Digimarc CORP (Form: 10-Q, Received: 04/28/2016 13:34:44)

Large accelerated filer

Accelerated filer

Non-accelerated filer

¨ (Do not check if a smaller reporting company)

Smaller reporting company

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2016

¨	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)

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 x No ¨

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 definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

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

As of April 22, 2016, there were 9,080,541 shares of the registrant’s common stock, par value $0.001 per share, outstanding.

Table of Contents


PART I FINANCIAL INFORMATION

Item 1.	Financial Statements (Unaudited):	3
	Consolidated Balance Sheets as of March 31, 2016 and December 31, 2015	3
	Consolidated Statements of Operations for the three-months ended March 31, 2016 and 2015	4
	Consolidated Statements of Shareholders’ Equity for the three-months ended March 31, 2016 and 2015	5
	Consolidated Statements of Cash Flows for the three-months ended March 31, 2016 and 2015	6
	Notes to Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	26
Item 4.	Controls and Procedures	26

PART II OTHER INFORMATION

Item 1.	Legal Proceedings	27
Item 1A.	Risk Factors	27
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	27
Item 6.	Exhibits	28
SIGNATURES		29

PART I. FINANCIAL INFORMATION

Item 1.

Financial Statements.

DIGIMARC CORPORATION

CONSOLIDATED BALANCE SHEETS

(In thousands, except per share data)

(UNAUDITED)


	March 31, 2016			December 31, 2015
ASSETS
Current assets:
Cash and cash equivalents	$	8,066		$	3,160
Marketable securities		25,784			33,027
Trade accounts receivable, net		2,296			4,616
Other current assets		1,396			1,487

Total current assets		37,542			42,290
Marketable securities		2,046			2,999
Property and equipment, net		2,987			3,010
Intangibles, net		6,563			6,613
Goodwill		1,114			1,114
Other assets		314			338

Total assets	$	50,566		$	56,364

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable and other accrued liabilities	$	775		$	1,657
Deferred revenue		2,609			3,023

Total current liabilities		3,384			4,680
Deferred rent and other long-term liabilities		219			226

Total liabilities		3,603			4,906
Commitments and contingencies (Note 12)
Shareholders’ equity:
Preferred stock (par value $0.001 per share, 2,500 authorized, 10 shares issued and outstanding at March 31, 2016 and December 31, 2015)		50			50
Common stock (par value $0.001 per share, 50,000 authorized, 9,077 and 8,919 shares issued and outstanding at March 31, 2016 and December 31, 2015, respectively)		9			9
Additional paid-in capital		78,379			77,439
Accumulated deficit		(31,475	)		(26,040	)

Total shareholders’ equity		46,963			51,458

Total liabilities and shareholders’ equity	$	50,566		$	56,364

The accompanying notes are an integral part of these consolidated financial statements.

DIGIMARC CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

(UNAUDITED)


	Three Months Ended March 31, 2016			Three Months Ended March 31, 2015
Revenue:
Service	$	3,250		$	3,501
Subscription		1,463			1,716
License		867			772

Total revenue		5,580			5,989
Cost of revenue:
Service		1,432			1,578
Subscription		662			754
License		96			84

Total cost of revenue		2,190			2,416
Gross profit		3,390			3,573
Operating expenses:
Sales and marketing		2,955			2,090
Research, development and engineering		3,305			3,084
General and administrative		2,170			2,206
Intellectual property		434			367

Total operating expenses		8,864			7,747

Operating loss		(5,474	)		(4,174	)
Other income, net		46			23

Loss before income taxes		(5,428	)		(4,151	)
(Provision) benefit for income taxes		(7	)		1

Net loss	$	(5,435	)	$	(4,150	)

Earnings (loss) per common share:
Loss per common share—basic	$	(0.64	)	$	(0.52	)
Loss per common share—diluted	$	(0.64	)	$	(0.52	)
Weighted average common shares outstanding—basic		8,533			7,960
Weighted average common shares outstanding—diluted		8,533			7,960

The accompanying notes are an integral part of these consolidated financial statements.

DIGIMARC CORPORATION

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(In thousands)

(UNAUDITED)


	Preferred Stock				Common Stock					Additional Paid-in Capital			Accumulated Deficit			Total Shareholders’ Equity
	Shares		Amount		Shares			Amount		Additional Paid-in Capital			Accumulated Deficit			Total Shareholders’ Equity
BALANCE AT DECEMBER 31, 2014		10	$	50		8,427		$	8	$	60,222		$	(8,106	)	$	52,174
Exercise of stock options		—		—		45			1		873			—			874
Issuance of restricted common stock		—		—		90			—		—			—			—
Forfeiture of restricted common stock		—		—		(5	)		—		—			—			—
Purchase and retirement of common stock		—		—		(17	)		—		(496	)		—			(496	)
Stock-based compensation		—		—		—			—		1,254			—			1,254
Net loss		—		—		—			—		—			(4,150	)		(4,150	)

BALANCE AT MARCH 31, 2015		10	$	50		8,540		$	9	$	61,853		$	(12,256	)	$	49,656

BALANCE AT DECEMBER 31, 2015		10	$	50		8,919		$	9	$	77,439		$	(26,040	)	$	51,458
Exercise of stock options		—		—		15			—		145			—			145
Issuance of restricted common stock		—		—		162			—		—			—			—
Forfeiture of restricted common stock		—		—		(1	)		—		—			—			—
Purchase and retirement of common stock		—		—		(18	)		—		(520	)		—			(520	)
Stock-based compensation		—		—		—			—		1,315			—			1,315
Net loss		—		—		—			—		—			(5,435	)		(5,435	)

BALANCE AT MARCH 31, 2016		10	$	50		9,077		$	9	$	78,379		$	(31,475	)	$	46,963

The accompanying notes are an integral part of these consolidated financial statements.

DIGIMARC CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(UNAUDITED)


	Three Months Ended March 31, 2016			Three Months Ended March 31, 2015
Cash flows from operating activities:
Net loss	$	(5,435	)	$	(4,150	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation, amortization and write-off of property and equipment		339			328
Amortization and write-off of intangibles		290			277
Changes in allowance for doubtful accounts		—			10
Stock-based compensation		1,283			1,217
Changes in operating assets and liabilities:
Trade accounts receivable		2,320			915
Other current assets		91			93
Other assets		24			41
Accounts payable and other accrued liabilities		(663	)		(99	)
Deferred revenue		(457	)		(668	)

Net cash used in operating activities		(2,208	)		(2,036	)
Cash flows from investing activities:
Purchase of property and equipment		(490	)		(125	)
Capitalized patent costs		(217	)		(194	)
Maturity of marketable securities		14,277			8,171
Purchase of marketable securities		(6,081	)		(7,252	)

Net cash provided by investing activities		7,489			600
Cash flows from financing activities:
Exercise of stock options		145			874
Purchase of common stock		(520	)		(496	)

Net cash provided by (used in) financing activities		(375	)		378

Net increase (decrease) in cash and cash equivalents		4,906			(1,058	)
Cash and cash equivalents at beginning of period		3,160			6,122

Cash and cash equivalents at end of period	$	8,066		$	5,064

Supplemental disclosure of cash flow information:
Cash paid for income taxes, net	$	6		$	2
Supplemental schedule of non-cash investing activities:
Property and equipment and patent costs in accounts payable	$	30		$	140
Stock-based compensation capitalized to software and patent costs	$	32		$	37

The accompanying notes are an integral part of these consolidated financial statements.

