipment balances, which served as a proxy for capital expenditures. The effort expended on capital projects is a factor in the expense and effort of shared services. To avoid fluctuations that occur in capital spending, management believes that these allocated balances represent a relative trend of capital spending between the businesses. In determining the relative balances of property, management excluded the central information technology assets because they supported the entire organization.

• Headcount between the businesses.

Other key assumptions differing from the historical accounting of Old Digimarc:

• Cash: All cash balances of Old Digimarc are treated as retained by Digimarc, consistent with the Old Digimarc/L-1 merger agreement. Accordingly, restricted cash on the books of Old Digimarc that related directly to its operations flowed through to Digimarc in these financial statements as non-restricted cash included in cash and cash equivalents in the predecessor financial statements. The letters of credit that required the restricted cash remained with Old Digimarc following its acquisition by L-1.

• Incentive compensation allocations to cost of services: Cost of incentive compensation related to bonus and stock compensation charges for employees in the research, development and engineering cost centers was not considered significant to Old Digimarc’s consolidated operations during the periods reported and were treated as research, development and engineering costs in Old Digimarc’s financial

F-14

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

statements. For Digimarc’s reporting purposes, these incentive compensation costs have been allocated to cost of services to the extent that their pro rata salary allocations were made to the cost of services expense category. The impact for the reported period ranged from a 1% to 3% reduction in margins compared to the results had the allocations not been made.

• Pro-forma earnings (loss) per share (unaudited): The weighted average shares outstanding—basic and diluted of 7,143,442 was calculated based on a distribution ratio of one share of Digimarc common stock for every three and one-half shares of Old Digimarc common stock, excluding shares held in treasury, outstanding at August 1, 2008, the date of the spin-off of Digimarc from Old Digimarc.

• Stock activity: All stock activity (transactions from stock options, restricted stock, employee stock purchase plan and stock compensation) was carried on the books of Old Digimarc. All net cash from these activities was retained by Digimarc and stock-based compensation expense associated with stock activity was allocated to the predecessor in accordance with the basis of accounting methodology outlined above.

• Capital leases: Digimarc shares various infrastructure activities with Old Digimarc and was charged for its allocated share of capital lease costs in the form of allocated depreciation and interest expense. The assets and liabilities associated with the capital leases were carried on the books of Old Digimarc.

• Leasehold improvements: Digimarc occupies the majority of Old Digimarc’s Beaverton facility and assumed the lease and most all related furniture, fixtures and leasehold improvements when Old Digimarc completed the spin-off of Digimarc. The leasehold was recorded as part of property and equipment on the balance sheet of Digimarc, and as a result, pro rata depreciation and rent expenses were allocated to Old Digimarc.

• Intercompany transactions: With the retention by Digimarc of all of Old Digimarc cash, Digimarc’s cash balances effectively funded the operations, if needed, of Old Digimarc. The net difference of cash needs for operating and capital expenditures to and from Old Digimarc is shown as “net activity with Parent” in the Statement of Shareholders’ Equity. All intercompany transactions were eliminated.

• Merger related costs: All Old Digimarc costs related to the Old Digimarc/L-1 merger were allocated to Old Digimarc’s Secure ID Business. Digimarc was responsible for the payment of the majority of these costs.

• Commitments and contingencies: Commitments and contingencies related to the predecessor operations are included in these financial statements, and those relating to Old Digimarc were excluded.

• Stock compensation expense: Stock-based compensation is accounted for by Old Digimarc in accordance with ASC 718 “Compensation—Stock Compensation”, which requires the measurement and recognition of compensation for all stock- based awards made to employees and directors, including stock options, employee stock purchases under a stock purchase plan and restricted stock awards based on estimated fair values. Stock compensation expense was allocated to the predecessor based on a combination of specific and shared services resource allocations from Old Digimarc.

The financial information in the predecessor financial statements does not include all of the expenses that would have been incurred had the predecessor been a separate, stand-alone public entity. As such, the predecessor financial information does not reflect the financial position, results of operations and cash flows of Digimarc’s current business, had the predecessor operated as a separate, stand-alone public entity during the period presented in the predecessor financial statements. Additionally, the predecessor financial statements include proportional allocations of various shared services common costs of Old

F-15

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

Digimarc because specific identification of these expenses was not practicable. Operating costs of Digimarc on a stand-alone basis have been higher than those allocated to the predecessor operations under the shared services methodology applied in the predecessor financial statements. Consequently, the financial position, results of operations and cash flows reflected in the predecessor financial statements may not be indicative of those that would have been achieved had the predecessor operated as a separate, stand-alone entity for the period reflected in the predecessor financial statements.

(2) Recent Accounting Pronouncements

In April 2010, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2010-17, Revenue Recognition – Milestone Method (Topic 605): Milestone Method of Revenue Recognition, a consensus of the FASB Emerging Issues Task Force, which provides guidance on defining a milestone and determining when it may be appropriate to apply the milestone method of revenue recognition for research or development transactions. ASU No. 2010-17 is effective for milestones achieved in fiscal years, and interim periods within those years, beginning on or after June 15, 2010. The Company has assessed the impact of this standard and does not believe that the provisions of this standard will have a material impact on the financial condition or results of operations of the Company.

In October 2009, the FASB issued ASU No. 2009-13, Revenue Recognition: Multiple-Deliverable Revenue Arrangements—a consensus of the FASB Emerging Issues Task Force, which eliminates the use of the residual method for allocating consideration, as well as the criteria that requires objective and reliable evidence of fair value of undelivered elements in order to separate the elements in a multiple-element arrangement. By removing the criterion requiring the use of objective and reliable evidence of fair value in separately accounting for deliverables, the recognition of revenue will more closely align with the economics of the revenue arrangements. The standard also will replace the term “fair value” in the revenue allocation guidance with “selling price” to clarify that the allocation of revenue is based on entity-specific assumptions rather than assumptions of a marketplace participant. ASU No. 2009-13 is effective for revenue arrangements entered or materially modified in fiscal years beginning on or after June 15, 2010. The Company has assessed the impact of this standard and does not believe that the provisions of this standard will have a material impact on the financial condition or results of operations of the Company.

(3) Revenue Recognition

We derive our revenue primarily from development services and licensing of our patent portfolio:

• Service revenue consists primarily of software development and consulting services. The majority of service revenue arrangements are structured as time and materials consulting agreements, or fixed price consulting agreements.

• Royalty revenue originates primarily from licensing our technology and patents where we receive royalties as our income stream. Subscription revenue consists primarily of revenue from the sale of web-based subscriptions related to various software products, which are more recurring in nature.

Revenue is recognized in accordance with ASC 605 and 985 when the following four criteria are met:

(i) persuasive evidence of an arrangement exists,

(ii) delivery has occurred,

(iii) the fee is fixed or determinable, and

(iv) collection is probable.

F-16

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

Some customer arrangements encompass multiple deliverables, such as patent license, professional services; software subscriptions, and maintenance fees. If the deliverables meet the criteria in ASC 605, the deliverables are divided into separate units of accounting and revenue is allocated to the deliverables based on their relative fair values. The criteria specified in ASC 605 are as follows:

(i) the delivered item has value to the customer on a stand-alone basis,

(ii) there is objective and reliable evidence of the fair value of the undelivered item, and

(iii) if the arrangement includes a general right of return relative to the delivered item, delivery or performance of the undelivered item is considered probable and substantially in the control of the vendor.

The Company uses the “residual method” as allowed by ASC 605. Fair value for the delivered elements is generally based on the price at which the Company has sold the element separately to another customer. Management applies judgment to ensure appropriate application of ASC 605, including value allocation among multiple deliverables, determination of whether undelivered elements are essential to the functionality of delivered elements and timing of revenue recognition, among others.

Applicable revenue recognition criteria is considered separately for each separate unit of accounting as follows:

• Revenue from professional service arrangements is generally determined based on time and materials. Revenue for professional services is recognized as the services are performed. Billing for services rendered generally occurs within one month after the services are provided.

• Royalty revenue is recognized when the royalty amounts owed to the Company have been earned, are fixed or determinable (within our normal 30 to 60 day payment terms), and collection is probable. If the payment terms extend beyond our normal 30 to 60 days, the fee may not be considered to be fixed or determinable, and the revenue would then be recognized when installments are due.

• Subscription revenue is accounted for under ASC 985 “Software”. Subscription revenue are generally paid in advance and recognized over the term of the license, which is generally twelve months, or upon delivery and acceptance if the Company grants a perpetual license with no further obligations.

The Company records revenue from certain license agreements upon cash receipt as a result of collectability not being reasonably assured.

Deferred revenue consists of billings in advance for professional services, licenses and subscriptions for which revenue has not been earned.

As noted above, the Company’s standard payment terms for royalty arrangements are 30 to 60 days. Extended payment terms increase the likelihood we will grant a customer a concession, such as reduced license payments or additional rights, rather than hold firm on minimum commitments in an agreement to the point of losing a potential advocate and licensee of patented technology in the marketplace. Extended payment terms on patent license arrangements are not considered to be fixed or determinable if payments are due beyond the Company’s standard payment terms, primarily because of the risk of substantial modification present in our patent licensing business. As such, revenue on royalty arrangements with extended payment terms are recognized as fees become fixed and determinable.

F-17

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

(4) Patent Licensing Arrangement with Intellectual Ventures^TM

On October 5, 2010, the Company entered into a patent licensing arrangement with IV Digital Multimedia Inventions, LLC, a Delaware limited liability company affiliated with Intellectual Ventures^TM (“IV”), pursuant to which the Company granted an exclusive license to sublicense, subject to pre-existing encumbrances and a grant-back license, 597 patents and 288 patent applications held by the Company. The Company retained 4 patents and 128 patent applications that are not subject to the exclusive license, as well as 26 patents and 26 patent applications for which the Company holds rights with third parties.

The Company also assigned to IV the related causes of action and other enforcement rights and IV has the sole right, but not the obligation, to prepare, file, prosecute, maintain, defend and enforce the licensed patents at its expense. IV may at any time abandon its license or other rights to all or any of the licensed patents, in which case, certain licensed patents that IV opts to release revert back to the Company.

The Company also entered into a patent rights agreement pursuant to which the Company granted IV an exclusive call option to purchase all or any number of the licensed patents and/or patent applications. The agreement further provides for the grant by IV to the Company the right to put all or any number of patents within the licensed patents to IV if IV threatens or commences an action or proceeding with respect to infringement of a licensed patent.

The financial aspects of the IV agreement for the Company include:

• a license issue fee of $36 million, paid to the Company in increasing quarterly installments over three years ($11,400 in 2011, $12,550 in 2012 and $6,775 in 2013);

• 20% of the profits generated from the IV licensing program, which profits consist of sublicensing and other monetization revenue less specified expenses, including the license issue fee;

• IV assumes responsibility for approximately $1 million per year in prosecution and maintenance costs previously borne by the Company;

• a minimum of $4 million of paid support over five years from the Company to assist IV in maximizing the value of the licensed assets; and

• a royalty-free grant-back license to the licensed patents to continue the Company’s existing business related to those assets, including maintaining and renewing existing patent licenses, and providing software and services.

The payment terms extend beyond the Company’s normal 30 to 60 day payment terms, thus the license revenue is being recognized when the installments are due, and the support services will be recognized as the services are performed.

(5) Segment Information

Geographic Information

The Company derives its revenue from a single reporting segment: media management solutions. Revenue is generated in this segment through licensing of intellectual property, subscriptions to various products and services, and the delivery of services pursuant to contracts with various customers. The Company markets its products in the U.S. and in non-U.S. countries through its sales personnel.

F-18

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

Revenue, based upon the “bill-to” location, by geographic area is as follows:

	Successor		Successor		Successor		Predecessor
	Year Ended December 31, 2010		Year Ended December 31, 2009		Period August 2, 2008 through December 31, 2008		Period January 1, 2008 through August 1, 2008
Domestic	$	19,034	$	8,673	$	3,425	$	6,274
International		12,116		10,398		4,407		5,676
Total	$	31,150	$	19,071	$	7,832	$	11,950

Major Customers

Customers who accounted for more than 10% of the Company’s revenues are as follows:

	Successor			Successor			Successor			Predecessor
	Year Ended December 31, 2010			Year Ended December 31, 2009			Period August 2, 2008 through December 31, 2008			Period January 1, 2008 through August 1, 2008
Central Banks		30	%		46	%		46	%		39	%
Intellectual Ventures		18	%		—			—			—
Arbitron		14	%		—			—			—
The Nielsen Company (“Nielsen”)		12	%		24	%		31	%		38	%

(6) Stock-Based Compensation

Stock-based compensation includes expense charges for all stock-based awards to employees and directors. These awards include option grants and restricted stock awards.

Stock-based compensation expense was allocated to the predecessor based on a combination of specific and shared services resource allocations from Old Digimarc. All cash flow related to stock compensation generated by Old Digimarc was retained by Digimarc.

Determining Fair Value

Preferred Stock

The Board of Directors authorized 10,000 shares of Series A Redeemable Nonvoting Preferred stock (Series A Preferred) to be issued to the executive officers. The Series A Redeemable Nonvoting Preferred stock has no voting rights, except as required by law, and may be redeemed at the option of the Company’s Board of Directors at any time on or after June 18, 2013.

The Series A Preferred is redeemable based on the stated fair value of $5.00 per share, and the related stock compensation expense is recognized over the non-redeemable period of 5 years, or 60 months, through June 2013 using the straight-line method. The Series A Preferred has no dividend rights and no rights to the undistributed earnings of the Company.

F-19

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

Stock Options

Valuation and Amortization Method. The Company estimates the fair value of stock-based awards granted using the Black-Scholes option valuation model. The Company amortizes the fair value of all awards on a straight-line basis over the requisite service periods, which are generally the vesting periods. The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model.

Expected Life. The expected life of awards granted represents the period of time that they are expected to be outstanding. The Company determined the initial expected life based on a simplified method in accordance with SAB 110 “Shared-Based Payment”, giving consideration to the contractual terms, vesting schedules and post-vesting forfeitures. Stock options granted generally vest over four years for employee grants and two years for director grants, and have contractual terms of ten years.

Expected Volatility. The Company estimates the initial volatility of its common stock at the date of grant based on a 50/50 blend of the Company’s own historical volatility and an independent analysis of a peer group’s historical volatility, calculated by individual entity basis, of its common stock using the Black-Scholes option valuation model based on historical stock prices over the most recent period commensurate with the estimated expected life of the award for 2010. For 2009, the Company’s estimate of volatility was based on an independent analysis of a peer group’s historical volatility of their common stock, calculated by individual entity basis.

Risk-Free Interest Rate. The Company bases the risk-free interest rate used in the Black-Scholes option valuation model on an interest rate on a Treasury bond with a maturity commensurate with each expected term estimate.

Expected Dividend Yield. The Company has never paid any cash dividends on its common stock and does not anticipate paying any cash dividends in the foreseeable future. Consequently, the Company uses an expected dividend yield of zero in the Black-Scholes option valuation model.

A summary of the weighted average assumptions and results for options granted are as follows:

	2010	2009	August 2, 2008 Through December 31, 2008
Expected life (in years)	5.2 – 6.0	5.64	5.6 – 6.0
Expected volatility	52% – 55%	70.45%	70% – 72%
Risk-free interest rate	2.5% – 3.0%	2.17%	2.8% – 2.9%
Expected dividend yield	0%	0%	0%

The fair value of stock options granted was $1,159, $185 and $7,502 for the year ended December 31, 2010 and 2009, and the Period August 2, 2008 through December 31, 2008, respectively.

Expected Forfeitures. The Company uses a zero forfeiture for both the stock options granted to employees, which vest monthly, and the stock options granted to the Company’s Directors, which the initial option grants, for new Directors, vest 50% on the first anniversary of the date of grant and then monthly thereafter and which the annual option grants, for continuing Directors, vest monthly. The Company records stock-based compensation expense only for those awards that are expected to vest, including awards made to Directors who are expected to continue with the Company through the year following the date of grant. Forfeitures that occur during the month are not expensed.

F-20

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

Restricted Stock

The Compensation Committee of the Board of Directors awarded restricted stock shares under the Company’s 2008 Stock Incentive Plan to certain employees. The shares subject to the restricted stock awards vest over a certain period, usually four years, following the date of the grant. Specific terms of the restricted stock awards are governed by Restricted Stock Agreements between the Company and the award recipients.

The fair value of restricted stock awards granted is based on the fair market value of the Company’s common stock on the date of the grant (measurement date), and is recognized over the vesting period of the related restricted stock using the straight-line method.

Stock-based Compensation

	Successor		Successor		Successor		Predecessor
	Year Ended December 31, 2010		Year Ended December 31, 2009		Period August 2, 2008 through December 31, 2008		Period January 1, 2008 through August 1, 2008
Stock-based compensation:
Cost of revenue	$	373	$	231	$	5	$	99
Sales and marketing		192		210		38		208
Research, development and engineering		314		187		51		34
General and administrative		2,083		1,747		422		537
Intellectual property		106		69		16		35
Stock compensation expense		3,068		2,444		532		913
Capitalized to patent costs		37		35		—		—
Total stock-based compensation	$	3,105	$	2,479	$	532	$	913

At December 31, 2010, the Company had 10,000 shares of Series A redeemable nonvoting preferred stock, 587,048 non-vested stock options and 197,760 shares of restricted stock outstanding. As of December 31, 2010, 2009 and 2008, the Company had $6,212, $6,114 and $8,337, respectively, of total unrecognized compensation cost related to non-vested stock-based awards granted under all equity compensation plans, including options and restricted stock. Total unrecognized compensation cost will be adjusted for any future changes in estimated forfeitures. The Company expects to recognize this compensation cost for stock options and restricted stock over a weighted average period of 1.12 years and 1.72 years, respectively, through November 2014.

Information regarding deferred stock compensation expense and information related to the assumptions used in the above calculations is further described in Note 11.

F-21

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

(7) Net Income Per Share

Net income per share is calculated in accordance with ASC 260 “Earnings Per Share”, which provides that basic and diluted net income per share for all periods presented are to be computed using the weighted average number of common shares outstanding during each period, with diluted net income per share including the effect of potentially dilutive common shares.

	Year Ended December 31, 2010
	Income (000’s) (Numerator)		Shares (000’s) (Denominator)		Per Share Amount
Basic EPS
Income available to common shareholders	$	4,174		7,120	$	0.59
Effect of Dilutive Securities
Options				440
Restricted stock				63
Diluted EPS
Income available to common shareholders	$	4,174		7,623	$	0.55

There were no common stock equivalents related to stock options that were anti-dilutive for 2010 because their exercise price was lower than the average market price of the underlying common stock for the period.

	Year Ended December 31, 2009								Period August 2, 2008 through December 31, 2008
	Income (000’s) (Numerator)			Shares (000’s) (Denominator)		Per Share Amount			Income (000’s) (Numerator)		Shares (000’s) (Denominator)		Per Share Amount
Basic EPS
Income available to common shareholders	$	(2,757	)		7,140	$	(0.39	)	$	76		7,156	$	0.01
Effect of Dilutive Securities
Options					—							—
Restricted stock					—							—
Diluted EPS
Income available to common shareholders	$	(2,757	)		7,140	$	(0.39	)	$	76		7,156	$	0.01

There were 152,563 common stock equivalents related to stock options that were anti-dilutive and excluded from diluted net income per share calculations for 2009.

Common stock equivalents related to stock options of 974,053 were excluded from diluted net income per share calculations for the period August 2, 2008 through December 31, 2008 because their exercise price was higher than the average market price of the underlying common stock for the period.

F-22

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

(8) Trade Accounts Receivable and Allowance for Doubtful Accounts

Trade Accounts Receivable

Trade accounts receivable are recorded at the invoiced amount and do not bear interest.

	December 31, 2010		December 31, 2009
Trade accounts receivable	$	3,481	$	3,570
Allowance for doubtful accounts		—		—
Trade accounts receivable, net	$	3,481	$	3,570
Unpaid deferred revenues included in accounts receivable	$	2,045	$	1,926

Allowance for doubtful accounts

The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in the Company’s existing accounts receivable. The Company determines the allowance based on historical write-off experience and current information. The Company reviews its allowance for doubtful accounts monthly. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote.

Unpaid deferred revenues

The unpaid deferred revenues that are included in accounts receivable are billed in accordance with the provisions of the contracts with the Company’s customers. Unpaid deferred revenues from the Company’s cash-basis revenue recognition customers are not included in accounts receivable nor deferred revenue accounts.

Major customers

Customers who accounted for more than 10% of accounts receivable, net are as follows:

	December 31, 2010			December 31, 2009
Central Banks		43	%		38	%
The Nielsen Company		29	%		25	%
Civolution		11	%		*

* less than 10%

(9) Property and Equipment

Property and Equipment

Property and equipment are stated at cost. Property and equipment under capital lease obligations are stated at the lower of the present value of minimum lease payments at the beginning of the lease term or fair value of the leased assets at the inception of the lease. Repairs and maintenance are charged to expense when incurred.

The property and equipment related to the Company were separated from Old Digimarc and recorded at net book value (cost less accumulated depreciation) and classified as used property and equipment. Depreciation on property and equipment is calculated using the straight-line method over the estimated useful lives of the assets,

F-23

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

generally two to seven years. Property and equipment held under capital leases are amortized by the straight-line method over the shorter of the lease term or the estimated useful life. Amortization of property and equipment under capital lease is included in depreciation expense.

Leasehold improvements are amortized by the straight-line method over the shorter of the estimated useful life or the lease term.

	December 31, 2010			December 31, 2009
Office furniture and fixtures	$	294		$	291
Equipment		1,365			1,150
Leasehold improvements		986			423
		2,645			1,864
Less accumulated depreciation and amortization		(1,315	)		(750	)
	$	1,330		$	1,114

Property and equipment additions for the years ended December 31, 2010 and 2009 totaled $782 and $460, respectively. Depreciation and amortization expense on property and equipment for the years ended December 31, 2010 and 2009 and the periods August 2, 2008 through December 31, 2008 and January 1, 2008 through August 1, 2008 totaled $565, $558, $192 and $568, respectively.

Leases

Future minimum lease payments under non-cancelable operating leases are as follows:

Year ending December 31:	Operating Leases
2011	$	796
2012		823
2013		846
2014		861
2015		886
Thereafter		611
Total minimum lease payments	$	4,823

Rent expense on the operating leases for the years ended December 31, 2010 and 2009, the periods August 2, 2008 through December 31, 2008 and January 1, 2008 through August 1, 2008 totaled $832, $765, $318 and $447, respectively.

The Company has no equipment under long-term capital lease obligations as of December 31, 2009.

(10) Intangible Assets—Purchase and Capitalized Patent Costs

Intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

F-24

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

Amortization expense on intangible assets for the years ended December 31, 2010 and 2009 and the periods August 2, 2008 through December 31, 2008 and January 1, 2008 through August 1, 2008 totaled $79, $31, $6 and $0, respectively.

	December 31, 2010			December 31, 2009
Gross intangible assets	$	2,290		$	1,339
Accumulated amortization		(116	)		(37	)
Intangible assets, net	$	2,174		$	1,302

(11) Shareholders’ Equity

Preferred Stock

In June 2008, the Board of Directors authorized 2,500,000 shares of preferred stock, par value $0.001 per share. The Board of Directors has the authority to issue the undesignated preferred stock in one or more series and to determine the powers, preferences and rights and the qualifications, limitations or restrictions granted to or imposed upon any wholly unissued series of undesignated preferred stock and to fix the number of shares constituting any series and the designation of such series, without any further vote or action by the shareholders. The issuance of preferred stock may have the effect of delaying, deferring or preventing a change of control of our company without further action by shareholders and may adversely affect the voting and other rights of the holders of common stock.

Ten thousand shares of the authorized preferred stock have been designated as Series A Redeemable Nonvoting Preferred stock. In the event of the liquidation, dissolution or other winding up of Digimarc, before any payment or distribution is made to the holders of common stock, holders of the Series A Redeemable Nonvoting Preferred stock will be entitled to receive a value of $5.00 per share of Series A Redeemable Nonvoting Preferred stock held by the shareholder. The Series A Redeemable Nonvoting Preferred stock has no voting rights, except as required by law, and may be redeemed by the Board of Directors at any time on or after June 18, 2013.

Following the spin-off, the Company issued to the executive officers an aggregate of 10,000 shares of Series A Redeemable Nonvoting Preferred stock.

Common Stock

In June 2008, the Board of Directors authorized 50,000,000 shares of common stock, par value $0.001 per share. The holders of Digimarc common stock are entitled to one vote for each share held of record on all matters submitted to a vote of our shareholders, including the election of directors. Subject to preferences that may be granted to any then outstanding preferred stock, holders of common stock are entitled to receive ratably those dividends as may be declared by the Board of Directors out of funds legally available for such purpose, as well as any distributions to the Company’s shareholders. The Series A Preferred does not have any dividend preferences. In the event of the Company’s liquidation, dissolution or winding up, holders of common stock are entitled to share ratably in all of the Company’s assets remaining after payment of liabilities and the liquidation preference of any then outstanding preferred stock. Holders of common stock have no preemptive or other subscription or conversion rights. There are no redemption or sinking fund provisions applicable to the common stock. All outstanding shares of common stock are fully paid and non-assessable.

F-25

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

On October 16, 2008, each Old Digimarc record holder as of August 1, 2008 received one share of Digimarc common stock for every three and one-half shares of Old Digimarc common stock held by the shareholder. The exchange resulted in 7,143,442 shares of Digimarc common stock issued and outstanding.

Stock Incentive Plan

On July 31, 2008 the Company’s Board of Directors initially adopted the 2008 Incentive Plan, or the 2008 Plan. The 2008 Plan provides for the grant of stock options, stock appreciation rights, stock awards, restricted stock, stock units, performance shares, performance units, and cash-based awards, which may be granted to officers, directors, employees, consultants, agents, advisors and independent contractors who provide services to us and our affiliated companies.

The 2008 Plan authorizes the issuance of up to 2,500,000 shares of common stock. The shares authorized under the 2008 Plan are subject to adjustment in the event of a stock split, stock dividend, recapitalization or similar event. Shares issued under the 2008 Plan will consist of authorized and unissued shares or shares held by us as treasury shares. If an award granted under the 2008 Plan lapses, expires, terminates or is forfeited or surrendered without having been fully exercised or without the issuance of all the shares subject to the award, the shares covered by that award will again be available for use under the 2008 Plan. Shares that are (i) tendered by a participant or retained by us as payment for the purchase price of an award or to satisfy tax withholding obligations or (ii) covered by an award that is settled in cash, or in some manner that some or all of the shares covered by the award are not issued, will be available for issuance under the 2008 Plan. In addition, awards granted as substitute awards in connection with acquisition transactions will not reduce the number of shares authorized for issuance under the 2008 Plan.

Stock Options

As of December 31, 2010, under all of the Company’s stock-based compensation plans, options to purchase an aggregate of 1.0 million shares were outstanding, and options to purchase an additional 1.1 million shares were authorized for future grants under the plans. The Company issues new shares upon option exercises.

Options granted, exercised, canceled and expired under the stock incentive plan is summarized as follows:

	Number of Shares			Weighted Average Exercise Price		Weighted Average Grant Date Fair Value
Options outstanding, August 2, 2008		—			—		—
Granted		1,194,000		$	9.64	$	6.28
Exercised		—			—		—
Canceled		—			—		—
Options outstanding, December 31, 2008		1,194,000		$	9.64	$	6.28
Granted		30,000		$	9.91	$	6.16
Exercised		(28,343	)	$	9.64	$	6.30
Canceled		(28,334	)	$	9.64	$	6.28
Options outstanding, December 31, 2009		1,167,323		$	9.65	$	6.28
Granted		140,000		$	15.64	$	8.28
Exercised		(313,832	)	$	9.70	$	6.32
Canceled		—			—		—
Options outstanding, December 31, 2010		993,491		$	10.47	$	6.55

F-26

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

The following table summarizes information about stock options outstanding at December 31, 2010:

	Options Outstanding						Options Exercisable
Exercise Price	Number Outstanding		Remaining Contractual Life (Years)		Weighted Average Price		Number Exercisable		Weighted Average Price
$9.64		827,241		7.83	$	9.64		334,986	$	9.64
$9.91		30,000		8.33	$	9.91		30,000	$	9.91
$14.99		106,250		9.01	$	14.99		21,457	$	14.99
$18.01		30,000		9.33	$	18.01		20,000	$	18.01
$9.64 – $18.01		993,491		8.02	$	10.47		406,443	$	10.35

At December 31, 2010, the aggregate intrinsic value of outstanding and exercisable stock options was $19,410 and $7,989, respectively. The aggregate intrinsic value is based on our closing price of $30.01 on December 31, 2010, which would have been received by the optionees had all of the options with exercise prices less than $30.01 been exercised on that date.

The estimated weighted average fair value of outstanding stock options was $6.48 per share at December 31, 2010.

Restricted Stock

The Compensation Committee of the Board of Directors awarded restricted stock shares under the Company’s 2008 Stock Incentive Plan to certain employees. The shares subject to the restricted stock awards will vest over a certain period, usually four years, following the date of the grant. Specific terms of the restricted stock awards and performance vesting share awards are governed by Restricted Stock Agreements between the Company and the award recipients.

The following table reconciles the unvested balance of restricted stock:

	Number of Shares			Weighted Average Grant  Date Fair Value
Unvested balance, August 2, 2008		—			—
Granted		136,000		$	9.64
Vested		(15,000	)	$	9.64
Canceled		—			—
Unvested balance, December 31, 2008		121,000		$	9.64
Granted		22,200		$	11.55
Vested		(32,200	)	$	9.64
Canceled		—			—
Unvested balance, December 31, 2009		111,000		$	10.02
Granted		124,560		$	16.77
Vested		(34,350	)	$	9.89
Canceled		(3,450	)	$	13.05
Unvested balance, December 31, 2010		197,760		$	14.25

F-27

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

(12) Defined Contribution Pension Plan

The Company sponsors an employee savings plan (the “Plan”) which qualifies as a deferred salary arrangement under Section 401(k) of the Internal Revenue Code. The plan combines both the employee savings plan and company matching plan into one plan under Section 401(k), including a 401(k) Roth option. Employees become eligible to participate in the Plan at the beginning of the month following the employee’s hire date. Employees may contribute up to 75% of their pay to the Plan, subject to the limitations of the Internal Revenue Code. Company matching contributions are mandatory. The previous Plan was terminated as of December 31, 2008, that was different than the revised because it did not include a 401(k) Roth option and employees received a lower contribution percentage of employees’ pay. For the years ended December 31, 2010 and 2009, the period August 2, 2008 through December 31, 2008 and the period January 1, 2008 through August 1, 2008, the Company made matching contributions in the aggregate amount of $323, $323, $99 and $130, respectively.

(13) Joint Venture and Related Party Transactions

On June 11, 2009 the Company entered into two joint venture agreements with Nielsen to launch two new companies. The two joint venture agreements and a revised patent license agreement expand and replace the previous license and services agreement between the Company and Nielsen that had been in operation since late 2007. Under the new agreements, the Company and Nielsen are working together to develop new products and services, including the expansion and deployment of those products and services that were in development under the prior agreement.

Under the terms of the patent license agreement, Nielsen agreed to pay Digimarc $18,750 during the period from July 2009 through January 2014, and Digimarc granted to Nielsen a non-exclusive license to Digimarc’s patents for use within Nielsen’s business. Unless earlier terminated in accordance with the agreement, the license will continue until the expiration of the last to expire of the licensed patents. The payment terms extend beyond the Company’s normal 30 to 60 day payment terms, thus the license revenue will be recognized when the installments are due.

Joint Venture I, TVaura LLC, is engaged in the development of copyright filtering solutions, royalty/audit solutions for online video and audio rights organizations, guilds or other organizations involved in the reconciliation of royalties, residuals and other payments, and other related products. Each of the Company and Nielsen are making initial cash contributions aggregating $3,900 payable quarterly from July 2009 through October 2011. The Company will provide technical and development services to TVaura LLC’s business of minimum service fees, subject to adjustment for any development service fees paid to the Company by TVaura Mobile LLC, totaling $6,670 during the period 2009 through 2011. Service revenue will be recognized as the services are performed.

Joint Venture II, TVaura Mobile LLC, is engaged in the development of certain enhanced television offerings, and other related products. Each of the Company and Nielsen are making initial cash contributions aggregating $2,800 payable quarterly from July 2009 through October 2011.

Pursuant to the terms of the agreements and Accounting Standards Codification (“ASC”) 810 “Consolidation,” the joint ventures will not be consolidated with the Company as the minority shareholder has substantive participating rights, or veto rights, such that no shareholder has majority control.

F-28

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

Related Party Transactions

	Year Ended December 31, 2010		Year Ended December 31, 2009
TVaura LLC:
Capital contributions	$	1,600	$	700
Revenue (1)	$	2,723	$	1,213
TVaura Mobile LLC:
Capital contributions	$	1,200	$	400
Total:
Capital contributions	$	2,800	$	1,100
Revenue (1)	$	2,723	$	1,213

(1) Technical and development services

	December 31, 2010		December 31, 2009
TVaura LLC:
Accounts receivable	$	255	$	190
TVaura Mobile LLC:
Accounts receivable	$	—	$	2

Summarized financial data for TVaura LLC:

	December 31, 2010			December 31, 2009
				(unaudited)
Current assets	$	777		$	330
Noncurrent assets	$	31		$	36
Current liabilities	$	255		$	190
Noncurrent liabilities	$	—		$	—
Revenue	$	—		$	—
Gross profit	$	—		$	—
Operating expenses	$	2,825		$	1,223
Net loss from continuing operations	$	(2,824	)	$	(1,223	)
The Company’s pro-rata share—net loss	$	(1,440	)	$	(624	)

Summarized financial data for TVaura Mobile LLC:

	December 31, 2010			December 31, 2009
	(unaudited)			(unaudited)
Current assets	$	1,831		$	663
Noncurrent assets	$	—		$	—
Current liabilities	$	279		$	—
Noncurrent liabilities	$	—		$	—
Revenue	$	—		$	—
Gross profit	$	—		$	—
Operating expenses	$	1,511		$	137
Net loss from continuing operations	$	(1,511	)	$	(137	)
The Company’s pro-rata share—net loss	$	(740	)	$	(67	)

F-29

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

(14) Income Taxes

Old Digimarc. The provision for income taxes reflects withholding tax expense in various foreign jurisdictions. For all historic periods reported in the financial statements, Old Digimarc maintained valuation allowances against its net deferred tax assets, including net operating loss carry-forwards, because it was not more likely than not that such deferred taxes would be realized. The provision for income taxes included foreign taxes withheld by Old Digimarc’s customers and paid to foreign jurisdictions on its behalf. The predecessor financial statements indicate cumulative losses through August 1, 2008.

Furthermore, the amounts of cumulative expenses in the financial statements that were not allowed for federal and state income tax purposes were not sufficient to result in positive taxable income which would have required the Company to record income tax expense. As a result, no Federal or state income tax benefit was recognized for the book losses that were incurred in those periods prior to 2007 and no income tax expense was recognized during the 2007 and 2008 periods because any expense was offset by the benefit of net operating loss carry-forwards. Digimarc as a separate legal entity will not benefit from any of the carry-forward tax attributes of Old Digimarc, including net operating loss carry-forwards.

Digimarc. For the year ended December 31, 2010, the provision for income taxes reflects withholding tax expense in various foreign jurisdictions. The withholding taxes are computed by our customers and paid to foreign jurisdictions on our behalf. There was no provision for federal and state tax expense on net income as the computed amount is completely offset with available federal and state attribute carryforwards. In addition, we continue to provide for valuation allowance to offset our net deferred tax assets until such time that we are able to conclude that it is more likely than not the tax assets or portions thereof will be realized.

For the year ended December 31, 2009 and for the period from August 2, 2008 through December 31, 2008, there was no provision for current income taxes related to net income because the computation of taxable income resulted in a net operating loss for the period.

Components of tax expense (benefit) allocated to continuing operations include the following:

	Year Ended December 31, 2010		Year Ended December 31, 2009		August 2,  2008 through December 31, 2008
Current:
Federal	$	—	$	—	$	—
State		—		—		—
Foreign		42		23		10
Sub-total		42		23		10
Deferred:
Federal		—		—		—
State		—		—		—
Foreign		—		—		—
Sub-total		—		—		—
Total tax expense	$	42	$	23	$	10

F-30

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

The reconciliation of the statutory federal income tax rate to the Company’s effective income tax rate is as follows:

	Year Ended December 31, 2010			%			Year Ended December 31, 2009			%			August 2,  2008 through December 31, 2008			%
Income taxes computed at statutory rates	$	1,434			34	%	$	(929	)		(34	)%	$	30			34	%
Increases (decreases) resulting from:
State income taxes, net of federal tax benefit		220			5	%		(143	)		(5	)%		4			5	%
Federal and state research and experimentation credits		(353	)		—	%		(299	)		(11	)%		—			—	%
Change in valuation allowance		(1,275	)		(32	)%		1,343			49	%		(37	)		(43	)%
Meals and entertainment		16			—			51			2	%		13			17	%
Total	$	42			7	%	$	23			1	%	$	10			13	%

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The tax effects of significant items comprising the Company’s deferred tax assets and deferred tax liabilities are as follows:

	December 31, 2010			December 31, 2009
Deferred tax assets:
Goodwill	$	1,369		$	1,478
Net operating loss carry-forwards		—			1,544
Stock based compensation		1,239			932
Fixed asset differences		153			—
Deferred rent		55			84
Federal and state research and experimentation credits		681			418
Foreign tax credit		—			34
Other		3			2
Total gross deferred tax assets		3,500			4,492
Less valuation allowance		(2,581	)		(3,894	)
Net deferred tax assets	$	919		$	598
Deferred tax liabilities:
Fixed asset differences	$	—		$	(37	)
Patent expenditures		(919	)	$	(561	)
Total deferred tax liabilities	$	(919	)	$	(598	)
Net deferred tax asset (liability)	$	—		$	—

For the year ended December 31, 2010, the Company’s valuation allowance decreased by $1,313, including $38 out of period adjustments. For the year ended December 31, 2009, the Company’s valuation allowance increased by $1,549, including $119 out of period adjustments, $51 due to an adjustment to the rate applied to

F-31

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

deferreds, and $36 that will impact additional paid-in capital. For the years ended December 31, 2010 and 2009, the Company has recorded a full valuation allowance against the net deferred tax assets until such time that the Company believes it is more likely than not that the deferred tax assets will be realized.

As of December 31, 2010, the Company has federal and state net operating loss carry-forwards of $4,498 and $4,498, respectively, which have a carry-forward of 13 - 20 years depending on the jurisdiction and for which the benefits upon usage will be recorded in additional paid in capital (“APIC”) from the effects of stock options. As of December 31, 2010, the Company has federal and state research and experimental tax credits of $612 and $237, respectively, which have a carry-forward of 4 – 20 years depending on the jurisdiction and for which $64 and $24, respectively, upon usage will be recorded in APIC from the effects of stock options. As of December 31, 2010, the Company has foreign tax credits of $76 which have a carry-forward of 8 – 10 years and for which the benefits upon usage will be recorded in APIC from the effects of stock options.

As part of the ASC 740 implementation, the Company adopted a policy to record accrued interest and penalties associated with uncertain tax positions in income tax expense in the statements of operations. On initial adoption of ASC 740 and through December 31, 2009, the Company recognized no uncertain tax positions nor accrued interest and penalties associated with uncertain tax positions. For the year ended December 31, 2010, the Company recognized no additional uncertain tax positions nor accrued interest and penalties associated with uncertain tax positions.

A summary reconciliation of the Company’s uncertain tax positions is listed below:

	December 31, 2010		December 31, 2009
Beginning balance	$	—	$	—
Addition for current year tax positions		—		—
Reduction for prior year positions resolved during the current year		—		—
Ending balance	$	—	$	—

The Company is currently under examination by the Internal Revenue Service covering its 2008 and 2009 tax returns. The Company does not anticipate any adjustment proposed would result in the assessment of additional tax, however, any adjustments may reduce the net deferred tax asset and related valuation allowance by an immaterial offsetting amount. The Company is subject to examination in the jurisdictions in which the Company operates for the tax years ending December 31, 2010, 2009 and 2008.

(15) Commitments and Contingencies

Certain of the Company’s product license and services agreements include an indemnification provision for claims from third parties relating to the Company’s intellectual property. Such indemnification provisions are accounted for in accordance with ASC 450 “Contingencies.” To date, there have been no claims made under such indemnification provisions.

A declaratory judgment action has been filed against Digimarc in the United States District Court in Delaware by Verance Corporation, a licensee, on September 30, 2010 alleging the invalidity and non infringement of 22 patents held by Digimarc. Verance Corp. v. Digimarc Corp., 1:10-cv-00831-UNA.

F-32

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

On December 5, 2010, Digimarc filed suit against Verance Corporation in the District of Oregon. Digimarc is seeking payment for breach of contract by Verance. Digimarc Corp. v. Verance Corp., CV’10-1489 JE.

The Company is subject from time to time to other legal proceedings and claims arising in the ordinary course of business. Although the ultimate outcome of these matters cannot be determined, management believes that, as of December 31, 2010, the final disposition of these proceedings will not have a material adverse effect on the financial position, results of operations, or liquidity of the Company. In accordance with ASC 450, no accrual has been recorded because the amounts are not probable or reasonably estimatable, and a range of possible outcomes is not determinable.

(16) Stock Repurchases

In April 2009, the Board of Directors approved a stock repurchase program authorizing the purchase, at the discretion of management, of up to $5,000 of our common stock through either periodic open-market or private transactions at then prevailing market prices through April 30, 2010. In April 2010, the Board of Directors approved an extension of the stock repurchase program through April 30, 2011.

	December 31, 2010		December 31, 2009
Shares purchased		—		111,667
Purchases	$	—	$	1,560

As part of the Company’s 2008 Stock Incentive Plan, stock option are granted to certain employees and restricted stock shares are awarded to certain employees.

Pursuant to the terms of the stock option grants, the Company purchased shares of common stock otherwise deliverable to any employee, a number of whole shares of common stock having a fair market value (as determined by the Company as of the date of exercise) equal to the amount of the total value of the options exercised. In addition, the Company withheld (purchased) from fully vested shares of common stock otherwise deliverable to any employee, a number of whole shares of common stock having a fair market value (as determined by the Company as of the date of vesting) equal to the amount of tax required to be withheld by law, in order to satisfy the tax withholding obligations of the Company in connection with the vesting of such shares.

	December 31, 2010		December 31, 2009
Stock option shares purchased for exercise		102,077		—
Purchases	$	3,037	$	—
Stock options shares withheld (purchased) for tax		81,610		—
Tax withholding obligations	$	2,435	$	—

Pursuant to the terms of the restricted stock award agreement, the Company withheld (purchased) from fully vested shares of common stock otherwise deliverable to any employee, a number of whole shares of common stock having a fair market value (as determined by the Company as of the date of vesting) equal to the amount of tax required to be withheld by law, in order to satisfy the tax withholding obligations of the Company in connection with the vesting of such shares.

	December 31, 2010		December 31, 2009
Restricted shares withheld (purchased) for tax		13,506		12,617
Tax withholding obligations	$	352	$	177

F-33

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

(17) Subsequent Events

In accordance with ASC 855 “Subsequent Events,” the Company has evaluated subsequent events.

Subsequent to the year ended December 31, 2010, on January 26, 2011, the Company repurchased 552,536 shares of its common stock from Koninklijke Philips Electronics, N.V., in a privately negotiated transaction. The shares were purchased for an aggregate price of approximately $14.9 million, including transaction fees. To facilitate the repurchase, the Company sold $10,752 and $2,996 of short- and long-term marketable securities, respectively, prior to their maturity date at an immaterial gain.

The repurchase transaction was not anticipated prior to year end, and the Company intends to continue to hold marketable securities until maturity.

(18) Quarterly Financial Information—Unaudited

Quarter ended:	March 31			June 30			September 30			December 31
2010
Service revenue	$	3,514		$	2,918		$	2,761		$	3,131
License and subscription revenue		6,678			2,330			2,476			7,342
Total revenue		10,192			5,248			5,237			10,473
Total cost of revenue		1,857			1,540			1,469			1,834
Gross profit		8,335			3,708			3,768			8,639
Gross profit percent, service revenue		49	%		49	%		49	%		43	%
Gross profit percent, license and subscription revenue		99	%		98	%		98	%		99	%
Gross profit percent, total		82	%		71	%		72	%		82	%
Sales and marketing		741			759			953			1,092
Research, development and engineering		1,259			1,321			1,471			1,636
General and administrative		1,885			1,687			1,842			2,450
Intellectual property		257			319			315			312
Operating income (loss)		4,193			(378	)		(813	)		3,149
Net income (loss)		3,776			(896	)		(1,460	)		2,754
Earnings (loss) per share:
Net income (loss) per share—basic	$	0.53		$	(0.13	)	$	(0.21	)	$	0.38
Net income (loss) per share—diluted	$	0.51		$	(0.13	)	$	(0.21	)	$	0.35
Weighted average shares outstanding—basic		7,096			7,097			7,098			7,190
Weighted average shares outstanding—diluted		7,387			7,097			7,098			7,859

F-34

DIGIMARC CORPORATION

NOTES TO FINANCIAL STATEMENTS—(Continued)

(In thousands, except share and per share data)

Quarter ended:	March 31			June 30			September 30			December 31
2009
Service revenue	$	2,470		$	2,585		$	2,827		$	2,963
License and subscription revenue		1,959			1,739			1,942			2,586
Total revenue		4,429			4,324			4,769			5,549
Total cost of revenue		1,485			1,528			1,541			1,747
Gross profit		2,944			2,796			3,228			3,802
Gross profit percent, service revenue		43	%		43	%		47	%		43	%
Gross profit percent, license and subscription revenue		97	%		97	%		98	%		98	%
Gross profit percent, total		66	%		65	%		68	%		69	%
Sales and marketing		745			728			753			808
Research, development and engineering		1,271			1,217			1,191			1,310
General and administrative		1,628			1,448			1,521			1,702
Intellectual property		277			217			262			257
Operating loss		(977	)		(814	)		(499	)		(275	)
Net loss		(809	)		(678	)		(687	)		(583	)
Loss per share:
Net loss per share—basic & diluted	$	(0.11	)	$	(0.09	)	$	(0.10	)	$	(0.08	)
Weighted average shares outstanding—basic and diluted		7,158			7,158			7,134			7,103

F-35

EXHIBIT INDEX

In reviewing the agreements included as exhibits to this Annual Report on Form 10-K, please remember they are included to provide you with information regarding their terms and are not intended to provide any other factual or disclosure information about Digimarc or the other parties to the agreements. The agreements may contain representations and warranties by each of the parties to the applicable agreement. These representations and warranties have been made solely for the benefit of the other party or parties to the applicable agreement and:

• should not in all instances be treated as categorical statements of fact, but rather as a means of allocating the risk to one of the parties if those statements prove to be inaccurate;

• may have been qualified by disclosures that were made to the other party or parties in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement;

• may apply standards of materiality in a manner that is different from what may be viewed as material to you or other investors; and

• were made only as of the date of the applicable agreement or other date or dates that may be specified in the agreement and are subject to more recent developments.

Accordingly, there representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time. Additional information about Digimarc may be found elsewhere in this Annual Report on Form 10-K and in Digimarc’s other public filings, which are available without charge through the SEC’s website at http://www.sec.gov.

Exhibit Number	Exhibit Description
2.1	Separation Agreement among DMRC Corporation, DMRC LLC, Digimarc Corporation and, with respect to certain sections, L-1 Identity Solutions, Inc. (incorporated by reference to Exhibit 2.1 to Amendment No. 2 to the Company’s Registration Statement on Form 10, filed with the Commission on August 13, 2008 (File No. 001-34108))†
2.2	Agreement and Plan of Merger dated April 30, 2010 between Digimarc Corporation, a Delaware corporation, and Digimarc Oregon Corporation, an Oregon corporation (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed with the Commission on May 4, 2010 (File No. 001-34108))
3.1	Articles of Incorporation of Digimarc Corporation (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the Commission on May 4, 2010 (File No. 001-34108))
3.2	Bylaws of Digimarc Corporation (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the Commission on May 4, 2010 (File No. 001-34108))
4.1	Specimen common stock certificate of Digimarc Corporation (incorporated by reference to Exhibit 4.1 to the Company’s Annual Report on Form 10-K, filed with the Commission on February 27, 2009 (File No. 001-34108))
4.2	Rights Agreement, dated July 31, 2008, between Digimarc Corporation and Computershare Trust Company, N.A. as Rights Agent (incorporated by reference to Exhibit 4.2 to the Company’s Annual Report on Form 10-K, filed with the Commission on February 27, 2009 (File No. 001-34108))
4.3	Form of Certificate of Designation of Series R Preferred Stock (attached as an exhibit to the Rights Agreement filed as Exhibit 4.2 hereto)
4.4	Form of Rights Certificate (attached as an exhibit to the Rights Agreement filed as Exhibit 4.2 hereto)

E-1

Exhibit Number	Exhibit Description
10.1	License Agreement between DMRC Corporation and L-1 Identity Solutions Operating Company (incorporated by reference to Exhibit 10.2 to Amendment No. 4 to the Company’s Registration Statement on Form 10, filed with the Commission on October 2, 2008 (File No. 001-34108))(1)
10.2	Agreement, dated as of October 1, 2007, between Digimarc Corporation and The Nielsen Company (incorporated by reference to Exhibit 10.3 to Amendment No. 6 to the Company’s Registration Statement on Form 10, filed on October 14, 2008 (File No. 001-34108))(1)
10.3	Counterfeit Deterrence System Development and License Agreement, dated as of January 1, 1999, between Digimarc Corporation and the Bank for International Settlements (incorporated by reference to Exhibit 10.4 to Amendment No. 6 to the Company’s Registration Statement on Form 10, filed with the Commission on October 14, 2008 (File No. 001-34108))(1)
*10.4	Form of Indemnification Agreement between DMRC Corporation and each of its executive officers and directors (incorporated by reference to Exhibit 10.5 to Amendment No. 2 to the Company’s Registration Statement on Form 10, filed with the Commission on August 13, 2008 (File No. 001-34108))
*10.5	Employment Agreement, dated as of October 29, 2008, between Digimarc Corporation and Bruce Davis (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the Commission on November 4, 2008 (File No. 001-34108))
*10.6	Digimarc Corporation 2008 Incentive Plan (incorporated by reference to Exhibit 10.7 to the Company’s Quarterly Report on Form 10-Q, filed with the Commission on November 24, 2008 (File No. 001-34108))
*10.7	Form of Notice of Stock Option Award and Stock Option Award Agreement under the Digimarc Corporation 2008 Incentive Plan (incorporated by reference to Exhibit 10.8 to the Company’s Quarterly Report on Form 10-Q, filed with the Commission on November 24, 2008 (File No. 001-34108))
*10.8	Equity Compensation Program for Nonemployee Directors under the Digimarc Corporation 2008 Incentive Plan (incorporated by reference to Exhibit 10.9 to the Company’s Quarterly Report on Form 10-Q, filed with the Commission on November 24, 2008 (File No. 001-34108))
*10.9	Form of Indemnification Agreement between Digimarc Corporation and each of its executive officers and directors (incorporated by reference to Exhibit 10.1 to Digimarc Corporation’s Annual Report on Form 10-K, as filed by Digimarc Corporation with the Securities and Exchange Commission on March 13, 2006 (File No. 000-28317))
*10.10	Form of Change of Control Retention Agreement entered into by and between Digimarc Corporation and each of Messrs. McConnell and Chamness (incorporated by reference to Exhibit 10.10 to the Company’s Annual Report on Form 10-K, filed with the Commission on February 24, 2010 (File No. 001-34108))
10.11	Lease Agreement, dated March 22, 2004, between Digimarc Corporation and PS Business Parks, L.P., as amended on May 13, 2010 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q, filed with the Commission on July 30, 2010 (File No. 001-34108))
10.12	Patent License Agreement, effective as of October 5, 2010, between Digimarc Corporation and IV Digital Multimedia Inventions, LLC(2)
10.13	Grant-Back License Agreement, dated October 5, 2010, between Digimarc Corporation and IV Digital Multimedia Inventions, LLC(2)

E-2

Exhibit Number	Exhibit Description
10.14	Patent Rights Agreement, dated October 5, 2010, between Digimarc Corporation and IV Digital Multimedia Inventions, LLC
10.15	Work Agreement, dated October 5, 2010, by and among Digimarc Corporation, Invention Law Group, P.C. and IV Digital Multimedia Inventions, LLC(2)
21.1	List of Affiliates
23.1	Consent of Independent Registered Public Accounting Firm
23.2	Consent of Independent Registered Public Accounting Firm
23.3	Consent of Independent Registered Public Accounting Firm
31.1	Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
31.2	Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer
32.1	Section 1350 Certification of Chief Executive Officer
32.2	Section 1350 Certification of Chief Financial Officer
99.1	TVaura LLC financial statements and related footnotes for the year ended December 31, 2010, the period June 11, 2009 (inception) through December 31, 2009 and the cumulative period from June 11, 2009 (inception) through December 31, 2010

* Management contract or compensatory plan or arrangement.

