1017-00003 · Aurelius Global Media Group · Demand & Correspondence

demand-letter-mdd-ogilvie.docx DOCUMENT Litigation

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CALDERWOOD & HARKNESS LLP Attorneys at Law

1999 Avenue of the Stars, Suite 3100 Los Angeles, California 90067

Telephone: (310) 553-4700 Facsimile: (310) 553-4701 www.calderwoodharkness.com

March 14, 2026

Via Certified Mail, Return Receipt Requested and Via Email

Mr. Franklin Ogilvie Sole Member and Manager Meridian Digital Distributors, LLC 8912 Burton Way, Suite 200 Beverly Hills, CA 90211

Re: Unauthorized Licensing and Distribution of Copyrighted Audiovisual Works Owned by Aurelius Global Media Group PLC — Demand to Cease and Desist, Preserve Records, and Provide Accounting

Dear Mr. Ogilvie:

I. Introduction and Identification of Counsel

This firm represents Aurelius Global Media Group PLC ("Aurelius" or "AGMG"), a public limited company duly incorporated under the laws of England and Wales (Companies House Registration No. 08724561), with its principal offices located at 45 Clarewood Place, London W1K 6TH, United Kingdom, and its wholly-owned United States subsidiary, Aurelius Media Americas, Inc. ("AMA"), located at 1900 Avenue of the Stars, Suite 2200, Los Angeles, California 90067. We have been retained by Aurelius and AMA in connection with the matters described in this letter and are fully authorized to act on their behalf with respect to all claims and demands set forth herein.

This letter is directed to Meridian Digital Distributors, LLC ("MDD"), a California limited liability company (California Secretary of State File No. 202115729430), and to you, Franklin Ogilvie, individually, in your capacity as the sole member and manager of MDD.

The purpose of this letter is fourfold: (1) to demand the immediate and permanent cessation of all unauthorized licensing, sublicensing, distribution, and other exploitation of audiovisual content owned by Aurelius and its subsidiaries; (2) to demand the immediate preservation of all documents and electronically stored information relating to MDD's unauthorized activities; (3) to demand a full and complete accounting of all revenues, fees, and compensation received by MDD or by you personally in connection with the unauthorized exploitation of Aurelius-owned content; and (4) to place you and MDD on formal notice of Aurelius's legal claims arising from your conduct and of Aurelius's firm intention to pursue all available remedies, including but not limited to litigation in federal court, if our demands are not satisfied.

We urge you to review this letter carefully and in its entirety. The facts and legal claims set forth below are serious, the damages at issue are substantial, and Aurelius is fully prepared to take all steps necessary to protect its rights.

II. Background — Aurelius Global Media Group PLC

Aurelius Global Media Group PLC is a leading United Kingdom-headquartered public media and entertainment conglomerate. Aurelius's shares are admitted to trading on the AIM market of the London Stock Exchange under the ticker symbol AGLM. For the fiscal year ended December 31, 2025, Aurelius reported consolidated revenue of approximately £1.87 billion (approximately US$2.36 billion at prevailing exchange rates), reflecting the company's position as one of the premier independent content owners and distributors in the global entertainment industry.

Aurelius owns and controls an extensive content library comprising over 4,200 film and television titles spanning multiple genres, languages, and decades of production. This library includes a number of marquee properties that are recognized worldwide, including, but not limited to:

• The "Meridian" franchise, consisting of six (6) feature films that have generated a combined worldwide theatrical box office of approximately US$1.43 billion, with significant ongoing revenue streams from home entertainment, licensing, and merchandising;

• The "Iron Compass" series, a critically acclaimed television drama comprising four (4) seasons and forty-eight (48) episodes, which averaged 9.2 million viewers per episode in the United Kingdom and has been licensed for broadcast and streaming in over sixty (60) territories worldwide; and

• The "Thornfield" period drama catalog, encompassing twelve (12) titles that have collectively received seven (7) British Academy of Film and Television Arts (BAFTA) awards and have been widely distributed across international markets.

These properties represent only a fraction of Aurelius's extensive catalog, which also includes hundreds of additional feature films, television series, documentaries, and other audiovisual works, all of which are protected by copyright under the laws of the United States, the United Kingdom, and numerous other jurisdictions.

Aurelius and AMA hold all United States copyrights in the works at issue in this matter. Aurelius has a long-standing and well-documented practice of vigorously enforcing its intellectual property rights in all jurisdictions and against all parties who engage in unauthorized use of its content. The matters described in this letter represent a particularly egregious instance of infringement, and Aurelius intends to pursue every available remedy.

III. Mr. Ogilvie's Prior Employment and Separation Agreement

Our investigation has established that you, Franklin Ogilvie, were employed by Aurelius Media Americas, Inc. as a licensing manager from approximately 2017 through June 30, 2021. During the course of your employment, you occupied a mid-level position within AMA's content licensing division and had access to Aurelius's proprietary content management systems, licensing databases, content metadata repositories, and confidential business information relating to Aurelius's global distribution strategy.

Your employment with AMA was terminated on June 30, 2021. The termination followed an internal investigation conducted by AMA's compliance department, which identified unauthorized access by you to portions of Aurelius's content management systems that were outside the scope of your assigned responsibilities. The specific circumstances of that investigation and its findings are well documented in AMA's personnel and compliance records.

On June 30, 2021, contemporaneously with the termination of your employment, you executed a Separation Agreement and General Release with AMA (the "Separation Agreement"). Among other material provisions, the Separation Agreement included the following restrictive covenants and obligations:

(a) Non-Compete Covenant. You agreed not to engage in, or participate in the management of, any business that competes with the content licensing and distribution activities of Aurelius or AMA for a defined period following the termination of your employment.

(b) Non-Solicitation Covenant. You agreed not to solicit or attempt to solicit any clients, customers, licensees, or business partners of Aurelius or AMA for the purpose of diverting business away from Aurelius or AMA.

(c) intellectual Property Use Prohibition. You explicitly agreed that you would not use, reproduce, license, sublicense, distribute, or otherwise exploit any intellectual property owned by Aurelius or AMA, including but not limited to copyrighted audiovisual works, proprietary content metadata, licensing information, client lists, pricing structures, or any other confidential or proprietary materials of Aurelius or AMA.

The Separation Agreement was executed by you voluntarily, with the benefit of an opportunity to consult with legal counsel, and in exchange for valuable consideration, including separation pay and other benefits to which you would not otherwise have been entitled. At the time you signed the Separation Agreement, you were fully and unequivocally on notice that you had no authority, license, right, or privilege of any kind to use, license, sublicense, distribute, or otherwise exploit any content owned by Aurelius or AMA, and that any such conduct would constitute a breach of the Separation Agreement and a violation of Aurelius's intellectual property rights.

IV. Formation of MDD and the Unauthorized Content Distribution Agreement

Our investigation has further established the following facts concerning the formation of MDD and the unauthorized licensing of Aurelius content.

In late 2021, approximately five to six months after your separation from AMA, you formed Meridian Digital Distributors, LLC in the State of California (Secretary of State File No. 202115729430). In the articles of organization and subsequent filings with the California Secretary of State, you listed yourself as the sole member and manager of MDD, with a registered address at 8912 Burton Way, Suite 200, Beverly Hills, California 90211. The choice of the name "Meridian" for your newly formed entity — identical to the name of one of Aurelius's most valuable film franchises — is itself suggestive of a deliberate effort to trade upon the goodwill and brand recognition associated with Aurelius's content.