DIGIMARC CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, except per share data)

(UNAUDITED)

1. Description of Business and Significant Accounting Policies

Description of Business

Digimarc Corporation (“Digimarc” or the “Company”), an Oregon 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. The Company has developed the Digimarc Discover ^® and Digimarc Barcode Intuitive Computing Platform that are designed to optimize the identification of all consumer brand impressions, wherever and whenever they may appear, facilitating modern mobile-centric shopping. The platform includes means to embed “Digimarc Barcodes,” invisible and inaudible barcode-like information that is recognizable by smartphones, tablets, industrial scanners, and other computer interfaces into virtually all forms of media content, including consumer product packaging. Digimarc Barcodes have many applications, including facilitating remarkably faster scanning of products at retail checkout as well as improved engagement with smartphone-equipped consumers. The Digimarc Barcode is robust yet imperceptible by people in ordinary use, allowing for reliable, efficient, economical, globally scalable automatic identification of media without visible computer codes like traditional barcodes.

Interim Consolidated Financial Statements

The Company has adhered to the accounting policies set forth in its Annual Report on Form 10-K for the year ended December 31, 2015 in preparing the accompanying interim consolidated financial statements.

The accompanying interim consolidated financial statements have been prepared from the Company’s records without audit and, in management’s opinion, include all adjustments (consisting of only normal recurring adjustments) necessary to fairly reflect the financial condition and the results of operations for the periods presented. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been condensed or omitted in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”).

These interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, which was filed with the SEC on February 25, 2016. The results of operations for the interim periods presented in these consolidated financial statements are not necessarily indicative of the results for the full year.

Reclassifications

Certain prior period amounts in the accompanying consolidated 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.

Accounting Pronouncements Adopted

In April 2015, the FASB issued ASU 2015-05, “ Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement. ” ASU No. 2015-05 provides guidance about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The amendments in this update are effective for fiscal years beginning after December 31, 2015, and interim periods beginning in the first interim period within the year of adoption. The Company has adopted this standard electing the prospective transition approach and noted no material impact on its financial condition, results of operations and disclosures.

Accounting Pronouncements Issued But Not Yet Adopted

In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “ Revenue from Contracts with Customers (Topic 606) .” ASU No. 2014-09 provides specific guidance to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. In August 2015, the FASB issued ASU No. 2015-14 to defer the effective date of the new revenue standard

for public entities by one-year to annual reporting periods beginning after December 31, 2017, and interim periods beginning in the first interim period within the year of adoption. The amendments in this update permit the use of either the retrospective or cumulative effect transition method. The Company has not yet selected a transition method and is currently assessing the potential future impact of this standard on its financial condition, results of operations and disclosures.

In January 2016, the FASB issued ASU No. 2016-01, “ Financial Instruments-Overall, Recognition and Measurement of Financial Assets and Liabilities (Subtopic 825-10). ” ASU No. 2016-01 updates certain aspects of recognition, measurement, presentation and disclosure of financial instruments. This guidance requires equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income, requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset, and eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost. The amendments in this update are effective for fiscal years beginning after December 31, 2017, and interim periods beginning in the first interim period within the year of adoption. Early adoption is permitted. The Company is currently assessing the potential future impact of this standard on its financial condition, results of operations and disclosures.

In February 2016, the FASB issued ASU No. 2016-02, “ Leases (Topic 842) ,” which supersedes Topic 840, Leases. ASU No. 2016-02 increases the transparency and comparability of organizations by recognizing leases assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This guidance requires that operating leases recognize a right-of-use asset and a lease liability measured at the present value of the lease payments in the statement of financial position, recognize a single lease cost allocated over the lease term on a generally straight-line basis, and classify all cash payments within operating activities in the statement of cash flows. The amendments in this update are effective for fiscal years beginning after December 31, 2018, and interim periods beginning in the first interim period within the year of adoption. Early adoption is permitted. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach which includes a number of optional practical expedients that entities may elect to apply. The Company is currently assessing the potential future impact of this standard on its financial condition, results of operations, cash flows and disclosures.

In March 2016, the FASB issued ASU No. 2016-09, “ Compensation – Stock Compensation: Improvements to Employee Share-Based Payment Accounting (Topic 718) .” ASU No. 2016-09 simplifies the accounting for share-based payment transactions, including accounting for income taxes, forfeitures, statutory tax withholding requirements, and classification in the statement of cash flows. The amendments in this update are effective for fiscal years beginning after December 31, 2016, and interim periods beginning in the first interim period within the year of adoption. Early adoption is permitted. Any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. The Company is currently assessing the potential future impact of this standard on its financial condition, results of operations, cash flows and disclosures.

2. Fair Value of Financial Instruments

The estimated fair values of the Company’s financial instruments, which include cash equivalents, accounts receivable, accounts payable and other accrued liabilities approximate their carrying values due to the short-term nature of these instruments. The Company records marketable securities at amortized cost, which approximates fair value.

The Company’s fair value hierarchy for its cash equivalents and marketable securities as of March 31, 2016 and December 31, 2015, respectively, was as follows:


March 31, 2016	Level 1		Level 2		Level 3		Total
Money market securities	$	2,255	$	—	$	—	$	2,255
Federal agency notes		—		10,242		—		10,242
U.S. treasuries		—		7,555		—		7,555
Commercial paper		—		7,497		—		7,497
Corporate notes		—		4,891		—		4,891
Pre-refunded municipal bonds (1)		—		1,836		—		1,836
Certificates of deposits		—		381		—		381

Total	$	2,255	$	32,402	$	—	$	34,657


December 31, 2015	Level 1		Level 2		Level 3		Total
Money market securities	$	2,001	$	—	$	—	$	2,001
Federal agency notes		—		11,722		—		11,722
U.S. treasuries		—		7,059		—		7,059
Corporate notes		—		6,884		—		6,884
Pre-refunded municipal bonds (1)		—		4,747		—		4,747
Commercial paper		—		3,794		—		3,794
Certificates of deposits		—		2,220		—		2,220

Total	$	2,001	$	36,426	$	—	$	38,427

(1)	Pre-refunded municipal bonds are collateralized by U.S. treasuries.

The fair value maturities of the Company’s cash equivalents and marketable securities as of March 31, 2016 are as follows:


	Maturities by Period
	Total		Less than 1 year		1-5 years		5-10 years		More than 10 years
Cash equivalents and marketable securities	$	34,657	$	32,611	$	2,046	$	—	$	—

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 and certificates of deposit totaling $6,827 and $2,401 at March 31, 2016 and December 31, 2015, respectively. Cash equivalents are carried at cost or amortized cost, which approximates fair value.

3. Revenue Recognition

The Company derives its revenue primarily from professional services, subscriptions and licensing of its intellectual property:

•

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

•

Subscription revenue includes Digimarc Discover, Digimarc Barcode and Guardian products and services, is generally recurring, paid in advance and recognized over the term of the subscription.

•

License revenue originates primarily from licensing the Company’s intellectual property where the Company receives license fees and/or royalties as its income stream.

Revenue is recognized in accordance with ASC 605 “ Revenue Recognition ” and ASC 985 “ Software ” 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 reasonably assured or probable.

Some customer arrangements encompass multiple deliverables, such as patent licenses, professional services, software licenses, and maintenance and support fees. For arrangements that include multiple deliverables, the Company identifies separate units of accounting at inception based on the consensus reached under ASC 605-25 “ Multiple-Element Arrangements ,” which provides that revenue arrangements with multiple deliverables should be divided into separate units of accounting if certain criteria are met. The Company applies ASC 985 to software deliverables when relevant. The consideration for the arrangements under ASC 605-25 is allocated to the separate units of accounting using the relative selling price method.