† The Separation Agreement contains a brief list identifying all schedules and exhibits thereto. Such schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Registrant agrees to furnish supplementally a copy of the omitted schedules and exhibits to the Securities and Exchange Commission upon request.

(1) Confidential treatment has been granted for certain portions omitted from this exhibit pursuant to an order granted by the Commission on October 21, 2008, under Rule 24b-2 of the Securities Exchange Act of 1934, as amended. Confidential portions of this exhibit have been separately filed with the Securities and Exchange Commission.

(2) Confidential treatment has been requested for certain portions omitted from this exhibit pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. Confidential portions of this exhibit have been separately filed with the Securities and Exchange Commission.

E-3

EX-10.12

EXHIBIT 10.12

CONFIDENTIAL PORTIONS OMITTED

PATENT LICENSE AGREEMENT

Licensor name:	Digimarc Corporation
Licensor address:	9405 SW Gemini Drive Beaverton, OR 97008
Licensee name:	IV Digital Multimedia Inventions, LLC
Licensee address:	2711 Centerville Road, Suite 400 Wilmington, DE 19808
License issue fee:	Thirty-six million U.S. dollars (U.S. $36,000,000), payable quarterly over three years as set forth in Schedule 2.1
Profit Participation percentage:	20%
Effective Date	October 5, 2010

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In witness whereof, intending to be legally bound, the parties have signed below to enter the attached Patent License Agreement (this “Agreement”) as of the Effective Date with the terms and conditions that follow. Capitalized terms not otherwise defined are set forth in Section 10 of this Agreement.

LICENSOR:		LICENSEE:
DIGIMARC CORPORATION		IV DIGITAL MULTIMEDIA INVENTIONS, LLC
By:	/s/ Bruce Davis	By:	/s/ Vincent Pluvinage
	Bruce Davis,		Vincent Pluvinage,
	Chairman and CEO		Authorized Person

[Signature Page to Patent License Agreement]

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PATENT LICENSE AGREEMENT

RECITALS

WHEREAS, Digimarc Corporation, an Oregon corporation (“Licensor”) is a leading innovator and provider of enabling technologies that create digital identities for all forms of media and many everyday objects, including digital watermarking, and has developed one of the world’s leading patent portfolios relating to these technologies;

WHEREAS, Invention Investment Fund II, LLC (“IV Fund”) is the second of two funds in the “Intellectual Ventures” family of funds that was formed to invest in intellectual property rights. As provided in IV Fund’s operating agreement, the purpose of IV Fund is to [**]; and

WHEREAS, Licensor is willing to grant an exclusive license to certain patents in Licensor’s patent portfolio, and IV Fund is willing to acquire such exclusive license with an intent to license the Patents in an attempt to generate future profits, on the terms set forth in this Patent License Agreement.

NOW, THEREFORE, the parties to this Patent License Agreement listed on the previous page hereby agree as follows:

1. GRANT OF EXCLUSIVE LICENSE

1.1 Exclusive Patent License

Effective as of the Closing, Licensor hereby grants to Licensee the exclusive, worldwide, transferable (as provided in subsection 11.3), sublicensable license of all rights of any kind conferred by the Patents, including, without limitation, the rights of any kind to, or conferred by, the Patents to (a) use or otherwise practice any art, methods, processes, and procedures covered by the Patents, (b) make, have made, use, offer to sell, sell, import, and otherwise distribute or dispose of any inventions, discoveries, products, services, or technologies covered by the Patents, (c) otherwise exploit any rights granted in the Patents and/or any invention or discovery described in the Patents, and (d) exclude other Persons from exercising any of such rights.

1.2 Sublicenses

The exclusive license rights granted Licensee under the Patents include the right to grant and authorize, from time to time and in Licensee’s sole and absolute discretion, one or more sublicenses. No sublicense granted to any Person pursuant to the terms of this Agreement will be terminable as a result of the termination of the Term.

1.3 Pre-Existing Encumbrances

Licensee hereby acknowledges and agrees that the Patents are subject to the Existing Encumbrances.

1.4 Assignment of Causes of Action and Other Rights

Effective as of the Closing, Licensor hereby assigns, transfers and conveys to Licensee all right, title and interest in and to:

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(a) Rights to apply in any or all countries of the world for patents, certificates of invention, utility models, industrial design protections, design patent protections, or other governmental grants or issuances of any type corresponding to any of the Patents and the inventions and discoveries therein;

(b) All causes of action and enforcement rights of any kind (whether such claims, causes of action or enforcement rights are known or unknown; currently pending, filed, to be filed; or otherwise) under the Patents and/or under or on account of any of the Patents for past, current and future infringement of the Patents, including without limitation, all rights to (i) pursue and collect damages, profits and awards of whatever nature recoverable, (ii) injunctive relief, (iii) other remedies, and (iv) compromise and/or settle all such claims, causes of action and enforcement rights for such infringement by granting an infringing party a sublicense or otherwise; and

(c) Rights to collect royalties or other payments under or on account of any of the Patents or any of the foregoing, excluding the right to collect those royalties and other payments payable to Licensor as set forth on Schedule 1.4(c) pursuant to the Existing Encumbrances.

For purposes of clarity, the word “title” in the first sentence of this subsection refers to title in the rights specified in this subsection, rather than title to the Patents.

1.5 No Implied Licenses

Nothing contained in this Agreement or any of the other Transaction Agreements should be construed as conferring, by implication, estoppel or otherwise, a license to any other patents or patent applications other than the Patents. For the avoidance of doubt: (a) there are no implied licenses granted under this Agreement or other Transaction Agreements; and (b) nothing contained in this Agreement or other Transaction Agreements provides a license to any other patents or patent applications that do not fall within the definition of Patents but which may read on any inventions, discoveries, products, services or technologies covered by the Patents.

2. PAYMENT

2.1 License Issue Fee

Licensee will pay to Licensor a nonrefundable combined license issue fee and past patent reimbursement (collectively, the “License Issue Fee”) in the amount set forth on the cover page of this Agreement, according to the schedule set forth on Schedule 2.1. Each of the payments referenced in Schedule 2.1 will be made by wire transfer to a designated bank account of Licensor. Prior to the Closing, Licensor will furnish Licensee with all necessary information to make such wire transfers, and will notify Licensee in writing of any changes to such wire transfer instructions at least twenty (20) business days prior to the deadline for the next payment due according to the above schedule.

In the event that Licensee attempts to wire such payment on or prior to the applicable deadline in reliance on wire instructions in effect for the immediately preceding payment and Licensor fails to provide timely written notice of any change to the wire transfer instructions, then such payment shall not be considered late so long as Licensee makes such payment by the later of (i) the applicable payment deadline set forth in Schedule 2.1, or (ii) ten (10) business days after receiving such modified wire transfer instructions.

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2.2 Profit Participation

Licensor will receive a non-refundable amount equal to the percentage (the “Profit Participation”) set forth on the cover page of this Agreement of any Profit that is generated following the Closing. Licensor expressly acknowledges and agrees that (i) neither IV Fund nor Licensee is providing any assurance that any Profit will be generated, nor is there any assurance regarding the amount and timing of any Profit, and (ii) any past indication of performance of IV Fund should not be relied upon as an indication of future performance.

The Profit Participation will be payable on the due dates for the reports required by subsection 2.7 for Revenue received during the respective Reporting Period.

2.3 Portfolio Monetization; Allocation of Portfolio Profit to IP Groups

Licensor acknowledges and agrees that Licensee and/or its Affiliates may from time to time sublicense, assert, litigate or otherwise exploit the Patents with other patents or patent applications held or controlled by Licensee and/or its Affiliates, at the discretion of Licensee and its Affiliates (a “Portfolio Monetization”). The parties acknowledge and agree that, unless a Portfolio Monetization specifies a particular royalty for one or more of the patents or patent applications (including the Patents), the Portfolio Profit will be determined according to the methodology set forth on Schedule 2.3.

Any Monetization Expenses or IP Group Expenses for Reporting Periods that exceed Revenue for that Reporting Period will be carried forward to the next Reporting Period such that Profit will not be deemed to have occurred for any Reporting Period until cumulative Revenues exceed cumulative Monetization Expenses (whether of a Portfolio Monetization or a monetization event involving solely the Patents) and cumulative IP Group Expenses in the current Reporting Period and all prior Reporting Periods.

2.4 Adjustments to Value Allocations

Notwithstanding the foregoing Value Allocations, for any given Portfolio Monetization, in the event that the formula set forth in Schedule 2.3 results in allocated per item Portfolio Profit in category R1 being less than the allocated per item Portfolio Profit in category R2, R3 or R4, or the allocated per item Portfolio Profit in category R2 being less than the allocated per item Portfolio Profit in category R3 or R4, or the allocated per item Portfolio Profit in category R3 being less than the allocated per item Portfolio Profit in category R4, then, in each such event, Licensee and/or its Affiliates will appropriately adjust the formula such that the allocated per item Portfolio Profit for each category is equal to or higher than the allocated per item Portfolio Profit for each higher numbered category (for example, the allocated per item Portfolio Profit in category R1 should be equal to or higher than allocated per item Portfolio Profit in categories R2, R3 and R4, after the adjustment). Furthermore, in the event that any patent category has no patents or patent applications, then Licensee and/or its Affiliates will adjust the Value Allocations to allocate the null category’s Value Allocation pro rata (based on relative Value Allocations) among the other categories. For purposes of this paragraph, an “item” will be a patent or a patent application included in the given Portfolio Monetization.

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2.5 Good-Faith Allocations Final

In allocating patents or patent applications among categories for purposes of allocating Portfolio Profits, adjusting Value Allocations, and determining Portfolio Profits, Licensee and its Affiliates will exercise their reasonable business judgment, in good faith, without inequitable discrimination for or against patents or patent applications held or controlled by Licensee or any of its Affiliates. Any such allocation or adjustment that is not clearly and materially inconsistent with the foregoing will be final, binding, and conclusive.

2.6 Pre-existing Agreements of Licensee

Licensor understands, acknowledges and agrees that (a) certain pre-existing agreements have been entered into prior to the Effective Date under which sublicensees may receive sublicense rights to the Patents without Licensee recognizing Revenue or generating Profit under the terms of this Agreement and (b) no additional Profit Participation or other monetary obligation will be due to Licensor as a result of rights granted pursuant to such pre-existing agreements.

2.7 Reports and Records

As of each March 15 during the Term of this Agreement, Licensee will provide to Licensor a report reasonably detailing the sublicensing activities of Licensee and its Affiliates with respect to the Patents for the preceding twelve (12) month period ending as of December 31 (each, a “Reporting Period”) when there has been Revenue with respect to the Patents in such Reporting Period. If no Revenue was generated during a Reporting Period, such report will instead state that no Revenue was generated during such period, but will state the total Monetization Expenses and the IP Group Expenses incurred during such period.

The Profit Participation will be payable to Licensor within ten (10) business days following the due dates for the reports required by this subsection 2.7 for Revenue received during the respective Reporting Period.

2.8 Books of Account

Licensee and its Affiliates will keep accurate books of account containing all particulars that may reasonably be deemed necessary for the purpose of showing the Amounts payable to Licensor hereunder. All such books of account shall be kept available by Licensee and its Affiliates for no less than three (3) years after the end of each Reporting Period, or in the event of a dispute between the parties involving in any way those books of account, until such time as the dispute has been resolved, whichever is later.

Said books of account will be kept at Licensee’s or its Affiliates’ principal place of business or, if notice thereof is given to Licensor, the principal place of business of the appropriate division of Licensee to which this Agreement relates. Not more than once during every twelve (12) month period and upon Licensor’s advance request of at least thirty (30) days, Licensee and its Affiliates will make said books and the supporting data available for inspection by Licensor or its agents during normal business hours for the two most recent Reporting Periods for the sole purpose of verifying Licensee’s calculations of the Profit Participation under this Agreement. Should such inspection lead to the discovery of a greater than [**] percent ([**]%) discrepancy in reporting to Licensor’s detriment, Licensee agrees to pay the reasonable fees and expenses of Licensor and/or its agents who conducted the inspection; provided however that such audit payment provision shall only

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apply to discrepancies that constitute manifest errors (including errors in data entry or calculations, but excluding disputes over methodology). Licensee will promptly pay to Licensor all amounts appropriately determined by any audit to be due to Licensor. Any and all disputes with respect to the Profit Participation due under this Agreement or the calculation of Profit must be (a) raised within ninety (90) days after completion of the associated audit, and (b) resolved solely and exclusively pursuant to the provisions of subsection 11.9.

2.9 Nondivision

No Person will anticipate, alienate, hypothecate, divide, pledge, exchange, encumber, or charge any right to payment of Profit Participation (if any) under this Agreement, and any attempt to anticipate, alienate, hypothecate, divide, pledge, exchange, encumber, or charge any right to payment of Profit Participation under this Agreement will be void, except that Licensor shall be entitled to pledge the payments due under Schedule 2.1 for credit. No creditor of Licensor (or other similar Person) shall in any manner be entitled to claim an interest in the right to Profit Participation hereunder as a result of the debts, contracts, liabilities or torts of the Licensor or otherwise.

2.10 Interest on Late Payments

Licensor shall be entitled to charge, and Licensee shall pay, interest on any amounts that are more than ten (10) business days overdue for payment under Schedule 2.1, or payments determined by Licensee in accordance with subsections 2.3, 2.4, 2.5 and 2.7 to be due and payable under subsection 2.2, at the rate of [**]% per month (or part thereof), or at such lower rate as may be the maximum rate allowed under applicable law. This obligation of Licensee to pay interest on its overdue obligations does not prevent Licensor from terminating this Agreement for Payment Breach under subsection 11.4.

2.11 Taxes

All payments by Licensee shall be made free and clear of and without deduction for or on account of any taxes or levies as may be payable by Licensee. Licensor agrees that it shall bear full responsibility for any and all taxes payable as a result of the payments made by Licensee hereunder.

2.12 Currency

All royalties, fees and payments under this Agreement shall be in U.S. Dollars.

3. CLOSING

3.1 Deliverables

Licensor has provided to Licensee, or its legal counsel, the items identified on Schedule D (the “Deliverables”). The lists of Live Assets on Schedules A and B and the list of Abandoned Assets on Schedule C may be revised by Licensee following the Closing to conform these lists to the definition of Patents set forth in this Agreement (and these revisions may therefore require the inclusion of additional provisional patent applications, patent applications, and patents on Schedules A and B or Schedule C). With respect to any originals of the Deliverables requested by Licensee for delivery as specified on Schedule D that have not been delivered as of the date hereof, Licensor will cause (i) such originals of

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the Deliverables to be sent to Licensee or Licensee’s representative promptly once such originals are located, and (ii) with respect to any originals that cannot be located after Licensor’s commercially reasonable efforts, Licensor will deliver to Licensee a declaration, executed under penalty of perjury, detailing Licensor’s efforts to locate such unavailable original documents and details regarding how delivered copies were obtained.

3.2 Closing

The execution and delivery of this Agreement is contingent upon the simultaneous execution and delivery of each of the other Transaction Agreements.

The closing of the transactions contemplated by this Agreement (the “Closing”) shall occur simultaneously with the execution of this Agreement, and shall be conditioned upon the simultaneous closing of the transactions under the other Transaction Agreements. Upon the Closing, Licensee shall pay Licensor the initial payment required as part of the License Issue Fee, and Licensee may then record the Memoranda of Exclusive License/Rights.

3.3 Deliverables

(a) Concurrently with the execution of this Agreement, Licensor shall deliver to Licensee each of the following items:

(i) Transmittal of Documents. Licensor will have delivered to Licensee all the Deliverables.

(ii) Delivery of Executed Memorandum of Exclusive License/Rights and Transfer of Rights in Abandoned Assets. Licensor will have delivered to Licensee executed and witnessed Memoranda of Exclusive License/Rights and the Transfer of Rights in Abandoned Assets.

(b) Concurrently with the execution of this Agreement, Licensee shall deliver to Licensor the Certificate of Formation of Licensee.

3.4 Compliance with Laws

Notwithstanding anything contained in this Agreement to the contrary, the obligations of the parties with respect to the consummation of the transactions contemplated by this Agreement shall be subject to all laws, present and future, of any government having jurisdiction over the parties and this transaction, and to orders, regulations, directions or requests of any such government.

4. COVENANTS OF LICENSOR

4.1 Further Cooperation

At the reasonable request of Licensee, Licensor will execute and deliver such other instruments and do and perform such other acts and things as may be reasonably necessary or desirable for effecting completely the consummation of the transactions contemplated hereby, including, without limitation, execution, acknowledgment and recordation of other such papers, and using reasonable efforts to obtain the same from the respective inventors, as necessary or desirable for fully perfecting and conveying unto Licensee the benefit of the transactions contemplated hereby, including, without limitation, providing and assisting in

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obtaining execution of any assignments, confirmations, powers of attorney, inventor declarations, and other documents that Licensee may request for prosecuting, maintaining, filing, obtaining issuance of, registering, enforcing, defending, or bringing any proceeding relating to the Patents. To the extent any attorney-client privilege or the attorney work-product doctrine applies to any portion of the Prosecution History Files, Licensor will ensure that, if any such portion of the Prosecution History File remains under Licensor’s possession or control after the Closing, it is not disclosed to any third party unless (a) disclosure is ordered by a court of competent jurisdiction, after all appropriate appeals to prevent disclosure have been exhausted, and (b) Licensor gave Licensee prompt notice upon learning that any third party sought or intended to seek a court order requiring the disclosure of any such portion of the Prosecution History File.

5. FILING, PROSECUTION AND MAINTENANCE OF PATENT RIGHTS

5.1 Costs

After the Closing, Licensee will have the sole right and responsibility for, but not the obligation for, the preparation, filing, prosecution, maintenance and defense of all Patents (except to the extent of any portion of the Patents abandoned by Licensee pursuant to the terms of this Agreement or otherwise provided to Licensor under subsection 5.4). Subject to subsection 5.4, Licensee may, but is not obliged to, consult with Licensor regarding execution of its responsibility, and Licensor agrees to cooperate and assist Licensee in connection therewith, as required by the terms of this Agreement.

5.2 Copies of Prosecution Documents

Licensee will, upon Licensor’s reasonable written request, provide Licensor with a copy of documents received or filed by Licensee pertaining to the filing, prosecution, maintenance or defense of Patents, including, without limitation, each patent application, office action, response to office action, request for terminal disclaimer, and request for reissue or reexamination of any patent issuing from such patent application.

Licensee will provide Licensor access to the private Patent Application Information Retrieval (PAIR) docket of the USPTO for the Patents for so long as the Common Interest Agreement remains in effect.

5.3 Conduct of Prosecution

Subject to subsection 5.4, the conduct of the preparation, filing, prosecution, maintenance, and defense of the Patents will be under Licensee’s exclusive control and discretion. Licensee is authorized to execute and record, on Licensor’s behalf, any document submitted to the USPTO or other governmental patent office that pertains to filing, prosecution, maintenance, or defense of the Patents, including, without limitation, consents to reissue applications, and declarations. Licensee will consult with Licensor on such matters from time to time on Licensor’s reasonable request. At the reasonable request of Licensee, Licensor will execute and deliver to Licensee such other documents, and do and perform such other acts and things, as may be reasonably necessary or desirable for confirming in Licensee exclusive right to prosecute, maintain, defend, file, obtain issuance, register, enforce, or bring any proceeding relating to the Patents including, without limitation, execution, acknowledgment and recordation of such documents necessary to convey to Licensee any right or power of attorney in the USPTO or other governmental patent office,

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in respect to prosecution, maintenance, defense, filing, issuance, or registration of the Patents.

5.4 Abandonment

(a) Licensee will at any time be entitled to abandon its license and other rights to all or any of the Patents (including abandonment of the Patents themselves, with respect to Patents to which Licensee acquires title).

(b) Licensor may request Licensee to notify Licensor whether or not Licensee intends to abandon any particular Patent Family or Patent Families by delivering written notice (an “Abandonment Inquiry”) of such request to Licensee when Licensor identifies that Licensee has taken an action or failed to take an action indicating that Licensee may be abandoning a Patent Family. Licensee shall use reasonable efforts to notify Licensor of any instruction or plan to abandon a particular Patent Family or Patent Families, provided however that failure by Licensor to provide such notification shall not subject Licensee or any Affiliate of Licensee to liability associated with subsequent abandonment of such Patent Family or Patent Families. Licensee shall respond to any such Abandonment Inquiry by delivering a written statement (an “Abandonment Notice”) to Licensor within thirty (30) days as to whether or not Licensee intends to abandon the Patent Family(ies) specified in the Abandonment Inquiry. Any Patent Family or Patent Families designated for abandonment in the Abandonment Notice shall be referred to as “Released Patents”.

Licensor hereby agrees that provisions in subsections 5.4(b) and (c) shall apply solely in the event that Licensee intends to abandon an entire Patent Family, and that in the event Licensee intends to abandon a particular Patent or Patents within a Patent Family, but to maintain other Patents within the Patent Family, Licensee shall not be obligated to provide an Abandonment Notice nor to assign the rights in such Patent or Patents to be abandoned to Licensor.

(c) Upon receipt of an Abandonment Notice listing any Released Patents, Licensor shall be entitled to maintain all or any of such Released Patents, provided that Licensor hereby agrees with Licensee as follows with respect to such Released Patents: (i) Licensor shall assume, as of the date of the Abandonment Notice, sole right and responsibility for the preparation, filing, prosecution, maintenance and defense of each Released Patent, and, except as in the last sentence of this subsection 5.4(c), Licensee shall have no further obligation with respect to such Released Patents, (ii) each Released Patent shall be released and/or assigned AS IS, without any express or implied representation or warranty whatsoever with respect to such Released Patent, and (iii) Licensor hereby agrees, and shall confirm in writing to Licensee, that the Released Patents shall be subject to each sublicense, covenant not to sue or other encumbrance granted by Licensee or any Affiliate of Licensee prior to the date of the Abandonment Notice, which encumbrances will not be terminated, altered or affected as a result of such intended abandonment by Licensee.

Except as in the last sentence of this subsection 5.4(c), with respect to each Released Patent that was licensed hereunder to Licensee immediately prior to the date of the Abandonment Notice, then Licensee’s and Licensor’s rights hereunder and under the other Transaction Agreements with respect to such Released Patents shall terminate as of the date of such Abandonment Notice.

With respect to each Released Patent to which Licensee has acquired title pursuant to Sections 3 or 4 of the Patent Rights Agreement, then Licensee shall use commercially

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reasonable efforts to assign all right, title and interest in such Released Patent to Licensor as soon as reasonably practicable, subject to the first sentence of this clause (c). Licensee agrees to reasonably cooperate with the recording of transfer of title of any Released Patent to Licensor, provided that Licensor shall bear all expenses (and shall reimburse Licensee for all of its expenses) relating to such transfer.

For each Released Patent, Licensee shall continue to be obligated to pay Licensee Profits, if any, generated by any Revenue that may be paid to Licensee after a Patent becomes a Released Patent with respect to any such Released Patent that was subject to a sublicense, covenant not to sue or other encumbrance granted by Licensee or any Affiliate of Licensee prior to the date the Patent becomes a Released Patent.

5.5 Assistance by Licensor

Licensor will provide Licensee with such advice and assistance as Licensee reasonably requests in connection with the filing, prosecution, maintenance, or defense of the Patents, as more fully set forth in the Work Agreement. Licensee will not be responsible for any costs incurred by Licensor under Section 5 without Licensee’s prior written agreement to bear such costs.

6. ENFORCEMENT OF PATENTS

6.1 Enforcement

Licensee will have the exclusive right, but not the obligation, to institute, prosecute, and control any action or proceeding with respect to infringement of the Patents, using counsel of its choice, including any declaratory judgment action arising from such infringement. In the event Licensee exercises its right to commence such action or proceeding, Licensee will use reasonable efforts to advise Licensor prior to such commencement. Thereafter, on Licensor’s written request no more frequently than every two (2) months, Licensee will report to Licensor reasonable, nonprivileged information on the status of the action or proceeding commenced by Licensee. Licensor shall not have and/or retain any right to, and will not, institute any case, action or other enforcement proceeding with respect to infringement of the Patents.

6.2 Joinder; Cooperation in Litigation

This Agreement transfers to Licensee all substantial rights under the Patents and, as a result, Licensee has the right to bring any future action or proceeding to enforce claims under the Patents in its own name, without naming Licensor as a party thereto. However, if necessary or desirable in Licensee’s sole discretion, Licensee may add Licensor as a named party in any action or proceeding to enforce or defend the Patents, and Licensor will consent to be added and will cooperate with Licensor in any such action or proceeding. Licensee will be entitled to select counsel and will be entitled to control such action or proceeding. If Licensee finds it necessary or desirable, Licensor will execute all papers or perform any other acts or provide any assistance, at Licensee’s expense (provided that Licensor shall be responsible for paying any fees or expenses of its own outside counsel), toward pursuing such action or proceeding, as reasonably required by Licensee. Licensor will use commercially reasonable efforts to ensure that any Licensor personnel will be available to cooperate, at Licensee’s expense for work of a nature contemplated by the Work Agreement, toward pursuing such action.

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6.3 In Event of Breach

Notwithstanding any material breach of this Agreement by Licensee, in no event will Licensor be entitled to take any action or direct any proceeding with respect to the Patents, other than the Released Patents, without Licensee’s express consent and direction unless and until there has been a termination of the Term pursuant to subsection 11.4 of this Agreement.

7. REPRESENTATIONS AND WARRANTIES OF LICENSOR

Licensor represents and warrant to Licensee as of the Effective Date and as of the Closing as follows:

7.1 All Substantial Rights

By this Agreement, Licensor intends to, and will, transfer to Licensee all substantial rights under the Patents, other than those patents set forth on Schedule 7.1. No Person other than Licensee will, as of and immediately following the Closing, have or retain any right to license, sublicense, or grant any other rights with respect to the Patents, either generally or within any field of use or otherwise.

7.2 Organization; Authority and Approvals; Enforceability

(a) Licensor is a company duly formed, validly existing, and in good standing under the laws of the jurisdiction of its formation.

(b) Licensor has the full power and authority to enter into this Agreement and the other Transaction Agreements and to carry out its obligations hereunder and thereunder, including, without limitation, the assignment to Licensee of all causes of action with respect to the Patents.

(c) The execution, delivery and performance by Licensor of this Agreement, each of the other Transaction Agreements and all other transactions and actions contemplated hereby and thereby have been duly and validly approved and authorized by Licensor’s Board of Directors, and do not require the approval of Licensor’s stockholders nor any other corporate action on the part of Licensor.

(d) No consent, approval, order or authorization of, notification to, action by or registration, declaration or filing with, any governmental or regulatory authority, or any other person, governmental or otherwise, is necessary to enable Licensor to lawfully enter into, execute, deliver and perform its obligations under this Agreement and each of the other Transaction Agreements, or to consummate the transactions contemplated hereby and thereby.

(e) This Agreement and each of the other Transaction Agreements have been duly executed and delivered by Licensor. Assuming due authorization, execution and delivery by Licensee, this Agreement and each of the other Transaction Agreements are valid and binding obligations of Licensor, enforceable against each in accordance with their respective terms, subject to the effect of (i) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect relating to or limiting rights of creditors generally and (ii) rules of law and equity governing specific performance, injunctive relief and other equitable remedies.

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7.3 No Conflict

Neither the execution and delivery of this Agreement or any of the other Transaction Agreements by Licensor, nor the consummation of the transactions contemplated hereby or thereby, will conflict with, or (with or without notice or lapse of time, or both) result in a termination, breach, impairment or violation of, give any rights of acceleration or cancellation under, or constitute a default under: (a) any provision of the Certificate of Incorporation or Bylaws of Licensor as currently in effect; (b) any law, rule, regulation, order, ruling or other legal requirement applicable to Licensor or any of the Patents; or (c) any material contract, agreement or understanding to which Licensor is a party or is bound, or by which any of the Patents are bound. Neither Licensor’s entering into this Agreement or any of the other Transaction Agreements nor the consummation of the transactions contemplated hereby or thereby will result in the creation of any encumbrance on any of the Patents or give rise to, or trigger the application of, any rights of any third party that would come into effect or become exercisable upon the consummation of the transactions contemplated hereby or thereby.

7.4 Title and Contest

(a) Immediately prior to the Closing, and subject to the Existing Encumbrances, Licensor owns all right, title and interest in the Patents, and as of the Closing Licensor will convey to Licensee, subject to the Existing Encumbrances, all right, title and interest in each right conferred under this Agreement with respect to the Patents (but not title to the Patents), including, without limitation, all rights, title, and interest in and to the causes of action assigned by this Agreement. Except as set forth on Schedule 7.4, Licensor has obtained and properly recorded previously executed assignments for the Patents as necessary to fully perfect its rights and title therein in accordance with governing law and regulation in each jurisdiction.

(b) Each right conferred under this Agreement with respect to the Patents is free and clear of all liens, mortgages, security interests, and restrictions on transfer. As of the Closing, there are no actions, suits, investigations, claims, or proceedings threatened, pending or in progress relating in any way to any right conferred under this Agreement with respect to the Patents. There are no existing contracts, agreements, options, commitments, proposals, bids, offers, or rights with, to or in any Person to acquire any Patents.

7.5 Existing Licenses and Restrictions on Rights

Except as specifically identified on Schedule 7.5, (a) no license under the Patents has been granted by Licensor, any prior owner, or inventors, and (b) after Closing, none of Licensor, any prior owner, or any inventor will retain any rights or interest in the Patents or the related causes of action, except that Licensor shall retain title in the Patents. Except as specifically identified on Schedule 7.5, Licensee will not be subject to any covenant not to sue or similar restrictions on its enforcement or enjoyment of any of Patents or the related causes of action as a result of the transactions contemplated in this Agreement or any prior transaction related to the Patents or the Abandoned Assets. None of the licenses listed on Schedule 7.5 is an exclusive grant or right, unless specifically noted otherwise on Schedule 7.5. Each license listed on Schedule 7.5 is nontransferable and nonsublicensable, except as specifically noted otherwise on Schedule 7.5. Notwithstanding anything to the contrary herein, the parties acknowledge and agree that Licensor will retain

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the right to collect any amounts that are or become due or owing to Licensor as a result of payment obligations under any of the licenses listed on Schedule 7.5.

7.6 Validity and Enforceability

(a) None of the Patents or the Abandoned Assets has ever been found invalid, unpatentable, or unenforceable for any reason in any judicial proceeding, arbitration proceeding, opposition proceeding, interference proceeding, ex parte reexamination proceeding, inter partes reexamination proceeding or other inter partes proceeding.

(b) Except as in Schedule 7.6, Licensor neither knows of nor has received any notice or information of any kind from any source suggesting the invalidity, unpatentability, or unenforceability of any claimed subject matter within the Patents or Abandoned Assets that has ultimately been allowed, granted, or otherwise deemed patentable by a respective patent authority or patent office, with the exception of rejections, objections or other deficiencies identified by such patent authority or patent office, which were overcome to result in the allowance, grant or patenting of such claimed subject matter.

(c) Except as in Schedule 7.6, Licensor neither knows of nor has received any notice or information of any kind from any source suggesting the invalidity, unpatentability or unenforceability of any of the pending patent applications or pending provisional patent applications listed in Schedules A and/or B.

(d) If any of the Patents is terminally disclaimed to another patent or patent application, all patents and patent applications subject to such terminal disclaimer are included in this transaction.

(e) To the extent “small entity” fees at the time of such payment were paid to the United States Patent and Trademark Office for any Patent, such reduced fees were then appropriate because the payor qualified to pay “small entity” fees and specifically had not licensed rights in any Patent to an entity that was not a “small entity.”

7.7 Conduct; SSOs

Neither Licensor nor any of its representative have engaged in any conduct, or omitted to perform any necessary act, the result of which would invalidate any of the Patents or hinder its enforcement, including, without limitation, misrepresenting Licensor’s patent rights to a standard-setting organization. There is no obligation imposed by a standards-setting organization on Licensor to license any of the Patents on particular terms or conditions, nor will any such obligation apply to Licensee following the Closing.

7.8 Enforcement

Except for any notices or letters included in the Deliverables, Licensor has not (a) provided to a third party notice of alleged actual or potential infringement of any of the Patents or the Abandoned Assets or (b) initiated enforcement action(s) with respect to any of the Patents or the Abandoned Assets.

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7.9 Patent Office Proceedings

Except as set forth on Schedule 7.9, none of the Patents or the Abandoned Assets has been or is currently involved in any reexamination, reissue, interference proceeding, or any similar proceeding, and no such proceedings are pending or threatened.

7.10 Fees

All maintenance fees, annuities and the like due or payable on each of the Patents have been timely paid. For the avoidance of doubt, Licensor shall pay any maintenance fees for which the fee is payable (e.g., the fee payment window opens) on or prior to the Closing even if the surcharge date or final deadline for payment of such fee would be after the Closing.

7.11 Abandoned Patents

According to each applicable patent office, each of the Abandoned Assets has expired, lapsed, or been abandoned or deemed withdrawn.

7.12 Brokers

Except for Licensor’s obligations to [**], if any, neither Licensor nor any Affiliate of Licensor is obligated for the payment of any fees or expenses of any investment banker, broker, finder or similar party in connection with the origin, negotiation or execution of this Agreement or in connection with the transactions contemplated hereby. Licensee will not incur any liability, either directly or indirectly, to any such investment banker, broker, finder or similar party as a result of, this Agreement, the transactions contemplated hereby or any act or omission of Licensor or any of its employees, officers, directors, stockholders, agents or Affiliates.

8. REPRESENTATIONS AND WARRANTIES OF LICENSEE

Licensee represents and warrants to Licensor as of the Effective Date and the Closing:

8.1 Organization; Authority and Approvals; Enforceability

(a) Licensee is a company duly formed, validly existing, and in good standing under the laws of the jurisdiction of its formation.

(b) Licensee has the full power and authority to enter into this Agreement and the other Transaction Agreements and to carry out its obligations hereunder and thereunder.

(c) Licensee is duly authorized to execute and deliver this Agreement and each of the other Transaction Agreements and to perform its obligations hereunder and thereunder. The individual executing this Agreement and each of the other Transaction Agreements on Licensee’s behalf has been duly authorized to do so by all requisite corporate action.

(d) No consent, approval, order or authorization of, notification to, action by or registration, declaration or filing with, any governmental or regulatory authority, or any other person, governmental or otherwise, is necessary to enable Licensee to lawfully enter into, execute, deliver and perform its obligations under this Agreement and each of the

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other Transaction Agreements, or to consummate the transactions contemplated hereby and thereby.

(e) This Agreement and each of the other Transaction Agreements have been duly executed and delivered by Licensee. Assuming due authorization, execution and delivery by Licensor, this Agreement and each of the other Transaction Agreements are valid and binding obligations of Licensee, enforceable against Licensee in accordance with their respective terms, subject to the effect of (i) applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect relating to or limiting rights of creditors generally and (ii) rules of law and equity governing specific performance, injunctive relief and other equitable remedies.

8.2 No Conflict

Neither the execution and delivery of this Agreement or any of the other Transaction Agreements by Licensee, nor the consummation of the transactions contemplated hereby or thereby, will conflict with, or (with or without notice or lapse of time, or both) result in a termination, breach, impairment or violation of, give any rights of acceleration or cancellation under, or constitute a default under: (i) the applicable organizational documents of Licensee, as currently in effect; (ii) any law, rule, regulation, order, ruling or other legal requirement applicable to Licensee; or (iii) any material contract, agreement or understanding to which Licensee is a party or is bound.

8.3 Brokers

Neither Licensee nor any Affiliate of Licensee is obligated for the payment of any fees or expenses of any investment banker, broker, finder or similar party in connection with the origin, negotiation or execution of this Agreement or in connection with the transactions contemplated hereby. Licensor will not incur any liability, either directly or indirectly, to any such investment banker, broker, finder or similar party as a result of, this Agreement, the transactions contemplated hereby or any act or omission of Licensee or any of its employees, officers, members, agents or Affiliates.

8.4 Covenants Relating to Obligations to [**] and [**]

Licensor is required, pursuant to agreements between Licensor and each of [**] (“[**]”) and [**] (“[**]”) to pay each of [**] and [**], respectively, $[**] USD for each patent issuing anywhere in the world from a patent application claiming priority to the patents that Licensor acquired from [**] and [**]. Licensee hereby covenants and agrees with Licensor to make the following payments in order to assist Licensor with satisfying the obligations under Licensor’s agreements with [**] and [**]:

(a) Licensee hereby agrees to pay [**] $[**] USD for each patent issuing anywhere in the world from a patent application claiming priority to the patent rights that Licensor obtained from [**]. Currently pending patent applications are identified on Schedule A to this Agreement. This payment obligation also applies to patents issuing anywhere in the world from patent applications that Licensee files after Closing that claim priority to these patent applications or other patent rights that Licensor obtained from [**]. Such payments are required within thirty (30) days following issuance of each such issued patent.

(b) Licensee hereby agrees to pay to pay US$[**] (net of any tax payable by Licensee) for each patent issuing from a patent application claiming priority to the patent rights that

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Licensor obtained from [**]. Currently pending patent applications are identified on Schedule A to this Agreement. Licensee shall pay [**] ([**]) of each such payment directly to [**] on behalf of [**], and shall pay the remainder of each such payment to [**]. This payment obligation also applies to U.S. patents issuing from patent applications that Licensee files after Closing that claim priority to these patent applications or other patent rights that Licensor obtained from [**].

(c) Licensee agrees to indemnify and hold harmless Licensor and its directors, officers and employees of each of their Affiliates, from any losses, liabilities, damages, claims, payments, liens, judgments, demands, costs and expenses (including reasonable attorneys’ fees) arising out of failure by Licensee to pay [**] or [**] as required under this subsection 8.4.

9. DISCLAIMER OF REPRESENTATIONS AND WARRANTIES; LIMITATION OF LIABILITY; EXCLUSIONS FROM DAMAGES

9.1 Disclaimer of Representations and Warranties

NEITHER PARTY MAKES ANY REPRESENTATION OR WARRANTY EXCEPT FOR THEIR RESPECTIVE REPRESENTATIONS AND WARRANTIES SET FORTH IN SECTIONS 7 AND 8, AND EACH PARTY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

LICENSEE GIVES LICENSOR NO ASSURANCE THAT ANY PROFIT (EITHER FROM A MONETIZATION EVENT INVOLVING SOLELY THE PATENTS OR AS PART OF A PORTFOLIO MONETIZATION) WILL BE GENERATED FOR LICENSOR.

LICENSOR ACKNOWLEDGES THAT ACCOUNTING FOR THIS TRANSACTION IS A MATTER SOLELY BETWEEN OR AMONG LICENSOR AND ITS ACCOUNTANTS, AND ACKNOWLEDGE THAT THEY HAVE NOT RELIED UPON ANY ADVICE OR REPESENTATION FROM LICENSEE TO DETERMINE THE ACCOUNTING TREATMENT FOR THE LICENSE ISSUE FEE OR ANY OTHER PAYMENT TO BE MADE BY LICENSEE TO LICENSOR.

EXCEPT AS EXPRESSLY SET FORTH IN SECTION 7, NEITHER PARTY GIVES THE OTHER PARTY ANY ASSURANCE (A) REGARDING THE PATENTABILITY OF ANY CLAIMED INVENTION IN, OR THE VALIDITY, OF ANY PATENT; OR (B) THAT MANUFACTURE, USE, SALE, OFFERING FOR SALE, IMPORTATION, EXPORTATION OR OTHER DISTRIBUTION OF ANY PRODUCT OR METHOD DISCLOSED AND CLAIMED IN ANY PATENT BY LICENSEE, ANY SUBLICENSEE OR ANYONE ELSE WILL NOT CONSTITUTE AN INFRINGEMENT OF THE INTELLECTUAL PROPERTY RIGHTS OF OTHERS.

9.2 Limitation of Liability

EXCEPT IN THE EVENT OF FRAUD OR INTENTIONAL MISREPRESENTATION OR THE BREACH OF THE REPRESENTATIONS AND WARRANTIES MADE IN SUBSECTIONS 7.4 AND 7.5 OF THIS AGREEMENT, THE COLLECTIVE LIABILITY OF LICENSOR, ON ONE HAND, AND LICENSEE, ON THE OTHER, WILL IN EACH CASE NOT EXCEED AN AMOUNT EQUAL TO THE SUM OF ALL PAYMENTS PAYABLE UNDER SUBSECTIONS 2.1 AND 2.2 OF THIS AGREEMENT. IN THE EVENT OF BREACH OF ANY OF THE REPRESENTATIONS OR WARRANTIES MADE IN SUBSECTIONS 7.4 AND 7.5 OF THIS AGREEMENT, LICENSOR’S COLLECTIVE LIABILITY UNDER THIS AGREEMENT WILL NOT EXCEED AN AMOUNT EQUAL TO THREE (3) TIMES THE

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SUM OF ALL PAYMENTS PAYABLE UNDER SUBSECTIONS 2.1 AND 2.2 OF THIS AGREEMENT. THE PARTIES ACKNOWLEDGE THAT THE FOREGOING LIMITATION ON POTENTIAL LIABILITY WAS AN ESSENTIAL ELEMENT IN SETTING CONSIDERATION UNDER THIS AGREEMENT.

9.3 Exclusion of Certain Damages

NEITHER PARTY WILL HAVE ANY OBLIGATION OR LIABILITY (WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE), AND NOTWITHSTANDING ANY FAULT, NEGLIGENCE (WHETHER ACTIVE, PASSIVE OR IMPUTED), REPRESENTATION, STRICT LIABILITY OR PRODUCT LIABILITY, FOR COVER OR FOR ANY INCIDENTAL, INDIRECT, CONSEQUENTIAL, MULTIPLIED, PUNITIVE, SPECIAL, OR EXEMPLARY DAMAGES FOR LOSS OF REVENUE, PROFIT (EXCEPT TO THE EXTENT PROFIT BECOMES DUE AND PAYABLE IN ACCORDANCE WITH SUBSECTION 2.2 OF A PATENT LICENSE AGREEMENT), SAVINGS OR BUSINESS ARISING FROM OR OTHERWISE RELATED TO THIS AGREEMENT, EVEN IF A PARTY OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. LICENSOR UNDERSTANDS AND CONFIRMS THAT THERE MAY NOT BE ANY PROFIT PARTICIPATION DISTRIBUTED UNDER THIS AGREEMENT. THE PARTIES ACKNOWLEDGE THAT THESE EXCLUSIONS OF SUCH POTENTIAL DAMAGES WERE AN ESSENTIAL ELEMENT IN SETTING CONSIDERATION UNDER THIS AGREEMENT.

10. DEFINITIONS

Capitalized terms used in this Agreement that are not otherwise defined have the meanings set forth in this Section.

“Abandoned Assets” means those specific provisional patent applications, patent applications, patents and other governmental grants or issuances listed on Schedule C (as such list may be updated based on Licensee’s review pursuant to subsection 3.1).

“Acquisition Transaction” means (i) a merger, consolidation or reorganization of a party with or into another Person (whether or not such party is the surviving Entity), in which such party’s shareholders holding the right to vote with respect to general matters immediately preceding such transaction own less than fifty percent (50%) of the voting securities of the surviving Entity; (ii) a sale, assignment, transfer, conveyance or other disposition of all or substantially all of the assets of such party to another Person; or (iii) another Person becoming the beneficial owner of more than fifty percent (50%) of the outstanding voting securities of such party.

“Affiliate” means, with respect to any Person, any Entity in whatever country organized that controls, is controlled by or is under common control with such Person; provided however, that an Entity that qualifies as an Affiliate but subsequently ceases to fall within this definition shall no longer be considered an Affiliate hereunder. The term “control” means possession, direct or indirect, of the power to direct or cause the direction of the management and policies of an Entity, whether through the ownership of voting securities, by contract or otherwise. For purposes of clarity, neither TVAura LLC nor TVAura Mobile LLC shall be considered an “Affiliate” of Licensor under this Agreement.

“Amounts” as generally used in this Agreement refers to cash amounts, and amounts that are not cash will be valued by Licensee at their cash equivalent under customary valuation techniques.

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“Assignment Agreements” mean the agreements assigning to Licensor ownership of the Patents and the Abandoned Assets from the inventors and/or any prior owners to Licensor.

“Closing” has the meaning set forth in subsection 3.2.

“Common Interest Agreement” means an agreement, in the form set forth on Exhibit A, setting forth the terms under which Licensor and Licensee will protect certain information relating to the Patents under the common interest privilege.

“Docket” means Licensor’s, or its agents’, list or other means of tracking information relating to the prosecution or maintenance of the Patents throughout the world, including, without limitation, the names, addresses, email addresses and phone numbers of prosecution counsel and agents, and information relating to deadlines, payments, and filings, which list or other means of tracking information is current as of the Effective Date.

“Effective Date” means the date set forth as the Effective Date on the cover page of this Agreement.

“Entity” means any corporation, partnership, limited liability company, association, joint stock company, trust, joint venture, unincorporated organization, governmental entity (or any department, agency, or political subdivision thereof) or any other legal entity.

“Excluded Assets” means the patents and applications listed in the attached Schedule 7.1, any reissues or reexaminations thereof, and any other patent application (and resulting patent) filed by Licensor after the Effective Date that either (a) does not claim priority to any of the Live Assets or (b) claims priority to a Live Asset only through an intermediate application or patent that is also listed on Schedule 7.1. 

“Existing Encumbrances” means all licenses or other encumbrances disclosed on Schedule 7.5.

“Grant-Back License Agreement” means the Grant-Back License Agreement between Licensor and Licensee dated of even date herewith.

“IV Fund” means Invention Investment Fund II, LLC, a Delaware limited liability company.

“IP Group Expenses” means the Amounts paid, incurred, accrued, or allocated by or on behalf of Licensee in respect of acquiring, holding, prosecuting, maintaining, managing, protecting, or enhancing the Patents, including, without limitation, all such Amounts (other than Profit Participation) paid under this Agreement to Licensor and all fees, costs, commissions and expenses for legal, technical, advisory, and consulting services and filing, issuance, annuity and maintenance payments. “IP Group Expenses,” as used in this Agreement refers to IP Group Expenses of the Patents.

“License Issue Fee” has the meaning set forth in subsection 2.1.

“Live Assets” means the provisional patent applications, patent applications, and patents listed on Schedule A (as such lists may be updated based on License’s review pursuant to subsection 3.1).

“Memoranda of Exclusive License/Rights” means one or more documents in substantially the form of Schedule B, which form may be adjusted for the requirements of

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the particular government patent office, that memorialize the license and other rights transferred to Licensee by this Agreement.

Memoranda of Exclusive License/Rights are created to comply with recordation requirements related to this grant/transfer/assignment, but in no way are intended by the parties to limit or expand the scope of the rights intended to be granted, transferred and assigned.

“Monetization Expenses” means the Amounts paid, incurred, accrued, or allocated by or on behalf of Licensee in respect of commercializing, asserting, litigating, licensing, managing, or otherwise capturing value, including, without limitation, fees, costs, commissions and expenses for legal, technical, advisory, consulting and licensing services. “Monetization Expenses,” as used in this Agreement, may refer to Monetization Expenses of either a monetization event involving solely the Patents or a Portfolio Monetization.

“Non-Exclusive License” means the Non-Exclusive License Agreement between Licensor and Licensee dated on or about even date herewith.

“Patent Rights Agreement” means the Patent Rights Agreement in the form of Exhibit B.

“Patents” means, excluding the Abandoned Assets and the Excluded Assets, all (a) Live Assets; (b) patents or patent applications (i) to which any of the Live Assets directly or indirectly claims priority, (ii) for which any of the Live Assets directly or indirectly forms a basis for priority, and/or (iii) that were co-owned applications that incorporate by reference, or are incorporated by reference into, the Live Assets; (c) reissues, reexaminations, extensions, continuations, continuations in part, continuing prosecution applications, requests for continuing examinations, divisions, and registrations of any item in any of the foregoing categories (a) and (b); (d) foreign patents, foreign patent applications and foreign counterparts relating to any item in any of the foregoing categories (a) through (c), including, without limitation, certificates of invention, utility models, industrial design protection, design patent protection, and other governmental grants or issuances; (e) items in any of the foregoing categories (b) through (d) whether or not expressly listed as Live Assets and whether or not claims in any of the foregoing have been rejected, withdrawn, cancelled, or the like; and (f) all patentable inventions, invention disclosures, and patentable discoveries described in any item in any of the foregoing categories (a) through (e) and all other patent rights arising out of such inventions, invention disclosures, and discoveries (each such Live Asset, together with patents and patent applications in categories (b)(i), (b)(ii), (c), (d) and (e) above relating to such Live Asset, is referred to collectively as a “Patent Family”).

“Person” means any individual or Entity.

“Portfolio Monetization” has the meaning set forth in subsection 2.3.

“Portfolio Profit” means Revenue from, minus Monetization Expenses of, a Portfolio Monetization.

“Profit” means

the total of the Portfolio Profit that is allocated under subsections 2.3 through 2.5 to the patents and patent applications among the Patents included in a Portfolio Monetization;

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plus Revenue from, minus remaining Monetization Expenses of, monetization events involving solely the Patents and which are not a Portfolio Monetization;

minus any remaining IP Group Expenses.

“Profit Participation” has the meaning set forth in subsection 2.2.

“Prosecution History Files” means all files, documents and tangible things, as those terms have been interpreted pursuant to rules and laws governing the production of documents and things, constituting, comprising or relating to the investigation, evaluation, preparation, prosecution, maintenance, defense, filing, issuance, registration, assertion or enforcement of the Patents.

“Reporting Period” has the meaning set forth in subsection 2.7.

“Revenue” means Amounts received by or on behalf of Licensee and recognized as revenue under generally accepted accounting principles from (a) licensing and/or (b) damages awarded in litigation or other proceedings, and/or (c) sale of the rights granted to Licensee under this Agreement. “Revenue,” as used in this Agreement, may refer to Revenue from either a monetization event involving solely the Patents or a Portfolio Monetization.

“Term” has the meaning set forth in subsection 11.4.

“Transaction Agreements” means this Agreement, the Patent Rights Agreement (including the Patent Purchase Agreement attached as Exhibit A), the letter agreement between Licensor and an Affiliate of Licensee dated of even date herewith, the Work Agreement, the Common Interest Agreement, the Grant-Back License Agreement and the Non-Exclusive License.

“Transmitted Copy” has the meaning set forth in subsection 11.14.

“Work Agreement” means the Work Agreement entered into between Licensor and Licensee concurrently herewith.