On or about March 15, 2024, MDD purportedly executed a document styled as a "Content Distribution Agreement" (the "CDA") with StreamNow Holdings, Inc. ("StreamNow"), a Delaware corporation (Delaware Division of Corporations File No. 7291843) headquartered at 3400 Wilshire Boulevard, Suite 1800, Los Angeles, California 90010. StreamNow is a digital media company that operates a subscription-based and advertising-supported video-on-demand (SVOD/AVOD) streaming platform. Under the terms of the CDA, MDD purported to grant StreamNow exclusive and non-exclusive digital distribution rights to a catalog of more than 350 audiovisual titles.

Critically, and at the heart of this dispute, at least 217 of the audiovisual works covered by the CDA are works owned exclusively by Aurelius. These 217 titles include one hundred forty-two (142) feature films and seventy-five (75) television series comprising a total of one thousand thirty-eight (1,038) individual episodes. The Aurelius-owned titles encompassed by the CDA include works from the Meridian franchise, the Iron Compass series, the Thornfield period drama catalog, and numerous other valuable Aurelius properties.

We wish to state with absolute clarity: Aurelius's records confirm unequivocally that Aurelius never granted MDD any license, sublicense, distribution authority, or any other right whatsoever over any Aurelius-owned content. MDD is not and has never been an authorized distributor, licensee, sublicensee, or agent of Aurelius, AMA, or any other Aurelius affiliate. No officer, director, employee, or authorized representative of Aurelius or AMA has at any time communicated to MDD, to you, or to any third party that MDD had any right to license or distribute Aurelius content. MDD's purported grant of rights to StreamNow under the CDA was entirely without authorization and wholly fraudulent.

As a former employee of AMA who held a position within the content licensing division and who executed the Separation Agreement described above, you, Mr. Ogilvie, knew or should have known that MDD had no rights to license, sublicense, or distribute any Aurelius-owned content. Your conduct in forming MDD, holding it out as a legitimate content distributor, and executing the CDA with StreamNow constitutes a deliberate and knowing misappropriation of Aurelius's intellectual property.

V. Scope and Consequences of the Infringement

The unauthorized licensing of Aurelius content by MDD has caused — and, until it is halted, continues to cause — substantial and irreparable harm to Aurelius.

As a direct result of MDD's purported licensing under the CDA, StreamNow ingested all 217 Aurelius-owned titles into its streaming platform and made them available for on-demand streaming to its subscribers across fourteen (14) countries, including the United States, Canada, the United Kingdom, Australia, Germany, France, Italy, Spain, the Netherlands, Sweden, Norway, Denmark, Japan, and Brazil. The unauthorized availability of these titles on StreamNow's platform commenced on or about April 1, 2024, and continued for an approximately twenty-two (22) month period through January 31, 2026, when Aurelius's enforcement actions prompted StreamNow to begin the process of removing the affected titles.

In addition to making the Aurelius content directly available on its own platform, StreamNow further sublicensed bundles containing Aurelius-owned titles to at least four (4) third-party operators of Free Ad-Supported Streaming Television ("FAST") channels:

(i) Brindoval Channel Networks, Inc., a corporation based in Dallas, Texas;

(ii) BrightLoop Media, LLC, a limited liability company based in Miami, Florida;

(iii) Velvet Stream Partners, LP, a limited partnership based in Toronto, Ontario, Canada; and

(iv) Pacific Lantern Digital Pty Ltd, a proprietary limited company based in Sydney, New South Wales, Australia.

Each of these entities incorporated Aurelius-owned content into their FAST channel programming, further expanding the unauthorized distribution of Aurelius's works to additional audiences and generating additional unauthorized revenue.

Aurelius retained CipherTrace Analytics, LLC, a nationally recognized forensic accounting and data analytics firm, to conduct a comprehensive analysis of the revenues generated through the unauthorized exploitation of Aurelius content. Based on CipherTrace's forensic analysis, the total revenue attributable to the unauthorized exploitation of the 217 Aurelius-owned titles on StreamNow's platform and through its sublicensed FAST channels is estimated at $38.6 million, broken down as follows:

Separately, Aurelius engaged independent economic consultants to estimate the fair market value of a comparable arm's-length license for the 217 titles at issue over the relevant twenty-two month period in the affected territories. Based on prevailing market rates, comparable transaction data, and Aurelius's established licensing fee schedules, the estimated fair market value of such a license — representing Aurelius's lost licensing revenue — is $14.2 million.

Taking into account both the infringer's profits attributable to the unauthorized exploitation and Aurelius's own lost licensing revenue, as well as other categories of damages, Aurelius's economic consultants have calculated a preliminary estimate of net recoverable damages in the amount of $41.3 million. This figure is preliminary and subject to upward revision as Aurelius's investigation continues and additional facts are developed.

VI. Legal Claims Against MDD and Franklin Ogilvie

Based on the foregoing facts, Aurelius asserts the following legal claims against MDD and against you, Franklin Ogilvie, individually.

A. Contributory Copyright Infringement (17 U.S.C. §§ 106, 501)

MDD and you, Mr. Ogilvie, are liable for contributory copyright infringement under the Copyright Act of 1976, 17 U.S.C. §§ 106 and 501. To establish contributory infringement, a plaintiff must demonstrate that the defendant, with knowledge of the infringing activity, induced, caused, or materially contributed to the infringing conduct of another. See Metro-Goldwyn-Mayer Studios Inc. v. Grokster, Ltd., 545 U.S. 913, 930 (2005); Fonovisa, Inc. v. Cherry Auction, Inc., 76 F.3d 259, 264 (9th Cir. 1996).

Here, MDD, with full knowledge that it held no authority whatsoever to license Aurelius-owned content, provided the material means — namely, the purported Content Distribution Agreement — by which StreamNow was able to engage in the unauthorized reproduction, distribution, and public performance of 217 copyrighted audiovisual works owned by Aurelius. MDD's execution of the CDA and its delivery of content files, metadata, and associated materials to StreamNow were essential and indispensable prerequisites to StreamNow's infringing activity. Without MDD's purported licensing, StreamNow would not have had access to or ingested the Aurelius titles into its platform.

You, Mr. Ogilvie, as MDD's sole member and manager, personally directed and controlled all of MDD's operations, including the negotiation and execution of the CDA and all communications with StreamNow. Under well-established principles of corporate and personal liability, an individual who personally participates in or directs infringing conduct is personally liable for contributory infringement, irrespective of the corporate or limited liability form. See Columbia Pictures Indus., Inc. v. Redd Horne, Inc., 749 F.2d 154, 160 (3d Cir. 1984); Falk v. Brennan, 414 U.S. 190, 195 (1973).

B. Inducement of Infringement

MDD and you, Mr. Ogilvie, are additionally liable for inducing StreamNow's infringement. Under the Supreme Court's decision in Metro-Goldwyn-Mayer Studios Inc. v. Grokster, Ltd., 545 U.S. 913 (2005), one who distributes a device or service with the object of promoting its use to infringe copyright, as shown by clear expression or other affirmative steps taken to foster infringement, is liable for the resulting acts of infringement by third parties.