The relative selling price method allocates the consideration based on the Company’s specific assumptions rather than assumptions of a marketplace participant, and any discount in the arrangement proportionally to each deliverable on the basis of each deliverable’s selling price.

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

•

Service revenue is generally determined based on time and materials. Revenue for development and consulting services is recognized as the services are performed. Billing for services rendered generally occurs within one month after the services are provided.

•

Subscription revenue, which includes revenue from the sale of Digimarc Discover, Digimarc Barcode and Guardian products and services, is generally paid in advance and recognized over the term of the subscription, which is generally one to three years.

•

License revenue is recognized when amounts owed to the Company have been earned, are fixed or determinable (within the Company’s normal 30 to 60 day payment terms), and collection is reasonably assured. If the payment terms extend beyond the 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.

•

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

•

The Company’s standard payment terms for license arrangements are 30 to 60 days. 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 the Company’s patent licensing business. As such, revenue on license arrangements with extended payment terms are recognized as fees become fixed or determinable.

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

4. Segment Information

Geographic Information

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

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


	Three Months Ended March 31, 2016		Three Months Ended March 31, 2015
Domestic	$	1,133	$	1,687
International (1)		4,447		4,302

Total	$	5,580	$	5,989

(1)	Revenue from the Central Banks, consisting of a consortium of central banks around the world, is classified as international revenue. Reporting revenue by country for this customer is not practicable.

Major Customers

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


	Three Months Ended March 31, 2016			Three Months Ended March 31, 2015
Central Banks		63	%		59	%

Long-lived assets by geographical area

The Company’s long-lived assets are all domestic, domiciled in the U.S.

5. 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 related to internal labor is capitalized to software and patents based on direct labor hours charged to capitalized software and patent costs.

Determining Fair Value

Stock Options

The Company estimates the fair value of stock options granted using the Black-Scholes option pricing model. The fair value of stock options is determined on the date of the grant (measurement date), and is recognized over the vesting period of the option using the straight-line method.

There were no stock options granted during the three-month periods ended March 31, 2016 and 2015.

The Company records stock-based compensation expense for stock option awards only for those awards that are expected to vest.

Restricted Stock

The fair value of restricted stock awarded 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 award using the straight-line method.

The Company records stock-based compensation expense for restricted stock awards only for those awards that are expected to vest.

Stock-based Compensation


	Three Months Ended March 31, 2016		Three Months Ended March 31, 2015
Stock-based compensation:
Cost of revenue	$	173	$	185
Sales and marketing		212		159
Research, development and engineering		325		287
General and administrative		501		518
Intellectual property		72		68

Stock-based compensation expense		1,283		1,217
Capitalized to software and patent costs		32		37

Total stock-based compensation	$	1,315	$	1,254

The following table sets forth total unrecognized compensation cost related to non-vested stock-based awards granted under all equity compensation plans, including stock options and restricted stock:


	As of March 31, 2016		As of December 31, 2015
Total unrecognized compensation costs	$	12,850	$	9,549

Total unrecognized compensation costs will be adjusted for any future changes in estimated forfeitures.

The Company expects to recognize the unrecognized compensation costs as of March 31, 2016 for stock options and restricted stock over weighted average periods through March 2020 as follows:


	Stock Options		Restricted Stock
Weighted average period		0.0 years		1.51 years

Stock Option Activity

As of March 31, 2016, under all of the Company’s stock-based compensation plans, equity awards to purchase an additional 1,298 shares were authorized for future grants under the plans. The Company issues new shares upon option exercises.

The following table reconciles the outstanding balance of stock options:


Three-months ended March 31, 2016:	Options			Weighted Average Exercise Price		Weighted Average Grant Date Fair Value		Aggregate Intrinsic Value
Outstanding at December 31, 2015		490		$	17.73	$	8.69
Granted		—			—		—
Exercised		(15	)		9.64		6.30
Forfeited or expired		—			—		—

Outstanding at March 31, 2016		475		$	17.98	$	8.76	$	5,851

Exercisable at March 31, 2016		475		$	17.98			$	5,851

The aggregate intrinsic value is based on the closing price of $30.30 per share of Digimarc common stock on March 31, 2016, which would have been received by the optionees had all of the options with exercise prices less than $30.30 per share been exercised on that date.

Restricted Stock Activity

The following table reconciles the unvested balance of restricted stock:


Three-months ended March 31, 2016:	Number of Shares			Weighted Average Grant Date Fair Value
Unvested balance, December 31, 2015		408		$	24.30
Granted		162		$	28.55
Vested		(44	)	$	24.85
Forfeited		(1	)	$	27.94

Unvested balance, March 31, 2016		525		$	25.56

The following table indicates the fair value of all restricted stock awards that vested during the three-months ended March 31, 2016 and 2015:


	Three Months Ended March 31, 2016		Three Months Ended March 31, 2015
Fair value of restricted stock awards vested	$	1,278	$	1,213

6. Earnings Per Common Share

The Company calculates basic and diluted earnings per common share in accordance with ASC 260 “ Earnings Per Share ,” using the two-class method because the Company’s unvested restricted stock is a participating security since these awards contain non-forfeitable rights to receive dividends. Under the two-class method, earnings are allocated to each class of common stock and participating security as if all of the net earnings for the period had been distributed.

Basic earnings per common share excludes dilution and is calculated by dividing earnings to common shares by the weighted-average number of common shares outstanding for the period. Diluted earnings per common share is calculated by dividing earnings to common shares by the weighted-average number of common shares, as adjusted for the potentially dilutive effect of stock options. The following table reconciles earnings (loss) per common share for the three-months ended March 31, 2016 and 2015:


	Three Months Ended March 31, 2016			Three Months Ended March 31, 2015
Basic Earnings (Loss) per Common Share:
*Numerator:*
Net loss	$	(5,435	)	$	(4,150	)
Distributed earnings to common shares		—			—
Distributed earnings to participating securities		—			—

Total distributed earnings		—
Undistributed loss allocable to common shares		(5,435	)		(4,150	)
Undistributed earnings allocable to participating securities		—			—
Total undistributed loss		(5,435	)		(4,150	)

Loss to common shares—basic	$	(5,435	)	$	(4,150	)
*Denominator*
Weighted average common shares outstanding—basic		8,533			7,960
Basic loss per common share	$	(0.64	)	$	(0.52	)


	Three Months Ended March 31, 2016			Three Months Ended March 31, 2015
Diluted Earnings (Loss) per Common Share:
*Numerator:*
Loss to common shares—basic	$	(5,435	)	$	(4,150	)
Undistributed earnings allocated to participating securities		—			—
Undistributed earnings reallocated to participating securities		—			—

Loss to common shares—diluted	$	(5,435	)	$	(4,150	)
*Denominator* :
Weighted average common shares outstanding—basic		8,533			7,960
Dilutive effect of stock options		—			—

Weighted average common shares outstanding—dilutive		8,533			7,960
Diluted loss per common share	$	(0.64	)	$	(0.52	)

There were 0 and 175 common stock equivalents related to stock options that were anti-dilutive and excluded from diluted earnings per common share calculations for the three-months ended March 31, 2016 and 2015, respectively, because their exercise prices were higher than the average market price of the underlying common stock for the period.