11. MISCELLANEOUS

11.1 Confidentiality of Terms

(a) Subject to subsection 11.1(b) below, the parties hereto will keep the terms and existence of this Agreement and the identities of the parties hereto and their Affiliates confidential and will not now or hereafter divulge any of this information to any third party except (i) with the prior written consent of the other party; (ii) as otherwise may be required by law (subject to Section 11.1(b) below) or legal process, including, without limitation, in confidence to legal and financial advisors in their capacity of advising a party in such matters; (iii) during the course of litigation, so long as the disclosure of such terms and conditions is restricted in the same manner as is the confidential information of other litigating parties; (iv) in confidence to its legal counsel, accountants, banks and financing sources and their advisors solely in connection with administering or complying with its obligations with respect to this Agreement (including reporting by Licensee and its Affiliates to its investors under existing confidentiality obligations between Licensee and its Affiliates

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and such investors); (v) by Licensee (and, upon Licensee’s request, by Licensor), in order to perfect Licensee’s interest in the Patents or the Abandoned Assets with any governmental patent office; (vi) to enforce Licensee’s rights and interest in the Patents, the causes of action transferred under this Agreement, or the Abandoned Assets; or (vii) by Licensor or Licensee under a written obligation of confidentiality substantially similar as this subsection 11.1, to potential acquirers, licensees of or investors in Licensor or Licensee or the Patents, including without limitation such third parties’ legal counsel, accountants, banks, financing sources and advisors provided that such parties are subject to such confidentiality obligations; provided, in (ii) and (iii) above, (A) to the extent permitted by law, the disclosing party will use all legitimate and legal means available to minimize the disclosure to third parties, including, without limitation, seeking a confidential treatment request or protective order whenever appropriate or available; and (B) the disclosing party will provide the other party with at least ten (10) days’ prior written notice of such disclosure. Without limiting the foregoing, Licensor will cause its agents involved in this transaction to abide by the terms of this Section 11, including, without limitation, ensuring that such agents do not disclose or otherwise publicize the existence of this transaction with actual or potential clients in marketing materials or industry conferences.

(b) Disclosure of this Agreement, the financial impact of this Agreement and the terms and conditions of this Agreement (both in summary form and through exhibit filings) may be required under the Securities Exchange Commission (“SEC”) regulations, stock market rules, or other laws. Licensor and Licensee may rely in good faith on advice of counsel when determining whether such disclosure is required; provided that Licensor and Licensee agree that such disclosures shall be limited to only those that are required by law in reliance on such opinion of counsel. Except as otherwise provided in this Section 11, Licensor or Licensee will make no public announcements and will not issue press releases relating to this Agreement without the prior written consent of the other Parties, which consent will not be unreasonably withheld. Licensor and Licensee have agreed to the text of a joint press release announcing the signing of this Agreement and the transactions contemplated hereby, a copy of which is attached hereto as Exhibit C. Licensor also agrees to provide Licensee an opportunity to review and an opportunity to comment on the Current Report on Form 8-K to be filed with the SEC and any script for investor calls announcing this Agreement and the transactions contemplated hereby. Licensor shall consult with Licensee before issuing or making, and shall provide Licensee with reasonable opportunity to review and comment upon, and shall consider in good faith and reasonably attempt to incorporate the views of Licensee in connection with any other press release, public filing or other public statement with respect to the transactions contemplated by this Agreement; provided that (i) any such disclosure will be limited to the specific information that is required by law to be disclosed, and (ii) Licensor shall not be required to consult, and shall only be required to give reasonable notice, of any public disclosure which is substantially similar in content to the joint press release, the script for the investor call and the Current Report on Form 8-K filed with respect to the transactions contemplated by this Agreement, or any other subsequent or previously made public filing, with respect to which Licensor has complied with the provisions of this subsection 11.1(b). Because Licensor has determined that this Agreement, the Patent Rights Agreement and the Grant-Back License are required by applicable law to be filed by Licensor as an exhibit to a Quarterly Report on Form 10-Q and/or Annual Report on Form 10-K, or otherwise needs to be filed with the SEC, Licensor shall (A) provide Licensee with at least ten (10) business days advance notice of such intent to file this Agreement and such other Transaction Agreements, and provide Licensee an opportunity to discuss and consider in good faith any input or request made by Licensee, (B) file a request with the SEC for confidential treatment of such portions of this Agreement and of such other Transaction Agreements that Licensee requests in writing to Licensor at

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least five (5) business days prior to the intended filing date that counsel for Licensor, after consultation with counsel for Licensee, advises should be eligible for confidential treatment, and provide Licensee with any updates and consider in good faith any input from Licensee with respect to such confidential treatment request, and (C) in any event, only file those portions of this Agreement as counsel for Licensor, after consultation with and consideration in good faith of the views of counsel for Licensee, determines are required to be filed by applicable law.

(c) Effective upon the Closing, the Reciprocal Non-disclosure Agreement dated as of July 13, 2009 between Licensor and an Affiliate of Licensee, together with all amendments and addendums (the “NDA”), shall be void and of no force or effect solely with respect to “Confidential Information” (as that term is defined in the NDA) that has been disclosed by or on behalf of Licensor and that relates to the Patents or Abandoned Assets; provided, however, that to the extent Licensor has shared information relating to third-party relationships with Licensee that is subject to a confidentiality obligation to a third party, Licensee agrees to keep such information confidential subject to the terms of the NDA except for disclosure to potential or actual licensees, purchasers or investors in the Patents, potential or actual investors or acquirers of Licensee or any Affiliate of Licensee, or any Licensee Affiliate’s counsel, auditors, consultants or other similar parties that are subject to a substantially similar confidentiality obligation to such Licensee Affiliate.

(d) In the event of any breach or default, threatened or otherwise, under this Section 11, the parties acknowledge and agree that damages alone would be insufficient to compensate for any such breach or default and that irreparable harm would result from such breach or default. Consequently, in the event of any such breach or default, or any threat of such breach or default by either party, the other party will be entitled to temporary or permanent injunctive relief, specific performance and such other equitable relief as may be appropriate in the circumstances in order to restrain or enjoin such breach or default. These remedies will not be the exclusive remedies for violation of the terms of the confidentiality obligations contained in this Section 11 but will be in addition to all other remedies available to the parties at law or in equity.

11.2 Relationship of Parties

The parties hereto are independent contractors. Nothing in this Agreement will be construed to create a partnership, joint venture, franchise, fiduciary, employment or agency relationship between the parties. Neither party has any express or implied authority to assume or create any obligations on behalf of the other or to bind the other to any contract, agreement or undertaking with any third party.

11.3 Assignment; Successors

Any assignment of this Agreement by Licensor, on one hand, or by Licensee, on the other, shall require the prior written consent of the other parties; provided, however, that (a) without Licensor’s consent, Licensee may assign, in whole or in part, this Agreement, and/or any license or other rights Licensee acquires hereunder, to its Affiliates or to an unaffiliated Entity that is managed and controlled by representatives of Licensee or its Affiliates, (b) without the other party’s consent, Licensee may assign this Agreement to the acquiring party pursuant to an Acquisition Transaction in which the ultimate parent company of Licensee is the party being acquired or whose assets are being acquired in such transaction and (c) without the other party’s consent, Licensor may assign this Agreement to the

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acquiring party pursuant to an Acquisition Transaction in which Licensor is the party being acquired or whose assets are being acquired in such transaction.

Subject to the above provisions of this subsection 11.3, the terms and conditions of this Agreement will inure to the benefit of Licensor, Licensee, and their respective successors, assigns and other legal representatives, and will be binding upon each of Licensor, Licensee and their respective successors, assigns, and other legal representatives.

11.4 Term and Termination

The term of this Agreement (the “Term”) will commence on the Effective Date and will continue in effect until the last of the Patents expires, or it will continue such longer time as may be necessary as determined at Licensee’s sole and absolute discretion, to permit Licensee to fully enforce and protect its rights under the Patents for any action or proceeding for infringement arising before such expiration (provided that Licensee’s obligation to pay Profit Participation, if any, in connection with such action or proceeding shall likewise continue in effect).

Subject to the provisions of subsection 11.6, in the event of a Payment Breach by Licensee, or of a material breach of this Agreement by Licensor, the nonbreaching party will be entitled to terminate the Term by written notice to the breaching party, if such breach is not cured within ten (10) business days (for a Payment Breach) and sixty (60) days (for non-monetary breaches) after written notice specifying the breach is given to the breaching party. Such circumstances in the foregoing sentence shall be the sole basis for termination of this Agreement by either party. For purposes of this provision, a “Payment Breach” is defined as failure by Licensee or an Affiliate of Licensee (a) to make the payments required to be made to Licensor under the schedule set forth on Schedule 2.1, or (b) to make any payment that Licensee and/or its Affiliates have determined, in accordance with subsections 2.3, 2.4, 2.5 and 2.7 of this Agreement, is due and payable to Licensor.

11.5 Survival/Effect of Termination

No termination of the Term will relieve a breaching party of its obligations arising prior to such termination.

In the event of termination of this Agreement under subsection 11.4, (a) the license set forth in subsection 1.1 of this Agreement will terminate with respect to all Patents licensed thereunder, and (b) with respect to each Patent to which Licensee has acquired title pursuant to Sections 3 or 4 of the Patent Rights Agreement, Licensee shall use commercially reasonable efforts to assign all right, title and interest in such Patent to Licensor as soon as reasonably practicable, subject (in each case of clauses (a) and (b) above) to all of the conditions set forth with respect to the release or assignment of Released Patents in subsection 5.4(c) of this Agreement. Licensee agrees to reasonably cooperate with the recording of transfer of title of such Patents to Licensor, provided that Licensor shall bear all expenses (and shall reimburse Licensee for all of its expenses) relating to such transfer.

In the event of termination of this Agreement by Licensor following a Payment Breach by Licensee, Licensee shall continue to be obligated to pay Licensee Profits, if any, generated by any Revenue that may be paid to Licensee after such termination with respect to any sublicenses, covenants not to sue or other encumbrances under the Patents granted by Licensee or any Affiliate of Licensee at or after the Closing and prior to such termination.

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11.6 Remedies

Licensor’s sole and exclusive remedy in the event of any claim, dispute, or controversy under this Agreement, other than a Payment Breach, will be the recovery of money damages, subject to the disclaimer and limitations set forth in this Agreement, including, without limitation, those in subsections 9.1, 9.2 and 9.3.

11.7 Export Controls

It is understood and agreed that to the extent Licensor is subject to United States laws and regulations controlling the export of technical data, computer software, laboratory prototypes, and other commodities (including the Arms Export Control Act, as amended, and the Export Administration Act of 1979), its obligations hereunder are contingent on compliance with applicable United States export laws and regulations. The transfer of certain technical data and commodities may require a license from the cognizant agency of the United States Government and/or written assurances by Licensee that Licensee will not export data or commodities to certain foreign countries without prior approval of such agency. Licensor neither represents that a license will not be required nor that, if required, it will be issued.

11.8 Governing Law

Any claim arising under or relating to this Agreement will be governed by the laws of the State of Delaware, without regard to choice of law principles to the contrary.

11.9 Dispute Resolution

Except for the payment of the License Issue Fee set forth in subsection 2.1 and as provided under subsection 11.1, the parties hereby waive their respective rights to seek remedies in court, and will resolve any and all claims, disputes, or controversies relating in any way to, or arising out of, this Agreement, including, without limitation, any breach or threatened breach of this Agreement, the amount of the Profit Participation due under this Agreement, or the calculation of Profit (“Disputes”), as follows:

(a) The party raising the Dispute shall promptly provide the other party with a written notice describing the nature of the Dispute in reasonable detail (a “Dispute Notice”). During the thirty (30) day period after a party’s receipt of a Dispute Notice, the parties will commence discussions to attempt to resolve the Dispute.

(b) If the parties cannot timely resolve the Dispute through negotiation, before resorting to arbitration the parties will try in good faith to settle the Dispute by mediation before a mutually agreed mediator in Seattle, Washington. The mediation will be conducted in English and administered by the American Arbitration Association (“AAA”) under its Commercial Mediation Procedures. If the parties are unable to agree upon a mutually acceptable mediator, the AAA will appoint a qualified mediator. The mediation proceeding shall take place on the earliest practicable date following the submission of a request for mediation by either party, which request shall be submitted within sixty (60) days after a party’s receipt of a Dispute Notice.

(c) If the Dispute is not resolved through mediation within thirty (30) days after the mediation hearing, the parties will submit the Dispute to final and binding arbitration

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administered by the AAA under its Commercial Arbitration Rules. The arbitrator may enter a default decision against any party who fails to participate in the arbitration proceedings.

(i) The arbitration will be conducted before a mutually agreed panel of three (3) neutral arbitrators in Seattle, Washington. If the parties are unable to agree upon a mutually acceptable panel of three (3) arbitrators, the panel will be selected by the AAA.

(ii) The arbitration hearing will be conducted in English, and under no circumstances will the arbitration hearing extend for more than one (1) business day. The award shall be rendered within one hundred twenty (120) days of the demand and the arbitrators shall agree to comply with this schedule before accepting appointment. The parties have included these time limits to expedite the proceeding, but they are not jurisdictional, and the arbitrator may for good cause permit reasonable extensions which shall not affect the validity of the award.

(iii) All documents and information relevant to the Dispute in the possession of any party shall be made available to the other party not later than sixty (60) days after the demand for arbitration is served, and the arbitrator may permit such depositions or other discovery deemed necessary for a fair hearing.

(iv) The parties agree that the arbitration method to be employed by the parties will be “baseball arbitration,” in which case each party will submit to the arbitrators and exchange with each other in advance of the hearing their last, best offers and the arbitrators will be limited to awarding only one or the other of the two figures submitted.

(v) The arbitrators’ award may be entered and enforced in any court with competent jurisdiction and will be nonappealable. Such decision may be used in a court of law only for the purpose of seeking enforcement of the arbitrator’s decision permitted under this Agreement.

(vi) The award shall be in writing, shall be signed by a majority of the arbitrators, and shall include a statement setting forth the reasons for the disposition of any claim.

(vii) The costs of the arbitration proceeding, including reasonable attorneys’ fees and costs, will be determined by the arbitrators, who may apportion costs equally, or in accordance with any finding of fault or lack of good faith of either party.

(viii) To the fullest extent permitted by law, no arbitration under this Agreement shall be joined to any other arbitration, and no class arbitration proceedings shall be permitted.

(ix) Except as may be required by law, neither a party nor any arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both parties.

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11.10 Notices and Payment Delivery

All notices required or permitted to be given hereunder will be in writing, will make reference to this Agreement and will be delivered by hand, or dispatched by prepaid air courier to the addresses set forth on the cover page of this Agreement. Such notices will be deemed given when received by addressee or, if delivery is not accomplished by reason of some fault of the addressee, when tendered for delivery. Either party may give written notice of a change of address to the other. After notice of such change has been received, any notice or request will thereafter be given to such party at such changed address.

11.11 Severability

If any provision of this Agreement is found to be invalid or unenforceable, then the remainder of this Agreement will have full force and effect, and the invalid provision will be modified, or partially enforced, to the maximum extent permitted to effectuate the original objective.

11.12 Waiver

Failure by either party to enforce any term of this Agreement will not be deemed a waiver of future enforcement of that or any other term in this Agreement or any other agreement that may be in place between the parties.

11.13 Miscellaneous

This Agreement, including its exhibits and schedules, together with the other Transaction Agreements, constitute the entire agreement between the parties with respect to the subject matter hereof and merge and supersede all prior and contemporaneous agreements, understandings, negotiations, and discussions. Neither of the parties will be bound by any conditions, definitions, warranties, understandings, or representations with respect to the subject matter hereof other than as expressly provided in this Agreement or in the other Transaction Agreements. The section headings contained in this Agreement are for reference purposes only and will not affect in any way the meaning or interpretation of this Agreement. This Agreement is not intended to confer any right or benefit on any third party (including, but not limited to, any employee or beneficiary of any party), and no action may be commenced or prosecuted against a party by any third party claiming as a third-party beneficiary of this Agreement or any of the transactions contemplated by this Agreement. No oral explanation or oral information by either party hereto will alter the meaning or interpretation of this Agreement. No amendments or modifications will be effective unless in writing and signed by authorized representatives of both parties; provided, however, that, after the Closing, Licensee may update Schedule A to include any patents or patent applications within the definition of Patents, based on its review of the Deliverables as defined in subsection 3.1, by providing updated Schedule A to Licensor. The terms and conditions of this Agreement and the other Transaction Agreements will prevail notwithstanding any different, conflicting or additional terms and conditions that may appear on any letter, email or other communication or other writing not expressly incorporated into this Agreement.

11.14 Counterparts; Electronic Signature

This Agreement may be executed in counterparts, each of which will be deemed an original, and all of which together constitute one and the same instrument. Each party will execute

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and promptly deliver to the other parties a copy of this Agreement bearing the original signature. Prior to such delivery, in order to expedite the process of entering into this Agreement, the parties acknowledge that a Transmitted Copy of this Agreement will be deemed an original document. “Transmitted Copy” means a copy bearing a signature of a party that is reproduced or transmitted via email of a .pdf file, photocopy, facsimile, or other process of complete and accurate reproduction and transmission.

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SCHEDULE A

LIVE ASSETS

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
5768426	US	10/21/1994	Graphics processing system employing embedded code signals Rhoads, Geoffrey B.
5636292C1	US	05/08/1995	Steganography methods employing embedded calibration data Rhoads, Geoffrey B.
5748763	US	05/08/1995	Image steganography system featuring perceptually adaptive and globally scalable signal embedding Rhoads, Geoffrey B.
5850481C1	US	05/08/1995	Steganographic system Rhoads, Geoffrey B.
5841978	US	07/27/1995	Network linking method using steganographically embedded data objects Rhoads, Geoffrey B.
5745604	US	03/15/1996	Identification/authentication system using robust, distributed coding Rhoads, Geoffrey B.
6122403	US	11/12/1996	Computer system linked by using information in data objects Rhoads, Geoffrey B.
6026193	US	10/16/1997	Video steganography Rhoads, Geoffrey B.
6122392C1	US	11/12/1997	Signal processing to hide plural-bit information in image, video, and audio data Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6324573	US	08/06/1998	Linking of computers using information steganographically embedded in data objects Rhoads, Geoffrey B.
6229924	US	08/21/1998	Method and apparatus for watermarking video images Rhoads, Geoffrey B.
6421070	US	10/01/1998	Smart images and image bookmarking for an internet browser Ramos, Daniel O.
7171016	US	11/05/1998	Method for monitoring internet dissemination of image, video and/or audio files Rhoads, Geoffrey B.
6681028	US	05/19/1999	Paper-based control of computer systems Rodriguez, Tony F.
6404898	US	06/24/1999	Method and system for encoding image and audio content Rhoads, Geoffrey B.
6496591	US	06/29/1999	Video copy-control with plural embedded signals Rhoads, Geoffrey B.
6400827	US	06/29/1999	Methods for hiding in-band digital data in images and video Rhoads, Geoffrey B.
6311214	US	06/29/1999	Linking of computers based on optical sensing of digital data Rhoads, Geoffrey B.
6343138	US	06/29/1999	Security documents with hidden digital data Rhoads, Geoffrey B.
6700990	US	09/29/1999	Digital watermark decoding method Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6879701	US	09/29/1999	Tile-based digital watermarking techniques Rhoads, Geoffrey B.
6408331	US	09/29/1999	Computer linking methods using encoded graphics Rhoads, Geoffrey B.
6307949	US	11/04/1999	Methods for optimizing watermark detection Rhoads, Geoffrey B.
6539095	US	11/17/1999	Audio watermarking to convey auxiliary control information, and media embodying same Rhoads, Geoffrey B.
6381341	US	11/17/1999	Watermark encoding method exploiting biases inherent in original signal Rhoads, Geoffrey B.
6363159	US	11/17/1999	Consumer audio appliance responsive to watermark data Rhoads, Geoffrey B.
6542618	US	11/17/1999	Methods for watermark decoding Rhoads, Geoffrey B.
6587821	US	11/17/1999	Methods for decoding watermark data from audio, and controlling audio devices in accordance therewith Rhoads, Geoffrey B.
6408082	US	11/30/1999	Watermark detection using a fourier mellin transform Rhoads, Geoffrey B.
6286036	US	12/15/1999	Audio- and graphics-based linking to internet Rhoads, Geoffrey B.
6560349	US	12/28/1999	Audio monitoring using steganographic information Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6813366	US	12/30/1999	Steganographic decoding with transform to spatial domain Rhoads, Geoffrey B.
7562392	US	12/30/1999	Methods of interacting with audio and ambient music Rhoads, Geoffrey B.
6330335	US	01/13/2000	Audio steganography Rhoads, Geoffrey B.
6983051	US	01/18/2000	Methods for audio watermarking and decoding Rhoads, Geoffrey B.
6574350	US	02/03/2000	Digital watermarking employing both frail and robust watermarks Rhoads, Geoffrey B.
6289108	US	02/10/2000	Methods for detecting alteration of audio and images Rhoads, Geoffrey B.
6614914	US	02/14/2000	Watermark embedder and reader Rhoads, Geoffrey B.
6965682	US	02/15/2000	Data transmission by watermark proxy Davis, Bruce L.
6449379	US	02/29/2000	Video steganography methods avoiding introduction of fixed pattern noise Rhoads, Geoffrey B.
6266430	US	03/08/2000	Audio or video steganography Rhoads, Geoffrey B.
6353672	US	03/08/2000	Steganography using dynamic codes Rhoads, Geoffrey B.
6611607	US	03/15/2000	Integrating digital watermarks in multimedia content Davis, Bruce L.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6516079	US	03/15/2000	Digital watermark screening and detecting strategies Rhoads, Geoffrey B.
6988202	US	03/17/2000	Pre-filteriing to increase watermark signal-to-noise ratio Rhoads, Geoffrey
09/538493	US	03/30/2000	Method for inserting and detecting watermarks in digital data Rhoads, Geoffrey B.
6775392	US	04/06/2000	Computer system linked by using information in data objects Rhoads, Geoffrey B.
6535617	US	04/19/2000	Removal of fixed pattern noise and other fixed patterns from media signals Hannigan, Brett T.
6590996	US	04/19/2000	Color adaptive watermarking Reed, Alastair M.
6553129	US	04/28/2000	Computer system linked by using information in data objects Rhoads, Geoffrey
6567533	US	04/27/2000	Method and apparatus for discerning image distortion by reference to encoded marker signals Rhoads, Geoffrey B.
6505160	US	05/02/2000	Connected audio and other media objects Levy, Kenneth L.
6424725	US	05/08/2000	Determining transformations of media signals with embedded code signals Rhoads, Geoffrey B.
6947571	US	05/15/2000	Cell phones with optical capabilities, and related applications Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6522769	US	05/18/2000	Reconfiguring a watermark detector Rhoads, Geoffrey B.
09/574726	US	05/18/2000	Method and systems employing digital watermarking in music and other media Rhoads, Geoffrey B.
6944298	US	05/31/2000	Steganographic encoding and decoding of auxiliary codes in media signals Rhoads, Geoffrey B.
6411725	US	06/20/2000	Watermark enabled video objects Rhoads, Geoffrey B.
6681029	US	07/06/2000	Decoding steganographic messages embedded in media signals Rhoads, Geoffrey B.
6535618	US	07/17/2000	Image capture device with steganographic data embedding Rhoads, Geoffrey B.
6385329	US	07/19/2000	Wavelet domain watermarks Sharma, Ravi K.
6542620	US	07/27/2000	Signal processing to hide plural-bit information in image, video, and audio data Rhoads, Geoffrey B.
6522770	US	08/01/2000	Management of documents and other objects using optical devices Seder, Phillip Andrew
6647128	US	09/07/2000	Method for monitoring internet dissemination of image, video, and/or audio files Rhoads, Geoffrey B.
7003731	US	10/17/2000	User control and activation of watermark enabled objects Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
09/697009	US	10/25/2000	Digitally marked objects and promotional methods Davis, Bruce L.
7261612	US	11/08/2000	Methods and systems for read-aloud books Hannigan, Brett T.
6442285	US	12/08/2000	Controlling operation of a device using a re-configurable watermark detector Rhoads, Geoffrey B.
6757406	US	01/10/2001	Steganographic image processing Rhoads, Geoffrey B.
6567535	US	01/10/2001	Steganographic system with changing operations Rhoads, Geoffrey B.
6430302	US	01/10/2001	Steganographically encoding a first image in accordance with a second image Rhoads, Geoffrey B.
7224995	US	01/10/2001	Data entry method and system Rhoads, Geoffrey B.
6760463	US	01/17/2001	Watermarking methods and media Rhoads, Geoffrey B.
6829368	US	01/24/2001	Establishing and interacting with on-line media collections using identifiers in media signals Meyer, Joel R.
6798894	US	02/06/2001	Method and apparatus for watermarking video images Rhoads, Geoffrey B.
6580808	US	02/27/2001	Method and apparatus for discerning image distortion by reference to encoded marker signals Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7061510	US	03/05/2001	Geo-referencing of aerial imagery using embedded image identifiers and cross-referenced data sets Rhoads, Geoffrey B.
7051086	US	03/09/2001	Method of linking on-line data to printed documents Rhoads, Geoffrey B.
7209571	US	04/20/2001	Authenticating metadata and embedding metadata in watermarks of media signals Davis, Bruce L.
6590997	US	04/24/2001	Files and methods employing common information in both header and steganographic embedding Rhoads, Geoffrey B.
7024016	US	04/24/2001	Digital watermarking apparatus and methods Rhoads, Geoffrey B.
7185201	US	05/14/2001	Content identifiers triggering corresponding responses Rhoads, Geoffrey B.
6675146	US	05/31/2001	Audio steganography Rhoads, Geoffrey B.
7302574	US	06/21/2001	Content identifiers triggering corresponding responses through collaborative processing Conwell, William Y.
6542927	US	06/29/2001	Linking of computers based on steganographically embedded digital data Rhoads, Geoffrey B.
6560350	US	06/29/2001	Methods for detecting alteration of audio Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6721440	US	07/02/2001	Low visibility watermarks using an out-of-phase color Reed, Alastair M.
6959386	US	07/25/2001	Hiding encrypted messages in information carriers Rhoads, Geoffrey B.
6590998	US	08/01/2001	Network linking method using information embedded in data objects that have inherent noise Rhoads, Geoffrey B.
6763123	US	08/20/2001	Detection of out-of-phase low visibility watermarks Reed, Alastair M.
7058697	US	08/28/2001	Internet linking from image content Rhoads, Geoffrey B.
6718046	US	08/31/2001	Low visibility watermark using time decay fluorescence Reed, Alastair M.
6654887	US	09/25/2001	Steganography decoding methods employing error information Rhoads, Geoffrey B.
6950519	US	11/28/2001	Geographically watermarked imagery and methods Rhoads, Geoffrey B.
6738495	US	11/29/2001	Watermarking enhanced to withstand anticipated corruptions Rhoads, Geoffrey B.
7042470	US	10/23/2001	Using embedded steganographic identifiers in segmented areas of geographic images and characteristics corresponding to imagery data derived from aerial platforms Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6920232	US	10/22/2001	Watermark encoding using arbitrary features Rhoads, Geoffrey B.
7050603	US	12/13/2001	Watermark encoded video, and related methods Rhoads, Geoffrey B.
7289643	US	12/19/2001	Method, apparatus and programs for generating and utilizing content signatures Brunk, Hugh L.
6519352	US	01/23/2002	Encoding and decoding in accordance with steganographically-conveyed data Rhoads, Geoffrey B.
7437430	US	03/06/2002	Network linking using index modulated on data Rhoads, Geoffrey B.
6654480	US	03/25/2002	Audio appliance and monitoring device responsive to watermark data Rhoads, Geoffrey B.
7054462	US	03/28/2002	Inferring object status based on detected watermark data Rhoads, Geoffrey B.
7111170	US	03/29/2002	Distributed system for responding to watermarked documents Hein, William
6804376	US	03/28/2002	Equipment employing watermark-based authentication function Rhoads, Geoffrey B.
7054463	US	03/28/2002	Data encoding using frail watermarks Rhoads, Geoffrey B.
6850626	US	03/28/2002	Methods employing multiple watermarks Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7095871	US	04/05/2002	Digital asset management and linking media signals with related data using watermarks Jones, Kevin C.
6917724	US	04/08/2002	Methods for opening file on computer via optical sensing Seder, Phillip Andrew
6694042	US	04/08/2002	Methods for determining contents of media Seder, Phillip Andrew
6694043	US	04/08/2002	Method of monitoring print data for text associated with a hyperlink Seder, Phillip Andrew
7653210	US	04/08/2002	Method for monitoring internet dissemination of image, video, and/or audio files Rhoads, Geoffrey B.
6567780	US	04/09/2002	Audio with hidden in-band digital data Rhoads, Geoffrey B.
6647129	US	05/08/2002	Method and system for encoding image and audio content Rhoads, Geoffrey B.
7171018	US	05/15/2002	Portable devices and methods employing digital watermarking Rhoads, Geoffrey B.
7711564	US	06/27/2002	Connected audio and other media objects Levy, Kenneth L.
6647130	US	07/03/2002	Printable interfaces and digital linking with embedded codes Rhoads, Geoffrey B.
6704869	US	07/22/2002	Extracting digital watermarks using logarithmic sampling and symmetrical attributes Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6700995	US	07/30/2002	Applying digital watermarks using dot gain correction Reed, Alastair M.
6778682	US	07/31/2002	Redundantly embedding auxiliary data in source signals Rhoads, Geoffrey B.
6718047	US	08/07/2002	Watermark embedder and reader Rhoads, Geoffrey B.
6993152	US	08/12/2002	Hiding geo-location data through arrangement of objects Patterson, Philip R.
7113614	US	09/17/2002	Embedding auxiliary signals with multiple components into media signals Rhoads, Geoffrey B.
7054465	US	10/16/2002	Data hiding method and system for embedding and extracting information in signals Rhoads, Geoffrey B.
7224819	US	10/21/2002	Integrating digital watermarks in multimedia content Levy, Kenneth L.
7006661	US	10/21/2002	Digital watermarking systems and methods Miller, Marc D.
6768808	US	12/09/2002	Encoding and decoding methods in which decryption data is conveyed steganographically within audio or visual content Rhoads, Geoffrey B.
7319775	US	07/12/2001	Wavelet domain watermarks Sharma, Ravi K.
7158654	US	01/02/2003	Image processor and image processing method Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7333957	US	01/06/2003	Connected audio and other media objects Levy, Kenneth L.
7349552	US	01/06/2003	Connected audio and other media objects Levy, Kenneth L.
6744907	US	02/04/2003	Image capture methods and devices employing steganographic processing Rhoads, Geoffrey B.
6768809	US	02/04/2003	Digital watermark screening and detection strategies Rhoads, Geoffrey B.
7308110	US	02/26/2003	Methods for marking images Rhoads, Geoffrey B.
7499564	US	03/05/2003	Methods for decoding watermark data from audio, and controlling audio devices in accordance therewith Rhoads, Geoffrey B.
7181022	US	03/25/2003	Audio watermarking to convey auxiliary information, and media embodying same Rhoads, Geoffrey B.
7003132	US	04/01/2003	Embedding hidden auxiliary code signals in media Rhoads, Geoffrey B.
7340076	US	04/16/2003	Digital watermarks for unmanned vehicle navigation Stach, John
7391880	US	07/03/2003	Color adaptive watermarking Reed, Alastair M.
6987862	US	07/11/2003	Video steganography Rhoads, Geoffrey B.
6975746	US	08/25/2003	Integrating digital watermarks in multimedia content Davis, Bruce L.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
10/658808	US	09/08/2003	Method for increasing the functionality of a media player/recorder device or an application program Rhoads, Geoffrey B.
6882738	US	10/23/2003	Methods and tangible objects employing textured machine readable data Davis, Bruce L.
10/764430	US	01/23/2004	Paper products and physical objects as means to access and control a computer or to navigate over or act as a portal on a network Rhoads, Geoffrey B.
RE40919	US	01/27/2004	Methods for surveying dissemination of proprietary empirical data Inventor: Geoffrey B. Rhoads
7099492	US	02/13/2004	Method of steganographically embedding geo-location data in media Rhoads, Geoffrey B.
10/792400	US	03/02/2004	Printer driver separately applying watermark and information Rhoads, Geoffrey B.
10/797617	US	03/09/2004	Image processing using embedded registration data to determine and compensate for geometric transformation Rhoads, Geoffrey B.
6996252	US	04/05/2004	Low visibility watermark using time decay fluorescence Reed, Alastair M.
7062069	US	04/06/2004	Digital watermark embedding and decoding using encryption keys Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7035427	US	04/09/2004	Method and system for managing, accessing and paying for the use of copyrighted electronic media Rhoads, Geoffrey B.
7027614	US	04/12/2004	Hiding information to reduce or offset perceptible artifacts Reed, Alastair M.
7505605	US	04/13/2004	Portable devices and methods employing digital watermarking Rhoads, Geoffrey B.
10/836094	US	04/29/2004	Fragile and emerging digital watermarks Reed, Alastair M.
7436976	US	05/11/2004	Digital watermarking systems and methods Levy, Kenneth L.
7184570	US	05/27/2004	Methods and systems for steganographic processing Rhoads, Geoffrey B.
7139408	US	09/28/2004	Transform domain watermarking of image signals Rhoads, Geoffrey B.
7537170	US	11/15/2004	Machine-readable security features for printed objects Reed, Alastair M.
7593576	US	12/03/2004	Systems and methods of managing audio and other media Meyer, Joel R.
7515733	US	01/19/2005	Methods and arrangements employing digital content items Rhoads, Geoffrey B.
7685426	US	02/02/2005	Managing and indexing content on a network with image bookmarks and digital watermarks Ramos, Daniel O.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7164780	US	02/17/2005	Digital watermarking apparatus and methods Brundage, Trent J.
7177443	US	02/17/2005	Method and apparatus for associating identifiers with content Rhoads, Geoffrey B.
7076084	US	04/13/2005	Methods and objects employing machine readable data Davis, Bruce L.
7321667	US	05/11/2005	Data hiding through arrangement of objects Stach, John
7174031	US	05/17/2005	Methods for using wireless phones having optical capabilities Rhoads, Geoffrey B.
7184572	US	06/03/2005	Using steganographic encoded information with maps Rhoads, Geoffrey B.
7738673	US	06/14/2005	Low visible digital watermarks Reed, Alastair M.
7248717	US	07/27/2005	Securing media content with steganographic encoding Rhoads, Geoffrey B.
11/198892	US	08/04/2005	Associating data with images in imaging systems Rhoads, Geoffrey B.
11/226847	US	09/13/2005	Steganographic encoding and decoding of auxiliary codes in media signals Rhoads, Geoffrey B.
11/231553	US	09/20/2005	Background watermark processing Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7502489	US	09/27/2005	Geographically watermarked imagery and methods Rhoads, Geoffrey B.
7567686	US	10/25/2005	Hiding and detecting messages in media signals Rhoads, Geoffrey B.
7461136	US	11/02/2005	Internet linking from audio and image content Rhoads, Geoffrey B.
7545951	US	11/14/2005	Data transmission by watermark or derived identifier proxy Davis, Bruce L.
7444392	US	11/23/2005	Registering with computer systems Rhoads, Geoffrey B.
7643649	US	12/13/2005	Integrating digital watermarks in multimedia content Davis, Bruce L.
7657058	US	12/13/2005	Watermark orientation signals conveying payload data Sharma, Ravi K.
7577273	US	12/22/2005	Steganographically encoded video, deriving or calculating identifiers from video, and related methods Rhoads, Geoffrey B.
7242790	US	12/22/2005	Video steganography Rhoads, Geoffrey B.
7536555	US	01/03/2006	Methods for audio watermarking and decoding Rhoads, Geoffrey B.
7587602	US	01/11/2006	Methods and devices responsive to ambient audio Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7424132	US	02/21/2006	Embedding hidden auxiliary code signals in media Rhoads, Geoffrey B.
7454035	US	02/24/2006	Digital watermarking systems and methods Miller, Marc D.
7313251	US	04/25/2006	Method and system for managing and controlling electronic media Rhoads, Geoffrey B.
11/382453	US	05/09/2006	Embedding geo-location information in media Rhoads, Geoffrey B.
11/382850	US	05/11/2006	Digital media methods Rhoads, Geoffrey B.
11/382855	US	05/11/2006	Content protection arrangements Rhoads, Geoffrey B.
7266217	US	05/30/2006	Multiple watermarks in content Rhoads, Geoffrey B.
7369678	US	06/13/2006	Digital watermark and steganographic decoding Rhoads, Geoffrey B.
7305117	US	07/11/2006	Methods and tangible objects employing machine readable data Davis, Bruce L.
11/458639	US	07/19/2006	Methods for inserting and detecting watermarks in digital data Rhoads, Geoffrey B.
7650008	US	08/17/2006	Digital watermarking compressed video captured from aerial sensors Rhoads, Geoffrey B.
7372976	US	08/22/2006	Content indexing and searching using content identifiers and associated metadata Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
11/536487	US	09/28/2006	Methods, apparatus and programs for generating and utilizing content signatures Brunk, Hugh L.
11/538368	US	10/03/2006	Providing travel-logs based on hidden geo-location metadata Rhoads, Geoffrey B.
11/562357	US	11/21/2006	Watermarking compressed data Rhoads, Geoffrey B.
11/613876	US	12/20/2006	Methods, apparatus and programs for generating and utilizing content signatures Brunk, Hugh L.
11/619123	US	01/02/2007	Methods, systems, and sub-combinations useful in media identification Rhoads, Geoffrey B.
11/620993	US	01/08/2007	Visual content-based internet search methods and sub-combinations Rhoads, Geoffrey B.
11/620999	US	01/08/2007	Audio-based internet search methods and sub-combinations Rhoads, Geoffrey B.
7313253	US	01/10/2007	Methods and tangible objects employing machine readable data in photo-reactive materials Davis, Bruce L.
7330564	US	01/11/2007	Digital watermarking apparatus and methods Brundage, Trent J.
7486799	US	01/30/2007	Methods for monitoring audio and images on the internet Rhoads, Geoffrey B.
7466840	US	01/30/2007	Soft error decoding of steganographic data Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7702511	US	02/02/2007	Watermarking to convey auxiliary information, and media embodying same Rhoads, Geoffrey B.
7406214	US	02/05/2007	Methods and devices employing optical sensors and/or steganography Rhoads, Geoffrey B.
11/671848	US	02/06/2007	Methods and devices employing content identifiers Rhoads, Geoffrey B.
7792325	US	02/06/2007	Methods and devices employing content identifiers Rhoads, Geoffrey B.
7359528	US	02/07/2007	Monitoring of video or audio based on in-band and out-of-band data Rhoads, Geoffrey B.
7433491	US	02/12/2007	Method and apparatus for associating identifiers with content Rhoads, Geoffrey B.
11/676942	US	02/20/2007	Audio encoding to convey auxiliary information, and media embodying same Rhoads, Geoffrey B.
7724919	US	02/23/2007	Methods and systems for steganographic processing Rhoads, Geoffrey B.
11/738973	US	04/23/2007	Fingerprinting of media signals Rhoads, Geoffrey B.
11/739614	US	04/24/2007	Authenticating metadata and embedding metadata in watermarks of media signals Rhoads, Geoffrey B.
11/746804	US	05/10/2007	Methods and systems employing digital content Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7565294	US	05/10/2007	Methods and systems employing digital content Rhoads, Geoffrey B.
7676059	US	05/22/2007	Video steganography or encoding Rhoads, Geoffrey B.
11/754126	US	05/25/2007	Gestural techniques with wireless mobile phone devices Rhoads, Geoffrey B.
7460726	US	05/29/2007	Integrating steganographic encoding in multimedia content Levy, Kenneth L.
7536034	US	05/31/2007	Gestural use of wireless mobile phone devices to signal to remote systems Rhoads, Geoffrey B.
7760905	US	05/31/2007	Wireless mobile phone with content processing Rhoads, Geoffrey B.
7415129	US	07/10/2007	Providing reports associated with video and audio content Rhoads, Geoffrey B.
7444000	US	07/23/2007	Content identification, and securing media content with steganographic encoding Rhoads, Geoffrey B.
11/847231	US	08/29/2007	Machine-readable features for objects Rodriguez, Tony F.
11/874054	US	10/17/2007	Associating objects with corresponding behaviors Rhoads, Geoffrey B.
7787653	US	10/22/2007	Methods for controlling rendering of images and video Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7545952	US	10/23/2007	Image or video display devices Brundage, Trent J.
11/877832	US	10/24/2007	Content protection arrangements Rhoads, Geoffrey B.
11/925261	US	10/26/2007	Audio encoding to convey auxiliary information, and media embodying same Rhoads, Geoffrey B.
11/925303	US	10/26/2007	Steganographic encoding and detecting for video signals Rhoads, Geoffrey B.
7548643	US	10/26/2007	Methods, objects and apparatus employing machine readable data Davis, Bruce L.
7590259	US	10/29/2007	Deriving attributes from images, audio or video to obtain metadata Levy, Kenneth L.
7805500	US	10/31/2007	Network linking methods and apparatus Rhoads, Geoffrey B.
11/932839	US	10/31/2007	Connected audio and other media objects Levy, Kenneth L.
11/945859	US	11/27/2007	Content identifiers Conwell, William Y.
7697719	US	12/20/2007	Methods for analyzing electronic media including video and audio Rhoads, Geoffrey B.
7711143	US	12/11/2007	Methods for marking images Rhoads, Geoffrey B.
12/014690	US	01/15/2008	Wavelet domain watermarks Sharma, Ravi K.
7532741	US	01/22/2008	Data hiding in media Stach, John