MDD and you, Mr. Ogilvie, induced StreamNow's infringement by affirmatively and falsely holding MDD out as an authorized distributor of Aurelius content and by executing the Content Distribution Agreement dated March 15, 2024, which purported to convey rights that MDD did not possess. Your prior employment at AMA, during which you gained detailed familiarity with Aurelius's content library, its licensing structures, its content management systems, and its proprietary metadata, enabled you to present a convincing but wholly fraudulent licensing proposition to StreamNow. The sophistication and specificity of MDD's representations to StreamNow — including the provision of detailed title lists, content metadata, and what appeared to be legitimate licensing documentation — bear the hallmarks of insider knowledge gained during your employment at AMA and deployed for the express purpose of deceiving StreamNow into believing that MDD had the authority it purported to hold.

C. Breach of the Separation Agreement

Your actions in forming MDD and purporting to license Aurelius-owned content constitute a clear and material breach of the Separation Agreement you executed with AMA on June 30, 2021. Without limitation, your conduct violates the following provisions of the Separation Agreement:

(i) The non-compete covenant, by engaging in a business — content licensing and distribution — that directly competes with the content licensing and distribution activities of Aurelius and AMA;

(ii) The non-solicitation covenant, by soliciting and entering into a commercial relationship with StreamNow, a company that is a participant in the digital content distribution market served by Aurelius and AMA; and

(iii) The intellectual property use prohibition, by using, licensing, sublicensing, and distributing copyrighted audiovisual works and proprietary content metadata owned by Aurelius, in direct contravention of your express agreement not to do so.

Aurelius reserves all rights and remedies available to it under the Separation Agreement, including but not limited to claims for contractual damages, equitable relief (including specific performance and injunctive relief), and recovery of attorneys' fees and costs as provided for under the Separation Agreement and applicable law.

D. Fraud. You, Mr. Ogilvie, knowingly and intentionally misrepresented to StreamNow that MDD was authorized to license and distribute Aurelius-owned content, when in fact you knew with certainty that MDD had no such authority. This misrepresentation was material to StreamNow's decision to enter into the CDA and to ingest 217 Aurelius-owned titles into its platform. The misrepresentation was made with the specific intent to deceive StreamNow, to induce its reliance on MDD's purported authority, and to generate revenue for MDD and for yourself personally through the fraudulent licensing scheme.

As a direct and proximate result of your fraudulent misrepresentations, Aurelius has suffered substantial injury, including the unauthorized exploitation of its copyrighted content, the dilution of the value of its licensing rights, the loss of licensing revenue, and significant reputational harm. Aurelius intends to seek all damages available for fraud, including compensatory damages, consequential damages, and punitive damages where applicable under law.

E. Additional Claims

In addition to the foregoing claims, Aurelius reserves the right to assert claims for unfair business practices under California Business and Professions Code § 17200 et seq., which prohibits any unlawful, unfair, or fraudulent business act or practice. MDD's and your conduct — holding MDD out as an authorized distributor, executing the fraudulent CDA, and profiting from the unauthorized exploitation of Aurelius content — constitutes an unfair and fraudulent business practice within the meaning of Section 17200.

Aurelius further reserves the right to assert any and all other claims available under applicable federal and state law, including but not limited to claims for unjust enrichment, conversion, tortious interference with prospective economic advantage, misappropriation of trade secrets (to the extent that proprietary content metadata and licensing information were misappropriated), and any other causes of action supported by the facts as they continue to be developed through Aurelius's ongoing investigation.

VII. Copyright Registration Status

Of the 217 Aurelius-owned titles at issue, one hundred eighty-nine (189) are protected by timely United States copyright registrations — that is, the registrations were obtained either within three (3) months of first publication of the respective works or prior to the commencement of the infringement at issue. Pursuant to 17 U.S.C. § 412, the timely registration of these works entitles Aurelius to elect statutory damages in lieu of actual damages and profits under 17 U.S.C. § 504(c), and to recover its reasonable attorneys' fees and full costs under 17 U.S.C. § 505.

Given the willful nature of the infringement at issue — perpetrated by a former Aurelius employee who knowingly and intentionally exploited content he had no right to use — Aurelius would be entitled to enhanced statutory damages for willful infringement of up to $150,000 per work under 17 U.S.C. § 504(c)(2). For the 189 timely-registered works alone, the maximum statutory damages exposure is therefore:

189 works × $150,000 per work = $28,350,000

The remaining twenty-eight (28) Aurelius-owned titles have United States copyright registrations that were obtained after the commencement of the infringement at issue. For these works, Aurelius is entitled to recover its actual damages and, separately, the infringer's profits attributable to the infringement, to the extent not duplicative, under 17 U.S.C. § 504(b).

The registration status of all 217 titles has been confirmed through a comprehensive search of United States Copyright Office records conducted by Lexington IP Services, Inc., a nationally recognized intellectual property research firm, completed on January 22, 2026. Aurelius is prepared to produce detailed registration information for each of the 217 titles in the context of any litigation.

VIII. Demands

Based on the foregoing facts and legal claims, Aurelius hereby makes the following demands upon MDD and upon you, Franklin Ogilvie, individually.

A. Immediate Cessation

MDD and you, Mr. Ogilvie, must immediately cease and desist from all purported licensing, sublicensing, distribution, marketing, promotion, or other exploitation of any and all audiovisual content owned by Aurelius Global Media Group PLC, Aurelius Media Americas, Inc., or any Aurelius subsidiary or affiliate, including but not limited to the 217 titles specifically at issue in this letter. This demand extends to any and all titles in the Aurelius content library, regardless of whether such titles were included in the CDA with StreamNow.

In addition, MDD and you, Mr. Ogilvie, must immediately notify StreamNow Holdings, Inc. and all other licensees, sublicensees, or third parties to whom MDD has purported to license, sublicense, or otherwise convey rights in Aurelius-owned content — including but not limited to Brindoval Channel Networks, Inc., BrightLoop Media, LLC, Velvet Stream Partners, LP, and Pacific Lantern Digital Pty Ltd — that MDD's purported licenses of Aurelius content are void and without authority, and that such parties must immediately cease all reproduction, distribution, public performance, and other exploitation of the affected titles. Copies of all such notifications must be provided to the undersigned promptly upon issuance.

B. Document and Data Preservation

MDD and you, Mr. Ogilvie, must immediately implement a litigation hold and preserve and retain all documents and electronically stored information ("ESI") relating to any of the following categories:

(i) The Content Distribution Agreement with StreamNow Holdings, Inc. dated on or about March 15, 2024, and all drafts, exhibits, schedules, amendments, side letters, and related documents;

(ii) Any and all other agreements, term sheets, deal memoranda, proposals, letters of intent, or correspondence involving Aurelius-owned titles or any other audiovisual content purportedly licensed, sublicensed, distributed, or otherwise exploited by MDD;

(iii) All communications — whether by email, letter, text message, instant message, telephone (including voicemail), videoconference, or any other medium — with StreamNow Holdings, Inc., any of its officers, directors, or employees (including but not limited to Derek Calloway, Priya Menon, Tobias Rennert, and Sandra Yee), its outside counsel at Grantham Roth & Pearce LLP (including but not limited to Victoria Langford and Brian Matsuda), its investors (including Pinnacle Ventures Fund III, LP), and any FAST channel operators or other downstream licensees or sublicensees;

(iv) All financial records, revenue reports, royalty statements, invoices, payment records, wire transfer confirmations, bank statements, tax returns, profit-and-loss statements, and all other accounting records relating to MDD's operations, revenues, expenses, and payments;

(v) All records relating to your prior employment at Aurelius Media Americas, Inc., including but not limited to any copies, whether in physical or electronic form, of Aurelius materials, content metadata, licensing databases, pricing schedules, client lists, proprietary information, or any other materials that you obtained during or retained following your employment at AMA; and

(vi) Any and all other documents, data, or information relating to MDD's formation, operations, business activities, or the subject matter of this letter.

