Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 1 of 22 1 2 3 4 5 Robert A. Weikert (Bar No. 121146) rweikert@nixonpeabody.com Dawn N. Valentine (Bar No. 206486) dvalentine@nixonpeabody.com NIXON PEABODY LLP One Embarcadero Center San Francisco, California 94111-3600 Tel: (415) 984-8385 Fax: (866) 294-8842 6 7 8 9 10 David L. May (Pro Hac Vice Pending) dmay@nixonpeabody.com Jennette E. Wiser (Pro Hac Vice Pending) jwiser@nixonpeabody.com NIXON PEABODY LLP 799 9th Street NW Washington, DC 20001-4501 Tel: (202) 585-8220 Fax: (202) 585-8080 11 Attorneys for Stardock Systems, Inc. 12 UNITED STATES DISTRICT COURT 13 NORTHERN DISTRICT OF CALIFORNIA 14 15 STARDOCK SYSTEMS, INC., Case No.: 16 Plaintiff, 17 vs. 18 19 20 PAUL REICHE III and ROBERT FREDERICK FORD, Defendants. 21 22 23 COMPLAINT FOR TRADEMARK INFRINGEMENT, UNFAIR COMPETITION AND FALSE DESIGNATION OF ORIGIN AND TRADEMARK DILUTION UNDER THE LANHAM ACT; COPYRIGHT INFRINGEMENT UNDER THE COPYRIGHT ACT; STATUTORY TRADEMARK INFRINGEMENT AND DILUTION AND UNFAIR COMPETITION UNDER CALIFORNIA LAW; AND TRADEMARK INFRINGEMENT AND UNFAIR COMPETITION UNDER CALIFORNIA COMMON LAW 24 DEMAND FOR JURY TRIAL 25 26 27 28 COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 2 of 22 1 2 3 1. Plaintiff Stardock Systems, Inc. (“Plaintiff” or “Stardock”), by its undersigned attorneys, brings this Complaint against Defendant Paul Reiche III (“Reiche”) and Defendant Robert Frederick Ford (“Ford”) (collectively, “Defendants” or “Reiche and Ford”), for 4 trademark infringement, unfair competition and false designation of origin and trademark dilution 5 6 under the Lanham Act, 15 U.S.C. §§ 1051 et seq.; copyright infringement under the Copyright Act 7 of 1976, 17 U.S.C. §§ 101 et seq.; and trademark infringement and unfair competition under 8 California common law. 9 JURISDICTION AND VENUE 10 11 2. This Court has subject matter jurisdiction over Stardock’s claims pursuant to 15 12 U.S.C. § 1121 and 28 U.S.C. §§ 1331 and 1338(a) because these claims arise under the Lanham 13 Act, 15 U.S.C. §§ 1114, 1116, 1125(a) and 1125(c) and the Copyright Act, 17 U.S.C. § 501(a). In 14 addition, supplemental jurisdiction over the related state law claims is conferred upon this Court 15 by 28 U.S.C. § 1367(a). 16 3. This Court has personal jurisdiction over Defendants because, upon information and 17 18 belief, Defendants have regularly transacted, and continue to transact, business in this State; 19 contract to supply goods and/or services in this State; are causing tortious injury by an act in this 20 State; and are causing tortious injury in this State by an act outside this State where they regularly 21 do or solicit business, engage in other persistent courses of conduct and/or derive substantial 22 23 revenue from goods used or consumed, or services rendered, in this State. 4. Defendants, upon information and belief, are residents of this State and otherwise, 24 25 26 have sufficient minimum contacts with this State, through at least the promotion, advertising, marketing, offering for sale and/or sale of the Ghosts of Precursors Game (as defined infra) and/or 27 28 -2COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 3 of 22 1 the Classic Star Control Games (as defined infra) within this State, such that this Court has personal 2 jurisdiction over Defendants. 3 5. Venue is proper in this judicial district pursuant to 28 U.S.C. § 1391 because a 4 substantial part of the acts complained of herein occurred in this judicial district and Defendants 5 6 are subject to personal jurisdiction in this judicial district. INTRADISTRICT ASSIGNMENT 7 8 9 10 11 6. A substantial part of the events and omissions giving rise to the claims in this case occurred at least in the County of Marin, including but not limited to the marketing and promotion of Defendants’ Ghosts of the Precursors Game, the offering for sale and/or sale of the Classic Star Control Games and the use of Stardock’s STAR CONTROL Mark (as defined infra). Accordingly, 12 13 assignment to the San Francisco Division is proper pursuant to Civil L.R. 3-2(e). THE PARTIES 14 15 16 17 18 7. Plaintiff Stardock Systems Inc. is a Michigan corporation with a principal place of business at 15090 Beck Road Plymouth, Michigan 48170. 8. Defendant Paul Reiche III is an individual with, upon information and belief, a last known place of residence at 2533 Laguna Vista Drive, Novato, California 94945-1562. 19 9. Defendant Robert Frederick Ford is an individual with, upon information and belief, 20 21 a last known place of residence at 730 Eucalyptus Avenue, Novato, California 94947-2835. 22 FACTUAL BACKGROUND 23 The Development and Ownership of the Classic Star Control Games 24 25 26 10. On October 7, 1988, Accolade, Inc. (“Accolade”) and Reiche entered into a license agreement pertaining to the development and publishing of computer software programs (the “1988 Agreement”). 27 28 -3COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 4 of 22 1 2 3 11. In 1990, under the terms of the 1988 Agreement, Accolade developed and published Star Control, a science fiction video game focused on space combat and featuring space ship characters (hereinafter “Star Control I”). Reiche and/or Ford contend that he/they 4 contributed certain undefined material and/or programming to Star Control I, in collaboration 5 6 7 with numerous other authors and contributors, to assist Accolade in the development of the game. 12. Later, in 1992, Accolade developed and published Star Control II: The Ur-Quan 8 Masters, a sequel to Star Control I under the 1988 Agreement, and incorporating new characters 9 of space ships and alien races (hereinafter “Star Control II”). Similarly, Reiche and Ford 10 11 contend that he/they contributed certain undefined material and/or programming to Star Control II, in collaboration with numerous other authors and contributors, to assist Accolade in the 12 13 14 development of the game. 13. Subsequently, in 1996, Accolade published Star Control III, as a sequel to Star 15 Control II under the 1988 Agreement (hereinafter “Star Control III”). Reiche and Ford were 16 offered the right of first refusal to help develop Star Control III but declined to participate and 17 were not otherwise involved in the creation of the game. 18 14. Star Control I, Star Control II, and Star Control III are collectively hereinafter 19 referred to as the “Classic Star Control Games.” 20 21 15. Pursuant to the 1988 Agreement, Accolade held the exclusive license to, inter alia, 22 market, distribute and sell the Classic Star Control Games in exchange for the payment of certain 23 royalties to Reiche. 24 16. 25 26 Separate from the license grant as defined in the 1988 Agreement, the 1988 Agreement also provided to Accolade the sole and exclusive right to create computer software programs based on or derived from any characters, themes, settings or plot lines from the Classic 27 28 -4COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 5 of 22 1 Star Control Games and any translation, port or adaptation of the Classic Star Control Games in 2 exchange for the payment of certain royalties to Reiche. 3 17. Also, pursuant to the 1988 Agreement, Accolade was the owner of the title, 4 packaging concept, and packaging design in and to the Classic Star Control Games and any 5 6 trademarks and other intellectual property rights adopted and used by Accolade in the marketing 7 thereof, including but not limited to the STAR CONTROL Mark (collectively the “Accolade 8 Star Control IP”). 9 18. 10 11 In addition, pursuant to the 1988 Agreement, Accolade was the owner of any and all rights in and to the Star Control Copyrights (as defined infra), as Accolade developed the game without the assistance of Reiche and Ford. 12 13 14 19. In or around 1999, Atari, Inc. (“Atari”) acquired Accolade, thereby assuming all rights and obligations under the 1988 Agreement, including all rights to the Accolade Star 15 Control IP, including but not limited to the STAR CONTROL Mark and the Star Control 16 Copyrights, and publishing rights to the Classic Star Control Games. 17 18 20. In 2013, the 1988 Agreement, along with certain other assets, including the STAR CONTROL Mark, certain copyrights in and to the Classic Star Control Games, including but not 19 limited to the Star Control Copyrights, as well as publishing rights to the Classic Star Control 20 21 Games (collectively, the “Atari Star Control Assets”) were assigned to Stardock via an asset 22 purchase agreement and associated intellectual property assignment between Stardock and Atari 23 dated July 18, 2013 (hereinafter “Asset Purchase Agreement”). A copy of the intellectual 24 property assignment is attached hereto as Exhibit A and is incorporated herein by reference. 25 26 21. The Classic Star Control Games have become widely popular over the last couple of decades in the video game community and the Star Control brand has acquired a valuable 27 fame, reputation and goodwill among the purchasing public as result 28 -5COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 6 of 22 1 2 3 Stardock, the STAR CONTROL Mark and the Star Control Copyrights 22. Stardock is a preeminent software and video game development, distribution and publishing company founded in 1991 by Bradley Wardell and recognized for its successful 4 computer games, including Galactic Civilizations, Sins of a Solar Empire, and Ashes of the 5 6 7 Singularity, to name a few. 23. Pursuant to the Asset Purchase Agreement, Stardock owns all rights in and to 8 the Atari Star Control Assets, which include but are not limited to the STAR CONTROL Mark 9 and any other trademarks originally adopted and used by Accolade in the marketing of the Classic 10 11 Star Control Games, as well as the Star Control Copyrights. 24. In particular, Stardock is the owner of U.S. Trademark Registration No. 2,046,036 12 13 14 for the mark STAR CONTROL in connection with computer game software, and manuals supplied as a unit therewith in Class 28 (“Star Control Trademark Registration”). Copies of 15 the United States Patent and Trademark Office (“USPTO”) status report and registration 16 certificate for the Star Control Trademark Registration are attached hereto and incorporated 17 herein by reference as Exhibit B. 18 25. The Star Control Trademark Registration is valid, subsisting, in full force and 19 effect; and, incontestable under U.S. Trademark Act Section 15 (37 USC Sec 1058(a)(1)) as 20 21 22 23 evidenced by the Notice of Acceptance and Acknowledgment attached hereto and incorporated herein by reference as Exhibit C. 26. Stardock’s Star Control Trademark Registration, Star Control Application and 24 common law rights in and to the mark STAR CONTROL are collectively hereinafter referred to as 25 the “STAR CONTROL Mark.” The trademark registration for the STAR CONTROL Mark is in 26 full force and effect. Stardock has continuously used the STAR CONTROL Mark in commerce in 27 the United States since its acquisition of the Atari Star Control Assets by offering for sale and 28 -6COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 7 of 22 1 selling the Classic Star Control Games and marketing and promoting Stardock’s New Star Control 2 Game (as defined infra) under the STAR CONTROL Mark. 3 27. The STAR CONTROL Mark has obtained valuable fame, reputation and goodwill 4 as a result of the success of the Classic Star Control Games. As the owner of the STAR CONTROL 5 6 7 Mark, the rights inuring from such reputation and goodwill are owned by Stardock. 