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/103513	US	04/15/2008	Apparatus and methods to process video or audio Rhoads, Geoffrey B.
7756290	US	05/06/2008	Detecting embedded signals in media content using coincidence metrics Rhoads, Geoffrey B.
7650009	US	05/07/2008	Controlling use of audio or image content Rhoads, Geoffrey B.
12/120150	US	05/13/2008	Content indexing and searching using content identifiers and associated metadata Rhoads, Geoffrey B.
12/143389	US	06/20/2008	Digital media methods Rhoads, Geoffrey B.
7693300	US	06/24/2008	Color image or video processing Reed, Alastair M.
7606390	US	08/14/2008	Processing data representing video and audio and methods and apparatus related thereto Rhoads, Geoffrey B.
7672477	US	09/09/2008	Detecting hidden auxiliary code signals in media Rhoads, Geoffrey B.
7747038	US	10/07/2008	Method and apparatus for associating identifiers with content Rhoads, Geoffrey B.
7693965	US	10/14/2008	Analyzing audio, including analyzing streaming audio signals Rhoads, Geoffrey B.
12/251362	US	10/14/2008	Digital watermarking systems and methods Levy, Kenneth L.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7564992	US	10/24/2008	Content identification through deriving identifiers from video, images and audio Rhoads, Geoffrey B.
12/259890	US	10/28/2008	Image sensors worn or attached on humans for imagery identification Rhoads, Geoffrey B.
7620253	US	11/17/2008	Steganographic systems and methods Miller, Marc D.
7650010	US	11/21/2008	Connected video and audio Levy, Kenneth L.
12/324422	US	11/26/2008	Internet linking from audio and image content Rhoads, Geoffrey B.
7602978	US	12/02/2008	Deriving multiple identifiers from multimedia content Levy, Kenneth L.
12/331227	US	12/09/2008	Methods, apparatus and programs for generating and utilizing content signatures Brunk, Hugh L.
12/332654	US	12/11/2008	Methods, apparatus and programs for generating and utilizing content signatures Brunk, Hugh L.
7751588	US	12/16/2008	Error processing of steganographic message signals Rhoads, Geoffrey B.
7751596	US	01/08/2009	Methods and arrangements employing digital content items Rhoads, Geoffrey B.
12/397232	US	03/03/2009	Methods for managing content using intentional degradation and insertion of steganographic codes Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/401403	US	03/10/2009	Geographical encoding imagery and video Rhoads, Geoffrey B.
12/407487	US	03/19/2009	Methods and systems employing digital content Rhoads, Geoffrey B.
12/419800	US	04/07/2009	Methods and arrangements employing digital content items Rhoads, Geoffrey B.
12/464679	US	05/12/2009	Arrangement of objects in images or graphics to convey a machine-readable signal Stach, John
12/468703	US	05/19/2009	Interactive systems and methods employing wireless mobile devices Rhoads, Geoffrey B.
12/468727	US	05/19/2009	Methods for audio watermarking and decoding Rhoads, Geoffrey B.
12/471172	US	05/22/2009	Methods and devices responsive to ambient audio Rhoads, Geoffrey B.
12/477759	US	06/03/2009	Digital watermarking apparatus and methods Rhoads, Geoffrey B.
12/481438	US	06/09/2009	Data transmission by extracted or calculated identifying data Davis, Bruce L.
12/485666	US	06/16/2009	Methods, objects and apparatus employing machine readable data Davis, Bruce L.
12/494036	US	06/29/2009	Deriving or calculating identifiers from video signals Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/498930	US	07/07/2009	Portable audio appliance Rhoads, Geoffrey B.
12/506843	US	07/21/2009	Deriving identifying data from video and audio Rhoads, Geoffrey B.
12/506854	US	07/21/2009	Methods and systems employing digital content Rhoads, Geoffrey B.
12/510760	US	07/28/2009	Hiding and detecting messages in media signals Rhoads, Geoffrey B.
12/554722	US	09/04/2009	Methods and devices responsive to ambient audio Rhoads, Geoffrey B.
12/560177	US	09/15/2009	Methods and systems for steganographic processing Rhoads, Geoffrey B.
12/560186	US	09/15/2009	Embedding hidden auxiliary information in media Rhoads, Geoffrey B.
12/560223	US	09/15/2009	Connected audio and other media objects Levy, Kenneth L.
12/564776	US	09/22/2009	Systems and methods of managing audio and other media Meyer, Joel R.
12/577487	US	10/12/2009	Extracting multiple identifiers from audio and video content Levy, Kenneth L.
12/577964	US	10/13/2009	Hiding and detecting auxiliary data in media materials and signals Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/582408	US	10/20/2009	Processing data representing video and audio and methods related thereto Rhoads, Geoffrey B.
12/611004	US	11/02/2009	User feedback in connection with object recognition Rhoads, Geoffrey B.
12/620295	US	11/17/2009	Steganographic systems and methods Miller, Marc D.
12/652678	US	01/05/2010	Synchronizing rendering of multimedia content Davis, Bruce L.
12/761242	US	04/15/2010	Methods and arrangements employing digital content items Rhoads, Geoffrey B.
AU2009200468	AU	02/06/2009	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
CA2174413	CA	11/16/1994	Steganographic methods and apparatuses Rhoads, Geoffrey B.
CA2218957	CA	05/07/1996	Steganography systems Rhoads, Geoffrey B.
CA2373208	CA	05/18/2000	Methods and systems for processing audio Rhoads, Geoffrey B.
CA2373511	CA	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
CA2422081	CA	10/25/2001	Digitally marked objects and promotional methods Davis, Bruce L.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
CH1003324	CH	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.
CH1137251	CH	05/07/1996	Use of calibration data steganographically embedded in the transform domain to discern image distortion Rhoads, Geoffrey B.
CH1372334	CH	05/07/1996	Method of embedding a machine readable steganographic code Rhoads, Geoffrey B.
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DE69432480.9	DE	11/16/1994	Steganographic system Rhoads, Geoffrey B.
DE69434237.8	DE	11/16/1994	Video with hidden in-band digital data Rhoads, Geoffrey B.
DE69435076.1	DE	11/16/1994	Identification/authentication system using robust, distributed coding Rhoads, Geoffrey B.
DE69620751.6	DE	05/07/1996	Steganographical embedding of auxiliary data and calibration data in image data Rhoads, Geoffrey B.
DE69625626.6	DE	05/07/1996	Initiating a link between computers based on the decoding of an address steganographically embedded in an audio object Rhoads, Geoffrey B.
DE69629134.7	DE	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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EP01988889.0	EP	10/25/2001	Digitally marked objects and promotional methods Davis, Bruce L.
EP04030490.9	EP	11/16/1994	Signal processing method Rhoads, Geoffrey B.
EP08100632.2	EP	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
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EP08171782.9	EP	05/07/1996	A method of recognising content signals in a network of computing devices Rhoads, Geoffrey B.
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
ES2236999	ES	11/16/1994	Video with hidden in-band digital data Rhoads, Geoffrey B.
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FI0824821	FI	05/07/1996	Steganographical embedding of auxiliary data and calibration data in image data Rhoads, Geoffrey B.
FR1003324	FR	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.
FR1049320	FR	05/07/1996	Initiating a link between computers based on the decoding of an address steganographically embedded in an audio object Rhoads, Geoffrey B.
FR1137251	FR	05/07/1996	Use of calibration data steganographically embedded in the transform domain to discern image distortion Rhoads, Geoffrey B.
FR1372334	FR	05/07/1996	Method of embedding a machine readable steganographic code Rhoads, Geoffrey B.
FR1389011	FR	11/16/1994	A method of embedding a steganographic code in an image signal Rhoads, Geoffrey B.
FR0737387	FR	11/16/1994	Steganographic system Rhoads, Geoffrey B.
FR0824821	FR	05/07/1996	Steganographical embedding of auxiliary data and calibration data in image data Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
FR1019868	FR	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
FR0959620	FR	11/16/1994	Video with hidden in-band digital data Rhoads, Geoffrey B.
FR0959621	FR	11/16/1994	Video copy control with plural embedded signals Rhoads, Geoffrey B.
GB1003324	GB	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.
GB1049320	GB	05/07/1996	Initiating a link between computers based on the decoding of an address steganographically embedded in an audio object Rhoads, Geoffrey B.
GB1137251	GB	05/07/1996	Use of calibration data steganographically embedded in the transform domain to discern image distortion Rhoads, Geoffrey B.
GB1372334	GB	05/07/1996	Method of embedding a machine readable steganographic code Rhoads, Geoffrey B.
GB1389011	GB	11/16/1994	A method of embedding a steganographic code in an image signal Rhoads, Geoffrey B.
GB0737387	GB	11/16/1994	Identification/authentication coding method and apparatus Rhoads, Geoffrey B.
GB0824821	GB	05/07/1996	Steganographical embedding of auxiliary data and calibration data in image data Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
GB1019868	GB	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
GB0959620	GB	11/16/1994	Video with hidden in-band digital data Rhoads, Geoffrey B.
GB0959621	GB	11/16/1994	Video copy control with plural embedded signals Rhoads, Geoffrey B.
HK1026796	HK	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.
HK1026968	HK	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
HK1030122	HK	05/07/1996	Initiating a link between computers based on the decoding of an address steganographically embedded in an audio object Rhoads, Geoffrey B.
HK05108893.6	HK	11/16/1994	Signal processing method Rhoads, Geoffrey B.
HK09102296.8	HK	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
IT1389011	IT	11/16/1994	A method of embedding a steganographic code in an image signal Rhoads, Geoffrey B.
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JP3649731	JP	11/16/1994	Identification/authentication coding method and apparatus Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
JP4068301	JP	08/24/1998	Method and apparatus for watermarking video images Rhoads, Geoffrey B.
JP2000-618895	JP	05/18/2000	Methods and systems employing digital watermarking in music and other media Rhoads, Geoffrey B.
JP2000-618954	JP	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
JP2001-549260	JP	12/21/2000	Digital watermarks as data proxies Davis, Bruce L.
JP2001-555365	JP	01/25/2001	Connected audio and other media objects Meyer, Joel R.
JP4205624	JP	04/08/2004	Identification/authentication coding method and apparatus Rhoads, Geoffrey B.
JP3949679	JP	07/30/2004	Steganographic system Rhoads, Geoffrey B.
JP2007-025998	JP	02/05/2007	Verification/authentication encoding method and apparatus Rhoads, Geoffrey B.
JP2007-124835	JP	05/09/2007	Steganographic system Rhoads, Geoffrey B.
JP4417979	JP	05/09/2007	Steganographic system Rhoads, Geoffrey B.
KR10-2001-7014758	KR	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
KR10-0853951	KR	05/18/2000	Methods and systems employing digital watermarking in music and other media Rhoads, Geoffrey B.
KR10-0840520	KR	12/21/2000	Digital watermarks as data proxies Davis, Bruce L.
KR10-0827215	KR	01/25/2001	Connected audio and other media objects Meyer, Joel R.
KR10-0799477	KR	01/25/2006	Connected audio and other media objects Meyer, Joel R.
KR10-0960232	KR	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
KR10-2010-7007176	KR	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
NL1003324	NL	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.
NL1049320	NL	05/07/1996	Initiating a link between computers based on the decoding of an address steganographically embedded in an audio object Rhoads, Geoffrey B.
NL1137251	NL	05/07/1996	Use of calibration data steganographically embedded in the transform domain to discern image distortion Rhoads, Geoffrey B.
NL1389011	NL	11/16/1994	A method of embedding a steganographic code in an image signal Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
NL0737387	NL	11/16/1994	Identification/authentication coding method and apparatus Rhoads, Geoffrey B.
NL0824821	NL	05/07/1996	Steganographical embedding of auxiliary data and calibration data in image data Rhoads, Geoffrey B.
NL1019868	NL	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
NL0959621	NL	11/16/1994	Video copy control with plural embedded signals Rhoads, Geoffrey B.
SE1049320	SE	05/07/1996	Initiating a link between computers based on the decoding of an address steganographically embedded in an audio object Rhoads, Geoffrey B.
SE0824821	SE	05/07/1996	Steganographical embedding of auxiliary data and calibration data in image data Rhoads, Geoffrey B.
5832119C1	US	09/25/1995	Methods for controlling systems using control signals embedded in empirical data Rhoads, Geoffrey B.
5822436	US	04/25/1996	Photographic products and methods employing embedded information Rhoads, Geoffrey B.
5841886	US	12/04/1996	Security system for photographic identification Rhoads, Geoffrey B.
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6064737	US	10/13/1998	Anti-piracy system for wireless telephony Rhoads, Geoffrey B.
6546112	US	11/23/1998	Security document with steganographically-encoded authentication data Rhoads, Geoffrey B.
6278781	US	06/23/1999	Wireless telephony with steganography Rhoads, Geoffrey B.
6252963	US	11/03/1999	Method and system for preventing reproduction of documents Rhoads, Geoffrey B.
7522728	US	01/06/2000	Wireless methods and devices employing steganography Rhoads, Geoffrey B.
6438231	US	08/17/2000	Emulsion film media employing steganography Rhoads, Geoffrey B.
6751320	US	06/14/2001	Method and system for preventing reproduction of professional photographs Rhoads, Geoffrey B.
7362781	US	08/07/2001	Wireless methods and devices employing steganography Rhoads, Geoffrey B.
7116781	US	08/22/2001	Counteracting geometric distortions in watermarking Rhoads, Geoffrey B.
6968057	US	03/19/2002	Emulsion products and imagery employing steganography Rhoads, Geoffrey B.
7043052	US	06/04/2002	Digital authentication with analog documents Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7103197	US	07/16/2002	Arrangement for embedding subliminal data in imaging Rhoads, Geoffrey B.
7113596	US	09/10/2002	Embedding information related to a subject of an identification document in the identification document Rhoads, Geoffrey B.
10/286517	US	11/01/2002	Authentication using a digital watermark Rhoads, Geoffrey B.
6804378	US	02/12/2003	Methods and products employing biometrics and steganography Rhoads, Geoffrey B.
7016516	US	09/04/2003	Authentication of identification documents Rhoads, Geoffrey B.
7770013	US	09/04/2003	Digital authentication with digital and analog documents Rhoads, Geoffrey B.
7330563	US	05/09/2006	Documents, articles and authentication of documents and articles Rhoads, Geoffrey B.
7715446	US	02/02/2007	Wireless methods and devices employing plural-bit data derived from audio information Rhoads, Geoffrey B.
7349555	US	02/26/2007	Documents and apparatus to encode documents Rhoads, Geoffrey B.
7620200	US	10/29/2007	Authentication of identification documents Rhoads, Geoffrey B.
7724920	US	10/29/2007	Digital authentication with analog documents Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
11/941268	US	11/16/2007	Methods and systems responsive to features sensed from imagery or other data Rhoads, Geoffrey B.
12/106815	US	04/21/2008	Wireless methods using signature codes Rhoads, Geoffrey B.
12/620332	US	11/17/2009	Authentication of identification documents Rhoads, Geoffrey B.
CA2483419	CA	05/07/1996	Methods amd systems for processing digital media content Rhoads, Geoffrey B.
5721788	US	07/31/1992	Method and system for digital image signatures Powell, Robert D.
5809160	US	11/12/1997	Method for encoding auxiliary data within a source signal Powell, Robert D.
5930377	US	05/07/1998	Method for image encoding Powell, Robert D.
6072888	US	05/24/1999	Method for image encoding Powell, Robert D.
6628801	US	10/12/1999	Image marking with pixel modification Powell, Robert D.
6317505	US	11/03/1999	Image marking with error correction Powell, Robert D.
6137892	US	11/03/1999	Data hiding based on neighborhood attributes Powell, Robert D.
6307950	US	02/02/2000	Methods and systems for embedding data in images Powell, Robert D.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6301369	US	01/10/2001	Image marking to permit later identification Powell, Robert D.
6459803	US	04/11/2001	Method for encoding auxiliary data within a source signal Powell, Robert D.
6678392	US	07/25/2001	Method for encoding auxiliary data within a source signal Powell, Robert D.
6385330	US	08/28/2001	Method for encoding auxiliary data within a source signal Powell, Robert D.
7068811	US	03/27/2002	Protecting images with image markings Powell, Robert D.
6614915	US	06/13/2002	Image capture and marking Powell, Robert D.
7062070	US	10/21/2004	Image marking adapted to the image Powell, Robert D.
7136503	US	03/07/2005	Encoding hidden data Powell, Robert D.
7068812	US	03/07/2005	Decoding hidden data from imagery Powell, Robert D.
7412074	US	09/27/2006	Hiding codes in input data Powell, Robert D.
7280672	US	09/28/2006	Image data processing Powell, Robert D.
7593545	US	08/11/2008	Determining whether two or more creative works correspond Powell, Robert D.
12/564733	US	09/22/2009	Hiding codes in input data Powell, Robert D.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
CA2101673	CA	07/30/1993	Method and system for digital image signatures Powell, Robert D.
CA2504316	CA	07/30/1993	Method and system for digital image signatures Powell, Robert D.
JP3837432	JP	05/09/2005	Processing method and system for secret mark of digital image Powell, Robert D.
JP4004528	JP	06/27/2006	Processing method and system for digital image signatures Powell, Robert D.
JP4009655	JP	06/27/2006	Processing method and system for password of digital image Powell, Robert D.
JP4444317	JP	08/09/2007	Method of processing digital image signature Powell, Robert D.
JP4485585	JP	08/13/2008	Processing method and system for digital image signature Powell, Robert D.
6449377	US	05/06/1998	Methods and systems for watermark processing of line art images Rhoads, Geoffrey B.
6345104	US	07/31/1998	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
6580819	US	04/07/1999	Methods of producing security documents having digitally encoded data and documents employing same Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6285776	US	04/15/1999	Methods for identifying equipment used in counterfeiting Rhoads, Geoffrey B.
6724912	US	05/01/2000	Digital watermarking of physical objects Carr, J. Scott
6567534	US	07/27/2000	Methods and systems for watermark processing of line art images Rhoads, Geoffrey B.
6965873	US	10/04/2000	Electronic commerce using optical input device Rhoads, Geoffrey B.
6522771	US	01/16/2001	Processing scanned security documents notwithstanding corruptions such as rotation Rhoads, Geoffrey B.
6985600	US	03/15/2001	Printing media and methods employing digital watermarking Rhoads, Geoffrey B.
6771796	US	07/03/2001	Methods for identifying equipment used in counterfeiting Rhoads, Geoffrey B.
6804379	US	08/24/2001	Digital watermarks and postage Rhoads, Geoffrey B.
6750985	US	10/10/2001	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
6754377	US	06/06/2002	Methods and systems for marking printed documents Rhoads, Geoffrey B.
6978036	US	06/10/2002	Tamper-resistant authentication techniques for identification documents Alattar, Adnan M.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7720249	US	10/18/2002	Watermark embedder and reader Rhoads, Geoffrey B.
7113615	US	02/13/2003	Watermark embedder and reader Rhoads, Geoffrey B.
7263203	US	03/03/2003	Digital watermarks Rhoads, Geoffrey B.
7286684	US	06/11/2003	Secure document design carrying auxiliary machine readable information Rhoads, Geoffrey B.
6959100	US	06/11/2003	Secure document design with machine readable, variable message encoded in a visible registration pattern Rhoads, Geoffrey B.
7760902	US	05/28/2004	Content objects with computer instructions steganographically encoded therein, and associated methods Rhoads, Geoffrey B.
7539325	US	06/01/2004	Documents and methods involving multiple watermarks Rhoads, Geoffrey B.
7130087	US	06/15/2004	Methods and apparatus to produce security documents Rhoads, Geoffrey B.
7136502	US	02/03/2005	Printing media and methods employing digital watermarking Rhoads, Geoffrey B.
7239734	US	12/19/2005	Authentication of identification documents and banknotes Alattar, Adnan M.
7602977	US	10/05/2006	Digital watermarks Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7602940	US	10/05/2006	Steganographic data hiding using a device clock Rhoads, Geoffrey B.
7418111	US	10/24/2006	Methods and apparatus to process media Rhoads, Geoffrey B.
7778437	US	11/08/2006	Printing media and methods employing digital watermarking Rhoads, Geoffrey B.
7570784	US	07/03/2007	Identification and protection of security documents Alattar, Adnan M.
7796826	US	08/28/2007	Digital watermarks Rhoads, Geoffrey B.
7555139	US	10/23/2007	Secure documents with hidden signals, and related methods and systems Rhoads, Geoffrey B.
7720255	US	08/26/2008	Methods and apparatus to process video and audio media Rhoads, Geoffrey B.
12/493983	US	06/29/2009	Security document carrying machine readable pattern Rhoads, Geoffrey B.
12/534381	US	08/03/2009	Identification and protection of video Alattar, Adnan M.
12/575150	US	10/07/2009	Signal processing of audio and video data, including deriving identifying information Rhoads, Geoffrey B.
12/575168	US	10/07/2009	Digital watermarks Rhoads, Geoffrey B.
12/689898	US	01/19/2010	Methods and arrangements for composing information-carrying artwork Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
AU761566	AU	04/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.
CA2326565	CA	04/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.
CA2338618	CA	06/24/1999	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
CN200710148561.6	CN	06/24/1999	Digital watermarking and methods for security documents Rhoads, Geoffrey B.
CNZL99808918.4	CN	06/24/1999	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
EP99931962.7	EP	06/24/1999	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
GB2353168	GB	04/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.
GB2375254	GB	04/14/1999	Marking documents with machine-readable data and watermarks Rhoads, Geoffrey B.
HK1031013	HK	04/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.
HK1077147	HK	06/24/1999	Digital watermarking and methods for security documents Rhoads, Geoffrey B.
IN225457	IN	06/24/1999	A substrate having a background pattern formed over at least a portion thereof and security documents formed thereon Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
JP4071261	JP	05/09/2006	Method and system using digital watermark Rhoads, Geoffrey B.
JP2007-303525	JP	11/22/2007	Method and system using digital watermark Rhoads, Geoffrey B.
SG78503	SG	06/24/1999	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
ZA20010615	ZA	06/24/1999	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
6427020	US	04/15/1999	Methods and devices for recognizing banknotes and responding accordingly Rhoads, Geoffrey B.
6636615	US	11/03/1999	Methods and systems using multiple watermarks Rhoads, Geoffrey B.
6332031	US	07/14/2000	Multiple watermarking techniques for documents and other data Rhoads, Geoffrey
6744906	US	12/07/2001	Methods and systems using multiple watermarks Rhoads, Geoffrey B.
6728390	US	12/07/2001	Methods and systems using multiple watermarks Rhoads, Geoffrey B.
6922480	US	07/29/2002	Methods for encoding security documents Rhoads, Geoffrey B.
7171020	US	11/26/2003	Method for utilizing fragile watermark for enhanced security Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7499566	US	07/22/2005	Methods for steganographic encoding media Rhoads, Geoffrey B.
11/553406	US	10/26/2006	Methods for steganographic encoding media Rhoads, Geoffrey B.
7400743	US	01/10/2007	Methods to evaluate images, video and documents Rhoads, Geoffrey B.
11/621905	US	01/10/2007	Apparatus to process images, video and objects Rhoads, Geoffrey B.
12/397073	US	03/03/2009	Methods for extracting identifying information from video and audio content Rhoads, Geoffrey B.
AU747372	AU	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
CA2318564	CA	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
CA2666703	CA	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey B.
DE69937044.2	DE	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
FR1050005	FR	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
GB1050005	GB	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
HK1032464	HK	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6442284	US	04/30/1999	Watermark detection utilizing regions with higher probability of success Gustafson, Ammon
7013021	US	08/31/2001	Watermark detection utilizing regions with higher probability of success Sharma, Ravi K.
7574014	US	02/07/2006	Digital watermark detection utilizing host carrier information Sharma, Ravi K.
12/539093	US	08/11/2009	Signal processing utilizing host carrier information Sharma, Ravi K.
7269734	US	02/20/1998	Invisible digital watermarks Johnson, Andrew
11/695523	US	04/02/2007	Digital watermark systems and methods Johnson, Andrew
11/877486	US	10/23/2007	Digital watermark systems and methods Johnson, Andrew
11/940017	US	11/14/2007	Digital watermark systems and methods Johnson, Andrew
AU741906	AU	02/20/1998	Invisible digital watermarks Johnson, Andrew
6549638	US	11/03/1998	Methods for evidencing illicit use of a computer system or device Davis, Bruce L.
6674886	US	10/28/1999	Method and system for recognizing security documents Davis, Bruce L.
6389151	US	11/18/1999	Printing and validation of self validating security documents Carr, Jonathan Scott

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6970573	US	11/09/2001	Self validating security documents utilizing watermarks Carr, Jonathan Scott
10/326575	US	12/20/2002	Personal document authentication system using watermarking Rhoads, Geoffrey B.
7269275	US	11/23/2005	Physical objects and validation of physical objects Carr, J. Scott
7639837	US	01/23/2007	Identification documents and authentication of such documents Carr, Scott J.
DE69923781.5	DE	11/13/1999	Printing and validation of self validating security documents Carr, Jonathan, Scott
DE69937972.5	DE	11/13/1999	Photographic identification document Carr, Jonathan, Scott
FR1484710	FR	11/13/1999	Photographic identification document Carr, Jonathan, Scott
FR1131769	FR	11/13/1999	Printing and validation of self validating security documents Carr, Jonathan, Scott
GB1484710	GB	11/13/1999	Photographic identification document Carr, Jonathan, Scott
GB1131769	GB	11/13/1999	Printing and validation of self validating security documents Carr, Jonathan, Scott
7044395	US	11/30/1999	Embedding and reading imperceptible codes on objects Davis, Bruce L.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6804377	US	04/02/2002	Detecting information hidden out-of-phase in color channels Reed, Alastair M.
6891959	US	04/02/2002	Hiding information out-of-phase in color channels Reed, Alastair M.
6912295	US	04/02/2002	Enhancing embedding of out-of-phase signals Reed, Alastair M.
6869023	US	06/14/2002	Linking documents through digital watermarking Hawes, Jonathan L.
7152786	US	04/22/2004	Identification document including embedded data Brundage, Trent J.
11/082182	US	03/15/2005	Associating media through steganography Hawes, Jonathan L.
11/383684	US	05/16/2006	Embedding and reading codes on objects Davis, Bruce L.
11/613088	US	12/19/2006	Authentication methods and systems including embedded auxiliary data Brundage, Trent J.
EP02744779.6	EP	07/01/2002	Hiding information out-of-phase in color channels Reed, Alastair M.
6608919	US	02/29/2000	Method and apparatus for encoding paper with information Alattar, Adnan M.
7050201	US	08/14/2003	Method and apparatus for encoding paper with information Alattar, Adnan M.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7427334	US	05/22/2006	Method and apparatus for encoding substrates with information Alattar, Adnan M.
12/236307	US	09/23/2008	Processes for encoding substrates with information and related substrates Alattar, Adnan M.
09/531076	US	03/18/2000	System for linking from objects to remote resources Rhoads, Geoffey B.
7206820	US	04/12/2000	System for linking from object to remote resource Rhoads, Geoffrey B.
11/735292	US	04/13/2007	Methods and systems useful in linking from objects to remote resources Rhoads, Geoffrey B.
11/867480	US	10/04/2007	Methods for linking from objects to remote resources Rhoads, Geoffrey B.
11/924914	US	10/26/2007	Systems and methods for processing content objects Ramos, Daniel O.
12/273343	US	11/18/2008	Method for enhancing content using persistent content identification Ramos, Daniel O.
EP01909242.8	EP	02/14/2001	Watermark encoder and decoder enabled software and devices Ramos, Daniel O.
HK03101649.0	HK	02/14/2001	Watermark encoder and decoder enabled software and devices Ramos, Daniel O.
JP2001-560828	JP	02/14/2001	Watermark encoder and decoder enabled software and devices Ramos, Daniel O.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
KR10-0799090	KR	02/14/2001	Watermark encoder and decoder enabled software and devices Ramos, Daniel O.
KR10-0878338	KR	06/26/2007	Watermark encoder and decoder enabled software and devices Ramos, Daniel O.
KR10-0920320	KR	08/25/2008	Watermark encoder and decoder enabled software and devices Ramos, Daniel O.
7164413	US	08/06/2004	Enhanced input peripheral Davis, Bruce L.
6714683	US	08/24/2000	Wavelet based feature modulation watermarks and related applications Tian, Jun
6683966	US	10/11/2000	Watermarking recursive hashes into frequency domain regions Tian, Jun
7181042	US	10/09/2003	Digital authentication with digital and analog documents Tian, Jun
11/675505	US	02/15/2007	Digital authentication with digital and analog documents Tian, Jun
6763122	US	10/23/2000	Watermarking an image in color plane separations and detecting such watermarks Rodriguez, Tony
6973197	US	05/22/2002	Watermarking with separate application of the grid and payload signals Miller, Marc
7039214	US	06/14/2002	Embedding watermark components during separate printing stages Miller, Marc D.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7346776	US	12/06/2000	Authenticating media signals by adjusting frequency characteristics to reference values Levy, Kenneth L.
6961444	US	09/10/2001	Time and object based masking for video watermarking Levy, Kenneth L.
7197164	US	11/01/2005	Time-varying video watermark Levy, Kenneth L.
12/050820	US	03/18/2008	Watermarking a media signal by adjusting frequency domain values and adapting to the media signal Levy, Kenneth L.
6631198	US	06/19/2000	Perceptual modeling of media signals based on local contrast and directional edges Hannigan, Brett T.
6633654	US	12/13/2000	Perceptual modeling of media signals based on local contrast and directional edges Hannigan, Brett T.
7088844	US	10/10/2003	Perceptual modeling of media signals based on local contrast and directional edges Hannigan, Brett T.
7483547	US	08/02/2006	Perceptual modeling of media signals for data hiding Hannigan, Brett T.
12/360549	US	01/27/2009	Perceptual modeling of media signals for data hiding Hannigan, Brett T.
6788800	US	07/25/2000	Authenticating objects using embedded data Carr, J. Scott

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6823075	US	02/02/2001	Authentication watermarks for printed objects and related applications Perry, Burt W.
AU277147	AU	07/24/2001	Authentication watermarks for printed objects and related applications Perry, Burt W.
EP01954933.6	EP	07/24/2001	Authentication watermarks for printed objects and related applications Perry, Burt W.
JP2002-514649	JP	07/24/2001	Authentication watermarks for printed objects and related applications Perry, Burt W.
7298864	US	02/15/2001	Digital watermarks as a gateway and control mechanism Jones, Kevin C.
11/943361	US	11/20/2007	Digital watermarks as a gateway and control mechanism Jones, Kevin C.
7111168	US	02/21/2001	Digital watermarking systems Lofgren, Neil
7142691	US	03/16/2001	Watermark embedding functions in rendering description files Levy, Kenneth L.
10/028751	US	12/21/2001	Watermark systems for media Levy, Kenneth L.
7123740	US	12/21/2001	Watermark systems and methods Mckinley, Tyler J.
7412072	US	07/10/2002	Variable message coding protocols for encoding auxiliary data in media signals Sharma, Ravi K.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
10/973934	US	10/25/2004	Digital watermarking apparatus and methods Hannigan, Brett T.
11/530391	US	09/08/2006	Systems and methods facilitating communication with remote computers Seder, Phillip Andrew
11/548167	US	10/10/2006	Watermark systems and methods Mckinley, Tyler J.
11/564225	US	11/28/2006	Watermark embedding functions adapted for transmission channels Levy, Kenneth L.
12/116633	US	05/07/2008	Systems and methods facilitating communication with remote computers Lofgren, Neil E.
7778442	US	08/11/2008	Variable message coding protocols for encoding auxiliary data in media signals Sharma, Ravi K.
12/331129	US	12/09/2008	Media methods and systems Levy, Kenneth L.
AU277047	AU	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.
CA2416530	CA	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.
DE60127689	DE	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.
EP07004478.9	EP	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.
FR1311973	FR	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.
GB1311973	GB	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
JP2002-514579	JP	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.
KR10-0865249	KR	01/20/2003	Using embedded data with file sharing Levy, Kenneth L.
7020303	US	03/16/2001	Feature-based watermarks and watermark detection strategies Levy, Kenneth L.
7305104	US	11/17/2004	Authentication of identification documents using digital watermarks Carr, J. Scott
7424131	US	02/03/2005	Authentication of physical and electronic media objects using digital watermarks Alattar, Adnan M.
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12/207211	US	09/09/2008	Authentication of physical and electronic media objects using digital watermarks Alattar, Adnan M.
12/406802	US	03/18/2009	Steganographic encoding methods and apparatus Carr, J. Scott
6694041	US	10/11/2000	Halftone watermarking and related applications Brunk, Hugh L.
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6993154	US	05/28/2004	Measuring digital watermark strength using error correction coding metrics Brunk, Hugh L.
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6580809	US	03/22/2002	Quantization-based data hiding employing calibration and locally adaptive quantization Stach, John
7076082	US	11/18/2002	Media signal filtering for use in digital watermark reading Sharma, Ravi K.
7454033	US	03/22/2002	Quantization-based data hiding employing calibration and locally adaptive quantization Stach, John
7376242	US	12/19/2003	Quantization-based data embedding in mapped data Bradley, Brett A.
7391881	US	07/11/2006	Curve fitting for synchronizing readers of hidden auxiliary data Sharma, Ravi K.
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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12/582398	US	10/20/2009	Benchmarks for digital watermarking Brunk, Hugh L.
JP4199540	JP	10/10/2001	Halftone watermarking and related applications Brunk, Hugh L.
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6366680	US	11/22/1999	Adjusting an electronic camera to acquire a watermarked image Brunk, Hugh
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7266704	US	04/18/2002	User-friendly rights management systems and methods Levy, Kenneth L.
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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6751337	US	08/26/2002	Digital watermark detecting with weighting functions Tewfik, Ahmed
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7151854	US	09/05/2002	Pattern recognition of objects in image streams Shen, Lance Lixin
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12/419830	US	04/07/2009	Progressive image quality control using watermarking Tian, Jun
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7561714	US	12/12/2002	Reversible watermarking Tian, Jun
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12/574626	US	10/06/2009
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6771797	US	01/27/2003	Watermarks carrying content dependent signal metrics for detecting and characterizing signal alteration Ahmed, Farid
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10/423489	US	04/25/2003	Image management system and methods using digital watermarks Rhoads, Geoffrey B.
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7502490	US	10/04/2006	Geographic information systems using digital watermarks Rhoads, Geoffrey B.
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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6625297	US	02/10/2000	Self-orienting watermarks Bradley, Brett A.
6993153	US	09/23/2003	Self-orienting watermarks Bradley, Brett A.
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11/877463	US	10/23/2007	Detecting media areas likely of hosting watermarks Brundage, Trent J.
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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7763179	US	12/19/2003	Color laser engraving and digital watermarking Levy, Kenneth L.
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
10/794395	US	03/05/2004	Camera, camera accessories for reading digital watermarks, digital watermarking method and systems, and embedding digital watermarks with metallic inks Brundage, Trent J.
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12/057745	US	03/28/2008	Perceptability model applied to watermark signals Reed, Alastair M.
6724914	US	10/16/2001	Progressive watermark decoding on a distributed computing platform Brundage, Trent J.
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/720555	US	03/09/2010	Distributed decoding of digitally encoded media signals Brundage, Trent J.
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7392394	US	06/10/2004	Digital watermarking with variable orientation and protocols Levy, Kenneth L.
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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7072487	US	01/26/2001	Watermark detection using adaptive color projections Reed, Allister
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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7506169	US	07/23/2007	Digital watermarking maps and signs, and related navigational tools Brundage, Trent J.
12/405937	US	03/17/2009	Handheld devices and methods for extracting data Brundage,Trent
7194106	US	04/03/2003	Creating electronic forms through digital watermarking Brundage, Trent J.
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12/814138	US	06/11/2010	Electronic forms using indicia, sometimes hidden indicia Brundage, Trent J.
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6987861	US	03/19/2002	Security arrangements for printed documents Rhoads, Geoffrey B.
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SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/692470	US	01/22/2010	Assessing quality of service using digital watermark information Tian, Jun
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12/727838	US	03/19/2010	System for managing display and retrieval of image content on a network with image identification and linking to network content Ramos, Daniel O.
12/750532	US	03/30/2010	Content identification and management in content distribution networks Levy, Kenneth L.
12/755145	US	04/06/2010	Color image or video processing Reed, Alastair M.
12/755149	US	04/06/2010	Color image or video processing Reed, Alastair M.
12/755160	US	04/06/2010	Audio processing Rhoads, Geoffrey B.
12/755167	US	04/06/2010	Steganographic encoding for video and images Rhoads, Geoffrey B.
12/759311	US	04/13/2010	Methods for analyzing electronic media including video and audio Rhoads, Geoffrey B.
12/761230	US	04/15/2010	Watermark systems and methods Anglin, Hugh
12/762957	US	04/19/2010	Location-based arrangements employing mobile devices Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/763847	US	04/20/2010	Audio and video signal processing Rhoads, Geoffrey B.
12/777524	US	05/11/2010	Wireless methods and devices employing plural-bit data derived from audio information Rhoads, Geoffrey B.
12/787225	US	05/25/2010	Methods and systems for steganographic processing Rhoads, Geoffrey B.
12/787235	US	05/25/2010	Digital authentication with analog documents Rhoads, Geoffrey B.
12/814218	US	06/11/2010	Digital watermarking in data representing color channels Reed, Alastair M.
12/820744	US	06/22/2010	Audio-based, location-related methods Rhoads, Geoffrey B.
12/821956	US	06/23/2010	Method and apparatus for associating identifiers with content Rhoads, Geoffrey B.
12/826525	US	06/29/2010	Routing networks for use with content linking systems Hein, William C., Iii
12/831116	US	07/06/2010	Error processing of steganographic message signals Rhoads, Geoffrey B.
12/835535	US	07/13/2010	Using embedded data with file sharing Levy, Kenneth L.
12/835542	US	07/13/2010	Encoding and decoding media signals Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/839110	US	07/19/2010	Content objects with computer instructions steganographically encoded therein, and associated methods Rhoads, Geoffrey B.
12/839907	US	07/20/2010	Wireless mobile phone methods Rhoads, Geoffrey B
12/840073	US	07/20/2010	Steganographic encoding Brundage, Trent J
12/844633	US	07/27/2010	Color laser engraving Levy, Kenneth L.
12/844651	US	07/27/2010	Apparatus to analyze security features on objects Reed, Alastair M.
12/849514	US	08/03/2010	Bi-directional image capture methods and apparatuses Ellingson, Eric E.
12/849726	US	08/03/2010	Quantization-based data embedding in mapped data Bradley, Brett A.
12/852253	US	08/03/2010	Methods and devices involving imagery and gestures Rhoads, Geoffrey B.
12/853964	US	08/10/2010	Substituting or replacing components in sound based on steganographic encoding Evans, Douglas B.
12/858240	US	08/17/2010	Printing media and methods employing digital watermarking Rhoads, Geoffrey B.
12/858259	US	08/17/2010	Methods employing topical subject criteria in video processing Davis, Bruce L.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/858351	US	08/17/2010	Variable message coding protocols for encoding auxiliary data in media signals Sharma, Ravi K.
12/872989	US	08/31/2010	Methods for controlling rendering of images and video Rhoads, Geoffrey B.
12/876920	US	09/07/2010	Methods and devices employing content identifiers Rhoads, Geoffrey B.
11/082217	US	3/15/2005	Watermark payload encryption for media including multiple watermarks Levy, Kenneth L.
11/152686	US	6/13/2005	Digital watermarking methods, programs and apparatus Rodriguez; Tony F.; Stach; John; Reed; Alastair M.
12/562883	US	9/18/2009	Digital watermarking methods, programs and apparatus Rodriguez; Tony F.; Stach; John; Reed; Alastair M.
11/740,140	US	4/25/2007	Methods and Systems Responsive to Features Sensed From Imagery or Other Data Rhoads, Geoffrey B.
JP2010-158011	JP	6/13/2005	DIGITAL ASSET MANAGEMENT, TARGETED SEARCHING AND DESKTOP SEARCHING USING DIGITAL WATERMARKS Rodriguez, Tony F.
HK9108777.3	HK	5/7/1996	METHOD OF EMBEDDING A MACHINE READABLE STEGANOGRAPHIC CODE IN A DOCUMENT Rhoads, Geoffrey B.

SCHEDULE A

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
EP10166581.8	EP	2/14/2001	WATERMARK ENCODER AND DECODER ENABLED SOFTWARE Ramos, Daniel O
JP2010-049197	JP	3/5/2010	WATERMARK ENCODER AND DECODER ENABLED SOFTWARE Ramos, Daniel O.

SCHEDULE A

SCHEDULE B

MEMORANDUM OF EXCLUSIVE LICENSE/RIGHTS

Digimarc Corporation, an Oregon corporation, having offices at 9405 SW Gemini Drive, Beaverton, OR 97008, (“Licensor”), has granted to IV Digital Multimedia Inventions LLC, a Delaware limited liability company, having an office at 2711 Centerville Road, Suite 400, Wilmington, DE 19808 (“Licensee”), the exclusive, worldwide, transferable, sublicensable license of all its rights of any kind conferred by the patents, patent applications, and provisional patent applications listed in the attached Appendix, including, without limitation, the rights of any kind to, or conferred by, the Patents (defined below) to (a) use or otherwise practice any art, methods, processes, and procedures covered by the Patents, (b) make, have made, use, offer to sell, sell, import, and otherwise distribute or dispose of any inventions, discoveries, products, services, technologies or services covered by the Patents, (c) otherwise exploit any rights granted in the Patents and/or any invention or discovery described in the Patents, and (d) exclude other Persons from exercising any of such rights.

The “Patents” include all right, title, and interest that exist today and may exist in the future in and to any and all of the provisional patent applications, patent applications and patents listed in the attached Appendix and any and all applications, patents, certificates, models, protections, grants, and/or issuances resulting from the rights granted in subsection (a) below.

Licensor has also assigned, transferred and conveyed to Licensee all right, title, and interest in and to:

(a) rights to apply in any or all countries of the world for patents, certificates of invention, utility models, industrial design protections, design patent protections, or other governmental grants or issuances of any type related to any of the Patents and the inventions and discoveries therein including the right to claim priority to any of the Patents (including, without limitation, continuation, division and continuation-in-part priority), with the resulting applications, patents, certificates, models, protections, grants, and/or issuances also being included under the definition of Patents;

(b) all causes of action and enforcement rights of any kind (whether such claims, causes of action or enforcement rights are known or unknown; currently pending, filed, to be filed, or otherwise) under the Patents and/or under or on account of any of the Patents for past, current and future infringement of the Patents, including without limitation, all rights to (i) pursue and collect damages, profits and awards of whatever nature recoverable, (ii) injunctive relief, (iii) other remedies, and (iv) compromise and/or settle all such claims, causes of action and enforcement rights, for such infringement by granting an infringing party a sublicense or otherwise; and

(c) rights to collect royalties or other payments under or on account of any of the Patents or any of the foregoing.

SCHEDULE B

The preparation, filing, prosecution, maintenance and defense of the Patents will be under Licensee’s exclusive control and discretion, in all pertinent governmental patent offices anywhere in the world.

Licensor hereby irrevocably grants Licensee the exclusive power to grant one or more powers of attorney with respect to the Patents and the exclusive discretion to transfer that right to Licensee’s agent(s) or representative(s) that Licensee may designate one or more time, now or in the future. Licensor understands that execution of this document confers on any attorney(s) or agent(s) to whom Licensee may grant a power of attorney the exclusive right to correspond with any patent office with repect to the Patents, and that this document does not create an attorney - client relationship with such practitioners to whom Licensee grants powers of attorney pursuant to this paragraph.

IN WITNESS WHEREOF this Memorandum of Exclusive License/Rights is executed at Beaverton, Oregon on October 5, 2010.

LICENSOR:

DIGIMARC CORPORATION

By:

Robert Chamness

Chief Legal Officer and Secretary

STATE OF OREGON	)
	) ss.
COUNTY OF WASHINGTON	)

ATTESTATION OF SIGNATURE PURSUANT TO 28 U.S.C. § 1746

The undersigned witnessed the signature of Robert Chamness to the above Assignment of Patent Rights on behalf of Digimarc Corporation and makes the following statements:

1. I am over the age of 18 and competent to testify as to the facts in this Attestation block if called upon to do so.

2. Robert Chamness is personally known to me (or proved to me on the basis of satisfactory evidence) and appeared before me on October 5, 2010 to

SCHEDULE B

execute the above Assignment of Patent Rights on behalf of Digimarc Corporation.

3. Robert Chamness subscribed to the above Assignment of Patent Rights on behalf of Digimarc Corporation.

I declare under penalty of perjury under the laws of the United States of America that the statements made in the three(3) numbered paragraphs immediately above are true and correct.

EXECUTED on October 5, 2010

_________________________________________

Print Name:_______________________________

SCHEDULE B

APPENDIX

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
5768426	US	10/21/1994	Graphics processing system employing embedded code signals Rhoads, Geoffrey B.
5636292C1	US	05/08/1995	Steganography methods employing embedded calibration data Rhoads, Geoffrey B.
5748763	US	05/08/1995	Image steganography system featuring perceptually adaptive and globally scalable signal embedding Rhoads, Geoffrey B.
5850481C1	US	05/08/1995	Steganographic system Rhoads, Geoffrey B.
5841978	US	07/27/1995	Network linking method using steganographically embedded data objects Rhoads, Geoffrey B.
5745604	US	03/15/1996	Identification/authentication system using robust, distributed coding Rhoads, Geoffrey B.
6122403	US	11/12/1996	Computer system linked by using information in data objects Rhoads, Geoffrey B.
6026193	US	10/16/1997	Video steganography Rhoads, Geoffrey B.
6122392C1	US	11/12/1997	Signal processing to hide plural-bit information in image, video, and audio data Rhoads, Geoffrey B.
6324573	US	08/06/1998	Linking of computers using information steganographically embedded in data objects Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6229924	US	08/21/1998	Method and apparatus for watermarking video images Rhoads, Geoffrey B.
6421070	US	10/01/1998	Smart images and image bookmarking for an internet browser Ramos, Daniel O.
7171016	US	11/05/1998	Method for monitoring internet dissemination of image, video and/or audio files Rhoads, Geoffrey B.
6681028	US	05/19/1999	Paper-based control of computer systems Rodriguez, Tony F.
6404898	US	06/24/1999	Method and system for encoding image and audio content Rhoads, Geoffrey B.
6496591	US	06/29/1999	Video copy-control with plural embedded signals Rhoads, Geoffrey B.
6400827	US	06/29/1999	Methods for hiding in-band digital data in images and video Rhoads, Geoffrey B.
6311214	US	06/29/1999	Linking of computers based on optical sensing of digital data Rhoads, Geoffrey B.
6343138	US	06/29/1999	Security documents with hidden digital data Rhoads, Geoffrey B.
6700990	US	09/29/1999	Digital watermark decoding method Rhoads, Geoffrey B.
6879701	US	09/29/1999	Tile-based digital watermarking techniques Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6408331	US	09/29/1999	Computer linking methods using encoded graphics Rhoads, Geoffrey B.
6307949	US	11/04/1999	Methods for optimizing watermark detection Rhoads, Geoffrey B.
6539095	US	11/17/1999	Audio watermarking to convey auxiliary control information, and media embodying same Rhoads, Geoffrey B.
6381341	US	11/17/1999	Watermark encoding method exploiting biases inherent in original signal Rhoads, Geoffrey B.
6363159	US	11/17/1999	Consumer audio appliance responsive to watermark data Rhoads, Geoffrey B.
6542618	US	11/17/1999	Methods for watermark decoding Rhoads, Geoffrey B.
6587821	US	11/17/1999	Methods for decoding watermark data from audio, and controlling audio devices in accordance therewith Rhoads, Geoffrey B.
6408082	US	11/30/1999	Watermark detection using a fourier mellin transform Rhoads, Geoffrey B.
6286036	US	12/15/1999	Audio- and graphics-based linking to internet Rhoads, Geoffrey B.
6560349	US	12/28/1999	Audio monitoring using steganographic information Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6813366	US	12/30/1999	Steganographic decoding with transform to spatial domain Rhoads, Geoffrey B.
7562392	US	12/30/1999	Methods of interacting with audio and ambient music Rhoads, Geoffrey B.
6330335	US	01/13/2000	Audio steganography Rhoads, Geoffrey B.
6983051	US	01/18/2000	Methods for audio watermarking and decoding Rhoads, Geoffrey B.
6574350	US	02/03/2000	Digital watermarking employing both frail and robust watermarks Rhoads, Geoffrey B.
6289108	US	02/10/2000	Methods for detecting alteration of audio and images Rhoads, Geoffrey B.
6614914	US	02/14/2000	Watermark embedder and reader Rhoads, Geoffrey B.
6965682	US	02/15/2000	Data transmission by watermark proxy Davis, Bruce L.
6449379	US	02/29/2000	Video steganography methods avoiding introduction of fixed pattern noise Rhoads, Geoffrey B.
6266430	US	03/08/2000	Audio or video steganography Rhoads, Geoffrey B.
6353672	US	03/08/2000	Steganography using dynamic codes Rhoads, Geoffrey B.
6611607	US	03/15/2000	Integrating digital watermarks in multimedia content Davis, Bruce L.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6516079	US	03/15/2000	Digital watermark screening and detecting strategies Rhoads, Geoffrey B.
6988202	US	03/17/2000	Pre-filteriing to increase watermark signal-to-noise ratio Rhoads, Geoffrey
09/538493	US	03/30/2000	Method for inserting and detecting watermarks in digital data Rhoads, Geoffrey B.
6775392	US	04/06/2000	Computer system linked by using information in data objects Rhoads, Geoffrey B.
6535617	US	04/19/2000	Removal of fixed pattern noise and other fixed patterns from media signals Hannigan, Brett T.
6590996	US	04/19/2000	Color adaptive watermarking Reed, Alastair M.
6553129	US	04/28/2000	Computer system linked by using information in data objects Rhoads, Geoffrey
6567533	US	04/27/2000	Method and apparatus for discerning image distortion by reference to encoded marker signals Rhoads, Geoffrey B.
6505160	US	05/02/2000	Connected audio and other media objects Levy, Kenneth L.
6424725	US	05/08/2000	Determining transformations of media signals with embedded code signals Rhoads, Geoffrey B.
6947571	US	05/15/2000	Cell phones with optical capabilities, and related applications Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6522769	US	05/18/2000	Reconfiguring a watermark detector Rhoads, Geoffrey B.
09/574726	US	05/18/2000	Method and systems employing digital watermarking in music and other media Rhoads, Geoffrey B.
6944298	US	05/31/2000	Steganographic encoding and decoding of auxiliary codes in media signals Rhoads, Geoffrey B.
6411725	US	06/20/2000	Watermark enabled video objects Rhoads, Geoffrey B.
6681029	US	07/06/2000	Decoding steganographic messages embedded in media signals Rhoads, Geoffrey B.
6535618	US	07/17/2000	Image capture device with steganographic data embedding Rhoads, Geoffrey B.
6385329	US	07/19/2000	Wavelet domain watermarks Sharma, Ravi K.
6542620	US	07/27/2000	Signal processing to hide plural-bit information in image, video, and audio data Rhoads, Geoffrey B.
6522770	US	08/01/2000	Management of documents and other objects using optical devices Seder, Phillip Andrew
6647128	US	09/07/2000	Method for monitoring internet dissemination of image, video, and/or audio files Rhoads, Geoffrey B.
7003731	US	10/17/2000	User control and activation of watermark enabled objects Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
09/697009	US	10/25/2000	Digitally marked objects and promotional methods Davis, Bruce L.
7261612	US	11/08/2000	Methods and systems for read-aloud books Hannigan, Brett T.
6442285	US	12/08/2000	Controlling operation of a device using a re-configurable watermark detector Rhoads, Geoffrey B.
6757406	US	01/10/2001	Steganographic image processing Rhoads, Geoffrey B.
6567535	US	01/10/2001	Steganographic system with changing operations Rhoads, Geoffrey B.
6430302	US	01/10/2001	Steganographically encoding a first image in accordance with a second image Rhoads, Geoffrey B.
7224995	US	01/10/2001	Data entry method and system Rhoads, Geoffrey B.
6760463	US	01/17/2001	Watermarking methods and media Rhoads, Geoffrey B.
6829368	US	01/24/2001	Establishing and interacting with on-line media collections using identifiers in media signals Meyer, Joel R.
6798894	US	02/06/2001	Method and apparatus for watermarking video images Rhoads, Geoffrey B.
6580808	US	02/27/2001	Method and apparatus for discerning image distortion by reference to encoded marker signals Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7061510	US	03/05/2001	Geo-referencing of aerial imagery using embedded image identifiers and cross-referenced data sets Rhoads, Geoffrey B.
7051086	US	03/09/2001	Method of linking on-line data to printed documents Rhoads, Geoffrey B.
7209571	US	04/20/2001	Authenticating metadata and embedding metadata in watermarks of media signals Davis, Bruce L.
6590997	US	04/24/2001	Files and methods employing common information in both header and steganographic embedding Rhoads, Geoffrey B.
7024016	US	04/24/2001	Digital watermarking apparatus and methods Rhoads, Geoffrey B.
7185201	US	05/14/2001	Content identifiers triggering corresponding responses Rhoads, Geoffrey B.
6675146	US	05/31/2001	Audio steganography Rhoads, Geoffrey B.
7302574	US	06/21/2001	Content identifiers triggering corresponding responses through collaborative processing Conwell, William Y.
6542927	US	06/29/2001	Linking of computers based on steganographically embedded digital data Rhoads, Geoffrey B.
6560350	US	06/29/2001	Methods for detecting alteration of audio Rhoads, Geoffrey B.
6721440	US	07/02/2001	Low visibility watermarks using an out-of-phase color Reed, Alastair M.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6959386	US	07/25/2001	Hiding encrypted messages in information carriers Rhoads, Geoffrey B.
6590998	US	08/01/2001	Network linking method using information embedded in data objects that have inherent noise Rhoads, Geoffrey B.
6763123	US	08/20/2001	Detection of out-of-phase low visibility watermarks Reed, Alastair M.
7058697	US	08/28/2001	Internet linking from image content Rhoads, Geoffrey B.
6718046	US	08/31/2001	Low visibility watermark using time decay fluorescence Reed, Alastair M.
6654887	US	09/25/2001	Steganography decoding methods employing error information Rhoads, Geoffrey B.
6950519	US	11/28/2001	Geographically watermarked imagery and methods Rhoads, Geoffrey B.
6738495	US	11/29/2001	Watermarking enhanced to withstand anticipated corruptions Rhoads, Geoffrey B.
7042470	US	10/23/2001	Using embedded steganographic identifiers in segmented areas of geographic images and characteristics corresponding to imagery data derived from aerial platforms Rhoads, Geoffrey B.
6920232	US	10/22/2001	Watermark encoding using arbitrary features Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7050603	US	12/13/2001	Watermark encoded video, and related methods Rhoads, Geoffrey B.
7289643	US	12/19/2001	Method, apparatus and programs for generating and utilizing content signatures Brunk, Hugh L.
6519352	US	01/23/2002	Encoding and decoding in accordance with steganographically-conveyed data Rhoads, Geoffrey B.
7437430	US	03/06/2002	Network linking using index modulated on data Rhoads, Geoffrey B.
6654480	US	03/25/2002	Audio appliance and monitoring device responsive to watermark data Rhoads, Geoffrey B.
7054462	US	03/28/2002	Inferring object status based on detected watermark data Rhoads, Geoffrey B.
7111170	US	03/29/2002	Distributed system for responding to watermarked documents Hein, William
6804376	US	03/28/2002	Equipment employing watermark-based authentication function Rhoads, Geoffrey B.
7054463	US	03/28/2002	Data encoding using frail watermarks Rhoads, Geoffrey B.
6850626	US	03/28/2002	Methods employing multiple watermarks Rhoads, Geoffrey B.
7095871	US	04/05/2002	Digital asset management and linking media signals with related data using watermarks Jones, Kevin C.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6917724	US	04/08/2002	Methods for opening file on computer via optical sensing Seder, Phillip Andrew
6694042	US	04/08/2002	Methods for determining contents of media Seder, Phillip Andrew
6694043	US	04/08/2002	Method of monitoring print data for text associated with a hyperlink Seder, Phillip Andrew
7653210	US	04/08/2002	Method for monitoring internet dissemination of image, video, and/or audio files Rhoads, Geoffrey B.
6567780	US	04/09/2002	Audio with hidden in-band digital data Rhoads, Geoffrey B.
6647129	US	05/08/2002	Method and system for encoding image and audio content Rhoads, Geoffrey B.
7171018	US	05/15/2002	Portable devices and methods employing digital watermarking Rhoads, Geoffrey B.
7711564	US	06/27/2002	Connected audio and other media objects Levy, Kenneth L.
6647130	US	07/03/2002	Printable interfaces and digital linking with embedded codes Rhoads, Geoffrey B.
6704869	US	07/22/2002	Extracting digital watermarks using logarithmic sampling and symmetrical attributes Rhoads, Geoffrey B.
6700995	US	07/30/2002	Applying digital watermarks using dot gain correction Reed, Alastair M.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6778682	US	07/31/2002	Redundantly embedding auxiliary data in source signals Rhoads, Geoffrey B.
6718047	US	08/07/2002	Watermark embedder and reader Rhoads, Geoffrey B.
6993152	US	08/12/2002	Hiding geo-location data through arrangement of objects Patterson, Philip R.
7113614	US	09/17/2002	Embedding auxiliary signals with multiple components into media signals Rhoads, Geoffrey B.
7054465	US	10/16/2002	Data hiding method and system for embedding and extracting information in signals Rhoads, Geoffrey B.
7224819	US	10/21/2002	Integrating digital watermarks in multimedia content Levy, Kenneth L.
7006661	US	10/21/2002	Digital watermarking systems and methods Miller, Marc D.
6768808	US	12/09/2002	Encoding and decoding methods in which decryption data is conveyed steganographically within audio or visual content Rhoads, Geoffrey B.
7319775	US	07/12/2001	Wavelet domain watermarks Sharma, Ravi K.
7158654	US	01/02/2003	Image processor and image processing method Rhoads, Geoffrey B.
7333957	US	01/06/2003	Connected audio and other media objects Levy, Kenneth L.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7349552	US	01/06/2003	Connected audio and other media objects Levy, Kenneth L.
6744907	US	02/04/2003	Image capture methods and devices employing steganographic processing Rhoads, Geoffrey B.
6768809	US	02/04/2003	Digital watermark screening and detection strategies Rhoads, Geoffrey B.
7308110	US	02/26/2003	Methods for marking images Rhoads, Geoffrey B.
7499564	US	03/05/2003	Methods for decoding watermark data from audio, and controlling audio devices in accordance therewith Rhoads, Geoffrey B.
7181022	US	03/25/2003	Audio watermarking to convey auxiliary information, and media embodying same Rhoads, Geoffrey B.
7003132	US	04/01/2003	Embedding hidden auxiliary code signals in media Rhoads, Geoffrey B.
7340076	US	04/16/2003	Digital watermarks for unmanned vehicle navigation Stach, John
7391880	US	07/03/2003	Color adaptive watermarking Reed, Alastair M.
6987862	US	07/11/2003	Video steganography Rhoads, Geoffrey B.
6975746	US	08/25/2003	Integrating digital watermarks in multimedia content Davis, Bruce L.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
10/658808	US	09/08/2003	Method for increasing the functionality of a media player/recorder device or an application program Rhoads, Geoffrey B.
6882738	US	10/23/2003	Methods and tangible objects employing textured machine readable data Davis, Bruce L.
10/764430	US	01/23/2004	Paper products and physical objects as means to access and control a computer or to navigate over or act as a portal on a network Rhoads, Geoffrey B.
RE40919	US	01/27/2004	Methods for surveying dissemination of proprietary empirical data Inventor: Geoffrey B. Rhoads
7099492	US	02/13/2004	Method of steganographically embedding geo-location data in media Rhoads, Geoffrey B.
10/792400	US	03/02/2004	Printer driver separately applying watermark and information Rhoads, Geoffrey B.
10/797617	US	03/09/2004	Image processing using embedded registration data to determine and compensate for geometric transformation Rhoads, Geoffrey B.
6996252	US	04/05/2004	Low visibility watermark using time decay fluorescence Reed, Alastair M.
7062069	US	04/06/2004	Digital watermark embedding and decoding using encryption keys Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7035427	US	04/09/2004	Method and system for managing, accessing and paying for the use of copyrighted electronic media Rhoads, Geoffrey B.
7027614	US	04/12/2004	Hiding information to reduce or offset perceptible artifacts Reed, Alastair M.
7505605	US	04/13/2004	Portable devices and methods employing digital watermarking Rhoads, Geoffrey B.
10/836094	US	04/29/2004	Fragile and emerging digital watermarks Reed, Alastair M.
7436976	US	05/11/2004	Digital watermarking systems and methods Levy, Kenneth L.
7184570	US	05/27/2004	Methods and systems for steganographic processing Rhoads, Geoffrey B.
7139408	US	09/28/2004	Transform domain watermarking of image signals Rhoads, Geoffrey B.
7537170	US	11/15/2004	Machine-readable security features for printed objects Reed, Alastair M.
7593576	US	12/03/2004	Systems and methods of managing audio and other media Meyer, Joel R.
7515733	US	01/19/2005	Methods and arrangements employing digital content items Rhoads, Geoffrey B.
7685426	US	02/02/2005	Managing and indexing content on a network with image bookmarks and digital watermarks Ramos, Daniel O.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7164780	US	02/17/2005	Digital watermarking apparatus and methods Brundage, Trent J.
7177443	US	02/17/2005	Method and apparatus for associating identifiers with content Rhoads, Geoffrey B.
7076084	US	04/13/2005	Methods and objects employing machine readable data Davis, Bruce L.
7321667	US	05/11/2005	Data hiding through arrangement of objects Stach, John
7174031	US	05/17/2005	Methods for using wireless phones having optical capabilities Rhoads, Geoffrey B.
7184572	US	06/03/2005	Using steganographic encoded information with maps Rhoads, Geoffrey B.
7738673	US	06/14/2005	Low visible digital watermarks Reed, Alastair M.
7248717	US	07/27/2005	Securing media content with steganographic encoding Rhoads, Geoffrey B.
11/198892	US	08/04/2005	Associating data with images in imaging systems Rhoads, Geoffrey B.
11/226847	US	09/13/2005	Steganographic encoding and decoding of auxiliary codes in media signals Rhoads, Geoffrey B.
11/231553	US	09/20/2005	Background watermark processing Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7502489	US	09/27/2005	Geographically watermarked imagery and methods Rhoads, Geoffrey B.
7567686	US	10/25/2005	Hiding and detecting messages in media signals Rhoads, Geoffrey B.
7461136	US	11/02/2005	Internet linking from audio and image content Rhoads, Geoffrey B.
7545951	US	11/14/2005	Data transmission by watermark or derived identifier proxy Davis, Bruce L.
7444392	US	11/23/2005	Registering with computer systems Rhoads, Geoffrey B.
7643649	US	12/13/2005	Integrating digital watermarks in multimedia content Davis, Bruce L.
7657058	US	12/13/2005	Watermark orientation signals conveying payload data Sharma, Ravi K.
7577273	US	12/22/2005	Steganographically encoded video, deriving or calculating identifiers from video, and related methods Rhoads, Geoffrey B.
7242790	US	12/22/2005	Video steganography Rhoads, Geoffrey B.
7536555	US	01/03/2006	Methods for audio watermarking and decoding Rhoads, Geoffrey B.
7587602	US	01/11/2006	Methods and devices responsive to ambient audio Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7424132	US	02/21/2006	Embedding hidden auxiliary code signals in media Rhoads, Geoffrey B.
7454035	US	02/24/2006	Digital watermarking systems and methods Miller, Marc D.
7313251	US	04/25/2006	Method and system for managing and controlling electronic media Rhoads, Geoffrey B.
11/382453	US	05/09/2006	Embedding geo-location information in media Rhoads, Geoffrey B.
11/382850	US	05/11/2006	Digital media methods Rhoads, Geoffrey B.
11/382855	US	05/11/2006	Content protection arrangements Rhoads, Geoffrey B.
7266217	US	05/30/2006	Multiple watermarks in content Rhoads, Geoffrey B.
7369678	US	06/13/2006	Digital watermark and steganographic decoding Rhoads, Geoffrey B.
7305117	US	07/11/2006	Methods and tangible objects employing machine readable data Davis, Bruce L.
11/458639	US	07/19/2006	Methods for inserting and detecting watermarks in digital data Rhoads, Geoffrey B.
7650008	US	08/17/2006	Digital watermarking compressed video captured from aerial sensors Rhoads, Geoffrey B.
7372976	US	08/22/2006	Content indexing and searching using content identifiers and associated metadata Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
11/536487	US	09/28/2006	Methods, apparatus and programs for generating and utilizing content signatures Brunk, Hugh L.
11/538368	US	10/03/2006	Providing travel-logs based on hidden geo-location metadata Rhoads, Geoffrey B.
11/562357	US	11/21/2006	Watermarking compressed data Rhoads, Geoffrey B.
11/613876	US	12/20/2006	Methods, apparatus and programs for generating and utilizing content signatures Brunk, Hugh L.
11/619123	US	01/02/2007	Methods, systems, and sub-combinations useful in media identification Rhoads, Geoffrey B.
11/620993	US	01/08/2007	Visual content-based internet search methods and sub-combinations Rhoads, Geoffrey B.
11/620999	US	01/08/2007	Audio-based internet search methods and sub-combinations Rhoads, Geoffrey B.
7313253	US	01/10/2007	Methods and tangible objects employing machine readable data in photo-reactive materials Davis, Bruce L.
7330564	US	01/11/2007	Digital watermarking apparatus and methods Brundage, Trent J.
7486799	US	01/30/2007	Methods for monitoring audio and images on the internet Rhoads, Geoffrey B.
7466840	US	01/30/2007	Soft error decoding of steganographic data Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7702511	US	02/02/2007	Watermarking to convey auxiliary information, and media embodying same Rhoads, Geoffrey B.
7406214	US	02/05/2007	Methods and devices employing optical sensors and/or steganography Rhoads, Geoffrey B.
11/671848	US	02/06/2007	Methods and devices employing content identifiers Rhoads, Geoffrey B.
7792325	US	02/06/2007	Methods and devices employing content identifiers Rhoads, Geoffrey B.
7359528	US	02/07/2007	Monitoring of video or audio based on in-band and out-of-band data Rhoads, Geoffrey B.
7433491	US	02/12/2007	Method and apparatus for associating identifiers with content Rhoads, Geoffrey B.
11/676942	US	02/20/2007	Audio encoding to convey auxiliary information, and media embodying same Rhoads, Geoffrey B.
7724919	US	02/23/2007	Methods and systems for steganographic processing Rhoads, Geoffrey B.
11/738973	US	04/23/2007	Fingerprinting of media signals Rhoads, Geoffrey B.
11/739614	US	04/24/2007	Authenticating metadata and embedding metadata in watermarks of media signals Rhoads, Geoffrey B.
11/746804	US	05/10/2007	Methods and systems employing digital content Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7565294	US	05/10/2007	Methods and systems employing digital content Rhoads, Geoffrey B.
7676059	US	05/22/2007	Video steganography or encoding Rhoads, Geoffrey B.
11/754126	US	05/25/2007	Gestural techniques with wireless mobile phone devices Rhoads, Geoffrey B.
7460726	US	05/29/2007	Integrating steganographic encoding in multimedia content Levy, Kenneth L.
7536034	US	05/31/2007	Gestural use of wireless mobile phone devices to signal to remote systems Rhoads, Geoffrey B.
7760905	US	05/31/2007	Wireless mobile phone with content processing Rhoads, Geoffrey B.
7415129	US	07/10/2007	Providing reports associated with video and audio content Rhoads, Geoffrey B.
7444000	US	07/23/2007	Content identification, and securing media content with steganographic encoding Rhoads, Geoffrey B.
11/847231	US	08/29/2007	Machine-readable features for objects Rodriguez, Tony F.
11/874054	US	10/17/2007	Associating objects with corresponding behaviors Rhoads, Geoffrey B.
7787653	US	10/22/2007	Methods for controlling rendering of images and video Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7545952	US	10/23/2007	Image or video display devices Brundage, Trent J.
11/877832	US	10/24/2007	Content protection arrangements Rhoads, Geoffrey B.
11/925261	US	10/26/2007	Audio encoding to convey auxiliary information, and media embodying same Rhoads, Geoffrey B.
11/925303	US	10/26/2007	Steganographic encoding and detecting for video signals Rhoads, Geoffrey B.
7548643	US	10/26/2007	Methods, objects and apparatus employing machine readable data Davis, Bruce L.
7590259	US	10/29/2007	Deriving attributes from images, audio or video to obtain metadata Levy, Kenneth L.
7805500	US	10/31/2007	Network linking methods and apparatus Rhoads, Geoffrey B.
11/932839	US	10/31/2007	Connected audio and other media objects Levy, Kenneth L.
11/945859	US	11/27/2007	Content identifiers Conwell, William Y.
7697719	US	12/20/2007	Methods for analyzing electronic media including video and audio Rhoads, Geoffrey B.
7711143	US	12/11/2007	Methods for marking images Rhoads, Geoffrey B.
12/014690	US	01/15/2008	Wavelet domain watermarks Sharma, Ravi K.
7532741	US	01/22/2008	Data hiding in media Stach, John