This preservation obligation extends to all forms of documents and data, including but not limited to emails (including archived and deleted emails), text messages (including SMS and messaging applications such as Meridian Services Inc., Harborline Technologies, Kestrel Data Systems, and Meridian Solutions), digital files stored on computers, laptops, tablets, smartphones, external hard drives, USB drives, cloud storage services (including Hollowell Health IT, Larkspur Technologies, Meridian Systems, Cobalt Ridge Systems, and any similar services), social media accounts, backup tapes, server logs, and paper records.

We caution you in the strongest possible terms: the destruction, alteration, concealment, or spoliation of any documents or data covered by this preservation demand will constitute spoliation of evidence. Spoliation of evidence may result in severe adverse consequences in litigation, including but not limited to adverse inference instructions, monetary sanctions, issue sanctions, terminating sanctions, and potential criminal liability. You are directed to take all steps necessary to ensure the preservation of all responsive documents and data, including the suspension of any automatic deletion policies, the issuance of preservation notices to all custodians and information technology personnel, and the creation of forensic images of relevant devices and storage media where appropriate.

C. Full Accounting

MDD and you, Mr. Ogilvie, must provide Aurelius, through the undersigned counsel, with a complete, detailed, and verified accounting of the following:

(i) All revenues, fees, commissions, advances, guarantees, minimum guarantees, royalties, or other compensation of any kind received or receivable by MDD or by you, Mr. Ogilvie, individually, from StreamNow Holdings, Inc. or from any other party in connection with the purported licensing, sublicensing, distribution, or other exploitation of any Aurelius-owned content, including a detailed breakdown by title, territory, time period, and revenue category;

(ii) A complete list of all audiovisual titles — whether owned by Aurelius or otherwise — purportedly licensed, sublicensed, distributed, or otherwise conveyed by MDD to any third party, together with identification of the purported rights conveyed, the territories covered, the applicable term, and the financial terms of each such arrangement; and

(iii) A complete list of all third parties to whom MDD has purported to license, sublicense, or otherwise convey distribution or exploitation rights in any audiovisual content, together with the name, address, and contact information of each such third party and copies of all relevant agreements.

This accounting must be provided to the undersigned within twenty (20) calendar days of the date of this letter — that is, no later than April 3, 2026. The accounting must be signed and verified under penalty of perjury by you, Mr. Ogilvie, attesting to its completeness and accuracy.

D. Response Deadline

MDD and you, Mr. Ogilvie, must respond to this letter in writing within twenty (20) calendar days of receipt, confirming full compliance with each of the demands set forth herein and providing the complete accounting requested above. Your written response should be directed to the undersigned at the address set forth below.

IX. Reservation of Rights and Litigation Warning

This letter is issued without prejudice to any and all rights, claims, and remedies available to Aurelius Global Media Group PLC, Aurelius Media Americas, Inc., and their subsidiaries and affiliates under federal and state law, in equity, and under contract, all of which are expressly reserved in their entirety.

Aurelius has authorized this firm to file suit against MDD and you, Mr. Ogilvie, individually, in the United States District Court for the Central District of California if you and MDD fail to comply with the demands set forth in this letter. Aurelius is fully prepared to initiate litigation promptly upon the expiration of the response deadline and will not hesitate to do so.

The claims that Aurelius is prepared to assert in litigation include, but are not limited to:

• Contributory copyright infringement (17 U.S.C. §§ 106, 501);

• Inducement of copyright infringement (Grokster, 545 U.S. 913);

• Breach of the Separation Agreement dated June 30, 2021;

• Fraud and intentional misrepresentation;

• Unfair business practices in violation of California Business and Professions Code § 17200 et seq.; and

• Such other and further claims as the facts may support.

In any such litigation, Aurelius will seek all available forms of relief, including but not limited to:

• Actual damages, including lost licensing revenue;

• Disgorgement of the infringer's profits;

• Statutory damages of up to $150,000 per work for willful infringement under 17 U.S.C. § 504(c)(2);

• Punitive damages where applicable under state law;

• Permanent injunctive relief;

• Attorneys' fees under 17 U.S.C. § 505 and applicable contractual provisions;

• Costs of suit; and

• Such other and further relief as the Court deems just and appropriate.

As stated above, Aurelius's preliminary estimate of net recoverable damages in this matter is $41.3 million. This figure is preliminary and conservative, and is subject to increase as Aurelius's investigation continues.

X. Direction to Obtain Counsel

Given the gravity of the legal claims set forth in this letter, the magnitude of Aurelius's claimed damages, and the strong likelihood of litigation if the demands herein are not satisfied, Aurelius strongly recommends that you, Mr. Ogilvie, and MDD promptly retain qualified legal counsel experienced in copyright law and complex commercial litigation to advise you with respect to this matter and to prepare a response to this letter.

All future communications regarding this matter should be directed exclusively to the undersigned at:

Marcus Delgado, Partner Calderwood & Harkness LLP 1999 Avenue of the Stars, Suite 3100 Los Angeles, California 90067 Telephone: (310) 553-4700

Email: m.delgado@calderwoodharkness.com

If you retain counsel, please have your attorney contact the undersigned immediately so that we may direct all further communications to your counsel.

XI. No Waiver

Nothing in this letter shall be deemed or construed as a waiver, relinquishment, or limitation of any right, claim, or remedy available to Aurelius, AMA, or any of their subsidiaries or affiliates, whether arising under federal or state statute, common law, equity, or contract. All such rights, claims, and remedies are expressly reserved in their entirety.

Aurelius's investigation of the conduct of MDD and you, Mr. Ogilvie, is ongoing. Aurelius reserves the right to assert additional claims, to identify additional parties, and to seek additional remedies as further facts are developed through its continuing investigation, through formal discovery in litigation, and through any other lawful means.

Very truly yours,

CALDERWOOD & HARKNESS LLP

By: ________

Marcus Delgado, Partner Calderwood & Harkness LLP 1999 Avenue of the Stars, Suite 3100 Los Angeles, California 90067 Telephone: (310) 553-4700

Email: m.delgado@calderwoodharkness.com

cc: (via email)

Fiona Hartwell, General Counsel, Aurelius Global Media Group PLC

Raj Anantharam, SVP, Content Licensing & Distribution, Aurelius Global Media Group PLC

Lena Kowalski, Head of Digital Rights Enforcement, Aurelius Global Media Group PLC

Catherine Bloom, Partner, Calderwood & Harkness LLP

Wendy Schultz, Senior Associate, Calderwood & Harkness LLP

Enclosures: None. All supporting documentation, including copyright registration certificates, forensic accounting reports, and other evidentiary materials, is reserved for production in connection with litigation.

