copyright-infringement-claim-analysis.docx

1017-00003 · Aurelius Global Media Group · Legal Analysis & Strategy

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CALDERWOOD & HARKNESS LLP 1999 Avenue of the Stars, Suite 3100 Los Angeles, California 90067

MEMORANDUM

FROM: Wendy Schultz, Senior Associate, intellectual Property Practice Group, Calderwood & Harkness LLP

TO: Marcus Delgado, Partner, intellectual Property Practice Group Catherine Bloom, Partner, intellectual Property Practice Group

CC: Omar Siddiqui, Associate, intellectual Property Practice Group

DATE: March 3, 2026

RE: Copyright Infringement Claim Analysis — Aurelius Global Media Group PLC v. StreamNow Holdings, Inc. — 17 U.S.C. §§ 106, 501

MATTER NO.: 1017-00003

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I. EXECUTIVE SUMMARY

This memorandum analyzes the elements of federal copyright infringement claims under 17 U.S.C. §§ 106 and 501 as applied to StreamNow Holdings, Inc.'s ("StreamNow") unauthorized reproduction, distribution, and public performance of 217 audiovisual works owned by our client, Aurelius Global Media Group PLC ("Aurelius" or "AGMG"), and its wholly-owned U.S. subsidiary, Aurelius Media Americas, Inc. ("AMA"). The purpose of this analysis is to provide a comprehensive assessment of the strength of Aurelius's claims, the viability of anticipated defenses, the range of available remedies, and strategic recommendations for the pre-suit demand and potential litigation phases.

Based on the investigation and analysis conducted to date—including the forensic findings of CipherTrace Analytics, LLC, the copyright registration verification completed by Lexington IP Services, Inc., the chain-of-title analysis prepared by Omar Siddiqui and reviewed by the undersigned, and the preliminary damages model prepared by Hargrove Economic Consulting Group—it is my conclusion that Aurelius has strong claims for direct copyright infringement against StreamNow on all three applicable theories: reproduction under § 106(1), distribution under § 106(3), and public performance under § 106(4).

The infringement covers 217 individual audiovisual titles, consisting of 142 feature films and 75 television series comprising a total of 1,038 episodes, over a 22-month infringement period running from approximately April 1, 2024 through January 31, 2026. During this period, StreamNow ingested the Aurelius content into its platform library, made it available for streaming to subscribers in 14 countries, and sublicensed bundles containing Aurelius content to at least four third-party free ad-supported streaming television ("FAST") channel operators.

Several key findings support the strength of Aurelius's position:

• Ownership is confirmed through a comprehensive chain-of-title analysis and verified U.S. Copyright Office registrations. Lexington IP Services, Inc. completed its copyright registration search on January 22, 2026, confirming valid registrations for all 217 titles.

• Copying is established through verbatim reproduction of the copyrighted works. Because StreamNow reproduced and distributed exact digital copies of Aurelius's audiovisual works—not adaptations, derivative works, or partial reproductions—no substantial similarity analysis is required. CipherTrace Analytics confirmed bitwise identity or near-identity of the content files through content fingerprinting, metadata extraction, and hash comparisons.

• Registration status varies across the portfolio: 189 of the 217 titles have timely U.S. copyright registrations (registered within three months of first publication or before the commencement of infringement), entitling Aurelius to the full panoply of remedies including statutory damages under § 504(c) and attorneys' fees under § 505. The remaining 28 titles have late registrations, limiting recovery for those titles to actual damages and infringer's profits under § 504(a)–(b). Critically, however, all 217 registrations satisfy the prerequisite for suit under § 411(a).

• Estimated attributable revenue from StreamNow's exploitation of the Aurelius content over the 22-month period totals approximately $38.6 million, encompassing subscription revenue, advertising revenue, and sublicensing fees. Hargrove Economic Consulting Group's preliminary net recoverable damages model yields a figure of $41.3 million after incorporating Aurelius's lost licensing revenue and applying appropriate apportionment methodologies.

• Anticipated defenses—including StreamNow's expected reliance on a purported sublicense from Meridian Digital Distributors, LLC ("MDD"), an entity that never held any rights to the Aurelius content—are weak and unlikely to succeed. StreamNow's other potential defenses (innocent infringer, fair use, DMCA safe harbor) are similarly unavailing for the reasons discussed in detail below and in companion memoranda.

The proposed forum for any litigation is the United States District Court for the Central District of California, Los Angeles Division, where both StreamNow and AMA maintain their principal offices and where the bulk of the relevant conduct occurred.

II. FACTUAL BACKGROUND

A. The Parties

1. Aurelius Global Media Group PLC (Plaintiff / Copyright Owner). Aurelius Global Media Group PLC is a public limited company incorporated in England and Wales under the Companies Act 2006, with Companies House Registration Number 08724561. Aurelius maintains its global headquarters at 45 Clarewood Place, London W1K 6TH, United Kingdom, and conducts its U.S. operations through Aurelius Media Americas, Inc. ("AMA"), a wholly-owned Delaware subsidiary located at 1900 Avenue of the Stars, Suite 2200, Los Angeles, California 90067.

Aurelius is listed on the London Stock Exchange's Alternative Investment Market under the ticker symbol AIM: AGLM. American Depositary Receipts ("ADRs") representing Aurelius shares are traded over-the-counter in the United States, giving the company a financial footprint in U.S. capital markets.

In fiscal year 2025, Aurelius reported consolidated revenue of approximately £1.87 billion (approximately $2.36 billion at an exchange rate of £1 = $1.26), reflecting the company's position as a major international media conglomerate with significant content production, licensing, and distribution operations across multiple territories.

Aurelius's content library comprises over 4,200 film and television titles spanning multiple genres, languages, and formats. Among the titles most relevant to this analysis are several high-profile franchises and catalog properties that form the core of the infringed works:

• The "Meridian" franchise, consisting of 6 feature films that have collectively generated over $1.43 billion in global box office revenue. The Meridian franchise is one of Aurelius's most commercially valuable intellectual properties and a key driver of its content licensing revenue.

• The "Iron Compass" series, a critically acclaimed espionage thriller spanning 4 seasons and 48 episodes, which averaged 9.2 million viewers per episode in the United Kingdom—making it one of the most-watched drama series on British television in recent years.

• The "Thornfield" period drama catalog, comprising 12 titles that have collectively won 7 British Academy of Film and Television Arts ("BAFTA") awards, establishing the Thornfield brand as a hallmark of prestige British television programming with significant international licensing value.

The key Aurelius personnel relevant to this matter include: Sir Alistair Pemberton, Chief Executive Officer; Fiona Hartwell, General Counsel; Raj Anantharam, Senior Vice President of Content Licensing & Distribution; and Lena Kowalski, Head of Digital Rights Enforcement. Aurelius's financial statements are audited by Whitmore & Pryce LLP (London), and the company's UK intellectual property counsel is Bexley Marsh Solicitors LLP (London).

2. StreamNow Holdings, Inc. (Defendant / Alleged Infringer). StreamNow Holdings, Inc. is a Delaware corporation (Secretary of State File Number 7291843), headquartered at 3400 Wilshire Boulevard, Suite 1800, Los Angeles, California 90010. StreamNow operates as a streaming media "super-aggregator" platform—a business model in which the platform bundles content from multiple studios, production companies, and independent distributors into a single subscription-based or advertising-supported interface. StreamNow's platform is available in 14 countries and serves as a centralized content marketplace for consumers seeking access to a curated library of film and television programming.

In addition to its direct-to-consumer streaming operations, StreamNow sublicenses content bundles to third-party multichannel video programming distributors ("MVPDs") and FAST channel operators, thereby extending its distribution reach through downstream partnerships.

StreamNow was founded in 2019 and remains privately held. Its majority ownership interest—approximately 62% on a fully diluted basis—is held by Pinnacle Ventures Fund III, LP, a venture capital fund based in San Francisco, California, following a $145 million Series C investment round that closed in June 2022. StreamNow's estimated fiscal year 2025 revenue is approximately $312 million.

The key StreamNow personnel relevant to this matter include: Derek Calloway, Chief Executive Officer and Co-Founder; Priya Menon, Chief Operating Officer and Co-Founder; Tobias Rennert, General Counsel; and Sandra Yee, Vice President of Content Acquisition. StreamNow's registered agent in Delaware is Capitol Registered Agents, Inc., located at 1209 Orange Street, Wilmington, Delaware 19801. StreamNow's outside litigation counsel is Grantham Roth & Pearce LLP, represented by Victoria Langford, Partner, and Brian Matsuda, Associate, located at 555 South Flower Street, Suite 4200, Los Angeles, California 90071.

3. Meridian Digital Distributors, LLC (Unauthorized Intermediary). Meridian Digital Distributors, LLC ("MDD") is a California limited liability company registered with the California Secretary of State under File Number 202115729430, with its registered address at 8912 Burton Way, Suite 200, Beverly Hills, California 90211.

MDD's sole member and manager is Franklin Ogilvie, a former mid-level licensing manager at Aurelius Media Americas, Inc. Ogilvie was employed by AMA from approximately 2017 through June 30, 2021. His employment was terminated following an internal investigation into unauthorized access to Aurelius's content management systems. MDD was incorporated in California in late 2021, shortly after Ogilvie's separation from AMA—a timeline that raises significant concerns about the provenance of MDD's purported content catalog.

According to records produced by StreamNow's VP of Content Acquisition, Sandra Yee, in email correspondence dated November 3, 2025, MDD executed a "Content Distribution Agreement" with StreamNow on or about March 15, 2024, which purportedly covered more than 350 titles, including the 217 Aurelius titles at issue in this matter.

Aurelius's internal records conclusively establish that MDD was never authorized as a distributor, sublicensor, or agent of Aurelius or AMA in any capacity. No license, sublicense, distribution agreement, or other authorization of any kind was ever granted by Aurelius or AMA to MDD with respect to any content in the Aurelius library. This absence of authorization has been confirmed through a thorough review of Aurelius's licensing database, contract management system, and internal correspondence conducted under the supervision of Raj Anantharam and Lena Kowalski.

Furthermore, Ogilvie's separation agreement with AMA, dated June 30, 2021, includes a non-competition clause, a non-solicitation clause, and an explicit prohibition on the use, disclosure, or exploitation of any Aurelius intellectual property following the termination of his employment. The separation agreement was executed in connection with the resolution of the internal investigation referenced above. Detailed analysis of Ogilvie's background, his access to Aurelius systems during his employment, and the circumstances surrounding his departure is set forth in the Ogilvie Background Memorandum, dated February 22, 2026.

B. The Infringing Conduct

The infringing conduct at issue in this matter is extensive, systematic, and ongoing. Based on the investigation conducted to date, including the forensic analysis performed by CipherTrace Analytics, LLC, the following facts have been established:

StreamNow ingested all 217 Aurelius audiovisual titles into its platform content library, creating digital reproductions of the works on its servers and content delivery infrastructure. Once ingested, the 217 titles were made available for streaming to StreamNow's subscribers across the United States, Canada, Australia, and 11 additional territories—a total of 14 countries. The content was available to subscribers on both StreamNow's subscription (SVOD) and advertising-supported (AVOD) tiers.