There were 207 and 212 common stock equivalents related to stock options that were anti-dilutive and excluded from diluted earnings per common share for the three-months ended March 31, 2016 and 2015, respectively, as the Company incurred a net loss for the period.

7. Trade Accounts Receivable

Trade Accounts Receivable

Trade accounts receivable are recorded at the invoiced amount.


	March 31, 2016			December 31, 2015
Trade accounts receivable	$	2,311		$	4,631
Allowance for doubtful accounts		(15	)		(15	)

Trade accounts receivable, net	$	2,296		$	4,616

Unpaid deferred revenue included in trade accounts receivable	$	579		$	2,012

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 trade accounts receivable. The Company determines the allowance based on historical write-off experience and current information. The Company reviews its allowance for doubtful accounts each reporting period. Account balances are charged against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote.

Unpaid deferred revenue

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

Major customers

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


	March 31, 2016			December 31, 2015
Central Banks		47	%		62	%

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


	March 31, 2016			December 31, 2015
Office furniture and fixtures	$	1,098		$	1,068
Software		1,767			1,748
Equipment		3,631			3,416
Leasehold improvements		1,324			1,276

Gross property and equipment		7,820			7,508
Less accumulated depreciation and amortization		(4,833	)		(4,498	)

Property and equipment, net	$	2,987		$	3,010

9. Intangibles

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

Amortization of capitalized patent 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 the award date, which varies depending on the pendency period of the application, generally approximating seventeen years.

Amortization of intangible assets acquired is calculated using the straight-line method over the estimated useful lives of the assets.


	March 31, 2016			December 31, 2015
Capitalized patent costs	$	6,894		$	6,779
Intangible assets acquired:
Purchased patents and intellectual property		250			250
Existing technology		1,560			1,560
Customer relationships		290			290
Backlog		760			760
Tradenames		290			290
Non-solicitation agreements		120			120

Gross intangible assets		10,164			10,049
Accumulated amortization		(3,601	)		(3,436	)

Intangibles, net	$	6,563		$	6,613

10. Joint Ventures and Related Party Transactions

In March 2012, Digimarc and Nielsen decided to reduce the investments in their two joint ventures, TVaura LLC (in which Digimarc holds a 51% ownership interest) and TVaura Mobile LLC (in which Digimarc holds a 49% ownership interest), to minimal levels while assessing alternative approaches to achieving each of their goals in the emerging market opportunity of synchronized second screen television.

In October 2015, Digimarc and Nielsen reactivated the TVaura Mobile LLC joint venture to allow it to provide solutions to programmers and advertisers for engaging with consumers on second screens and otherwise provide enhanced flexibility to brand strategies targeting modern consumers. The enhanced cooperation represents another building block in developing the market for Digimarc Discover and Digimarc Barcode. Neither Digimarc nor Nielsen contributed any capital to the joint venture upon reactivation.

As of March 31, 2016, both Digimarc and Nielsen continued to assess the market opportunities of TVaura LLC joint venture.

Summarized financial information for the joint ventures has not been provided because the disclosures are immaterial to the Company’s filing. TVaura LLC and TVaura Mobile LLC had no revenue or expenses for the three-months ended March 31, 2016 and 2015.

The Company’s investment in each joint venture was $0 as of March 31, 2016 and December 31, 2015.

11. Income Taxes

The (provision) benefit for income taxes for the three-months ended March 31, 2016 and 2015 reflects current taxes, deferred taxes, and withholding taxes in certain foreign jurisdictions. The effective tax rate for the three-months ended March 31, 2016 and 2015 was 0% and 0%, respectively. The valuation allowance against net deferred tax assets as of March 31, 2016 was $17,682, an increase of $2,262 from $15,420 as of December 31, 2015.

12. 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. These indemnification provisions are accounted for in accordance with ASC 450 “ Contingencies.” To date, there have been no claims made under such indemnification provisions.

The Company is subject from time to time to other legal proceedings and claims arising in the ordinary course of business.

Item 2.

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, that 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 in this Quarterly Report on Form 10-Q under the caption “Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995.”

The following discussion should be read in conjunction with our consolidated financial statements and the related notes and other financial information appearing elsewhere in this Quarterly Report on Form 10-Q. Readers are also urged to carefully review and consider the disclosures made in Part II, Item 1A (Risk Factors) of this Quarterly Report on Form 10-Q and in the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2015 filed on February 25, 2016 (our “2015 Annual Report”), and other reports and filings made with the Securities and Exchange Commission (“SEC”).

Unless the context otherwise requires, references in this Quarterly Report on Form 10-Q to “Digimarc,” “we,” “our” and “us” refer to Digimarc Corporation.

All dollar amounts are in thousands except per share amounts or unless otherwise noted. Percentages within the following tables may not foot due to rounding.

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

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. We have developed the Digimarc Discover ^® and Digimarc Barcode Intuitive Computing Platform that are designed to optimize the identification of all consumer brand impressions, wherever and whenever they may appear, facilitating modern mobile-centric shopping. The platform includes means to embed “Digimarc Barcodes,” invisible and inaudible barcode-like information that is recognizable by smartphones, tablets, industrial scanners, and other computer interfaces into virtually all forms of media content, including consumer product packaging. Digimarc Barcodes have many applications, including facilitating remarkably faster scanning of products at retail checkout as well as improved engagement with smartphone-equipped consumers. The Digimarc Barcode is robust yet imperceptible by people in ordinary use, allowing for reliable, efficient, economical, globally scalable automatic identification of media without visible computer codes like traditional barcodes.

Our media identification and discovery innovations enable our business partners to create numerous applications across a wide range of media content, including solutions that:

•

Improve the speed of retail checkout;

•

Provide simple and intuitive mobile customer engagement experiences in stores;

•

Quickly and reliably identify and effectively manage music, movies, television programming, digital images, e-books, documents and other printed materials, especially in light of non-linear distribution over the Internet;

•

Deter counterfeiting of money, media and goods, and piracy of e-books, 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.

The Intuitive Computing Platform has a proprietary foundation in a signal processing 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 many physical objects, including photographs, movies, music, television, personal identification documents, financial instruments, industrial parts and product packages. We refer to the embedded information as the Digimarc Barcode. This digital information can be detected and read by a wide range of computers, smartphones, tablets and other digital devices.

Our inventions allow our business partners and customers to provide persistent digital identities for virtually 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 to supply a wide range of patented consumer engagement, media management and security solutions across multiple consumer and government industry sectors. Over the years our enabling software and business processes, and associated intellectual property portfolio have grown to encompass many related technologies.

We provide solutions directly and through our business partners. Our inventions provide a powerful element of document security, giving rise to a long-term relationship with a consortium of central banks (“Central Banks”), and many leading companies in the information technology industry. We and our business partners have successfully propagated the use of our technology in music, movies, television broadcasts, digital images, e-books and printed materials. Digimarc Barcodes 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.

Digimarc Barcodes 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 and tablets. Unlike traditional barcodes and tags, our solution does not require publishers to give up valuable visual space in magazines and newspapers; nor does it impact the overall layout or aesthetics of the publication. Digimarc Barcodes are imperceptible to people and do all that visible barcodes do, but performs better. Our Digimarc Discover platform delivers a range of rich media experiences to its readers on their smartphones or tablets across multiple media including print, audio, video and packaging. Unique to the Digimarc Discover platform is its seamless multi-model use of various content identification technologies as needed, including Digimarc Barcode when present.

