SECOND AMENDMENT TO INTELLECTUAL PROPERTY AGREEMENT
Exhibit 10.4
SECOND AMENDMENT TO INTELLECTUAL PROPERTY AGREEMENT
This Second Amendment to the Intellectual Property Agreement (the “Second Amendment”) is entered into as of March 29, 2013, and amends that certain Intellectual Property Agreement dated August 10, 2009 (as subsequently amended, the “Agreement”) by and between OCWEN FINANCIAL CORPORATION a corporation organized under the laws of the State of Florida (“OCWEN” or together with its Affiliates “OCWEN Group”), and ALTISOURCE SOLUTIONS S.À R.L., a limited liability company organized under the laws of the Grand Duchy of Luxembourg (“ALTISOURCE” or together with its Affiliates “ALTISOURCE Group”).
Recitals
WHEREAS, in addition to the Agreement, OCWEN and ALTISOURCE have also entered into a Services Agreement, a Technology Products Services Agreement, and a Data Center and Disaster Recovery Services Agreement, each dated as of the Effective Date and the Support Services Agreement dated August 10, 2009 (collectively, the “Services Agreements”), by which ALTISOURCE agreed to provide various Services to OCWEN (as defined in the respective Services Agreements); and
WHEREAS, in conjunction with the Services Agreements, the Agreement governs the licensing of the Licensed Intellectual Property (as therein defined);
WHEREAS, OCWEN and ALTISOURCE have since entered into the First Amendment to the Intellectual Property Agreement (the “First Amendment”), whereby the parties agreed to amend Section 6 of the Agreement (Term and Renewal) in order to extend the term of the Agreement; and
WHEREAS, now the parties desire to amend the term of the Agreement along with other provisions of the Agreement.
Agreement
NOW, THEREFORE, in consideration of the mutual covenants made herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:
1. Amendment to Section 6, Term and Renewal, of the Agreement. Section 6, Term and Renewal, of the Agreement is hereby deleted in its entirety and restated as follows:
“6. Term and Renewal.
(a) Initial Term. This Agreement shall commence on the Effective Date and shall extend until August 31, 2025 (the “Initial Term”), or the earlier date upon which this Agreement has been otherwise terminated in accordance with the terms hereof.
(b) Renewal Term. Subject to the provisions of Sections 2(b) and 9, this Agreement will survive for the Initial Term and will automatically renew for four (4) two (2) year increments following the Initial Term (each a “Renewal Term”); provided that (a) each Party has fully complied with its obligations under this Agreement and has maintained a performance standard acceptable to the other Party during the prior term and (b) the Agreement has not been terminated.”
2. Amendment to Schedule I and Schedule II to the Agreement. Schedule I (Altisource Intellectual Property) and Schedule II (Licensed Intellectual Property) to the Agreement are hereby
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deleted in their entirety and replaced with the version of Schedule I and Schedule II attached to this Second Amendment, and incorporated herein by this reference. For avoidance of doubt, the effective date of any grant of rights as to the Intellectual Property identified in Schedule I and Schedule II caused by or resulting from the Agreement shall be (a) the effective date of the Agreement for all Intellectual Property that was listed in Schedule I and Schedule II to the Agreement prior to any amendment thereto, (b) the effective date of the First Amendment for all Intellectual Property that was listed in Schedule I and Schedule II to the First Amendment but not listed in Schedule I and Schedule II to the Agreement, and (c) the effective date of this Second Amendment for all Intellectual Property that is listed in Schedule I and Schedule II to this Second Amendment but not listed in Schedule I and Schedule II to the Agreement or the First Amendment. For avoidance of doubt, any grant of rights caused by or resulting from the Agreement as to an Intellectual Property asset identified in Schedule I or Schedule II that is a pending application shall apply to any Intellectual Property asset that ultimately registers, issues, or otherwise grants from such pending application.
3. Documentation of Assignments. To effectuate the assignment of the Intellectual Property not previously part of Schedule I to the Agreement or Schedule I to the First Amendment, which is added to Schedule I of the Agreement via this Second Amendment, OCWEN (whether through itself or through its Affiliates) will execute assignments in form substantially similar to those attached hereto as Exhibit A.1-A.3.
4. Execution. This Second Amendment may be signed in counterparts with the same effect as if both parties had signed one and the same document. This Second Amendment may be executed in any number of counterparts, each of which when so executed and delivered shall be deemed an original, but all of which shall together constitute one and the same agreement. Counterparts shall become effective when counterparts have been signed by each of the parties and delivered to the other parties; it being understood that all parties need not sign the same counterpart. This Second Amendment and its counterparts may be executed by providing an electronic signature under the terms of the Electronic Signatures Act, 15 U.S.C. § 7001 et seq., and may not be denied legal effect solely because it is in electronic form or permits the completion of the business transaction referenced herein electronically instead of in person.
5. Agreement in Full Force and Effect as Amended. The terms and conditions of this Second Amendment shall prevail over any conflicting terms and conditions in the Agreement. Capitalized terms that are used in this Second Amendment not otherwise defined herein shall have the meanings ascribed to them in the Agreement. Except as specifically amended or waived hereby, all of the terms and conditions of the Agreement shall remain in full force and effect. All references to the Agreement in any other document or instrument shall be deemed to mean the Agreement as amended by this Second Amendment. The parties hereto agree to be bound by the terms and obligations of the Agreement, as amended by this Second Amendment, as though the terms and obligations of the Agreement were set forth herein.
[The Remainder of this Page has been Intentionally Left Blank]
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IN WITNESS WHEREOF, the parties have caused this Second Amendment to be executed as of the date first written above by their duly authorized representatives.