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/103513	US	04/15/2008	Apparatus and methods to process video or audio Rhoads, Geoffrey B.
7756290	US	05/06/2008	Detecting embedded signals in media content using coincidence metrics Rhoads, Geoffrey B.
7650009	US	05/07/2008	Controlling use of audio or image content Rhoads, Geoffrey B.
12/120150	US	05/13/2008	Content indexing and searching using content identifiers and associated metadata Rhoads, Geoffrey B.
12/143389	US	06/20/2008	Digital media methods Rhoads, Geoffrey B.
7693300	US	06/24/2008	Color image or video processing Reed, Alastair M.
7606390	US	08/14/2008	Processing data representing video and audio and methods and apparatus related thereto Rhoads, Geoffrey B.
7672477	US	09/09/2008	Detecting hidden auxiliary code signals in media Rhoads, Geoffrey B.
7747038	US	10/07/2008	Method and apparatus for associating identifiers with content Rhoads, Geoffrey B.
7693965	US	10/14/2008	Analyzing audio, including analyzing streaming audio signals Rhoads, Geoffrey B.
12/251362	US	10/14/2008	Digital watermarking systems and methods Levy, Kenneth L.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7564992	US	10/24/2008	Content identification through deriving identifiers from video, images and audio Rhoads, Geoffrey B.
12/259890	US	10/28/2008	Image sensors worn or attached on humans for imagery identification Rhoads, Geoffrey B.
7620253	US	11/17/2008	Steganographic systems and methods Miller, Marc D.
7650010	US	11/21/2008	Connected video and audio Levy, Kenneth L.
12/324422	US	11/26/2008	Internet linking from audio and image content Rhoads, Geoffrey B.
7602978	US	12/02/2008	Deriving multiple identifiers from multimedia content Levy, Kenneth L.
12/331227	US	12/09/2008	Methods, apparatus and programs for generating and utilizing content signatures Brunk, Hugh L.
12/332654	US	12/11/2008	Methods, apparatus and programs for generating and utilizing content signatures Brunk, Hugh L.
7751588	US	12/16/2008	Error processing of steganographic message signals Rhoads, Geoffrey B.
7751596	US	01/08/2009	Methods and arrangements employing digital content items Rhoads, Geoffrey B.
12/397232	US	03/03/2009	Methods for managing content using intentional degradation and insertion of steganographic codes Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/401403	US	03/10/2009	Geographical encoding imagery and video Rhoads, Geoffrey B.
12/407487	US	03/19/2009	Methods and systems employing digital content Rhoads, Geoffrey B.
12/419800	US	04/07/2009	Methods and arrangements employing digital content items Rhoads, Geoffrey B.
12/464679	US	05/12/2009	Arrangement of objects in images or graphics to convey a machine-readable signal Stach, John
12/468703	US	05/19/2009	Interactive systems and methods employing wireless mobile devices Rhoads, Geoffrey B.
12/468727	US	05/19/2009	Methods for audio watermarking and decoding Rhoads, Geoffrey B.
12/471172	US	05/22/2009	Methods and devices responsive to ambient audio Rhoads, Geoffrey B.
12/477759	US	06/03/2009	Digital watermarking apparatus and methods Rhoads, Geoffrey B.
12/481438	US	06/09/2009	Data transmission by extracted or calculated identifying data Davis, Bruce L.
12/485666	US	06/16/2009	Methods, objects and apparatus employing machine readable data Davis, Bruce L.
12/494036	US	06/29/2009	Deriving or calculating identifiers from video signals Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/498930	US	07/07/2009	Portable audio appliance Rhoads, Geoffrey B.
12/506843	US	07/21/2009	Deriving identifying data from video and audio Rhoads, Geoffrey B.
12/506854	US	07/21/2009	Methods and systems employing digital content Rhoads, Geoffrey B.
12/510760	US	07/28/2009	Hiding and detecting messages in media signals Rhoads, Geoffrey B.
12/554722	US	09/04/2009	Methods and devices responsive to ambient audio Rhoads, Geoffrey B.
12/560177	US	09/15/2009	Methods and systems for steganographic processing Rhoads, Geoffrey B.
12/560186	US	09/15/2009	Embedding hidden auxiliary information in media Rhoads, Geoffrey B.
12/560223	US	09/15/2009	Connected audio and other media objects Levy, Kenneth L.
12/564776	US	09/22/2009	Systems and methods of managing audio and other media Meyer, Joel R.
12/577487	US	10/12/2009	Extracting multiple identifiers from audio and video content Levy, Kenneth L.
12/577964	US	10/13/2009	Hiding and detecting auxiliary data in media materials and signals Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/582408	US	10/20/2009	Processing data representing video and audio and methods related thereto Rhoads, Geoffrey B.
12/611004	US	11/02/2009	User feedback in connection with object recognition Rhoads, Geoffrey B.
12/620295	US	11/17/2009	Steganographic systems and methods Miller, Marc D.
12/652678	US	01/05/2010	Synchronizing rendering of multimedia content Davis, Bruce L.
12/761242	US	04/15/2010	Methods and arrangements employing digital content items Rhoads, Geoffrey B.
AU2009200468	AU	02/06/2009	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
CA2174413	CA	11/16/1994	Steganographic methods and apparatuses Rhoads, Geoffrey B.
CA2218957	CA	05/07/1996	Steganography systems Rhoads, Geoffrey B.
CA2373208	CA	05/18/2000	Methods and systems for processing audio Rhoads, Geoffrey B.
CA2373511	CA	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
CA2422081	CA	10/25/2001	Digitally marked objects and promotional methods Davis, Bruce L.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
CH1003324	CH	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.
CH1137251	CH	05/07/1996	Use of calibration data steganographically embedded in the transform domain to discern image distortion Rhoads, Geoffrey B.
CH1372334	CH	05/07/1996	Method of embedding a machine readable steganographic code Rhoads, Geoffrey B.
DE69426787.2	DE	11/16/1994	Video copy control with plural embedded signals Rhoads, Geoffrey B.
DE69432480.9	DE	11/16/1994	Steganographic system Rhoads, Geoffrey B.
DE69434237.8	DE	11/16/1994	Video with hidden in-band digital data Rhoads, Geoffrey B.
DE69435076.1	DE	11/16/1994	Identification/authentication system using robust, distributed coding Rhoads, Geoffrey B.
DE69620751.6	DE	05/07/1996	Steganographical embedding of auxiliary data and calibration data in image data Rhoads, Geoffrey B.
DE69625626.6	DE	05/07/1996	Initiating a link between computers based on the decoding of an address steganographically embedded in an audio object Rhoads, Geoffrey B.
DE69629134.7	DE	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
DE69631806.7	DE	05/07/1996	Use of calibration data steganographically embedded in the transform domain to discern image distortion Rhoads, Geoffrey B.
DE69637782.9	DE	05/07/1996	Method of embedding a machine readable steganographic code Rhoads, Geoffrey B.
DE69739209.0	DE	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
EP00936096.7	EP	05/18/2000	Methods and systems employing digital watermarking in music and other media Rhoads, Geoffrey B.
EP01906702.4	EP	01/25/2001	Connected audio and other media objects Meyer, Joel R.
EP01988889.0	EP	10/25/2001	Digitally marked objects and promotional methods Davis, Bruce L.
EP04030490.9	EP	11/16/1994	Signal processing method Rhoads, Geoffrey B.
EP08100632.2	EP	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
EP08104558.5	EP	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
EP08171782.9	EP	05/07/1996	A method of recognising content signals in a network of computing devices Rhoads, Geoffrey B.
ES2302888	ES	11/16/1994	Identification/authentication system using robust, distributed coding Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
ES2236999	ES	11/16/1994	Video with hidden in-band digital data Rhoads, Geoffrey B.
FI1049320	FI	05/07/1996	Initiating a link between computers based on the decoding of an address steganographically embedded in an audio object Rhoads, Geoffrey B.
FI0824821	FI	05/07/1996	Steganographical embedding of auxiliary data and calibration data in image data Rhoads, Geoffrey B.
FR1003324	FR	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.
FR1049320	FR	05/07/1996	Initiating a link between computers based on the decoding of an address steganographically embedded in an audio object Rhoads, Geoffrey B.
FR1137251	FR	05/07/1996	Use of calibration data steganographically embedded in the transform domain to discern image distortion Rhoads, Geoffrey B.
FR1372334	FR	05/07/1996	Method of embedding a machine readable steganographic code Rhoads, Geoffrey B.
FR1389011	FR	11/16/1994	A method of embedding a steganographic code in an image signal Rhoads, Geoffrey B.
FR0737387	FR	11/16/1994	Steganographic system Rhoads, Geoffrey B.
FR0824821	FR	05/07/1996	Steganographical embedding of auxiliary data and calibration data in image data Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
FR1019868	FR	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
FR0959620	FR	11/16/1994	Video with hidden in-band digital data Rhoads, Geoffrey B.
FR0959621	FR	11/16/1994	Video copy control with plural embedded signals Rhoads, Geoffrey B.
GB1003324	GB	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.
GB1049320	GB	05/07/1996	Initiating a link between computers based on the decoding of an address steganographically embedded in an audio object Rhoads, Geoffrey B.
GB1137251	GB	05/07/1996	Use of calibration data steganographically embedded in the transform domain to discern image distortion Rhoads, Geoffrey B.
GB1372334	GB	05/07/1996	Method of embedding a machine readable steganographic code Rhoads, Geoffrey B.
GB1389011	GB	11/16/1994	A method of embedding a steganographic code in an image signal Rhoads, Geoffrey B.
GB0737387	GB	11/16/1994	Identification/authentication coding method and apparatus Rhoads, Geoffrey B.
GB0824821	GB	05/07/1996	Steganographical embedding of auxiliary data and calibration data in image data Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
GB1019868	GB	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
GB0959620	GB	11/16/1994	Video with hidden in-band digital data Rhoads, Geoffrey B.
GB0959621	GB	11/16/1994	Video copy control with plural embedded signals Rhoads, Geoffrey B.
HK1026796	HK	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.
HK1026968	HK	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
HK1030122	HK	05/07/1996	Initiating a link between computers based on the decoding of an address steganographically embedded in an audio object Rhoads, Geoffrey B.
HK05108893.6	HK	11/16/1994	Signal processing method Rhoads, Geoffrey B.
HK09102296.8	HK	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
IT1389011	IT	11/16/1994	A method of embedding a steganographic code in an image signal Rhoads, Geoffrey B.
IT0824821	IT	05/07/1996	Steganographical embedding of auxiliary data and calibration data in image data Rhoads, Geoffrey B.
JP3649731	JP	11/16/1994	Identification/authentication coding method and apparatus Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
JP4068301	JP	08/24/1998	Method and apparatus for watermarking video images Rhoads, Geoffrey B.
JP2000-618895	JP	05/18/2000	Methods and systems employing digital watermarking in music and other media Rhoads, Geoffrey B.
JP2000-618954	JP	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
JP2001-549260	JP	12/21/2000	Digital watermarks as data proxies Davis, Bruce L.
JP2001-555365	JP	01/25/2001	Connected audio and other media objects Meyer, Joel R.
JP4205624	JP	04/08/2004	Identification/authentication coding method and apparatus Rhoads, Geoffrey B.
JP3949679	JP	07/30/2004	Steganographic system Rhoads, Geoffrey B.
JP2007-025998	JP	02/05/2007	Verification/authentication encoding method and apparatus Rhoads, Geoffrey B.
JP2007-124835	JP	05/09/2007	Steganographic system Rhoads, Geoffrey B.
JP4417979	JP	05/09/2007	Steganographic system Rhoads, Geoffrey B.
KR10-2001-7014758	KR	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
KR10-0853951	KR	05/18/2000	Methods and systems employing digital watermarking in music and other media Rhoads, Geoffrey B.
KR10-0840520	KR	12/21/2000	Digital watermarks as data proxies Davis, Bruce L.
KR10-0827215	KR	01/25/2001	Connected audio and other media objects Meyer, Joel R.
KR10-0799477	KR	01/25/2006	Connected audio and other media objects Meyer, Joel R.
KR10-0960232	KR	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
KR10-2010-7007176	KR	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
NL1003324	NL	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.
NL1049320	NL	05/07/1996	Initiating a link between computers based on the decoding of an address steganographically embedded in an audio object Rhoads, Geoffrey B.
NL1137251	NL	05/07/1996	Use of calibration data steganographically embedded in the transform domain to discern image distortion Rhoads, Geoffrey B.
NL1389011	NL	11/16/1994	A method of embedding a steganographic code in an image signal Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
NL0737387	NL	11/16/1994	Identification/authentication coding method and apparatus Rhoads, Geoffrey B.
NL0824821	NL	05/07/1996	Steganographical embedding of auxiliary data and calibration data in image data Rhoads, Geoffrey B.
NL1019868	NL	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
NL0959621	NL	11/16/1994	Video copy control with plural embedded signals Rhoads, Geoffrey B.
SE1049320	SE	05/07/1996	Initiating a link between computers based on the decoding of an address steganographically embedded in an audio object Rhoads, Geoffrey B.
SE0824821	SE	05/07/1996	Steganographical embedding of auxiliary data and calibration data in image data Rhoads, Geoffrey B.
5832119C1	US	09/25/1995	Methods for controlling systems using control signals embedded in empirical data Rhoads, Geoffrey B.
5822436	US	04/25/1996	Photographic products and methods employing embedded information Rhoads, Geoffrey B.
5841886	US	12/04/1996	Security system for photographic identification Rhoads, Geoffrey B.
6111954	US	10/08/1998	Steganographic methods and media for photography Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6064737	US	10/13/1998	Anti-piracy system for wireless telephony Rhoads, Geoffrey B.
6546112	US	11/23/1998	Security document with steganographically-encoded authentication data Rhoads, Geoffrey B.
6278781	US	06/23/1999	Wireless telephony with steganography Rhoads, Geoffrey B.
6252963	US	11/03/1999	Method and system for preventing reproduction of documents Rhoads, Geoffrey B.
7522728	US	01/06/2000	Wireless methods and devices employing steganography Rhoads, Geoffrey B.
6438231	US	08/17/2000	Emulsion film media employing steganography Rhoads, Geoffrey B.
6751320	US	06/14/2001	Method and system for preventing reproduction of professional photographs Rhoads, Geoffrey B.
7362781	US	08/07/2001	Wireless methods and devices employing steganography Rhoads, Geoffrey B.
7116781	US	08/22/2001	Counteracting geometric distortions in watermarking Rhoads, Geoffrey B.
6968057	US	03/19/2002	Emulsion products and imagery employing steganography Rhoads, Geoffrey B.
7043052	US	06/04/2002	Digital authentication with analog documents Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7103197	US	07/16/2002	Arrangement for embedding subliminal data in imaging Rhoads, Geoffrey B.
7113596	US	09/10/2002	Embedding information related to a subject of an identification document in the identification document Rhoads, Geoffrey B.
10/286517	US	11/01/2002	Authentication using a digital watermark Rhoads, Geoffrey B.
6804378	US	02/12/2003	Methods and products employing biometrics and steganography Rhoads, Geoffrey B.
7016516	US	09/04/2003	Authentication of identification documents Rhoads, Geoffrey B.
7770013	US	09/04/2003	Digital authentication with digital and analog documents Rhoads, Geoffrey B.
7330563	US	05/09/2006	Documents, articles and authentication of documents and articles Rhoads, Geoffrey B.
7715446	US	02/02/2007	Wireless methods and devices employing plural-bit data derived from audio information Rhoads, Geoffrey B.
7349555	US	02/26/2007	Documents and apparatus to encode documents Rhoads, Geoffrey B.
7620200	US	10/29/2007	Authentication of identification documents Rhoads, Geoffrey B.
7724920	US	10/29/2007	Digital authentication with analog documents Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
11/941268	US	11/16/2007	Methods and systems responsive to features sensed from imagery or other data Rhoads, Geoffrey B.
12/106815	US	04/21/2008	Wireless methods using signature codes Rhoads, Geoffrey B.
12/620332	US	11/17/2009	Authentication of identification documents Rhoads, Geoffrey B.
CA2483419	CA	05/07/1996	Methods amd systems for processing digital media content Rhoads, Geoffrey B.
5721788	US	07/31/1992	Method and system for digital image signatures Powell, Robert D.
5809160	US	11/12/1997	Method for encoding auxiliary data within a source signal Powell, Robert D.
5930377	US	05/07/1998	Method for image encoding Powell, Robert D.
6072888	US	05/24/1999	Method for image encoding Powell, Robert D.
6628801	US	10/12/1999	Image marking with pixel modification Powell, Robert D.
6317505	US	11/03/1999	Image marking with error correction Powell, Robert D.
6137892	US	11/03/1999	Data hiding based on neighborhood attributes Powell, Robert D.
6307950	US	02/02/2000	Methods and systems for embedding data in images Powell, Robert D.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6301369	US	01/10/2001	Image marking to permit later identification Powell, Robert D.
6459803	US	04/11/2001	Method for encoding auxiliary data within a source signal Powell, Robert D.
6678392	US	07/25/2001	Method for encoding auxiliary data within a source signal Powell, Robert D.
6385330	US	08/28/2001	Method for encoding auxiliary data within a source signal Powell, Robert D.
7068811	US	03/27/2002	Protecting images with image markings Powell, Robert D.
6614915	US	06/13/2002	Image capture and marking Powell, Robert D.
7062070	US	10/21/2004	Image marking adapted to the image Powell, Robert D.
7136503	US	03/07/2005	Encoding hidden data Powell, Robert D.
7068812	US	03/07/2005	Decoding hidden data from imagery Powell, Robert D.
7412074	US	09/27/2006	Hiding codes in input data Powell, Robert D.
7280672	US	09/28/2006	Image data processing Powell, Robert D.
7593545	US	08/11/2008	Determining whether two or more creative works correspond Powell, Robert D.
12/564733	US	09/22/2009	Hiding codes in input data Powell, Robert D.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
CA2101673	CA	07/30/1993	Method and system for digital image signatures Powell, Robert D.
CA2504316	CA	07/30/1993	Method and system for digital image signatures Powell, Robert D.
JP3837432	JP	05/09/2005	Processing method and system for secret mark of digital image Powell, Robert D.
JP4004528	JP	06/27/2006	Processing method and system for digital image signatures Powell, Robert D.
JP4009655	JP	06/27/2006	Processing method and system for password of digital image Powell, Robert D.
JP4444317	JP	08/09/2007	Method of processing digital image signature Powell, Robert D.
JP4485585	JP	08/13/2008	Processing method and system for digital image signature Powell, Robert D.
6449377	US	05/06/1998	Methods and systems for watermark processing of line art images Rhoads, Geoffrey B.
6345104	US	07/31/1998	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
6580819	US	04/07/1999	Methods of producing security documents having digitally encoded data and documents employing same Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6285776	US	04/15/1999	Methods for identifying equipment used in counterfeiting Rhoads, Geoffrey B.
6724912	US	05/01/2000	Digital watermarking of physical objects Carr, J. Scott
6567534	US	07/27/2000	Methods and systems for watermark processing of line art images Rhoads, Geoffrey B.
6965873	US	10/04/2000	Electronic commerce using optical input device Rhoads, Geoffrey B.
6522771	US	01/16/2001	Processing scanned security documents notwithstanding corruptions such as rotation Rhoads, Geoffrey B.
6985600	US	03/15/2001	Printing media and methods employing digital watermarking Rhoads, Geoffrey B.
6771796	US	07/03/2001	Methods for identifying equipment used in counterfeiting Rhoads, Geoffrey B.
6804379	US	08/24/2001	Digital watermarks and postage Rhoads, Geoffrey B.
6750985	US	10/10/2001	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
6754377	US	06/06/2002	Methods and systems for marking printed documents Rhoads, Geoffrey B.
6978036	US	06/10/2002	Tamper-resistant authentication techniques for identification documents Alattar, Adnan M.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7720249	US	10/18/2002	Watermark embedder and reader Rhoads, Geoffrey B.
7113615	US	02/13/2003	Watermark embedder and reader Rhoads, Geoffrey B.
7263203	US	03/03/2003	Digital watermarks Rhoads, Geoffrey B.
7286684	US	06/11/2003	Secure document design carrying auxiliary machine readable information Rhoads, Geoffrey B.
6959100	US	06/11/2003	Secure document design with machine readable, variable message encoded in a visible registration pattern Rhoads, Geoffrey B.
7760902	US	05/28/2004	Content objects with computer instructions steganographically encoded therein, and associated methods Rhoads, Geoffrey B.
7539325	US	06/01/2004	Documents and methods involving multiple watermarks Rhoads, Geoffrey B.
7130087	US	06/15/2004	Methods and apparatus to produce security documents Rhoads, Geoffrey B.
7136502	US	02/03/2005	Printing media and methods employing digital watermarking Rhoads, Geoffrey B.
7239734	US	12/19/2005	Authentication of identification documents and banknotes Alattar, Adnan M.
7602977	US	10/05/2006	Digital watermarks Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7602940	US	10/05/2006	Steganographic data hiding using a device clock Rhoads, Geoffrey B.
7418111	US	10/24/2006	Methods and apparatus to process media Rhoads, Geoffrey B.
7778437	US	11/08/2006	Printing media and methods employing digital watermarking Rhoads, Geoffrey B.
7570784	US	07/03/2007	Identification and protection of security documents Alattar, Adnan M.
7796826	US	08/28/2007	Digital watermarks Rhoads, Geoffrey B.
7555139	US	10/23/2007	Secure documents with hidden signals, and related methods and systems Rhoads, Geoffrey B.
7720255	US	08/26/2008	Methods and apparatus to process video and audio media Rhoads, Geoffrey B.
12/493983	US	06/29/2009	Security document carrying machine readable pattern Rhoads, Geoffrey B.
12/534381	US	08/03/2009	Identification and protection of video Alattar, Adnan M.
12/575150	US	10/07/2009	Signal processing of audio and video data, including deriving identifying information Rhoads, Geoffrey B.
12/575168	US	10/07/2009	Digital watermarks Rhoads, Geoffrey B.
12/689898	US	01/19/2010	Methods and arrangements for composing information-carrying artwork Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
AU761566	AU	04/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.
CA2326565	CA	04/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.
CA2338618	CA	06/24/1999	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
CN200710148561.6	CN	06/24/1999	Digital watermarking and methods for security documents Rhoads, Geoffrey B.
CNZL99808918.4	CN	06/24/1999	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
EP99931962.7	EP	06/24/1999	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
GB2353168	GB	04/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.
GB2375254	GB	04/14/1999	Marking documents with machine-readable data and watermarks Rhoads, Geoffrey B.
HK1031013	HK	04/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.
HK1077147	HK	06/24/1999	Digital watermarking and methods for security documents Rhoads, Geoffrey B.
IN225457	IN	06/24/1999	A substrate having a background pattern formed over at least a portion thereof and security documents formed thereon Rhoads, Geoffrey B.
JP4071261	JP	05/09/2006	Method and system using digital watermark Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
JP2007-303525	JP	11/22/2007	Method and system using digital watermark Rhoads, Geoffrey B.
SG78503	SG	06/24/1999	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
ZA20010615	ZA	06/24/1999	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
6427020	US	04/15/1999	Methods and devices for recognizing banknotes and responding accordingly Rhoads, Geoffrey B.
6636615	US	11/03/1999	Methods and systems using multiple watermarks Rhoads, Geoffrey B.
6332031	US	07/14/2000	Multiple watermarking techniques for documents and other data Rhoads, Geoffrey
6744906	US	12/07/2001	Methods and systems using multiple watermarks Rhoads, Geoffrey B.
6728390	US	12/07/2001	Methods and systems using multiple watermarks Rhoads, Geoffrey B.
6922480	US	07/29/2002	Methods for encoding security documents Rhoads, Geoffrey B.
7171020	US	11/26/2003	Method for utilizing fragile watermark for enhanced security Rhoads, Geoffrey B.
7499566	US	07/22/2005	Methods for steganographic encoding media Rhoads, Geoffrey B.
11/553406	US	10/26/2006	Methods for steganographic encoding media Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7400743	US	01/10/2007	Methods to evaluate images, video and documents Rhoads, Geoffrey B.
11/621905	US	01/10/2007	Apparatus to process images, video and objects Rhoads, Geoffrey B.
12/397073	US	03/03/2009	Methods for extracting identifying information from video and audio content Rhoads, Geoffrey B.
AU747372	AU	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
CA2318564	CA	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
CA2666703	CA	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey B.
DE69937044.2	DE	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
FR1050005	FR	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
GB1050005	GB	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
HK1032464	HK	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
6442284	US	04/30/1999	Watermark detection utilizing regions with higher probability of success Gustafson, Ammon
7013021	US	08/31/2001	Watermark detection utilizing regions with higher probability of success Sharma, Ravi K.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7574014	US	02/07/2006	Digital watermark detection utilizing host carrier information Sharma, Ravi K.
12/539093	US	08/11/2009	Signal processing utilizing host carrier information Sharma, Ravi K.
7269734	US	02/20/1998	Invisible digital watermarks Johnson, Andrew
11/695523	US	04/02/2007	Digital watermark systems and methods Johnson, Andrew
11/877486	US	10/23/2007	Digital watermark systems and methods Johnson, Andrew
11/940017	US	11/14/2007	Digital watermark systems and methods Johnson, Andrew
AU741906	AU	02/20/1998	Invisible digital watermarks Johnson, Andrew
6549638	US	11/03/1998	Methods for evidencing illicit use of a computer system or device Davis, Bruce L.
6674886	US	10/28/1999	Method and system for recognizing security documents Davis, Bruce L.
6389151	US	11/18/1999	Printing and validation of self validating security documents Carr, Jonathan Scott
6970573	US	11/09/2001	Self validating security documents utilizing watermarks Carr, Jonathan Scott
10/326575	US	12/20/2002	Personal document authentication system using watermarking Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7269275	US	11/23/2005	Physical objects and validation of physical objects Carr, J. Scott
7639837	US	01/23/2007	Identification documents and authentication of such documents Carr, Scott J.
DE69923781.5	DE	11/13/1999	Printing and validation of self validating security documents Carr, Jonathan, Scott
DE69937972.5	DE	11/13/1999	Photographic identification document Carr, Jonathan, Scott
FR1484710	FR	11/13/1999	Photographic identification document Carr, Jonathan, Scott
FR1131769	FR	11/13/1999	Printing and validation of self validating security documents Carr, Jonathan, Scott
GB1484710	GB	11/13/1999	Photographic identification document Carr, Jonathan, Scott
GB1131769	GB	11/13/1999	Printing and validation of self validating security documents Carr, Jonathan, Scott
7044395	US	11/30/1999	Embedding and reading imperceptible codes on objects Davis, Bruce L.
6804377	US	04/02/2002	Detecting information hidden out-of-phase in color channels Reed, Alastair M.
6891959	US	04/02/2002	Hiding information out-of-phase in color channels Reed, Alastair M.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6912295	US	04/02/2002	Enhancing embedding of out-of-phase signals Reed, Alastair M.
6869023	US	06/14/2002	Linking documents through digital watermarking Hawes, Jonathan L.
7152786	US	04/22/2004	Identification document including embedded data Brundage, Trent J.
11/082182	US	03/15/2005	Associating media through steganography Hawes, Jonathan L.
11/383684	US	05/16/2006	Embedding and reading codes on objects Davis, Bruce L.
11/613088	US	12/19/2006	Authentication methods and systems including embedded auxiliary data Brundage, Trent J.
EP02744779.6	EP	07/01/2002	Hiding information out-of-phase in color channels Reed, Alastair M.
6608919	US	02/29/2000	Method and apparatus for encoding paper with information Alattar, Adnan M.
7050201	US	08/14/2003	Method and apparatus for encoding paper with information Alattar, Adnan M.
7427334	US	05/22/2006	Method and apparatus for encoding substrates with information Alattar, Adnan M.
12/236307	US	09/23/2008	Processes for encoding substrates with information and related substrates Alattar, Adnan M.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
09/531076	US	03/18/2000	System for linking from objects to remote resources Rhoads, Geoffey B.
7206820	US	04/12/2000	System for linking from object to remote resource Rhoads, Geoffrey B.
11/735292	US	04/13/2007	Methods and systems useful in linking from objects to remote resources Rhoads, Geoffrey B.
11/867480	US	10/04/2007	Methods for linking from objects to remote resources Rhoads, Geoffrey B.
11/924914	US	10/26/2007	Systems and methods for processing content objects Ramos, Daniel O.
12/273343	US	11/18/2008	Method for enhancing content using persistent content identification Ramos, Daniel O.
EP01909242.8	EP	02/14/2001	Watermark encoder and decoder enabled software and devices Ramos, Daniel O.
HK03101649.0	HK	02/14/2001	Watermark encoder and decoder enabled software and devices Ramos, Daniel O.
JP2001-560828	JP	02/14/2001	Watermark encoder and decoder enabled software and devices Ramos, Daniel O.
KR10-0799090	KR	02/14/2001	Watermark encoder and decoder enabled software and devices Ramos, Daniel O.
KR10-0878338	KR	06/26/2007	Watermark encoder and decoder enabled software and devices Ramos, Daniel O.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
KR10-0920320	KR	08/25/2008	Watermark encoder and decoder enabled software and devices Ramos, Daniel O.
7164413	US	08/06/2004	Enhanced input peripheral Davis, Bruce L.
6714683	US	08/24/2000	Wavelet based feature modulation watermarks and related applications Tian, Jun
6683966	US	10/11/2000	Watermarking recursive hashes into frequency domain regions Tian, Jun
7181042	US	10/09/2003	Digital authentication with digital and analog documents Tian, Jun
11/675505	US	02/15/2007	Digital authentication with digital and analog documents Tian, Jun
6763122	US	10/23/2000	Watermarking an image in color plane separations and detecting such watermarks Rodriguez, Tony
6973197	US	05/22/2002	Watermarking with separate application of the grid and payload signals Miller, Marc
7039214	US	06/14/2002	Embedding watermark components during separate printing stages Miller, Marc D.
7346776	US	12/06/2000	Authenticating media signals by adjusting frequency characteristics to reference values Levy, Kenneth L.
6961444	US	09/10/2001	Time and object based masking for video watermarking Levy, Kenneth L.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7197164	US	11/01/2005	Time-varying video watermark Levy, Kenneth L.
12/050820	US	03/18/2008	Watermarking a media signal by adjusting frequency domain values and adapting to the media signal Levy, Kenneth L.
6631198	US	06/19/2000	Perceptual modeling of media signals based on local contrast and directional edges Hannigan, Brett T.
6633654	US	12/13/2000	Perceptual modeling of media signals based on local contrast and directional edges Hannigan, Brett T.
7088844	US	10/10/2003	Perceptual modeling of media signals based on local contrast and directional edges Hannigan, Brett T.
7483547	US	08/02/2006	Perceptual modeling of media signals for data hiding Hannigan, Brett T.
12/360549	US	01/27/2009	Perceptual modeling of media signals for data hiding Hannigan, Brett T.
6788800	US	07/25/2000	Authenticating objects using embedded data Carr, J. Scott
6823075	US	02/02/2001	Authentication watermarks for printed objects and related applications Perry, Burt W.
AU277147	AU	07/24/2001	Authentication watermarks for printed objects and related applications Perry, Burt W.
EP01954933.6	EP	07/24/2001	Authentication watermarks for printed objects and related applications Perry, Burt W.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
JP2002-514649	JP	07/24/2001	Authentication watermarks for printed objects and related applications Perry, Burt W.
7298864	US	02/15/2001	Digital watermarks as a gateway and control mechanism Jones, Kevin C.
11/943361	US	11/20/2007	Digital watermarks as a gateway and control mechanism Jones, Kevin C.
7111168	US	02/21/2001	Digital watermarking systems Lofgren, Neil
7142691	US	03/16/2001	Watermark embedding functions in rendering description files Levy, Kenneth L.
10/028751	US	12/21/2001	Watermark systems for media Levy, Kenneth L.
7123740	US	12/21/2001	Watermark systems and methods Mckinley, Tyler J.
7412072	US	07/10/2002	Variable message coding protocols for encoding auxiliary data in media signals Sharma, Ravi K.
10/973934	US	10/25/2004	Digital watermarking apparatus and methods Hannigan, Brett T.
11/530391	US	09/08/2006	Systems and methods facilitating communication with remote computers Seder, Phillip Andrew
11/548167	US	10/10/2006	Watermark systems and methods Mckinley, Tyler J.
11/564225	US	11/28/2006	Watermark embedding functions adapted for transmission channels Levy, Kenneth L.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/116633	US	05/07/2008	Systems and methods facilitating communication with remote computers Lofgren, Neil E.
7778442	US	08/11/2008	Variable message coding protocols for encoding auxiliary data in media signals Sharma, Ravi K.
12/331129	US	12/09/2008	Media methods and systems Levy, Kenneth L.
AU277047	AU	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.
CA2416530	CA	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.
DE60127689	DE	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.
EP07004478.9	EP	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.
FR1311973	FR	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.
GB1311973	GB	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.
JP2002-514579	JP	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.
KR10-0865249	KR	01/20/2003	Using embedded data with file sharing Levy, Kenneth L.
7020303	US	03/16/2001	Feature-based watermarks and watermark detection strategies Levy, Kenneth L.
7305104	US	11/17/2004	Authentication of identification documents using digital watermarks Carr, J. Scott

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7424131	US	02/03/2005	Authentication of physical and electronic media objects using digital watermarks Alattar, Adnan M.
7508955	US	10/26/2007	Authentication of objects using steganography Carr, J. Scott
12/207211	US	09/09/2008	Authentication of physical and electronic media objects using digital watermarks Alattar, Adnan M.
12/406802	US	03/18/2009	Steganographic encoding methods and apparatus Carr, J. Scott
6694041	US	10/11/2000	Halftone watermarking and related applications Brunk, Hugh L.
6760464	US	04/20/2001	Halftone watermarking and related applications Brunk, Hugh L.
7020349	US	02/17/2004	Halftone watermarking and related applications Brunk, Hugh L.
6993154	US	05/28/2004	Measuring digital watermark strength using error correction coding metrics Brunk, Hugh L.
7098931	US	05/15/2001	Image management system and methods using digital watermarks Patterson, Phillip R.
6664976	US	03/13/2002	Image management system and methods using digital watermarks Lofgren, Neil E.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6483927	US	06/28/2001	Synchronizing readers of hidden auxiliary data in quantization-based data hiding schemes Brunk, Hugh L.
6580809	US	03/22/2002	Quantization-based data hiding employing calibration and locally adaptive quantization Stach, John
7076082	US	11/18/2002	Media signal filtering for use in digital watermark reading Sharma, Ravi K.
7454033	US	03/22/2002	Quantization-based data hiding employing calibration and locally adaptive quantization Stach, John
7376242	US	12/19/2003	Quantization-based data embedding in mapped data Bradley, Brett A.
7391881	US	07/11/2006	Curve fitting for synchronizing readers of hidden auxiliary data Sharma, Ravi K.
7769202	US	05/20/2008	Quantization-based data embedding in mapped data Bradley, Brett A.
12/273423	US	11/18/2008	Signal embedding and detection using circular structures in a transform domain of a media signal Stach, John
6608911	US	08/06/2001	Digitally watermaking holograms for use with smart cards Lofgren, Neil
6782115	US	10/28/2002	Watermark holograms Decker, Stephen K.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6882737	US	06/18/2003	Digitally watermarking holograms for identity documents Lofgren, Neil E.
11/090968	US	03/23/2005	Digitally watermarking holograms Decker, Stephen K.
09/952475	US	09/11/2001	Content sensitive connected content Levy, Kenneth L.
7248715	US	09/20/2001	Digitally watermarking physical media Levy, Kenneth L.
6320680	US	06/18/1998	Stochastic scanning documents to change moire effects Rhoads, Geoffrey B.
6631015	US	08/15/2001	Stochastic scanning documents to change moire effects Rhoads, Geoffrey B.
7656565	US	10/03/2003	Exploiting random motion during scanning to yield improved image Rhoads, Geoffrey B.
12/694518	US	01/27/2010
7246239	US	08/23/2001	Digital watermarks for checking authenticity of printed objects Rodriguez, Tony F.
7277468	US	09/10/2001	Measuring quality of service of broadcast multimedia signals using digital watermark analyses Tian, Jun
7607016	US	10/26/2001	Including a metric in a digital watermark for media authentication Brunk, Hugh L.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
11/779061	US	07/17/2007	Digital watermarks for checking authenticity of printed objects Rodriguez, Tony F.
7656930	US	10/02/2007	Assessing quality of service using digital watermark information Tian, Jun
12/582398	US	10/20/2009	Benchmarks for digital watermarking Brunk, Hugh L.
JP4199540	JP	10/10/2001	Halftone watermarking and related applications Brunk, Hugh L.
JP4187749	JP	03/24/2006	Halftone watermarking and related applications Brunk, Hugh L.
7756892	US	09/11/2001	Using embedded data with file sharing Levy, Kenneth L.
11/925594	US	10/26/2007	Using object identifiers with content distribution Levy, Kenneth L.
6366680	US	11/22/1999	Adjusting an electronic camera to acquire a watermarked image Brunk, Hugh
6546116	US	11/13/2001	Adjusting an electronic camera to acquire an image Brunk, Hugh
7266704	US	04/18/2002	User-friendly rights management systems and methods Levy, Kenneth L.
7587601	US	06/14/2005	Digital watermarking methods and apparatus for use with audio and video content Levy, Kenneth L.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
11/208441	US	08/19/2005	Rights management systems and methods using digital watermarking Levy
11/847914	US	08/30/2007	Rights management system and methods Levy, Kenneth L.
11/865557	US	10/01/2007	Rights management systems and methods using content identifiers Levy, Kenneth L.
6965683	US	12/20/2001	Routing networks for use with watermark systems Hein, Iii, William C.
7369676	US	11/15/2005	Routing networks for use with content linking systems Hein, Iii, William C.
7747037	US	05/06/2008	Routing networks for use with content linking systems Hein, Iii, William C.
6975744	US	12/20/2001	Detection of multiple watermarks and improved watermark calibration signals Sharma, Ravi K.
7389420	US	10/18/2001	Content authentication and recovery using digital watermarks Tian, Jun
12/138198	US	06/12/2008	Content authentication and recovery using digital watermarks Tian, Jun
6993150	US	01/17/2002	Halftone primitive watermarking and related applications Haynes, Mark E.
10/053488	US	11/02/2001	Parallel processing of digital watermarking operations Mckinley, Tyler J.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
11/371374	US	03/07/2006	Batch identifier registration and embedding in media signals Mckinley, Tyler J.
6993149	US	09/25/2001	Embedding digital watermarks in spot colors Brunk, Hugh L.
6763124	US	02/11/2002	Embedding digital watermarks in spot colors Alattar, Osama M.
10/122141	US	04/12/2002	Watermark systems and methods Anglin, Hugh W.
7046819	US	04/24/2002	Encoded reference signal for digital watermarks Sharma, Ravi K.
7489801	US	05/16/2006	Encoding and decoding signals for digital watermarking Sharma, Ravi K.
7706570	US	02/09/2009	Encoding and decoding auxiliary signals Sharma, Ravi K.
12/768519	US	04/27/2010
7502759	US	05/02/2002	Digital watermarking methods and related toy and game applications Hannigan, Brett T.
12/400476	US	03/09/2009	Methods and related toy and game applications using encoded information Hannigan, Brett T.
10/172733	US	06/13/2002	Watermarking to set video usage permissions Davis, Bruce L.
7263202	US	06/13/2002	Watermarking to control video recording Davis, Bruce L.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
10/172735	US	06/13/2002	Watermarking and electronic program guides Davis, Bruce L.
7697718	US	07/10/2007	Methods employing topical subject criteria in video processing Davis, Bruce L.
7778441	US	07/10/2007	Methods employing topical subject criteria in video processing Davis, Bruce L.
12/758616	US	04/10/2010	Methods employing stored preference data to identify video of interest to a cosumer Davis, Bruce L.
6442283	US	01/11/1999	Multimedia data embedding Tewfik, Ahmed
6751337	US	08/26/2002	Digital watermark detecting with weighting functions Tewfik, Ahmed
7454034	US	06/15/2004	Digital watermarking of tonal and non-tonal components of media signals Tewfik, Ahmed
12/273479	US	11/18/2008	Multimedia data embedding and decoding Tewfik, Ahmed
7151854	US	09/05/2002	Pattern recognition of objects in image streams Shen, Lance Lixin
7684623	US	12/19/2006	Pattern recognition of objects in image streams Shen, Lance Lixin
7027612	US	09/11/2002	Marking physical objects and related systems and methods Patterson, Philip R.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
10/275197	US	04/30/2001	Digital watermarking systems Sharma, Ravi K
7577841	US	11/19/2002	Watermark placement in watermarking of time varying media signals Celik, Mehmet U.
7187780	US	12/13/2002	Image processing methods using reversible watermarking Tian, Jun
7515730	US	12/13/2002	Progressive image quality control using watermarking Tian, Jun
10/435612	US	05/08/2003	Transforming data files into logical storage units for auxiliary data through reversible watermarks Lofgren, Neil E.
7542587	US	03/06/2007	Content processing methods using reversible watermarking Tian, Jun
12/419830	US	04/07/2009	Progressive image quality control using watermarking Tian, Jun
12/476844	US	06/02/2009	Content processing methods using reversible watermarking Tian, Jun
7561714	US	12/12/2002	Reversible watermarking Tian, Jun
7006662	US	05/08/2003	Reversible watermarking using expansion, rate control and iterative embedding Alattar, Adnan M.
7599518	US	02/28/2006	Reversible watermarking using expansion, rate control and iterative embedding Alattar, Adnan M.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/574626	US	10/06/2009
7231061	US	01/21/2003	Adaptive prediction filtering for digital watermarking Bradley, Brett A.
7688996	US	06/12/2007	Adaptive prediction filtering for digital watermarking Bradley, Brett A.
12/750579	US	03/30/2010	Adaptive prediction filtering for encoding/decoding digital signals in media content Bradley, Brett A.
7020304	US	01/22/2003	Digital watermarking and fingerprinting including synchronization, layering, version control, and compressed embedding Alattar, Adnan M.
11/389560	US	03/23/2006	Digital watermarking and fingerprinting including synchronization, layering, version control, and compressed embedding Alattar
6512837	US	10/11/2000	Watermarks carrying content dependent signal metrics for detecting and characterizing signal alteration Ahmed, Farid
6771797	US	01/27/2003	Watermarks carrying content dependent signal metrics for detecting and characterizing signal alteration Ahmed, Farid
7065228	US	10/31/2002	Injection molding process including digital watermarking and articles manufactured from injection molding process Brundage, Trent J.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7162052	US	02/05/2003	Steganographically encoding specular surfaces Brundage, Trent J.
7403633	US	01/09/2007	Steganographically encoding metallic, shiny or specular surfaces Brundage, Trent J.
7760906	US	07/22/2008	Steganographic encoding Brundage, Trent J.
7254249	US	02/20/2003	Embedding location data in video Rhoads, Geoffrey B.
11/835142	US	08/07/2007	embedding location data in video Rhoads, Geoffrey B.
7502937	US	03/04/2003	Digital watermarking security systems Mckinley, Tyler J.
12/401394	US	03/10/2009	Decoding information to allow access to computerized systems Mckinley, Tyler J.
10/423489	US	04/25/2003	Image management system and methods using digital watermarks Rhoads, Geoffrey B.
7197160	US	04/25/2003	Geographic information systems using digital watermarks Rhoads, Geoffrey B.
7502490	US	10/04/2006	Geographic information systems using digital watermarks Rhoads, Geoffrey B.
12/401412	US	03/10/2009	Systems and methods using identifying data derived or extracted from video, audio or images Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6577746	US	12/28/1999	Watermark-based object linking and embedding Evans, Douglas B.
6917691	US	05/29/2003	Substituting information based on watermark-enable linking Evans, Douglas B.
7209573	US	06/03/2005	Substituting images in copies based on digital watermarks Evans, Douglas B.
7362879	US	04/24/2007	Substituting objects based on steganographic encoding Evans, Douglas B.
7773770	US	04/22/2008	Substituting or replacing components in media objects based on steganographic encoding Evans, Douglas B.
7519819	US	05/29/2002	Layered security in digital watermarking Bradley, Brett Alan
10/449827	US	05/29/2003	Layered security in digital watermarking Brett T. Hannigan
12/422715	US	04/13/2009	Layered security in digital watermarking Bradley, Brett Alan
6594373	US	07/19/2000	Multi-carrier watermarks using carrier signals modulated with auxiliary messages Gustafson, Ammon E.
6915002	US	07/14/2003	Multi-carrier watermarks using carrier signals modulated with auxiliary messages Gustafson, Ammon E.
7567721	US	08/06/2003	Digital watermarking of low bit rate video Alattar, Adnan M.
12/510983	US	07/28/2009	Digital watermarking of low bit rate video Alattar, Adnan M.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7152021	US	08/06/2003	Computing distortion of media signals embedded data with repetitive structure and log-polar mapping Alattar, Adnan M.
7529647	US	12/19/2006	Computing distortion of media signals using embedded data with repetitive structure and log-polar mapping Alattar, Adnan M.
11/622373	US	01/11/2007	Methods utilizing steganography Carr, Scott J.
6625297	US	02/10/2000	Self-orienting watermarks Bradley, Brett A.
6993153	US	09/23/2003	Self-orienting watermarks Bradley, Brett A.
10/686547	US	10/14/2003	Digital watermarking for identification documents Carr, J. Scott
11/527361	US	09/25/2006	Identification document and related methods Brundage, Trent J.
11/877463	US	10/23/2007	Detecting media areas likely of hosting watermarks Brundage, Trent J.
6650761	US	06/29/1999	Watermarked business cards and methods Rodriguez, Tony F.
7377421	US	04/02/2004	Methods and systems for interacting with printed articles, such as posters Rhoads, Geoffrey B.
11/058917	US	02/15/2005	Collateral data combined with user characteristics to select web site Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7628320	US	05/23/2008	Methods and systems for interacting with physical objects Rhoads, Geoffrey B.
12/633646	US	12/08/2009	Methods and systems for interacting with physical objects Rhoads, Geoffrey B.
10/723181	US	11/26/2003	Automated methods for distinguishing copies from original printed objects Rodriguez, Tony F.
7763179	US	12/19/2003	Color laser engraving and digital watermarking Levy, Kenneth L.
6674876	US	09/14/2000	Watermarking in the time-frequency domain Hannigan, Brett T.
7330562	US	01/05/2004	Watermarking in the time-frequency domain Hannigan, Brett T.
7711144	US	02/12/2008	Watermarking employing the time-frequency domain Hannigan, Brett T.
12/773536	US	05/04/2010	Signal hiding employing feature modification Hannigan, Brett T.
10/794395	US	03/05/2004	Camera, camera accessories for reading digital watermarks, digital watermarking method and systems, and embedding digital watermarks with metallic inks Brundage, Trent J.
EP04718025.2	EP	03/05/2004	Camera and digital watermarking systems and methods Brundage, Trent J.
JP2006-509158	JP	03/05/2004	Camera and digital watermarking systems and methods Brundage, Trent J.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7606790	US	03/03/2004	Integrating and enhancing searching of media content and biometric databases Levy, Kenneth L.
12/582572	US	10/20/2009	Integrating and enhancing searching of media content and biometric databases Levy, Kenneth L.
7352878	US	04/15/2004	Human perceptual model applied to rendering of watermarked signals Reed, Alastair M.
12/057745	US	03/28/2008	Perceptability model applied to watermark signals Reed, Alastair M.
6724914	US	10/16/2001	Progressive watermark decoding on a distributed computing platform Brundage, Trent J.
7227972	US	04/20/2004	Progressive watermark decoding on a distributed computing platform Brundage, Trent J.
7676060	US	06/05/2007	Distributed content identification Brundage, Trent J.
12/720555	US	03/09/2010	Distributed decoding of digitally encoded media signals Brundage, Trent J.
6766102	US	09/20/1999	Methods for reading watermarks in unknown data types, and dvd drives with such functionality Rhoads, Geoffrey B.
10/841970	US	05/06/2004	Methods for reading watermarks in unknown data types, and dvd drives with such functionality Inventor: Geoffrey B. Rhoads