We introduced Digimarc Barcodes for use in consumer product packaging in 2014. These Digimarc Barcodes can contain the same information found in traditional universal product codes (“UPC”). The UPC information is invisibly repeated multiple times over the entire package surface. We partnered with Datalogic, a global leader in Automatic Data Capture and Industrial Automation markets and producer of barcode readers, in introducing the Digimarc Barcode to the consumer product packaging market. The first retail scanner enabled was Datalogic’s Magellan ^TM 9800i multi-plane imaging scanner. Since then additional scanner vendors and other channel partners have announced support for the platform. Digimarc Barcodes can also connect mobile-enabled consumers directly from packaging to engaging mobile experiences such as additional product information, special offers, recommendations, reviews, social networks and more.

Our intellectual property portfolio of patents contain many innovations in digital watermarking, pattern recognition (sometimes referred to as “fingerprinting”), digital rights management and related fields. To protect our inventions, 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 approximately 1,150 U.S. and foreign patents and pending patent applications as of March 31, 2016. We continue to develop and broaden our portfolio in the fields of media identification and management technology and related applications and systems. We devote significant resources to developing and protecting our inventions and continuously seek to identify and evaluate potential licensees for our patents. The patents in our portfolio have a life of approximately 20 years from the effective filing date, and up to 17 years after the patent has been granted.

The market for patent licensing has become more challenging in recent years. As a result, we have shifted our focus from direct monetization via enforcement and licensing to:

•

facilitating progress toward the realization of our vision to enrich everyday living via pervasive, intuitive computing;

•

encouraging large scale adoption of our technologies by industry leaders;

•

improving our financial performance by enhancing our competitive differentiation;

•

increasing the scale and rate of growth of our products and services business; and

•

laying a foundation for continuing innovation.

For a discussion of activities and costs related to our research and development, read the section titled “Results of Operations –Summary – Research, development and engineering.”

Critical Accounting Policies and Estimates

Detailed information on our critical accounting policies and estimates are set forth in our 2015 Annual Report in Part II, Item 7 thereof (“Management’s Discussion and Analysis of Financial Condition and Results of Operations”), under the caption “Critical Accounting Policies and Estimates,” which is incorporated by reference into this Quarterly Report on Form 10-Q.

Results of Operations

The following table presents statements of operations data for the periods indicated as a percentage of total revenue. Unless otherwise indicated, all references in this Management’s Discussion and Analysis of Financial Condition and Results of Operations to the three-month period relate to the three-month period ended March 31, 2016 and all changes discussed with respect to such period reflect changes compared to the three-month period ended March 31, 2015.


	Three Months Ended March 31, 2016			Three Months Ended March 31, 2015
	Percentages are percent of total revenue
Revenue:
Service		58	%		58	%
Subscription		26			29
License		16			13

Total revenue		100			100
Cost of revenue:
Service		26			26
Subscription		12			13
License		2			1

Total cost of revenue		39			40
Gross profit		61			60
Operating expenses:
Sales and marketing		53			35
Research, development and engineering		59			51
General and administrative		39			37
Intellectual property		8			6

Total operating expenses		159			129
Operating loss		(98	)		(70	)

Other income, net		1			—

Loss before income taxes		(97	)		(69	)
(Provision) benefit for income taxes		—			—

Net loss		(97	)%		(69	)%

Summary

Total revenue for the three-months ended March 31, 2016 decreased $0.4 million, or 7%, to $5.6 million compared to the same period in 2015 as a result of lower service and subscription revenue, partially offset by higher license revenue.

Total operating expenses for the three-months ended March 31, 2016 increased $1.1 million, or 14%, to $8.9 million compared to the same period in 2015, primarily reflecting higher investment in sales and marketing as we continue to focus on market development and delivery of Digimarc Discover and Digimarc Barcode.

Revenue


	Three Months Ended March 31, 2016			Three Months Ended March 31, 2015			Dollar Increase (Decrease)			Percent Increase (Decrease)
Revenue:
Service	$	3,250		$	3,501		$	(251	)		(7	)%
Subscription		1,463			1,716			(253	)		(15	)%
License		867			772			95			12	%

Total	$	5,580		$	5,989		$	(409	)		(7	)%

Revenue (as % of total revenue):
Service		58	%		58	%
Subscription		26	%		29	%
License		16	%		13	%

Total		100	%		100	%

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. Most of our service revenue is derived from contracts with the Central Banks and government agency contractors. 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, 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 change. 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 government agency contractors are generally shorter term in nature, less linear in billings and less predictable than our longer term contracts because the contracts with government agency contractors are subject to government budgets and funding.

The decrease in service revenue for the three-month period was primarily due to the timing of program work with a government agency contractor and the expiration of the minimum support services to Intellectual Ventures (“IV”).

Subscription. Subscription revenue includes revenue from the sale of Digimarc Discover, Digimarc Barcode and Guardian products and services, and is generally recurring in nature, paid in advance and recognized over the term of the subscription.

The decrease in subscription revenue for the three-month period was primarily due to lower software license revenue, which is recognized over the associated 12-month support period, partially offset by growth in Digimarc Barcode.

License. License revenue originates primarily from licensing our intellectual property where we receive license fees and/or royalties as our income stream.

The increase in license revenue for the three-month period was primarily due to higher reported royalties from existing licensees.

Revenue by Geography


	Three Months Ended March 31, 2016			Three Months Ended March 31, 2015			Dollar Increase (Decrease)			Percent Increase (Decrease)
Revenue by geography:
Domestic	$	1,133		$	1,687		$	(554	)		(33	)%
International		4,447			4,302			145			3	%

Total	$	5,580		$	5,989		$	(409	)		(7	)%

Revenue (as % of total revenue):
Domestic		20	%		28	%
International		80	%		72	%

Total		100	%		100	%

The decrease in domestic revenue for the three-month period was primarily the result of lower service and subscription revenue among domestic customers.

The increase in international revenue for the three-month period was primarily the result of higher license revenue among international customers.

Cost of Revenue

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

•

compensation, benefits, incentive compensation in the form of stock-based 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 customers;

•

depreciation and other charges for machinery, equipment and software directly used by customers;

•

travel costs directly attributable to service and development contracts; and

•

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

Subscription . Cost of subscription revenue primarily includes:

•

compensation, benefits, incentive compensation in the form of stock-based compensation and related costs of operations personnel;

•

cost of outside contractors that provide operational support;

•

amortization of existing technology acquired in the acquisition of Attributor Corporation;

•

Internet service provider connectivity charges and image search data fees to support the services offered to our subscription customers; and

•

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

License . Cost of license revenue primarily includes:

•

amortization of capitalized patent costs and patent maintenance fees;

•

license costs from third parties; and

•

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

Gross Profit


	Three Months Ended March 31, 2016			Three Months Ended March 31, 2015			Dollar Increase (Decrease)			Percent Increase (Decrease)
Gross Profit:
Service	$	1,818		$	1,923		$	(105	)		(5	)%
Subscription		801			962			(161	)		(17	)%
License		771			688			83			12	%

Total	$	3,390		$	3,573		$	(183	)		(5	)%

Gross Profit (as % of related revenue components):
Service		56	%		55	%
Subscription		55	%		56	%
License		89	%		89	%
Total		61	%		60	%

The decrease in total gross profit for the three-month period was due primarily to lower revenue.

Operating Expenses

We allocate certain costs of research, development and engineering, sales and marketing, and intellectual property to cost of revenue when they relate directly to our customer contracts. We record all remaining, or “residual,” costs as sales and marketing, research, development and engineering, general and administrative, and intellectual property expenses.