Matter No. 1017-00003 CONFIDENTIAL — ATTORNEY-CLIENT PRIVILEGED COMMUNICATION (as applicable to client copies)

Revenue Category	Estimated Amount
Subscription revenue (SVOD tier)	$22,400,000
Advertising revenue (AVOD tier)	$9,700,000
Sublicensing fees (FAST channels)	$6,500,000
Total	$38,600,000

CALDERWOOD & HARKNESS LLP Attorneys at Law
1999 Avenue of the Stars, Suite 3100 Los Angeles, California 90067
Telephone: (310) 553-4700 Facsimile: (310) 553-4701 www.calderwoodharkness.com
March 14, 2026
Via Certified Mail, Return Receipt Requested and Via Email
Mr. Franklin Ogilvie Sole Member and Manager Meridian Digital Distributors, LLC 8912 Burton Way, Suite 200 Beverly Hills, CA 90211
Re: Unauthorized Licensing and Distribution of Copyrighted Audiovisual Works Owned by Aurelius Global Media Group PLC — Demand to Cease and Desist, Preserve Records, and Provide Accounting
Dear Mr. Ogilvie:
I. Introduction and Identification of Counsel
This firm represents Aurelius Global Media Group PLC ("Aurelius" or "AGMG"), a public limited company duly incorporated under the laws of England and Wales (Companies House Registration No. 08724561), with its principal offices located at 45 Clarewood Place, London W1K 6TH, United Kingdom, and its wholly-owned United States subsidiary, Aurelius Media Americas, Inc. ("AMA"), located at 1900 Avenue of the Stars, Suite 2200, Los Angeles, California 90067. We have been retained by Aurelius and AMA in connection with the matters described in this letter and are fully authorized to act on their behalf with respect to all claims and demands set forth herein.
This letter is directed to Meridian Digital Distributors, LLC ("MDD"), a California limited liability company (California Secretary of State File No. 202115729430), and to you, Franklin Ogilvie, individually, in your capacity as the sole member and manager of MDD.
The purpose of this letter is fourfold: (1) to demand the immediate and permanent cessation of all unauthorized licensing, sublicensing, distribution, and other exploitation of audiovisual content owned by Aurelius and its subsidiaries; (2) to demand the immediate preservation of all documents and electronically stored information relating to MDD's unauthorized activities; (3) to demand a full and complete accounting of all revenues, fees, and compensation received by MDD or by you personally in connection with the unauthorized exploitation of Aurelius-owned content; and (4) to place you and MDD on formal notice of Aurelius's legal claims arising from your conduct and of Aurelius's firm intention to pursue all available remedies, including but not limited to litigation in federal court, if our demands are not satisfied.
We urge you to review this letter carefully and in its entirety. The facts and legal claims set forth below are serious, the damages at issue are substantial, and Aurelius is fully prepared to take all steps necessary to protect its rights.
II. Background — Aurelius Global Media Group PLC
Aurelius Global Media Group PLC is a leading United Kingdom-headquartered public media and entertainment conglomerate. Aurelius's shares are admitted to trading on the AIM market of the London Stock Exchange under the ticker symbol AGLM. For the fiscal year ended December 31, 2025, Aurelius reported consolidated revenue of approximately £1.87 billion (approximately US$2.36 billion at prevailing exchange rates), reflecting the company's position as one of the premier independent content owners and distributors in the global entertainment industry.
Aurelius owns and controls an extensive content library comprising over 4,200 film and television titles spanning multiple genres, languages, and decades of production. This library includes a number of marquee properties that are recognized worldwide, including, but not limited to:
• The "Meridian" franchise, consisting of six (6) feature films that have generated a combined worldwide theatrical box office of approximately US$1.43 billion, with significant ongoing revenue streams from home entertainment, licensing, and merchandising;
• The "Iron Compass" series, a critically acclaimed television drama comprising four (4) seasons and forty-eight (48) episodes, which averaged 9.2 million viewers per episode in the United Kingdom and has been licensed for broadcast and streaming in over sixty (60) territories worldwide; and
• The "Thornfield" period drama catalog, encompassing twelve (12) titles that have collectively received seven (7) British Academy of Film and Television Arts (BAFTA) awards and have been widely distributed across international markets.
These properties represent only a fraction of Aurelius's extensive catalog, which also includes hundreds of additional feature films, television series, documentaries, and other audiovisual works, all of which are protected by copyright under the laws of the United States, the United Kingdom, and numerous other jurisdictions.
Aurelius and AMA hold all United States copyrights in the works at issue in this matter. Aurelius has a long-standing and well-documented practice of vigorously enforcing its intellectual property rights in all jurisdictions and against all parties who engage in unauthorized use of its content. The matters described in this letter represent a particularly egregious instance of infringement, and Aurelius intends to pursue every available remedy.
III. Mr. Ogilvie's Prior Employment and Separation Agreement
Our investigation has established that you, Franklin Ogilvie, were employed by Aurelius Media Americas, Inc. as a licensing manager from approximately 2017 through June 30, 2021. During the course of your employment, you occupied a mid-level position within AMA's content licensing division and had access to Aurelius's proprietary content management systems, licensing databases, content metadata repositories, and confidential business information relating to Aurelius's global distribution strategy.
Your employment with AMA was terminated on June 30, 2021. The termination followed an internal investigation conducted by AMA's compliance department, which identified unauthorized access by you to portions of Aurelius's content management systems that were outside the scope of your assigned responsibilities. The specific circumstances of that investigation and its findings are well documented in AMA's personnel and compliance records.
On June 30, 2021, contemporaneously with the termination of your employment, you executed a Separation Agreement and General Release with AMA (the "Separation Agreement"). Among other material provisions, the Separation Agreement included the following restrictive covenants and obligations:
(a) Non-Compete Covenant. You agreed not to engage in, or participate in the management of, any business that competes with the content licensing and distribution activities of Aurelius or AMA for a defined period following the termination of your employment.
(b) Non-Solicitation Covenant. You agreed not to solicit or attempt to solicit any clients, customers, licensees, or business partners of Aurelius or AMA for the purpose of diverting business away from Aurelius or AMA.
(c) intellectual Property Use Prohibition. You explicitly agreed that you would not use, reproduce, license, sublicense, distribute, or otherwise exploit any intellectual property owned by Aurelius or AMA, including but not limited to copyrighted audiovisual works, proprietary content metadata, licensing information, client lists, pricing structures, or any other confidential or proprietary materials of Aurelius or AMA.
The Separation Agreement was executed by you voluntarily, with the benefit of an opportunity to consult with legal counsel, and in exchange for valuable consideration, including separation pay and other benefits to which you would not otherwise have been entitled. At the time you signed the Separation Agreement, you were fully and unequivocally on notice that you had no authority, license, right, or privilege of any kind to use, license, sublicense, distribute, or otherwise exploit any content owned by Aurelius or AMA, and that any such conduct would constitute a breach of the Separation Agreement and a violation of Aurelius's intellectual property rights.
IV. Formation of MDD and the Unauthorized Content Distribution Agreement
Our investigation has further established the following facts concerning the formation of MDD and the unauthorized licensing of Aurelius content.