28. Stardock is also the owner of U.S. Copyright Registration No. PA 799-000 for the 8 work titled “Star Control 3,” which covers the artwork embodied in Star Control III, namely, any 9 and all audiovisual materials, computer programming, text, graphics in the game and accompanying 10 11 materials and musical score (the “Star Control Copyrights”). Copies of the registration certificate for the Star Control Copyrights and the recordation of the assignment with the Copyright Office is 12 13 attached hereto and incorporated herein by reference as Exhibit D. The Development of Stardock’s New Star Control Game 14 15 29. In or about 2013, shortly after its acquisition of the Atari Star Control Assets, 16 Stardock decided to create a new game under the STAR CONTROL Mark titled Star Control: 17 Origins (“Stardock’s New Star Control Game”), as a successor to the Classic Star Control 18 Games, and in or about July 2013, Stardock offered Reiche and Ford the right of first refusal to 19 collaborate in the development of Stardock’s New Star Control Game. 20 21 22 23 24 25 26 30. On July 23, 2013, in an email to Stardock, Reiche and Ford acknowledged Stardock owns the STAR CONTROL Mark. 31. On or about September 16, 2013, Reiche and Ford refused Stardock’s offer to collaborate in the development of its new game. 32. In response, on or about October 15, 2013, Stardock offered to transfer to Reiche and Ford Stardock’s newly acquired rights to the Atari Star Control Assets and Classic Star 27 Control Games from Atari including, among other rights, all publishing rights for the Class Star 28 -7COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 8 of 22 1 Control Games, all code and assets for Star Control III, and the rights to the STAR CONTROL 2 Mark, for the price Stardock paid to acquire the rights, to which Reiche and Ford declined. 3 33. On or about October 25, 2013, Stardock further advised Reiche and Ford that it 4 was preparing to substantially invest in the development of Stardock’s New Star Control Game, 5 6 and offered Reiche and Ford another opportunity to purchase the Atari Star Control Assets. See 7 communications between the Parties attached hereto and incorporated herein by reference as 8 Exhibit E 9 10 11 34. On or about October 29, 2013, Reiche and Ford, again, refused Stardock’s offer to purchase the Atari Star Control Assets at the same cost Stardock paid to acquire the rights from Atari and to otherwise be involved in the development of Stardock’s New Star Control Game. 12 13 14 See Exhibit E. 35. Throughout 2014 and the beginning of 2015, Stardock wrote to Reiche and Ford 15 with updates on the creation of Stardock’s New Star Control Game and then on or about 16 September 24, 2015, Stardock reached back out to Reiche and Ford to provide further updates on 17 the progress of Stardock’s New Star Control Game, advising that the game was in full production. 18 36. On or about October 18, 2016, Stardock publicly announced its expected release of 19 Stardock’s New Star Control Game on its website. See a copy of Stardock’s press release 20 21 22 attached hereto and incorporated herein by reference as Exhibit F. 37. On or about July 28, 2017, Stardock, again, contacted Reiche and Ford providing a 23 status report on the release of Stardock’s New Star Control Game, updates with respect to certain 24 features of the game and in light of the 25th anniversary of Star Control II, requested to interview 25 Reiche and Ford about their involvement with Star Control II. 26 38. On or about August 1, 2017, Reiche and Ford replied to Stardock’s request for an 27 interview by declining the opportunity. 28 -8COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 9 of 22 1 2 3 39. Throughout its communications with Reiche and Ford regarding the release of Stardock’s New Star Control Game beginning in 2013, Stardock continuously made its intentions clear that it preferred to collaborate with Reiche and Ford on the project and that Stardock’s New 4 Star Control Game would be a successor to the Classic Star Control Games under the STAR 5 6 7 CONTROL Mark. 40. On or about November 16, 2017, Stardock released the Beta 1 of Stardock’s New 8 Star Control Game on its website. See a copy of Stardock’s press release of the Beta 1 attached 9 hereto and incorporated herein by reference as Exhibit G. 10 11 Reiche and Ford and their Infringing Actions 41. Reiche and Ford are American game designers and developers who often work 12 13 14 together to create computer programs and games. 42. On or about October 9, 2017, and before the launch of Stardock’s New Star 15 Control Game, Reiche and Ford publicly announced its expected release of a new game titled 16 Ghosts of the Precursors (hereinafter the “Ghosts of Precursors Game”). 17 18 43. Reiche and Ford, without the authorization of Stardock, used the STAR CONTROL Mark in the advertising and promotion of the Ghosts of Precursors Game. See a copy 19 of Reiche and Ford’s press release for the Ghosts of Precursors Game attached hereto and 20 21 22 incorporated herein by reference as Exhibit H. 44. This announcement was made despite Reiche and Ford knowing of Stardock’s 23 ownership rights to the STAR CONTROL MARK and valuable fame, goodwill and reputation 24 associated with the STAR CONTROL Mark, and in despite of Stardock’s imminent plans to release 25 Stardock’s New Star Control Game. 26 45. Reiche and Ford, recognizing the valuable fame, reputation and goodwill associated 27 with the STAR CONTROL Mark, desired to associate their new Ghosts of Precursors Game with 28 -9COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 10 of 22 1 such valuable fame, reputation and goodwill associated with the STAR CONTROL Mark. since 2 their announcement, Reiche and Ford have, without the authorization of Stardock, used the STAR 3 CONTROL Mark to market, advertise and promote the Ghosts of Precursors Game as a “direct 4 sequel” to Star Control II, thereby using Stardock’s STAR CONTROL Mark in the advertising and 5 6 promotion of the Ghosts of Precursors Game. A small sample of such false marketing claims by 7 Reiche and Ford are attached hereto and incorporated herein by reference as Exhibit I. See also 8 Exhibit H. 9 46. 10 11 Reiche and Ford have, without the authorization of Stardock, also used the STAR CONTROL Mark within the hashtag “#starcontrol” in connection with its marketing, advertising and promotion of the Ghosts of Precursors Game. An example of Reiche and Ford using the 12 13 14 #starcontrol hashtag is attached hereto and incorporated by reference as Exhibit J and depicted below. 15 16 17 18 19 20 21 22 47. Reiche and Ford have, without the authorization of Stardock, also used cover art 23 24 25 from the Classic Star Control Games, which is owned by Stardock pursuant to the Asset Purchase Agreement, that prominently displays the STAR CONTROL Mark, in the advertising and 26 promotion of the Ghosts of Precursors Game. An example of Reiche and Ford using the cover art 27 is attached hereto and incorporated by reference as Exhibit K and depicted in Exhibit H and below. 28 - 10 COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 11 of 22 1 2 3 4 5 6 7 8 9 48. Reiche and Ford have over the course of time and up to now have repeatedly held 10 themselves out as the “creators” of Star Control I and Star Control II, especially in their marketing, 11 advertising and promotion of the Ghosts of Precursors Game. Examples of Reiche and Ford 12 referring to themselves as the “creators of Star Control” are attached hereto and incorporated herein 13 by reference as Exhibit L and depicted below. 14 15 16 17 18 19 20 21 22 23 49. However, Reiche or Ford’s advertising that they are the “Creators of Star Control” is false. As Reiche and Ford know, it was Accolade, not them that created Star Control I and Star Control II. Upon information and belief, any authorship that Reiche and Ford may have contributed 24 25 26 27 to the Classic Star Control Games was limited, and it was instead a team of many other authors, including numerous artists, animators, musicians, designers and writers, among others, that collaborated together to develop creatives used in Star Control I and II. 28 - 11 COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 12 of 22 1 2 3 50. Upon information and belief, and contrary to the common public understanding and what they have portrayed to the public, Reiche and Ford may not have created any of the artwork, animation or characters incorporated in the games, or otherwise substantially contributed to the 4 authorship of Star Control I and Star Control II. 5 6 51. Reiche and Ford’s advertising themselves as being the “creators” of the Classic Star 7 Control Games is false and misleading, and has been made in an attempt to dishonestly benefit 8 from the goodwill and reputation associated with the STAR CONTROL Mark to which they have 9 never had rights. 10 11 52. Additionally, on or about October 22, 2017, Stardock became aware that Reiche and Ford were, without Stardock’s permission, marketing, advertising, promoting, selling, offering for 12 13 14 sale, distributing, supplying and/or causing or contributing to the sale and/or distribution of the Classic Star Control Games on GOG, pursuant to an agreement with GOG, in connection with the 15 STAR CONTROL Mark and in violation of the Star Control Copyrights. See a recent posting on 16 Reiche and Ford’s website attached hereto and incorporated herein by reference as Exhibit M. 17 18 53. Accordingly, on or about November 9, 2017, Stardock requested that Reiche and Ford immediately cease all sales of the Classic Star Control Games on GOG, thereby, putting 19 Reiche and Ford on notice of their infringement of the STAR CONTROL Mark and the Star Control 20 21 22 Copyrights. 54. Even as recent as December 4, 2017, after being put on notice of their 23 infringement of the Star Control Mark through the unauthorized sale of the Classic Star Control 24 Games on GOG, and in further blatant disregard of Stardock’s registered rights in the STAR 25 CONTROL Mark, Reiche and Ford indicated to the public that they intend to continue to violate 26 Stardock’s rights in and to the STAR CONTROL Mark by offering one or more of the Classic 27 Star Control Games for free in the near future. See Exhibit M. 28 - 12 COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 13 of 22 1 2 3 55. Reiche and Ford’s actions in these and other respects have created actual and substantial confusion, mistake and/or deception among consumers in the marketplace with respect to the source or origin of the Ghosts of Precursors Game and Stardock’s New Star Control Game 4 and have caused consumers and will continue to cause consumers to erroneously believe that the 5 6 Ghosts of Precursors Game is associated with the goodwill and reputation of the Classic Star 7 Control Games and the STAR CONTROL Mark and brand, as exemplified from the consumer post 8 within Exhibit N hereto and incorporated herein by reference. 9 10 11 56. Reiche and Ford have intentionally and deliberately tried to delegitimize Stardock’s New Star Control Game using, at the very least, Stardock’s STAR CONTROL Mark without Stardock’s permission, and have jeopardized the success of Stardock’s New Star Control Game, 12 13 14 15 thereby creating substantial and irreparable harm to Stardock given the significant financial resources that Stardock has invested in Stardock’s New Star Control Game. 57. Reiche and Ford’s actions as well as their false and misleading misrepresentations 16 to consumers and the media have generated negative press and negative consumer reaction that has 17 created substantial and irreparable harm to Stardock, its reputation, and the financial success of its 18 Stardock’s New Star Control Game. 19 58. By the same means, Reiche and Ford have also created conditions in the marketplace 20 21 by which Reiche and Ford stand to profit from having passed off on the goodwill and reputation 22 associated with the STAR CONTROL Mark and the Classic Star Control Games, and from having 23 publicly made such false and misleading statements. 24 25 26 59. Reiche and Ford have long been aware of Stardock and its ownership in and to the STAR CONTROL Mark as evidenced by the years of communications between the Parties leading up to the release of both games. 