Beyond its direct-to-consumer distribution, StreamNow sublicensed content bundles containing Aurelius titles to at least four third-party FAST channel operators, each of which independently distributed and publicly performed the Aurelius content to their own audiences:

1. Brindoval Channel Networks, Inc., based in Dallas, Texas;

2. BrightLoop Media, LLC, based in Miami, Florida;

3. Velvet Stream Partners, LP, based in Toronto, Ontario, Canada; and

4. Pacific Lantern Digital Pty Ltd, based in Sydney, New South Wales, Australia.

The infringement period spans approximately 22 months, commencing on or about April 1, 2024—shortly after the execution of the purported MDD–StreamNow Content Distribution Agreement on March 15, 2024—and continuing through at least January 31, 2026. As of the date of this memorandum, Aurelius titles may still be available on StreamNow's platform and on the platforms of one or more of the four FAST channel sublicensees, though a formal takedown demand has not yet been issued.

StreamNow's claimed source of rights to the Aurelius content is the purported sublicense from MDD. This claim was communicated by Sandra Yee, StreamNow's VP of Content Acquisition, in email correspondence to Aurelius's Head of Digital Rights Enforcement, Lena Kowalski, on November 3, 2025. As detailed in Section IV.D below and in the separate MDD–StreamNow Agreement Analysis Memorandum dated March 2, 2026, this claimed authority is wholly invalid because MDD possessed no rights to convey. A sublicensor cannot grant rights it does not hold.

C. Discovery and Investigation Timeline

The chronology of events leading to the engagement of Calderwood & Harkness LLP and the preparation of this memorandum is as follows:

• October 15, 2025: Lena Kowalski, Aurelius's Head of Digital Rights Enforcement, discovered that multiple Aurelius titles—including titles from the Meridian franchise and the Iron Compass series—were streaming on the StreamNow platform. The discovery was made during routine digital rights monitoring activities conducted by Kowalski's team.

• October 22, 2025: Kowalski escalated the matter to Fiona Hartwell, Aurelius's General Counsel. Hartwell authorized the commencement of an internal investigation to determine the scope of the unauthorized distribution and identify the source of the content leak.

• November 3, 2025: In response to an inquiry from Kowalski, Sandra Yee, StreamNow's VP of Content Acquisition, transmitted an email in which she stated that StreamNow had obtained the Aurelius content pursuant to a sublicense from Meridian Digital Distributors, LLC. Yee referenced the MDD–StreamNow Content Distribution Agreement dated March 15, 2024 as the basis for StreamNow's purported rights.

• November 18, 2025: Aurelius engaged Bexley Marsh Solicitors LLP, its UK intellectual property counsel, to advise on the cross-border dimensions of the matter and coordinate with the internal investigation team.

• December 5, 2025: Following its preliminary assessment, Bexley Marsh recommended that Aurelius engage U.S. litigation counsel to evaluate the viability of federal copyright infringement claims in the United States.

• January 8, 2026: Aurelius, acting through Fiona Hartwell, contacted Calderwood & Harkness LLP regarding potential representation.

• January 15, 2026: An initial consultation was held between Marcus Delgado, Partner at Calderwood & Harkness, and Fiona Hartwell, Aurelius's General Counsel, to discuss the facts of the matter, preliminary legal theories, and the scope of the proposed engagement.

• January 22, 2026: Lexington IP Services, Inc. completed its comprehensive copyright registration search for all 217 titles identified as appearing on the StreamNow platform, confirming that valid U.S. Copyright Office registrations exist for each title.

• February 12, 2026: The Calderwood & Harkness engagement was formally opened under Matter Number 1017-00003, and the firm commenced its detailed legal analysis and pre-suit preparation.

D. Revenue Attribution

CipherTrace Analytics, LLC, a digital forensics firm specializing in content identification and revenue attribution for the entertainment industry, was retained to conduct a forensic analysis of the StreamNow platform's exploitation of the Aurelius content. The engagement was led by Dr. Nathan Frey, CipherTrace's Chief Technology Officer and a recognized expert in digital content fingerprinting methodologies.

CipherTrace's analysis encompassed content fingerprinting (comparing the digital signatures of the files hosted on StreamNow's servers against Aurelius's reference library), metadata extraction (identifying dates of ingestion, file provenance, and distribution parameters), geographic availability mapping (confirming distribution across all 14 territories), and traffic and revenue attribution modeling (estimating the portion of StreamNow's revenue attributable to the Aurelius content).

Based on CipherTrace's analysis, StreamNow's total estimated revenue attributable to the Aurelius content over the 22-month infringement period is as follows:

The subscription revenue figure of $22.4 million was derived from CipherTrace's refined attribution model, which adjusts for premium-tier weighting and accounts for the fact that Aurelius titles constituted approximately 7.18% of total streams on the StreamNow platform during the infringement period. The advertising revenue of $9.7 million reflects AVOD-tier impressions served during viewings of Aurelius content. The sublicensing fee figure of $6.5 million represents the portion of fees paid by the four FAST channel operators that is attributable to the Aurelius content bundles.

Dr. Nathan Frey's methodology and findings are suitable for use at trial and in support of a TRO/PI motion. His expert report is being finalized and is referenced in Appendix C.

III. LEGAL FRAMEWORK — 17 U.S.C. §§ 106 AND 501

A. Elements of a Copyright Infringement Claim

A claim of copyright infringement under federal law requires the plaintiff to establish two essential elements. As the Supreme Court articulated in Feist Publications, Inc. v. Rural Telephone Service Co., 499 U.S. 340, 361 (1991), and as the Ninth Circuit has consistently applied in cases such as Rentmeester v. Sterling Reach Partners LLC, 883 F.3d 1111, 1116–17 (9th Cir. 2018), the two elements are:

1. Ownership of a valid copyright in the work or works at issue; and

2. Unauthorized copying—that is, the defendant's violation of one or more of the exclusive rights of the copyright owner as enumerated in 17 U.S.C. § 106.

These elements are straightforward in their formulation, though their application can give rise to complex factual and legal disputes depending on the nature of the works, the relationship between the parties, and the character of the allegedly infringing conduct.

Section 501(a) of the Copyright Act provides the statutory basis for infringement claims, stating that "[a]nyone who violates any of the exclusive rights of the copyright owner as provided by sections 106 through 122 . . . is an infringer of the copyright or right of the author, as the case may be." 17 U.S.C. § 501(a). This provision establishes strict liability for copyright infringement—a plaintiff need not prove intent, knowledge, or negligence to establish liability, though the defendant's state of mind may be relevant to the assessment of remedies (particularly the availability of enhanced statutory damages for willful infringement under § 504(c)(2) or the mitigation of damages for innocent infringement).

As detailed in the sections that follow, both elements are satisfied here with considerable evidentiary support, and Aurelius's claims rest on an exceptionally strong factual foundation.

B. Exclusive Rights Under § 106 Relevant to This Case

Section 106 of the Copyright Act enumerates six exclusive rights belonging to the copyright owner. Three of these rights are directly implicated by StreamNow's conduct:

Section 106(1): Right of Reproduction. The copyright owner has the exclusive right "to reproduce the copyrighted work in copies or phonorecords." 17 U.S.C. § 106(1). This right is the most fundamental of the copyright owner's exclusivities and encompasses any unauthorized fixation of the copyrighted work in a tangible medium of expression, including digital files stored on computer servers. StreamNow's ingestion of the Aurelius content into its platform infrastructure constitutes the creation of unauthorized reproductions.

Section 106(3): Right of Distribution. The copyright owner has the exclusive right "to distribute copies or phonorecords of the copyrighted work to the public by sale or other transfer of ownership, or by rental, lease, or lending." 17 U.S.C. § 106(3). This right encompasses both the direct distribution of content to consumers (e.g., through streaming) and the transfer of copies or distribution rights to downstream intermediaries (e.g., through sublicensing). StreamNow's activities implicate both forms of distribution.

Section 106(4): Right of Public Performance. The copyright owner of a literary, musical, dramatic, or choreographic work, a pantomime, or a motion picture or other audiovisual work has the exclusive right "to perform the copyrighted work publicly." 17 U.S.C. § 106(4). For audiovisual works such as the feature films and television series at issue, the transmission of the work via streaming to subscribers constitutes a public performance under the Copyright Act's broadly defined "Transmit Clause."

It should be noted that § 106(6), which provides the exclusive right to perform sound recordings publicly by means of a digital audio transmission, applies only to sound recordings and is not applicable to audiovisual works. Accordingly, § 106(6) is not at issue in this matter.

C. Registration Prerequisite — 17 U.S.C. § 411(a)

Section 411(a) of the Copyright Act provides that, with certain exceptions, "no civil action for infringement of the copyright in any United States work shall be instituted until preregistration or registration of the copyright claim has been made in accordance with this title." 17 U.S.C. § 411(a). The Supreme Court clarified in Fourth Estate Public Benefit Corp. v. Wall-Street.com, LLC, 139 S. Ct. 881 (2019), that registration occurs, and the prerequisite is satisfied, when the Register of Copyrights registers the claim—i.e., when the Copyright Office acts on the application—not merely upon the submission of the application.

For works of foreign origin under the Berne Convention for the Protection of Literary and Artistic Works, § 411(a) provides an exception: registration is not required as a prerequisite to filing suit. However, even for foreign works, registration is a prerequisite to the availability of statutory damages and attorneys' fees under 17 U.S.C. § 412. This distinction has practical significance for remedies, as discussed in Section VIII below.

The question of whether the Aurelius works qualify as "United States works" or works of foreign origin under the Berne Convention warrants brief discussion. Many of the Aurelius titles were first published in the United Kingdom, a Berne Convention signatory, which would classify them as works of foreign origin for purposes of § 411(a). Under the Berne Convention Implementation Act of 1988 and subsequent amendments, works first published in a Berne Convention country other than the United States are not "United States works" and therefore are exempt from the registration prerequisite for filing suit.

However, this classification is ultimately academic in the present case. Regardless of whether the Aurelius titles are classified as U.S. works or foreign works, all 217 titles have been registered with the U.S. Copyright Office. Lexington IP Services, Inc. confirmed the validity of all 217 registrations as of January 22, 2026. The registration prerequisite under § 411(a) is therefore satisfied for all titles, and the more nuanced question of whether registration was "timely" (relevant to § 412 and the availability of statutory damages and attorneys' fees) is addressed in Section IV.C below.

IV. ELEMENT ONE: OWNERSHIP OF VALID COPYRIGHTS

A. Copyright Registration as Prima Facie Evidence

Under 17 U.S.C. § 410(c), a certificate of copyright registration constitutes prima facie evidence of the validity of the copyright and of the facts stated in the certificate, provided that registration is made within five years after the first publication of the work. This statutory presumption places the burden on the defendant to rebut the validity of the registration and the ownership facts stated therein.