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| OCWEN FINANCIAL CORPORATION | ||
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| By | /s/ John Britti | |
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| Name: | John Britti |
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| Title: | Executive Vice President & CFO |
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| ALTISOURCE SOLUTIONS S.À R.L. | ||
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| By | /s/ William B. Shepro | |
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| Name: | William B. Shepro |
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| Title: | Manager |
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SCHEDULE I
ALTISOURCE INTELLECTUAL PROPERTY
Part A to Schedule I of Intellectual Property Agreement:
Patents
Patents
Issued
| U.S. PTO Patent No. |
| Issue Date |
| Title |
| Inventors |
| 7,412,418 |
| 8/12/2008 |
| Expense Tracking, Electronic Ordering, Invoice Presentment, and Payment System and Method |
| William C. Erbey, Russell Bulman, Robert J. Leist, Mary Edgecomb, Donald Vetal, Armand Bonola, Stephanie Hudson, Jeffrey Neufeld, Debra Toussaint-Blackman, Rosemary Weaver, Sandra Blum, Federico Bucspun |
Pending
| Ser. No. |
| Filing Date |
| Title |
| Inventors |
| U.S. 10/918,699 |
| 8/16/2004 |
| Method and System for Providing Customer Relations Information |
| William C. Erbey, Scott Paul Conradson |
| U.S. 10/937,879 |
| 9/10/2004 |
| Method and System for Vendor Management |
| Ralph J. Behmoiras William C. Erbey Arthur J. Castner Christopher Kennedy Keith S. Reno |
| U.S. 09/512,845 |
| 2/25/2000 |
| Method for Workflow Processing Through Computer Network |
| Ravi Ramanathan Edmund M. Johnson Michael A. Graves |
| U.S. 10/408,079 |
| 4/4/2003 |
| Method and Apparatus for Providing Selective Access to Information |
| Scott William Anderson |
| U.S. 10/102,104 |
| 3/19/2002 |
| Management and Reporting System and Process for Use with Multiple Disparate Database |
| Christopher M. Ruby Chase N. Tessman Michael R. Langolf |
| U.S. 10/957,689 |
| 10/5/2004 |
| Management and Reporting System and Process for Use with Multiple Disparate Database |
| Christopher M. Ruby Chase N. Tessman Michael R. Langolf |
| U.S. 11/141,209 |
| 6/1/2005 |
| Call Center Services System and method |
| Dale Pickford |
| U.S. 11/301,247 |
| 12/13/2005 |
| Product Optimizer |
| Christopher Kennedy William Erbey Bryan Hurley |
| U.S. 11/727,225 |
| 4/4/2003 |
| Method and Apparatus for Providing Selective Access to Information |
| Scott William Anderson |
| U.S. 11/803,306 |
| 5/22/2006 |
| Method and system for Loan Closing |
| William Erbey Christopher Kennedy Bryan Hurley |
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| U.S. 11/802,308 |
| 5/22/2007 |
| Method And System For Exchange |
| William Erbey Christopher Kennedy Bryan Hurley Andrew Combs |
| U.S. 12/111,714 |
| 04/29/2008 (parent filing 12/08/2003) |
| Expense Tracking, Electronic Ordering, Invoice Presentment, and Payment System and Method |
| William C. Erbey Russell Bulman Robert J. Leist Mary Edgecomb Donald Vetal Armand Bonola Stephanie Hudson Jeffrey Neufeld Debra Toussaint-Blackman Rosemary Weaver Sandra Blum Federico Bucspun |
| U.S. 12/335,196 |
| 12/15/2008 |
| Vendor Assurance |
| Christopher Kennedy Bryan Hurley |
| U.S. 12/731,888 |
| 3/25/2010 |
| Method and System for Collections Optimization |
| William C. Erbey Ron Faris Ashish Pandey Amanjeet Saluja Deepak Dhayanithy Saurav Chawla Seth Carter |
| U.S. 12/334,168 |
| 12/12/2008 |
| METHODS AND SYSTEMS FOR NETWORK LOAN MARKETING |
| Christopher Kennedy |
| U.S. 12/404,958 |
| 3/16/2009 |
| EXPENSE TRACKING, ELECTRONIC ORDERING, INVOICE PRESENTMENT, AND PAYMENT SYSTEM AND METHOD |
| Russell Bulman; Sandra Blum |
| U.S. 60/163,228 |
| 3/25/2009 |
| APPARATUS AND METHOD FOR MODELING LOAN ATTRIBUTES |
| SALUJA, Amanjeet; GUPTA, Ankush; DHAYANITHY, Deepak; GUGLANI, Raman; |
| IN 2743 MUM 2008 |
| 12/31/2008 |
| Method and System for Collections Optimization |
| William C. Erbey Ron Faris Ashish Pandey Amanjeet Saluja Deepak Dhayanithy Saurav Chawla Seth Carter |
| IN 979 MUM 2009 |
| 4/15/2009 |
| APPARATUS AND METHOD FOR MODELING LOAN ATTRIBUTES |
| SALUJA, Amanjeet; GUPTA, Ankush; DHAYANITHY, Deepak; GUGLANI, Raman; |
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Part B to Schedule I of Intellectual Property Agreement:
Trademarks
Trademarks
Registered
| Country |
| Trademark |
| Reg. No. |
| Class |
| European Community |
| REALSynergy & Design (Black & White) |
| 6380951 |
| 09, 36, 38 |
| European Community |
| REALSynergy Logo (Black & White) |
| 6380943 |
| 09, 36, 38 |
| European Community |
| REALTRANS |
| 1174531 |
| 38 |
| European Community |
| REALTRANS & Arrow Design |
| 1174515 |
| 38 |
| European Community |
| REALTRANS.COM |
| 1174440 |