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7392394	US	06/10/2004	Digital watermarking with variable orientation and protocols Levy, Kenneth L.
12/145373	US	06/24/2008	Digital watermarking with variable orientation and protocols Levy, Kenneth L.
10/871349	US	06/17/2004	Watermarking electronic text documents Alattar, Adnan M.
7570781	US	07/07/2004	Embedded data in gaming objects for authentication and association of behavior information Rhoads, Geoffrey B.
12/534539	US	08/03/2009	Interactive gaming objects Rhoads, Geoffrey B.
7213757	US	09/13/2004	Emerging security features for identification documents Jones, Robert L.
7427030	US	05/08/2007	Security features for objects and method regarding same Jones, Robert L.
7762468	US	09/22/2008	Readers to analyze security features on objects Jones, Robert L.
7443537	US	09/29/2004	Methods and apparatuses for printer recalibration Reed, Alastair M.
12/105647	US	04/18/2008	Methods and apparatuses for printer calibration Reed, Alastair M.
12/259720	US	10/28/2008	Methods and apparatuses for printer calibration Reed, Alastair M.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7480393	US	12/10/2004	Optimized digital watermarking functions for streaming data Gustafson, Ammon E.
12/356489	US	01/20/2009	Optimized digital watermarking functions for streaming data Gustafson, Ammon E.
11/051502	US	02/03/2005	Digital watermarking image signals on-chip and photographic travel logs through dgital watermarking Rodriguez, Tony F.
11/672330	US	02/07/2007	Digital watermarking methods, systems and apparatus Rodriguez, Tony F.
7616777	US	02/07/2007	Digital watermarking methods, systems and apparatus Rodriguez, Tony F.
12/564754	US	09/22/2009	Watermarking methods, systems and apparatus Inventors: Tony F. Rodriguez
11/082179	US	03/15/2005	Watermark payload encryption methods and systems Sharma, Ravi K.
11/084689	US	03/17/2005	Digital watermarking for workflow Levy, Kenneth L.
7370190	US	04/06/2005	Data processing systems and methods with enhanced bios functionality Calhoon, Sean
12/115341	US	05/05/2008	Data processing systems and methods Calhoon, Sean
6899475	US	01/30/2002	Watermarking a page description language file Walton, Scott E

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
11/142827	US	05/31/2005	Watermarking a page description language file Walton, Scott E
7450734	US	06/13/2005	Digital asset management, targeted searching and desktop searching using digital watermarks Rodriguez, Tony F.
11/152685	US	06/13/2005	Metadata management and generation using digital watermarks Rodriguez
12/211620	US	09/16/2008	Internet and database searching with handheld devices Rodriguez, Tony F.
JP2007-518107	JP	06/13/2005	Digital asset management, targeted searching and desktop searching using digital watermarks Rodriguez, Tony F.
6952485	US	09/11/2000	Watermark encoding and decoding in imaging devices and imaging device interfaces Davidson, Clayton L.
7657057	US	10/04/2005	Watermark encoding and decoding Davidson, Clayton L.
12/698651	US	02/02/2010	Watermark decoding from streaming media Davidson, Clayton L.
11/244907	US	10/05/2005	Linking from paper invoices and statements to on-line resources Brundage, Trent J.
6970886	US	05/25/2000	Consumer driven methods for associating content indentifiers with related web addresses Conwell, William Y.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
11/286134	US	11/23/2005	Consumer driven methods for associating content identifiers with related web addresses Conwell, William Y.
7043048	US	06/01/2000	Capturing and encoding unique user attributes in media signals Ellingson, Eric E.
7769208	US	05/08/2006	Capturing and encoding unique user attributes in media signals Ellingson, Eric E.
7072487	US	01/26/2001	Watermark detection using adaptive color projections Reed, Allister
11/427265	US	06/28/2006	Digital watermark detection using predetermined color projections Reed, Allister
7249257	US	04/10/2001	Digitally watermarked maps and signs and related navigational tools Brundage, Trent J.
11/537965	US	10/02/2006	Digital watermarked imagery, video, maps and signs Brundage, Trent
7506169	US	07/23/2007	Digital watermarking maps and signs, and related navigational tools Brundage, Trent J.
12/405937	US	03/17/2009	Handheld devices and methods for extracting data Brundage,Trent
7194106	US	04/03/2003	Creating electronic forms through digital watermarking Brundage, Trent J.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7738658	US	03/20/2007	Electronic forms including digital watermarking Brundage, Trent J.
12/814138	US	06/11/2010	Electronic forms using indicia, sometimes hidden indicia Brundage, Trent J.
7218751	US	06/29/2001	Generating super resolution digital images Reed, Alastair M.
11/748851	US	05/15/2007	Methods for generating enhanced digital images Reed, Alastair M.
7346184	US	05/02/2000	Processing methods combining multiple frames of image data Carr, J. Scott
12/050000	US	03/17/2008	Methods combining multiple frames of image data Carr, J. Scott
7508944	US	06/02/2000	Using classification techniques in digital watermarking Brunk, Hugh L.
12/408529	US	03/20/2009	Using classification techniques in digital watermarking Brunk, Hugh L.
7657064	US	09/26/2000	Methods of processing text found in images Conwell, William Y.
12/691608	US	01/21/2010	Method and systems for processing text found in images Conwell, William Y.
CA2502232	CA	10/14/2003	Identification document and related methods Brundage, Trent J.
EP03779118.3	EP	10/14/2003	Identification document and related methods Brundage, Trent J.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
HK06100621.1	HK	10/14/2003	Identification document and related methods Brundage, Trent J.
EP01942456.3	EP	01/11/2001	Authenticating metadata and embedding metadata in watermarks of media signals Davis, Bruce L.
JP2001-552328	JP	01/11/2001	Authenticating metadata and embedding metadata in watermarks of media signals Davis, Bruce L.
KR10-0865247	KR	01/11/2001	Authenticating metadata and embedding metadata in watermarks of media signals Davis, Bruce L.
7392392	US	12/13/2001	Forensic digital watermarking with variable orientation and protocols Levy, Kenneth L.
EP02797258.7	EP	12/09/2002	Forensic digital watermarking with variable orientation and protocols Levy, Kenneth L.
JP2003-553418	JP	12/09/2002	Forensic digital watermarking with variable orientation and protocols Levy, Kenneth L.
EP03790079.2	EP	11/26/2003	Systems and methods for authentication of print media Rodriguez, Tony F.
JP4510643	JP	11/26/2003	Systems and methods for authentication of print media Rodriguez, Tony F.
EP05722787.8	EP	02/03/2005	Digital watermarking image signals on-chip and photographic travel logs through digital watermarking Rodriguez, Tony F.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
JP2006-552319	JP	02/03/2005	Digital watermarking image signals on-chip and photographic travel logs through digital watermarking Rodriguez, Tony F.
EP05729199.9	EP	03/18/2005	Watermark payload encryption methods and systems Sharma, Ravi K.
6735324	US	07/31/2000	Digital watermarks and trading cards Mckinley, Tyler J.
6961442	US	03/09/2001	Watermarking a carrier on which an image will be placed or projected Hannigan, Brett T.
5710834	US	05/08/1995	Method and apparatus responsive to a code signal conveyed through a graphic image Rhoads, Geoffrey B.
5748783	US	05/08/1995	Method and apparatus for robust information coding Rhoads, Geoffrey B.
6959098	US	11/30/1999	Method and system for determining image transformation Alattar, Adnan M.
7010144	US	01/13/2000	Associating data with images in imaging systems Davis, Bruce L.
7143949	US	04/05/2000	Internet-linking scanner Hannigan, Brett T.
7191156	US	05/01/2000	Digital watermarking systems Seder, Phillip Andrew
09/562517	US	05/01/2000	Audio and video content-based methods Davis, Bruce L.
7689532	US	07/20/2000	Using embedded data with file sharing Levy, Kenneth L.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
09/697015	US	10/25/2000	Access control system and methods Davis, Bruce L.
6513717	US	12/07/2000	Integrated cursor control and scanner device Hannigan, Brett T.
7068809	US	08/27/2001	Segmentation in digital watermarking Stach, John
6975745	US	10/25/2001	Synchronizing watermark detectors in geometrically distorted signals Bradley, Brett A.
10/086180	US	02/25/2002	Distribution and use of trusted photos Davis, Bruce L.
6987861	US	03/19/2002	Security arrangements for printed documents Rhoads, Geoffrey B.
7072490	US	11/22/2002	Symmetry watermark Stach, John
11/875551	US	10/19/2007	Wireless methods and devices employing steganography Rhoads, Geoffrey B.
12/244531	US	10/02/2008	Methods and systems for user-association of visual stimuli with corresponding responses Rhoads, Geoffrey B.
12/543414	US	08/18/2009	Watermark placement in watermarking of time varying media signals Celik, Mehmet U.
12/555618	US	09/08/2009	Processing audio or video content with multiple watermark layers Levy, Kenneth L.
12/644534	US	12/22/2009	Identification documents and authentication of such documents Carr, J. Scott

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/687687	US	01/14/2010	Digital watermarking video captured from airborne platforms Rhoads, Geoffrey B.
12/689453	US	01/19/2010	Controlling use of audio or image content Rhoads, Geoffrey B.
12/689465	US	01/19/2010	Connected audio content Levy, Kenneth L.
12/692451	US	01/22/2010	Watermark synchronization signals conveying payload data Sharma, Ravi K.
12/692470	US	01/22/2010	Assessing quality of service using digital watermark information Tian, Jun
12/711906	US	02/24/2010	Methods and apparatus to process imagery or audio content Rhoads, Geoffrey B.
12/727838	US	03/19/2010	System for managing display and retrieval of image content on a network with image identification and linking to network content Ramos, Daniel O.
12/750532	US	03/30/2010	Content identification and management in content distribution networks Levy, Kenneth L.
12/755145	US	04/06/2010	Color image or video processing Reed, Alastair M.
12/755149	US	04/06/2010	Color image or video processing Reed, Alastair M.
12/755160	US	04/06/2010	Audio processing Rhoads, Geoffrey B.
12/755167	US	04/06/2010	Steganographic encoding for video and images Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/759311	US	04/13/2010	Methods for analyzing electronic media including video and audio Rhoads, Geoffrey B.
12/761230	US	04/15/2010	Watermark systems and methods Anglin, Hugh
12/762957	US	04/19/2010	Location-based arrangements employing mobile devices Rhoads, Geoffrey B.
12/763847	US	04/20/2010	Audio and video signal processing Rhoads, Geoffrey B.
12/777524	US	05/11/2010	Wireless methods and devices employing plural-bit data derived from audio information Rhoads, Geoffrey B.
12/787225	US	05/25/2010	Methods and systems for steganographic processing Rhoads, Geoffrey B.
12/787235	US	05/25/2010	Digital authentication with analog documents Rhoads, Geoffrey B.
12/814218	US	06/11/2010	Digital watermarking in data representing color channels Reed, Alastair M.
12/820744	US	06/22/2010	Audio-based, location-related methods Rhoads, Geoffrey B.
12/821956	US	06/23/2010	Method and apparatus for associating identifiers with content Rhoads, Geoffrey B.
12/826525	US	06/29/2010	Routing networks for use with content linking systems Hein, William C., Iii

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/831116	US	07/06/2010	Error processing of steganographic message signals Rhoads, Geoffrey B.
12/835535	US	07/13/2010	Using embedded data with file sharing Levy, Kenneth L.
12/835542	US	07/13/2010	Encoding and decoding media signals Rhoads, Geoffrey B.
12/839110	US	07/19/2010	Content objects with computer instructions steganographically encoded therein, and associated methods Rhoads, Geoffrey B.
12/839907	US	07/20/2010	Wireless mobile phone methods Rhoads, Geoffrey B
12/840073	US	07/20/2010	Steganographic encoding Brundage, Trent J
12/844633	US	07/27/2010	Color laser engraving Levy, Kenneth L.
12/844651	US	07/27/2010	Apparatus to analyze security features on objects Reed, Alastair M.
12/849514	US	08/03/2010	Bi-directional image capture methods and apparatuses Ellingson, Eric E.
12/849726	US	08/03/2010	Quantization-based data embedding in mapped data Bradley, Brett A.
12/852253	US	08/03/2010	Methods and devices involving imagery and gestures Rhoads, Geoffrey B.
12/853964	US	08/10/2010	Substituting or replacing components in sound based on steganographic encoding Evans, Douglas B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/858240	US	08/17/2010	Printing media and methods employing digital watermarking Rhoads, Geoffrey B.
12/858259	US	08/17/2010	Methods employing topical subject criteria in video processing Davis, Bruce L.
12/858351	US	08/17/2010	Variable message coding protocols for encoding auxiliary data in media signals Sharma, Ravi K.
12/872989	US	08/31/2010	Methods for controlling rendering of images and video Rhoads, Geoffrey B.
12/876920	US	09/07/2010	Methods and devices employing content identifiers Rhoads, Geoffrey B.
11/082217	US	3/15/2005	Watermark payload encryption for media including multiple watermarks Levy, Kenneth L.
11/152686	US	6/13/2005	Digital watermarking methods, programs and apparatus Rodriguez; Tony F.; Stach; John; Reed; Alastair M.
12/562883	US	9/18/2009	Digital watermarking methods, programs and apparatus Rodriguez; Tony F.; Stach; John; Reed; Alastair M.
11/740,140	US	4/25/2007	Methods and Systems Responsive to Features Sensed From Imagery or Other Data Rhoads, Geoffrey B.

SCHEDULE B

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
JP2010-158011	JP	6/13/2005	DIGITAL ASSET MANAGEMENT, TARGETED SEARCHING AND DESKTOP SEARCHING USING DIGITAL WATERMARKS Rodriguez, Tony F.
HK9108777.3	HK	5/7/1996	METHOD OF EMBEDDING A MACHINE READABLE STEGANOGRAPHIC CODE IN A DOCUMENT Rhoads, Geoffrey B.
EP10166581.8	EP	2/14/2001	WATERMARK ENCODER AND DECODER ENABLED SOFTWARE Ramos, Daniel O
JP2010-049197	JP	3/5/2010	WATERMARK ENCODER AND DECODER ENABLED SOFTWARE Ramos, Daniel O.

SCHEDULE B

SCHEDULE C

TRANSFER OF RIGHTS IN ABANDONED ASSETS

Digimarc Corporation, an Oregon corporation, having offices at 9405 SW Gemini Drive, Beaverton, OR 97008, (“Licensor”), has granted to IV Digital Multimedia Inventions LLC, a Delaware limited liability company, having an office at 2711 Centerville Road, Suite 400, Wilmington, DE 19808 (“Licensee”), the exclusive, worldwide, transferable, sublicensable license of all its rights of any kind conferred by the patents, patent applications, and provisional patent applications listed in the attached Appendix.

Licensor assigns to Licensee the rights, if any, to revive prosecution of claims under such assets and to sue or otherwise enforce any claims under such assets for past, present or future infringement.

Licensor hereby authorizes the respective patent office or governmental agency in each jurisdiction to make available to Licensee all records regarding the Abandoned Assets.

DATED this 5th day of October, 2010.

LICENSOR:

DIGIMARC CORPORATION

By:

Robert Chamness

Chief Legal Officer and Secretary

SCHEDULE C

APPENDIX

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
08/154866	US	11/18/1993	Method and apparatus for positive identification of audio signals, images, and other forms of signals with inherent noise Rhoads, Geoffrey B.
08/215289	US	03/17/1994	Identification/authentication system using robust, distributed coding Rhoads, Geoffrey B.
5862260	US	05/16/1996	Methods for surveying dissemination of proprietary empirical data Rhoads, Geoffrey B.
09/150147	US	09/09/1998	Steganographic system Rhoads, Geoffrey B.
09/151492	US	09/11/1998	Methods and tangible objects employing steganographically encoded date information Davis, Bruce L.
09/337590	US	06/21/1999	Electronic payment system for content delivery Rhoads, Geoffrey B.
09/342971	US	06/29/1999	Advertising employing watermarking Rodriguez, Tony F.
09/343101	US	06/29/1999	Enhanced input peripheral Davis, Bruce L.
09/343104	US	06/29/1999	Paper products and physical objects as means to access and control a computer or to navigate over or act as a portal on a network Rodriguez, Tony F.
09/413117	US	10/06/1999	Methods for making images Rhoads, Geoffrey B.
09/482749	US	01/13/2000	Watermark embedder and reader Rhoads, Geoffrey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
09/491534	US	01/26/2000	Data transmission by watermark proxy Davis, Bruce L.
09/496380	US	02/02/2000	System for detecting embedded data in audio notwithstanding variation in playback speed Rhoads, Geoffrey B.
09/507096	US	02/17/2000	Associating data with media signals using embedded signals Davis, Bruce L.
09/515826	US	02/29/2000	Paper products and physical objects as means to access and control a computer or to navigate over or act as a portal on a network Rodriguez, Tony F.
09/552998	US	04/19/2000	Watermark technology as applied to irregular objects Hannigan, Brett T.
09/567405	US	05/08/2000	Postal methods and systems Carr, J. Scott
09/629649	US	08/01/2000	Postal methods and systems employing digital watermarks Carr, J. Scott
09/633587	US	08/07/2000	Document management using adhesive notes Rhoads, Geoffrey B.
09/689289	US	10/11/2000	Printing media and methods employing digital watermarks Carr, J. Scott
09/768941	US	01/23/2001	Computer system linked by using information in data objects Rhoads, Geoffrey B.
09/800094	US	03/05/2001	Payment-based systems for internet music Rhoads, Geoffrey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
09/804679	US	03/12/2001	Media commerce system employing watermarks Rhoads, Geoffrey B.
09/804692	US	03/12/2001	Internet media commerce system Rhoads, Geoffrey B.
09/972792	US	10/05/2001	Embedding information in a digital image digitized from a developed photographic film Rhoads, Geoffrey B.
10/074680	US	02/11/2002	Data hiding through arrangement of objects Stach, John
10/109437	US	03/26/2002	Methods for marking images Rhoads, Geoffrey B.
10/112884	US	03/29/2002	Smart images and image bookmarks for an internet browser Ramos, Daniel O.
10/121433	US	04/11/2002	Watermark reading kiosks Seder, Phillip Andrew
10/125053	US	04/12/2002	Digital watermarking employing noise model Rhoads, Geoffrey B.
10/244143	US	09/12/2002	Postal meters and systems employing watermarking Rhoads, Geoffrey B.
10/301528	US	11/20/2002	Postal applications including digital watermarks Carr, J. Scott
10/374672	US	02/25/2003	Media-independent document security method and apparatus Rhoads, Geoffrey B.
10/791213	US	03/01/2004	Applying digital watermarks using printing process correction Reed, Alastair M.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
11/359756	US	02/21/2006	User control and activation of watermark enabled objects Rhoads
11/671869	US	02/06/2007	Methods and devices employing content identifiers Rhoads, Geoffrey B.
60/056968	US	08/26/1997	Video watermarking Rhoads, Geoffrey B.
60/134782	US	05/19/1999	Methods and systems employing digital watermarking Rhoads, Geoffrey B.
60/263490	US	01/22/2001	Methods, apparatus and programs for generating and utilizing content signatures Brunk, Hugh L.
60/350505	US	01/18/2002	Data hiding through arrangement of objects Stach, John
90/005829	US	10/20/2000	Steganographic system Rhoads, Geoffrey B.
90/005911	US	01/16/2001	Signal processing to hide plural-bit information in image, video, and audio data Rhoads, Geoffrey B.
AU2005205804	AU	09/02/2005	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
AU48513/00	AU	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
AU51457/00	AU	05/18/2000	Methods and systems employing digital watermarking in music and other media Rhoads, Geoffrey, B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
CA2301218	CA	08/24/1998	Method and apparatus for watermarking video images Davidson, Clay
CH1389011	CH	11/16/1994	A method of embedding a steganographic code in an image signal Rhoads, Geoffrey B.
EP1003324	EP	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.
EP00110633.5	EP	05/18/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Grossi, Brian J.
EP1049320	EP	05/07/1996	Initiating a link between computers based on the decoding of an address steganographically embedded in an audio object Rhoads, Geoffrey B.
EP00930749.7	EP	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
EP00973865.9	EP	10/25/2000	Methods for optimizing watermark detection Rhoads, Geoffrey B.
EP1137251	EP	05/07/1996	Use of calibration data steganographically embedded in the transform domain to discern image distortion Rhoads, Geoffrey B.
EP01933210.5	EP	05/08/2001	Envelopes and printed documents employing digital watermarks Carr, J. Scott
EP1372334	EP	05/07/1996	Method of embedding a machine readable steganographic code Rhoads, Geoffrey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
EP1389011	EP	11/16/1994	A method of embedding a steganographic code in an image signal Rhoads, Geoffrey B.
EP07122522.1	EP	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
EP07123933.9	EP	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
EP0737387	EP	11/16/1994	Identification/authentication coding method and apparatus Rhoads, Geoffrey B.
EP0824821	EP	05/07/1996	Steganographical embedding of auxiliary data and calibration data in image data Rhoads, Geoffrey B.
EP1019868	EP	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
EP98942228.2	EP	08/24/1998	Method and apparatus for watermarking video images Rhoads, Geoffrey B.
EP0959620	EP	11/16/1994	Video with hidden in-band digital data Rhoads, Geoffrey B.
EP0959621	EP	11/16/1994	Video copy control with plural embedded signals Rhoads, Geoffrey B.
EP99124921.0	EP	11/16/1994	Method and apparatus for encoding audio with auxiliary digital data Rhoads, Geoffrey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
GR1372334	GR	05/07/1996	Method of embedding a machine readable steganographic code Rhoads, Geoffrey B.
GR1389011	GR	11/16/1994	A method of embedding a steganographic code in an image signal Rhoads, Geoffrey B.
GR1019868	GR	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
IE1003324	IE	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.
IE1389011	IE	11/16/1994	A method of embedding a steganographic code in an image signal Rhoads, Geoffrey B.
IE0959620	IE	11/16/1994	Video with hidden in-band digital data Rhoads, Geoffrey B.
IE0959621	IE	11/16/1994	Video copy control with plural embedded signals Rhoads, Geoffrey B.
IT1372334	IT	05/07/1996	Method of embedding a machine readable steganographic code Rhoads, Geoffrey B.
IT1019868	IT	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
IT0959621	IT	11/16/1994	Video copy control with plural embedded signals Rhoads, Geoffrey B.
JP08-534258	JP	05/07/1996	Steganographic system Rhoads, Geoffrey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
JP2002-538240	JP	10/25/2001	Digitally marked objects and promotional methods Davis, Bruce L.
JP2004-326916	JP	11/10/2004	Verification/authentication coding method and device Rhoads, Geoffrey B.
LI1003324	LI	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.
LI1137251	LI	05/07/1996	Use of calibration data steganographically embedded in the transform domain to discern image distortion Rhoads, Geoffrey B.
LI1372334	LI	05/07/1996	Method of embedding a machine readable steganographic code Rhoads, Geoffrey B.
LI1389011	LI	11/16/1994	A method of embedding a steganographic code in an image signal Rhoads, Geoffrey B.
LU1003324	LU	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.
LU1372334	LU	05/07/1996	Method of embedding a machine readable steganographic code Rhoads, Geoffrey B.
LU1389011	LU	11/16/1994	A method of embedding a steganographic code in an image signal Rhoads, Geoffrey B.
LU1019868	LU	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
LU0959620	LU	11/16/1994	Video with hidden in-band digital data Rhoads, Geoffrey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
LU0959621	LU	11/16/1994	Video copy control with plural embedded signals Rhoads, Geoffrey B.
MC1003324	MC	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.
MC1389011	MC	11/16/1994	A method of embedding a steganographic code in an image signal Rhoads, Geoffrey B.
MC0959620	MC	11/16/1994	Video with hidden in-band digital data Rhoads, Geoffrey B.
MC0959621	MC	11/16/1994	Video copy control with plural embedded signals Rhoads, Geoffrey B.
PCT/US1994/013366	WO	11/16/1994	Identification/authentication coding method and apparatus Rhoads, Geoffrey B.
PCT/US1996/006618	WO	05/07/1996	Steganography systems Rhoads, Geoffrey B.
PCT/US1997/008351	WO	05/16/1997	Computer system linked by using information in data objects Rhoads, Geoffrey B.
PCT/US1998/017530	WO	08/24/1998	Method and apparatus for watermarking video images Rhoads, Geoffrey B.
PCT/US2000/013333	WO	05/15/2000	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Rhoads, Geoffrey B.
PCT/US2000/013798	WO	05/18/2000	Methods and systems employing digital watermarking in music and other media Rhoads, Geoffrey, B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
PCT/US2000/029455	WO	10/25/2000	Methods for optimizing watermark detection Rhoads, Geoffrey B.
PCT/US2000/035038	WO	12/21/2000	Digital watermarks as data proxies Davis, Bruce L.
PCT/US2000/035630	WO	12/28/2000	Watermark-based personal audio appliance Rhoads, Geoffrey B.
PCT/US2001/000884	WO	01/11/2001	Watermark embedder and reader Gustafson, Ammon E.
PCT/US2001/002609	WO	01/25/2001	Connected audio and other media objects Meyer, Joel R.
PCT/US2001/003379	WO	02/01/2001	Integrating digital watermarks in multimedia content Davis, Bruce L.
PCT/US2001/007373	WO	03/07/2001	Digital watermark screening and detection strategies Rhoads, Geoffrey B.
PCT/US2001/012571	WO	04/17/2001	Color adaptive watermarking Reed, Alastair M.
PCT/US2001/014920	WO	05/08/2001	Envelopes and printed documents employing digital watermarks Carr, J. Scott
PCT/US2001/021268	WO	07/05/2001	Management of documents and other objects using optical devices Seder, Phillip Andrew
PCT/US2001/022173	WO	07/12/2001	Wavelet domain watermarks Sharma, Ravi K.
PCT/US2001/042770	WO	10/16/2001	User control and activation of watermark enabled objects Rhoads, Geoffrey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
PCT/US2001/050238	WO	12/19/2001	Methods, apparatus and programs for generating and utilizing content signatures Brunk, Hugh L.
PCT/US2001/050930	WO	10/25/2001	Digitally marked objects and promotional methods Davis, Bruce L.
PCT/US2002/015187	WO	05/14/2002	Content identifiers triggering corresponding responses Rhoads, Geoffrey B.
08/512993	US	08/09/1995	Security system for photographic identification Rhoads, Geoffrey B.
09/776021	US	02/02/2001	Steganographic messaging through imagery Rhoads, Geoffrey B.
09/818533	US	03/28/2001	Arrangement for embedding subliminal data in imaging Rhoads, Geoffrey
09/986170	US	11/07/2001	Arrangement for embedding subliminal data in imaging Rhoads, Geoffrey B.
10/177650	US	06/20/2002	Wireless methods and devices employing steganography Levy, Kenneth L.
11/377708	US	03/15/2006	Authentication of identification documents Rhoads, Geoffrey B.
90/005828	US	10/20/2000	Methods for controlling systems using control signals embedded in empirical data Rhoads, Geoffrey B.
09/408878	US	09/29/1999	Protecting images with image markings Powell, Robert D.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
EP93112290.7	EP	07/30/1993	Method and system for digital image signatures Powell, Robert D.
JP05-209924	JP	08/02/1993	Processing method and system for digitized image mark Powell, Robert D.
JP2007-108405	JP	04/17/2007	Processing method and system for digital image signature Powell, Robert D.
09/292569	US	04/15/1999	Digital watermarks Rhoads, Geoffrey B.
09/761349	US	01/16/2001	Method of producing a security document Rhoads, Geoffrey B.
09/975738	US	10/10/2001	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
10/306768	US	11/26/2002	Content objects with computer instructions steganographically encoded therein, and associated methods Rhoads, Geoffrey B.
60/082228	US	04/16/1998	Watermarking methods, apparatuses, and applications Rhoads, Geoffrey B.
AU48367/99	AU	06/24/1999	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
DE69927218.1	DE	07/07/1999	Digital watermarking and methods for security documents Rhoads, Geofrey B
EP99107280.2	EP	04/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
EP0981113	EP	07/07/1999	Digital watermarking and methods for security documents Rhoads, Geofrey B.
EP99917532.6	EP	04/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.
FR0981113	FR	07/07/1999	Digital watermarking and methods for security documents Rhoads, Geofrey B
GB0981113	GB	07/07/1999	Digital watermarking and methods for security documents Rhoads, Geofrey B
IE0981113	IE	07/07/1999	Digital watermarking and methods for security documents Rhoads, Geofrey B
JP2000-543918	JP	11/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.
JP2000-563056	JP	06/24/1999	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
KR10-2001-7001267	KR	06/24/1999	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
LU0981113	LU	07/07/1999	Digital watermarking and methods for security documents Rhoads, Geofrey B
MC0981113	MC	07/07/1999	Digital watermarking and methods for security documents Rhoads, Geofrey B
PCT/US1999/008252	WO	04/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
PCT/US1999/014532	WO	06/24/1999	Digital watermarks and methods for security documents Rhoads, Geoffrey B.
09/234780	US	01/20/1999	Multiple watermarketing techniques Rhoads, Geoffrey
60/071983	US	01/20/1998	Determining authenticity of documents using multiple watermaking techniques Rhoads, Geoffrey B.
BR9907105	BR	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
EP00973864.2	EP	10/25/2000	Methods and systems using multiple watermarks Rhoads, Geoffrey B.
EP1050005	EP	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
IL137370	IL	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
IT1050005	IT	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
JP2000-540514	JP	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
PCT/US1999/001296	WO	01/20/1999	Multiple watermarking techniques Rhoads, Geoffrey
PCT/US2000/029454	WO	10/25/2000	Methods and systems using multiple watermarks Rhoads, Geoffrey B.
60/125349	US	03/19/1999	Pre-filtering to increase watermark signal-to-noise ratio Alattar, Adnan M.
AUPO5218	AU	02/20/1997	Invisible digital watermarks Johnson, Andrew

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
PCT/AU1998/000106	WO	02/20/1998	Invisible digital watermarks Johnson, Andrew
AU18093/00	AU	10/28/1999	Method and software for evidencing illicit use of a computer system Davis, Bruce, L.
CA2347179	CA	10/28/1999	Method and software for evidencing illicit use of a computer system Shaw, Gilbert, B.
EP99961538.8	EP	10/28/1999	Method and software for evidencing illicit use of a computer system Davis, Bruce, L.
JP2000-580066	JP	10/28/1999	Method and software for evidencing illicit use of a computer system Davis, Bruce, L.
KR10-2001-7005591	KR	10/28/1999	Method and software for evidencing illicit use of a computer system Davis, Bruce, L.
PCT/US1999/025375	WO	10/28/1999	Method and software for evidencing illicit use of a computer system Davis, Bruce, L.
10/307497	US	11/27/2002	Method and apparatus for transaction card security utilizing embedded image data Rhoads, Geoffrey B.
60/109259	US	11/19/1998	Printing and validation of self validating security documents Carr, Scott Jonathan
CY1131769	CY	11/13/1999	Printing and validation of self validating security documents Carr, Jonathan, Scott
EP1484710	EP	11/13/1999	Photographic identification document Carr, Jonathan, Scott

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
EP1131769	EP	11/13/1999	Printing and validation of self validating security documents Carr, Jonathan, Scott
GR1484710	GR	11/13/1999	Photographic identification document Carr, Jonathan, Scott
IE1484710	IE	11/13/1999	Photographic identification document Carr, Jonathan, Scott
IE1131769	IE	11/13/1999	Printing and validation of self validating security documents Carr, Jonathan, Scott
LU1484710	LU	11/13/1999	Photographic identification document Carr, Jonathan, Scott
LU1131769	LU	11/13/1999	Printing and validation of self validating security documents Carr, Jonathan, Scott
MC1484710	MC	11/13/1999	Photographic identification document Carr, Jonathan, Scott
MC1131769	MC	11/13/1999	Printing and validation of self validating security documents Carr, Jonathan, Scott
PCT/US1999/027012	WO	11/13/1999	Printing and validation of self validating security documents Carr, Jonathan, Scott
10/094593	US	03/06/2002	Identification document including embedded data Rhoads, Geoffrey B.
10/233069	US	08/30/2002	Digitally watermarking checks and other value documents Carr, J. Scott
60/164619	US	11/10/1999	Image-based navigation system Rhoads, Geoffey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
PCT/US2000/032573	WO	11/30/2000	Embedding and reading imperceptible codes on objects Davis, Bruce L.
PCT/US2002/020832	WO	07/01/2002	Hiding information out-of-phase in color channels Reed, Alastair M.
PCT/US2002/027954	WO	08/30/2002	Digitally watermarking checks and other value documents Carr, J. Scott
09/465418	US	12/16/1999	Counterfeit deterrence system Rhoads, Geoffrey B.
60/112955	US	12/18/1998	Counterfeit deterrence system Rhoads, Geoffrey B.
AU23695/00	AU	12/16/1999	Counterfeit deterrence system Rhoads, Geoffrey, B.
CA2355715	CA	12/16/1999	Counterfeit deterrence system Rhoads, Geoffrey, B.
EP99967414.6	EP	12/16/1999	Counterfeit deterrence system Rhoads, Geoffrey, B.
JP2000-588925	JP	12/16/1999	Counterfeit deterrence system Rhoads, Geoffrey, B.
KR10-2001-7007645	KR	12/16/1999	Counterfeit deterrence system Rhoads, Geoffrey, B.
PCT/US1999/030217	WO	12/16/1999	Counterfeit deterrence system Rhoads, Geoffrey, B.
09/437357	US	11/10/1999	Method and apparatus for encoding paper with information Alattar, Adnan M.
PCT/US2000/030694	WO	11/07/2000	Method and apparatus for encoding paper with information Alattar, Adnan M.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
09/553112	US	04/20/2000	Image patterns that constitute digital watermarks Rodriguez, Tony Forrest
60/131005	US	04/22/1999	Creating patterns that constitute digital watermarks Rodriguez, Tony Forrest
09/636102	US	08/10/2000	Watermark encoder and decoder enabled software and devices Ramos, Daniel O.
60/191778	US	03/24/2000
PCT/US2001/004812	WO	02/14/2001	Watermark encoder and decoder enabled software and devices Ramos, Daniel O.
09/679261	US	10/04/2000	Peripheral device for a computer system. Davis, Bruce L.
11/621254	US	01/09/2007	Enhanced input peripheral Davis
60/158015	US	10/06/1999	Data entry method and system Davis, Bruce L.
PCT/US2001/026617	WO	08/23/2001	Watermarking recursive hashes into frequency domain regions and wavelet based feature modulation watermarks Tian, Jun
60/163676	US	11/05/1999	Watermarking an image after the image is separated into color planes Miller, Marc
PCT/US2000/029244	WO	10/23/2000	Watermarking an image in color plane separations and detecting such watermarks Miller, Marc

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
60/232163	US	09/11/2000	Watermaking enhancements including time based masking, context sensitive connected content, broadcast monitoring, semifragile watermarks, and time stamped watermarks Levy, Kenneth L.
PCT/US2001/028726	WO	09/11/2001	Time and object based masking for video watermarking Levy, Kenneth L.
PCT/US2001/019303	WO	06/14/2001	Perceptual modeling of media signals based on local contrast and directional edges Hannigan, Brett T.
10/997813	US	11/23/2004	Steganographic data embedding in objects for authenticating and associating value with the objects Perry, Burt W.
CA2416532	CA	07/24/2001	Authentication watermarks for printed objects and related applications Perry, Burt W.
KR10-2003-7001052	KR	01/24/2003	Authentication watermarks for printed objects and related applications Perry, Burt W.
PCT/US2001/023336	WO	07/24/2001	Authentication watermarks for printed objects and related applications Perry, Burt W.
60/183681	US	02/19/2000	Digital watermarks as a gateway mechanism Jones, Kevin C.
10/137124	US	05/01/2002	Digital watermarking methods and related toy and game applications Hannigan, Brett T.
10/193663	US	07/10/2002	Repetition coding of error correction coded messages in auxiliary data embedding applications Sharma, Ravi K.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
10/850579	US	05/19/2004	Digital watermarks and trading cards Mckinley, Tyler J.
60/257822	US	12/21/2000	Watermark systems and methods Aggson, Cynthia K.
EP1311973	EP	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.
PCT/US2001/014014	WO	04/30/2001	Digital watermarking systems Seder, Phillip Andrew
PCT/US2001/022953	WO	07/20/2001	Using embedded data with file sharing Levy, Kenneth L.
09/837564	US	04/17/2001	Authentication of physical and electronic media objects using digital watermarks Rhoads, Geoffrey B.
60/198138	US	04/17/2000	Countermeasures to watermark attacks Alattar, Adnan M.
11/468258	US	08/29/2006	Image management system and methods using digital watermarks Patterson
PCT/US2003/007776	WO	03/12/2003	Image management system and methods using digital watermarks Lofgren, Neil E.
60/278049	US	03/22/2001	Elliptical curve fitting and application for digital watermarks Sharma, Ravi K.
PCT/US2002/008844	WO	03/22/2002	Quantization-based data hiding employing calibration and locally adaptive quantization Stach, John
09/915824	US	07/26/2001	Collateral data combined with user characteristics to select web site Rhoads, Geoffrey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
10/012676	US	11/05/2001	Collateral data combined with other data to select web site Rhoads, Geoffrey B.
60/220945	US	07/26/2000	Collateral data used to obtain a match to users preferences Rhoads, Geoffrey B.
09/741779	US	12/21/2000	Watermarking holograms Decker, Stephen K.
PCT/US2001/049399	WO	12/17/2001	Watermaking holograms Lofgren, Neil E.
09/924402	US	08/07/2001	Using digital watermarks to facilitate counterfeit inspection and inventory management Miolla, Ronald S.
09/940873	US	08/27/2001	Digitally watermarking physical media Levy, Kenneth L.
10/233327	US	08/29/2002	Digitally watermarking physical media Levy, Kenneth L.
60/282205	US	04/06/2001	Digital asset management and linking media signals with related data using watermarks Jones, Kevin C.
PCT/US1999/013320	WO	06/14/1999	Stochastic scanning documents to change moire effects Rhoads, Geoffrey B.
AU2002211634	AU	10/10/2001	Halftone watermarking and related applications Brunk, Hugh L.
CA2422412	CA	10/10/2001	Halftone watermarking and related applications Brunk, Hugh L.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
EP01979700.0	EP	10/10/2001	Halftone watermarking and related applications Brunk, Hugh L.
KR10-2003-7005154	KR	10/10/2001	Halftone watermarking and related applications Brunk, Hugh L.
PCT/US2001/028523	WO	09/10/2001	Authenticating and measuring quality of service of multimedia signals using digital watermark analyses Tian, Jun
PCT/US2001/031784	WO	10/10/2001	Halftone watermarking and related applications Brunk, Hugh L.
PCT/US2002/027068	WO	08/23/2002	Digital watermarks for checking authenticity of printed objects Rodriguez, Tony F.
PCT/US2000/032013	WO	11/21/2000	Adjusting an electronic camera to acquire a watermarked image Brunk, Hugh
10/017463	US	12/14/2001	Space filling quantizers for digital watermarking Brunk, Hugh L.
60/256629	US	12/18/2000	Quantizer characteristics important for quantization index modulation Brunk, Hugh L.
10/017679	US	12/13/2001	Audio/video commerce application architectural framework Levy, Kenneth L.
60/256628	US	12/18/2000	Audio/video commerce application architectural framework Levy, Kenneth L.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
PCT/US2001/049395	WO	12/17/2001	Audio/video commerce application architectural framework Levy, Kenneth L.
PCT/US2002/012171	WO	04/19/2002	User-friendly rights management system and methods Levy, Kenneth L.
PCT/US2006/032011	WO	08/15/2006	Rights management systems and methods using digital watermaking Levy, Kenneth L.
10/020519	US	12/14/2001	Message coding for digital watermark applications Brunk, Hugh L.
60/256627	US	12/18/2000	Message coding for watermark applications Bradley, Brett A
60/284594	US	04/17/2001	Reversible watermarking and authentication of media signals Tian, Jun
PCT/US2001/032517	WO	10/17/2001	Content authentication and recovery using digital watermarks Tian, Jun
09/706505	US	11/02/2000	Batch identifier registration and embedding in media signals Hein Iii, William C.
10/121435	US	04/11/2002	Pre-exposure of emulsion media with a steganographic pattern Lowe, Brian D.
60/284163	US	04/16/2001	Efficient interactive tv Anglin, Hugh W.
60/286701	US	04/25/2001	Encoded reference signal for digital watermarks Sharma, Ravi K.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
60/355856	US	02/10/2002	Digital watermarking methods and related toy and game applications Hannigan, Brett T.
PCT/US2002/013728	WO	05/01/2002	Digital watermarking methods and related toy and game applications Hannigan, Brett T.
60/303173	US	07/05/2001	Using embedded identifiers with images Davis, Bruce L.
60/335427	US	11/30/2001	Pattern recognition of objects in image streams Shen, Lance Lixin
PCT/US2002/028448	WO	09/05/2002	Pattern recognition of objects in image streams Decker, Stephen K.
10/265085	US	10/03/2002	Digital watermarking methods, programs and apparatus Mckinley, Tyler J.
10/265348	US	10/04/2002	Digital watermarking methods, programs and apparatus Mckinley, Tyler J.
60/327687	US	10/05/2001	Digital watermarking methods, programs, and apparatus Mckinley, Tyler J.
PCT/US2001/051170	WO	11/02/2001	Batch identifier registration and embedding in media signals Mckinley, Tyler J.
60/404038	US	08/15/2002	Digital watermarking of low bit rate video Alattar, Adnan M.
60/340651	US	12/13/2001	Wavelet-based reversible watermarking for authentication Tian, Jun

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
60/430511	US	12/02/2002	Reversible watermarking Tian, Jun
PCT/US2002/040162	WO	12/12/2002	Reversible watermarking Tian, Jun
PCT/US2004/014161	WO	05/07/2004	Reversible watermarking and related applications Alattar, Adnan M.
60/351502	US	01/22/2002	Adaptive prediction filtering for digital watermarking Bradley, Brett A.
PCT/US2001/031671	WO	10/09/2001	Watermarks carrying content dependent signal metrics for detecting and characterizing signal alteration Ahmed, Farid
60/359041	US	02/20/2002	Embedding location data in video Rhoads, Geoffrey B.
60/361749	US	03/04/2002	Digital watermarking systems Mckinley, Tyler J.
10/394507	US	03/21/2003	Visibly altering a product in response to invalidating event Mckinley, Tyler J.
60/367033	US	03/22/2002	Visibly altering product in response to invalidating event Mckinley, Tyler J.
60/383474	US	05/23/2002	Geographical information systems using digital watermarks and other digital watermarking techniques Rhoads, Geoffrey B.
60/376720	US	04/29/2002	Image management system and methods using digital watermarks Rhoads, Geoffrey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
PCT/US2003/017048	WO	05/29/2003	Layered security in digital watermarking Bradley, Brett Alan
PCT/US2001/021815	WO	07/10/2001	Multi-carrier watermarks Gustafson, Ammon E.
60/434823	US	12/18/2002	Computing distortion of media signals using embedded data with repetitive structure and log-polar mapping Alattar, Adnan M.
60/428485	US	11/21/2002	Digital watermarking of low bit-rate video Alattar, Adnan M.
PCT/US2003/001975	WO	01/22/2003	Digital watermarking and fingerprinting including symchronization, layering, version control, and compressed embedding Alattar, Adnan M.
10/639598	US	08/11/2003	Document management with embedded data Perry
60/403899	US	08/15/2002	Document management with embedded data Gorriaran, Michael
PCT/US2001/003138	WO	01/31/2001	Self-orienting watermarking method embedding frequency shift keying Bradley, Brett A.
10/686495	US	10/14/2003	Identification document and related methods Brundage, Trent J.
60/418762	US	10/15/2002	Identification document and related methods Rhoads, Geoffrey B.
10/717211	US	11/18/2003	Watermarked printed objects and methods Rodriguez, Tony F.
60/475389	US	06/02/2003	Digital watermarks in image replacement documents, as on-board mediators in authentication of printed media, and managing quality of imaging systems Rhoads, Geoffrey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
60/456677	US	03/21/2003	Digital watermarking with laser engraving Brian Labrec
PCT/US2001/028927	WO	09/13/2001	Watermarking in the time-frequency domain Hannigan, Brett T.
60/511848	US	10/15/2003	Image capture system for portable device Shovoly, Steven
KR10-2005-7016613	KR	03/05/2004	Camera and digital watermarking systems and methods Brundage, Trent J.
PCT/US2004/006724	WO	03/05/2004	Camera and digital watermarking systems and methods Brundage, Trent J.
60/451840	US	03/03/2003	Integrating and enhancing searching of media content and biometric databases Levy, Kenneth L.
60/463175	US	04/15/2003	Color image appearance model applied to offset printing of watermarked images Reed, Alastair M.
PCT/US2002/033161	WO	10/16/2002	Progressive watermark decoding on a distributed computing platform Brundage, Trent J.
60/478386	US	06/13/2003	Digital watermarking with variable orientation and protocols Levy, Kenneth L.
60/537054	US	01/16/2004	Watermarking electronic text documents Adnan M. Alattar
60/486047	US	07/09/2003	Embedded data in gaming objects for authentication and association of behavior and information Rhoads, Geoffrey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
60/514958	US	10/27/2003	Methods and apparatuses for printer recalibration Reed, Alastair M.
10/996138	US	11/19/2004	Optimized digital watermarking functions for streaming data Gustafson, Ammon E.
60/523748	US	11/19/2003	Optimized digital watermarking functions for streaming data Gustafson, Ammon E.
60/542095	US	02/04/2004	Digital watermarking image signals on-chip Rodriguez, Tony F.
60/554541	US	03/18/2004	Watermark payload encryption methods and systems Ramos, Daniel O.
60/554748	US	03/19/2004	Digital watermarking for workflow Levy, Kenneth L.
60/659022	US	03/03/2005	Enhanced bios system Calhoon, Sean
PCT/US2006/007327	WO	03/02/2006	Data processing systems and methods Calhoon, Sean
60/673022	US	04/19/2005	Digital asset management, targeted searching and desktop searching using digital watermarks Rodriguez, Tony F.
PCT/US2005/020790	WO	06/13/2005	Digital asset management, targeted searching and desktop searching using digital watermarks Rodriguez, Tony F.
09/631409	US	08/03/2000	Linking from paper invoices and statements to on-line resources Brundage, Trent J.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
PCT/US2001/024114	WO	08/01/2001	Linking from paper invoices and statements to on-line resources Brundage, Trent J.
PCT/US2002/002325	WO	01/24/2002	Watermark detection using adaptive color projections Reed, Allister
PCT/US2001/017685	WO	05/31/2001	Using classification techniques in digital watermarking Brunk, Hugh L.
60/495373	US	08/14/2003	Identification document and related methods Sher-Jan, Mahmood
MXPA05003984	MX	10/14/2003	Identification document and related methods Durst, Robert T.
PCT/US2003/032886	WO	10/14/2003	Identification document and related methods Brundage, Trent J.
60/198857	US	04/21/2000	Authenticating metadata and embedding metadata in watermarks of media signals Davis, Bruce L.
PCT/US2001/001043	WO	01/11/2001	Authenticating metadata and embedding metadata in watermarks of media signals Davis, Bruce L.
KR10-2004-7009235	KR	12/09/2002	Forensic digital watermarking with variableorientation and protocols Levy, Kenneth L.
PCT/US2002/039467	WO	12/09/2002	Forensic digital watermarking with variable orientation and protocols Levy, Kenneth L.
60/523159	US	11/17/2003	Machine-readable security features for printed objects Reed, Alastair M.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
PCT/US2003/037802	WO	11/26/2003	Systems and methods for authentication of print media Rodriguez, Tony F.
60/600618	US	08/09/2004	Photographic travel logs through digital watermarking Brundage, Trent J.
PCT/US2005/003777	WO	02/03/2005	Digital watermarking image signals on-chip and photographic travel logs through digital watermarking Rodriguez, Tony F.
60/558767	US	03/31/2004	Appending information to digital watermark payloads Rodriguez, Tony F.
PCT/US2005/009072	WO	03/18/2005	Watermark payload encryption methods and systems Sharma, Ravi K.
JP2002-515380	JP	07/30/2001	Digital watermarks and trading cards Mckinley, Tyler J.
PCT/US2001/023886	WO	07/30/2001	Digital watermarks and trading cards Mckinley, Tyler J.
60/198849	US	04/21/2000	Authenticating photo identification documents Carr, J. Scott
PCT/US2001/012561	WO	04/17/2001	Authentication of physical and electronic media objects using digital watermarks Alattar, Adnan M.
PCT/US2001/019254	WO	06/15/2001	Interactive video and watermark enabled video objects Mckinley, Tyler J.
09/619264	US	07/19/2000	Print media with embedded messages for controlling printing Kumar, Aruna B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
PCT/US2001/022185	WO	07/12/2001	Print media with embedded messages for controlling printing Kumar, Aruna B.
09/670115	US	09/26/2000	Portable devices and methods employing digital watermarking Rhoads, Geoffrey B.
PCT/US2001/030238	WO	09/26/2001	Portable devices and methods employing digital watermarking Rhoads, Geoffrey B.
PCT/US2002/005991	WO	02/28/2002	Watermarking a carrier on which an image will be placed or projected Levy, Kenneth L.
PCT/US2002/006858	WO	03/05/2002	Digital watermarking and maps Rhoads, Geoffrey B.
PCT/US2007/084933	WO	11/16/2007	Methods and systems responsive to feature sensed from imagery or other data Rhoads, Geoffrey B.
09/562516	US	05/01/2000	Methods and systems for digital watermarking Hannigan, Brett T.
09/825463	US	04/02/2001	Background watermark processing Rhoads, Geoffrey B.
09/854408	US	05/10/2001	Digital watermarks used in automation equipment Brundage, Trent J.
10/188340	US	07/01/2002
11/381309	US	05/02/2006
11/467995	US	08/29/2006

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
11/877851	US	10/24/2007
12/258095	US	10/24/2008
60/141468	US	06/29/1999	Using digital watermarks on playing cards and casino chips to deter cheating Livermore, Megan
60/151586	US	08/30/1999	Automated children’s books Rodriguez, Tony Forrest
60/163332	US	11/03/1999	Data entry method and system Rhoads, Geoffey B.
60/178028	US	01/26/2000	Managing on-line media library through links in media signals Rhoads, Geoffrey B.
60/180364	US	02/04/2000	Integrating digital watermarks in multimedia content Davis, Bruce L.
60/247389	US	11/08/2000	Authentication watermarking using sorting order embedding to embed a compressed bit stream in another signal Tian, Jun
60/257924	US	12/21/2000	Detection of multiple watermarks Shama, Ravi K.
60/260907	US	01/10/2001	Authentication watermarking enabling recovery of the original un-watermarked content Tian, Jun
60/263987	US	01/24/2001	Halftone primitive watermarking and related applications Haynes, Mark E.
60/284776	US	04/18/2001	Using embedded identifiers with images Rhoads, Geoffrey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
60/285514	US	04/20/2001	User-friendly copy management system and method Levy, Kenneth L.
60/288272	US	05/02/2001	Digital watermarking methods and related toy applications Sharma, Ravi K.
60/297229	US	06/07/2001	Digital watermarking methods and related toy and game applications Hannigan, Brett T.
60/305086	US	07/12/2001	Connected audio and other media objects Rhoads, Geoffrey B.
60/315569	US	08/28/2001	User-friendly copy management system and method Levy, Kenneth L.
60/316851	US	08/31/2001	Digital watermarking and checks Carr, J. Scott
60/317773	US	09/06/2001	Pattern recognition of objects in image streams Shen, Lance Lixin
60/323148	US	09/17/2001	Postal meters and systems employing watermarking Davis, Bruce L.
60/332512	US	11/21/2001	Postal applications using digital watermarks Rhoads, Geoffrey B.
60/336209	US	10/30/2001	Audio/video commerce application architectural framework Levy, Kenneth L.
60/349644	US	01/15/2002	Wireless methods and devices employing steganography Rhoads, Geoffrey B.
60/349970	US	10/19/2001	Digital watermarking systems and methods Levy, Kenneth L.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
60/350082	US	10/19/2001	Integrating digital watermarks in multimedia content Levy, Kenneth L.
60/351565	US	01/22/2002	Digital watermarking and fingerprinting enhancements Alattar, Adnan M.
60/352652	US	01/28/2002	Digitally watermarking checks and other value documents Carr, J. Scott
60/356881	US	02/12/2002	Idetification documents includung embedded data Hannigan, Brett T.
60/404181	US	08/16/2002	Reversible watermarking that can exactly recreate the original image Tian, Jun
60/421254	US	10/25/2002	Identification document and related methods Rhoads, Geoffrey B.
60/430014	US	11/28/2002	Copy detect signals for automated authentication of print media Decker, Stephen K.
60/435401	US	12/19/2002	Quantization-based data embedding in mapped data Bradley, Brett A.
60/440593	US	01/15/2003	System for authentication of print media Decker, Stephen K.
60/453031	US	03/06/2003	Camera for reading digital watermarks and digital watermarking methods and systems Brundage, Trent J.
60/455824	US	03/18/2003	Camera for reading digital watermarks and digital watermarking methods and systems Shovoly, Steven

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
60/463793	US	04/18/2003	Embedding digital watermarks with metallic inks Brundage, Trent J.
60/466926	US	04/30/2003	Fragile and emerging digital watermarks Reed, Alastair M.
60/480990	US	06/23/2003	Quantization based data embedding in mapped data Bradley, Brett A.
60/480993	US	06/23/2003	Human perceptual model applied to rendering of watermarked signals Reed, Alastair M.
60/482069	US	06/23/2003	Digital watermarking of text documents Adnan M. Alattar
60/494709	US	08/12/2003	Identification document and related methods Sher-Jan, Mahmood
60/495236	US	08/13/2003	Detecting media areas likely of hosting watermarks Trent J. Brundage
60/582280	US	06/22/2004	Digital asset management and targeted searching using digital watermarks Rodriguez, Tony F.
60/656642	US	02/25/2005	Digital asset management, targeted searching and desktop searching using digital watermarks Rodriguez, Tony F.
HK00102658.9	HK	5/2/2000	Digital watermarking and banknotes Rhoads, Geofrey B.
HK00104556.8	HK	7/24/2000	Digital watermarking and methods for security documents Rhoads, Geofrey B

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
HK00107539.3	HK	11/24/2000	Method and apparatus for watermarking video images Rhoads, Geoffrey B.; Davidson, Clay; Rodriguez, Anthony
HK00105793.8	HK	9/14/2000	Method and apparatus for encoding audio with auxiliary digital data Rhoads, Geoffrey B.
HK01101031.8	HK	2/13/2001	Methods and systems for controlling computers or linking to internet resources from physical and electronic objects Grossi, Brian J.; Seder, Phillip A.; McKinley, Tyler J.; Perry, Burt W.; Rhoads, Geoffrey B.; Davis, Bruce L.; Rodriquez, Tony F.; Carr, J. Scott; Hein, William C., III; MacIntosh; Brian T.
CH0981113	CH	7/7/1999	Digital watermarking and methods for security documents Rhoads, Geofrey B
ES0959621	ES	11/16/1994	Video copy control with plural embedded signals Rhoads, Geoffrey B.
60/554543	US	3/18/2004	Watermark payload encryption for media including multiple watermarks Levy, Kenneth L.
60/582914	US	6/24/2004	Digital watermarking methods, programs and apparatus Tony F. Rodriguez
60/866198	US	11/16/2006	Security Documents and Related Methods/Systems Tony F. Rodriguez
90/005827	US	10/20/2000	Steganography methods employing embedded calibration data Rhoads, Geoffrey B.