All 217 titles at issue have been registered with the U.S. Copyright Office. Lexington IP Services, Inc. ("Lexington"), a recognized copyright research and clearance firm, was retained to conduct a comprehensive verification of the registration status of all 217 titles. Marissa Chung, Director of Copyright Research at Lexington, supervised the search and confirmed its completion on January 22, 2026. The Lexington search covered all 142 feature films and all 75 television series (the latter comprising a total of 1,038 individual episodes), and confirmed the existence of valid and subsisting U.S. copyright registrations for each title.

For each title, Lexington verified the registration number, the date of registration, the date of first publication, the name of the copyright claimant as stated in the registration, and the absence of any recorded transfers or terminations that would undermine Aurelius's ownership claim. The complete Lexington report is cross-referenced in Appendix A (List of 217 Aurelius Titles at Issue) and Appendix B (Chart of Timely-Registered vs. Late-Registered Titles with Registration Numbers and Dates).

Because all 217 registrations were made within five years of first publication, Aurelius is entitled to the § 410(c) presumption of validity for each title. This presumption significantly strengthens Aurelius's position at the pleading, summary judgment, and trial stages.

B. Chain-of-Title Analysis

In addition to the § 410(c) presumption arising from registration, Aurelius's ownership of the 217 titles is independently confirmed through a comprehensive chain-of-title analysis. A separate Chain-of-Title Memorandum, dated February 25, 2026, was prepared by Omar Siddiqui, Associate, and reviewed by the undersigned. That memorandum traces the ownership of each of the 217 titles from the point of original creation or production through to current AGMG/AMA ownership, identifying and verifying each link in the chain.

The chain-of-title analysis encompasses work-for-hire agreements establishing initial ownership by Aurelius or its subsidiaries, assignment and transfer instruments conveying rights from third-party producers or acquisition targets to Aurelius entities, corporate reorganization and merger documents reflecting intra-group transfers, and any recordations of transfers with the U.S. Copyright Office. For titles acquired through corporate acquisitions—a common occurrence in the media industry—the chain-of-title memorandum traces ownership through the applicable asset purchase agreements, stock purchase agreements, and related schedules and exhibits.

No gaps, defects, or ambiguities in the chain of title were identified for any of the 217 titles. Specifically, the ownership of the key franchise properties is confirmed as follows:

• "Meridian" franchise (6 films): All six Meridian films were produced by wholly-owned AGMG subsidiaries as works made for hire within the meaning of 17 U.S.C. § 101 and § 201(b). The applicable work-for-hire agreements, production services agreements, and corporate records have been reviewed and are in order.

• "Iron Compass" series (4 seasons, 48 episodes): Rights to the Iron Compass series were acquired and consolidated by AGMG through a series of transactions beginning in 2018, including the acquisition of the underlying literary rights, the production of subsequent seasons by AGMG subsidiaries, and the formal assignment of all remaining third-party interests. The chain-of-title memorandum confirms that AGMG holds all rights necessary for this action.

• "Thornfield" period drama catalog (12 titles): All 12 Thornfield titles are original AGMG productions, produced as works made for hire by AGMG production entities. No third-party rights or reversionary interests have been identified.

The Chain-of-Title Memorandum is referenced as Appendix D and is available for review.

C. Distinction: Timely vs. Late Registrations

The distinction between timely and late copyright registrations is critical to the remedies analysis under §§ 504(c) and 505, though it does not affect the underlying validity of the infringement claims. Section 412 of the Copyright Act provides that no award of statutory damages or attorneys' fees shall be made for infringement of an unpublished work commenced before the effective date of its registration, or for infringement of a published work commenced after first publication and before the effective date of its registration, unless such registration is made within three months after the first publication of the work.

Based on the Lexington IP Services registration verification, the 217 titles at issue fall into two categories:

189 Timely-Registered Titles. These titles were registered with the U.S. Copyright Office either within three months of their first publication date or prior to the commencement of the infringement on or about April 1, 2024—whichever is later. Under § 412, these 189 titles are eligible for the full range of statutory remedies, including statutory damages under § 504(c) (ranging from $750 to $30,000 per work, or up to $150,000 per work for willful infringement) and attorneys' fees and costs under § 505. The timely registration of these titles provides Aurelius with significant remedial leverage.

28 Late-Registered Titles. These titles were registered with the U.S. Copyright Office between approximately May 2024 and October 2025—i.e., after the commencement of the infringement on or about April 1, 2024, and outside the three-month grace period following first publication. Under 17 U.S.C. § 412, these 28 titles are not eligible for statutory damages under § 504(c) or attorneys' fees under § 505. Recovery for these titles is limited to actual damages sustained by Aurelius and any additional profits of the infringer that are attributable to the infringement, as provided by § 504(a)–(b).

It bears emphasis that this distinction affects remedies only and does not affect the underlying infringement analysis. All 217 registrations—whether timely or late—satisfy the § 411(a) prerequisite for filing suit. The infringement claims under §§ 106(1), 106(3), and 106(4) are fully actionable with respect to all 217 titles. The strategic implications of this distinction are discussed further in Section X below.

D. Anticipated Defense: Challenge to Ownership

We anticipate that StreamNow will challenge Aurelius's ownership of the 217 titles, most likely by arguing that MDD—StreamNow's purported content supplier—held valid distribution rights and that Aurelius's ownership claim is therefore incomplete or encumbered. This defense is without merit.

As established above, Aurelius's internal records conclusively demonstrate that no license, sublicense, distribution agreement, or other authorization of any kind was ever granted to MDD with respect to any content in the Aurelius library. MDD's principal, Franklin Ogilvie, had no authority—actual, apparent, or implied—to grant distribution rights over Aurelius content following the termination of his employment with AMA on June 30, 2021. Ogilvie's separation agreement explicitly prohibited the use, disclosure, or exploitation of any Aurelius intellectual property, and his employment was terminated in connection with an internal investigation into unauthorized access to Aurelius's content management systems.

Under established copyright law, StreamNow bears the burden of proving the existence of a valid license as an affirmative defense to an infringement claim. See Bourne v. Walt Disney Co., 68 F.3d 621, 631 (2d Cir. 1995) ("A licensee raising a license defense bears the burden of proving that its use was within the scope of the license."); see also Micro Star v. FormGen Inc., 154 F.3d 1107, 1113 (9th Cir. 1998). The existence of a purported agreement between MDD and StreamNow does not satisfy this burden, because StreamNow must demonstrate not merely that it had an agreement with someone, but that the entity from which it obtained the content had the authority to grant the rights in question. MDD had no such authority, and the purported MDD–StreamNow Content Distribution Agreement is therefore a legal nullity with respect to the Aurelius content.

The separate MDD–StreamNow Agreement Analysis Memorandum, dated March 2, 2026, provides a detailed analysis of the terms and legal effect of the purported agreement and confirms this conclusion.

V. ELEMENT TWO: VIOLATION OF EXCLUSIVE RIGHTS (UNAUTHORIZED COPYING)

A. General Framework — Access and Copying

The second element of a copyright infringement claim requires the plaintiff to demonstrate that the defendant violated one or more of the copyright owner's exclusive rights under § 106. This element is often framed in terms of "unauthorized copying," which in turn is traditionally established through proof of two sub-elements: (a) that the defendant had access to the copyrighted work, and (b) that the defendant's work is substantially similar to the copyrighted work. See Sid & Marty Krofft Television Productions, Inc. v. McDonald's Corp., 562 F.2d 1157, 1162 (9th Cir. 1977); Three Boys Music Corp. v. Bolton, 212 F.3d 477, 481 (9th Cir. 2000).

However, the access-and-substantial-similarity framework is principally designed for cases in which the defendant has created an independent work that the plaintiff contends was copied from the plaintiff's copyrighted work—for example, a song alleged to have been copied from another song, or a screenplay alleged to have been derived from a novel. In such cases, the analysis requires the trier of fact to determine whether the defendant's work is sufficiently similar to the plaintiff's work to support an inference of copying, as distinguished from independent creation.

In the present case, the analysis is far more straightforward. StreamNow did not create an independent work that is alleged to bear similarity to the Aurelius content. Rather, StreamNow reproduced and distributed the exact, verbatim digital copies of the 217 Aurelius audiovisual works. The files hosted on StreamNow's platform are not adaptations, derivative works, or partial reproductions—they are identical copies of the copyrighted works. Accordingly, there is no question of "substantial similarity" to be resolved. Copying is established by the undisputed fact that StreamNow's platform contained and transmitted the same works that Aurelius owns.

CipherTrace Analytics' content fingerprinting analysis confirmed that the files on StreamNow's platform are identical digital copies of the Aurelius originals. CipherTrace employed three complementary forensic methodologies—metadata extraction, cryptographic hash comparisons (SHA-256), and proprietary audio-visual fingerprinting algorithms—each of which independently confirmed the identity of the StreamNow files with Aurelius's reference copies. This forensic evidence eliminates any possibility that the works on StreamNow's platform were independently created or were derived from a source other than the Aurelius originals.

B. Access. Access is conclusively established in this case and is not subject to genuine dispute. StreamNow obtained the Aurelius content directly from MDD pursuant to the purported Content Distribution Agreement dated March 15, 2024. StreamNow's own representative, Sandra Yee, VP of Content Acquisition, acknowledged receipt and distribution of the content in her email correspondence to Lena Kowalski dated November 3, 2025. In that email, Yee confirmed that StreamNow had received the content from MDD and was distributing it pursuant to the purported sublicense.

The fact that StreamNow may have believed MDD was an authorized distributor does not negate the element of access. Access refers to the defendant's ability to view, obtain, or copy the copyrighted work—not to the legality or authorization of that access. StreamNow indisputably accessed, copied, and distributed the Aurelius content. Whether StreamNow knew or should have known that MDD's authority was invalid is relevant to StreamNow's state of mind and to the willfulness analysis (bearing on the availability of enhanced statutory damages under § 504(c)(2)), but it is not relevant to the threshold question of whether copying occurred. Liability for copyright infringement is strict—a defendant's good faith or reasonable belief in the validity of its license is not a defense to the underlying infringement claim, though it may be relevant to the mitigation of damages in certain circumstances.

C. Verbatim Reproduction — Substantial Similarity Not at Issue

As noted above, because the works on StreamNow's platform are exact, verbatim copies of the Aurelius originals—not adaptations, transformations, or partial reproductions—the substantial similarity analysis that typically governs the second element of an infringement claim is unnecessary. Where the defendant reproduces the plaintiff's work in its entirety, copying is established as a matter of law, and no inquiry into the qualitative or quantitative similarity between two independent works is required.

The Ninth Circuit has consistently recognized this principle. In Perfect 10, Inc. v. Hollowell & Co., 508 F.3d 1146, 1159 (9th Cir. 2007), the court noted that where the defendant displays exact copies of the plaintiff's copyrighted images, the copying element is satisfied without resort to the traditional substantial similarity test. Similarly, in A&M Records, Inc. v. Napster, Inc., 239 F.3d 1004, 1014 (9th Cir. 2001), the court found that the reproduction and distribution of exact digital copies of copyrighted sound recordings constituted infringement without any need for substantial similarity analysis, noting that "it is pretty much beyond dispute that Napster users are engaged in copying and distributing plaintiffs' copyrighted works, and that such activity constitutes direct infringement."