| 38 |
| European Community |
| WWW.REALTRANS.COM |
| 1174473 |
| 38 |
| Japan |
| REALSAMM |
| 4690653 |
| 09 |
| Switzerland |
| REALPORTAL |
| 578928 |
| 09, 42 |
| Switzerland |
| REALSAMM |
| 578931 |
| 09 |
| Switzerland |
| REALSERVICING |
| 578930 |
| 09, 42 |
| Switzerland |
| REALSynergy & Design (Black & White) |
| 569462 |
| 09 |
| Switzerland |
| REALSynergy Logo (Black & White) |
| 569461 |
| 09 |
| Switzerland |
| REALTRANS |
| 578929 |
| 38 |
| Taiwan |
| REALSAMM |
| 092007306 |
| 09 |
| United States of America |
| REALPORTAL |
| 3333964 |
| 09, 42 |
| United States of America |
| REALREMIT |
| 3083245 |
| 09 |
| United States of America |
| REALREMIT |
| 3283741 |
| 38 |
| United States of America |
| REALREMIT |
| 3493927 |
| 35, 36 |
| United States of America |
| REALSAMM |
| 2863435 |
| 09 |
| United States of America |
| REALSERVICING |
| 2813709 |
| 09, 42 |
| United States of America |
| REALSYNERGY |
| 2729544 |
| 09 |
| United States of America |
| REALSynergy & Design (Black & White) |
| 3481637 |
| 09 |
| United States of America |
| REALSynergy Logo (Black & White) |
| 3334360 |
| 09 |
| United States of America |
| REALTRANS |
| 2470168 |
| 38 |
| United States of America |
| WE MAKE YOUR LOANS WORTH MORE |
| 3410572 |
| 35, 36 |
| Benelux |
| ALTISOURCE* |
| 1179382 |
| 09, 35, 36, 38, 39, 42 |
| Benelux |
| ALTISOURCE PORTFOLIO SOLUTIONS* |
| 1179383 |
| 09, 35, 36, 38, 39, 42 |
Pending
| Country |
| Mark |
| App. No. |
| Class |
| European Community |
| THINKING AHEAD. DELIVERING TODAY. |
| 8210155 |
| 09, 35, 36, 38, 42 |
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| European Community |
| REALDOC |
| 8216673 |
| 09, 39, 42 |
| India |
| THINKING AHEAD. DELIVERING TODAY. |
| 1804060 |
| 09, 35, 36, 38, 42 |
| India |
| REALDOC |
| 1807108 |
| 09, 39, 42 |
| India |
| REALPORTAL |
| 1701114 |
| 09, 42 |
| India |
| REALREMIT |
| 1701116 |
| 09, 35, 36, 38 |
| India |
| REALSAMM |
| 1701113 |
| 09 |
| India |
| REALSERVICING |
| 1701115 |
| 09, 42 |
| India |
| REALSYNERGY |
| 1701111 |
| 09 |
| India |
| REALSynergy & Design (Black & White) |
| 1613797 |
| 09 |
| India |
| REALSynergy Logo (Black & White) |
| 1613796 |
| 09 |
| India |
| REALTRANS |
| 1701112 |
| 38 |
| Norway |
| THINKING AHEAD. DELIVERING TODAY. |
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| 09, 35, 36, 38, 42 |
| Switzerland |
| THINKING AHEAD. DELIVERING TODAY. |
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| 09, 35, 36, 38, 42 |
| Switzerland |
| REALDOC |
| 506092009 |
| 09, 39, 42 |
| Switzerland |
| REALREMIT |
| 583202008 |
| 09, 35, 36, 38 |
| Switzerland |
| REALSYNERGY |
| 583182008 |
| 09 |
| Turkey |
| THINKING AHEAD. DELIVERING TODAY. |
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| 09, 35, 36, 38, 42 |
| United States of America |
| REALDOC |
| 77/596166 |
| 09, 39, 42 |
| United States of America |
| THINKING AHEAD. DELIVERING TODAY. |
| 77/593386 |
| 09, 35, 36, 38, 42 |
| United States of America |
| BELTLINE ROAD |
| 85/595694 |
| 36 |
| Uruguay |
| THINKING AHEAD. DELIVERING TODAY. |
| 401.096 |
| 09, 35, 36, 38, 42 |
| Benelux |
| ALTISOURCE PORTFOLIO SOLUTIONS & Design* |
| 1182601 |
| 09, 35, 36, 38, 39, 42 |
| Canada |
| ALTISOURCE* |
| 1437569 |
| 09, 35, 36, 38, 39, 42 |
| Canada |
| ALTISOURCE PORTFOLIO SOLUTIONS* |
| 1437570 |
| 09, 35, 36, 38, 39, 42 |
| European Community |
| ALTISOURCE* |
| 8226177 |
| 09, 35, 36, 38, 39, 42, 45 |
| European Community |
| ALTISOURCE PORTFOLIO SOLUTIONS* |
| 8226185 |
| 09, 35, 36, 38, 39, 42, 45 |
| India |
| ALTISOURCE* |
| Awaiting |
| 09, 35, 36, 38, 39, 42 |
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| India |
| ALTISOURCE PORTFOLIO SOLUTIONS* |
| Awaiting |
| 09, 35, 36, 38, 39, 42 |
| Mauritius |
| ALTISOURCE* |
| MUM0909355 |
| 09, 35, 36, 38, 39, 42 |
| Mauritius |
| ALTISOURCE PORTFOLIO SOLUTIONS* |
| MUM0909356 |
| 09, 35, 36, 38, 39, 42 |
| Norway |
| ALTISOURCE* |
| 200904134 |
| 09, 35, 36, 38, 39, 42 |
| Norway |
| ALTISOURCE PORTFOLIO SOLUTIONS* |
| 200904135 |
| 09, 35, 36, 38, 39, 42 |
| Switzerland |
| ALTISOURCE* |
| 54711/2009 |
| 09, 35, 36, 38, 39, 42 |
| Switzerland |
| ALTISOURCE PORTFOLIO SOLUTIONS* |
| 54708/2009 |
| 09, 35, 36, 38, 39, 42 |
| Turkey |
| ALTISOURCE* |
| Awaiting |
| 09, 35, 36, 38, 39, 42 |
| Turkey |
| ALTISOURCE PORTFOLIO SOLUTIONS* |
| Awaiting |
| 09, 35, 36, 38, 39, 42 |
| United States of America |
| ALTISOURCE* |
| 77/726139 |
| 09, 35, 36, 38, 39, 42 |
| United States of America |
| ALTISOURCE PORTFOLIO SOLUTIONS* |
| 77/726143 |
| 09, 35, 36, 38, 39, 42 |
| Uruguay |
| ALTISOURCE* |
| 401631 |
| 09, 35, 36, 38, 39, 42 |
* Denotes intellectual property that was owned by Altisource Portfolio Solutions S.A. (formerly known as Altisource Portfolio Solutions S.à r.l., formerly known as Ocwen Luxembourg S.à r.l.) prior to the Separation.