27 28 - 13 COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 14 of 22 1 2 3 60. Other than perhaps via the 1988 Agreement (which Reiche and Ford contend has been terminated); Reiche and Ford do not have any relationship, affiliation and/or connection with Stardock, nor have they received Stardock’s permission to use the STAR CONTROL Mark, or any 4 other marks or source identifying indicia relating to the Classic Star Control Games owned by 5 6 7 Stardock, in connection with any game or program whatsoever. 61. Upon information and belief, Reiche and Ford have taken the aforesaid actions with 8 the intent to pass off on, and associate themselves with, the goodwill and reputation that is 9 associated with Stardock’s STAR CONTROL Mark and to confuse actual and potential customers 10 11 into believing that Reiche and Ford and the Ghosts of Precursors Game is affiliated with, endorsed by, or is otherwise associated with Stardock, the Classic Star Control Games and/or the STAR 12 13 14 15 16 17 18 CONTROL Mark. See examples of consumer confusion attached hereto and incorporated by reference as Exhibit O. 62. Upon information and belief, Reiche and Ford are knowingly, intentionally, and willfully infringing upon the STAR CONTROL Mark. 63. Upon information and belief, Reiche and Ford have acted and continue to act with full knowledge of Stardock’s prior rights in and to the STAR CONTROL Mark. 19 64. Stardock has made numerous attempts to work with Reiche and Ford to resolve the 20 21 issues discussed herein and come to a mutually beneficial agreement, yet Reiche and Ford have 22 shown little willingness to cooperate with Stardock, which is exemplified by the fact that Reiche 23 and Ford have made it clear that they intend to move forward with the production and release of a 24 “direct sequel” to the Classic Star Control Games, namely, Star Control II, without the permission 25 of Stardock. 26 COUNT I Trademark Infringement (15 U.S.C. § 1114(1)) 27 28 - 14 COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 15 of 22 1 2 3 65. Stardock specifically incorporates and references the allegations asserted in each of the preceding paragraphs, as if fully set forth herein. 66. Stardock is the owner of the STAR CONTROL Mark and the Star Control 4 Trademark Registration pursuant to the Asset Purchase Agreement and has continuously used the 5 6 STAR CONTROL Mark as a source identifier in connection with its products and services, 7 particularly in connection with the Classic Star Control Games and Stardock’s New Star Control 8 Game, in interstate commerce within the United States and around the world. 9 10 11 67. Without authorization or consent of Stardock, Reiche and Ford were, or are still currently, marketing, advertising, promoting, selling, offering for sale, distributing and/or supplying goods and/or services, such as, the Ghosts of Precursors Game and/or the Classic Star 12 13 14 15 16 17 18 Control Games, to the general public and/or to retailers or resellers in the United States using the STAR CONTROL Mark and/or trademarks and designations that are confusingly similar to the STAR CONTROL Mark. 68. Reiche and Ford’s use of the STAR CONTROL Mark and/or similar designations thereto in connection with the marketing, advertising, promoting, selling, offering for sale, distributing and/or supplying goods and/or services, such as, the Ghosts of Precursors Game and/or 19 the Classic Star Control Games, is likely to cause and has actually caused confusion, mistake, and 20 21 deception among the general public as to the origin of such goods and/or services, or as to whether 22 Reiche and Ford is sponsored by/affiliated with, or otherwise connected to Stardock in violation of 23 15 U.S.C. § 1114(1). 24 25 26 69. By using the STAR CONTROL Mark and/or confusingly similar marks or designations to the STAR CONTROL Mark and by marketing, advertising, promoting, selling, offering for sale, distributing and/or supplying goods and/or services, such as, the Ghosts of 27 Precursors Game and/or the Classic Star Control Games, in connection with such marks, for profit 28 - 15 COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 16 of 22 1 and without Stardock’s authorization, Reiche and Ford are depriving Stardock of its exclusive right 2 to control, and benefit from, the STAR CONTROL Mark. If permitted to continue, Reiche and 3 Ford’s actions will nullify Stardock’s right to exclusive use of its the STAR CONTROL Mark, free 4 from infringement, and will have a substantial and adverse effect on Stardock’s existing and 5 6 projected future interstate business of marketing products and services identified by the STAR 7 CONTROL Mark. 8 70. 9 10 11 Stardock has been damaged by Reiche and Ford’s activities and conduct and, unless their conduct is enjoined, Stardock’s goodwill and reputation will continue to suffer irreparable injury that cannot adequately be calculated or compensated by money damages. 71. By using the STAR CONTROL Mark and/or confusingly similar designations, and 12 13 14 marketing, advertising, promoting, selling, offering for sale, distributing and/or supplying goods and/or services, such as, the Ghosts of Precursors Game and/or the Classic Star Control Games, in 15 connection with such marks, Reiche and Ford have intentionally and knowingly infringed 16 Stardock’s rights. 17 72. 18 Reiche and Ford’s trademark infringement actions entitle Stardock to damages in an amount to be determined at trial, as well as exemplary damages and attorneys’ fees and costs. 19 COUNT II Counterfeiting (15 U.S.C. § 1116(d)) 20 21 73. Stardock specifically incorporates and references the allegations asserted in each of 22 23 24 the preceding paragraphs, as if fully set forth herein. 74. As set forth herein, Reiche and Ford were, or are still currently, using marks that are 25 substantially indistinguishable from the STAR CONTROL Mark, which is set forth in the Star 26 Control Trademark Registration, in connection with the marketing, advertising, promoting, selling, 27 28 - 16 COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 17 of 22 1 offering for sale, distributing and/or supplying goods and/or services, such as, the Ghosts of 2 Precursors Game and/or the Classic Star Control Games. 3 75. Specifically, Reiche and Ford were, or are still currently, using counterfeit 4 reproductions of the Star Control Trademark Registration directly on or in connection with the 5 6 7 8 9 10 11 Ghosts of Precursors Game and/or the Classic Star Control Games, including but without limitation, in connection with the sale of the Classic Star Control Games by Reiche and Ford on GOG. 76. Reiche and Ford were, or are still currently, using the Star Control Trademark Registration, without authorization, in connection with the Ghosts of Precursors Game and/or the Classic Star Control Games, which are the same or substantially the same goods and/or services to which the Star Control Trademark Registration are directed, in order to cause the ordinary 12 13 14 15 consumer to be unable to distinguish between Star Control Trademark Registration and Reiche and Ford’s counterfeit reproductions of the same. 77. Reiche and Ford’s use of the Star Control Trademark Registration without 16 authorization and in connection with the advertising, offering for sale and/or sale of the Ghosts of 17 Precursors Game and/or the Classic Star Control Games is damaging the reputation and good will 18 associated with Stardock and Star Control Trademark Registration. 19 78. Unless Reiche and Ford’s conduct is enjoined from its use of the Star Control 20 21 22 23 24 Trademark Registration, Stardock will continue to suffer irreparable injury that cannot be adequately calculated or compensated by money damages. 79. Reiche and Ford’s counterfeiting actions entitle Stardock to statutory damages pursuant to 15 U.S.C. § 1117(c) and its reasonable attorneys’ fees pursuant to 15 U.S.C. § 1117(a). 25 COUNT III Unfair Competition and False Designation of Origin (15 U.S.C. § 1125(a)) 26 27 28 - 17 COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 18 of 22 1 2 3 80. Stardock specifically incorporates and references the allegations asserted in each of the preceding paragraphs, as if fully set forth herein. 81. Reiche and Ford have used and/or continue to use marks, designations and images 4 that are likely to cause confusion, mistake, and deception among the general public as to the origin 5 6 7 8 9 10 11 of the goods and services, or as to whether Reiche and Ford are sponsored by, affiliated with, or otherwise connected with Stardock in violation of 15 U.S.C. § 1125(a). 82. Stardock has been damaged by Reiche and Ford’s activities and conduct and, unless its conduct is enjoined, Stardock’s reputation and goodwill will continue to suffer irreparable injury that cannot be adequately calculated or compensated by money damages. 83. By using the STAR CONTROL Mark and/or confusingly similar marks or 12 13 14 designations to the STAR CONTROL Mark, and by marketing, advertising, promoting, selling, offering for sale, distributing and/or supplying goods and/or services, such as, the Ghosts of 15 Precursors Game and/or the Classic Star Control Games in connection with such marks, Reiche 16 and Ford have intentionally and knowingly infringed Stardock’s rights. 17 18 84. Reiche and Ford’s unlawful actions entitle Stardock to damages in an amount to be determined at trial, as well as exemplary damages and attorneys’ fees and costs. 19 COUNT IV Trademark Dilution (15 U.S.C. § 1125(c)) 20 21 85. Stardock specifically incorporates and references the allegations asserted in each of 22 23 24 25 26 27 the preceding paragraphs, as if fully set forth herein. 86. As stated herein, the STAR CONTROL Mark is distinctive, within the meaning of 15 U.S.C. § 1125(c)(1). 87. Through extensive use, sales, advertising, promotion, and continuity, the STAR CONTROL Mark has become famous within the meaning of 15 U.S.C. § 1125(c)(1). 28 - 18 COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 19 of 22 1 2 3 88. Reiche and Ford’s use of the STAR CONTROL Mark and/or confusingly similar marks or designations to the STAR CONTROL Mark is impairing the distinctive nature of the STAR CONTROL Mark and is thereby causing dilution by blurring within the meaning of 15 4 U.S.C. § 1125(c)(1). 5 6 89. Reiche and Ford’s willful and intentional actions entitle Stardock to an injunction 7 pursuant to 15 U.S.C. § 1125(c)(1) and damages in an amount to be determined at trial, as well as 8 exemplary damages and attorneys’ fees and costs. 9 COUNT V Copyright Infringement (17 U.S.C. § 501(a)) 10 11 12 13 90. Stardock specifically incorporates and references the allegations asserted in each of the preceding paragraphs, as if fully set forth herein. 91. Stardock is the owner of the Star Control Copyrights, which is protected under 14 15 16 17 18 19 20 U.S. Copyright Registration No. PA 799-000. 92. Reiche and Ford have actual notice of Stardock’s rights in and to the Star Control Copyrights. 93. Reiche and Ford did not attempt and failed to obtain Stardock’s consent or authorization to use, reproduce, copy, display, distribute, sell, perform and/or market Stardock’s Star Control Copyrights embodied in the Star Control III game. 21 94. Reiche and Ford, without permission, knowingly and intentionally reproduced, 22 23 copied, displayed, distributed, sold, performed and/or marketed Stardock’s Star Control 24 Copyrights, and/or at a minimum, substantially similar works to the Star Control Copyrights, by 25 marketing, advertising, promoting, selling, offering for sale, distributing and/or supplying the Star 26 Control III game on GOG. 27 28 - 19 COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 20 of 22 1 2 3 95. Reiche and Ford’s unlawful and willful actions constitute infringement of Stardock’s Star Control Copyrights, including Stardock’s rights, at the very least, to reproduce, distribute and sell the Star Control Copyrights in violation of 17 U.S.C. § 501(a). 