CipherTrace's forensic analysis provides robust evidentiary support for the conclusion that the works on StreamNow's platform are identical to the Aurelius originals. The analysis confirmed bitwise identity or near-identity of the content files across all 217 titles, with matching audio-visual fingerprints that establish beyond any reasonable dispute that StreamNow was hosting and transmitting Aurelius's copyrighted content. Minor variations attributable to transcoding or compression artifacts do not alter this conclusion, as the Ninth Circuit has recognized that technical processing differences that do not alter the expressive content of the work do not defeat a finding of copying.

VI. ANALYSIS OF EACH EXCLUSIVE RIGHT VIOLATED

A. Reproduction — 17 U.S.C. § 106(1)

1. Legal Standard. The reproduction right, codified at 17 U.S.C. § 106(1), grants the copyright owner the exclusive right "to reproduce the copyrighted work in copies or phonorecords." This right is the most fundamental of the exclusive rights and protects against the unauthorized fixation of the copyrighted work in any tangible medium of expression.

The Copyright Act defines a "copy" under § 101 as a "material object . . . in which a work is fixed by any method now known or later developed, and from which the work can be perceived, reproduced, or otherwise communicated, either directly or with the aid of a machine or device." A work is "fixed" in a tangible medium of expression when its embodiment is "sufficiently permanent or stable to permit it to be perceived, reproduced, or otherwise communicated for a period of more than transitory duration." 17 U.S.C. § 101.

Courts have consistently held that digital copies of copyrighted works fixed in a computer's memory, hard drive, or server storage constitute "copies" within the meaning of the Copyright Act. In MAI Systems Corp. v. Peak Computer, Inc., 991 F.2d 511, 518 (9th Cir. 1993), the Ninth Circuit held that the loading of copyrighted software into a computer's random access memory (RAM) creates a "copy" for purposes of the Copyright Act. More recently, in Capitol Records, LLC v. ReDigi Inc., 910 F.3d 649, 657–58 (2d Cir. 2018), the Second Circuit confirmed that the reproduction of a digital music file on a new server constitutes the creation of a new "copy" within the meaning of § 106(1), regardless of whether the original file is simultaneously deleted.

2. Application. StreamNow's ingestion of the 217 Aurelius audiovisual titles into its platform servers constitutes a clear and unambiguous act of reproduction within the meaning of § 106(1). The ingestion process—by which StreamNow received the content files from MDD and loaded them into StreamNow's content delivery infrastructure—necessarily involved the creation of digital reproductions of each of the 217 works. Each title was copied from whatever storage medium MDD provided (whether physical media, digital transfer, or cloud-based delivery) onto StreamNow's own servers, creating new "copies" as that term is defined under § 101.

The creation of these server-side copies is not a transient or incidental act—the copies were maintained on StreamNow's servers for the entire 22-month infringement period, from approximately April 1, 2024 through January 31, 2026, and may still reside on those servers as of the date of this memorandum. CipherTrace confirmed the persistent presence of the full 217-title catalog on StreamNow's content delivery infrastructure throughout the period of analysis.

Additionally, each time a StreamNow subscriber streams an Aurelius title, the streaming process may generate additional transient or buffer copies on StreamNow's servers (in the course of transcoding, caching, or content delivery network distribution) and on the user's device (in the form of temporary buffer copies in RAM). While the initial fixation of the content on StreamNow's servers is itself sufficient to establish a violation of the reproduction right, these additional copies further compound the scope of the infringement.

Aurelius never authorized StreamNow to reproduce any of the 217 titles in any form. No license, sublicense, or other authorization exists between Aurelius and StreamNow, either directly or through any authorized intermediary. MDD's purported grant of rights is invalid and does not constitute authorization from the copyright owner.

3. Conclusion. StreamNow's reproduction of the 217 Aurelius audiovisual works on its platform servers—without authorization from Aurelius—constitutes a clear and well-supported violation of 17 U.S.C. § 106(1). The reproduction right has been violated with respect to each of the 217 titles.

B. Distribution — 17 U.S.C. § 106(3)

1. Legal Standard. The distribution right, codified at 17 U.S.C. § 106(3), grants the copyright owner the exclusive right "to distribute copies or phonorecords of the copyrighted work to the public by sale or other transfer of ownership, or by rental, lease, or lending." This right protects the copyright owner's interest in controlling the dissemination of copies of the work to the public.

Courts have interpreted the distribution right broadly in the digital context. In A&M Records, Inc. v. Napster, Inc., 239 F.3d 1004, 1014 (9th Cir. 2001), the Ninth Circuit held that making copyrighted works available for download to members of the public constitutes distribution within the meaning of § 106(3). The Fourth Circuit in Hotaling v. Church of Jesus Christ of Latter-Day Saints, 118 F.3d 199, 203 (4th Cir. 1997), held that making copyrighted works available to the public—even without proof that any particular individual actually obtained a copy—may constitute a distribution. While the Ninth Circuit has not fully embraced the "making available" theory as a standalone basis for distribution liability, the evidence in this case goes far beyond mere availability: CipherTrace's viewership data confirms that the Aurelius titles were in fact accessed and streamed by millions of StreamNow subscribers.

Furthermore, the act of sublicensing content to third parties—here, the four FAST channel operators—constitutes a further and independent act of distribution. By transferring copies of the Aurelius content (or access thereto) to downstream operators for retransmission to their own audiences, StreamNow engaged in additional distributions beyond its direct-to-consumer streaming.

2. Application. StreamNow's distribution of the Aurelius content took two principal forms, each of which independently violates § 106(3):

Direct-to-consumer streaming. StreamNow made all 217 Aurelius audiovisual titles available for streaming to its subscribers across the United States, Canada, Australia, and 11 additional territories—a total of 14 countries. Subscribers could access the Aurelius content on demand through StreamNow's platform interface, selecting individual titles for viewing at the time and place of their choosing. CipherTrace's viewership analytics confirm that the titles were in fact streamed by substantial numbers of subscribers, with Aurelius content constituting approximately 7.18% of total streams on the StreamNow platform during the infringement period. The making available of these works to StreamNow's subscriber base—and the confirmed streaming of those works by subscribers—constitutes distribution to the public within the meaning of § 106(3).

Sublicensing to FAST channel operators. StreamNow sublicensed content bundles containing Aurelius titles to at least four third-party FAST channel operators: Brindoval Channel Networks, Inc. (Dallas, TX), BrightLoop Media, LLC (Miami, FL), Velvet Stream Partners, LP (Toronto, ON, Canada), and Pacific Lantern Digital Pty Ltd (Sydney, NSW, Australia). These sublicensing transactions constituted separate and independent acts of distribution, as StreamNow transferred copies of the Aurelius content—or provided the downstream operators with access to the content for retransmission—in exchange for sublicensing fees totaling an estimated $6.5 million over the infringement period.

CipherTrace confirmed the geographic distribution of the Aurelius content across all 14 territories in which StreamNow operates, as well as the availability of the content on the platforms of at least two of the four identified FAST channel operators (Brindoval and BrightLoop).

No authorization for any distribution—whether direct-to-consumer or through sublicensing—was ever granted by Aurelius to StreamNow or to MDD.

3. Conclusion. StreamNow's making the Aurelius works available for streaming to its subscribers and its sublicensing of those works to downstream FAST channel operators constitute violations of 17 U.S.C. § 106(3). The distribution right has been violated with respect to each of the 217 titles, through multiple acts of distribution over the 22-month infringement period.

C. Public Performance — 17 U.S.C. § 106(4)

1. Legal Standard. The public performance right, codified at 17 U.S.C. § 106(4), grants the copyright owner of a motion picture or other audiovisual work the exclusive right "to perform the copyrighted work publicly." This right is of paramount importance to owners of audiovisual content, as it governs the transmission and display of such content to audiences.

The Copyright Act defines the term "perform" broadly. Under § 101, to "perform" a work means "to recite, render, play, dance, or act it, either directly or by means of any device or process or, in the case of a motion picture or other audiovisual work, to show its images in any sequence or to make the sounds accompanying it audible." 17 U.S.C. § 101.

A performance is "public" if it is made "at a place open to the public or at any place where a substantial number of persons outside of a normal circle of a family and its social acquaintances is gathered," or if the work is transmitted or otherwise communicated to such a place or "to the public, by means of any device or process, whether the members of the public capable of receiving the performance or display receive it in the same place or in separate places and at the same time or at different times." 17 U.S.C. § 101 (the "Transmit Clause").

The Supreme Court's decision in American Broadcasting Cos. v. Aereo, Inc., 573 U.S. 431 (2014), is directly on point. In Aereo, the Court held that a service that retransmitted broadcast television programming to paying subscribers over the internet was engaged in the public performance of copyrighted audiovisual works, notwithstanding the service's argument that each stream was a private, individualized transmission. The Court interpreted the Transmit Clause to encompass transmissions made to members of the public who are capable of receiving the performance regardless of whether they receive it in the same place or at different places, and regardless of whether they receive it at the same time or at different times. 573 U.S. at 447–48.

The Aereo decision confirms that the streaming of copyrighted audiovisual content to subscribers—exactly the conduct at issue here—constitutes a public performance under the Transmit Clause.

2. Application. Each time a StreamNow subscriber streams an Aurelius audiovisual title, StreamNow transmits the work to the subscriber through its platform's streaming infrastructure. This transmission constitutes a "performance" of the work within the meaning of § 101, because it involves showing the images of the audiovisual work in sequence and making the accompanying sounds audible to the subscriber.

The performance is "public" within the meaning of the Transmit Clause because StreamNow's subscribers are "members of the public" who are capable of receiving the transmission from separate places and at different times. StreamNow's subscriber base spans 14 countries, and subscribers access the Aurelius content on demand from a range locations and at a range times. This is precisely the type of public performance contemplated by the Transmit Clause and confirmed by the Supreme Court in Aereo.

CipherTrace's viewership data provides robust evidence of the scale of the public performances at issue. Over the 22-month infringement period, the 217 Aurelius titles were streamed millions of times by StreamNow subscribers, with Aurelius titles representing approximately 7.18% of total streams on the platform. Each individual stream constitutes a separate act of public performance, and the cumulative volume of streams underscores the magnitude of the infringement.

Moreover, StreamNow's four FAST channel sublicensees—Brindoval Channel Networks, BrightLoop Media, Velvet Stream Partners, and Pacific Lantern Digital—similarly publicly performed the Aurelius works by transmitting them to their own audiences. The FAST channel model involves the continuous or on-demand transmission of programming to viewers, which constitutes public performance under the same Transmit Clause analysis. While the FAST channel operators are primarily liable for their own public performances, StreamNow's facilitation and authorization of those performances through its sublicensing arrangements further compounds the scope of the infringement.

Aurelius never authorized StreamNow or any of its sublicensees to perform any of the 217 titles publicly in any manner.