SCHEDULE C

Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
60/141538	US	6/28/1999	DIGITAL WATERMARKS IN TV AND RADIO OVER-THE-AIR BROADCASTS THAT LINK BROADCASTED CONTENT TO THE INTERNET
60/141763	US	6/30/1999	DIGITAL WATERMARKS IN TV AND RADIO OVER-THE-AIR BROADCASTS THAT LINK BROADCASTED CONTENT TO THE INTERNET, AND SUPPLEMENT RADIO WITH ANCILLARY IMAGES/VIDEO
09/502191	US	2/10/2000	WATERMARK EMBEDDER AND READER
09/670114	US	9/26/2000	METHODS FOR USING WATERMARKS ON CONSUMER DEVICES
09/660756	US	9/13/2000	PERSONAL DISPLAY FOR INTERACTIVE VIDEO
HK05104773.0	HK	6/8/2005	Photographic identification document Jonathan Carr
PCT/US2001/050071	WO	10/24/2001	ACCESS CONTROL SYSTEMS AND METHODS Davis, Bruce L.

SCHEDULE C

SCHEDULE D

LIST OF DELIVERABLES

Licensor will cause the following to be delivered to Licensee, or Licensee’s representative, within 14 days of closing for files necessary to respond to final deadlines of actions due for Live Assets within three months after closing, and for remaining items pertaining to Live Assets within 45 days of closing, and for remaining items pertaining to Abandoned Assets, within 45 days of a request by Licensee, but no earlier than 90 days after closing:

(a) U.S. Patents. For each item of the Patents that is an issued United States patent, and for each Abandoned Asset to which any Live Asset claims priority to such issued U.S. patent (whether a patent or similar protection has been issued or granted), a copy of

(i) Assignment Agreement(s),

(ii) conception and reduction to practice materials, and

(iii) the publicly available file history for Abandoned Assets (to be obtained in both electronic disk image and hard copy, at Licensee’s option, by Licensee or by Licensor through a vendor designated by Licensee, in all cases for delivery directly to Licensee’s representative),

(iv) the Docket,

(v) each relevant license and security agreement;

(b) U.S. Patent Applications. For each item of the Patents that is a U.S. patent application, a copy of

(i) the patent application, as filed,

(ii) if unpublished, a copy of the filing receipt and the non-publication request, if available,

(iii) the Assignment Agreement(s),

(iv) the Docket,

(v) all available conception and reduction to practice materials,

(vi) evidence of foreign filing license (or denial thereof),

(vii) each relevant license and security agreement, and

(viii) the Prosecution History Files;

(c) Common Interest Agreement. Licensor will deliver any Initial Deliverables to be delivered by Licensor under paragraph (b) above to Licensee’s legal counsel, together with two (2) executed originals of the Common Interest Agreement.

(d) Non-U.S. For each Live Asset for which a non-United States patent or similar protection has been issued or granted, a copy of

(i) the certificate for patent prosecution issued by the applicable government, if available

(ii) each pending foreign application

(iii) the Docket,

(iv) the Assignment Agreement(s),

(v) applicant name change, if necessary, and

(vi) each relevant license and security agreement.

(e) Thorough Search/Declaration. If originals of the Initial Deliverables are not available and the required copies are not delivered to Licensee prior to Closing, Licensor will cause (i) such copies of the Initial Deliverables to be sent to Licensee or Licensee’s representative promptly if and after such originals are located and (ii) an appropriate executive officer of Licensor to deliver to Licensee a declaration, executed by such officer under penalty of perjury, detailing Licensor’s efforts to locate such unavailable original documents and details regarding how delivered copies were obtained.

Capitalized terms used in this Schedule D are defined in the Patent License Agreement to which this Schedule D is attached.

SCHEDULE D

SCHEDULE 2.1

PAYMENT SCHEDULE FOR LICENSE ISSUE FEE

Date	Payment
Closing	$	2,600,000
November 15, 2010	$	2,675,000
February 15, 2011	$	2,750,000
May 16, 2011	$	2,825,000
August 15, 2011	$	2,875,000
November 15, 2011	$	2,950,000
February 15, 2012	$	3,025,000
May 15, 2012	$	3,100,000
August 15, 2012	$	3,175,000
November 15, 2012	$	3,250,000
February 15, 2013	$	3,350,000
May 15, 2013	$	3,425,000

SCHEDULE 2.1

SCHEDULE 2.3

PORTFOLIO MONETIZATION ALLOCATION METHODOLOGY

Licensee and/or its Affiliates will rank each of the patents and patent applications included in the Portfolio Monetization as of the date of the applicable Portfolio Monetization in one of the following four categories:

Category R1: patents and patent applications actually asserted against the licensee and discussed in detail during the discussions leading to the Revenue (i.e., named, analyzed and discussed in the assertion materials and negotiations);

Category R2: patents and patent applications specifically mentioned but not discussed in detail in the discussions leading to the Revenue (i.e., listed as one of the patents that the licensee might infringe or need to license);

Category R3: patents and patent applications in the same patent class code as one or more R1 or R2 patents and patent applications (i.e., not asserted or specifically mentioned, but, as evidenced by its class code, may have been infringed or needed to be licensed by the licensee); and

Category R4: all other patents and patent applications included in the Portfolio Monetization.

Portfolio Profit will be allocated among the patents and patent applications included in the Portfolio Monetization according to the following formula (except, and to the extent, a Portfolio Monetization specifically assigns allocations otherwise):

P = R * (VA/P_N)

Where:

P = Portfolio Profit allocated to each patent and/or patent application included in a Portfolio Monetization in one of the four categories

R = Portfolio Profit

VA = Value Allocation for that patent category (see below)

P_N = Aggregate number of patents or patent applications from that category included in the Portfolio Monetization

The Value Allocations for the four categories are:

R1 = 55%

R2 = 27.5%

R3 = 13.75%

R4 = 3.75%

SCHEDULE 2.3

EXHIBIT A

COMMON INTEREST AGREEMENT

THIS COMMON INTEREST AGREEMENT (“Agreement”) is entered into between the undersigned legal counsel, for themselves and on behalf of the parties they represent (as indicated below).

1. Background.

1.1 Invention Law Group, P.C. and IV Digital Multimedia Inventions, LLC, a Delaware limited liability company (collectively the “IV Entities”), and Digimarc Corporation (“Digimarc”) (the IV Entities and Digimarc are sometimes hereafter referred to herein as a “party” or the “parties”), have entered into a Patent License Agreement and other transaction agreements with respect to certain patents (including their patent applications filed or to be filed throughout the world). This transaction will at least generate patent prosecution, patent portfolio monetization and patent licensing work (the “Patent Matters”).

1.2 The parties have a common interest concerning the Patent Matters and have agreed to treat their communications and those of their respective legal Counsel (“Counsel”) concerning the Patent Matters as protected by the common interest privilege. Furtherance of the Patent Matters requires the exchange of proprietary documents and information, the joint development of legal strategies and the exchange of attorney work product developed by the parties and their respective Counsel.

2. Common Interest.

2.1 The parties have a common, joint and mutual legal interest in cooperating with each other, to the extent permitted by law, to share information that one party asserts is protected by the attorney-client privilege and/or by the work product doctrine with respect to the Patent Matters. The parties shall cause any Counsel who may participate in this Agreement to be bound by its terms.

2.2 In order to further their common interest, the parties and their Counsel may exchange their own privileged and work product information, orally and in writing, including, without limitation, factual analyses, mental impressions, legal memoranda, source materials, draft legal documents, prosecution history files, analysis of the validity or infringement of patent claims and other information (hereinafter “Common Interest Materials”). The sole purpose for the exchange of the Common Interest Materials is to support the parties’ common interest with respect to the Patent Matters. Any Common Interest Materials exchanged shall continue to be protected under all applicable privileges and no such exchange shall constitute a waiver of any applicable privilege or protection.

3. Relationship; Additions; Termination.

3.1 This Agreement does not create any agency or similar relationship among the parties. Neither party nor their respective Counsel has the authority to waive any applicable privilege or doctrine on behalf of any other party.

3.2 Nothing in this Agreement affects the separate and independent representation of each party by its respective Counsel or creates an attorney client relationship between the Counsel for a party and the other party to this Agreement.

3.3 This Agreement shall continue until the earlier of:

(a) the end of the term, or termination by either party, of the Patent License Agreement; or

(b) until such time as either party exercises its ability to withdraw from and terminate the Agreement by thirty (30) days written notice if, in either parties’ reasonable judgment, the interests of the parties are no longer sufficiently aligned to have a common interest concerning the Patent Matters.

3.4 Notwithstanding termination, this Agreement shall continue to protect all Common Interest Materials disclosed prior to termination. Sections 3 and 4 shall survive termination of this Agreement.

4. General Terms.

4.1 This Agreement is governed by the laws of the State of Washington, without regard to its choice of law principles to the contrary. In the event any provision of this Agreement is held by any court of competent jurisdiction to be illegal, void or unenforceable, the remaining terms shall remain in effect. Failure of either party to enforce any provision of this Agreement shall not be deemed a waiver of future enforcement of that or any other provision.

4.2 The parties agree that a breach of this Agreement may result in irreparable injury, that money damages would not be a sufficient remedy and that the disclosing party shall be entitled to seek equitable relief, including injunctive relief, as a non-exclusive remedy for any such breach.

4.3 Notices given under this Agreement shall be given in writing and delivered by messenger or overnight delivery service to a party and their respective Counsel at their last known address, and shall be deemed to have been given on the day received.

4.4 This Agreement is effective and binding upon each party as of the date it is signed by or on behalf of a party and may be amended only by a writing signed by or on behalf of each party. This Agreement may be executed in counterparts. Any signature reproduced or transmitted via email of a .pdf file, photocopy, facsimile or other process of complete and accurate reproduction and transmission shall be considered an original for purposes of this Agreement.

EXHIBIT A

This Agreement is being executed by each of the undersigned Counsel with the fully informed authority and consent of the respective party it represents.

Counsel for Digimarc Corporation

By:

Robert Chamness

Chief Legal Officer and Secretary

October 5, 2010

Counsel for Invention Law Group, P.C.
By:
	John Bove
Date:

Counsel for IV Digital Multimedia Inventions, LLC
By:
	Thomas J. Hall
Date:

[Signature Page to Common Interest Agreement]

EXHIBIT A

EXHIBIT C

JOINT PRESS RELEASE

Company Contacts:

Bruce Davis

Chairman and CEO

503-469-4624

Bruce.Davis@diqimarc.com

Scott Liolios or Matt Glover

Liolios Group, Inc.

Investor Relations for Digimarc

949-574-3860

info@liolios.com

DRAFT FOR IMMEDIATE RELEASE

Digimarc Partners with Intellectual Ventures to Expand

Patent Licensing Program

Beaverton, Ore, -October 5, 2010 — Digimarc Corporation (NASDAQ: DMRC) has entered into a long-term relationship with Intellectual Ventures™ (IV) to expand Digimarc’s patent licensing program and broaden adoption of its proprietary technologies. Pursuant to the agreement, Digimarc has exclusively licensed the right to sublicense a substantial portion of its patent assets to IV in exchange for various strategic and financial benefits.

The key objectives of the relationship for Digimarc are to:

• Materially advance progress toward realization of its vision and mission

• Significantly expand the scope of its license program

• More effectively monetize its patent assets

• Encourage large scale adoption of its technologies by industry leaders

• Improve the company’s financial performance

• Increase the scale and rate of growth of its software and services business

• Lay a foundation for continuing innovation

Important financial aspects of the agreement for Digimarc include:

• A license issue fee of $36 million, paid to Digimarc in increasing quarterly installments over three years

• 20% of the profits generated from the IV licensing program

• IV assumes responsibility for approximately $1 million per year in prosecution and maintenance costs previously borne by Digimarc

EXHIBIT C

• A minimum of $4 million of paid support over five years from Digimarc to assist IV in maximizing the value of the licensed assets

• A royalty-free grant-back license to the licensed patents to continue Digimarc’s existing business related to those assets, including maintaining and renewing existing patent licenses, and providing software and services

The Company and its auditors have not yet fully determined how the transaction should be accounted for.

“This partnership is a huge step forward for Digimarc toward realizing its vision of teaching computers to see, hear and understand,” said Digimarc’s chairman and CEO Bruce Davis. “We believe that these capabilities are fundamental to the continuing evolution of more intuitive and pervasive computing that will dramatically change the meaning of computers in our lives. This partnership with IV is a remarkable opportunity for a company like Digimarc, with breakthrough technologies, but limited means to efficiently propagate its technologies throughout addressable markets. IV’s scale and expertise is well suited, we believe, to accelerating the licensing of our inventions on a global basis, faster than we could ever contemplate achieving alone. We are looking forward to a long and successful collaboration.”

Vincent Pluvinage, head of strategic acquisitions and private equity for Intellectual Ventures, added: “Intellectual Ventures recognized that inventions made by Digimarc’s inventors during the last decade are increasingly valuable to many companies involved in leveraging both traditional (analog) and digital ways to distribute multi-media content, including using increasingly powerful smartphones and other network-enabled products and services. We hope these companies will leverage Digimarc’s know-how and technologies, as well as license relevant patent rights from Intellectual Ventures. Intellectual Ventures is making a significant financial investment in these patented inventions, helping Digimarc to continue creating new innovations and supporting the adoption of the patented ones.”

Digimarc management will host a conference call later today to discuss this development in more detail. Please see below for more information.

In other news, the Company advises that a declaratory judgment action has been filed against Digimarc in the United States District Court in Delaware by Verance Corporation, a licensee, alleging the invalidity of 22 patents held by Digimarc and other matters. Verance Corp. v. Digimarc Corp., 1:10-cv-00831-UNA. The Company has not been served, but a copy of the Complaint is posted on our home page at www.diqimarc.com. Based on preliminary analysis, the Company anticipates that third quarter revenues will be lower than in the past three quarters because Verance did not make their anticipated quarterly payment due to this litigation and a federal contract was deferred until the fourth quarter. Third quarter expenses will also be higher due to professional fees for services associated primarily with the IV transaction and new product initiatives.

Conference Call

Digimarc will hold a conference call later tomorrow prior to the opening of the market (October 6, 2010) to discuss the partnership. Chairman and CEO Bruce Davis and CFO Mike McConnell

EXHIBIT C

will host the call starting at 8:30 a.m . Eastern time (5:30 a.m. Pacific time). A question and answer session will follow management’s presentation.

The call will be simulcast via a link available on Digimarc’s home page at www.diqimarc.com. and will be available for replay until October 20, 2010. Thereafter, the webcast will be archived at www.diqimarc.com/investors/events.asp.

About Intellectual Ventures

Founded in 2000, Intellectual Ventures (IV) is the global leader in the business of invention. IV collaborates with leading inventors, partners with pioneering companies, and invests both expertise and capital in the process of invention. IV’s mission is to energize and streamline an invention economy that will drive innovation around the world. For more information, visit www.intellectualventures.com.

About Digimarc

Digimarc Corporation (NASDAQ:DMRC), based in Beaverton, Oregon, is a leading innovator and provider of enabling technologies that create digital identities for all forms of media and many everyday objects. The embedded digital IDs are imperceptible to humans, but not to computers, networks and devices like mobile phones, which can now use cameras and microphones as sensory inputs to “see, hear and understand” the world around them within the context of their environment. Digimarc has built an extensive intellectual property portfolio with patents in digital watermarking, content identification and management, media and object discovery to enable ubiquitous computing, and related technologies. Digimarc develops solutions, licenses its intellectual property, and provides development services to business partners across a range of industries. For more information, please visit www.digimarc.com .

Forward-looking Statements

With the exception of historical information contained in this release, the matters described in this release contain various “forward-looking statements.” These forwardlooking statements include statements regarding Digimarc’s objectives in entering into the relationship with IV, Digimarc’s realization of the intended benefits of its relationship with IV, and other statements identified by terminology such as “will,” “should,” “expects,” “estimates,” “predicts” and “continue” or other derivations of these or other comparable terms. These forward-looking statements are statements of management’s opinion and are subject to various assumptions, risks, uncertainties and changes in circumstances. Actual results may vary materially from those expressed or implied from the statements in this release as a result of the failure of Digimarc’s relationship with IV to achieve its intended benefits, or changes in economic, business and/or regulatory factors. More detailed information about risk factors that may affect actual results is set forth in the company’s Form 10-K for the year ended December 31 , 2009 and in subsequent periodic reports filed with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s opinions only as of the date of this release. Except as required by law, Digimarc underlakes no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances that may arise after the date of this release.

EXHIBIT C

EX-10.13

EXHIBIT 10.13

CONFIDENTIAL PORTIONS OMITTED

GRANT-BACK LICENSE AGREEMENT

This Grant-Back License Agreement (“Agreement”) is made and entered into as of October 5, 2010 (the “Effective Date”) by and between Digimarc Corporation (“Parent”, and together with its Subsidiaries, “Digimarc”) and IV Digital Multimedia Inventions, LLC (together with its Affiliates, “IV”).

WHEREAS, Digimarc developed the technology described and claimed in the Patents;

WHEREAS, concurrently with the execution and delivery of this Agreement, Digimarc and IV are entering into a Patent License Agreement (the “Patent License Agreement”) and a Patent Rights Agreement (the “Patent Rights Agreement”) (collectively, the Patent License Agreement and the Patent Rights Agreement shall be referred to as the “Exclusive License Transaction”); and

WHEREAS, Digimarc desires to receive a license to the Patents in order to continue to operate its business, all on the terms and subject to the conditions set forth herein.

NOW, THEREFORE, in consideration of the promises, covenants and warranties set forth below, and for other good and valuable consideration, the receipt, adequacy and sufficiency of which are acknowledged by each party hereto, the parties, intending to be legally bound, agree as follows:

1. Definitions

Capitalized terms used but not defined in this Agreement will have the meaning assigned to them in the Patent License Agreement or the Patent Rights Agreement, as applicable.

1.1. “[**]” shall mean [**] U.S. Dollars ($[**]). The [**] shall increase by five percent (5%) per year on each yearly anniversary of the Effective Date.

1.2. “[**] ” as of a given date shall mean, with respect to any Digimarc Customer, the cumulative total consideration recognized as revenue by Digimarc in the [**] prior to such date from such Digimarc Customer and such Digimarc Customer’s Affiliates, from the sale of all Digimarc Products and the provision of all Digimarc Services to such Digimarc Customer and such Digimarc Customer’s Affiliates.

1.3. “Digimarc Customer” shall mean a purchaser or a licensee of a Digimarc Product or a recipient of Digimarc Services.

1.4. “Digimarc Product” shall mean a product that consists of software, hardware or firmware designed by Digimarc, made by or for Digimarc, and marketed and sold or licensed (either directly to end users or to customers reselling to end users) by Digimarc, either on a stand-alone basis or in conjunction with the provision of Digimarc Services. The term “Digimarc Products” shall exclude any product, the use, making, offering to sell, selling or importing of which would not infringe any

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of the Patents.

1.5. “Digimarc Services” shall mean services provided by Digimarc to a third party, including services that support the use of Digimarc Products, consulting services and testing services, [**], including third party products that incorporate or include a Digimarc product. The term “Digimarc Services” shall exclude any services the provision of which would not infringe any of the Patents.

1.6. “Government Customer” shall mean [**].

1.7. “Patent Rights” shall mean all causes of action and other rights assigned, transferred and conveyed to IV pursuant to subsection 1.4 of the Patent License Agreement.

1.8. “Subsidiary” or “Subsidiaries” of an Entity shall mean any entity that is owned or controlled by such Entity. In the case of a corporation or similar entity, ownership, direct or indirect, of capital stock or other ownership interest representing more than fifty percent (50%) of the voting power for the election or appointment of directors, or person performing similar functions, shall constitute ownership thereof. An entity shall be a “Subsidiary” only for so long as such entity meets the definition set forth above.

2. Grant-Back License from IV to Digimarc

2.1. Grant-Back License. Subject to the terms and conditions of this Agreement, IV hereby grants to Digimarc a fully paid-up, royalty-free, non-exclusive, irrevocable, nonsublicensable, nontransferable (except as set forth in subsection 2.2) right and license, without geographic limitation, under each of the Patents (a) to make, have made, use, lease, sell (or license, in the case of software), offer to sell, import or export any Digimarc Product (the “Digimarc Product License”), and (b) to conduct Digimarc’s own research and development activities, and to provide Digimarc Services to third parties (the “Digimarc Practice License”, and collectively with the Digimarc Product License, the “Digimarc License”); provided, however, that:

(i) Digimarc shall [**] when the [**] first [**], unless:

(a) such [**] has first received [**] such Digimarc Products and/or Digimarc Services, and that read on any combination of such Digimarc Products and/or Digimarc Services with products and services of such customer, provided that [**];

(b) such Digimarc Customer is a [**];

(c) such Digimarc Customer receives such Digimarc Products and/or Digimarc Services pursuant to [**]; provided, that [**] of any such [**] are [**] to, and do not expand the scope of, such [**]; or

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(d) Digimarc and such Digimarc Customer have previously entered into a license agreement with respect to the Patents that is in effect as of the Effective Date, and the Digimarc Products and/or Digimarc Services received by such Digimarc Customer fall within such Digimarc Customer’s licensed field of use under such license agreement.

A Digimarc Customer to which one or more of subsections 2.1(i)(a), (b), (c) or (d) applies shall be referred to as an “[**] Digimarc Customer”.

(ii) Digimarc shall [**] for each Digimarc Customer that is not an [**] Digimarc Customer, [**]. For each Digimarc Customer that is not an [**] Digimarc Customer, Digimarc shall determine whether, [**], the [**] for such Digimarc Customer has [**]. In the event that as of [**], the [**] for such Digimarc Customer [**], Digimarc shall notify such Digimarc Customer in writing within ten (10) days after the end of [**] that such Digimarc Customer [**] Digimarc Products and/or Digimarc Services, as applicable, [**] ([**], the “[**]”), [**] such Digimarc Customer has [**] that is described in subsection 2.1(i)(a). Any such agreement with such Digimarc Customer after the [**], and the Digimarc License [**], [**] such Digimarc Customer has [**] that is described in subsection 2.1(i)(a).

(iii) Any customer or recipient of a Digimarc Product that is sold or otherwise distributed by Digimarc in accordance with the other provisions of this subsection 2.1 shall have the right under the Digimarc License to use such Digimarc Product. For purposes of the preceding sentence, “use” shall include the limited right under the Patents as necessary for a Digimarc Customer to use, sell (or license, in the case of software), offer to sell, lease, make or have made products or services incorporating the Digimarc Product (“Use Right”), provided that the Use Right will apply only to the extent provided by operation of law or equity under the principles of implied license or patent exhaustion, and in particular will not apply to the extent that the incorporation of the Digimarc Product or combination of the Digimarc Product with any other third party technology, product or service results in an infringement of any claim of any Patent that would not have been infringed by the Digimarc Products or Digimarc Services absent such incorporation or combination.

(iv) In no event will the Digimarc License cover (a) any incorporation or combination of Digimarc Products or Digimarc Services into or with any other products, processes or services, except in cases where [**], (b) any products, processes or services designed by the Digimarc Customer or any other third party (other than by a Government Customer or any other [**] Digimarc Customer, solely to the extent provided for in the IV license (under subsection 2.1(i)(a) or under the existing agreement (under subsection 2.1(i)(c) and (d)), or (c) any other products, processes or services of the Digimarc Customer or any other third party.

** CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.

(v) Any agreement between Digimarc and a Digimarc Customer (other than an [**] Digimarc Customer) covering the sale or provision of Digimarc Products and/or Digimarc Services to such customer will include an express acknowledgement that Digimarc is not providing the Digimarc Customer with the right to incorporate or combine Digimarc Products and/or Digimarc Services with or into any other technologies, products or services if such incorporation or combination infringes any patent of a third party (relative to that customer) that would not have been infringed by the Digimarc Products and/or Digimarc Services absent such incorporation or combination.

(vi) Digimarc will not sell, license or provide Digimarc Products or Digimarc Services to any Person in conjunction with knowingly and actively advising or assisting such Person with:

(a) any use of such Digimarc Products or Digimarc Services, or

(b) integration into or combination of such Digimarc Products or Digimarc Services with technology, processes or services of such Person,

in a manner which infringes the Patents and which Digimarc is not permitted to authorize under this Agreement.

(vii) Except as expressly set forth above in this subsection 2.1, all rights granted to IV in the Exclusive License Transaction are expressly reserved by IV. In particular (but without limitation), Digimarc shall not have any right to grant any third party any license under any of the Patents except to the extent provided by operation of law under the principles of implied license or patent exhaustion in connection with actions expressly permitted under the Digimarc License.

2.2. Transfer of License. Notwithstanding subsection 2.1, the Digimarc License may be transferred by Digimarc solely in conjunction with an assignment of this Agreement that is permitted under subsection 3.3 of this Agreement, and subject further to the following conditions:

(i) Digimarc gives IV prompt written notice of such transfer of the Digimarc License in accordance with the notice provision set forth in the Patent License Agreement; and

(ii) Upon such transfer, unless [**] following the transaction that resulted in such transfer, the Digimarc License will be limited to [**] and to [**] such Digimarc Products and Digimarc Services [**] (“[**]”).

In no event will the Digimarc License extend:

(a) [**] (except with respect to [**] in the event [**]);

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(b) [**] (including without limitation products, processes or services [**]), except with respect to [**] in the event [**];

(c) to any incorporation or combination of [**] (or [**]) into or with any [**] if such incorporation or combination [**] that would [**] by the [**] (or other [**]) [**] such [**]; or

(d) to any other acts of the acquiring party or its Affiliates or agents prior to the acquisition;

provided, however, that IV agrees to negotiate in good faith an extension of the Digimarc License to extend to [**] of [**] the acquiring party’s [**] upon the request [**].

2.3. Notification of [**]. IV hereby agrees to provide notice to Digimarc of [**], which assessment shall be made by IV in its good faith discretion, provided that Digimarc agrees that any such disclosure shall remain subject to the confidentiality obligations set forth in the NDA and that such disclosure may be used by Digimarc solely in connection with the execution and performance of the transactions contemplated by the Patent License Agreement and the other Transaction Agreements.

Upon any assignment or transfer by IV of all or substantially all of the Patents to any Entity unaffiliated with IV and that is not managed or controlled by any representative of IV, such assignee Entity shall be entitled to elect to either (x) assume the obligation in this subsection 2.3, or (y) not assume the obligations in this subsection 2.3, in which case this subsection 2.3, as well as the restrictions on Digimarc set forth in subsections 2.1(i) and (ii), shall terminate. IV shall give Digimarc prompt written notice: (a) of such assignment or transfer of the obligations of this subsection 2.3 to another concerning certain Patents; or (b) that the restrictions on Digimarc set forth in subsections 2.1(i) and (ii) are terminating concerning certain Patents.

2.4. No Other/Implied Rights. Digimarc hereby acknowledges and agrees that the Digimarc License is non-exclusive, and that Digimarc neither retains nor is receiving any rights in or to the Patents or the Patent Rights under this Agreement other than as expressly provided for under the Digimarc License in subsection 2.1, including without limitation no rights to sue for and collect past, present and future damages and no rights to seek and obtain injunctive or any other relief for infringement of the Patents or Abandoned Assets with respect to parties not licensed prior to the Effective Date, and no other rights or licenses under the Patents or Patent Rights are granted or implied by this Agreement.

3. Miscellaneous

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3.1. Entire Agreement; Modification. This Agreement and the other Transaction Agreements set forth the entire understanding of the parties with respect to the subject matter hereof, supersede all existing agreements among them concerning such subject matter and may be modified only by a written instrument duly executed by each Party hereto.

3.2. Waiver. Any waiver must be in writing, and any waiver by any party of a breach of any provision of this Agreement shall not operate as or be construed to be a waiver of any other breach of that provision or of any breach of any other provision of this Agreement. The failure of a Party to insist upon strict adherence to any term of this Agreement on one or more occasions will not be considered a waiver or deprive that Party of the right thereafter to insist upon strict adherence to that term or any other term of this Agreement.

3.3. Assignment; Binding Effect. Neither Party may assign this Agreement or its rights hereunder, including by operation of law, without the prior written consent of the other Party except in conjunction with an assignment by such Party of the Patent License Agreement and/or its rights thereunder that is permitted by subsection 11.3 of such agreement, and with respect to Digimarc, subject further to the terms of subsection 2.2 of this Agreement. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their permitted successors and assigns.

3.4. Severability. If any court of competent jurisdiction finds any provision of this Agreement, or any portion thereof, to be invalid, illegal or unenforceable, such provision shall be ineffective to the extent, but only to the extent of, such invalidity, illegality or unenforceability, without invalidating the remainder of such provision or the remaining provisions of this Agreement.

3.5. Term of Agreement. This Agreement shall become effective as of the Effective Date and shall terminate or expire on the date that the last of the Patents expires or is abandoned.

3.6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware in all respects without giving effect to the principles of conflicts of law thereof.

3.7. Good Faith Efforts. Each Party will use good faith efforts to fulfill its obligations under this Agreement.

3.8. Bankruptcy. The patent licenses and related rights granted hereunder by IV are, and will be deemed to be, for purposes of Section 365(n) of the United States Bankruptcy Code (“Code”) licenses of “intellectual property” as defined under the Code. Notwithstanding any provision contained herein to the contrary, if IV is under any proceeding under the Code and the trustee in bankruptcy of that party, or that party as a debtor in possession, rightfully elects to reject this Agreement,

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then Digimarc pursuant to the relevant sections of Section 365(n) of the Code may retain any and all of its licenses and rights hereunder to the maximum extent permitted by law.

[The remainder of this page was left blank intentionally]

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In witness whereof, intending to be legally bound, the parties have executed this Agreement as of the Effective Date.

DIGIMARC CORPORATION		IV DIGITAL MULTIMEDIA INVENTIONS, LLC
By:	/s/ Bruce Davis	By:	/s/ Vincent Pluvinage
	Bruce Davis		Vincent Pluvinage
	Chairman and Chief Executive Officer		Authorized Person
Date:	October 5, 2010	Date:	October 5, 2010

[Signature Page to Grant-Back License Agreement]

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EX-10.14

EXHIBIT 10.14

PATENT RIGHTS AGREEMENT

This PATENT RIGHTS AGREEMENT (this “Agreement”) is entered into, as of the Effective Date (defined below), by and among Digimarc Corporation, an Oregon corporation, with an address at 9405 SW Gemini Drive, Beaverton, OR 97008 (“Licensor”), and IV Digital Multimedia Inventions, LLC, a Delaware limited liability company, with an address at 2711 Centerville Road, Suite 400, Wilmington, DE 19808 (“Licensee”). The parties hereby agree as follows:

1. Background

1.1 Licensor and Licensee have entered into a patent license agreement, which is dated of even date herewith (“Patent License Agreement”), pursuant to which Licensor has agreed, subject to the terms of the Patent License Agreement, to license exclusively to Licensee certain patents.

1.2 Licensor and Licensee desire to provide one another with additional rights with respect to the Licensed Patents, all as further described below. This Agreement will be of no force or effect unless the Closing has occurred under the Patent License Agreement.

2. Certain Definitions

“Acquisition Transaction” has the meaning set forth in subsection 3.3.

“Effective Date” means the later of the date set forth on the signature page of this Agreement or the date of the simultaneous Closings under the Patent License Agreement and the other Transaction Agreements.

“Licensed Patents” means Patents licensed to Licensee under the Patent License Agreement.

“Litigation Notice” means a written notice from Licensee to Licensor specifying a Patent with respect to which Licensee, at the time of such notice, believes there is a possibility of commencement of litigation against a third party within a reasonable time following the date of such notice.

“Option” has the meaning set forth in subsection 3.1.

“Option Notice” has the meaning set forth in subsection 3.2.

“Optioned Patents” means the Licensed Patents for which Licensee has exercised the Option.

“Option Price” has the meaning set forth in subsection 3.1.

“Patent License Agreement” has the meaning set forth in subsection 1.1.

“Put Patents” means the Licensed Patents for which Licensor has exercised the Put Right.

“Put Notice” has the meaning set forth in subsection 4.2(b).

“Put Price” has the meaning set forth in subsection 4.1.

“Put Right” has the meaning set forth in subsection 4.1.

“Security Interest” has the meaning set forth in subsection 5.1.

In addition, the terms “Closing”, “Existing Encumbrances”, “Patents”, “Profit Participation” and “Transaction Agreements”, as well as any other capitalized terms defined in the Patent License Agreement and not defined herein, shall have the meanings assigned to such terms in the Patent License Agreement.

3. Option

3.1 Grant of Option. Licensor hereby grants Licensee an exclusive option (the “Option”) to purchase the entire right, title and interest to all or any number of patents and/or patent applications identified as Licensed Patents, subject to: (i) the rights previously granted to Licensee under the Patent License Agreement and (ii) the licenses set forth in Schedule 7.5 of the Patent License Agreement and the Grant Back License Agreement, for a purchase price of One Thousand U.S. Dollars (US $1,000) (the “Option Price”) for each patent or patent application, subject to and in accordance with the terms and conditions set forth in this Section 3.

3.2 Exercise of Option. The Option may be exercised by Licensee sending to Licensor a written notice of exercise (the “Option Notice”). The Option Notice will include an identification of the particular patents and/or patent applications for which the Option is being exercised. Within twenty (20) business days following receipt of an Option Notice, the Licensor will enter into a Patent Purchase Agreement with Licensee for the relevant Optioned Patents in the form agreed by the parties pursuant to subsection 3.6 below.

The closing of each purchase of Optioned Patents shall be conditioned upon payment in full of the Option Price to Licensor for such Optioned Patents.

The assignment to Licensee of any Optioned Patents pursuant to this Section 3 will not affect Licensor’s rights to receive Profit Participation with respect to such Optioned Patents, which rights shall continue in accordance with the terms of the Patent License Agreement.

3.3 Notice and Opportunity to Exercise in Event of Acquisition of Licensor. Licensor hereby agrees that, in the event it enters into a definitive agreement providing for a merger of Licensor with or into any third party, a tender offer for, or the purchase of, a majority of the outstanding shares of stock of Licensor, the purchase of all or substantially all of the assets of Licensor, or any similar transaction (an “Acquisition Transaction”), (a) Licensor will provide written notice to Licensee of such event at least forty-five (45) days prior to the closing of such Acquisition Transaction other than an Acquisition Transfer involving a tender offer, and twenty (20) business days prior to the closing of an Acquisition Transaction involving a tender offer, and (b) Licensee shall have thirty (30) days following receipt of such notice to elect whether or not to deliver an Option Notice, and if Licensee delivers an Option Notice during such time period, Licensor and Licensee will enter into a Patent Purchase Agreement, in the form agreed by the parties pursuant to subsection 3.6 below, with respect to the Optioned Patents

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referenced in the Option Notice and will close such purchase transaction, prior to the closing of such Acquisition Transaction.

3.4 No Obligation to Exercise. Licensee is under no obligation to exercise the Option. Licensee may exercise the Option for one or any number of Licensed Patents. The Option may be exercised by Licensee an unlimited number of times, and Licensee may, in its sole discretion and at any time, exercise, terminate (subject to subsection 3.5), or refuse to take any action with respect to the Option.

3.5 Termination of Option. Other than termination of this Agreement under subsection 8.4, the Option will terminate only upon written notice of termination from the Licensee, and will not terminate or expire for any other reason.

3.6 Form of Patent Purchase Agreement. Within twenty (20) days following the Effective Date, the parties will negotiate in good faith and agree to a form of Patent Purchase Agreement that (a) is consistent with Licensee’s standard form agreement for acquisition of patents and patent applications, and (b) reflects the applicable terms and conditions from the Patent License Agreement.

4. Put Right

4.1 Grant of Put Right. Licensee hereby grants Licensor the right to put to the Licensee the entire right, title and interest to all or any number of patents within the Licensed Patents (the “Put Right”), subject to: (i) the rights previously granted to Licensee under the Patent License Agreement and (ii) the licenses specifically set forth in Schedule 7.5 of the Patent License Agreement and the Grant Back License Agreement, for a sale price to Licensee of One Thousand U.S. Dollars (US $1,000) (the “Put Price”) for each patent, subject to and in accordance with the terms and conditions set forth in this Section 4.

4.2 Exercise of Put Right.

(a) Exercise of Put Right. Licensor may exercise the Put Right only (i) following receipt by Licensor of a Litigation Notice from Licensee, (ii) in the event that Licensor receives a written notice from one of its customers (including existing patent licensees of Licensor) that Licensee has produced claim charts for particular Licensed Patents with respect to products or services of the customer, or (iii) in the event that Licensor learns that it has been named by a third party as a party in a declaratory judgment involving any of the Licensed Patents as a direct result of Licensee’s threatened or actual commencement of any action or proceeding against such third party for infringement of the Licensed Patents.

Notwithstanding anything to the contrary herein, in no event may Licensor exercise the Put Right with respect to any Licensed Patents that are involved in any threatened or actual action or proceeding other than either an action or proceeding that is commenced by Licensee or an action or proceeding that directly relates to an action or proceeding threatened or commenced by Licensee with respect to infringement of the Licensed Patents.

Any exercise of the Put Right will be limited to the particular Licensed Patents that are relevant to the applicable event described in (i), (ii) or (iii) above.

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(b) Put Notice. Licensor may exercise the Put Right pursuant to the foregoing subsection 4.2(a) only by sending written notice of such exercise to Licensee (the “Put Notice”). The Put Notice will include identification of the particular patent or patents for which the Put Right is being exercised and a description of the applicable event giving rise to Licensor’s right to exercise the Put Right pursuant to subsection 4.2(a). The Put Notice must be received by Licensee no more than thirty (30) days following the date of the applicable event giving rise to Licensor’s right to exercise the Put Right. Within twenty (20) business days following Licensee’s receipt of a Put Notice, Licensor and Licensee will enter into a Patent Purchase Agreement for Licensed Patents in the form agreed by the parties pursuant to subsection 3.6 for the relevant Put Patents.

Licensee shall pay the Put Price to Licensor for the relevant Put Patents within ten (10) business days of the effective date of the Patent Purchase Agreement.

The assignment to Licensee of any patents pursuant to this Section 4 will not affect Licensor’s right to Profit Participation with respect to such patents, which right shall continue in accordance with the terms of the Patent License Agreement.

4.3 No Obligation to Exercise. Licensor is under no obligation to exercise the Put Right. Licensor may exercise the Put Right for one or any number of patents, subject to the limitations set forth in subsection 4.2(a). The Put Right may be exercised by Licensor an unlimited number of times, subject to the limitations set forth in subsection 4.2(a), and Licensor may, in its sole discretion and at any time, terminate or refuse to take any action with respect to the Put Right.

4.4 Termination of Put Right. Other than termination of this Agreement under subsection 8.4, the Put Right will terminate only upon written notice of termination from Licensor, and the Put Right will not terminate or expire for any other reason.

5. Security Interest in Each Licensed Patent

5.1 Security Interest. Subject to the terms of the Patent License Agreement, and subject to the Existing Encumbrances, in order to secure Licensor’s current and future obligations under the Patent License Agreement, under this Agreement (including, without limitation, Licensor’s obligation to assign to Licensee all right, title and interest to the Option Patents following exercise of the Option in accordance with the terms of Section 3), and under the escrow agreement that the parties will enter into pursuant to subsection 6.3 below, Licensor hereby grants Licensee, from and after the date of Closing under the Patent License Agreement, a first priority security interest (each a “Security Interest”) in and to all Licensor’s right, title, and interest in, to and under all of the following, whether now or hereafter existing, or now owned or hereafter acquired:

(a) each of the Licensed Patents;

(b) rights to apply in any or all countries of the world for patents, certificates of invention, utility models, industrial design protections, design patent protections, or other governmental grants or issuances of any type relating to any the Licensed Patents and the inventions and discoveries therein;

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(c) all causes of action (whether known or unknown or whether currently pending, filed, or otherwise) and other enforcement rights under, or on account of the Licensed Patents, including, without limitation, all causes of action and other enforcement rights for (i) damages, (ii) injunctive relief, and (iii) any other remedies of any kind, in each case for past, current, and future infringement; and

(d) rights to collect royalties or other payments under or on account of any of the Licensed Patents or any of the foregoing.

Notwithstanding anything to the contrary herein, the parties acknowledge and agree that Licensor will retain the right (and obligation) to collect any payments that are or become due or owing to Licensor as a result of payment obligations under any of the Existing Encumbrances.

5.2 Authorization to File. Licensor hereby irrevocably (so long as this Agreement remains in effect) authorizes Licensee at any time, and from time to time, to file with the U.S. Patent and Trademark Office or in any other relevant governmental office or jurisdiction, for the purpose of the recording, registering and filing of, or accomplishing any other formality with respect to, the applicable Security Interest, to execute and deliver any and all agreements, documents, instruments of assignment or other papers necessary or advisable to effect such purpose, with or without signature of Licensor.

5.3 Further Cooperation. At the reasonable request of Licensee, and provided that Licensee will be responsible for payment of any related filing fees, Licensor will execute and deliver such other instruments and do and perform such other acts and things as may be reasonably necessary or desirable for effecting completely the consummation of the transactions contemplated in this Section 5, including, without limitation, execution, acknowledgment and recordation of other such papers, and using reasonable efforts to obtain the same from the respective inventors, as necessary or desirable for fully perfecting and maintaining for Licensee the benefit of the Security Interest for each applicable Licensed Patent.

5.4 Termination. Upon termination of this Agreement in accordance with subsection 8.4, the security interest granted hereunder shall terminate.

6. Licensor Obligation.

6.1 No Transfer or Encumbrance of Licensed Patents. Licensor covenants and agrees that it will not:

(a) sell, assign, pledge, hypothecate or otherwise transfer any or all of the Licensed Patents or any rights relating thereto, other than assignments to Licensee as contemplated under Sections 3 and 4 above; or

(b) place on any or all of the Licensed Patents, or grant with respect to any or all of the Licensed Patents, any lien, security interest, adverse claim of title, ownership or right to use, license, covenant not to sue, claim or other encumbrance except (i) the Security Interest granted to the Licensee under Section 5 above, and (ii) the rights granted pursuant to subsection 2.4 of the Work Agreement to be entered into between Licensor and Licensee.

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6.2 Notice of Licensor Liabilities. In the event that, after the Effective Date, Licensor takes on (or becomes aware of) any indebtedness or financial liabilities or obligations (actual or contingent, but excluding trade payables incurred in the ordinary course of business) representing (either individually or in the aggregate) an obligation in excess of $1,000,000, Licensor will provide Licensee with written notice thereof within five (5) business days following the date of Licensor’s taking on (or becoming aware of) such indebtedness, liabilities or obligations. In addition, in the event that Licensor defaults, or becomes aware of any facts or circumstances that cause Licensor to become reasonably likely to default, on any of such indebtedness or other obligations of Licensor, Licensor will provide Licensee with written notice thereof as soon as practicable, but in no event more than five (5) business days following Licensor’s default or Licensor’s becoming aware of the facts or circumstances that cause Licensor to become reasonably likely to default, as applicable.

6.3 Escrow Agreement. Within twenty (20) days following the Effective Date, the parties will enter into an escrow agreement with an escrow agent to be mutually agreed upon between the parties, and Licensor will deliver to the escrow agent (a) irrevocable powers of attorney in favor of the escrow agent and/or irrevocable fully executed assignment documents (in a form approved by Licensee), as agreed upon by the escrow agent, which documents will be sufficient to assign to Licensee all right, title and interest to the Option Patents following any exercise of the Option, at any time, in accordance with the terms of Section 3, and (b) such other executed documents, files or other items as may be reasonably requested by the escrow agent or Licensee to facilitate any such assignment pursuant to Section 3.

6.4 License to Certain Additional Patents. Within twenty (20) days following the Effective Date, the parties will negotiate in good faith and agree to a form of Nonexclusive License Agreement that is derived from the draft previously provided by Licensor to Licensee (with opportunity for Licensee to provide comments on such draft), and which shall apply with respect to the additional patents and patent rights specified in such draft.

7. Representations and Warranties; Disclaimer; Limitation of Liability; Exclusions of Certain Damages

7.1 Representations, Warranties and Covenants of Licensor. Each of the representations, warranties and covenants of Licensor in the Patent License Agreement that, by its express terms (e.g. apply to the “Transaction Agreements”) apply to this Agreement, are hereby incorporated by reference into and made a part of this Agreement and are hereby made and given by Licensor.

7.2 Representations, Warranties and Covenants of Licensee. Each of the representations, warranties and covenants of Licensee in the Patent License Agreement that, by its express terms (e.g. apply to the “Transaction Agreements”) apply to this Agreement, are hereby incorporated by reference into and made a part of this Agreement and are hereby made and given by Licensee.

7.3 Disclaimer of Representations and Warranties. EXCEPT AS SET FORTH IN SUBSECTIONS 7.1 AND 7.2 ABOVE, NO PARTY MAKES ANY REPRESENTATION OR WARRANTY, AND EACH PARTY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, INCLUDING WITHOUT LIMITATION ANY EXERCISE OF THE PUT RIGHT SET FORTH IN SECTION 4 FOLLOWING

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LICENSEE’S PROVIDING A LITIGATION NOTICE TO LICENSOR, LICENSEE WILL HAVE NO OBLIGATION TO COMMENCE OR CONTINUE ANY LITIGATION WITH RESPECT TO ANY LICENSED PATENTS.

7.4 Exclusion of Certain Damages. NO PARTY WILL HAVE ANY OBLIGATION OR LIABILITY (WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND NOTWITHSTANDING ANY FAULT, NEGLIGENCE (WHETHER ACTIVE, PASSIVE OR IMPUTED), REPRESENTATION, STRICT LIABILITY OR PRODUCT LIABILITY), FOR COVER OR FOR ANY INCIDENTAL, INDIRECT OR CONSEQUENTIAL, MULTIPLIED, PUNITIVE, SPECIAL, OR EXEMPLARY DAMAGES FOR LOSS OF REVENUE, PROFIT (EXCEPT TO THE EXTENT PROFIT BECOMES DUE AND PAYABLE IN ACCORDANCE WITH SUBSECTION 2.2 OF THE PATENT LICENSE AGREEMENT), SAVINGS OR BUSINESS ARISING FROM OR OTHERWISE RELATED TO THIS AGREEMENT, EVEN IF A PARTY OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE PARTIES ACKNOWLEDGE THAT THESE EXCLUSIONS OF SUCH POTENTIAL DAMAGES WERE AN ESSENTIAL ELEMENT IN SETTING CONSIDERATION UNDER THIS AGREEMENT.

7.5 Compliance with Laws. Notwithstanding anything contained in this Agreement to the contrary, the obligations of the parties with respect to the consummation of the transactions contemplated by this Agreement shall be subject to all laws, present and future, of any government having jurisdiction over the parties and this transaction, and to orders, regulations, directions or requests of any such government.

8. Miscellaneous

8.1 Confidentiality. This Agreement shall be subject to the confidentiality and related obligations of subsection 11.1 of the Patent License Agreement, which provision is hereby incorporated by reference and made a part of this Agreement.

8.2 Relationship of Parties. The parties hereto are independent contractors. Nothing in this Agreement will be construed to create a partnership, joint venture, franchise, fiduciary, employment or agency relationship between the parties. Neither party has any express or implied authority to assume or create any obligations on behalf of the other or to bind the other to any contract, agreement or undertaking with any third party.