Sales and marketing


	Three Months Ended March 31, 2016			Three Months Ended March 31, 2015			Dollar Increase		Percent Increase
Sales and marketing	$	2,955		$	2,090		$	865		41	%
Sales and marketing (as % of total revenue)		53	%		35	%

Sales and marketing expenses consist primarily of:

•

compensation, benefits, incentive compensation in the form of stock-based compensation 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; and

•

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

The increase in sales and marketing expenses for the three-month period was due primarily to:

•

increased headcount and compensation-related expenses of $0.5 million;

•

increased marketing and professional fees of $0.2 million related to market development activities; and

•

increased charges for infrastructure and centralized costs of $0.1 million, primarily related to increased headcount.

Research, development and engineering


	Three Months Ended March 31, 2016			Three Months Ended March 31, 2015			Dollar Increase		Percent Increase
Research, development and engineering	$	3,305		$	3,084		$	221		7	%
Research, development and engineering (as % of total revenue)		59	%		51	%

Research, development and engineering expenses consist primarily of:

•

compensation, benefits, incentive compensation in the form of stock-based compensation expense, recruiting and related costs of software and hardware developers and quality assurance personnel;

•

payments to outside contractors;

•

the purchase of materials and services for product development; and

•

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

The increase in research, development and engineering expenses for the three-month period was due primarily to increased headcount and compensation-related expenses of $0.2 million.

General and administrative


	Three Months Ended March 31, 2016			Three Months Ended March 31, 2015			Dollar Decrease			Percent Decrease
General and administrative	$	2,170		$	2,206		$	(36	)		(2	)%
General and administrative (as % of total revenue)		39	%		37	%

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 cost of revenue, sales and marketing, research, development and engineering and intellectual property.

General and administrative expenses consist primarily of:

•

compensation, benefits and incentive compensation in the form of stock-based compensation expense and related costs of general and administrative personnel;

•

third party and professional fees associated with legal, accounting and human resources;

•

costs associated with being a public company; and

•

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

General and administrative expenses were relatively flat for the three-month period.

Intellectual property


	Three Months Ended March 31, 2016			Three Months Ended March 31, 2015			Dollar Increase		Percent Increase
Intellectual property	$	434		$	367		$	67		18	%
Intellectual property (as % of total revenue)		8	%		6	%

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

•

consulting costs related to marketing our intellectual property portfolio;

•

charges to write-off previously capitalized patent costs for patent assets we abandon; and

•

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

Intellectual property expenses can vary from period to period based on the level of capitalized patent activity.

The increase in intellectual property expense for the three-month period resulted primarily from increased compensation-related expenses and increased write-off of abandoned patent costs.

Stock-based compensation


	Three Months Ended March 31, 2016		Three Months Ended March 31, 2015		Dollar Increase (Decrease)			Percent Increase (Decrease)
Cost of revenue	$	173	$	185	$	(12	)		(6	)%
Sales and marketing		212		159		53			33	%
Research, development and engineering		325		287		38			13	%
General and administrative		501		518		(17	)		(3	)%
Intellectual property		72		68		4			6	%

Total	$	1,283	$	1,217	$	66			5	%

Stock-based compensation expense was relatively flat for the three-month period. We anticipate incurring an additional $12,850 in stock-based compensation expense through March 2020 for awards outstanding as of March 31, 2016.

Other income, net


	Three Months Ended March 31, 2016			Three Months Ended March 31, 2015		Dollar Increase		Percent Increase
Other income, net	$	46		$	23	$	23		100	%
Other income, net (as % of total revenue)		1	%		*

*	Less than 1%

The increase in other income, net for the three-month period was primarily due to changes in foreign currency and higher interest income as a result of higher interest rates on cash and investments.

Income Taxes

The (provision) benefit for income taxes for the three-months ended March 31, 2016 and 2015 reflects current taxes, deferred taxes, and withholding taxes in certain foreign jurisdictions. The effective tax rate for the three-months ended March 31, 2016 and 2015 was 0% and 0%, respectively, because we have a full valuation allowance recorded against our deferred tax assets. The valuation allowance against deferred tax assets as of March 31, 2016 was $17,682, an increase of $2,262 from $15,420 as of December 31, 2015.

We continually assess the applicability of valuation allowance against our deferred tax assets. Based upon the positive and negative evidence available as of March 31, 2016, and largely due to the cumulative loss incurred by us over the last three years, which is considered a significant piece of negative evidence when assessing the realizability of deferred tax assets, a full valuation allowance is recorded against our deferred tax assets.

Liquidity and Capital Resources


	March 31, 2016		December 31, 2015
Working capital	$	34,158	$	37,610
Current ratio (1)		11.1:1		9.0:1
Cash, cash equivalents and short-term marketable securities	$	33,850	$	36,187
Long-term marketable securities	$	2,046	$	2,999
Total cash, cash equivalents and all marketable securities	$	35,896	$	39,186

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

The $3.3 million decrease in cash, cash equivalents and marketable securities resulted primarily from:

•

cash used in operations;

•

purchases of property and equipment and capitalized patent costs; and

•

purchases of common stock related to the vesting of restricted stock; partially offset by

•

proceeds from stock option exercises.

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. Marketable securities primarily include federal agency notes, U.S. treasuries, commercial paper, corporate notes, pre-refunded municipal bonds and certificates of deposits. 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.

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, U.S. federal agencies and U.S. backed securities, 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 to 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:


	Three Months Ended March 31, 2016			Three Months Ended March 31, 2015			Dollar Increase (Decrease)			Percent Increase (Decrease)
Net loss	$	(5,435	)	$	(4,150	)	$	(1,285	)		(31	)%
Non-cash items		1,912			1,832			80			4	%
Changes in operating assets and liabilities		1,315			282			1,033			366	%

Net cash used in operating activities	$	(2,208	)	$	(2,036	)	$	(172	)		(8	)%

Cash flows used in operating activities for the three-month period increased by $0.2 million, primarily as the result of a higher net loss, partially offset by changes in operating assets and liabilities. The increase from changes in operating assets and liabilities for the three-month period was primarily due to higher collections of accounts receivable.

Cash flows provided by investing activities for the three-month period increased by $6.9 million from $0.6 million to $7.5 million, primarily as a result of higher net maturities of marketable securities.

Cash flows from financing activities for the three-month period decreased by $0.8 million from $0.4 million provided to $0.4 million used, primarily as a result of lower stock option exercises.

Future Cash Expectations

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. We have a $100 million shelf registration statement in place, of which $30 million was allocated for sales of shares of our common stock under an Equity Distribution Agreement with Wells Fargo Securities, LLC. There are no shares remaining to be sold under the Equity Distribution Agreement. We may use similar or other financing means to raise working capital in the future, if necessary, to support continued investment in our growth initiatives. We may also raise capital in the future to fund acquisitions and/or investments in complementary businesses, technologies or product lines. If it becomes necessary to obtain additional financing, 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 disclosed in our 2015 Annual Report, 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 are material to investors.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

This Quarterly Report on Form 10-Q 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,” “should,” “could,” “expect,” “anticipate,” “intend,” “believe,” “project,” “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. Forward-looking statements include but are not limited to statements relating to:

•

concentration of revenue with few customers comprising a large majority of the revenue;

•

revenue trends and expectations;

•

our future level of investment in our business, including investment in research, development and engineering of products and technology, development and protection of our intellectual property, sales growth initiatives and development of new market opportunities;

•

our ability to improve margins;

•

anticipated expenses, costs, margins, provision for income taxes 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 sources of our future revenue;

•

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

•

our capital expenditure and working capital requirements and our ability to fund our capital expenditure and working capital needs through cash flow from operations;

•

capital market conditions, 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, cash equivalents and marketable securities in upcoming quarters;

•

anticipated levels of backlog in future periods;

•

the success of Digimarc Discover and Digimarc Barcode;

•

protection, development and monetization 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 Part I, Item 1A of our 2015 Annual Report.