3. Conclusion. StreamNow's streaming of Aurelius content to subscribers constitutes ongoing violations of 17 U.S.C. § 106(4). Each act of streaming is an independent public performance, and the aggregate scale of the infringement—millions of streams across 14 countries over 22 months—is substantial. The public performance right has been violated with respect to each of the 217 titles.

D. Summary of Exclusive Rights Violations

In summary, StreamNow's conduct violated three of the copyright owner's exclusive rights under § 106:

• Reproduction (§ 106(1)): StreamNow created unauthorized digital copies of all 217 Aurelius audiovisual works by ingesting them into its platform servers.

• Distribution (§ 106(3)): StreamNow distributed unauthorized copies of all 217 Aurelius works to the public through direct-to-consumer streaming and through sublicensing to four FAST channel operators.

• Public Performance (§ 106(4)): StreamNow publicly performed all 217 Aurelius works by transmitting them via streaming to subscribers across 14 countries.

Each of these violations is independently actionable under 17 U.S.C. § 501(a). The infringement was ongoing, systematic, and commercial in nature, spanning 22 months and generating an estimated $38.6 million in attributable revenue for StreamNow.

VII. ANTICIPATED DEFENSES AND REBUTTALS

A. Valid License / Sublicense Defense

StreamNow's anticipated primary defense is that it obtained the Aurelius content through a valid sublicense from MDD pursuant to the Content Distribution Agreement dated March 15, 2024. This defense is expected to be the centerpiece of StreamNow's response, as it is the only basis on which StreamNow can claim any colorable right to distribute the Aurelius content.

This defense fails as a matter of law and fact. The foundational legal principle is nemo dat quod non habet—"no one gives what they do not have." A sublicensor can convey no greater rights than it itself possesses. Because Aurelius never granted MDD any license, sublicense, distribution authority, or other rights of any kind with respect to any content in the Aurelius library, MDD had no rights to convey to StreamNow. The MDD–StreamNow Content Distribution Agreement—even if it exists in the form represented by Sandra Yee—is a legal nullity with respect to the Aurelius content. An agreement between two parties cannot create rights in a third party's copyrighted works without that third party's authorization.

This principle is well established in copyright law. See, e.g., Gilliam v. American Broadcasting Cos., 538 F.2d 14, 20 (2d Cir. 1976) (a sublicensee's rights are limited to those granted by the original licensor); Harris v. Emus Records Corp., 734 F.2d 1329, 1334 (9th Cir. 1984) (one who obtains rights from one who has no rights to give acquires nothing).

Moreover, under established precedent, StreamNow bears the burden of proving the existence of a valid license as an affirmative defense to Aurelius's infringement claims. See Bourne v. Walt Disney Co., 68 F.3d 621, 631 (2d Cir. 1995). StreamNow cannot satisfy this burden merely by producing the MDD–StreamNow agreement; it must demonstrate that MDD was authorized by Aurelius to grant the rights purportedly conveyed. No such authorization exists.

The separate MDD–StreamNow Agreement Analysis Memorandum, dated March 2, 2026, provides a detailed, clause-by-clause analysis of the purported Content Distribution Agreement and confirms that it does not and cannot create valid rights in the Aurelius content. That memorandum also examines whether StreamNow could assert an implied license or estoppel theory, and concludes that no such theory is available on the facts of this case.

B. Innocent Infringer Defense — 17 U.S.C. § 504(c)(2)

StreamNow may attempt to invoke the "innocent infringer" provision of 17 U.S.C. § 504(c)(2) in an effort to reduce the statutory damages award. Under § 504(c)(2), if the infringer sustains the burden of proving that he or she "was not aware and had no reason to believe that his or her acts constituted an infringement of copyright," the court in its discretion may reduce the statutory damages award to a sum of not less than $200 per work.

This defense, even if credited, would affect only the quantum of statutory damages—not the underlying finding of liability. However, it is our assessment that the innocent infringer defense will fail on its merits for multiple reasons:

Copyright notice. Section 401(d) of the Copyright Act provides that, when a proper copyright notice appears on a published copy of a work to which a defendant had access, the defendant cannot assert a defense of innocent infringement based on ignorance of the copyright. Aurelius's audiovisual titles bear proper copyright notices in accordance with § 401, as is standard practice in the motion picture and television industry. The presence of these notices on the works accessed by StreamNow creates a statutory presumption against innocent infringement under § 401(d).

Industry sophistication. StreamNow is not a naive individual user or a small-scale infringer. It is a sophisticated content platform operated by experienced media industry professionals, backed by $145 million in venture capital, and generating approximately $312 million in annual revenue. StreamNow's business is built on content acquisition and distribution, and its executives—including Sandra Yee, VP of Content Acquisition—have access to industry-standard due diligence practices for verifying the provenance and authorization of content offered for distribution. A platform of StreamNow's size and sophistication is expected to exercise reasonable care in confirming the legitimacy of its content sources.

Red flags regarding MDD. Multiple readily ascertainable facts should have alerted StreamNow to the questionable nature of MDD's claimed authority:

• Franklin Ogilvie, MDD's sole member and manager, was a former mid-level licensing manager at Aurelius Media Americas. His prior employment at the company whose content he was purporting to distribute was a significant red flag.

• MDD was incorporated in late 2021, shortly after Ogilvie's separation from AMA. As of the date of the MDD–StreamNow agreement (March 15, 2024), MDD had been in existence for approximately two and a half years and had no verifiable track record, industry reputation, or publicly known content catalog.

• The scope of MDD's purported catalog—over 350 titles, including major franchise properties from a publicly listed media conglomerate—was facially disproportionate to the profile of a newly formed, single-member LLC operating out of a Beverly Hills office suite.

• A reasonable content acquirer in StreamNow's position would have verified MDD's authority directly with the rights holder, Aurelius, before entering into a distribution agreement involving hundreds of titles. Industry practice and basic due diligence would have required confirmation of authorization from the copyright

