1 2 ("COMMISSION") and either (i) has been declared effective under the Securities Act of 1933 ("ACT") and is not proposed to be amended or (ii) is proposed to be amended by amendment or post-effective amendment. If such registration statement...Mp3 Com Inc • July 16th, 1999 • Phonograph records & prerecorded audio tapes & disks • New York
MP3.com, Inc. 4790 Eastgate Mall San Diego, CA 92121 July 26, 2000Agreement • October 20th, 2000 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • New York
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER Dated as of May 20, 2001Agreement and Plan of Merger • May 22nd, 2001 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • Delaware
MP3.COM, INC.Rights Agreement • May 14th, 1999 • Mp3 Com Inc • California
RECITALSSettlement Agreement • April 27th, 2001 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks
MP3.com, Inc. 4790 Eastgate Mall San Diego, CA 92121Agreement • February 20th, 2001 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • New York
EXHIBIT 99.1 STOCKHOLDER AGREEMENT dated as of May 20, 2001 (this "Agreement"), among VIVENDI UNIVERSAL, a societe anonyme organized under the laws of France ("Parent"), and the individuals and other parties listed on Schedule A hereto (each, a...Stockholder Agreement • May 22nd, 2001 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • Delaware
TEXT OMITTED AND FILED SEPARATELY CONFIDENTIAL TREATMENT REQUESTED UNDER 17 C.F.R. SECTIONS 200.80(B)(4), 200.83 AND 240.24B-2 SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Settlement Agreement and Mutual Release (together with the exhibits and...License Agreement • February 20th, 2001 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • New York
VIVENDI UNIVERSAL, S.A.,Modification Agreement • August 2nd, 2001 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • Delaware
MP3.COM, INC.Investor Rights Agreement • July 16th, 1999 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • California
BY AND BETWEEN MP3.COM ANDEmployment Agreement • May 14th, 1999 • Mp3 Com Inc • California
RECITALSMarketing Agreement • February 20th, 2001 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • California
EXHIBIT 10.13 MP3.COM, INC.Stock Restriction Agreement • May 14th, 1999 • Mp3 Com Inc • California
1 Exhibit 10.37 PLEDGE AND SECURITY AGREEMENT This Pledge and Security Agreement (the "Agreement") is made and entered into effective as of April 2, 2001, by and between Michael L. Robertson ("Borrower"), on the one hand, and MP3.com, Inc., a Delaware...Pledge and Security Agreement • August 2nd, 2001 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • California
1 EXHIBIT 10.33 AMENDMENT TO CONSULTING AGREEMENT This AMENDMENT TO CONSULTING AGREEMENT (the "Amendment"), dated as of March 1, 2001, is entered into by and between MP3.com, Inc. ("Client") and Howard B. Wiener ("Consultant").Consulting Agreement • April 27th, 2001 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • California
1 EXHIBIT 10.25 MP3.COM, INC. 2000 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT (NONSTATUTORY STOCK OPTIONS) Pursuant to the Stock Option Grant Notice ("Grant Notice") and this Stock Option Agreement, MP3.com, Inc. (the "Company") has granted you an...Stock Option Agreement • July 27th, 2000 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks
May 20, 2001 Steve Sheiner c/o MP3.com, Inc. 4790 Eastgate Mall San Diego, CA 92121 Dear Steve: Reference is made to the Agreement and Plan of Merger, dated as of May 20, 2001, (the "Merger Agreement"), by and among Vivendi Universal, S.A. ("Parent"),...Mp3 Com Inc • August 2nd, 2001 • Phonograph records & prerecorded audio tapes & disks • New York
RECITALSSublease Agreement • March 30th, 2000 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • California
ZCO, INC.Founder Stock Purchase Agreement • May 14th, 1999 • Mp3 Com Inc • California