4 96. Reiche and Ford’s knowing and intentional copyright infringement of the Star 5 6 Control Copyrights has caused substantial and irreparable harm to Stardock and unless enjoined, 7 Reiche and Ford will continue to cause, substantial and irreparable harm to Stardock for which 8 they have no adequate remedy at law. 9 10 11 97. Stardock is therefore entitled to injunctive relief, Stardock’s actual damages and Reiche and Ford’s profits in an amount to be proven at trial and enhanced discretionary damages or, in the alternative, statutory damages for willful copyright infringement of up to $150,000 per 12 13 14 15 infringement, and reasonable attorney’s fees and costs. COUNT VI California Common Law Trademark Infringement and Unfair Competition 98. Stardock specifically hereby incorporates by reference the allegations asserted in the 16 17 18 preceding paragraphs as if fully set forth herein. 99. Reiche and Ford’s use of the STAR CONTROL Mark and/or other similar 19 designations in connection with their goods and services, including but not limited to in connection 20 with the Ghosts of Precursors Game and/or the Classis Star Control Games, without Stardock’s 21 permission constitutes common law trademark infringement and unfair competition. 22 100. Reiche and Ford have infringed the STAR CONTROL Mark, as alleged herein, with 23 the intent to deceive the public into believing that the services they offer are approved of, sponsored 24 25 26 by, or affiliated with Stardock. Reiche and Ford’s acts, as alleged herein, were committed with an intent to deceive and defraud the public. 27 28 - 20 COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 21 of 22 1 2 3 101. Stardock has been seriously and irreparably damaged by Reiche and Ford’s continued use of the STAR CONTROL Mark and/or other similar designations. 102. Stardock possesses no adequate remedy at law to address the damage caused by 4 Reiche and Ford’s continued use of one or more of the STAR CONTROL Mark or other similar 5 6 7 8 designations. 103. applicable damages in an amount to be proven at trial. 9 10 11 Reiche and Ford’s unlawful actions entitle Stardock to compensatory and other PRAYER FOR RELIEF WHEREFORE, Stardock respectfully requests that this Court: i. Preliminarily and permanently enjoin Reiche and Ford, and all persons acting in 12 concert with them, or purporting to act on their behalf or in active concert or in 13 participation with them, from using Stardock’s trademarks and any confusingly 14 15 similar designations and require Reiche and Ford and the participating persons to 16 discontinue their current infringing practices. 17 ii. 18 Enter judgment in favor of Stardock on the counts asserted herein and award Stardock all monetary damages caused by the acts forming the basis of this 19 Complaint, including, without limitation, Reiche and Fords’ profits and Stardock’s 20 actual and other damages as alleged above. 21 22 iii. and Fords’ willful, knowing, and intentional infringement of Stardock’s trademarks. 23 24 Award of treble damages to Stardock pursuant to 15 U.S.C. § 1117(b) due to Reiche iv. 25 Award of statutory damages to Stardock pursuant to 15 U.S.C. § 1117(c) due to Reiche and Fords’ counterfeiting of Stardock trademarks. 26 27 28 - 21 COMPLAINT 4819-2929-5192.2 Case 4:17-cv-07025-SBA Document 1 Filed 12/08/17 Page 22 of 22 1 v. 2 Award of statutory damages to Stardock pursuant to 17 U.S.C. § 504(c) due to Reiche and Ford’s willful, knowing, and intentional infringement of Stardock’s 3 registered copyright. 4 vi. Award all damages suffered by Stardock pursuant to California common law. vii. Order Reiche and Ford to pay Stardock the cost of this action and Stardock’s 5 6 7 reasonable attorneys’ fees pursuant to 15 U.S.C. § 1117(a) and any other applicable 8 statutes. 9 viii. Award Stardock such further relief as it deems just, proper and equitable. 10 11 JURY DEMAND Stardock hereby demands a trial by jury on all issues so triable, pursuant to Federal Rules 12 13 14 of Civil Procedure 38. Dated: December 8, 2017 15 Respectfully submitted, NIXON PEABODY LLP 16 By: 17 /s/ Robert A. Weikert Robert A. Weikert (Bar No. 121146) rweikert@nixonpeabody.com Dawn N. Valentine (Bar No. 206486) dvalentine@nixonpeabody.com NIXON PEABODY LLP One Embarcadero Center San Francisco, California 94111-3600 Tel: (415) 984-8385 Fax: (866) 294-8842 18 19 20 21 22 David L. May (Pro Hac Vice Pending) dmay@nixonpeabody.com Jennette E. Wiser (Pro Hac Vice Pending) jwiser@nixonpeabody.com NIXON PEABODY LLP 799 9th Street NW Washington, DC 20001-4501 Tel: (202) 585-8220 Fax: (202) 585-8080 23 24 25 26 27 Attorneys for Stardock Systems, Inc. - 22 - 28 COMPLAINT 4819-2929-5192.2 Case Document 1-1 Filed 12/08/17 Page 1 of 68 EXHIBIT A Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 2 of 68 EXECUTION VERSION INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENT This INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENT (this “Agreement”) is entered into as of the Closing Date, as defined in the Purchase Agreement, by and among Atari, Inc., a Delaware corporation, Atari Interactive, Inc., a Delaware corporation, Humongous, Inc., a Delaware corporation, and California U.S. Holdings, Inc., a California corporation (collectively, the “Assignors”) and Stardock Systems, Inc. (“Assignee”). Each capitalized term used and not otherwise defined herein has the meaning given to such term in the Purchase Agreement, dated as of July 18, 2013 (the “Purchase Agreement”), by and among Assignors and Assignee. WHEREAS, the Assignors hold certain right, title and interest in and to the Intellectual Property set forth in Schedule 1 attached hereto (“Assigned Intellectual Property”); WHEREAS, pursuant to the Approval Order and to the extent permitted by applicable law, on the terms and subject to the conditions set forth in the Purchase Agreement, the Assignor shall sell, convey, transfer, assign and deliver the Assigned Intellectual Property to Assignee; and WHEREAS, the parties wish to confirm and memorialize their agreement with respect to the Assigned Intellectual Property, and through this Agreement, the parties are consummating said assignment. NOW, THEREFORE, in consideration of the mutual agreements contained herein and in the Purchase Agreement, and expressly subject thereto, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Assignors and Assignee, intending to be legally bound, hereby agree as follows: 1. Assignment. The Assignors hereby convey, transfer, assign and deliver (collectively, the “Assignment”) to Assignee all of Assignors’ right, title and interest in and to the Assigned Intellectual Property and any and all goodwill symbolized thereby (as applicable), as set forth on Schedule 1 attached hereto. 2. Recordation of Assignment. The Assignment may be made of record in any government and/or administrative authorities, including in the United States Patent and Trademark Office, as appropriate and desired by Assignee. 3. Expenses. Except as otherwise expressly provided in the Purchase Agreement, Assignors and Assignee will each bear its own costs and expenses incurred in connection with the preparation, execution and performance of this Agreement, including all fees and expenses of agents, representatives, financial advisors, legal counsel, and accountants. 4. No Representations. The Assignors and Assignee acknowledge that, other than as expressly provided herein, neither the Assignor nor the Assignee makes any representation or warranty whatsoever, express or implied. 5. No Third-Party Beneficiaries. Nothing in this Agreement shall create or be deemed to create any third party beneficiary rights in any Person not party to this Agreement or 104932689 Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 3 of 68 to confer any rights or remedies upon any Person other than the parties hereto and their respective successors and permitted assigns. 6. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their successors and assigns. 7. Interpretation. In the event of any conflict or inconsistency between the terms of the Purchase Agreement and the terms of this Agreement, the terms of the Purchase Agreement will govern. 8. Amendments and Waivers. This Agreement may not be amended or waived except in a writing executed by the party against which such amendment or waiver is sought to be enforced. No course of dealing between or among any persons having any interest in this Agreement will be deemed effective to modify or amend any part of this Agreement or any rights or obligations of any person under or by reason of this Agreement. 9. Governing Law and Jurisdiction. This Agreement shall be governed by and construed in accordance with the law of the State of New York, without regard to the conflicts of law rules of such state. The parties hereto agree that, during the period from the date hereof until the date on which Assignees’ Chapter 11 Case is closed or dismissed (the “Bankruptcy Period”), any suit, action or proceeding, seeking to enforce any provision of, or based on any matter arising out of or in connection with, this Agreement or the transactions contemplated hereby shall be brought exclusively in the Bankruptcy Court. The parties further agree that, following the Bankruptcy Period, any suit, action or proceeding with respect to this Agreement or the transactions contemplated hereby shall be brought against any of the parties exclusively in either the United States District Court for the Southern District of New York or any state court of the State of New York located in such district, and each of the parties hereby irrevocably consents to the jurisdiction of such court and the Bankruptcy Court (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocably waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in the such courts or that any such suit, action or proceeding which is brought in such courts has been brought in an inconvenient forum. Process in any such suit, action or proceeding may be served on any party anywhere in the world, whether within or without the jurisdiction of the Bankruptcy Court, the United States District Court for the Southern District of New York or any state court of the State of New York. Without limiting the foregoing, each party agrees that service of process on such party as provided in Section 10.01 of the Purchase Agreement shall be deemed effective service of process on such party. 10. Headings. The section headings contained in this Agreement are inserted for convenience only and will not affect in any way the meaning or interpretation of this Agreement. 11. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Signed PDF copies exchanged via electronic mail or facsimile copies of this Agreement shall legally bind the parties to the same extent as original documents. 