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Part C to Schedule I of Intellectual Property Agreement:
Domain Names
Domain Names
alti-ltd.com
altiportfoliosolutions.com
alti-ps.com
altisource.ch
altisourcelimited.com
altisource-ltd.com
altisourceportfoliosolution.com
altisource-ps.com
altisource-pslimited.com
altisourceus.com
ora-rmsi.com
pmos-llc.com
premiumtitleservices.com
realportal.com
realremit.com
realsamm.biz
realsamm.com
realservicing.biz
realservicing.net
realtrans.biz
realtrans.com
realtrans.info
realtrans.net
synergysoftware.com
Alitsourcebid.com
Alitsourcebid.net
Alitsourcebid.org
Alitsourcebid.us
Alitsourcebid.biz
Altisourcebid.com
Altisourcebid.net
Altisourcebid.org
Altisourcebid.us
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Altisourcebid.biz
Altisourcehomes.com
Altisourcehomes.net
Altisourcehomes.us
Altisourcehomes.org
Altisourcehomes.biz
Altisource-homes.com
Altisource-homes.net
Altisource-homes.us
Altisource-homes.org
Altisource-homes.biz
AltisourceHome.com
Altisourcehome.net
Altisourcehome.us
Altisourcehome.org
Altisourcehome.biz
altisource.eu
altisourceportfoliosolutions.eu
altisource.lu
altisourceportfoliosolutions.lu
altisourceportfoliosolutions.ch
altisource.in
altisourceportfoliosolutions.in
altisource.ca
altisourceportfoliosolutions.ca
altisource.com.mx
altisourceportfoliosolutions.com.mx
altisource.cn
altisourceportfoliosolutions.cn
altisource.tw
altisourceportfoliosolutions.tw
altisource.hk
altisourceportfoliosolutions.hk
altisource.co.nz
altisourceportfoliosolutions.co.nz
altisource.ru
altisourceportfoliosolutions.ru
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altisource.net
altisourceportfoliosolutions.net
altisource.org
altisourceportfoliosolutions.org
altisourceportfoliosolution.com
globalservicingsolutions.com
powerdefault.com
powerdefault.net
powerdefaultservices.com
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Part D to Schedule I of Intellectual Property Agreement:
Copyrights
Registered Copyrights
| Title of Work |
| Registration No. |
| Registration Date |
| IMAP software |
| TXu000999586 |
| May 22, 2001 |
Unregistered Copyrights
| Title of Material |
| Location |
| BROCHURES/GUIDES/PAPERS |
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| Outsourcing for Maximum Returns: Four rules for moving beyond cost cutting to strategic market advantage |
| http://www.ocwenbusiness.com/BPO/bs_bpo.cfm# |
| Hybrid Outsourcing Solutions: A case study on what one top loan originator did to slash underwriting costs |
| http://www.ocwenbusiness.com/BPO/bs_bpo.cfm# |
| Mortgage Industry Outsourcing Survey: What the Mortgage Industry Players Really Think |
| http://www.ocwenbusiness.com/BPO/bs_bpo.cfm# |
| Commercial Outsourcing White Paper |
| http://www.ocwenbusiness.com/BPO/bs_resources.cfm |
| Monthly newsletters |
| http://www.ocwenbusiness.com/ |
| Your Guide to Understanding Mortgage |
| http://www.ocwencustomers.com/documents/pdf/Servicing_Brochure.pdf |
| Money Management 101 |
| http://www.ocwencustomers.com/documents/pdf/UandM_Credit.pdf |
| Making Timely Mortgage Payments |
| http://www.ocwencustomers.com/documents/pdf/Timely_Payments.pdf |
| Understanding Your Credit Score |
| http://www.ocwencustomers.com/em_credit_score.cfm |
| Ocwen’s 15 Point Loan Servicing Customer Commitment Plan |
| http://www.ocwencustomers.com/cp_cc.cfm |
| Global Servicing Solutions Canada Corp. Secures First Master Servicing Contract |
| http://www.globalservicingsolutions.com/Press/OCN-08-02f.pdf |
| Global Servicing Solutions LLC Establishes Loan and Real Estate Servicing Office in Canada |
| http://www.globalservicingsolutions.com/Press/ocn1118f.pdf |
| Global Servicing Solutions Canada Corp. Receives S&P Commercial Mortgage Servicer Rating |
| http://www.globalservicingsolutions.com/Press/ocn0223f.pdf |
| US - Structured Finance Servicer Evaluation - Commercial Mortgage |
| http://www.globalservicingsolutions.com/Press/OcwenV3.pdf |
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| Servicer : Ocwen |
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| Ocwen Live Wire Newsletters (June 2007 - October 2007) |
| http://www.ocwenbusiness.com/documents/doc/June_2007_Livewire.doc; |
| SOFTWARE |
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| REALTrans |
| Ocwen-India |
| REALSAMM |
| Ocwen-India |
| REALSynergy |
| Ocwen-India |
| REALSynergy |
| Ocwen-India |
| REALPortal |
| Ocwen-India |
| REALRemit |
| Ocwen-India |
| REALServicing |
| Ocwen-India |
| REALResolution |
| Ocwen-India |
| REALDoc |
| Ocwen-India |
| CIS (Customizable Imaging System) |
| Ocwen-India |
| WEBSITES |
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| globalservicingsolutions.com |
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| ora-rmsi.com |
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| realportal.com |
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| realtrans.com |
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Part E to Schedule I of Intellectual Property Agreement:
Trade Secrets
Trade Secrets
REALTrans
ORA Web Portal
REALB2B
REALRemit
REALSAMM
REALSynergy
REALPortal
REALServicing
REALResolution (including Loss Mitigation, Foreclosure, Bankruptcy, Eviction, Title Resolution, Mortgage Insurance, Accretion, Mortgage Insurance Reporting, LRM, HMP, REO)
REALDoc
CIS (Customizable Imaging System)
Collection Scripting System
ACCESS Collection System
Integrated Telephony Solution (includes IVR integration)
Customer Relationship Expert (CRE)
Property Manager
Appraisal Manager (part of REALTrans extension)
REALBid (Bid, Auction and Listing site)
Stage V Reporting database and data transformations
Integrations to Ocwen.com website from REAL applications
Matrix
Collateral Management System
PMO (Project Management Office)
SharePoint Repository
Integration of REAL applications with external applications
Full U.S. application based on 61/064,605 (00153) titled Expense Tracking, Electronic Ordering and Payment System and Method; inventors R. Bulman and S. Blum (due date for filing March 14, 2009)
Method and System for Collections Optimization (unfiled patent);