PRIVILEGED AND CONFIDENTIAL — ATTORNEY WORK PRODUCT This memorandum is protected by the attorney-client privilege and the work product doctrine. It has been prepared at the direction of counsel in anticipation of litigation and is not intended for disclosure to any third party. Any unauthorized disclosure, copying, or distribution is strictly prohibited.
CALDERWOOD & HARKNESS LLP 1999 Avenue of the Stars, Suite 3100 Los Angeles, California 90067
MEMORANDUM
FROM: Wendy Schultz, Senior Associate, intellectual Property Practice Group, Calderwood & Harkness LLP
TO: Marcus Delgado, Partner, intellectual Property Practice Group Catherine Bloom, Partner, intellectual Property Practice Group
CC: Omar Siddiqui, Associate, intellectual Property Practice Group
DATE: March 3, 2026
RE: Copyright Infringement Claim Analysis — Aurelius Global Media Group PLC v. StreamNow Holdings, Inc. — 17 U.S.C. §§ 106, 501
MATTER NO.: 1017-00003
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I. EXECUTIVE SUMMARY
This memorandum analyzes the elements of federal copyright infringement claims under 17 U.S.C. §§ 106 and 501 as applied to StreamNow Holdings, Inc.'s ("StreamNow") unauthorized reproduction, distribution, and public performance of 217 audiovisual works owned by our client, Aurelius Global Media Group PLC ("Aurelius" or "AGMG"), and its wholly-owned U.S. subsidiary, Aurelius Media Americas, Inc. ("AMA"). The purpose of this analysis is to provide a comprehensive assessment of the strength of Aurelius's claims, the viability of anticipated defenses, the range of available remedies, and strategic recommendations for the pre-suit demand and potential litigation phases.
Based on the investigation and analysis conducted to date—including the forensic findings of CipherTrace Analytics, LLC, the copyright registration verification completed by Lexington IP Services, Inc., the chain-of-title analysis prepared by Omar Siddiqui and reviewed by the undersigned, and the preliminary damages model prepared by Hargrove Economic Consulting Group—it is my conclusion that Aurelius has strong claims for direct copyright infringement against StreamNow on all three applicable theories: reproduction under § 106(1), distribution under § 106(3), and public performance under § 106(4).
The infringement covers 217 individual audiovisual titles, consisting of 142 feature films and 75 television series comprising a total of 1,038 episodes, over a 22-month infringement period running from approximately April 1, 2024 through January 31, 2026. During this period, StreamNow ingested the Aurelius content into its platform library, made it available for streaming to subscribers in 14 countries, and sublicensed bundles containing Aurelius content to at least four third-party free ad-supported streaming television ("FAST") channel operators.
Several key findings support the strength of Aurelius's position:
• Ownership is confirmed through a comprehensive chain-of-title analysis and verified U.S. Copyright Office registrations. Lexington IP Services, Inc. completed its copyright registration search on January 22, 2026, confirming valid registrations for all 217 titles.
• Copying is established through verbatim reproduction of the copyrighted works. Because StreamNow reproduced and distributed exact digital copies of Aurelius's audiovisual works—not adaptations, derivative works, or partial reproductions—no substantial similarity analysis is required. CipherTrace Analytics confirmed bitwise identity or near-identity of the content files through content fingerprinting, metadata extraction, and hash comparisons.
• Registration status varies across the portfolio: 189 of the 217 titles have timely U.S. copyright registrations (registered within three months of first publication or before the commencement of infringement), entitling Aurelius to the full panoply of remedies including statutory damages under § 504(c) and attorneys' fees under § 505. The remaining 28 titles have late registrations, limiting recovery for those titles to actual damages and infringer's profits under § 504(a)–(b). Critically, however, all 217 registrations satisfy the prerequisite for suit under § 411(a).
• Estimated attributable revenue from StreamNow's exploitation of the Aurelius content over the 22-month period totals approximately $38.6 million, encompassing subscription revenue, advertising revenue, and sublicensing fees. Hargrove Economic Consulting Group's preliminary net recoverable damages model yields a figure of $41.3 million after incorporating Aurelius's lost licensing revenue and applying appropriate apportionment methodologies.
• Anticipated defenses—including StreamNow's expected reliance on a purported sublicense from Meridian Digital Distributors, LLC ("MDD"), an entity that never held any rights to the Aurelius content—are weak and unlikely to succeed. StreamNow's other potential defenses (innocent infringer, fair use, DMCA safe harbor) are similarly unavailing for the reasons discussed in detail below and in companion memoranda.
The proposed forum for any litigation is the United States District Court for the Central District of California, Los Angeles Division, where both StreamNow and AMA maintain their principal offices and where the bulk of the relevant conduct occurred.
II. FACTUAL BACKGROUND
A. The Parties
1. Aurelius Global Media Group PLC (Plaintiff / Copyright Owner). Aurelius Global Media Group PLC is a public limited company incorporated in England and Wales under the Companies Act 2006, with Companies House Registration Number 08724561. Aurelius maintains its global headquarters at 45 Clarewood Place, London W1K 6TH, United Kingdom, and conducts its U.S. operations through Aurelius Media Americas, Inc. ("AMA"), a wholly-owned Delaware subsidiary located at 1900 Avenue of the Stars, Suite 2200, Los Angeles, California 90067.
Aurelius is listed on the London Stock Exchange's Alternative Investment Market under the ticker symbol AIM: AGLM. American Depositary Receipts ("ADRs") representing Aurelius shares are traded over-the-counter in the United States, giving the company a financial footprint in U.S. capital markets.
In fiscal year 2025, Aurelius reported consolidated revenue of approximately £1.87 billion (approximately $2.36 billion at an exchange rate of £1 = $1.26), reflecting the company's position as a major international media conglomerate with significant content production, licensing, and distribution operations across multiple territories.
Aurelius's content library comprises over 4,200 film and television titles spanning multiple genres, languages, and formats. Among the titles most relevant to this analysis are several high-profile franchises and catalog properties that form the core of the infringed works:
• The "Meridian" franchise, consisting of 6 feature films that have collectively generated over $1.43 billion in global box office revenue. The Meridian franchise is one of Aurelius's most commercially valuable intellectual properties and a key driver of its content licensing revenue.
• The "Iron Compass" series, a critically acclaimed espionage thriller spanning 4 seasons and 48 episodes, which averaged 9.2 million viewers per episode in the United Kingdom—making it one of the most-watched drama series on British television in recent years.
• The "Thornfield" period drama catalog, comprising 12 titles that have collectively won 7 British Academy of Film and Television Arts ("BAFTA") awards, establishing the Thornfield brand as a hallmark of prestige British television programming with significant international licensing value.
The key Aurelius personnel relevant to this matter include: Sir Alistair Pemberton, Chief Executive Officer; Fiona Hartwell, General Counsel; Raj Anantharam, Senior Vice President of Content Licensing & Distribution; and Lena Kowalski, Head of Digital Rights Enforcement. Aurelius's financial statements are audited by Whitmore & Pryce LLP (London), and the company's UK intellectual property counsel is Bexley Marsh Solicitors LLP (London).
2. StreamNow Holdings, Inc. (Defendant / Alleged Infringer). StreamNow Holdings, Inc. is a Delaware corporation (Secretary of State File Number 7291843), headquartered at 3400 Wilshire Boulevard, Suite 1800, Los Angeles, California 90010. StreamNow operates as a streaming media "super-aggregator" platform—a business model in which the platform bundles content from multiple studios, production companies, and independent distributors into a single subscription-based or advertising-supported interface. StreamNow's platform is available in 14 countries and serves as a centralized content marketplace for consumers seeking access to a curated library of film and television programming.
In addition to its direct-to-consumer streaming operations, StreamNow sublicenses content bundles to third-party multichannel video programming distributors ("MVPDs") and FAST channel operators, thereby extending its distribution reach through downstream partnerships.
StreamNow was founded in 2019 and remains privately held. Its majority ownership interest—approximately 62% on a fully diluted basis—is held by Pinnacle Ventures Fund III, LP, a venture capital fund based in San Francisco, California, following a $145 million Series C investment round that closed in June 2022. StreamNow's estimated fiscal year 2025 revenue is approximately $312 million.
The key StreamNow personnel relevant to this matter include: Derek Calloway, Chief Executive Officer and Co-Founder; Priya Menon, Chief Operating Officer and Co-Founder; Tobias Rennert, General Counsel; and Sandra Yee, Vice President of Content Acquisition. StreamNow's registered agent in Delaware is Capitol Registered Agents, Inc., located at 1209 Orange Street, Wilmington, Delaware 19801. StreamNow's outside litigation counsel is Grantham Roth & Pearce LLP, represented by Victoria Langford, Partner, and Brian Matsuda, Associate, located at 555 South Flower Street, Suite 4200, Los Angeles, California 90071.
3. Meridian Digital Distributors, LLC (Unauthorized Intermediary). Meridian Digital Distributors, LLC ("MDD") is a California limited liability company registered with the California Secretary of State under File Number 202115729430, with its registered address at 8912 Burton Way, Suite 200, Beverly Hills, California 90211.
MDD's sole member and manager is Franklin Ogilvie, a former mid-level licensing manager at Aurelius Media Americas, Inc. Ogilvie was employed by AMA from approximately 2017 through June 30, 2021. His employment was terminated following an internal investigation into unauthorized access to Aurelius's content management systems. MDD was incorporated in California in late 2021, shortly after Ogilvie's separation from AMA—a timeline that raises significant concerns about the provenance of MDD's purported content catalog.
According to records produced by StreamNow's VP of Content Acquisition, Sandra Yee, in email correspondence dated November 3, 2025, MDD executed a "Content Distribution Agreement" with StreamNow on or about March 15, 2024, which purportedly covered more than 350 titles, including the 217 Aurelius titles at issue in this matter.
Aurelius's internal records conclusively establish that MDD was never authorized as a distributor, sublicensor, or agent of Aurelius or AMA in any capacity. No license, sublicense, distribution agreement, or other authorization of any kind was ever granted by Aurelius or AMA to MDD with respect to any content in the Aurelius library. This absence of authorization has been confirmed through a thorough review of Aurelius's licensing database, contract management system, and internal correspondence conducted under the supervision of Raj Anantharam and Lena Kowalski.
Furthermore, Ogilvie's separation agreement with AMA, dated June 30, 2021, includes a non-competition clause, a non-solicitation clause, and an explicit prohibition on the use, disclosure, or exploitation of any Aurelius intellectual property following the termination of his employment. The separation agreement was executed in connection with the resolution of the internal investigation referenced above. Detailed analysis of Ogilvie's background, his access to Aurelius systems during his employment, and the circumstances surrounding his departure is set forth in the Ogilvie Background Memorandum, dated February 22, 2026.
B. The Infringing Conduct
The infringing conduct at issue in this matter is extensive, systematic, and ongoing. Based on the investigation conducted to date, including the forensic analysis performed by CipherTrace Analytics, LLC, the following facts have been established:
StreamNow ingested all 217 Aurelius audiovisual titles into its platform content library, creating digital reproductions of the works on its servers and content delivery infrastructure. Once ingested, the 217 titles were made available for streaming to StreamNow's subscribers across the United States, Canada, Australia, and 11 additional territories—a total of 14 countries. The content was available to subscribers on both StreamNow's subscription (SVOD) and advertising-supported (AVOD) tiers.
Beyond its direct-to-consumer distribution, StreamNow sublicensed content bundles containing Aurelius titles to at least four third-party FAST channel operators, each of which independently distributed and publicly performed the Aurelius content to their own audiences:
1. Brindoval Channel Networks, Inc., based in Dallas, Texas;
2. BrightLoop Media, LLC, based in Miami, Florida;
3. Velvet Stream Partners, LP, based in Toronto, Ontario, Canada; and
4. Pacific Lantern Digital Pty Ltd, based in Sydney, New South Wales, Australia.
The infringement period spans approximately 22 months, commencing on or about April 1, 2024—shortly after the execution of the purported MDD–StreamNow Content Distribution Agreement on March 15, 2024—and continuing through at least January 31, 2026. As of the date of this memorandum, Aurelius titles may still be available on StreamNow's platform and on the platforms of one or more of the four FAST channel sublicensees, though a formal takedown demand has not yet been issued.
StreamNow's claimed source of rights to the Aurelius content is the purported sublicense from MDD. This claim was communicated by Sandra Yee, StreamNow's VP of Content Acquisition, in email correspondence to Aurelius's Head of Digital Rights Enforcement, Lena Kowalski, on November 3, 2025. As detailed in Section IV.D below and in the separate MDD–StreamNow Agreement Analysis Memorandum dated March 2, 2026, this claimed authority is wholly invalid because MDD possessed no rights to convey. A sublicensor cannot grant rights it does not hold.
C. Discovery and Investigation Timeline
The chronology of events leading to the engagement of Calderwood & Harkness LLP and the preparation of this memorandum is as follows:
• October 15, 2025: Lena Kowalski, Aurelius's Head of Digital Rights Enforcement, discovered that multiple Aurelius titles—including titles from the Meridian franchise and the Iron Compass series—were streaming on the StreamNow platform. The discovery was made during routine digital rights monitoring activities conducted by Kowalski's team.
• October 22, 2025: Kowalski escalated the matter to Fiona Hartwell, Aurelius's General Counsel. Hartwell authorized the commencement of an internal investigation to determine the scope of the unauthorized distribution and identify the source of the content leak.
• November 3, 2025: In response to an inquiry from Kowalski, Sandra Yee, StreamNow's VP of Content Acquisition, transmitted an email in which she stated that StreamNow had obtained the Aurelius content pursuant to a sublicense from Meridian Digital Distributors, LLC. Yee referenced the MDD–StreamNow Content Distribution Agreement dated March 15, 2024 as the basis for StreamNow's purported rights.
• November 18, 2025: Aurelius engaged Bexley Marsh Solicitors LLP, its UK intellectual property counsel, to advise on the cross-border dimensions of the matter and coordinate with the internal investigation team.
• December 5, 2025: Following its preliminary assessment, Bexley Marsh recommended that Aurelius engage U.S. litigation counsel to evaluate the viability of federal copyright infringement claims in the United States.
• January 8, 2026: Aurelius, acting through Fiona Hartwell, contacted Calderwood & Harkness LLP regarding potential representation.
• January 15, 2026: An initial consultation was held between Marcus Delgado, Partner at Calderwood & Harkness, and Fiona Hartwell, Aurelius's General Counsel, to discuss the facts of the matter, preliminary legal theories, and the scope of the proposed engagement.
• January 22, 2026: Lexington IP Services, Inc. completed its comprehensive copyright registration search for all 217 titles identified as appearing on the StreamNow platform, confirming that valid U.S. Copyright Office registrations exist for each title.
• February 12, 2026: The Calderwood & Harkness engagement was formally opened under Matter Number 1017-00003, and the firm commenced its detailed legal analysis and pre-suit preparation.
D. Revenue Attribution
CipherTrace Analytics, LLC, a digital forensics firm specializing in content identification and revenue attribution for the entertainment industry, was retained to conduct a forensic analysis of the StreamNow platform's exploitation of the Aurelius content. The engagement was led by Dr. Nathan Frey, CipherTrace's Chief Technology Officer and a recognized expert in digital content fingerprinting methodologies.
CipherTrace's analysis encompassed content fingerprinting (comparing the digital signatures of the files hosted on StreamNow's servers against Aurelius's reference library), metadata extraction (identifying dates of ingestion, file provenance, and distribution parameters), geographic availability mapping (confirming distribution across all 14 territories), and traffic and revenue attribution modeling (estimating the portion of StreamNow's revenue attributable to the Aurelius content).
Based on CipherTrace's analysis, StreamNow's total estimated revenue attributable to the Aurelius content over the 22-month infringement period is as follows:
The subscription revenue figure of $22.4 million was derived from CipherTrace's refined attribution model, which adjusts for premium-tier weighting and accounts for the fact that Aurelius titles constituted approximately 7.18% of total streams on the StreamNow platform during the infringement period. The advertising revenue of $9.7 million reflects AVOD-tier impressions served during viewings of Aurelius content. The sublicensing fee figure of $6.5 million represents the portion of fees paid by the four FAST channel operators that is attributable to the Aurelius content bundles.
Dr. Nathan Frey's methodology and findings are suitable for use at trial and in support of a TRO/PI motion. His expert report is being finalized and is referenced in Appendix C.
III. LEGAL FRAMEWORK — 17 U.S.C. §§ 106 AND 501
A. Elements of a Copyright Infringement Claim
A claim of copyright infringement under federal law requires the plaintiff to establish two essential elements. As the Supreme Court articulated in Feist Publications, Inc. v. Rural Telephone Service Co., 499 U.S. 340, 361 (1991), and as the Ninth Circuit has consistently applied in cases such as Rentmeester v. Sterling Reach Partners LLC, 883 F.3d 1111, 1116–17 (9th Cir. 2018), the two elements are:
1. Ownership of a valid copyright in the work or works at issue; and
2. Unauthorized copying—that is, the defendant's violation of one or more of the exclusive rights of the copyright owner as enumerated in 17 U.S.C. § 106.
These elements are straightforward in their formulation, though their application can give rise to complex factual and legal disputes depending on the nature of the works, the relationship between the parties, and the character of the allegedly infringing conduct.
Section 501(a) of the Copyright Act provides the statutory basis for infringement claims, stating that "[a]nyone who violates any of the exclusive rights of the copyright owner as provided by sections 106 through 122 . . . is an infringer of the copyright or right of the author, as the case may be." 17 U.S.C. § 501(a). This provision establishes strict liability for copyright infringement—a plaintiff need not prove intent, knowledge, or negligence to establish liability, though the defendant's state of mind may be relevant to the assessment of remedies (particularly the availability of enhanced statutory damages for willful infringement under § 504(c)(2) or the mitigation of damages for innocent infringement).
As detailed in the sections that follow, both elements are satisfied here with considerable evidentiary support, and Aurelius's claims rest on an exceptionally strong factual foundation.
B. Exclusive Rights Under § 106 Relevant to This Case
Section 106 of the Copyright Act enumerates six exclusive rights belonging to the copyright owner. Three of these rights are directly implicated by StreamNow's conduct:
Section 106(1): Right of Reproduction. The copyright owner has the exclusive right "to reproduce the copyrighted work in copies or phonorecords." 17 U.S.C. § 106(1). This right is the most fundamental of the copyright owner's exclusivities and encompasses any unauthorized fixation of the copyrighted work in a tangible medium of expression, including digital files stored on computer servers. StreamNow's ingestion of the Aurelius content into its platform infrastructure constitutes the creation of unauthorized reproductions.
Section 106(3): Right of Distribution. The copyright owner has the exclusive right "to distribute copies or phonorecords of the copyrighted work to the public by sale or other transfer of ownership, or by rental, lease, or lending." 17 U.S.C. § 106(3). This right encompasses both the direct distribution of content to consumers (e.g., through streaming) and the transfer of copies or distribution rights to downstream intermediaries (e.g., through sublicensing). StreamNow's activities implicate both forms of distribution.
Section 106(4): Right of Public Performance. The copyright owner of a literary, musical, dramatic, or choreographic work, a pantomime, or a motion picture or other audiovisual work has the exclusive right "to perform the copyrighted work publicly." 17 U.S.C. § 106(4). For audiovisual works such as the feature films and television series at issue, the transmission of the work via streaming to subscribers constitutes a public performance under the Copyright Act's broadly defined "Transmit Clause."
It should be noted that § 106(6), which provides the exclusive right to perform sound recordings publicly by means of a digital audio transmission, applies only to sound recordings and is not applicable to audiovisual works. Accordingly, § 106(6) is not at issue in this matter.
C. Registration Prerequisite — 17 U.S.C. § 411(a)
Section 411(a) of the Copyright Act provides that, with certain exceptions, "no civil action for infringement of the copyright in any United States work shall be instituted until preregistration or registration of the copyright claim has been made in accordance with this title." 17 U.S.C. § 411(a). The Supreme Court clarified in Fourth Estate Public Benefit Corp. v. Wall-Street.com, LLC, 139 S. Ct. 881 (2019), that registration occurs, and the prerequisite is satisfied, when the Register of Copyrights registers the claim—i.e., when the Copyright Office acts on the application—not merely upon the submission of the application.
For works of foreign origin under the Berne Convention for the Protection of Literary and Artistic Works, § 411(a) provides an exception: registration is not required as a prerequisite to filing suit. However, even for foreign works, registration is a prerequisite to the availability of statutory damages and attorneys' fees under 17 U.S.C. § 412. This distinction has practical significance for remedies, as discussed in Section VIII below.
The question of whether the Aurelius works qualify as "United States works" or works of foreign origin under the Berne Convention warrants brief discussion. Many of the Aurelius titles were first published in the United Kingdom, a Berne Convention signatory, which would classify them as works of foreign origin for purposes of § 411(a). Under the Berne Convention Implementation Act of 1988 and subsequent amendments, works first published in a Berne Convention country other than the United States are not "United States works" and therefore are exempt from the registration prerequisite for filing suit.
However, this classification is ultimately academic in the present case. Regardless of whether the Aurelius titles are classified as U.S. works or foreign works, all 217 titles have been registered with the U.S. Copyright Office. Lexington IP Services, Inc. confirmed the validity of all 217 registrations as of January 22, 2026. The registration prerequisite under § 411(a) is therefore satisfied for all titles, and the more nuanced question of whether registration was "timely" (relevant to § 412 and the availability of statutory damages and attorneys' fees) is addressed in Section IV.C below.
IV. ELEMENT ONE: OWNERSHIP OF VALID COPYRIGHTS
A. Copyright Registration as Prima Facie Evidence
Under 17 U.S.C. § 410(c), a certificate of copyright registration constitutes prima facie evidence of the validity of the copyright and of the facts stated in the certificate, provided that registration is made within five years after the first publication of the work. This statutory presumption places the burden on the defendant to rebut the validity of the registration and the ownership facts stated therein.
All 217 titles at issue have been registered with the U.S. Copyright Office. Lexington IP Services, Inc. ("Lexington"), a recognized copyright research and clearance firm, was retained to conduct a comprehensive verification of the registration status of all 217 titles. Marissa Chung, Director of Copyright Research at Lexington, supervised the search and confirmed its completion on January 22, 2026. The Lexington search covered all 142 feature films and all 75 television series (the latter comprising a total of 1,038 individual episodes), and confirmed the existence of valid and subsisting U.S. copyright registrations for each title.
For each title, Lexington verified the registration number, the date of registration, the date of first publication, the name of the copyright claimant as stated in the registration, and the absence of any recorded transfers or terminations that would undermine Aurelius's ownership claim. The complete Lexington report is cross-referenced in Appendix A (List of 217 Aurelius Titles at Issue) and Appendix B (Chart of Timely-Registered vs. Late-Registered Titles with Registration Numbers and Dates).
Because all 217 registrations were made within five years of first publication, Aurelius is entitled to the § 410(c) presumption of validity for each title. This presumption significantly strengthens Aurelius's position at the pleading, summary judgment, and trial stages.
B. Chain-of-Title Analysis
In addition to the § 410(c) presumption arising from registration, Aurelius's ownership of the 217 titles is independently confirmed through a comprehensive chain-of-title analysis. A separate Chain-of-Title Memorandum, dated February 25, 2026, was prepared by Omar Siddiqui, Associate, and reviewed by the undersigned. That memorandum traces the ownership of each of the 217 titles from the point of original creation or production through to current AGMG/AMA ownership, identifying and verifying each link in the chain.
The chain-of-title analysis encompasses work-for-hire agreements establishing initial ownership by Aurelius or its subsidiaries, assignment and transfer instruments conveying rights from third-party producers or acquisition targets to Aurelius entities, corporate reorganization and merger documents reflecting intra-group transfers, and any recordations of transfers with the U.S. Copyright Office. For titles acquired through corporate acquisitions—a common occurrence in the media industry—the chain-of-title memorandum traces ownership through the applicable asset purchase agreements, stock purchase agreements, and related schedules and exhibits.
No gaps, defects, or ambiguities in the chain of title were identified for any of the 217 titles. Specifically, the ownership of the key franchise properties is confirmed as follows:
• "Meridian" franchise (6 films): All six Meridian films were produced by wholly-owned AGMG subsidiaries as works made for hire within the meaning of 17 U.S.C. § 101 and § 201(b). The applicable work-for-hire agreements, production services agreements, and corporate records have been reviewed and are in order.
• "Iron Compass" series (4 seasons, 48 episodes): Rights to the Iron Compass series were acquired and consolidated by AGMG through a series of transactions beginning in 2018, including the acquisition of the underlying literary rights, the production of subsequent seasons by AGMG subsidiaries, and the formal assignment of all remaining third-party interests. The chain-of-title memorandum confirms that AGMG holds all rights necessary for this action.
• "Thornfield" period drama catalog (12 titles): All 12 Thornfield titles are original AGMG productions, produced as works made for hire by AGMG production entities. No third-party rights or reversionary interests have been identified.
The Chain-of-Title Memorandum is referenced as Appendix D and is available for review.
C. Distinction: Timely vs. Late Registrations
The distinction between timely and late copyright registrations is critical to the remedies analysis under §§ 504(c) and 505, though it does not affect the underlying validity of the infringement claims. Section 412 of the Copyright Act provides that no award of statutory damages or attorneys' fees shall be made for infringement of an unpublished work commenced before the effective date of its registration, or for infringement of a published work commenced after first publication and before the effective date of its registration, unless such registration is made within three months after the first publication of the work.