2 104932689 Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 4 of 68 IN WITNESS WHEREOF, this Agreement has been duly executed as of the Closing Date. ASSIGNORS: ATARI, INC. By: Name: Title: (z) ATARI INTERACTIVE, INC. By: Name: Title: I IUMUNGOUS, INC. By: Name: Title: CALIFORNIA U.S. HOLDINGS, INC. By: Name: Title: Signature Page to IP Assignment Agreement Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 5 of 68 Accepted and agreed as of the Closing Date: ASSIGNEE: STARDOCK SYSTEMS, INC. By: Name: 3rcidit l &uorclell Title: 'Pres'icitiq I GEO 104901229 v2 Signature Page to IP Assignment and Assumption Agreement Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 6 of 68 SCHEDULE 1 See Schedule 1.01(a) of the Purchase Agreement Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 7 of 68 Schedule 1.01(a) List of Intellectual Property See Attached Case 12/08/17 Page 8 of 68 None Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 9 of 68 Registered Trademark Company Atari, Inc. (2003) Trademark STAR CONTROL Territory United States Application Number 75095591 Filing Date APR-29-1996 Registration Number 2046036 Registration Date MAR-18-1997 Due Date Class Number MAR-18-2017 Class 28 (Toys & sporting goods) Ownership Status Registered Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 10 of 68 Star Control 3 Copyright Registrations Game Title Star Control 3 Claimant Atari, Inc. Registration # PA 799-000 Registration Date 1/24/97 Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 11 of 68 Star Control Franchise Star Control 3 Case Document 1-1 Filed 12/08/17 Page 12 of 68 EXHIBIT Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 13 of 68 Generated on: This page was generated by TSDR on 2017-12-07 11:40:37 EST Mark: STAR CONTROL US Serial Number: 75095591 Application Filing Apr. 29, 1996 Date: US Registration 2046036 Number: Registration Date: Mar. 18, 1997 Register: Principal Mark Type: Trademark Status: The registration has been renewed. Status Date: Jun. 09, 2016 Publication Date: Dec. 24, 1996 Mark Information Mark Literal STAR CONTROL Elements: Standard Character No Claim: Mark Drawing 1 - TYPESET WORD(S) /LETTER(S) /NUMBER(S) Type: Goods and Services Note: The following symbols indicate that the registrant/owner has amended the goods/services: Brackets [..] indicate deleted goods/services; Double parenthesis ((..)) identify any goods/services not claimed in a Section 15 affidavit of incontestability; and Asterisks *..* identify additional (new) wording in the goods/services. For: computer game software, and manuals supplied as a unit therewith International 028 - Primary Class Class(es): U.S Class(es): 022, 023, 038, 050 Class Status: ACTIVE Basis: 1(a) First Use: Mar. 14, 1989 Use in Commerce: Mar. 14, 1989 Basis Information (Case Level) Filed Use: Yes Currently Use: Yes Amended Use: No Filed ITU: No Currently ITU: No Amended ITU: No Filed 44D: No Currently 44D: No Amended 44D: No Filed 44E: No Currently 44E: No Amended 44E: No Filed 66A: No Currently 66A: No Filed No Basis: No Currently No Basis: No Current Owner(s) Information Owner Name: STARDOCK SYSTEMS, INC Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 14 of 68 Owner Address: 15090 BECK ROAD PLYMOUTH, MICHIGAN 48170 UNITED STATES Legal Entity Type: CORPORATION State or Country MICHIGAN Where Organized: Attorney/Correspondence Information Attorney of Record Attorney Name: GARY PERLMUTER Docket Number: STARDOCK/SC Attorney Primary gary@perlmuterlaw.com Email Address: Attorney Email Yes Authorized: Correspondent Correspondent GARY PERLMUTER Name/Address: Perlmuter Law, P.C. 30665 Northwestern Hwy., Ste. 200 Farmington Hills, MICHIGAN 48334 UNITED STATES Phone: 2486269966 Fax: 2488764001 Correspondent e- gary@perlmuterlaw.com gary@gepgloballlc.com mail: Correspondent e- Yes mail Authorized: Domestic Representative - Not Found Prosecution History Date Description Proceeding Number Jun. 09, 2016 NOTICE OF ACCEPTANCE OF SEC. 8 & 9 - E-MAILED Jun. 09, 2016 REGISTERED AND RENEWED (SECOND RENEWAL - 10 YRS) 85321 Jun. 09, 2016 REGISTERED - SEC. 8 (10-YR) ACCEPTED/SEC. 9 GRANTED 85321 Jun. 09, 2016 CASE ASSIGNED TO POST REGISTRATION PARALEGAL 85321 Mar. 23, 2016 TEAS SECTION 8 & 9 RECEIVED Mar. 18, 2016 COURTESY REMINDER - SEC. 8 (10-YR)/SEC. 9 E-MAILED Mar. 19, 2014 TEAS CHANGE OF CORRESPONDENCE RECEIVED Sep. 30, 2013 ATTORNEY/DOM.REP.REVOKED AND/OR APPOINTED Sep. 30, 2013 TEAS REVOKE/APP/CHANGE ADDR OF ATTY/DOM REP RECEIVED Aug. 21, 2013 AUTOMATIC UPDATE OF ASSIGNMENT OF OWNERSHIP Nov. 21, 2007 ASSIGNMENT OF OWNERSHIP NOT UPDATED AUTOMATICALLY Oct. 18, 2007 REGISTERED AND RENEWED (FIRST RENEWAL - 10 YRS) Oct. 18, 2007 REGISTERED - SEC. 8 (10-YR) ACCEPTED/SEC. 9 GRANTED Sep. 25, 2007 ASSIGNED TO PARALEGAL Sep. 18, 2007 REGISTERED - COMBINED SECTION 8 (10-YR) & SEC. 9 FILED Sep. 18, 2007 REGISTERED - COMBINED SECTION 8 (10-YR) & SEC. 9 FILED Sep. 18, 2007 TEAS SECTION 8 & 9 RECEIVED Sep. 18, 2007 ATTORNEY/DOM.REP.REVOKED AND/OR APPOINTED Sep. 18, 2007 TEAS REVOKE/APP/CHANGE ADDR OF ATTY/DOM REP RECEIVED Dec. 21, 2006 CASE FILE IN TICRS Nov. 01, 2006 ASSIGNMENT OF OWNERSHIP NOT UPDATED AUTOMATICALLY Jul. 19, 2006 ASSIGNMENT OF OWNERSHIP NOT UPDATED AUTOMATICALLY Jun. 23, 2003 REGISTERED - SEC. 8 (6-YR) ACCEPTED & SEC. 15 ACK. Mar. 21, 2003 REGISTERED - SEC. 8 (6-YR) & SEC. 15 FILED Mar. 19, 2003 PAPER RECEIVED Mar. 18, 1997 REGISTERED-PRINCIPAL REGISTER Dec. 24, 1996 PUBLISHED FOR OPPOSITION Nov. 22, 1996 NOTICE OF PUBLICATION Oct. 23, 1996 APPROVED FOR PUB - PRINCIPAL REGISTER Oct. 22, 1996 ASSIGNED TO EXAMINER Maintenance Filings or Post Registration Information 75184 75184 69780 Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 15 of 68 Affidavit of Section 8 - Accepted Continued Use: Affidavit of Section 15 - Accepted Incontestability: Renewal Date: Mar. 18, 2017 TM Staff and Location Information TM Staff Information - None File Location Current Location: GENERIC WEB UPDATE Date in Location: Jun. 09, 2016 Assignment Abstract Of Title Information Summary Total Assignments: 11 Registrant: Accolade, Inc. Assignment 1 of 11 Conveyance: AMENDMENT TO SECURITY AGREEMENT Reel/Frame: 1644/0813 Pages: 6 Date Recorded: Oct. 06, 1997 Supporting No Supporting Documents Available Documents: Assignor Name: ACCOLADE, INC. Execution Date: Aug. 14, 1997 Legal Entity Type: CORPORATION State or Country No Place Where Organized Found Where Organized: Assignee Name: GREYROCK BUSINESS CREDIT, A DIVISION OF NATIONSCREDIT COMMERCIAL CORPORATION Legal Entity Type: CORPORATION State or Country No Place Where Organized Found Where Organized: Address: 10880 WILSHIRE BLVD., STE 950 LOS ANGELES, CALIFORNIA 90024 Correspondent Correspondent BROBECK, PHLEGER, HARRISON LLP Name: Correspondent MS. PATRICIA MARQUEZ Address: ONE MARKET SPEAR ST. TOWER SAN FRANCISCO, CA 94105 Domestic Representative - Not Found Assignment 2 of 11 Conveyance: CHANGE OF NAME Reel/Frame: 2630/0884 Pages: 4 Date Recorded: Nov. 25, 2002 Supporting assignment-tm-2630-0884.pdf Documents: Assignor Name: ACCOLADE, INC. Legal Entity Type: CORPORATION Execution Date: Oct. 21, 1999 State or Country No Place Where Organized Found Where Organized: Assignee Name: INFOGRAMES NORTH AMERICA, INC. Legal Entity Type: CORPORATION State or Country DELAWARE Where Organized: Address: 5300 STEVENS CREEK BLVD. SAN JOSE, CALIFORNIA 95129 Correspondent Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 16 of 68 Correspondent INFOGRAMES, INC. Name: Correspondent DOREEN SMALL, ESQ. Address: 417 FIFTH AVENUE NY, NY 10016 Domestic Representative - Not Found Assignment 3 of 11 Conveyance: MERGER Reel/Frame: 2630/0859 Pages: 4 Date Recorded: Nov. 25, 2002 Supporting assignment-tm-2630-0859.pdf Documents: Assignor Name: INFOGRAMES NORTH AMERICA, INC. Legal Entity Type: CORPORATION Execution Date: Mar. 07, 2002 State or Country No Place Where Organized Found Where Organized: Assignee Name: INFOGRAMES, INC. Legal Entity Type: CORPORATION State or Country DELAWARE Where Organized: Address: 417 FIFTH AVENUE NEW YORK, NEW YORK 10016 Correspondent Correspondent INFOGRAMES, INC. Name: Correspondent DOREEN SMALL, ESQ. Address: 417 5TH AVENUE NY, NY 10016 Domestic Representative - Not Found Assignment 4 of 11 Conveyance: SECURITY INTEREST Reel/Frame: 2664/0358 Pages: 49 Date Recorded: Feb. 05, 2003 Supporting assignment-tm-2664-0358.pdf Documents: Assignor Name: INFOGRAMES, INC. Legal Entity Type: CORPORATION Name: ACCOLADE, INC. Legal Entity Type: CORPORATION Name: ATARI CORPORATION Legal Entity Type: CORPORATION Name: ATARI GAMES CORPORATION Legal Entity Type: CORPORATION Name: ATARI INTERACTIVE, INC. Legal Entity Type: CORPORATION Name: ATARI, INC. Legal Entity Type: CORPORATION Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 17 of 68 Name: GAMES.COM, INC. Legal Entity Type: CORPORATION Name: GT INTERACTIVE SOFTWARE CORP. Legal Entity Type: CORPORATION Name: HASBRO INTERACTIVE, INC. Legal Entity Type: CORPORATION Name: HUMONGOUS ENTERTAINMENT, INC. Legal Entity Type: CORPORATION Name: INFOGRAMES INTERACTIVE, INC. Legal Entity Type: CORPORATION Name: INFOGRAMES NORTH AMERICA, INC. Legal Entity Type: CORPORATION Name: INFOGRAMES, INC. Legal Entity Type: CORPORATION Name: JTS CORPORATION Legal Entity Type: CORPORATION Name: MICROPROSE CALIFORNIA, INC. Legal Entity Type: CORPORATION Name: MICROPROSE SOFTWARE, INC. Legal Entity Type: CORPORATION Name: MIROSPROSE, INC. Legal Entity Type: CORPORATION Name: PARADIGM ENTERTAINMENT, INC. Legal Entity Type: CORPORATION Name: REFLECTIONS INTERACTIVE, LTD. Legal Entity Type: CORPORATION Name: SHINY ENTERTAINMENT, INC. Legal Entity Type: CORPORATION Name: SINGLETRAC ENTERTAINMENT TECHNOLOGIES, INC. Legal Entity Type: CORPORATION Name: SPECTRUM HOLOBYTE, INC. Legal Entity Type: CORPORATION Name: WIZARDWARE GROUP, INC. Legal Entity Type: CORPORATION Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Execution Date: Nov. 12, 2002 State or Country No Place Where Organized Found Where Organized: Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 18 of 68 Assignee Name: GENERAL ELECTRIC CAPITAL CORPORATION, AS AGENT Legal Entity Type: CORPORATION State or Country NEW YORK Where Organized: Address: 335 MADISON AVENUE, 12TH FLOOR NEW YORK, NEW YORK 10017 Correspondent Correspondent PAUL, HASTINGS, JANOFSKY & WALKER LLP Name: Correspondent DONNA J. HUNTER, PARALEGAL Address: 600 PEACHTREE STREET, N.E. SUITE 2400 ATLANTA, GA 30308-2222 Domestic Representative - Not Found Assignment 5 of 11 Conveyance: CHANGE OF NAME Reel/Frame: 3420/0045 Pages: 6 Date Recorded: Nov. 01, 2006 Supporting assignment-tm-3420-0045.pdf Documents: Assignor Name: INFOGRAMES, INC. Execution Date: Apr. 30, 2003 Legal Entity Type: CORPORATION State or Country No Place Where Organized Found Where Organized: Assignee Name: ATARI, INC. Legal Entity Type: CORPORATION State or Country DELAWARE Where Organized: Address: 417 FIFTH AVENUE NEW YORK, NEW YORK 10016 Correspondent Correspondent KRISTEN J. KELLER Name: Correspondent 417 FIFTH AVENUE Address: NEW YORK, NY 10016 Domestic Representative - Not Found Assignment 6 of 11 Conveyance: SECURITY INTEREST Reel/Frame: 3236/0893 Pages: 8 Date Recorded: May 23, 2005 Supporting assignment-tm-3236-0893.pdf Documents: Assignor Name: ATARI, INC. Legal Entity Type: CORPORATION Execution Date: May 13, 2005 State or Country DELAWARE Where Organized: Assignee Name: HSBC BUSINESS CREDIT (USA) INC. Legal Entity Type: CORPORATION State or Country DELAWARE Where Organized: Address: 452 FIFTH AVENUE NEW YORK, NEW YORK 10018 Correspondent Correspondent ZEV BOMRIND Name: Correspondent KRONISH LIEB WEINER & EHLLMAN LLP Address: 1114 AVENUE OF THE AMERICAS Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 19 of 68 NEW YORK, NY 10036 Domestic Representative - Not Found Assignment 7 of 11 Conveyance: RELEASE OF SECURITY LIEN Reel/Frame: 3350/0463 Pages: 7 Date Recorded: Jul. 18, 2006 Supporting assignment-tm-3350-0463.pdf Documents: Assignor Name: GENERAL ELECTRIC CAPITAL CORPORATION Legal Entity Type: CORPORATION Execution Date: May 31, 2005 State or Country No Place Where Organized Found Where Organized: Assignee Name: ATARI, INC. Legal Entity Type: CORPORATION State or Country DELAWARE Where Organized: Address: 417 FIFTH AVENUE NEW YORK, NEW YORK 10016 Correspondent Correspondent ATARI, INC., C/O KRISTEN J. KELLER Name: Correspondent 417 FIFTH AVENUE Address: NEW YORK, NY 10016 Domestic Representative - Not Found Assignment 8 of 11 Conveyance: SECURITY INTEREST Reel/Frame: 3288/0891 Pages: 5 Date Recorded: Apr. 13, 2006 Supporting assignment-tm-3288-0891.pdf Documents: Assignor Name: HSBC BUSINESS CREDIT (USA) INC. Legal Entity Type: CORPORATION Execution Date: Apr. 05, 2006 State or Country DELAWARE Where Organized: Assignee Name: ATARI, INC. Legal Entity Type: CORPORATION State or Country DELAWARE Where Organized: Address: 417 FIFTH AVENUE NEW YORK, NEW YORK 10016 Correspondent Correspondent KRISTEN J. KELLER C/O ATARI, INC. Name: Correspondent 417 FIFTH AVENUE Address: NEW YORK, NY 10016 Domestic Representative - Not Found Assignment 9 of 11 Conveyance: SECURITY INTEREST Reel/Frame: 3422/0480 Pages: 7 Date Recorded: Nov. 06, 2006 Supporting assignment-tm-3422-0480.pdf Documents: Assignor Name: ATARI, INC. Legal Entity Type: CORPORATION Execution Date: Nov. 03, 2006 State or Country DELAWARE Where Organized: Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 20 of 68 Assignee Name: GUGGENHEIM CORPORATE FUNDING, LLC Legal Entity Type: LIMITED LIABILITY COMPANY State or Country DELAWARE Where Organized: Address: 135 EAST 57TH STREET, 7TH FLOOR NEW YORK, NEW YORK 10022 Correspondent Correspondent DUSAN CLARK, ESQ. Name: Correspondent SIDLEY AUSTIN LLP Address: 717 N. HARWOOD ST., SUITE 3400 DALLAS, TX 75201 Domestic Representative - Not Found Assignment 10 of 11 Conveyance: ASSIGNMENT OF SECURITY INTEREST Reel/Frame: 3663/0794 Pages: 8 Date Recorded: Nov. 16, 2007 Supporting assignment-tm-3663-0794.pdf Documents: Assignor Name: GUGGENHEIM CORPORATE FUNDING, LLC Legal Entity Type: LIMITED LIABILITY COMPANY Execution Date: Oct. 23, 2007 State or Country DELAWARE Where Organized: Assignee Name: BLUEBAY HIGH YIELD INVESTMENTS (LUXEMBOURG) S.A.R.L. Legal Entity Type: LIMITED LIABILITY COMPANY State or Country LUXEMBOURG Where Organized: Address: C/O BLUEBAY ASSET MANAGEMENT TIMES PLACE, 45 PALL MALL LONDON, UNITED KINGDOM SW1Y 5JG Correspondent Correspondent MATTHEW BART Name: Correspondent WHITE & CASE LLP Address: 1155 AVENUE OF THE AMERICAS NEW YORK, NY 10036 Domestic Representative - Not Found Assignment 11 of 11 Conveyance: ASSIGNS THE ENTIRE INTEREST Reel/Frame: 5089/0541 Pages: 23 Date Recorded: Aug. 12, 2013 Supporting assignment-tm-5089-0541.pdf Documents: Assignor Name: ATARI, INC. Legal Entity Type: CORPORATION Execution Date: Aug. 09, 2013 State or Country DELAWARE Where Organized: Assignee Name: STARDOCK SYSTEMS, INC Legal Entity Type: CORPORATION State or Country MICHIGAN Where Organized: Address: 15090 BECK ROAD PLYMOUTH, MICHIGAN 48170 Correspondent Correspondent GARY PERLMUTER Name: Correspondent 32000 NORTHWESTERN HWY. Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 21 of 68 Address: STE. 275 FARMINGTON HILLS, MI 48334 Domestic Representative - Not Found Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 22 of 68 Int. Cl.: 28 Prior U.S. CIs.: 22, 23, 38 and 50 Reg. No. 2,046,036 United States Patent and Trademark Office Registered Mar. 18, 1997 TRADEMARK PRINCIPAL REGISTER STAR CONTROL ACCOLADE, INC. (CALIFORNIA CORPORATION) 5300 STEVENS CREEK BLVD. SAN JOSE, CA 95129 WITH, IN CLASS 28 (U.S. CLS. 22, 23, 38 AND 50). FIRST USE 3-14-1989; IN COMMERCE 3-14-1989. SER. NO. 75-095,591, FILED 4-29-1996. FOR: COMPUTER GAME SOFTWARE, AND MANUALS SUPPLIED AS A UNIT THERE- JEFFREY SMITH, EXAMINING ATTORNEY Case Document 1-1 Filed 12/08/17 Page 23 of 68 EXHIBIT Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 24 of 68 Commissioner for Trademarks 2900 Crystal Drive Arlington, VA 22202-3514 www.uspto.gov REGISTRATION NO: 2046036 SERIAL NO: 75/095591 REGISTRATION DATE: 03/18/1997 MARK: STAR CONTROL REGISTRATION OWNER: INFOGRAMES, INC. MAILING DATE: 06/23/2003 CORRESPONDENCE ADDRESS: DOREEN SMALL INFOGRAMES, INC. 417 FIFTH AVENUE NEW YORK, NY 10016 NOTICE OF ACCEPTANCE 15 U.S.C. Sec. 1058(a)(1) THE COMBINED AFFIDAVIT FILED FOR THE ABOVE-IDENTIFIED REGISTRATION MEETS THE REQUIREMENTS OF SECTION 8 OF THE TRADEMARK ACT, 15 U.S.C. Sec. 1058. ACCORDINGLY, THE SECTION 8 AFFIDAVIT IS ACCEPTED. *********************************************** NOTICE OF ACKNOWLEDGEMENT 15 U.S.C. Sec. 1065 THE AFFIDAVIT FILED FOR THE ABOVE-IDENTIFIED REGISTRATION MEETS THE REQUIREMENTS OF SECTION 15 OF THE TRADEMARK ACT, 15 U.S.C. Sec. 1065. ACCORDINGLY, THE SECTION 15 AFFIDAVIT IS ACKNOWLEDGED. *********************************************** THE REGISTRATION WILL REMAIN IN FORCE FOR CLASS(ES): 028. HARPER, BARBARA A PARALEGAL SPECIALIST POST-REGISTRATION DIVISION (703)308-9500 PLEASE SEE THE REVERSE SIDE OF THIS NOTICE FOR INFORMATION CONCERNING REQUIREMENTS FOR MAINTAINING THIS REGISTRATION ORIGINAL Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 25 of 68 REQUIREMENTS FOR MAINTAINING A FEDERAL TRADEMARK REGISTRATION I) SECTION 8: AFFIDAVIT OF CONTINUED USE The registration shall remain in force for 10 years, except that the registration shall be canceled for failure to file an Affidavit of Continued Use under Section 8 of the Trademark Act, 15 U.S.C. Sec. 1058, at the end of each successive 10-year period following the date of registration. Failure to file the Section 8 Affidavit will result in the cancellation of the registration. II) SECTION 9: APPLICATION FOR RENEWAL The registration shall remain in force for 10 years, subject to the provisions of Section 8, except that the registration shall expire for failure to file an Application for Renewal under Section 9 of the Trademark Act, 15 U.S.C. Sec. 1059, at the end of each successive 10-year period following the date of registration. Failure to file the Application for Renewal will result in the expiration of the registration. NO FURTHER NOTICE OR REMINDER OF THESE REQUIREMENTS WILL BE SENT TO THE REGISTRANT BY THE PATENT AND TRADEMARK OFFICE. IT IS RECOMMENDED THAT THE REGISTRANT CONTACT THE PATENT AND TRADEMARK OFFICE APPROXIMATELY ONE YEAR BEFORE THE EXPIRATION OF THE TIME PERIODS SHOWN ABOVE TO DETERMINE APPROPRIATE REQUIREMENTS AND FEES. 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Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 29 of 68 EXECUTION VERSION INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENT This INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENT (this “Agreement”) is entered into as of the Closing Date, as defined in the Purchase Agreement, by and among Atari, Inc., a Delaware corporation, Atari Interactive, Inc., a Delaware corporation, Humongous, Inc., a Delaware corporation, and California U.S. Holdings, Inc., a California corporation (collectively, the “Assignors”) and Stardock Systems, Inc. (“Assignee”). Each capitalized term used and not otherwise defined herein has the meaning given to such term in the Purchase Agreement, dated as of July 18, 2013 (the “Purchase Agreement”), by and among Assignors and Assignee. WHEREAS, the Assignors hold certain right, title and interest in and to the Intellectual Property set forth in Schedule 1 attached hereto (“Assigned Intellectual Property”); WHEREAS, pursuant to the Approval Order and to the extent permitted by applicable law, on the terms and subject to the conditions set forth in the Purchase Agreement, the Assignor shall sell, convey, transfer, assign and deliver the Assigned Intellectual Property to Assignee; and WHEREAS, the parties wish to confirm and memorialize their agreement with respect to the Assigned Intellectual Property, and through this Agreement, the parties are consummating said assignment. NOW, THEREFORE, in consideration of the mutual agreements contained herein and in the Purchase Agreement, and expressly subject thereto, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Assignors and Assignee, intending to be legally bound, hereby agree as follows: 1. Assignment. The Assignors hereby convey, transfer, assign and deliver (collectively, the “Assignment”) to Assignee all of Assignors’ right, title and interest in and to the Assigned Intellectual Property and any and all goodwill symbolized thereby (as applicable), as set forth on Schedule 1 attached hereto. 2. Recordation of Assignment. The Assignment may be made of record in any government and/or administrative authorities, including in the United States Patent and Trademark Office, as appropriate and desired by Assignee. 3. Expenses. Except as otherwise expressly provided in the Purchase Agreement, Assignors and Assignee will each bear its own costs and expenses incurred in connection with the preparation, execution and performance of this Agreement, including all fees and expenses of agents, representatives, financial advisors, legal counsel, and accountants. 4. No Representations. The Assignors and Assignee acknowledge that, other than as expressly provided herein, neither the Assignor nor the Assignee makes any representation or warranty whatsoever, express or implied. 5. No Third-Party Beneficiaries. Nothing in this Agreement shall create or be deemed to create any third party beneficiary rights in any Person not party to this Agreement or 104932689 Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 30 of 68 to confer any rights or remedies upon any Person other than the parties hereto and their respective successors and permitted assigns. 6. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their successors and assigns. 7. Interpretation. In the event of any conflict or inconsistency between the terms of the Purchase Agreement and the terms of this Agreement, the terms of the Purchase Agreement will govern. 8. Amendments and Waivers. This Agreement may not be amended or waived except in a writing executed by the party against which such amendment or waiver is sought to be enforced. No course of dealing between or among any persons having any interest in this Agreement will be deemed effective to modify or amend any part of this Agreement or any rights or obligations of any person under or by reason of this Agreement. 9. Governing Law and Jurisdiction. This Agreement shall be governed by and construed in accordance with the law of the State of New York, without regard to the conflicts of law rules of such state. The parties hereto agree that, during the period from the date hereof until the date on which Assignees’ Chapter 11 Case is closed or dismissed (the “Bankruptcy Period”), any suit, action or proceeding, seeking to enforce any provision of, or based on any matter arising out of or in connection with, this Agreement or the transactions contemplated hereby shall be brought exclusively in the Bankruptcy Court. The parties further agree that, following the Bankruptcy Period, any suit, action or proceeding with respect to this Agreement or the transactions contemplated hereby shall be brought against any of the parties exclusively in either the United States District Court for the Southern District of New York or any state court of the State of New York located in such district, and each of the parties hereby irrevocably consents to the jurisdiction of such court and the Bankruptcy Court (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocably waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in the such courts or that any such suit, action or proceeding which is brought in such courts has been brought in an inconvenient forum. Process in any such suit, action or proceeding may be served on any party anywhere in the world, whether within or without the jurisdiction of the Bankruptcy Court, the United States District Court for the Southern District of New York or any state court of the State of New York. Without limiting the foregoing, each party agrees that service of process on such party as provided in Section 10.01 of the Purchase Agreement shall be deemed effective service of process on such party. 10. Headings. The section headings contained in this Agreement are inserted for convenience only and will not affect in any way the meaning or interpretation of this Agreement. 11. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Signed PDF copies exchanged via electronic mail or facsimile copies of this Agreement shall legally bind the parties to the same extent as original documents. 