Pre-payment and Default Model (unfiled patent);
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Housing Price Index Model
AVRM Model
Behavioral Sciences-Based Call Scripting
Strategic Tracking and Reporting Dashboard
Collector Effectiveness Model for Training and Personnel Selection
Account Scoring Model for Unsecured Collections
Segmentation Model for Unsecured Collections
Optimal Resolution Model for Unsecured Collections
ISAMS (Investor Services Asset Management System)
QA NVP
QA Challenges
IDR
Genesis (Mortgage Insurance Claims Tracking)
LOTT (Loan Onboarding and Tracking tool)
Time & Task Management System (TTS)
Quality (Voice) - TTS
Quality Sampling (Non Voice) - TTS
Operations Reporting (OST)
Attendance Management System
Leave Management
Associate Movement
Balanced Score Card One-To-One
Balanced Score Card Appraisal System
Attrition Risk Profiler
Associate Exit Application
Webcam Registration
BrainFizz
Homeward India - Intranet Site
Centralized Process Updates - Non-Voice
Centralized Process Updates - Voice
Process Knowledge Test - Non Voice
Process Knowledge Test - Voice
Business Process Management Training System (BPMS)
Professional Development Calendar
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Sampark Online
TicketOne IT
TicketOne Facilities
Happiness Index
Leader Of the Quarter
Voice of Associates
Password Reset - Local Network
Locker Management System
Accounts Payable Voucher
Café Manager
Automated Billing System
Associate Information Module (AIM)
Power Valuation Services Valuation Review Product
Power Valuation Services Portfolio Review Product
Power Valuation Services Value Reconciliation Product
Power Valuation Services Forensic Review Product
Power Valuation Services Appraisal Review Product
Power Valuation Services Short Sale Review Product
Power Valuation Services Retro Review Product
Power Valuation Services REO Review Product
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SCHEDULE II
LICENSED INTELLECTUAL PROPERTY
Part A to Schedule II of Intellectual Property Agreement:
Patents
Patents
Issued
| U.S. PTO |
| Issue Date |
| Title |
| Inventors |
| 7,412,418 |
| 8/12/2008 |
| Expense Tracking, Electronic Ordering, Invoice Presentment, and Payment System and Method |
| William C. Erbey, Russell Bulman, Robert J. Leist, Mary Edgecomb, Donald Vetal, Armand Bonola, Stephanie Hudson, Jeffrey Neufeld, Debra Toussaint-Blackman, Rosemary Weaver, Sandra Blum, Federico Bucspun |
Pending
| Ser. No. |
| Filing Date |
| Title |
| Inventors |
| U.S. 10/918,699 |
| 8/16/2004 |
| Method and System for Providing Customer Relations Information |
| William C. Erbey, Scott Paul Conradson |
| U.S. 10/937,879 |
| 9/10/2004 |
| Method and System for Vendor Management |
| Ralph J. Behmoiras William C. Erbey Arthur J. Castner Christopher Kennedy Keith S. Reno |
| U.S. 09/512,845 |
| 2/25/2000 |
| Method for Workflow Processing Through Computer Network |
| Ravi Ramanathan Edmund M. Johnson Michael A. Graves |
| U.S. 10/408,079 |
| 4/4/2003 |
| Method and Apparatus for Providing Selective Access to Information |
| Scott William Anderson |
| U.S. 10/102,104 |
| 3/19/2002 |
| Management and Reporting System and Process for Use with Multiple Disparate Database |
| Christopher M. Ruby Chase N. Tessman Michael R. Langolf |
| U.S. 10/957,689 |
| 10/5/2004 |
| Management and Reporting System and Process for Use with Multiple Disparate Database |
| Christopher M. Ruby Chase N. Tessman Michael R. Langolf |
| U.S. 11/141,209 |
| 6/1/2005 |
| Call Center Services System and method |
| Dale Pickford |
| U.S. 11/301,247 |
| 12/13/2005 |
| Product Optimizer |
| Christopher Kennedy William Erbey Bryan Hurley |
| U.S. 11/727,225 |
| 4/4/2003 |
| Method and Apparatus for Providing Selective Access to Information |
| Scott William Anderson |
| U.S. 11/803,306 |
| 5/22/2006 |
| Method and system for Loan Closing |
| William Erbey Christopher |
17
|
|
|
|
|
|
| Kennedy Bryan Hurley |
| U.S. 11/802,308 |
| 5/22/2007 |
| Method And System For Exchange |
| William Erbey Christopher Kennedy Bryan Hurley Andrew Combs |
| U.S. 12/111,714 |
| 04/29/2008 (parent filing 12/08/2003) |
| Expense Tracking, Electronic Ordering, Invoice Presentment, and Payment System and Method |
| William C. Erbey Russell Bulman Robert J. Leist Mary Edgecomb Donald Vetal Armand Bonola Stephanie Hudson Jeffrey Neufeld Debra Toussaint-Blackman Rosemary Weaver Sandra Blum Federico Bucspun |
| U.S. 12/335,196 |
| 12/15/2008 |
| Vendor Assurance |
| Christopher Kennedy Bryan Hurley |
| U.S. 12/731,888 |
| 3/25/2010 |
| Method and System for Collections Optimization |
| William C. Erbey Ron Faris Ashish Pandey Amanjeet Saluja Deepak Dhayanithy Saurav Chawla Seth Carter |
| U.S. 12/334,168 |
| 12/12/2008 |
| METHODS AND SYSTEMS FOR NETWORK LOAN MARKETING |
| Christopher Kennedy |
| U.S. 12/404,958 |
| 3/16/2009 |
| EXPENSE TRACKING,ELECTRONIC ORDERING, INVOICE PRESENTMENT, AND PAYMENT SYSTEM AND METHOD |
| Russell Bulman; Sandra Blum |
| U.S. 60/163,228 |
| 3/25/2009 |
| APPARATUS AND METHOD FOR MODELING LOAN ATTRIBUTES |
| SALUJA, Amanjeet; GUPTA, Ankush; DHAYANITHY, Deepak; GUGLANI, Raman; |
| IN 2743 MUM 2008 |
| 12/31/2008 |
| Method and System for Collections Optimization |
| William C. Erbey Ron Faris Ashish Pandey Amanjeet Saluja Deepak Dhayanithy Saurav Chawla Seth Carter |
| IN 979 MUM 2009 |
| 4/15/2009 |
| APPARATUS AND METHOD FOR MODELING LOAN ATTRIBUTES |
| SALUJA, Amanjeet; GUPTA, Ankush; DHAYANITHY, Deepak; GUGLANI, Raman; |
18
Part B to Schedule II of Intellectual Property Agreement:
Trademarks
Trademarks
Registered
| Country |
| Trademark |
| Reg. No. |
| Class |
| European Community |
| REALSynergy & Design (Black & White) |
| 6380951 |
| 09, 36, 38 |
| European Community |
| REALSynergy Logo (Black & White) |
| 6380943 |
| 09, 36, 38 |
| European Community |
| REALTRANS |
| 1174531 |
| 38 |
| European Community |
| REALTRANS & Arrow Design |
| 1174515 |
| 38 |
| European Community |
| REALTRANS.COM |
| 1174440 |
| 38 |
| European Community |
| WWW.REALTRANS.COM |
| 1174473 |
| 38 |
| Japan |
| REALSAMM |
| 4690653 |