In late 2021, approximately five to six months after your separation from AMA, you formed Meridian Digital Distributors, LLC in the State of California (Secretary of State File No. 202115729430). In the articles of organization and subsequent filings with the California Secretary of State, you listed yourself as the sole member and manager of MDD, with a registered address at 8912 Burton Way, Suite 200, Beverly Hills, California 90211. The choice of the name "Meridian" for your newly formed entity — identical to the name of one of Aurelius's most valuable film franchises — is itself suggestive of a deliberate effort to trade upon the goodwill and brand recognition associated with Aurelius's content.
On or about March 15, 2024, MDD purportedly executed a document styled as a "Content Distribution Agreement" (the "CDA") with StreamNow Holdings, Inc. ("StreamNow"), a Delaware corporation (Delaware Division of Corporations File No. 7291843) headquartered at 3400 Wilshire Boulevard, Suite 1800, Los Angeles, California 90010. StreamNow is a digital media company that operates a subscription-based and advertising-supported video-on-demand (SVOD/AVOD) streaming platform. Under the terms of the CDA, MDD purported to grant StreamNow exclusive and non-exclusive digital distribution rights to a catalog of more than 350 audiovisual titles.
Critically, and at the heart of this dispute, at least 217 of the audiovisual works covered by the CDA are works owned exclusively by Aurelius. These 217 titles include one hundred forty-two (142) feature films and seventy-five (75) television series comprising a total of one thousand thirty-eight (1,038) individual episodes. The Aurelius-owned titles encompassed by the CDA include works from the Meridian franchise, the Iron Compass series, the Thornfield period drama catalog, and numerous other valuable Aurelius properties.
We wish to state with absolute clarity: Aurelius's records confirm unequivocally that Aurelius never granted MDD any license, sublicense, distribution authority, or any other right whatsoever over any Aurelius-owned content. MDD is not and has never been an authorized distributor, licensee, sublicensee, or agent of Aurelius, AMA, or any other Aurelius affiliate. No officer, director, employee, or authorized representative of Aurelius or AMA has at any time communicated to MDD, to you, or to any third party that MDD had any right to license or distribute Aurelius content. MDD's purported grant of rights to StreamNow under the CDA was entirely without authorization and wholly fraudulent.
As a former employee of AMA who held a position within the content licensing division and who executed the Separation Agreement described above, you, Mr. Ogilvie, knew or should have known that MDD had no rights to license, sublicense, or distribute any Aurelius-owned content. Your conduct in forming MDD, holding it out as a legitimate content distributor, and executing the CDA with StreamNow constitutes a deliberate and knowing misappropriation of Aurelius's intellectual property.
V. Scope and Consequences of the Infringement
The unauthorized licensing of Aurelius content by MDD has caused — and, until it is halted, continues to cause — substantial and irreparable harm to Aurelius.
As a direct result of MDD's purported licensing under the CDA, StreamNow ingested all 217 Aurelius-owned titles into its streaming platform and made them available for on-demand streaming to its subscribers across fourteen (14) countries, including the United States, Canada, the United Kingdom, Australia, Germany, France, Italy, Spain, the Netherlands, Sweden, Norway, Denmark, Japan, and Brazil. The unauthorized availability of these titles on StreamNow's platform commenced on or about April 1, 2024, and continued for an approximately twenty-two (22) month period through January 31, 2026, when Aurelius's enforcement actions prompted StreamNow to begin the process of removing the affected titles.
In addition to making the Aurelius content directly available on its own platform, StreamNow further sublicensed bundles containing Aurelius-owned titles to at least four (4) third-party operators of Free Ad-Supported Streaming Television ("FAST") channels:
(i) Brindoval Channel Networks, Inc., a corporation based in Dallas, Texas;
(ii) BrightLoop Media, LLC, a limited liability company based in Miami, Florida;
(iii) Velvet Stream Partners, LP, a limited partnership based in Toronto, Ontario, Canada; and
(iv) Pacific Lantern Digital Pty Ltd, a proprietary limited company based in Sydney, New South Wales, Australia.
Each of these entities incorporated Aurelius-owned content into their FAST channel programming, further expanding the unauthorized distribution of Aurelius's works to additional audiences and generating additional unauthorized revenue.
Aurelius retained CipherTrace Analytics, LLC, a nationally recognized forensic accounting and data analytics firm, to conduct a comprehensive analysis of the revenues generated through the unauthorized exploitation of Aurelius content. Based on CipherTrace's forensic analysis, the total revenue attributable to the unauthorized exploitation of the 217 Aurelius-owned titles on StreamNow's platform and through its sublicensed FAST channels is estimated at $38.6 million, broken down as follows:
Separately, Aurelius engaged independent economic consultants to estimate the fair market value of a comparable arm's-length license for the 217 titles at issue over the relevant twenty-two month period in the affected territories. Based on prevailing market rates, comparable transaction data, and Aurelius's established licensing fee schedules, the estimated fair market value of such a license — representing Aurelius's lost licensing revenue — is $14.2 million.
Taking into account both the infringer's profits attributable to the unauthorized exploitation and Aurelius's own lost licensing revenue, as well as other categories of damages, Aurelius's economic consultants have calculated a preliminary estimate of net recoverable damages in the amount of $41.3 million. This figure is preliminary and subject to upward revision as Aurelius's investigation continues and additional facts are developed.
VI. Legal Claims Against MDD and Franklin Ogilvie
Based on the foregoing facts, Aurelius asserts the following legal claims against MDD and against you, Franklin Ogilvie, individually.
A. Contributory Copyright Infringement (17 U.S.C. §§ 106, 501)
MDD and you, Mr. Ogilvie, are liable for contributory copyright infringement under the Copyright Act of 1976, 17 U.S.C. §§ 106 and 501. To establish contributory infringement, a plaintiff must demonstrate that the defendant, with knowledge of the infringing activity, induced, caused, or materially contributed to the infringing conduct of another. See Metro-Goldwyn-Mayer Studios Inc. v. Grokster, Ltd., 545 U.S. 913, 930 (2005); Fonovisa, Inc. v. Cherry Auction, Inc., 76 F.3d 259, 264 (9th Cir. 1996).
Here, MDD, with full knowledge that it held no authority whatsoever to license Aurelius-owned content, provided the material means — namely, the purported Content Distribution Agreement — by which StreamNow was able to engage in the unauthorized reproduction, distribution, and public performance of 217 copyrighted audiovisual works owned by Aurelius. MDD's execution of the CDA and its delivery of content files, metadata, and associated materials to StreamNow were essential and indispensable prerequisites to StreamNow's infringing activity. Without MDD's purported licensing, StreamNow would not have had access to or ingested the Aurelius titles into its platform.
You, Mr. Ogilvie, as MDD's sole member and manager, personally directed and controlled all of MDD's operations, including the negotiation and execution of the CDA and all communications with StreamNow. Under well-established principles of corporate and personal liability, an individual who personally participates in or directs infringing conduct is personally liable for contributory infringement, irrespective of the corporate or limited liability form. See Columbia Pictures Indus., Inc. v. Redd Horne, Inc., 749 F.2d 154, 160 (3d Cir. 1984); Falk v. Brennan, 414 U.S. 190, 195 (1973).
B. Inducement of Infringement
MDD and you, Mr. Ogilvie, are additionally liable for inducing StreamNow's infringement. Under the Supreme Court's decision in Metro-Goldwyn-Mayer Studios Inc. v. Grokster, Ltd., 545 U.S. 913 (2005), one who distributes a device or service with the object of promoting its use to infringe copyright, as shown by clear expression or other affirmative steps taken to foster infringement, is liable for the resulting acts of infringement by third parties.
