[LOGO] DOLBY
DOLBY LABORATORIES INC
DOLBY LABORATORIES LICENSING CORPORATION
Signal Processing and Noise Reduction Systems
000 Xxxxxxx Xxxxxx
Xxx Xxxxxxxxx, Xxxxxxxxxx 00000-0000
Telephone 000-000-0000
September 18, 1997 Facsimile 000-000-0000
EXHIBIT 10.15
Xx. Xxxxx Xxxxxx
Co-Founder & CEO
Liquid Audio
0000 Xxxxxxxx
0x Xxxxx
Xxxxxxx Xxxx, XX 00000
Xx. Xxxxxx:
[*]
Accordingly:
Dolby agrees to:
1) Change the existing payment schedule in section 4.02 of the Digital Audio
System License Agreement - Source Code, Trademark and Know-How License, dated
May 3, 1996 (the "Agreement"):
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first quarter [*]
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second quarter [*]
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third quarter [*]
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fourth quarter [*]
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fifth quarter [*]
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sixth quarter [*]
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seventh quarter [*]
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eight quarter [*]
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to the following payment schedule:
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first quarter [*]
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second quarter [*]
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third quarter [*]
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fourth quarter [*]
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fifth quarter [*]
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sixth quarter [*]
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seventh quarter [*]
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eighth quarter [*]
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ninth quarter [*]
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tenth quarter [*]
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eleventh quarter [*]
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Confidential Licensee / Licensor Communication
* Certain information in this Exhibit has been omitted and filed
separately with the Commission. Confidential treatment has been
requested with respect to the omitted portions.
Xx. Xxxxx Xxxxxx September 18. 1997
Liquid Audio Page 2
2) [*]
3) Provide LA's watermarking partners Xxxxxx and Aris access to AC-3
evaluation code and telephone assistance in implementing watermarking with
the LA version of AC-3.
4) Extend the period of exclusivity in Section 2.01 of the Agreement by [*]
with the requirement for additional minimum payments as follows:
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twelfth quarter [*]
--------------------------------
thirteenth quarter [*]
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5) Allow Intel to provide Intel source code for an MMX-optimized Dolby Digital
decoder to LA. This decoder must be modified by LA as per item 1 in the "LA
agrees to" section below. The LA modified MMX-optimized decoder must be
tested and certified by Dolby before deployment.
In exchange for the above items, Liquid Audio agrees to:
[*]
2) Deploy the Modified Decoder, and to cease distribution of current AC-3
decoder, in the first release of version 2.0 and not later 30 NOV 97.
3) Ensure that Xxxx Xxxxx is available to interface with the appropriate
technical staff at Dolby to ensure the Dolby Modified Decoder is deployed
by the above date.
[*]
In our view, LA is well positioned to capitalize on the opportunities the
internet provides for the distribution of pre-recorded audio. LA appears to have
an excellent job of preparing and positioning its product, and we look forward
to a long and fruitful partnership. A critical element to both our interests
however, is our continuing ability to exclude third parties from offering for
free the same goods and services our two companies offer for a price.
Time is of the essence. Our intent was to structure this package in a way that
gives LA the ability to accept it immediately. Please indicate your assent to
our proposal by signing below and returning this letter to us by fax.
Sincerely, Agreed
On behalf of Liquid Audio:
/s/ Xx Xxxxxxxx /s/ Xxxxx Xxxxxx
/s/ Xx Xxxxxxxx Xxxxx Xxxxxx
Dolby Laboratories Licensing Corp. Date
* Certain information in this Exhibit has been omitted and filed
separately with the Commission. Confidential treatment has been
requested with respect to the omitted portions.