2 104932689 Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 31 of 68 IN WITNESS WHEREOF, this Agreement has been duly executed as of the Closing Date. ASSIGNORS: ATARI, INC. By: Name: Title: (z) ATARI INTERACTIVE, INC. By: Name: Title: I IUMUNGOUS, INC. By: Name: Title: CALIFORNIA U.S. HOLDINGS, INC. By: Name: Title: Signature Page to IP Assignment Agreement Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 32 of 68 Accepted and agreed as of the Closing Date: ASSIGNEE: STARDOCK SYSTEMS, INC. By: Name: 3rcidit l &uorclell Title: 'Pres'icitiq I GEO 104901229 v2 Signature Page to IP Assignment and Assumption Agreement Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 33 of 68 Schedule 1.01(a) List of Intellectual Property See Attached Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 34 of 68 Star Control 3 Copyright Registrations Game Title Star Control 3 Claimant Atari, Inc. Registration # PA 799-000 Registration Date 1/24/97 Case Document 1-1 Filed 12/08/17 Page 35 of 68 EXHIBIT Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 36 of 68 On Wed, Oct 16, 2013 at 3:13 PM, Paul Reiche wrote: Hi Brad, As always, sorry for the tardy response. One question Fred and I have -- what are the total Star Control rights and assets you acquired from Atari? Thanks, - Paul On Wed, Oct 16, 2013 at 4:05 PM, Brad Wardell wrote: Hi Paul, What we received was the trademark and all of Accolade's publishing rights for the original trilogy (i.e. the ability to sell, distribute, market and promote) plus all code and assets for Star Control 3. Brad On Oct 22, 2013, at 5:55 PM, Paul Reiche wrote: Hi Brad, What was your cost on the trademark and publishing rights to SC1-3? Thanks, - Paul On Friday, October 25, 2013 7:39 PM, Brad Wardell wrote: Hi guys, Just wanted to check in to make sure you received my email. Our cost to acquire the Star Control IP was between $300k and $400k. It's looking like we're about to pass the point of no return (beginning to hire up for development). That said, even if you aren't looking to acquire the Star Control IP we can work with you in whatever capacity you'd like to help promote the Ur-Quan continuity in a future game. Cheers, B Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 37 of 68 From: Paul Reiche [mailto:paulreiche@yahoo.com] Sent: Tuesday, October 29, 2013 6:50 PM To: Brad Wardell Cc: Brad Wardell; Fred Ford; Derek Paxton Subject: Re: Star Control Plans Hi Brad, I've talked with Fred and I am afraid at this time we aren't interested in the Star Control assets you purchased from Atari. Thanks for the offer though. - Paul Case Document 1-1 Filed 12/08/17 Page 38 of 68 EXHIBIT 12/7/2017 Announces Control:12/08/17 Origins Case 4:17-cv-07025-SBA Stardock Document 1-1StarFiled Page 39 of 68 Our Story Press Room Management Images Careers Contact Us Stardock Announces Star Control: Origins Article posted on 10/18/2016 October 18, 2016 – Plymouth Michigan - Stardock announced Star Control: Origins today.  Star Control: Origins is a sci-fi action/adventure game with many RPG elements set in the future where the player is the captain of Earth’s first interstellar starship that explores a procedurally created galaxy, makes contact with various alien races, explores unique worlds, and engages in action packed battles, all while trying to unravel the complex intrigue that has the galaxy on the brink of chaos. "We Earthlings are the newcomers to the galactic scene," said Brad Wardell, Executive Producer. "The dozen plus space-faring species have been hatching their schemes since before we got out of trees. Now, suddenly, they have to deal with those meddling apes from Sol 3 who threaten to upset the plot." The game starts in the year 2086 with the unaware humans receiving a distress call from an alien ship that has crashed on the moon of Triton, leading to the formation of Star Control, an international space agency dedicated to protecting the Earth.  The player takes on the role of The Captain of Earth’s first interstellar ship whose first mission is to investigate the distress signal. Star Control: Origins represents a new start for the beloved franchise.  Stardock acquired the rights to Star Control 1/2/3 from Atari and since then has launched a new game studio in Towson Maryland specifically to create the new Star Control title. The classic series is available for sale on Stardock's newly launched StarControl.com website with players also able to pre-order Star Control: Origins and join the Founder’s Program. "Star Control is ultimately about us Earthlings exploring the galaxy, finding and talking to strange alien civilizations, and hopefully living to tell the tale," said Wardell. "We are hopeful those who remember the original trilogy will like the direction we’re taking here while at the same time introducing a whole new generation to the awesomeness of a game that combined action, adventure, and roleplaying in a sci-fi game simultaneously." Star Control: Origins is scheduled for release on PC and consoles with the PC release scheduled for 2017.  Players interested in joining the Founder's program for $35 will gain access to the upcoming beta program as well as access to the Founder’s Vault, mod tools, private journals and more. Visit www.starcontrol.com to join or get more details.   Screenshots: Share this article Recent articles Long-Time Microsoft Veteran Kevin Unangst joins Stardock's Executive Team - 12/6/2017 Star Control: Origins Fleet Battle Beta Begins Today - 11/16/2017 Stardock has a New "Killer" App: Groupy - Organize Your Windows Together - 11/14/2017 v2.6 for Ashes of the Singularity: Escalation is Now Available - 11/2/2017 Midweek Madness: Save up to 70% on Galactic Civilizations III: Gold - 10/24/2017 Star Control: Origins Pre-Orders Begin Today - 10/19/2017 v2.6 for Galactic Civilizations III and the Crusade Expansion is Now Available - 10/12/2017 Conspicuous Consumption DLC for Offworld Trading Company is Now Available - 10/9/2017 Why Space? - 10/5/2017 Ashes of the Singularity: Escalation Free Juggernaut DLC and v2.5 Update Now Available - 9/14/2017 Enormous v2.5 Update for Galactic Civilizations III and Crusade Expansion Releases Today - 9/12/2017 SOFTWARE GAMES https://www.stardock.com/about/press/480099/stardock-announces-star-control-origins 1/1 Case Document 1-1 Filed 12/08/17 Page 40 of 68 EXHIBIT 12/7/2017 Star Control: Origins Fleet Beta 12/08/17 Begins Today Page 41 of 68 Case 4:17-cv-07025-SBA Document 1-1Battle Filed Star Control: Origins Fleet Battle Beta Begins Today Published on Thursday, November 16, 2017 By Island Dog In Press Releases (Star Control) Star Control: Origins is a science-fiction adventure game set in an open universe that puts the player as the captain of Earth's first interstellar vessel on a mission to find allies to help save humanity from certain annihilation. The new beta unlocks the Fleet Battles feature, where you'll assemble ships in a fleet and engage in battle with fleets controlled by either the computer, humans via the Internet, or even friends sitting at the same PC. 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Stay Connected Active Discussions Galactic Civilization III v2.7 Patch (opt-in 12/7) Forum update: November 2017 Holiday themed ships and weapons Stardock response to Paul and Fred Microsoft veteran Kevin Unangst Joins Stardock Executive Team Featured Event Strategy Visions Series: New Episode New Events [a]listdaily: New Stardock VP Kevin Unangst To Focus On Broadening Brand’s Reach Destructiod: Checking out the battle system of Star Control: Origins Hardcore Gamer: Fleet Battles Beta is a Good Start Towards the Return of Star Control: Origins Strategy Visions Series: New Episode DGA Plays: Star Control: Origins Categories https://www.stardock.com/games/article/485613/star-control-origins-fleet-battle-beta-begins-today 1/3 12/7/2017 Star Control: Origins Fleet Beta 12/08/17 Begins Today Page 42 of 68 Case 4:17-cv-07025-SBA Document 1-1Battle Filed Ashes Dev Journals Ashes of the Singularity Elemental Series Events Galactic Civilizations III Galactic Civilizations Series GalCiv III Dev Journals Life, the Universe and Everything Offworld Trading Company PC Gaming Personal Computing Sins of a Solar Empire Sorcerer King Sorcerer King Dev Journals Star Control Stardock Journals Twitch.tv Broadcast Polls Which of these is your favorite RTS of all time? Starcraft Supreme Commander Total Annihilation Company of Heroes Command & Conquer LOGIN TO VOTE VIEW RESULTS Tweets by @Stardock Stardock Retweeted AListDaily @alistdaily New @Stardock VP Kevin Unangst To Focus On Broadening Brand's Reach: bit.ly/2ABRMWP 18h Stardock Retweeted https://www.stardock.com/games/article/485613/star-control-origins-fleet-battle-beta-begins-today 2/3 12/7/2017 Star Control: Origins Fleet Beta 12/08/17 Begins Today Page 43 of 68 Case 4:17-cv-07025-SBA Document 1-1Battle Filed SOFTWARE GAMES Object Desktop Star Control Corporate Solutions Ashes of the Singularity: Escalation Start10 Galactic Civilizations III Fences Offworld Trading Company DeskScapes Sins of a Solar Empire: Rebellion Multiplicity Sorcerer King: Rivals ObjectDock The Political Machine COMPANY SUPPORT About My Account Management Team Create an Account Careers Product Keys Press Room Reset Password Update Account Info Store Contact Us SIGN UP FOR OUR NEWSLETTER EMAIL ADDRESS SUBSCRIBE © 2017 Stardock Corporation Site Map Terms Privacy DMCA https://www.stardock.com/games/article/485613/star-control-origins-fleet-battle-beta-begins-today 3/3 Case Document 1-1 Filed 12/08/17 Page 44 of 68 EXHIBIT Dogar And Kazon Page 1 of 3 Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 45 of 68 C R E A T O R S O F S T A R Q U A N C O N T R O L I I - T H E U R - M A S T E R S UPDATES FROM FRED FORD AND PAUL REICHE III LAUNCH FIGHTERS! OCTOBER 09, 2017 It was almost exactly 25 years ago that we released Star Control II® -- The UrQuan Masters for DOS PCs. We poured our hearts into the game, blending our love for classic science fiction, Spacewar!-style action gameplay and our own quirky sense of humor. We had tons of help from many talented friends and collaborators, but even so getting the game across the finish line was a herculean effort -- both the exciting, https://dogarandkazon.squarespace.com/ 10/22/2017 Dogar And Kazon Page 2 of 3 Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 46 of 68 hydra-fighting kind, as well as the exhausting stable-cleaning kind. Pretty much ever since then, fans have been politely asking us to create a sequel, sometimes begging for a sequel, even threatening us if we don’t make a sequel. Our answer was always, “We really want to do this, we just need to wait until the time is right” -- kind of like Cthulhu awakening, but less end-of-theworldy. Well, the stars have finally aligned -- we are now working on a direct sequel to Star Control II® -- The Ur-Quan Masters, called Ghosts of the Precursorsº. This is a passion project for us and we have committed to dedicating some of our own time to creating a true sequel. We are early, early in development, but rest assured, the game will include genuine Ur-Quan, Precursors, Super-Melee, Umgah, VUX, Supox, THE ULTRON!, Druuge, Arilou Lalee'lay, Orz, Androsynth, Rainbow Worlds, Ilwrath, Syreen, Mmrnmhrm, Yehat, Shofixti, Spathi (including the ever-terrified Fwiffo), Umgah, Melmorme, Chmmr, Earthlings, Mycon, THE MARK II!, Slylandro, Utwig, Thraddash, Zoq-Fot-Pik, VUX Beast, Pkunk, the Keel-Verezy, and of course all new alien races to discover, befriend ...and/or be annigilate... I mean annihigate.. Damn! Well, you get the idea.  403 LIKES  SHARE Follow us on Twitter for news and updates. https://dogarandkazon.squarespace.com/ 10/22/2017 Dogar And Kazon Page 3 of 3 Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 47 of 68 https://dogarandkazon.squarespace.com/ 10/22/2017 Case Document 1-1 Filed 12/08/17 Page 48 of 68 EXHIBIT I Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 49 of 68 Ly 0 U 17 LJ Fred and Paul @Dogar_And_Kazon • Oct 11 Star Control 2 Is Getting A Sequel, 25 Years Later I Kotaku Australia (via © KotakuAU) stubinq FEB 22.2157 We -should be cannot fit friends! E-ip1.3in whq this be. iZe3S+ 1'1,2'4. us with materials f or our struggle! Star Control 2 Is Getting A Sequel, 25 Years Later There were plenty of garners who weren't even born when Star Control 2: The Ur-Quan Masters launched 25 years ago. But to