| 09 |
| Switzerland |
| REALPORTAL |
| 578928 |
| 09, 42 |
| Switzerland |
| REALSAMM |
| 578931 |
| 09 |
| Switzerland |
| REALSERVICING |
| 578930 |
| 09, 42 |
| Switzerland |
| REALSynergy & Design (Black & White) |
| 569462 |
| 09 |
| Switzerland |
| REALSynergy Logo (Black & White) |
| 569461 |
| 09 |
| Switzerland |
| REALTRANS |
| 578929 |
| 38 |
| Taiwan |
| REALSAMM |
| 092007306 |
| 09 |
| United States of America |
| REALPORTAL |
| 3333964 |
| 09, 42 |
| United States of America |
| REALREMIT |
| 3083245 |
| 09 |
| United States of America |
| REALREMIT |
| 3283741 |
| 38 |
| United States of America |
| REALREMIT |
| 3493927 |
| 35, 36 |
| United States of America |
| REALSAMM |
| 2863435 |
| 09 |
| United States of America |
| REALSERVICING |
| 2813709 |
| 09, 42 |
| United States of America |
| REALSYNERGY |
| 2729544 |
| 09 |
| United States of America |
| REALSynergy & Design (Black & White) |
| 3481637 |
| 09 |
| United States of America |
| REALSynergy Logo (Black & White) |
| 3334360 |
| 09 |
| United States of America |
| REALTRANS |
| 2470168 |
| 38 |
| United States of America |
| WE MAKE YOUR LOANS WORTH MORE |
| 3410572 |
| 35, 36 |
Pending
| Country |
| Mark |
| App. No. |
| Class |
| European Community |
| THINKING AHEAD. DELIVERING TODAY. |
| 8210155 |
| 09, 35, 36, 38, 42 |
| European Community |
| REALDOC |
| 8216673 |
| 09, 39, 42 |
| India |
| THINKING AHEAD. DELIVERING TODAY. |
| 1804060 |
| 09, 35, 36, 38, 42 |
| India |
| REALDOC |
| 1807108 |
| 09, 39, 42 |
| India |
| REALPORTAL |
| 1701114 |
| 09, 42 |
19
| India |
| REALREMIT |
| 1701116 |
| 09, 35, 36, 38 |
| India |
| REALSAMM |
| 1701113 |
| 09 |
| India |
| REALSERVICING |
| 1701115 |
| 09, 42 |
| India |
| REALSYNERGY |
| 1701111 |
| 09 |
| India |
| REALSynergy & Design (Black & White) |
| 1613797 |
| 09 |
| India |
| REALSynergy Logo (Black & White) |
| 1613796 |
| 09 |
| India |
| REALTRANS |
| 1701112 |
| 38 |
| Norway |
| THINKING AHEAD. DELIVERING TODAY. |
|
|
| 09, 35, 36, 38, 42 |
| Switzerland |
| THINKING AHEAD. DELIVERING TODAY. |
|
|
| 09, 35, 36, 38, 42 |
| Switzerland |
| REALDOC |
| 506092009 |
| 09, 39, 42 |
| Switzerland |
| REALREMIT |
| 583202008 |
| 09, 35, 36, 38 |
| Switzerland |
| REALSYNERGY |
| 583182008 |
| 09 |
| Turkey |
| THINKING AHEAD. DELIVERING TODAY. |
|
|
| 09, 35, 36, 38, 42 |
| United States of America |
| REALDOC |
| 77/596166 |
| 09, 39, 42 |
| United States of America |
| THINKING AHEAD. DELIVERING TODAY. |
| 77/593386 |
| 09, 35, 36, 38, 42 |
| Uruguay |
| THINKING AHEAD. DELIVERING TODAY. |
| 401.096 |
| 09, 35, 36, 38, 42 |
| Unregistered |
| Location |
| RECOVER MORE! |
| http://www.ocwenbusiness.com/nci.cfm#, |
| CLOSE MORE LOANS! |
| http://www.ocwenbusiness.com/bs_loanprocessing.cfm, |
|
|
|
|
|
|
| http://www.globalservicingsolutions.com/ |
|
|
|
|
| GLOBAL SERVICING SOLUTIONS |
| http://www.globalservicingsolutions.com/ |
| GLOBAL EXPERIENCE . . . LOCAL EXPERTISE |
| http://www.globalservicingsolutions.com/ |
| REALSynergyPLUS |
| http://www.globalservicingsolutions.com/technology.html |
| REALResolution |
| http://www.ocwenbusiness.com/documents/pdf/Moody_s.pdf |
20
Part C to Schedule II of Intellectual Property Agreement:
Domain Names
Domain Names
ora-rmsi.com
pmos-llc.com
premiumtitleservices.com
realportal.com
realremit.com
realsamm.biz
realsamm.com
realservicing.biz
realservicing.net
realtrans.biz
realtrans.com
realtrans.info
realtrans.net
synergysoftware.com
21
Part D to Schedule II of Intellectual Property Agreement:
Copyrights
Registered Copyrights
| Title of Work |
| Registration No. |
| Registration Date |
| IMAP software |
| TXu000999586 |
| May 22, 2001 |
Unregistered Copyrights
| Title of Material |
| Location |
| BROCHURES/GUIDES/PAPERS |
|
|
| Outsourcing for Maximum Returns: Four rules for moving beyond cost cutting to strategic market advantage |
| http://www.ocwenbusiness.com/BPO/bs_bpo.cfm# |
| Hybrid Outsourcing Solutions: A case study on what one top loan originator did to slash underwriting costs |
| http://www.ocwenbusiness.com/BPO/bs_bpo.cfm# |
| Mortgage Industry Outsourcing Survey: What the Mortgage Industry Players Really Think |
| http://www.ocwenbusiness.com/BPO/bs_bpo.cfm# |
| Commercial Outsourcing White Paper |
| http://www.ocwenbusiness.com/BPO/bs_resources.cfm |
| Monthly newsletters |
| http://www.ocwenbusiness.com/ |
| Your Guide to Understanding Mortgage |
| http://www.ocwencustomers.com/documents/pdf/Servicing_Brochure.pdf |
| Money Management 101 |
| http://www.ocwencustomers.com/documents/pdf/UandM_Credit.pdf |
| Making Timely Mortgage Payments |
| http://www.ocwencustomers.com/documents/pdf/Timely_Payments.pdf |
| Understanding Your Credit Score |
| http://www.ocwencustomers.com/em_credit_score.cfm |
| Ocwen’s 15 Point Loan Servicing Customer Commitment Plan |
| http://www.ocwencustomers.com/cp_cc.cfm |
| Global Servicing Solutions Canada Corp. Secures First Master Servicing Contract |
| http://www.globalservicingsolutions.com/Press/OCN-08-02f.pdf |
| Global Servicing Solutions LLC Establishes Loan and Real Estate Servicing Office in Canada |
| http://www.globalservicingsolutions.com/Press/ocn1118f.pdf |
| Global Servicing Solutions Canada Corp. Receives S&P Commercial Mortgage Servicer Rating |
| http://www.globalservicingsolutions.com/Press/ocn0223f.pdf |
22
| US - Structured Finance Servicer Evaluation - Commercial Mortgage Servicer : Ocwen |
| http://www.globalservicingsolutions.com/Press/OcwenV3.pdf |
| Ocwen Live Wire Newsletters (June 2007 - October 2007) |
| http://www.ocwenbusiness.com/documents/doc/June_2007_Livewire.doc; http://www.ocwenbusiness.com/documents/doc/July_2007_Livewire.doc; http://www.ocwenbusiness.com/documents/doc/August_2007_Livewire.doc; http://www.ocwenbusiness.com/documents/doc/September_2007_Livewire.doc; http://www.ocwenbusiness.com/documents/doc/October_2007_Livewire.doc |
| SOFTWARE |
|
|
| REALTrans |
| Ocwen-India |
| REALSAMM |
| Ocwen-India |
| REALSynergy |
| Ocwen-India |
| REALPortal |
| Ocwen-India |
| REALRemit |
| Ocwen-India |
| REALServicing |
| Ocwen-India |
| REALResolution |
