This Agreement is made this 4/th/ day of January, 2000 ("Effective Date") by and between e.Digital Corporation,
a Delaware corporation with an office and place of business at 13114 Evening Creek Drive South, San Diego,
California 92128 United States of America (hereinafter "e.Digital") and Maycom Co., Ltd., a Korean
corporation with an office and place of business at Suite 463, APT Factory 201, Haan-dong, Kwangmyung-
City, Kyongki-Do, Korea (hereinafter "Maycom").
WHEREAS, e.Digital has developed and has rights to a Multicodec Music Player (hereinafter "Music Player")
utilizing its patented technology, trade secrets and know-how; and,
WHEREAS, Maycom desires to license e.Digital's Music Player technology for use in its product; and,
WHEREAS, e.Digital and Maycom are willing to enter into a License Agreement for the manufacture, use sale of
the Music Player technology.
NOW, THEREFORE, the parties hereto agree as follows.
1. "Licensed Information" shall mean e.Digital's confidential or proprietary information, trade secrets, designs,
drawings, reports, memoranda, blueprints and know-how relating to the inventions disclosed and claimed in the
Licensed Patents filed and pending, and inventions for which patents have not yet been filed but which relate to
the Music Player, but only to the extent the rights thereunder are necessary for the Licensed Products to fulfill the
specifications of Exhibit B, Specifications.
2. "Licensed Patents" shall mean (a.) any and all of e.Digital's patents and applications therefore identified in
Exhibit A and all continuations, continuations in part, divisionals, reissues and reexaminations thereof, (b.) any and
all applications subsequently filed by e.Digital to the extent the rights thereunder are necessary for the Licensed
Product to fulfill the specifications of Exhibit B and (c.) and any and all patents licensed or acquired by e.Digital
to the extent rights thereunder are necessary for the Licensed Produ