mark the game's kotaku.com.au 1 io Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 50 of 68 0 Fred and Paul @Dogar_And_Kazon • Oct 10 25 years later, Star Control 2 is getting a direct sequel 25 years later, Star Control 2 is getting a direct sequel The original creators return for Ghosts of the Precursors. pcgamer.com 3 n 31 Q 62 \./ Case Document 1-1 Filed 12/08/17 Page 51 of 68 EXHIBIT Case Document 1-1 Filed 12/08/17 Page Fred and Paul @Dogar_And_Kazon Creators of Star Control The Ur?Quan Masters. Founders of Toys For Bob. #starcontrol #ghostsoftheprecursors Case Document 1-1 Filed 12/08/17 Page 53 of 68 EXHIBIT Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 54 of 68 0 Fred and Paul @Dogar_And_Kazon • Oct 10 25 years later, Star Control 2 is getting a direct sequel 25 years later, Star Control 2 is getting a direct sequel The original creators return for Ghosts of the Precursors. pcgamer.com 3 n 31 Q 62 \./ Case Document 1-1 Filed 12/08/17 Page 55 of 68 EXHIBIT Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 56 of 68 CREATORS OF STAR CONTROL® I I UPDATES FROM FRED FORD AND PAUL REICHE I I I Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 57 of 68 Fred and Paul @Dogar_And_Kazon Creators of Star Control® II - The UrQuan Masters. Founders of Toys For Bob. #urquanmasters #ghostsoftheprecursors Novato, CA (9 dogarandkazon.squarespace.com EJoined October 2017 Case Document 1-1 Filed 12/08/17 Page 58 of 68 EXHIBIT 12/7/2017 Star Control® I, II and III aren't for sale on GOG.com anymore12/08/17 -- How come? Page — Dogar59 Andof Kazon Case 4:17-cv-07025-SBA Document 1-1 Filed 68 C R E AT O R S O F S TA R C O N T R O L ® I I U P D AT E S F R O M F R E D F O R D A N D PA U L R E I C H E I I I Star Control® I, II and III aren't for sale on GOG.com anymore -- How come? DECEMBER 04, 2017 https://dogarandkazon.squarespace.com/blog/2017/12/4/star-control-i-ii-and-iii-arent-for-sale-on-gogcom-any-more-how-come 1/3 12/7/2017 Star Control® I, II and III aren't for sale on GOG.com anymore12/08/17 -- How come? Page — Dogar60 Andof Kazon Case 4:17-cv-07025-SBA Document 1-1 Filed 68 We've decided to stop selling our old games, because: 1. We think it's necessary to 'clear the decks' to help resolve our definitely-notharmonious, until-recently-private, months-long conflict with Brad Wardell and his lawyers at Stardock. 2. The Ur-Quan Masters HD Project is a free, vastly superior experience. Did we mention it's free? Fans have been dedicated to improving UQM for 15 years and it is awesome! Hopefully Star Control I and III will also become available for free in the near future. Why was it okay to sell the games on GoG, but not on Steam or elsewhere? The simple answer is because we have had our own direct distribution agreement with GOG since 2011 and no agreement with Stardock or Steam or anyone else. If you're into details, here goes: In April 2011, we learned that Star Control I, II and III had been re-published on Good Old Games (GOG) — a big surprise since the games hadn’t been sold for years and no one had contacted us for permission to do so. We reached out to GOG who said our games had been offered to them by Atari as part of a large batch of older Atari products. We then contacted Atari to let them know that we were the original authors and owners of the copyright to the games and that we had not given permission for them to republish our work. Atari checked with its lawyers and wrote back confirming our claims, apologizing to everyone for the mistake and informing GOG to remove the games from sale and pay any royalties earned to us. Instead we suggested a way that GOG could continue to sell our games. GOG signed separate, independent contracts with: Atari to license the Star Control trademark, and us to license the rights to the games themselves. GOG has been selling the games and paying us directly ever since. In October of this year, history repeated itself when Stardock began selling our games on Steam and elsewhere (even bundled with theirs), again without getting our permission. This time we couldn't come to an agreement, so we asked that Stardock stop bundling and selling the games. They refused, so https://dogarandkazon.squarespace.com/blog/2017/12/4/star-control-i-ii-and-iii-arent-for-sale-on-gogcom-any-more-how-come 2/3 12/7/2017 Star Control® I, II and III aren't for sale on GOG.com anymore12/08/17 -- How come? Page — Dogar61 Andof Kazon Case 4:17-cv-07025-SBA Document 1-1 Filed 68 we've decided to end our 2011 distribution agreement with GOG as a first step to having the games pulled down.  42 LIKES  Newer  SHARE Older  Follow us on Twitter for news and updates. Star Control is a registered trademark of Stardock Systems, Inc https://dogarandkazon.squarespace.com/blog/2017/12/4/star-control-i-ii-and-iii-arent-for-sale-on-gogcom-any-more-how-come 3/3 Case Document 1-1 Filed 12/08/17 Page 62 of 68 EXHIBIT Star Control: Ghosts of the Precursors - sequel from original creators! rpg codex > Nove... Page 1 of 14 Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 63 of 68 Log in or Sign up Home Forums Shoutbox Members Recent Posts Tacticular Cancer: We'll have your balls Home Forums Gaming Discussion General Gaming Welcome to rpgcodex.net, a site dedicated to discussing computer based role-playing games in a free and open fashion. We're less strict than other forums, but please refer to the rules. "This message is awaiting moderator approval": All new users must pass through our moderation queue before they will be able to post normally. Until your account has "passed" your posts will only be visible to yourself (and moderators) until they are approved. Give us a week to get around to approving / deleting / ignoring your mundane opinion on crap before hassling us about it. Once you have passed the moderation period (think of it as a test), you will be able to post normally, just like all the other retards. Star Control: Ghosts of the Precursors - sequel from original creators! Discussion in 'General Gaming' started by MRY, Oct 10, 2017. FORGE YOUR PATH WITHTINO NEIN HEROES! Page 1 of 2 1 (7 Next > MRY gender: Wormwood Studios BEIMME wcFd.710:N3D , , '. .srLOCE•4 Joined: Parrots: Location: Aug 15, 2012 3,079 California Oct 10, 2017 Stats Ignoring https://dogarandkazon.squarespace.co m/ LAUNCH FIGHTERS! It was almost exactly 25 years ago that we released Star ControlII® -- The UrQuan Masters for DOS PCs. We poured our hearts into the game, blending our love for classic science fiction, Space war!-style action gameplay and our own quirky sense of humor. We had tons of help from many talented friends and collaborators, but even so getting the game across the finish line was a herculean effort -- both the exciting, hydra-fighting #1 L9 ADHD QUESTIONS YOU MAY BE OVERLOOKING. FIND OUT MORE 52212002417 Click here and disable ads! http://www.rpgcodex.net/forums/index.php?threads/star-control-ghosts-of-the-precursors-... 11/ 16/2017 Star Control: Ghosts of the Precursors - sequel from original creators! rpg codex > Nove... Page 2 of 14 Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 64 of 68 mkpf-!cu!ygnn!cu!vjg! gzjcwuvkpi!uvcdng.engcpkpi! mkpf/!Rtgvv{!owej!gxgt! ukpeg!vjgp-!hcpu!jcxg!dggp! rqnkvgn{!cumkpi!wu!vq!etgcvg! c!ugswgn-!uqogvkogu! dgiikpi!hqt!c!ugswgn-!gxgp! vjtgcvgpkpi!wu!kh!yg! ocmg!c!ugswgn/!Qwt!cpuygt! ycu!cnyc{u-!•Yg! ycpv!vq!fq!vjku-!yg!lwuv! pggf!vq!yckv!wpvkn!vjg!vkog! ku!tkijv–!..!mkpf!qh!nkmg! Evjwnjw!cycmgpkpi-!dwv! nguu!gpf.qh.vjg.yqtnf{/! Ygnn-!vjg!uvctu!jcxg!hkpcnn{! cnkipgf!..!yg!ctg!pqy! yqtmkpi!qp!c!fktgev!ugswgn! vq! ecnngf! Vjku!ku!c!rcuukqp!rtqlgev!hqt! wu!cpf!yg!jcxg!eqookvvgf! vq!fgfkecvkpi!uqog!qh!qwt! qyp!vkog!vq!etgcvkpi!c!vtwg! ugswgn/!Yg!ctg!gctn{-! kp!fgxgnqrogpv-!dwv!tguv! cuuwtgf-!vjg!icog!yknn! kpenwfg!igpwkpg!Wt. Swcp-Rtgewtuqtu-!Uwrgt. Ogngg-!Woicj-!XWZUwrqz-!VJG!WNVTQP"Ftwwig-!Ctknqw!Ncngg(nc{Qt -!Cpftqu{pvj-!Tckpdqy! Yqtnfu-!Knytcvj-!U{tggpOotpojto-![gjcvUjqhkzvk-!Urcvjk!)kpenwfkpi! vjg!gxgt.vgttkhkgf Hykhhq*-Woicj-!OgnoqtogEjoot-!Gctvjnkpiu-!O{eqpVJG!OCTM!KK"-!Un{ncpftqWvyki-!Vjtcffcuj-!\qs.Hqv. Rkm-XWZ!Dgcuv-!Rmwpm-!vjg Mggn.Xgtg {-!cpf!qh!eqwtug! cnn!pgy!cnkgp!tcegu!vq! fkueqxgt-!dghtkgpf!///cpf0qt! dg!cppkikncvg///!K!ogcp! cppkjkicvg//!Fcop"!Ygnn-! {qw!igv!vjg!kfgc/ http://www.rpgcodex.net/forums/index.php?threads/star-control-ghosts-of-the-precursors-... 11/16/2017 Star Control: Ghosts of the Precursors - sequel from original creators! rpg codex > Nove... Page 3 of 14 Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 65 of 68 0.0 Like a valiant but bumbling soldier whose corpse becomes the stepladder for a hero, The Long Journey Home has done the work the gods set for it. Last edited by a moderator: Oct 10, 2017 Wormwood Studios x12 x x xl exl •x1• x1 x A Poos gender: Arcane Oct 10, 2017 Stats Ignoring Top #3 stardock huh http://www.rpgcodex.net/forums/index.php?threads/star-control-ghosts-of-the-precursors-... 11/ 16/2017 Star Control: Ghosts of the Precursors - sequel from original creators! rpg codex > Nove... Page 4 of 14 Case 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 66 of 68 probably going to be burned at the stake here but i absolutely love sins of a solar empire so cautiously optimistic f9i Old x 1 Joined: Oct 5, 2014 Parrots: 2,269 Location: A Top New Zealand Oct 10, 2017 Stats Ignoring MRY ] gender: 1;3' Wormwood Studios anZLIIPEM‹ #4 No, Stardock has their own game (old news) that's nearly done. This is separate. 1111:11RITI=Oi] • Wormwood Studios Joined: Parrots: Location: Aug 15, 2012 3,079 California A Top http://www.rpgcodex.net/forums/index.php?threads/star-control-ghosts-of-the-precursors-... 11/ 16/2017 Case Document 1-1 Filed 12/08/17 Page 67 of 68 EXHIBIT 0 Star Control creators working on direct sequel to Star Control 2 e 4:17-cv-07025-SBA Document 1-1 Filed 12/08/17 Page 68 o Polygon Oct tO, 2017 Fred Ford and Paul Rekhe in the designers al the first Iwo Star Control genes say they're woriang on a new title that they descnte as a deed sequel to Star Centred 7 The ur•Quan Masters. Their new game is Idled Ghosts of the Precutsas and is described as "early, early in development' its been 25 25 years titer. SW Control 2 is getting a direct sequel PC Gainer Oct 10. 2017 View all Star Control II developers working on 'direct sequel. 25 years later Ventureikai Ge: 9. 201 7 The bracts behold Star Control a are resurrecting the sent. a quarter of a century after the last real entry in the stilt series. Creators Fred Ford and Paul Relche announced today that they ore coming back to do a legitimate sequel. The protect docent have a release date, platform, or pricing info yet, but t . 25 years tater, Star Control Is creators are making a direct sequel enticed Hit - Oct 10, 2017 View all Star Control II dens unite for a passion project sequel Ciamasutra • Oct 11, 20:: Toys for Bob cofounders Fred Ford and Pate Relehe lit announced tees week that tr.ey've begun working on a sequel to the 1997 space adventure game Star Control iI called Ghosts of the Precursors This is a big deal because the pair were Vre original designers of SW Control and Star Control 11. before .. Star Control 2 Is Getting A Sequel. 25 Years Later Kaiak u Australia Oct 10.2017 There were plenty of garners who werent even born when Star Control 7. The Ur.Ouan Masters Winched 75 years ago. But to mark the games anniversary, two of the original developers have announced ineyll be making a direct sequel Paul Rekhe ui and Fred Ford. creators of the original Star Control Its a good time to be a fan of Star Control O best/veto:6 • Oct 20, 2017 If you missed d, the anginal creators of Star Control II - Fred Ford and Paul Rekhe whose slot Toys for Bob has understandably kept busy with the Wander; franchise in recent years - have drawn up plans and gotten approval fora *direct sequel' to the 1992 sci ri game. This new protect. Ghosts of ... Stay up to date on results for Star Control sequel Reiche. G0000gle > 1 2 3 4 New wren