| Ocwen-India |
| REALDoc |
| Ocwen-India |
| CIS (Customizable Imaging System) |
| Ocwen-India |
| WEBSITES |
|
|
| globalservicingsolutions.com |
|
|
| ora-rmsi.com |
|
|
| realportal.com |
|
|
| realtrans.com |
|
|
23
Part E to Schedule II of Intellectual Property Agreement:
Trade Secrets
Trade Secrets
REALTrans
ORA Web Portal
REALB2B
REALRemit
REALSAMM
REALSynergy
REALPortal
REALServicing
REALResolution (including Loss Mitigation, Foreclosure, Bankruptcy, Eviction, Title Resolution, Mortgage Insurance, Accretion, Mortgage Insurance Reporting, LRM, HMP, REO)
REALDoc
CIS (Customizable Imaging System)
Collection Scripting System
ACCESS Collection System
Integrated Telephony Solution (includes IVR integration)
Customer Relationship Expert (CRE)
Property Manager
Appraisal Manager (part of REALTrans extension)
REALBid (Bid, Auction and Listing site)
Stage V Reporting database and data transformations
Integrations to Ocwen.com website from REAL applications
Matrix
Collateral Management System
PMO (Project Management Office)
SharePoint Repository
Integration of REAL applications with external applications
Full U.S. application based on 61/064,605 (00153) titled Expense Tracking, Electronic Ordering and Payment System and Method; inventors R. Bulman and S. Blum (due date for filing March 14, 2009)
24
Method and System for Collections Optimization (unfiled patent);
Pre-payment and Default Model (unfiled patent);
Housing Price Index Model
AVRM Model
Behavioral Sciences-Based Call Scripting
Strategic Tracking and Reporting Dashboard
Collector Effectiveness Model for Training and Personnel Selection
Account Scoring Model for Unsecured Collections
Segmentation Model for Unsecured Collections
Optimal Resolution Model for Unsecured Collections
ISAMS (Investor Services Asset Management System)
QA NVP
QA Challenges
IDR
Genesis (Mortgage Insurance Claims Tracking)
LOTT (Loan Onboarding and Tracking tool)
Time & Task Management System (TTS)
Quality (Voice) - TTS
Quality Sampling (Non Voice) - TTS
Operations Reporting (OST)
Attendance Management System
Leave Management
Associate Movement
Balanced Score Card One-To-One
Balanced Score Card Appraisal System
Attrition Risk Profiler
Associate Exit Application
Webcam Registration
BrainFizz
Homeward India - Intranet Site
Centralized Process Updates - Non-Voice
Centralized Process Updates - Voice
Process Knowledge Test - Non Voice
25
Process Knowledge Test - Voice
Business Process Management Training System (BPMS)
Professional Development Calendar
Sampark Online
TicketOne IT
TicketOne Facilities
Happiness Index
Leader Of the Quarter
Voice of Associates
Password Reset - Local Network
Locker Management System
Accounts Payable Voucher
Café Manager
Automated Billing System
Associate Information Module (AIM)
Power Valuation Services Valuation Review Product
Power Valuation Services Portfolio Review Product
Power Valuation Services Value Reconciliation Product
Power Valuation Services Forensic Review Product
Power Valuation Services Appraisal Review Product
Power Valuation Services Short Sale Review Product
Power Valuation Services Retro Review Product
Power Valuation Services REO Review Product
26
EXHIBIT A.1 - INTENT TO USE TRADEMARK ASSIGNMENT
WHEREAS, HOMEWARD RESIDENTIAL, INC., a Delaware corporation, (“ASSIGNOR”), having a place of business at: 1525 S. Beltline Road, Coppell, Texas 75019, USA, is the owner of all right, title, and interest in and to the trademarks listed in Schedule 1 attached hereto (hereinafter the “Trademarks”); and
WHEREAS, BELTLINE ROAD INSURANCE AGENCY, INC., a Texas corporation, (“ASSIGNEE”), having a place of business at: 1525 S. Beltline Road, Coppell, Texas 75019, USA seeks to acquire all right, title, and interest in and to the Trademarks and the registrations and applications therefor, along with the ongoing business and the goodwill of the business pertaining thereto.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, ASSIGNOR does hereby assign to ASSIGNEE all right, title, and interest in and to the Trademarks, including all applications and registrations for the Trademarks, including the portion of the business to which the marks pertain, such business being ongoing and existing, together with the goodwill of the business symbolized by the Trademarks, and the right to sue for and collect all awards, proceeds, and compensation accruing for past infringements of the Trademarks. In furtherance hereof, ASSIGNOR hereby agrees to execute any and all additional documents to accomplish and/or record this Assignment.
IN WITNESS WHEREOF, the parties have caused this Intent To Use Trademark Assignment to be executed and effective as of March 29, 2013 by their duly authorized representatives.
|
| ASSIGNOR | |
|
|
| |
|
| By: | /s/ John Britti |
|
|
| Name: John Britti |
|
|
| Title: CFO |
|
|
|
|
|
|
|
|
|
| ASSIGNEE | |
|
|
|
|
|
| By: | /s/ Steve Massey |
|
|
| Name: Steve Massey |
|
|
| Title: President |
27
SCHEDULE 1 TO EXHIBIT A.1 - INTENT TO USE TRADEMARK ASSIGNMENT
LISTING OF TRADEMARKS
| Country |
| Trademark |
| App. No. |
| Class |
| United States |
| BELTLINE ROAD |
| 85/595694 |
| 36 |
28
EXHIBIT A.2 - DOMAIN NAME ASSIGNMENT
WHEREAS, HOMEWARD RESIDENTIAL, INC., a Delaware corporation, (“ASSIGNOR”), having a place of business at: 1525 S. Beltline Road, Coppell, Texas 75019, USA, is the owner of the domain names listed in Schedule 1 attached hereto (hereinafter the “Domain Names”);
WHEREAS, ASSIGNOR desires to transfer to ALTISOURCE SOLUTIONS, INC., a corporation organized under the laws of the state of Delaware (“ASSIGNEE”), having a place of business at: 2002 Summit Boulevard, Suite 600, Atlanta, Georgia 30319, all right, title, and interest in and to the Domain Names; and
WHEREAS, ASSIGNEE is desirous of acquiring said Domain Names.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, ASSIGNOR does hereby assign, transfer, and convey to ASSIGNEE all of ASSIGNOR’s right, title, and interest in and to the Domain Names. In furtherance hereof, ASSIGNOR hereby agrees to execute any and all additional documents to accomplish this Assignment.