MDD and you, Mr. Ogilvie, induced StreamNow's infringement by affirmatively and falsely holding MDD out as an authorized distributor of Aurelius content and by executing the Content Distribution Agreement dated March 15, 2024, which purported to convey rights that MDD did not possess. Your prior employment at AMA, during which you gained detailed familiarity with Aurelius's content library, its licensing structures, its content management systems, and its proprietary metadata, enabled you to present a convincing but wholly fraudulent licensing proposition to StreamNow. The sophistication and specificity of MDD's representations to StreamNow — including the provision of detailed title lists, content metadata, and what appeared to be legitimate licensing documentation — bear the hallmarks of insider knowledge gained during your employment at AMA and deployed for the express purpose of deceiving StreamNow into believing that MDD had the authority it purported to hold.
C. Breach of the Separation Agreement
Your actions in forming MDD and purporting to license Aurelius-owned content constitute a clear and material breach of the Separation Agreement you executed with AMA on June 30, 2021. Without limitation, your conduct violates the following provisions of the Separation Agreement:
(i) The non-compete covenant, by engaging in a business — content licensing and distribution — that directly competes with the content licensing and distribution activities of Aurelius and AMA;
(ii) The non-solicitation covenant, by soliciting and entering into a commercial relationship with StreamNow, a company that is a participant in the digital content distribution market served by Aurelius and AMA; and
(iii) The intellectual property use prohibition, by using, licensing, sublicensing, and distributing copyrighted audiovisual works and proprietary content metadata owned by Aurelius, in direct contravention of your express agreement not to do so.
Aurelius reserves all rights and remedies available to it under the Separation Agreement, including but not limited to claims for contractual damages, equitable relief (including specific performance and injunctive relief), and recovery of attorneys' fees and costs as provided for under the Separation Agreement and applicable law.
D. Fraud. You, Mr. Ogilvie, knowingly and intentionally misrepresented to StreamNow that MDD was authorized to license and distribute Aurelius-owned content, when in fact you knew with certainty that MDD had no such authority. This misrepresentation was material to StreamNow's decision to enter into the CDA and to ingest 217 Aurelius-owned titles into its platform. The misrepresentation was made with the specific intent to deceive StreamNow, to induce its reliance on MDD's purported authority, and to generate revenue for MDD and for yourself personally through the fraudulent licensing scheme.
As a direct and proximate result of your fraudulent misrepresentations, Aurelius has suffered substantial injury, including the unauthorized exploitation of its copyrighted content, the dilution of the value of its licensing rights, the loss of licensing revenue, and significant reputational harm. Aurelius intends to seek all damages available for fraud, including compensatory damages, consequential damages, and punitive damages where applicable under law.
E. Additional Claims
In addition to the foregoing claims, Aurelius reserves the right to assert claims for unfair business practices under California Business and Professions Code § 17200 et seq., which prohibits any unlawful, unfair, or fraudulent business act or practice. MDD's and your conduct — holding MDD out as an authorized distributor, executing the fraudulent CDA, and profiting from the unauthorized exploitation of Aurelius content — constitutes an unfair and fraudulent business practice within the meaning of Section 17200.
Aurelius further reserves the right to assert any and all other claims available under applicable federal and state law, including but not limited to claims for unjust enrichment, conversion, tortious interference with prospective economic advantage, misappropriation of trade secrets (to the extent that proprietary content metadata and licensing information were misappropriated), and any other causes of action supported by the facts as they continue to be developed through Aurelius's ongoing investigation.
VII. Copyright Registration Status
Of the 217 Aurelius-owned titles at issue, one hundred eighty-nine (189) are protected by timely United States copyright registrations — that is, the registrations were obtained either within three (3) months of first publication of the respective works or prior to the commencement of the infringement at issue. Pursuant to 17 U.S.C. § 412, the timely registration of these works entitles Aurelius to elect statutory damages in lieu of actual damages and profits under 17 U.S.C. § 504(c), and to recover its reasonable attorneys' fees and full costs under 17 U.S.C. § 505.
Given the willful nature of the infringement at issue — perpetrated by a former Aurelius employee who knowingly and intentionally exploited content he had no right to use — Aurelius would be entitled to enhanced statutory damages for willful infringement of up to $150,000 per work under 17 U.S.C. § 504(c)(2). For the 189 timely-registered works alone, the maximum statutory damages exposure is therefore:
189 works × $150,000 per work = $28,350,000
The remaining twenty-eight (28) Aurelius-owned titles have United States copyright registrations that were obtained after the commencement of the infringement at issue. For these works, Aurelius is entitled to recover its actual damages and, separately, the infringer's profits attributable to the infringement, to the extent not duplicative, under 17 U.S.C. § 504(b).
The registration status of all 217 titles has been confirmed through a comprehensive search of United States Copyright Office records conducted by Lexington IP Services, Inc., a nationally recognized intellectual property research firm, completed on January 22, 2026. Aurelius is prepared to produce detailed registration information for each of the 217 titles in the context of any litigation.
VIII. Demands
Based on the foregoing facts and legal claims, Aurelius hereby makes the following demands upon MDD and upon you, Franklin Ogilvie, individually.
A. Immediate Cessation
MDD and you, Mr. Ogilvie, must immediately cease and desist from all purported licensing, sublicensing, distribution, marketing, promotion, or other exploitation of any and all audiovisual content owned by Aurelius Global Media Group PLC, Aurelius Media Americas, Inc., or any Aurelius subsidiary or affiliate, including but not limited to the 217 titles specifically at issue in this letter. This demand extends to any and all titles in the Aurelius content library, regardless of whether such titles were included in the CDA with StreamNow.
In addition, MDD and you, Mr. Ogilvie, must immediately notify StreamNow Holdings, Inc. and all other licensees, sublicensees, or third parties to whom MDD has purported to license, sublicense, or otherwise convey rights in Aurelius-owned content — including but not limited to Brindoval Channel Networks, Inc., BrightLoop Media, LLC, Velvet Stream Partners, LP, and Pacific Lantern Digital Pty Ltd — that MDD's purported licenses of Aurelius content are void and without authority, and that such parties must immediately cease all reproduction, distribution, public performance, and other exploitation of the affected titles. Copies of all such notifications must be provided to the undersigned promptly upon issuance.
B. Document and Data Preservation
MDD and you, Mr. Ogilvie, must immediately implement a litigation hold and preserve and retain all documents and electronically stored information ("ESI") relating to any of the following categories:
(i) The Content Distribution Agreement with StreamNow Holdings, Inc. dated on or about March 15, 2024, and all drafts, exhibits, schedules, amendments, side letters, and related documents;
(ii) Any and all other agreements, term sheets, deal memoranda, proposals, letters of intent, or correspondence involving Aurelius-owned titles or any other audiovisual content purportedly licensed, sublicensed, distributed, or otherwise exploited by MDD;
(iii) All communications — whether by email, letter, text message, instant message, telephone (including voicemail), videoconference, or any other medium — with StreamNow Holdings, Inc., any of its officers, directors, or employees (including but not limited to Derek Calloway, Priya Menon, Tobias Rennert, and Sandra Yee), its outside counsel at Grantham Roth & Pearce LLP (including but not limited to Victoria Langford and Brian Matsuda), its investors (including Pinnacle Ventures Fund III, LP), and any FAST channel operators or other downstream licensees or sublicensees;
(iv) All financial records, revenue reports, royalty statements, invoices, payment records, wire transfer confirmations, bank statements, tax returns, profit-and-loss statements, and all other accounting records relating to MDD's operations, revenues, expenses, and payments;