8.3 Assignment; Successors. This Agreement can only be assigned by Licensor or Licensee in conjunction with the assignment of the Patent License Agreement by such party in accordance with subsection 11.3 of such Patent License Agreement. Subject to the preceding sentence, the terms and conditions of this Agreement will inure to the benefit of Licensor and Licensee, and their respective successors, assigns and other legal representatives, and will be binding upon Licensor and Licensee, and their respective successors, assigns, and other legal representatives.

8.4 Termination. The term of this Agreement will commence on the Effective Date and will continue for each Licensed Patent unless and until expiration or termination of the Patent License Agreement in accordance with subsection 11.4 of the Patent License Agreement.

8.5 Survival/Effect of Termination. No termination of this Agreement will relieve a breaching party of its obligations arising prior to such termination.

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In the event of termination of this Agreement, subsection 11.5 of the Patent License Agreement shall apply.

8.6 Governing Law. Any claim arising under or relating to this Agreement will be governed by the laws of the State of Delaware, without regard to choice of law principles to the contrary.

8.7 Dispute Resolution. This Agreement shall be subject to subsection 11.9 of the Patent License Agreement, which dispute resolution provisions are hereby incorporated by reference into, and made a part of, this Agreement.

8.8 Notices. All notices required or permitted to be given hereunder will be in writing, will make reference to this Agreement and will be delivered by hand, or dispatched by prepaid air courier to the addresses set forth on the initial page of this Agreement. Such notices will be deemed given when received by addressee or, if delivery is not accomplished by reason of some fault of the addressee, when tendered for delivery. Either party may give written notice of a change of address to the other. After notice of such change has been received, any notice or request will thereafter be given to such party at such changed address.

8.9 Severability. If any provision of this Agreement is found to be invalid or unenforceable, then the remainder of this Agreement will have full force and effect, and the invalid provision will be modified, or partially enforced, to the maximum extent permitted to effectuate the original objective.

8.10 Waiver. Failure by either party to enforce any term of this Agreement will not be deemed a waiver of future enforcement of that or any other term in this Agreement or any other agreement that may be in place between the parties.

8.11 Miscellaneous. This Agreement, together with the other Transaction Agreements, constitute the entire agreement between the parties with respect to the subject matter hereof and merges and supersedes all prior and contemporaneous agreements, understandings, negotiations, and discussions. None of the parties will be bound by any conditions, definitions, warranties, understandings, or representations with respect to the subject matter hereof other than as expressly provided in this Agreement or the other Transaction Agreements.

The section headings contained in this Agreement are for reference purposes only and will not affect in any way the meaning or interpretation of this Agreement. This Agreement is not intended to confer any right or benefit on any third party (including, but not limited to, any employee or beneficiary of any party), and no action may be commenced or prosecuted against a party by any third party claiming as a third-party beneficiary of this Agreement or any of the transactions contemplated by this Agreement.

No oral explanation or oral information by either party hereto will alter the meaning or interpretation of this Agreement. No amendments or modifications will be effective unless in writing signed by authorized representatives of each party. The terms and conditions of this Agreement will prevail notwithstanding any different, conflicting or additional terms and conditions that may appear on any letter, email or other communication or other writing not expressly incorporated into this Agreement.

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8.12 Counterparts; Electronic Signature. This Agreement may be executed in counterparts, each of which will be deemed an original, and all of which together constitute one and the same instrument. Each party will execute and promptly deliver to the other parties a copy of this Agreement bearing the original signature. Prior to such delivery, in order to expedite the process of entering into this Agreement, the parties acknowledge that a Transmitted Copy of this Agreement will be deemed an original document. “Transmitted Copy” means a copy bearing a signature of a party that is reproduced or transmitted via email of a .pdf file, photocopy, facsimile, or other process of complete and accurate reproduction and transmission.

[The remainder of this page was left blank intentionally]

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In witness whereof, intending to be legally bound, the parties have executed this Patent Rights Agreement as of the Effective Date.

LICENSOR:
DIGIMARC CORPORATION
By:	/s/ Bruce Davis
	Bruce Davis
	Chairman and Chief Executive Officer

State of OREGON

County of:

Signed or attested before me on October 5, 2010 by

Bruce Davis

Notary Public – State of Oregon

My Commission expires:

LICENSEE:
IV DIGITAL MULTIMEDIA INVENTIONS, LLC
By:	/s/ Vincent Pluvinage
	Vincent Pluvinage,
	Authorized Person
Date:	October 5, 2010

[Signature Page to Patent Rights Agreement]

EX-10.15

EXHIBIT 10.15

CONFIDENTIAL PORTIONS OMITTED

AGREEMENT

This Agreement (“Agreement”) is entered into as of October 5, 2010 (the “Effective Date”) by and among Digimarc Corporation, an Oregon corporation, with an address at 9405 SW Gemini Drive, Beaverton, OR 97008 (“Digimarc”), Invention Law Group, P.C. (“ILG”) and IV Digital Multimedia Inventions, LLC (“DMI” and together with ILG, the “IV Entities”).

RECITALS

A. Digimarc is granting DMI an exclusive license (with a right to sublicense) to certain Digimarc patents and patent applications (the “Patents”) pursuant to a Patent License Agreement (the “PLA”), a Patent Rights Agreement (the “PRA”), a Common Interest Agreement (the “CIA”) and other Transaction Agreements, all of which are being entered into concurrently herewith.

B. As described more fully in the agreements referenced in Recital A above, the parties have a common financial interest concerning the Patent Matters. Under this common interest, the parties have agreed to treat their communications and those of their Counsel concerning the Patent Matters as protected by the common interest privilege, subject to the limitations and exceptions in the CIA. Advancing the Patent Matters requires the exchange of proprietary documents and information, the joint development of legal strategies and the exchange of attorney work product developed by the parties and their respective Counsel.

C. The IV Entities and Digimarc now wish to enter into this Agreement to provide a framework whereby the IV Entities may engage Digimarc to provide certainwork of the nature described herein (and included in the definition of Patent Matters in the CIA), with particular engagements to be set forth in SOWs to be executed hereunder.

NOW, THEREFORE, the parties hereby agree as follows:

1. DEFINITIONS

Capitalized terms used but not defined in his Agreement will have the meaning assigned to them in the CIA, the PLA, the PRA or other Transaction Agreements.

“Confidential Information” means (a) any information, technical data, trade secrets or know-how, including, but not limited to, analyses, assessments, research and product plans, products, services, markets, developments, inventions, processes, formulas, technology, marketing, finances or other business information disclosed to or made available to Digimarc by the IV Entities or IV Affiliates in writing, orally, or otherwise, (b) any third parties’ confidential or proprietary information that is subject to a duty by the IV Entities or the IV Affiliates to maintain the confidentiality of such information, and (c) information related to the ownership or holding of any intellectual property rights, applications for such rights, or other assets reviewed as part of the Work, whether owned by the IV Entities or any of the IV Affiliates.

“Counsel” means duly licensed in-house or outside attorneys or patent agents as well as their paralegals and agents.

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“Effective Date” means the date set forth as the Effective Date on the signature page of this Agreement.

“Invoices” means the statements that Digimarc submits to the IV Entities in accordance with subsection 5.1 below.

“IV Affiliates” means each entity in whatever country organized, that controls, is controlled by or is under common control with DMI, including without limitation the IV Entities. The term “control” means possession, direct or indirect, of the power to direct or cause the direction of the management and policies of an entity, whether through the ownership of voting securities, by contract or otherwise.

“SOW” means a written statement of work substantially in the form set forth on Exhibit A which (a) describes the work that Digimarc will perform, (b) includes the compensation to be paid to Digimarc in connection with such work, (c) is subject to the terms of this Agreement and (d) becomes effective upon execution by authorized representatives of each of the parties.

“Term” shall have the meaning ascribed to such term in subsection 7.1.

“Work” means all work, whether involving the Patents or patents or patent applications owned by IV Affiliates other than the Patents, that is requested by an IV Entity and performed by Digimarc pursuant to a SOW.

“Work Material” means all notes, records, drawings, designs, inventions, improvements, developments, discoveries, copyrightable material, and trade secrets that are conceived, made or discovered by Digimarc in the course of Digimarc’s performance of the Work, solely or in collaboration with others, during the term of this Agreement.

2. WORK

2.1 This Agreement establishes the basic framework for Digimarc to perform Work and for licensing of pre-existing licensees.

2.2 The Work is currently contemplated to include the following:

(a) Patent Prosecution Assistance. Assistance in the prosecution of the Patents, including without limitation prosecution of pending applications; filing of non-provisional patent applications claiming priority over provisional patent applications; filing of continuations, continuations-in-part and divisional applications; filing of foreign applications and international and national phase PCT applications; certificates of correction and reissues; and assistance with respect to reexaminations and other matters (the “Prosecution Assistance”).

ILG, not Digimarc, shall, at its sole and independent discretion, determine the effect of Digimarc’s Prosecution Assistance on ILG’s own actions concerning the Patents. The IV Entities will be under no duty to accept or act upon any Prosecution Assistance provided by Digimarc. All Prosecution Assistance shall be subject to the IV Entities’ own legal review of Digimarc’s activities, including the patentability of any invention conceived by

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Digimarc and the content of any document to be filed with the United States Patent and Trademark Office (“USPTO”). The IV Entities shall serve as the representative before the USPTO concerning the prosecution of any of the Patents and the designated recipient of all correspondence from the USPTO concerning the Patents.

Digimarc shall bill the IV Entities for Group 1 Personnel Prosecution Assistance on an hourly basis according to the hourly rates set forth on Exhibit B (subject to modification pursuant to subsection 5.2), subject to the monthly fee cap provided in the SOW; provided, however, that the IV Entities may request flat-fee or alternative billing arrangements subject to agreement by Digimarc.

(b) Portfolio Monetization. Certain work relating in general to monetization of the Patents, including without limitation technology consulting, portfolio mining, identification of evidence of use and assistance with preparation of claim charts, advice regarding industry and technological trends, valuation services, serving as expert witnesses and other matters. The IV Entities may engage Digimarc for this and other portfolio monetization Work on a project basis from time-to-time. Digimarc shall bill the IV Entities for portfolio monetization Work performed by the Group 1 Personnel on an hourly basis at the hourly rates set forth on Exhibit B (subject to modification pursuant to subsection 5.2); provided, however, that the IV Entities may request flat-fee or alternative billing arrangements subject to agreement by Digimarc.

(c) Licensing Work. Engagement of Digimarc as a licensing representative on behalf of one or more of the IV Entities or IV Affiliates. The parties currently envision such Work will be in connection with the potential licensing of clients outside of the IV Entities’ target markets. The terms of any such engagement will be determined at the time of such engagement and will be as set forth in the applicable SOW.

(d) [**]. Digimarc hereby agrees to [**]. Digimarc hereby agrees that it shall account for all time and expenses incurred for such work [**], and all such time and expenses shall be reflected on the Invoices for such work. However, Digimarc agrees that [**] to the IV Entities under this Agreement, and Digimarc [**] for the cost of the [**] associated with the work under this subsection.

2.3 Digimarc Group 2 Personnel. Upon request of the IV Entities in connection with the periodic work plan or various SOWs, Digimarc will dedicate Group 2 Personnel resources in a reasonable time, amount and manner in support of the common interest of the parties. Such resources can be requested in support of the patent prosecution, portfolio monetization, licensing work or other activities under subsection 2.2. Upon such request, Digimarc Group 2 Personnel, including such inventors of the Patents, engineers and technical experts as may reasonably be required, will be made available [**], subject to modifications pursuant to subsection 5.2.

2.4 Licensing of Pre-Existing Licensees of the Patents.

(a) The IV Entities hereby grant Digimarc exclusive authority [**] (the “Pre-Existing Customer Agreements”, and the other party to each such agreement, a “Pre-Existing Digimarc Customer”) upon the [**], or upon [**] such Pre-Existing Customer Agreement. Digimarc hereby acknowledges and agrees that its authority [**].

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(b) The IV Entities authorize Digimarc to [**] of Pre-Existing Customer Agreements that [**], and [**] the IV Entities. Digimarc shall not have any duty to [**] such other [**] with any of the IV Entities.

(c) The IV Entities agree not to [**] in [**] with Digimarc’s authority under this subsection 2.4; provided that this shall not preclude the IV Entities or IV Affiliates from [**] that [**] with such Existing Customer Agreements.

(d) Each of Digimarc and the IV Entities agrees that, if either a Pre-Existing Digimarc Customer or a prospective licensing customer of the IV Entities requests [**], Digimarc and the IV Entities will negotiate and work together in good faith to consider such request; provided, however, that this provision shall not obligate either party to [**], at such party’s discretion.

3. PROCESS/STATEMENTS OF WORK

3.1 ILG, on behalf of the IV Affiliates, may propose Work to be performed by means of one or more SOWs from time to time. The terms of each SOW shall be subject to mutual agreement between the parties, provided that the billing terms for Work falling within one of the categories set forth in subsection 2.2 above shall be subject to the provisions of subsection 2.2 that apply to such category. No SOW will be effective unless signed by both ILG and Digimarc.

3.2 Work performed under this Agreement will be related to factual, technical and legal analyses conducted by attorneys of ILG on behalf of the IV Entities and/or IV Affiliates, and all direction on Work should be taken only from attorneys of ILG. The Work undertaken by Digimarc shall be subject to attorney-client privilege on behalf of the applicable IV Affiliate, and additionally is part of and subject to ILG’s attorney work product immunity from production and disclosure.

3.3 Except as otherwise agreed upon by the parties or specified in the SOW, Digimarc will perform the Work at Digimarc’s office, using Digimarc’s own equipment and supplies. Nothing in this Agreement will in any way be construed to characterize Digimarc or its employees as employees, representatives or agents of any of the IV Entities or IV Affiliates, except as expressly set forth in an SOW in which Digimarc is engaged as a licensing representative on behalf of one or more of the IV Entities or IV Affiliates.

Digimarc will indemnify and hold harmless the IV Entities, the IV Affiliates, and the directors, officers and employees of each of the IV Entities and IV Affiliates, from any losses, liabilities, damages, claims, payments, liens, judgments, demands, costs and expenses (including reasonable attorneys’ fees) arising out of (a) a determination by a court or agency that Digimarc or any of its employees or other agents are employees of any of the IV Entities or IV Affiliates; or (b) any breach of duty owed by Digimarc to a third party.

3.4 Digimarc will use all reasonable efforts to avoid any legal or ethical conflict of interest in connection with its performance of the Work. In the event that Digimarc becomes aware of any such conflict of interest, Digimarc will immediately disclose the conflict to the IV Entities and will use commercially reasonable efforts to resolve the conflict to the IV Entities’ satisfaction.

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3.5 Digimarc will, within ten (10) business days after receiving a request thereto from the IV Entities, provide a written progress report regarding Digimarc’s performance of the Work to the IV Entities. Each such report shall be deemed to be Work Material.

3.6 Within the first calendar quarter following the Effective Date, and at least twice each calendar year, representatives of the IV Entities and Digimarc shall meet to discuss potential new SOWs that may be entered into during such calendar year. The IV Entities shall use commercially reasonable efforts to provide Digimarc with reasonable notice of any anticipated material changes in the Digimarc resources utilized to perform Work, and any cancellation of an SOW. Notwithstanding the preceding sentence, however, the IV Entities may direct Digimarc to cease its performance of the Work under any particular SOW upon ten (10) business days’ prior written notice. Unless prohibited by the IV Entities’ confidentiality obligations, such notice will specify the reasons for the direction to cease performance of the Work under the applicable SOW.

4. PERSONNEL

4.1 The personnel furnished by Digimarc to perform Work under each SOW will continue to be employees of Digimarc, and will not for any purpose be considered employees of the IV Entities or of any IV Affiliates. Digimarc will be solely responsible for the payment of the salaries of its employees and related matters (including the withholding or payment of all federal, state and local income and other payroll taxes), worker’s compensation, disability benefits and all additional legal requirements of like nature applicable to such personnel.

4.2 Digimarc agrees to use commercially reasonable efforts to make available such employees that may be requested by the IV Entities with reasonable notice for any particular SOW; provided that, except as provided below and in subsection 4.3, Digimarc ultimately retains sole authority in the assignment of its personnel in the performance of Work. Notwithstanding the preceding sentence, Digimarc may not remove key personnel identified as such for a particular SOW from performance of Work under such SOW after the parties have mutually agreed to such SOW without reasonable prior written notice to the IV Entities and the IV Entities’ prior written consent, except that the IV Entities’ prior written consent shall not be required if circumstances beyond Digimarc’s reasonable control (but excluding conflicting demands or priorities within Digimarc’s business) require that such key personnel be removed from performance of Work under such SOW. In the event of any such removal of key personnel by Digimarc, the IV Entities may elect, in their sole discretion, to either terminate the SOW, or to request particular replacement personnel (which requests Digimarc will use reasonable efforts to accommodate).

4.3 Notwithstanding the first sentence of subsection 4.2, the IV Entities may require the removal of any Digimarc personnel from the performance of Work during the course of performing under any SOW, provided that (i) the IV Entities provide Digimarc with five (5) business days prior notice specifying the reasons for the IV Entities’ desire to remove such personnel, and (ii) Digimarc’s project manager for such SOW has been unable to resolve any specified problems to the IV Entities’ reasonable satisfaction.

4.4 Digimarc agrees that it shall not subcontract the performance of any Work under this Agreement without the IV Entities’ prior written consent.

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5. PAYMENT, MINIMUM FEES, EXPENSES AND TAXES

5.1 The IV Entities will pay Digimarc the compensation and any expenses set forth in the applicable SOW, subject to any limits set forth in such SOW. Except as otherwise set forth in the applicable SOW: (i) such compensation shall be billed at the hourly rates set forth on Exhibit B hereto (subject to modifications pursuant to subsection 5.2), and (ii) Digimarc will sign and submit Invoices to the representative of the IV Entities within thirty (30) calendar days after the end of each calendar month during the Term.

Each such Invoice shall detail (a) the Work performed during such month, (b) the fees accrued (if any) pursuant to the SOW during such month, and (c) the expenses incurred (if any) by Digimarc in such month for which Digimarc is entitled to reimbursement pursuant to the SOW; provided, however, that the IV Entities shall not reimburse Digimarc for any expenses in excess of $2,500 in the aggregate under any particular SOW except as set forth in the SOW or otherwise pre-approved by the IV Entities’ representative in writing and documented to the IV Entities’ reasonable satisfaction. Digimarc understands that Digimarc is otherwise expected to bear its own costs and expenses (including travel expenses) except as otherwise specified in the SOW or authorized in this paragraph.

Except as otherwise specified in the applicable SOW, the IV Entities shall pay all undisputed Invoices within thirty (30) days after the representative of the IV Entities receives such Invoices. In the event that the IV Entities fail to make payments more than sixty (60) days following receipt of an Invoice, upon the request of Digimarc, the IV Entities shall also pay interest on such overdue amount at a rate of [**]% per month (or part thereof), or at such lower rate as may be the maximum rate allowed under applicable law. All payments under this Agreement shall be in U.S. dollars.

5.2 The hourly rates set forth in Exhibit B will remain valid throughout the remainder of 2010. These hourly rates may be increased no more than once per calendar year, with any such increase to be effective on January 1 of such calendar year. Any such increase shall not exceed the lesser of (i) the rate of increase determined mutually by Digimarc and the IV Entities based on the report customarily used by Digimarc for average rates of wage and benefits inflation or deflation for similar project work, and (ii) five percent (5%) above the prior year’s rates.

5.3 Digimarc shall be responsible for any tax obligations arising from any payment made to Digimarc under this Agreement. Digimarc is obligated to report as gross receipts and revenue all compensation received by Digimarc pursuant to this Agreement.

5.4 The IV Entities intend to engage Digimarc for a volume of Work, and Digimarc shall be available to perform such Work as specified pursuant to the periodic meetings between the parties held in accordance with subsection 3.6 and otherwise upon reasonable advance notice from the IV Entities, at a cost run rate of at least $800,000 per twelve-month period following the Effective Date of this Agreement during the Required Term (defined in subsection 7.1) based on the billing rates set forth on Exhibit B (subject to adjustment as provided in subsection 5.2).

The IV Entities shall pay Digimarc for Work performed by Digimarc under each SOW as provided in subsection 5.1; provided, however, that the IV Entities shall pay Digimarc a

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minimum payment (net of any amounts paid under Invoices during such calendar quarter) of $100,000 per calendar quarter at least ten (10) business days prior to the end of each of the first three calendar quarters per twelve month period during the Required Term.

In the event that the IV Entities have made payments under this Agreement of less than $800,000 during any twelve-month period during the Required Term, the IV Entities shall make a payment equal to $800,000, less the amount of all payments made under this Agreement during such twelve-month period (the “Year-End Payment”), to Digimarc at least ten (10) business days prior to the end of such twelve-month period.

In the event that the IV Entities are required to make a Year-End Payment, then the IV Entities shall receive a credit for the amount of the Year-End Payment that may be applied towards the cost of Work to be performed by Digimarc during the next twelve-month period (or, with respect to a Year-End Period made during the fifth year of the Required Term, for the twelve-month period following the expiration of the Required Term); provided, however, that such credit shall not exceed $[**] for any given twelve-month period. To the extent that the IV Entities make payments under this Agreement in excess of $800,000 during any twelve-month period during the Required Term (“Excess Payments”), the $800,000 payment obligation during the immediately subsequent twelve-month period shall be reduced by the amount of such Excess Payments. All amounts paid by the IV Entities or by an IV Affiliate to Digimarc for any Work shall apply towards the minimum payment obligations provided for above.

In the event that Digimarc fails to comply with Section 6 with respect to Work provided hereunder, and Digimarc fails to remedy (in the IV Entities’ reasonable determination) the failure under this Agreement within the time period specified in Section 6, then the IV Entities will be entitled to a remedy as determined under subsection 12, where such remedy may include being relieved of all further obligations under this subsection 5.4.

Unless terminated earlier under this subsection 5.4 or under Section 7, the IV Entities’ obligations under this subsection 5.4 will expire upon the earlier of (a) the date on which the cumulative total amount paid by the IV Entities and IV Affiliates to Digimarc pursuant to this Agreement exceeds Four Million Dollars ($4,000,000), or (b) the date that is five (5) years after the Effective Date (the “Required Term”), notwithstanding any extension of the term of this Agreement.

6. DIGIMARC’S PERFORMANCE

Digimarc (as an Entity) warrants that the Work provided under this Agreement will substantially conform to the Work described, and the requirements and procedures set forth, in the applicable SOW, and will be performed in a timely and professionally diligent manner by qualified personnel as measured against the customary industry standards for such Work. In the event the IV Entities are dissatisfied with any Work performed by Digimarc, the IV Entities may elect to provide written notice (which shall describe the nonconformity in reasonable detail) to Digimarc, in which case Digimarc shall have thirty (30) calendar days after receipt of such notice to correct the nonconformity and provide the revised Work Materials to the IV Entities.

7. TERM AND TERMINATION

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7.1 The term of this Agreement (the “Term”) will commence on the Effective Date and will remain in effect for the term of the PLA, unless otherwise terminated in accordance with this Section 7 or unless the term of this Agreement is extended by mutual written agreement of the parties. In the event that the PLA is terminated, this Agreement shall automatically terminate concurrently with the termination of the PLA.

7.2 If either party breaches any of its material obligations under this Agreement (including without limitation Section 6) and fails to cure such breach within thirty (30) days after notice thereof from the non-breaching party, the non-breaching party will have the right to [**].

7.3 In the event of an Acquisition Transaction (as defined in the PLA) involving Digimarc, the IV Entities and Digimarc agree to negotiate in good faith regarding continuation of this Agreement, on the same or modified terms, following the completion of such Acquisition Transaction, provided that the continuation of this Agreement does not, in the reasonable determination of the IV Entities, present a business or legal conflict for the IV Entities.

7.4 In the event that the Patent License Agreement is terminated as a result of a material breach by Digimarc of such agreement, the IV Entities shall be entitled to terminate this Agreement without further obligation under subsection 5.4.

7.5 Upon termination or expiration of this Agreement, all rights and duties of the parties hereunder will cease, except that:

(a) In the case of early termination under subsection 7.2 of the work under subsection 2.2, the IV Entities will be obligated to pay all undisputed Invoices, in accordance with Section 5 above, for Work performed prior to termination; provided, however, that the IV Entities shall have no obligation to pay such outstanding amounts if the IV Entities terminate this Agreement pursuant to subsection 7.2 above for Digimarc’s gross negligence or willful misconduct in the performance of the Work corresponding to the outstanding amounts.

(b) In the case of such early termination for any other reason, the IV Entities shall not be obligated to pay any of the remaining unpaid Minimum Fees notwithstanding any other provision of this Agreement.

(c) Sections 2.4, 8, 9, 10, 11 and 12 will survive any termination or expiration of this Agreement. Subsection 2.4 shall end on the termination or expiration of the Patent License Agreement.

8. REPRESENTATIONS

8.1 Digimarc represents and warrants to the IV Entities as follows:

(i) Digimarc is an independent entity, and Digimarc’s personnel are not, and will not be deemed to be, employees or Counsel of any of the IV Entities or IV Affiliates.

(ii) Except as otherwise specified in a SOW, Digimarc has the right to perform the Work at any place or location and at such times as Digimarc may determine. Digimarc is under no ethical or legal restrictions that would prohibit or restrict Digimarc’s right,

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power and authority to perform the Work.

(iii) Digimarc is responsible for paying all ordinary and necessary expenses of its staff, including, without limitation, insurance premiums. Neither Digimarc nor Digimarc’s staff will require any training from the IV Entities in the professional skills necessary to perform the Work.

8.2 Each party represents and warrants that it was represented by independent counsel in the creation of this Agreement.

9. ATTORNEY-CLIENT RELATIONSHIP DISCLAIMER

Nothing in this Agreement, or in any other agreement or understanding between the parties, affects the separate and independent representation of each party by its respective Counsel or creates an attorney-client relationship between the Counsel for a party (or any of that party’s employees) and the other party to this Agreement.

The IV Entities acknowledge that Digimarc’s in-house Counsel may not engage in the practice of law on behalf of an entity other than Digimarc and acknowledge that no activities under this Agreement, or under any other agreement or understanding between the parties, shall be deemed legal representation by Digimarc or Digimarc’s in-house Counsel for the IV Entities.

Each party hereby grants the other party and its Counsel the right to communicate with persons represented by each party’s Counsel.

10. CONFIDENTIALITY

10.1 In addition to the terms and conditions of the Reciprocal Non-Disclosure Agreement dated July 13, 2009, as amended (“NDA”), which shall continue to apply to the parties hereto, Digimarc will not, during or subsequent to the Term, use Confidential Information for any purpose whatsoever other than the performance of the Work, and will not disclose Confidential Information to any third party. Confidential Information will remain the sole property of the IV Entities and/or the IV Affiliates, as applicable. Digimarc will take reasonable precautions to prevent any unauthorized disclosure of Confidential Information. Digimarc will safeguard Confidential Information by not:

(a) disclosing to any third party in any way the results of any analysis prepared under this Agreement;

(b) marketing to any third party services to analyze any invention disclosures, patents, or patent applications that are analyzed or reviewed as part of the Work;

(c) preparing for any third party a defensive analysis of the patents reviewed as part of the Work;

(d) using Confidential Information learned as part of the Work to guide Digimarc’s or a third party’s intellectual property development or enforcement strategies;

(e) disclosing to any standards setting organization any information learned as part of the Work;

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(f) disclosing the IV Entities’ or IV Affiliates’ connections to any of the patents reviewed by Digimarc in connection with the Work or disclosed to Digimarc by the IV Entities or IV Affiliates; or

(g) disclosing or permitting disclosure of any Confidential Information to any of Digimarc’s employees other than those that have a need to know in order to enable Digimarc to meet its obligations under the applicable SOW.

10.2 Digimarc will not improperly use or disclose to the IV Entities and the IV Affiliates any proprietary information or trade secrets of any former or current employer or other person or entity if Digimarc has an agreement or duty to keep such information confidential, and Digimarc will not bring onto the premises of the IV Entities or IV Affiliates any unpublished document or proprietary information belonging to such employer, person or entity unless consented to in writing by such employer, person or entity. Digimarc will indemnify and hold harmless the IV Entities and IV Affiliates, their employees, executives, officers, representatives, agents, assigns, and their affiliates from and against all claims, liabilities, damages and expenses, including reasonable attorneys’ fees and costs of suit, arising out of or in connection with any violation or claimed violation by Digimarc, the IV Entities or an IV Affiliate of such third party’s rights.

10.3 Digimarc’s confidentiality obligations under this Section 10 shall not apply to the extent that: (a) the representative for the IV Entities preapproves such disclosure in writing; (b) disclosures are made in confidence to Digimarc’s legal counsel, accountants, banks and financing sources and their advisors solely in connection with complying with Digimarc’s obligations under this Agreement; or (c) the Confidential Information to be disclosed has become publicly known through no wrongful act of Digimarc.

Notwithstanding the foregoing, in the event that Digimarc is required by law or a valid and effective subpoena or order issued by either a court of competent jurisdiction or a governmental body to disclose any of the Confidential Information, Digimarc shall promptly notify the IV Entities in writing of the existence, terms, and circumstances surrounding such required disclosure so that the IV Entities or IV Affiliates may seek a protective order or other appropriate relief from the proper authority. Digimarc shall cooperate with the IV Entities and/or the IV Affiliate(s), as applicable, in seeking such order or other relief. If Digimarc is nonetheless required to disclose the Confidential Information, Digimarc may furnish only that portion of the Confidential Information that is legally required and will exercise all reasonable efforts to obtain reliable assurances that such Confidential Information will be treated confidentially to the fullest extent possible.

10.4 Upon the termination or expiration of this Agreement, or upon the IV Entities’ request, Digimarc will deliver to the IV Entities all of the IV Entities’ and/or IV Affiliates’ property relating to, and all tangible embodiments of, Confidential Information.

11. OWNERSHIP OF WORK MATERIAL/INTELLECTUAL PROPERTY RIGHTS

11.1 Digimarc acknowledges and agrees that, except as otherwise explicitly set forth in the applicable SOW, all Work Material is the sole property of the IV Entities. To the fullest extent permitted under law, all Work Material will be deemed “Work for Hire”

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under the Copyright Act. To the extent any Work Material is not “Work for Hire,” Digimarc hereby does and will assign (or cause to be assigned) fully to the IV Entities all Work Material and any copyrights, patents, mask work rights or other intellectual property rights relating thereto.

11.2 Except as otherwise explicitly set forth in the applicable SOW, for Work Material created by Group 2 Personnel in the course of Digimarc’s performance of the Work, the IV Entities grant to Digimarc a fully paid-up, royalty-free, non-exclusive, irrevocable, nonsublicensable, nontransferable (except as set forth in subsection 12.8) right and license, without geographic limitation, to the Work Material in order (a) to make, have made, use, lease, sell (or license, in the case of software), offer to sell, import or export any Digimarc Product, (b) to conduct Digimarc’s own research and development activities, and (c) to provide Digimarc Services to third parties.

11.3 Digimarc will sign, execute and acknowledge without cost, but at the expense of the IV Entities, such documents, and will perform such acts, as may be reasonably requested by the IV Entities to perfect the assignments set forth in subsection 11.1 above, or to obtain, enforce or defend intellectual property rights in any and all countries with respect to Work Material. Digimarc shall have no right to prosecute and maintain patent applications and patents worldwide with respect to the Work Material.

11.4 Upon the termination or expiration of this Agreement, or upon the IV Entities’ request, Digimarc will deliver to the IV Entities all Work Material in Digimarc’s possession or control. For Work Material created by Group 2 Personnel in the course of Digimarc’s performance of the Work, Digimarc shall also retain duplicates of the same.

12. GENERAL

12.1 Governing Law. This Agreement will be governed by the laws of the State of Washington as applied without reference to conflicts of laws principles to the contrary.

12.2 Dispute Resolution.

(a) Arbitration. Digimarc and the IV Entities agree that any dispute or controversy arising out of, in relation to, or in connection with this Agreement, or the making, interpretation, construction, performance or breach thereof, will be finally settled by binding arbitration in Seattle, Washington under the then current rules of Judicial Dispute Resolution by three (3) arbitrators appointed in accordance with such rules. Once the arbitrators issue written findings of fact and conclusions of law, the decision of the arbitrators will be final, conclusive and binding on the parties to the arbitration. Judgment may be entered on the arbitrators’ decision in any court of competent jurisdiction (provided that the arbitrators issued written findings of fact and conclusions of law as provided above). Any provision of applicable law notwithstanding, no party will request, and the arbitrators will have no authority to award, punitive or exemplary damages against any party. The costs of the arbitration, including administrative and arbitrator’s fees, will be shared equally by the parties. Each party will bear the cost of its own attorneys’ fees and expert witness fees.

(b) Injunctive Relief. Notwithstanding subsection 12.2(a) above, in addition to any other remedies available (including without limitation under subsection 12.2(a)), in the event of a breach of Sections 10 or 11, the nonbreaching party (or any IV Affiliate

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affected by the breach) will be entitled to seek injunctive relief in any court of competent jurisdiction. A breach of Sections 10 or 11 may cause the nonbreaching party and any IV Affiliate affected by the breach irreparable harm and they may have no adequate remedy at law. Therefore, the breaching party agrees that, in such an event, the nonbreaching party (and any IV Affiliate affected by the breach) would be entitled (in addition to any and all other remedies) to seek injunctive relief, specific performance, and other equitable remedies without proof of monetary damages or the inadequacy of other remedies.

12.3 Notices. Any notice will be given in writing at the address of each party set forth in the first paragraph of this Agreement, or to such other address as either party may substitute by written notice to the other in accordance with this subsection 12.3, and will be deemed given when delivered or, if delivery is not accomplished by reason or some fault of the addressee, when tendered.

12.4 Entire Agreement. This Agreement with its Exhibits, together with the CIA, PLA and the PRA, represent the entire agreement concerning the performance of the Work between Digimarc and the IV Entities and merges and supersedes all prior and contemporaneous agreements, understandings, negotiations, and discussions. Neither of the parties will be bound by any conditions, definitions, warranties, understandings, or representations with respect to the subject matter hereof other than as expressly provided herein and/or in the CIA, PLA or PRA. No oral explanation or oral information by either party hereto will alter the meaning or interpretation of this Agreement. The terms and conditions of this Agreement will prevail notwithstanding any different, conflicting or additional terms and conditions that may appear on any letter, email or other communication or other writing not expressly incorporated into this Agreement.

12.5 No Third Party Beneficiaries. This Agreement is not intended to confer any right or benefit on any third party (including, but not limited to, any employee or beneficiary of any party), and no action may be commenced or prosecuted against a party by any third party claiming as a third-party beneficiary of this Agreement or any of the transactions contemplated by this Agreement.

12.6 Amendments and Waivers. This Agreement may not be amended or modified except by an instrument in writing signed by authorized representatives of both parties. Waiver of any term or condition of this Agreement will only be effective if and to the extent documented in a writing signed by the party making or granting such waiver and will not be construed as a waiver of any subsequent breach or waiver of the same term or condition, or a waiver of any other term or condition, of this Agreement. The failure of any party to enforce any provision hereof will not be construed to be a waiver of the right of such party thereafter to enforce such provisions.

12.7 No Partnership. The parties hereto are independent contractors. Nothing in this Agreement will be construed to create a partnership, joint venture, franchise, fiduciary, employment or agency relationship between the parties. Digimarc has no right, power or authority (express or implied) to enter into contract or to create any duty or obligation binding upon the IV Entities or the IV Affiliates.

12.8 Assignment. The payment obligation of IV under subsection 5.4 of this Agreement may not be assigned or transferred by Digimarc without the express written consent of the IV Entities, subject to the “good faith” obligation in subsection 7.3.

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Digimarc may not assign the remaining terms of this Agreement or its rights hereunder, including by operation of law, without the prior written consent of the IV Entities except in conjunction with an assignment by Digimarc of the Patent License Agreement and/or its rights thereunder that is permitted by subsection 11.3 of such Patent License Agreement.

The IV Entities may assign this Agreement or any or all of its rights and obligations hereunder to any IV Affiliate or to an unaffiliated third party that is managed and controlled by representatives of the IV Entities; provided, that such assignment shall not release the IV Entities from their payment obligations under this Agreement.

12.9 Severability. In the event that any provision of this Agreement becomes or is declared by a court of competent jurisdiction to be illegal, unenforceable or void, this Agreement will continue in full force and effect without said provision, provided that no such severability will be effective if it materially changes the economic benefit of this Agreement to the IV Entities or Digimarc.

12.10 Counterparts. This Agreement may be executed in counterpart, each of which will be deemed an original, but both of which together will constitute one and the same instrument. Each party will execute and promptly deliver to the other parties a copy of this Agreement bearing an original signature. Prior to such delivery, in order to expedite the process of entering into this Agreement, the parties acknowledge that a Transmitted Copy of this Agreement will be deemed an original document. “Transmitted Copy” means a copy bearing a signature of a party that is reproduced or transmitted via email of a .pdf file, photocopy, facsimile, or other process of complete and accurate reproduction and transmission.

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In witness whereof, intending to be legally bound, the parties have executed this Agreement as of the Effective Date.

DIGIMARC:

Digimarc Corporation
By:	/s/ Bruce Davis
	Bruce Davis
	Chairman and CEO
Date: October 5, 2010

THE IV ENTITIES:
Invention Law Group, P.C.
By:	/s/ John Bove
	John Bove
	President
Date: October 5, 2010

IV Digital Multimedia Inventions, LLC
By:	/s/ Vincent Pluvinage
	Vincent Pluvinage
	Authorized Person
Date: October 5, 2010

[Signature Page to Work Agreement]

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EXHIBIT A

STATEMENT OF WORK

<<TBD>>

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EXHIBIT B*

Hourly Rates for 2010

Group 1 Personnel

Vice President, Intellectual Property $[**]

Chief Patent Counsel $[**]

Senior Intellectual Property Counsel $[**]

Senior Director, Licensing $[**]

Intellectual Property Counsel $[**]

Attorney $[**]

Senior Intellectual Property Paralegal $[**]

Paralegal $[**]

Group 2 Personnel

Position	Cost		Rate
Vice President	$	[**]	$	[**]
Founder/Inventor	$	[**]	$	[**]
Director	$	[**]	$	[**]
Program Manager	$	[**]	$	[**]
Engineering Manager	$	[**]	$	[**]
Engineer – R&D	$	[**]	$	[**]
Engineer – Hardware	$	[**]	$	[**]
Engineer – Software	$	[**]	$	[**]
QA Manager	$	[**]	$	[**]
Engineer – QA	$	[**]	$	[**]
Technical Writer	$	[**]	$	[**]
Product/Other	$	[**]	$	[**]
Technical Operator	$	[**]	$	[**]

* Unless otherwise set forth in a written agreement signed by the parties, executive level assistance will [**] will be made reasonably available to assist for [**] in support of the Patent License Agreement.

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EX-21.1

Exhibit 21.1

List of Affiliates

Year Ended December 31, 2010

Name of Affiliate or Entity	Place of Incorporation
TVaura LLC (51% ownership)	Delaware
TVaura Mobile LLC (49% ownership)	Delaware

EX-23.1

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

The Board of Directors

Digimarc Corporation:

We consent to the incorporation by reference in the registration statement (No. 001-34108) on Form 10 and (No. 333-154524) on Form S-8 of Digimarc Corporation of our reports dated March 3, 2011, with respect to the balance sheet of Digimarc Corporation as of December 31, 2010, and the related statement of operations, shareholders’ equity, and cash flows for the year ended December 31, 2010, and the effectiveness of internal control over financial reporting as of December 31, 2010, which reports appear in the December 31, 2010 annual report on Form 10-K of Digimarc Corporation.

/s/ KPMG LLP

Portland, Oregon

March 3, 2011

EX-23.2

Exhibit 23.2

Consent of Independent Registered Public Accounting Firm

We have issued our reports dated February 24, 2010 and August 6, 2010, with respect to the financial statements as of and for the year ended December 31, 2009, for the period from August 2, 2008 through December 31, 2008, and the period from January 1, 2008 through August 1, 2008, included in the Annual Report of Digimarc Corporation on Form 10-K for the year ended December 31, 2010. We hereby consent to the incorporation by reference of said reports in the Registration Statement of Digimarc Corporation on Form S-8 (File No. 333-154524, effective October 20, 2008).

/s/ GRANT THORNTON LLP

Portland, Oregon

March 3, 2011

EX-23.3

Exhibit 23.3

Consent of Independent Registered Public Accounting Firm

Members’ Committee

TVaura LLC:

We consent to the incorporation by reference in the registration statement (No. 001-34108) on Form 10 and (No. 333-154524) on Form S-8 of Digimarc Corporation of our report dated March 3, 2011, with respect to the balance sheet of TVaura LLC as of December 31, 2010, and the related statements of operations, members’ equity, and cash flows for the year ended December 31, 2010, period from June 11, 2009 (inception) through December 31, 2009, and cumulative period from June 11, 2009 (inception) through December 31, 2010, which report appears in the December 31, 2010 annual report on Form 10-K of Digimarc Corporation.

/s/ KPMG LLP

Portland, Oregon

March 3, 2011

EX-31.1

Exhibit 31.1

DIGIMARC CORPORATION

CERTIFICATION

I, Bruce Davis, certify that:

1. I have reviewed this annual report on Form 10-K of Digimarc Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal controls over financial reporting (as defined in Exchange Act Rule 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: March 3, 2011	By:	/S/ BRUCE DAVIS
		Bruce Davis
		Chief Executive Officer

EX-31.2

Exhibit 31.2

DIGIMARC CORPORATION

CERTIFICATION

I, Michael McConnell, certify that:

1. I have reviewed this annual report on Form 10-K of Digimarc Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal controls over financial reporting (as defined in Exchange Act Rule 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: March 3, 2011	By:	/S/ MICHAEL MCCONNELL
		Michael McConnell
		Chief Financial Officer

EX-32.1

Exhibit 32.1

DIGIMARC CORPORATION

CERTIFICATION

In connection with the Annual Report of Digimarc Corporation (the “Company”) on Form 10-K for the year ended December 31, 2010 as filed with the Securities and Exchange Commission (the “Report”), I, Bruce Davis, Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter 63, Section 1350 of the U.S. Code, that to the best of my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company at the dates and for the periods indicated.

This Certification has not been, and shall not be deemed, “filed” with the Securities and Exchange Commission.

Date: March 3, 2011

By:	/S/ BRUCE DAVIS
	Bruce Davis
	Chief Executive Officer

EX-32.2

Exhibit 32.2

DIGIMARC CORPORATION

CERTIFICATION

In connection with the Annual Report of Digimarc Corporation (the “Company”) on Form 10-K for the year ended December 31, 2010 as filed with the Securities and Exchange Commission (the “Report”), I, Michael McConnell, Chief Financial Officer of the Company, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter 63, Section 1350 of the U.S. Code, that to the best of my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company at the dates and for the periods indicated.

This Certification has not been, and shall not be deemed, “filed” with the Securities and Exchange Commission.

Date: March 3, 2011

By:	/S/ MICHAEL MCCONNELL
	Michael McConnell
	Chief Financial Officer

EX-99.1

Exhibit 99.1

TVaura LLC

(A Development Stage Company)

Financial Statements

December 31, 2010

(With Independent Auditors’ Report Thereon)

TVaura LLC

(A Development Stage Company)

Index to Financial Statements

	Page
Independent Auditors’ Report		1
Balance Sheets		2
Statements of Operations		3
Statements of Members’ Equity		4
Statements of Cash Flows		5
Notes to Financial Statements		6

Independent Auditors’ Report

Members’ Committee

TVaura LLC:

We have audited the accompanying balance sheet of TVaura LLC (a development stage company) (the “Company”) as of December 31, 2010, and the related statements of operations, members’ equity, and cash flows for the year ended December 31, 2010, period from June 11, 2009 (inception) through December 31, 2009, and cumulative period from June 11, 2009 (inception) through December 31, 2010. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of TVaura LLC as of December 31, 2010, and the results of its operations and its cash flows for the year ended December 31, 2010, period from June 11, 2009 (inception) through December 31, 2009, and cumulative period from June 11, 2009 (inception) through December 31, 2010 in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Portland, Oregon

March 3, 2011

TVaura LLC

(A Development Stage Company)

BALANCE SHEETS

(In thousands)

	December 31, 2010			December 31, 2009 (Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	777		$	330
Total current assets		777			330
Property and equipment, net		31			37
Total assets	$	808		$	367
LIABILITIES AND MEMBERS’ EQUITY
Current liabilities:
Accounts payable and other accrued liabilities	$	255		$	190
Total current liabilities		255			190
Commitments and contingencies (Note 3)
Members’ equity:
Capital contributions		4,600			1,400
Accumulated deficit		(4,047	)		(1,223	)
Total members’ equity		553			177
Total liabilities and members’ equity	$	808		$	367

See Notes to Financial Statements.

TVaura LLC

(A Development Stage Company)

STATEMENTS OF OPERATIONS

(In thousands)

	Year Ended December 31, 2010			Period June 11, 2009 (inception) through December 31, 2009			Cumulative period from June 11, 2009 (inception) through December  31, 2010
Revenue	$	—		$	—		$	—
Cost of revenue		—			—			—
Gross profit		—			—			—
Operating expenses:
Research, development and engineering		2,438			1,092			3,530
General and administrative		387			131			518
Total operating expenses		2,825			1,223			4,048
Operating loss		(2,825	)		(1,223	)		(4,048	)
Other income (expenses):
Other		1			—			1
Other income (expenses), net		1			—			1
Net loss	$	(2,824	)	$	(1,223	)	$	(4,047	)

See Notes to Financial Statements.

TVaura LLC

(A Development Stage Company)

STATEMENTS OF MEMBERS’ EQUITY

(In thousands)

	Capital Contributions		Deficit accumulated during the development stage			Total members’ equity
BALANCE AT JUNE 11, 2009 (inception)	$	—	$	—		$	—
Capital contributions		1,400		—			1,400
Net loss		—		(1,223	)		(1,223	)
BALANCE AT DECEMBER 31, 2009		1,400		(1,223	)		177
Capital contributions		3,200		—			3,200
Net loss		—		(2,824	)		(2,824	)
BALANCE AT DECEMBER 31, 2010	$	4,600	$	(4,047	)	$	553

See Notes to Financial Statements.

TVaura LLC

(A Development Stage Company)

STATEMENTS OF CASH FLOWS

(In thousands)

	Year Ended December 31, 2010			Period June 11, 2009 (inception) through December 31, 2009			Cumulative period from June 11, 2009 (inception) through December 31, 2010
Cash flows from operating activities:
Net loss	$	(2,824	)	$	(1,223	)	$	(4,047	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation		9			2			11
Changes in operating assets and liabilities:
Accounts payable and other accrued liabilities		65			190			255
Net cash used in operating activities		(2,750	)		(1,031	)		(3,781	)
Cash flows from investing activities:
Purchase of property and equipment		(3	)		(39	)		(42	)
Net cash used in investing activities		(3	)		(39	)		(42	)
Cash flows from financing activities:
Capital contributions		3,200			1,400			4,600
Net cash provided by financing activities		3,200			1,400			4,600
Net increase in cash and cash equivalents		447			330			777
Cash and cash equivalents at beginning of period		330			—			—
Cash and cash equivalents at end of period	$	777		$	330		$	777

See Notes to Financial Statements.

TVaura LLC

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

(In thousands)

(1) Description of Business and Summary of Significant Accounting Policies

Description of Business

TVaura LLC (“TVaura” or the “Company”) is operated as an independent company and governed by a Members’ Committee comprised of Digimarc Corporation (“Digimarc”) and The Nielsen Company (“Nielsen”), where each can elect an equal number of representatives to serve on the Members’ Committee. Each member has significant oversight and voting rights with respect to major business decisions of the Company, such that neither member has majority control over the Company’s operations, including business decisions that may affect the Company’s profitability or success in meeting its objectives.

The Company was granted to use all of Digimarc’s patents and technology not already subject to exclusive license grants to other licensees of Digimarc, and Nielsen provided, pursuant to a license, access to data services, including syndicated research and meta-data, and a license to Nielsen patents and technology.

The Company is engaged in the joint development and commercialization of copyright filtering solutions, royalty/audit systems or products for online video and audio rights to organizations, guilds or other organizations involved in reconciliation of royalties, residuals and other similar payments, other related products and other activities the members may agree. The products contemplated are still in the development stage and will require additional investment and oversight before they can be brought to market.

Basis of Presentation

The Company prepares its financial statements in accordance with U.S. generally accepted accounting principles (GAAP).

Under Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 915, Development Stage Entities, an enterprise involved in raising capital, research and development, establishing sources of supply, training personnel, and developing markets, which has not obtained significant revenue is considered a development stage company. As a development stage company, the Company employs the same GAAP as established companies and presents certain financial information from inception through the date of the financial statements.

Use of Estimates

The preparation of financial statements in accordance with accounting principles generally accepted in the U.S. requires TVaura to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. Certain of the Company’s accounting policies require higher degrees of judgment than others in their application. These include impairments and estimation of useful lives of long-lived assets. TVaura bases its estimates on historical experience and on various other assumptions that are believed to be reasonable in the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

Cash and Cash Equivalents

Cash and cash equivalents consist of cash on hand and money market mutual funds with original maturities of three months or less. All cash and cash equivalents are held in U.S. financial institutions. Cash and cash equivalents totaled $777 at December 31, 2010.

TVaura LLC

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS - (Continued)

(In thousands)

Software Development Costs

Under ACS 985 “Software,” software development costs are to be capitalized beginning when a product’s technological feasibility has been established and ending when a product is made available for general release to customers. To date, the Company’s products have not reached technological feasibility and therefore no costs have been capitalized.

Impairment of Long-Lived Assets

The Company accounts for long-lived assets in accordance with the provisions of ASC 360 “Property, Plant and Equipment.” This statement requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net undiscounted cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Fair value is determined based on discounted cash flows or appraised values, depending on the nature of the asset. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. Through December 31, 2010, there have been no such impairment losses.

Research and Development

Research and development costs are expensed as incurred as defined in ASC 730 “Research and Development.”

Income Taxes

The Company is a limited liability company and, accordingly, is generally not liable for state or federal income taxes since income or loss is reported on the separate tax returns of the members.

(2) Property and Equipment

Property and Equipment

Property and equipment are stated at cost. Repairs and maintenance are charged to expense when incurred.

Depreciation on property and equipment is calculated using the straight-line method over the estimated useful lives of the assets, generally two to seven years.

	December 31, 20110			December 31, 2009 (Unaudited)
Computer equipment		42			39
Less accumulated depreciation		(11	)		(2	)
	$	31		$	37

Property and equipment additions for the year ended December 31, 2010 and the period June 11, 2009 (inception) through December 31, 2009 totaled $3 and $39, respectively. Depreciation expense on property and equipment for the year ended December 31, 2010, the period from June 11, 2009 (inception) through December 31, 2009 and cumulative period from June 11, 2009 (inception) through December 31, 2010 was $9, $2 and $11, respectively.

(3) Commitments and Contingencies

The Company is subject from time to time to other legal proceedings and claims that may arise in the ordinary course of business. Currently, the Company is not involved in any litigation matters.

The Company will receive technical and development services from Digimarc for minimum service fees, subject to adjustment for any development service fees paid TVaura Mobile LLC (another joint venture comprised of Digimarc and Nielsen), totaling $6,670 during the period 2009 through 2011, of which $2,734 remains to be paid as of December 31, 2010.

TVaura LLC

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS - (Continued)

(In thousands)

(4) Related Party Transactions

Related Party Transactions

	December 31, 2010		Period June 11, 2009 (inception) through December 31, 2009		Cumulative period from June 11, 2009 (inception) through December  31, 2010
Digimarc:
Capital contributions	$	1,600	$	700	$	2,300
Payments for technical and development services	$	2,723	$	1,213	$	3,936
Nielsen:
Capital contributions	$	1,600	$	700	$	2,300
Payments for production data fees	$	68	$	—	$	68

			December  31, 2010 (Unaudited)
	December 31, 2010
Digimarc:
Accounts payable	$	255	$	190

(5) Subsequent Events

In accordance with ASC 855 “Subsequent Events,” the Company is required to evaluate subsequent events through the date on which subsequent events have been evaluated for disclosure. Subsequent events were evaluated through March 3, 2011.