We believe that the risk factors specified above and the risk factors identified in Part I, Item 1A of our 2015 Annual Report, 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 Quarterly Report on Form 10-Q. 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 Quarterly Report on Form 10-Q.

Item 3.

Quantitative and Qualitative Disclosures About Market Risk.

The market risk disclosures as set forth in Part II, Item 7A of our 2015 Annual Report have not changed materially.

Item 4.

Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

We conducted an evaluation (pursuant to Rule 13a-15(b) of the Securities Exchange Act of 1934 (the “Exchange Act”)), under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e)) as of the end of the period covered by this Quarterly Report on Form 10-Q. These disclosure controls and procedures are designed to ensure that information required to be disclosed in our reports that are filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Our disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that this information is accumulated and communicated to management, including the principal executive and principal financial officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.

Based on the evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that these disclosure controls and procedures were effective as of the end of the period covered by this Quarterly Report on Form 10-Q.

Changes in Controls

There was no change in our internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) of the Exchange Act) that occurred during the three-months ended March 31, 2016 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION.

Item 1.

Legal Proceedings.

We are subject from time to time to legal proceedings and claims arising in the ordinary course of business.

Item 1A.

Risk Factors

Our business, financial condition, results of operations and cash flows may be affected by a number of factors. Detailed information about risk factors that may affect Digimarc’s actual results are set forth in Part I, Item 1A of our 2015 Annual Report. The risks and uncertainties described in our 2015 Annual Report are those risks of which we are aware and that we consider to be material to our business. If any of the risks and uncertainties develops into actual events, our business, financial condition, results of operations, or cash flows could be materially adversely affected. In that case, the trading price of our common stock could decline. As of March 31, 2016, there have been no material changes to the risk factors set forth in our 2015 Annual Report.

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds.

We withhold (repurchase) shares of common stock in connection with the vesting of restricted shares.

The following table sets forth information regarding purchases of our equity securities during the three-month period ended March 31, 2016:


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
January 1, 2016 to January 31, 2016		—	$	—		—	$	—
Month 2
February 1, 2016 to February 29, 2016		18,198	$	28.55		—	$	—
Month 3
March 1, 2016 to March 31, 2016		—	$	—		—	$	—

Total		18,198	$	28.55		—	$	—

(1)	Fully vested shares of common stock withheld (purchased) by us in satisfaction of required withholding tax liability upon vesting of restricted stock.

Item 6.

Exhibits.


Exhibit Number		Exhibit Description

10.1		Patent License Agreement, effective as of October 5, 2010, between Digimarc Corporation and IV Digital Multimedia Inventions, LLC(1)

10.2		Work Agreement, dated October 5, 2010, by and among Digimarc Corporation, Invention Law Group, P.C. and IV Digital Multimedia Inventions, LLC(1)

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

101.INS		XBRL Instance Document

101.SCH		XBRL Taxonomy Extension Schema Document

101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF		XBRL Taxonomy Extension Definition Linkbase Document

101.LAB		XBRL Taxonomy Extension Label Linkbase Document

101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

(1)	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.

SIGNATURES

Pursuant to the requirements 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.


Date: April 28, 2016	D IGIMARC C ORPORATION

	By:	/s/ C HARLES B ECK
		C HARLES B ECK
		Chief Financial Officer
		(Duly Authorized Officer and Principal Financial and Accounting Officer)

Exhibit 10.1

CONFIDENTIAL PORTIONS OMITTED

P ATENT L ICENSE A GREEMENT


*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

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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, Chairman and CEO		Vincent Pluvinage, Authorized Person

[Signature Page to Patent License Agreement]

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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 seek income and gain through the acquisition, management, holding, protection and sale, transfer, licensing or other disposition of intellectual property rights acquired by IV Fund or by any holding company for the benefit of IV Fund; 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.	G RANT OF E XCLUSIVE L ICENSE

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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:

(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.	P AYMENT

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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 apply to discrepancies that constitute manifest errors (including errors in data entry or

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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.	C LOSING

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 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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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 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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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.	F ILING , P ROSECUTION AND M AINTENANCE OF P ATENT R IGHTS

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

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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 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.

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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.	E NFORCEMENT OF P ATENTS

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.

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.

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7.	R EPRESENTATIONS AND W ARRANTIES OF L ICENSOR

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.

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

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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 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 .

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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.

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.

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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 GCA Savvian Advisors, LLC, 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.	R EPRESENTATIONS AND W ARRANTIES OF L ICENSEE

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 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.

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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 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.

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9.	D ISCLAIMER OF R EPRESENTATIONS AND W ARRANTIES ; L IMITATION OF L IABILITY ; E XCLUSIONS F ROM D AMAGES

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 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,

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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.

D EFINITIONS

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.

“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.

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“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 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.

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

“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;

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.

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

“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.

M ISCELLANEOUS

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 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.

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(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 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

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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 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).

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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.

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.

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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 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.

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

(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.

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.

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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 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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*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.

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S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

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S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
6560349	US	12/28/1999	Audio monitoring using steganographic information Rhoads, Geoffrey B.

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.

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S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
6611607	US	03/15/2000	Integrating digital watermarks in multimedia content Davis, Bruce L.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
6947571	US	05/15/2000	Cell phones with optical capabilities, and related applications Rhoads, Geoffrey B.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
7003731	US	10/17/2000	User control and activation of watermark enabled objects Rhoads, Geoffrey B.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
6580808	US	02/27/2001	Method and apparatus for discerning image distortion by reference to encoded marker signals Rhoads, Geoffrey B.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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12/464679	US	05/12/2009	Arrangement of objects in images or graphics to convey a machine-readable signal Stach, John

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12/481438	US	06/09/2009	Data transmission by extracted or calculated identifying data Davis, Bruce L.

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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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
12/506854	US	07/21/2009	Methods and systems employing digital content Rhoads, Geoffrey B.

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**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
CH1372334	CH	05/07/1996	Method of embedding a machine readable steganographic code Rhoads, Geoffrey B.

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**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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FR1003324	FR	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.

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FR0824821	FR	05/07/1996	Steganographical embedding of auxiliary data and calibration data in image data Rhoads, Geoffrey B.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*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.

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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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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JP3649731	JP	11/16/1994	Identification/authentication coding method and apparatus Rhoads, Geoffrey B.

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**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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NL1003324	NL	05/07/1996	Forgery-resistant documents with images conveying secret data and related methods Rhoads, Geoffrey B.

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NL1137251	NL	05/07/1996	Use of calibration data steganographically embedded in the transform domain to discern image distortion Rhoads, Geoffrey B.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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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.

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**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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6614915	US	06/13/2002	Image capture and marking Powell, Robert D.

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7136503	US	03/07/2005	Encoding hidden data Powell, Robert D.

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**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
6580819	US	04/07/1999	Methods of producing security documents having digitally encoded data and documents employing same Rhoads, Geoffrey B.