(v) All records relating to your prior employment at Aurelius Media Americas, Inc., including but not limited to any copies, whether in physical or electronic form, of Aurelius materials, content metadata, licensing databases, pricing schedules, client lists, proprietary information, or any other materials that you obtained during or retained following your employment at AMA; and
(vi) Any and all other documents, data, or information relating to MDD's formation, operations, business activities, or the subject matter of this letter.
This preservation obligation extends to all forms of documents and data, including but not limited to emails (including archived and deleted emails), text messages (including SMS and messaging applications such as Meridian Services Inc., Harborline Technologies, Kestrel Data Systems, and Meridian Solutions), digital files stored on computers, laptops, tablets, smartphones, external hard drives, USB drives, cloud storage services (including Hollowell Health IT, Larkspur Technologies, Meridian Systems, Cobalt Ridge Systems, and any similar services), social media accounts, backup tapes, server logs, and paper records.
We caution you in the strongest possible terms: the destruction, alteration, concealment, or spoliation of any documents or data covered by this preservation demand will constitute spoliation of evidence. Spoliation of evidence may result in severe adverse consequences in litigation, including but not limited to adverse inference instructions, monetary sanctions, issue sanctions, terminating sanctions, and potential criminal liability. You are directed to take all steps necessary to ensure the preservation of all responsive documents and data, including the suspension of any automatic deletion policies, the issuance of preservation notices to all custodians and information technology personnel, and the creation of forensic images of relevant devices and storage media where appropriate.
C. Full Accounting
MDD and you, Mr. Ogilvie, must provide Aurelius, through the undersigned counsel, with a complete, detailed, and verified accounting of the following:
(i) All revenues, fees, commissions, advances, guarantees, minimum guarantees, royalties, or other compensation of any kind received or receivable by MDD or by you, Mr. Ogilvie, individually, from StreamNow Holdings, Inc. or from any other party in connection with the purported licensing, sublicensing, distribution, or other exploitation of any Aurelius-owned content, including a detailed breakdown by title, territory, time period, and revenue category;
(ii) A complete list of all audiovisual titles — whether owned by Aurelius or otherwise — purportedly licensed, sublicensed, distributed, or otherwise conveyed by MDD to any third party, together with identification of the purported rights conveyed, the territories covered, the applicable term, and the financial terms of each such arrangement; and
(iii) A complete list of all third parties to whom MDD has purported to license, sublicense, or otherwise convey distribution or exploitation rights in any audiovisual content, together with the name, address, and contact information of each such third party and copies of all relevant agreements.
This accounting must be provided to the undersigned within twenty (20) calendar days of the date of this letter — that is, no later than April 3, 2026. The accounting must be signed and verified under penalty of perjury by you, Mr. Ogilvie, attesting to its completeness and accuracy.
D. Response Deadline
MDD and you, Mr. Ogilvie, must respond to this letter in writing within twenty (20) calendar days of receipt, confirming full compliance with each of the demands set forth herein and providing the complete accounting requested above. Your written response should be directed to the undersigned at the address set forth below.
IX. Reservation of Rights and Litigation Warning
This letter is issued without prejudice to any and all rights, claims, and remedies available to Aurelius Global Media Group PLC, Aurelius Media Americas, Inc., and their subsidiaries and affiliates under federal and state law, in equity, and under contract, all of which are expressly reserved in their entirety.
Aurelius has authorized this firm to file suit against MDD and you, Mr. Ogilvie, individually, in the United States District Court for the Central District of California if you and MDD fail to comply with the demands set forth in this letter. Aurelius is fully prepared to initiate litigation promptly upon the expiration of the response deadline and will not hesitate to do so.
The claims that Aurelius is prepared to assert in litigation include, but are not limited to:
• Contributory copyright infringement (17 U.S.C. §§ 106, 501);
• Inducement of copyright infringement (Grokster, 545 U.S. 913);
• Breach of the Separation Agreement dated June 30, 2021;
• Fraud and intentional misrepresentation;
• Unfair business practices in violation of California Business and Professions Code § 17200 et seq.; and
• Such other and further claims as the facts may support.
In any such litigation, Aurelius will seek all available forms of relief, including but not limited to:
• Actual damages, including lost licensing revenue;
• Disgorgement of the infringer's profits;
• Statutory damages of up to $150,000 per work for willful infringement under 17 U.S.C. § 504(c)(2);
• Punitive damages where applicable under state law;
• Permanent injunctive relief;
• Attorneys' fees under 17 U.S.C. § 505 and applicable contractual provisions;
• Costs of suit; and
• Such other and further relief as the Court deems just and appropriate.
As stated above, Aurelius's preliminary estimate of net recoverable damages in this matter is $41.3 million. This figure is preliminary and conservative, and is subject to increase as Aurelius's investigation continues.
X. Direction to Obtain Counsel
Given the gravity of the legal claims set forth in this letter, the magnitude of Aurelius's claimed damages, and the strong likelihood of litigation if the demands herein are not satisfied, Aurelius strongly recommends that you, Mr. Ogilvie, and MDD promptly retain qualified legal counsel experienced in copyright law and complex commercial litigation to advise you with respect to this matter and to prepare a response to this letter.
All future communications regarding this matter should be directed exclusively to the undersigned at:
Marcus Delgado, Partner Calderwood & Harkness LLP 1999 Avenue of the Stars, Suite 3100 Los Angeles, California 90067 Telephone: (310) 553-4700
Email: m.delgado@calderwoodharkness.com
If you retain counsel, please have your attorney contact the undersigned immediately so that we may direct all further communications to your counsel.
XI. No Waiver
Nothing in this letter shall be deemed or construed as a waiver, relinquishment, or limitation of any right, claim, or remedy available to Aurelius, AMA, or any of their subsidiaries or affiliates, whether arising under federal or state statute, common law, equity, or contract. All such rights, claims, and remedies are expressly reserved in their entirety.
Aurelius's investigation of the conduct of MDD and you, Mr. Ogilvie, is ongoing. Aurelius reserves the right to assert additional claims, to identify additional parties, and to seek additional remedies as further facts are developed through its continuing investigation, through formal discovery in litigation, and through any other lawful means.
Very truly yours,
CALDERWOOD & HARKNESS LLP
By: ________
Marcus Delgado, Partner Calderwood & Harkness LLP 1999 Avenue of the Stars, Suite 3100 Los Angeles, California 90067 Telephone: (310) 553-4700
Email: m.delgado@calderwoodharkness.com
cc: (via email)
Fiona Hartwell, General Counsel, Aurelius Global Media Group PLC
Raj Anantharam, SVP, Content Licensing & Distribution, Aurelius Global Media Group PLC
Lena Kowalski, Head of Digital Rights Enforcement, Aurelius Global Media Group PLC
Catherine Bloom, Partner, Calderwood & Harkness LLP
Wendy Schultz, Senior Associate, Calderwood & Harkness LLP
Enclosures: None. All supporting documentation, including copyright registration certificates, forensic accounting reports, and other evidentiary materials, is reserved for production in connection with litigation.
Matter No. 1017-00003 CONFIDENTIAL — ATTORNEY-CLIENT PRIVILEGED COMMUNICATION (as applicable to client copies)
Revenue Category | Estimated Amount
Subscription revenue (SVOD tier) | $22,400,000
Advertising revenue (AVOD tier) | $9,700,000
Sublicensing fees (FAST channels) | $6,500,000
Total | $38,600,000

CALDERWOOD & HARKNESS LLP Attorneys at Law

CALDERWOOD & HARKNESS LLP

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