RECITALSAnd Marketing Agreement • October 20th, 2000 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • California
1 EXHIBIT 10.10 CREDIT AGREEMENT This Credit Agreement ("Agreement") is made and entered into on February 11, 1999, by and between MP3.COM, INC., a Delaware corporation ("Borrower"), and Imperial Bank, a California banking corporation ("Bank")....Credit Agreement • May 14th, 1999 • Mp3 Com Inc • California
SECTION I STANDARD PROGRAMSubmission Agreement • August 2nd, 2001 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • California
1 EXHIBIT 10.23 * Confidential Treatment Requested Under 17 C.F.R. Section 200.80(b)4), 200.83 and 230.406 [MP3 LETTERHEAD] SPONSORSHIP AGREEMENT This Sponsorship Agreement ("Agreement") is made and entered into February 18, 1999 ("Effective Date"),...Sponsorship Agreement • July 12th, 1999 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • California
SUBLEASESublease Agreement • November 12th, 1999 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • California
1 EXHIBIT 10.15 CONSULTING AGREEMENT This Consulting Agreement ("Agreement") is made and entered into as of this 19th day of April, 1999, by and between MP3.COM, INC. ("Company") and ATLAS/THIRD RAIL MANAGEMENT, INC. ("Consultant"). 1. Services....Consulting Agreement • May 14th, 1999 • Mp3 Com Inc
1. 2 (the "Advertising Agreement"), including without limitation any default under Section 2.3 or Section 2.5 of the Advertising Agreement.Ipo Equity Offer Agreement • July 14th, 1999 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • California
EXHIBIT 10.22 [MP3.COM LETTERHEAD] SPONSORSHIP AGREEMENT This Sponsorship Agreement ("Agreement") is made and entered into on February 17, 1999 ("Effective Date"), by and between Tickets.com, Inc., a Delaware corporation, located at 4061 Glencoe Ave.,...Sponsorship Agreement • May 24th, 1999 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • California
1 EXHIBIT 10.19 * Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4), 200.83 and 230.406 MEMORANDUM OF AGREEMENT DATED MAY 12, 1999 BETWEEN MP3.COM, INC. ("MP3") AND BOUTIT, INC., DBA NO LIMIT RECORDS, INC., A CALIFORNIA...Mp3 Com Inc • July 12th, 1999 • Phonograph records & prerecorded audio tapes & disks • California
1 EXHIBIT 10.30 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT ("Agreement") is made by and between MP3.COM, INC. ("Client"), a Delaware corporation, and The Honorable HOWARD B. WIENER, an individual resident in the State of California ("Consultant"),...Consulting Agreement • March 2nd, 2001 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • California
1 EXHIBIT 10.19 * Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4), 200.83 and 230.406 MEMORANDUM OF AGREEMENT DATED MAY 12, 1999 BETWEEN MP3.COM, INC. ("MP3") AND BOUTIT, INC., DBA NO LIMIT RECORDS, INC., A CALIFORNIA...Mp3 Com Inc • July 14th, 1999 • Phonograph records & prerecorded audio tapes & disks • California
EXHIBIT 10.19 MEMORANDUM OF AGREEMENT DATED MAY 12, 1999 BETWEEN MP3.COM, INC. ("MP3") AND BOUTIT, INC., DBA NO LIMIT RECORDS, INC., A CALIFORNIA CORPORATION ("NO LIMIT") For good and valuable consideration, No Limit and MP3 agree as follows: 1. The...Mp3 Com Inc • May 24th, 1999 • Phonograph records & prerecorded audio tapes & disks • California
MP3.COM, INC. P.O. Box 910091 San Diego, CA 92191Mp3 Com Inc • May 14th, 1999
1 EXHIBIT 10.14 MP3.COM MUSIC SUBMISSION AGREEMENT 2 This agreement describes the legal relationship between you (an individual artist, or, in the case where you are involved with a band, an individual acting as the legal representative of your band)...Music Submission Agreement • May 14th, 1999 • Mp3 Com Inc • California
MP3.COM, INC.Mp3 Com Inc • May 14th, 1999
RECITALSManufacturing and Fulfillment Services Agreement • March 30th, 2000 • Mp3 Com Inc • Phonograph records & prerecorded audio tapes & disks • California