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6567534	US	07/27/2000	Methods and systems for watermark processing of line art images Rhoads, Geoffrey B.

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6985600	US	03/15/2001	Printing media and methods employing digital watermarking Rhoads, Geoffrey B.

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6804379	US	08/24/2001	Digital watermarks and postage Rhoads, Geoffrey B.

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**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
6754377	US	06/06/2002	Methods and systems for marking printed documents Rhoads, Geoffrey B.

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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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
7239734	US	12/19/2005	Authentication of identification documents and banknotes Alattar, Adnan M.

7602977	US	10/05/2006	Digital watermarks Rhoads, Geoffrey B.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

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S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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

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S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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

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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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

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S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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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.

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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.

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S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

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S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
7088844	US	10/10/2003	Perceptual modeling of media signals based on local contrast and directional edges Hannigan, Brett T.

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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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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

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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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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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

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7656930	US	10/02/2007	Assessing quality of service using digital watermark information Tian, Jun

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**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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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

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**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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.

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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.

10/172735	US	06/13/2002	Watermarking and electronic program guides Davis, Bruce L.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
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7778441	US	07/10/2007	Methods employing topical subject criteria in video processing Davis, Bruce L.

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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.

10/275197	US	04/30/2001	Digital watermarking systems Sharma, Ravi K

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


*Patent or Application No.*	*Country*	*Filing Date*	*Title of Patent and First Named Inventor*
7577841	US	11/19/2002	Watermark placement in watermarking of time varying media signals Celik, Mehmet U.

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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JP2010-158011	JP	6/13/2005	DIGITAL ASSET MANAGEMENT, TARGETED SEARCHING AND DESKTOP SEARCHING USING DIGITAL WATERMARKS Rodriguez, Tony F.

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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.

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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

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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.

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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 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:

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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.

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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.

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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.

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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.

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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.

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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.

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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.

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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.

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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.

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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.

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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.

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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.

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
6987862	US	07/11/2003	Video steganography Rhoads, Geoffrey B.

6975746	US	08/25/2003	Integrating digital watermarks in multimedia content Davis, Bruce L.

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.

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7062069	US	04/06/2004	Digital watermark embedding and decoding using encryption keys Rhoads, Geoffrey B.

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.

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7685426	US	02/02/2005	Managing and indexing content on a network with image bookmarks and digital watermarks Ramos, Daniel O.

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.

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
11/231553	US	09/20/2005	Background watermark processing Rhoads, Geoffrey B.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
7587602	US	01/11/2006	Methods and devices responsive to ambient audio Rhoads, Geoffrey B.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
CA2218957	CA	05/07/1996	Steganography systemsRhoads, 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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

7720249	US	10/18/2002	Watermark embedder and reader Rhoads, Geoffrey B.

7113615	US	02/13/2003	Watermark embedder and reader Rhoads, Geoffrey B.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

AU761566	AU	04/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.

CA2326565	CA	04/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

JP2007-303525	JP	11/22/2007	Method and system using digital watermark Rhoads, Geoffrey B.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

7346776	US	12/06/2000	Authenticating media signals by adjusting frequency characteristics to reference values Levy, Kenneth L.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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S CHEDULE B

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


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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.

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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

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.

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
12/692451	US	01/22/2010	Watermark synchronization signals conveying payload dataS harma, 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.

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

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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

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.

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

12/858240	US	08/17/2010	Printing media and methods employing digital watermarking Rhoads, Geoffrey B.

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

JP2010-158011	JP	6/13/2005	DIGITAL ASSET MANAGEMENT, TARGETED SEARCHING AND DESKTOP SEARCHING USING DIGITAL WATERMARKS Rodriguez, Tony F.

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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SCHEDULE C

TRANSFER OF RIGHTS IN ABANDONED ASSETS

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

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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.

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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.

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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.

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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 systemRhoads, 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.

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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.

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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.

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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.

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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.

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
LU0959620	LU	11/16/1994	Video with hidden in-band digital data Rhoads, Geoffrey B.

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.

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
PCT/US2000/013798	WO	05/18/2000	Methods and systems employing digital watermarking in music and other media Rhoads, Geoffrey, B.

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.

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
PCT/US2001/042770	WO	10/16/2001	User control and activation of watermark enabled objects Rhoads, Geoffrey B.

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.

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Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
09/408878	US	09/29/1999	Protecting images with image markings Powell, Robert D.

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
EP99107280.2	EP	04/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
PCT/US1999/008252	WO	04/14/1999	Digital watermarking and banknotes Rhoads, Geoffrey B.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION


Patent or Application No.	Country	Filing Date	Title of Patent and First Named Inventor
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.

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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.

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S CHEDULE D

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

Capitalized terms used in this Schedule D are defined in the Patent License Agreement to which this Schedule D is attached.

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S CHEDULE D

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE 2.1

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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%

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

S CHEDULE 2.3

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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 respec TIVE 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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE*

COMMISSION.

E XHIBIT A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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]

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

E XHIBIT A

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

EXHIBIT C

JOINT PRESS RELEASE

LOGO

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

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

E XHIBIT C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

•

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

•

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

E XHIBIT C

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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 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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

E XHIBIT C

Exhibit 10.2

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.

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“Counsel” means duly licensed in-house or outside attorneys or patent agents as well as their paralegals and agents.

“ 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.

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

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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 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) Post-Closing Intake . Digimarc hereby agrees to complete all action items enumerated on Schedule 2.2(d) of this Agreement. Digimarc hereby agrees that it shall account for all time and expenses incurred for such work beginning with the date of this Agreement, 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.

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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.

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.

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4.4 Digimarc agrees that it shall not subcontract the performance of any Work under this Agreement without the IV Entities’ prior written consent.

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).

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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 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.

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7.	TERM AND TERMINATION

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 invoke arbitration under Section 12.2(a).

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.

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(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, 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;

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(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;

(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.

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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” 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.

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(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 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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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. 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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

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CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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]

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

EXHIBIT A

STATEMENT OF WORK

<<TBD>>

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

CONFIDENTIAL TREATMENT REQUESTED BY DIGIMARC CORPORATION

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.

**	*CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.*

Exhibit 31.1

DIGIMARC CORPORATION

CERTIFICATION

I, Bruce Davis, certify that:

1.	I have reviewed this quarterly report on Form 10-Q 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;

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 control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

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;

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;

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

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):

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

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: April 28, 2016

By:

/ S / B RUCE D AVIS

Bruce Davis

Chief Executive Officer

Exhibit 31.2

DIGIMARC CORPORATION

CERTIFICATION

I, Charles Beck, certify that:

1.	I have reviewed this quarterly report on Form 10-Q 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;

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):

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: April 28, 2016

By:

/ S / C HARLES B ECK

C HARLES B ECK

Chief Financial Officer

Exhibit 32.1

DIGIMARC CORPORATION

CERTIFICATION

In connection with the periodic report of Digimarc Corporation (the “Company”) on Form 10-Q for the period ended March 31, 2016 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:

The Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, and

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: April 28, 2016

By:

/ S / B RUCE D AVIS

Bruce Davis

Chief Executive Officer

Exhibit 32.2

DIGIMARC CORPORATION

CERTIFICATION

In connection with the periodic report of Digimarc Corporation (the “Company”) on Form 10-Q for the period ended March 31, 2016 as filed with the Securities and Exchange Commission (the “Report”), I, Charles Beck, 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:

The Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, and

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: April 28, 2016

By:

/ S / C HARLES B ECK

C HARLES B ECK

Chief Financial Officer