IN WITNESS WHEREOF, the parties have caused this Domain Name Assignment to be executed and effective as of March 29, 2013 by their duly authorized representatives.
|
| ASSIGNOR | |
|
|
| |
|
| By: | /s/ John Britti |
|
|
| Name: John Britti |
|
|
| Title: CFO |
|
|
|
|
|
|
|
|
|
| ASSIGNEE | |
|
|
|
|
|
| By: | /s/ John Barrack |
|
|
| Name: John Barrack |
|
|
| Title: Treasurer |
29
SCHEDULE 1 TO EXHIBIT A.2 - DOMAIN NAME ASSIGNMENT
LISTING OF DOMAIN NAMES
POWERDEFAULT.COM
POWERDEFAULT.NET
POWERDEFAULTSERVICES.COM
30
EXHIBIT A.3 - TRADE SECRET ASSIGNMENT
WHEREAS, OCWEN FINANCIAL CORPORATION, a Florida corporation, (“ASSIGNOR”), having a place of business at: 1661 Worthington Road, Suite 100, West Palm Beach, FL 33409, USA, is the owner (whether directly or through its subsidiaries) of all right, title, and interest in and to certain confidential or proprietary processes, technology, know-how, inventions, internally developed software, and other information relating to the subject matter identified in Schedule 1 attached hereto (hereinafter the “Trade Secrets”);
WHEREAS, ASSIGNOR desires to transfer to ALTISOURCE SOLUTIONS S.À R.L., a société à responsabilité limitée organized under the laws of Luxembourg (“ASSIGNEE”), having a place of business at: 291 route d’Arlon, L-1150 Luxembourg, all right, title, and interest in and to the Trade Secrets; and
WHEREAS, ASSIGNEE is desirous of acquiring said right, title, and interest in and to the Trade Secrets.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, ASSIGNOR and ASSIGNEE hereby agree as follows:
1. ASSIGNOR hereby warrants that ASSIGNOR owns all right, title, and interest in and to the Trade Secrets.
2. ASSIGNOR hereby assigns to ASSIGNEE all right, title, and interest in and to the Trade Secrets. For avoidance of doubt, such assignment shall include the following rights, of which ASSIGNOR shall retain none for itself:
a. the sole right to bring suit and recover damages for past, present, and future infringement and/or misappropriation of the Trade Secrets;
b. the sole right to use, sell, offer for sale, license, offer for license, improve upon, and file copyright and/or patent applications relating to the Trade Secrets;
c. the sole right to any documentation describing or relating to the Trade Secrets; and
d. the sole right to license, assign, or otherwise transfer any or all rights in the Trade Secrets to any third party.
3. ASSIGNOR hereby warrants that, as of the effective date of this Trade Secret Assignment, ASSIGNOR shall:
a. not intentionally retain any documentation describing or relating to the Trade Secrets;
b. in the event any documentation describing or relating to the Trade Secrets is discovered within the possession, custody, or control of ASSIGNOR, immediately notify ASSIGNEE of such documentation and provide all copies of such documentation to ASSIGNEE;
c. not use any information relating to the Trade Secrets without the express consent of ASSIGNEE;
d. not derive any benefit from information relating to the Trade Secrets which may be within the knowledge of certain of ASSIGNOR’S (or its affiliates’) employees without the permission of ASSIGNEE;
31
e. provide reasonable access to any of ASSIGNOR’S (or its affiliates’) employees that possess knowledge necessary to derive value from the Trade Secrets so that ASSIGNEE may derive such value from the Trade Secrets;
f. not disclose any information relating to the Trade Secrets to any third party; and
g. not assert any claim of ownership to the Trade Secrets.
4. ASSIGNOR and ASSIGNEE agree that the identification of Trade Secrets in Schedule 1 shall be interpreted to include all information reasonably related to each identified Trade Secret that is necessary to receive the commercial benefits associated with such Trade Secret.
IN WITNESS WHEREOF, the parties have caused this Trade Secret Assignment to be executed and effective as of March 29, 2013 by their duly authorized representatives.
|
| ASSIGNOR | |
|
|
| |
|
| By: | /s/ John Britti |
|
|
| Name: John Britti |
|
|
| Title: Executive Vice President and CFO |
|
|
|
|
|
|
|
|
|
| ASSIGNEE | |
|
|
|
|
|
| By: | /s/ William B. Shepro |
|
|
| Name: William B. Shepro |
|
|
| Title: Manager |
32
SCHEDULE 1 TO EXHIBIT A.3 - TRADE SECRET ASSIGNMENT
LISTING OF TRADE SECRET SUBJECT MATTER
ISAMS (Investor Services Asset Management System)
QA NVP
QA Challenges
IDR
Genesis (Mortgage Insurance Claims Tracking)
LOTT (Loan Onboarding and Tracking tool)
Time & Task Management System (TTS)
Quality (Voice) - TTS
Quality Sampling (Non Voice) - TTS
Operations Reporting (OST)
Attendance Management System
Leave Management
Associate Movement
Balanced Score Card One-To-One
Balanced Score Card Appraisal System
Attrition Risk Profiler
Associate Exit Application
Webcam Registration
BrainFizz
Homeward India - Intranet Site
Centralized Process Updates - Non-Voice
Centralized Process Updates - Voice
Process Knowledge Test - Non Voice
Process Knowledge Test - Voice
Business Process Management Training System (BPMS)
Professional Development Calendar
Sampark Online
TicketOne IT
TicketOne Facilities
Happiness Index
33
Leader Of the Quarter
Voice of Associates
Password Reset - Local Network
Locker Management System
Accounts Payable Voucher
Café Manager
Automated Billing System
Associate Information Module (AIM)
Power Valuation Services Valuation Review Product
Power Valuation Services Portfolio Review Product
Power Valuation Services Value Reconciliation Product
Power Valuation Services Forensic Review Product
Power Valuation Services Appraisal Review Product
Power Valuation Services Short Sale Review Product
Power Valuation Services Retro Review Product
Power Valuation Services REO Review Product
34