Based on the Lexington IP Services registration verification, the 217 titles at issue fall into two categories:
189 Timely-Registered Titles. These titles were registered with the U.S. Copyright Office either within three months of their first publication date or prior to the commencement of the infringement on or about April 1, 2024—whichever is later. Under § 412, these 189 titles are eligible for the full range of statutory remedies, including statutory damages under § 504(c) (ranging from $750 to $30,000 per work, or up to $150,000 per work for willful infringement) and attorneys' fees and costs under § 505. The timely registration of these titles provides Aurelius with significant remedial leverage.
28 Late-Registered Titles. These titles were registered with the U.S. Copyright Office between approximately May 2024 and October 2025—i.e., after the commencement of the infringement on or about April 1, 2024, and outside the three-month grace period following first publication. Under 17 U.S.C. § 412, these 28 titles are not eligible for statutory damages under § 504(c) or attorneys' fees under § 505. Recovery for these titles is limited to actual damages sustained by Aurelius and any additional profits of the infringer that are attributable to the infringement, as provided by § 504(a)–(b).
It bears emphasis that this distinction affects remedies only and does not affect the underlying infringement analysis. All 217 registrations—whether timely or late—satisfy the § 411(a) prerequisite for filing suit. The infringement claims under §§ 106(1), 106(3), and 106(4) are fully actionable with respect to all 217 titles. The strategic implications of this distinction are discussed further in Section X below.
D. Anticipated Defense: Challenge to Ownership
We anticipate that StreamNow will challenge Aurelius's ownership of the 217 titles, most likely by arguing that MDD—StreamNow's purported content supplier—held valid distribution rights and that Aurelius's ownership claim is therefore incomplete or encumbered. This defense is without merit.
As established above, Aurelius's internal records conclusively demonstrate that no license, sublicense, distribution agreement, or other authorization of any kind was ever granted to MDD with respect to any content in the Aurelius library. MDD's principal, Franklin Ogilvie, had no authority—actual, apparent, or implied—to grant distribution rights over Aurelius content following the termination of his employment with AMA on June 30, 2021. Ogilvie's separation agreement explicitly prohibited the use, disclosure, or exploitation of any Aurelius intellectual property, and his employment was terminated in connection with an internal investigation into unauthorized access to Aurelius's content management systems.
Under established copyright law, StreamNow bears the burden of proving the existence of a valid license as an affirmative defense to an infringement claim. See Bourne v. Walt Disney Co., 68 F.3d 621, 631 (2d Cir. 1995) ("A licensee raising a license defense bears the burden of proving that its use was within the scope of the license."); see also Micro Star v. FormGen Inc., 154 F.3d 1107, 1113 (9th Cir. 1998). The existence of a purported agreement between MDD and StreamNow does not satisfy this burden, because StreamNow must demonstrate not merely that it had an agreement with someone, but that the entity from which it obtained the content had the authority to grant the rights in question. MDD had no such authority, and the purported MDD–StreamNow Content Distribution Agreement is therefore a legal nullity with respect to the Aurelius content.
The separate MDD–StreamNow Agreement Analysis Memorandum, dated March 2, 2026, provides a detailed analysis of the terms and legal effect of the purported agreement and confirms this conclusion.
V. ELEMENT TWO: VIOLATION OF EXCLUSIVE RIGHTS (UNAUTHORIZED COPYING)
A. General Framework — Access and Copying
The second element of a copyright infringement claim requires the plaintiff to demonstrate that the defendant violated one or more of the copyright owner's exclusive rights under § 106. This element is often framed in terms of "unauthorized copying," which in turn is traditionally established through proof of two sub-elements: (a) that the defendant had access to the copyrighted work, and (b) that the defendant's work is substantially similar to the copyrighted work. See Sid & Marty Krofft Television Productions, Inc. v. McDonald's Corp., 562 F.2d 1157, 1162 (9th Cir. 1977); Three Boys Music Corp. v. Bolton, 212 F.3d 477, 481 (9th Cir. 2000).
However, the access-and-substantial-similarity framework is principally designed for cases in which the defendant has created an independent work that the plaintiff contends was copied from the plaintiff's copyrighted work—for example, a song alleged to have been copied from another song, or a screenplay alleged to have been derived from a novel. In such cases, the analysis requires the trier of fact to determine whether the defendant's work is sufficiently similar to the plaintiff's work to support an inference of copying, as distinguished from independent creation.
In the present case, the analysis is far more straightforward. StreamNow did not create an independent work that is alleged to bear similarity to the Aurelius content. Rather, StreamNow reproduced and distributed the exact, verbatim digital copies of the 217 Aurelius audiovisual works. The files hosted on StreamNow's platform are not adaptations, derivative works, or partial reproductions—they are identical copies of the copyrighted works. Accordingly, there is no question of "substantial similarity" to be resolved. Copying is established by the undisputed fact that StreamNow's platform contained and transmitted the same works that Aurelius owns.
CipherTrace Analytics' content fingerprinting analysis confirmed that the files on StreamNow's platform are identical digital copies of the Aurelius originals. CipherTrace employed three complementary forensic methodologies—metadata extraction, cryptographic hash comparisons (SHA-256), and proprietary audio-visual fingerprinting algorithms—each of which independently confirmed the identity of the StreamNow files with Aurelius's reference copies. This forensic evidence eliminates any possibility that the works on StreamNow's platform were independently created or were derived from a source other than the Aurelius originals.
B. Access. Access is conclusively established in this case and is not subject to genuine dispute. StreamNow obtained the Aurelius content directly from MDD pursuant to the purported Content Distribution Agreement dated March 15, 2024. StreamNow's own representative, Sandra Yee, VP of Content Acquisition, acknowledged receipt and distribution of the content in her email correspondence to Lena Kowalski dated November 3, 2025. In that email, Yee confirmed that StreamNow had received the content from MDD and was distributing it pursuant to the purported sublicense.
The fact that StreamNow may have believed MDD was an authorized distributor does not negate the element of access. Access refers to the defendant's ability to view, obtain, or copy the copyrighted work—not to the legality or authorization of that access. StreamNow indisputably accessed, copied, and distributed the Aurelius content. Whether StreamNow knew or should have known that MDD's authority was invalid is relevant to StreamNow's state of mind and to the willfulness analysis (bearing on the availability of enhanced statutory damages under § 504(c)(2)), but it is not relevant to the threshold question of whether copying occurred. Liability for copyright infringement is strict—a defendant's good faith or reasonable belief in the validity of its license is not a defense to the underlying infringement claim, though it may be relevant to the mitigation of damages in certain circumstances.
C. Verbatim Reproduction — Substantial Similarity Not at Issue
As noted above, because the works on StreamNow's platform are exact, verbatim copies of the Aurelius originals—not adaptations, transformations, or partial reproductions—the substantial similarity analysis that typically governs the second element of an infringement claim is unnecessary. Where the defendant reproduces the plaintiff's work in its entirety, copying is established as a matter of law, and no inquiry into the qualitative or quantitative similarity between two independent works is required.
The Ninth Circuit has consistently recognized this principle. In Perfect 10, Inc. v. Hollowell & Co., 508 F.3d 1146, 1159 (9th Cir. 2007), the court noted that where the defendant displays exact copies of the plaintiff's copyrighted images, the copying element is satisfied without resort to the traditional substantial similarity test. Similarly, in A&M Records, Inc. v. Napster, Inc., 239 F.3d 1004, 1014 (9th Cir. 2001), the court found that the reproduction and distribution of exact digital copies of copyrighted sound recordings constituted infringement without any need for substantial similarity analysis, noting that "it is pretty much beyond dispute that Napster users are engaged in copying and distributing plaintiffs' copyrighted works, and that such activity constitutes direct infringement."
CipherTrace's forensic analysis provides robust evidentiary support for the conclusion that the works on StreamNow's platform are identical to the Aurelius originals. The analysis confirmed bitwise identity or near-identity of the content files across all 217 titles, with matching audio-visual fingerprints that establish beyond any reasonable dispute that StreamNow was hosting and transmitting Aurelius's copyrighted content. Minor variations attributable to transcoding or compression artifacts do not alter this conclusion, as the Ninth Circuit has recognized that technical processing differences that do not alter the expressive content of the work do not defeat a finding of copying.
VI. ANALYSIS OF EACH EXCLUSIVE RIGHT VIOLATED
A. Reproduction — 17 U.S.C. § 106(1)
1. Legal Standard. The reproduction right, codified at 17 U.S.C. § 106(1), grants the copyright owner the exclusive right "to reproduce the copyrighted work in copies or phonorecords." This right is the most fundamental of the exclusive rights and protects against the unauthorized fixation of the copyrighted work in any tangible medium of expression.
The Copyright Act defines a "copy" under § 101 as a "material object . . . in which a work is fixed by any method now known or later developed, and from which the work can be perceived, reproduced, or otherwise communicated, either directly or with the aid of a machine or device." A work is "fixed" in a tangible medium of expression when its embodiment is "sufficiently permanent or stable to permit it to be perceived, reproduced, or otherwise communicated for a period of more than transitory duration." 17 U.S.C. § 101.
Courts have consistently held that digital copies of copyrighted works fixed in a computer's memory, hard drive, or server storage constitute "copies" within the meaning of the Copyright Act. In MAI Systems Corp. v. Peak Computer, Inc., 991 F.2d 511, 518 (9th Cir. 1993), the Ninth Circuit held that the loading of copyrighted software into a computer's random access memory (RAM) creates a "copy" for purposes of the Copyright Act. More recently, in Capitol Records, LLC v. ReDigi Inc., 910 F.3d 649, 657–58 (2d Cir. 2018), the Second Circuit confirmed that the reproduction of a digital music file on a new server constitutes the creation of a new "copy" within the meaning of § 106(1), regardless of whether the original file is simultaneously deleted.
2. Application. StreamNow's ingestion of the 217 Aurelius audiovisual titles into its platform servers constitutes a clear and unambiguous act of reproduction within the meaning of § 106(1). The ingestion process—by which StreamNow received the content files from MDD and loaded them into StreamNow's content delivery infrastructure—necessarily involved the creation of digital reproductions of each of the 217 works. Each title was copied from whatever storage medium MDD provided (whether physical media, digital transfer, or cloud-based delivery) onto StreamNow's own servers, creating new "copies" as that term is defined under § 101.
The creation of these server-side copies is not a transient or incidental act—the copies were maintained on StreamNow's servers for the entire 22-month infringement period, from approximately April 1, 2024 through January 31, 2026, and may still reside on those servers as of the date of this memorandum. CipherTrace confirmed the persistent presence of the full 217-title catalog on StreamNow's content delivery infrastructure throughout the period of analysis.
Additionally, each time a StreamNow subscriber streams an Aurelius title, the streaming process may generate additional transient or buffer copies on StreamNow's servers (in the course of transcoding, caching, or content delivery network distribution) and on the user's device (in the form of temporary buffer copies in RAM). While the initial fixation of the content on StreamNow's servers is itself sufficient to establish a violation of the reproduction right, these additional copies further compound the scope of the infringement.
Aurelius never authorized StreamNow to reproduce any of the 217 titles in any form. No license, sublicense, or other authorization exists between Aurelius and StreamNow, either directly or through any authorized intermediary. MDD's purported grant of rights is invalid and does not constitute authorization from the copyright owner.
3. Conclusion. StreamNow's reproduction of the 217 Aurelius audiovisual works on its platform servers—without authorization from Aurelius—constitutes a clear and well-supported violation of 17 U.S.C. § 106(1). The reproduction right has been violated with respect to each of the 217 titles.
B. Distribution — 17 U.S.C. § 106(3)
1. Legal Standard. The distribution right, codified at 17 U.S.C. § 106(3), grants the copyright owner the exclusive right "to distribute copies or phonorecords of the copyrighted work to the public by sale or other transfer of ownership, or by rental, lease, or lending." This right protects the copyright owner's interest in controlling the dissemination of copies of the work to the public.
Courts have interpreted the distribution right broadly in the digital context. In A&M Records, Inc. v. Napster, Inc., 239 F.3d 1004, 1014 (9th Cir. 2001), the Ninth Circuit held that making copyrighted works available for download to members of the public constitutes distribution within the meaning of § 106(3). The Fourth Circuit in Hotaling v. Church of Jesus Christ of Latter-Day Saints, 118 F.3d 199, 203 (4th Cir. 1997), held that making copyrighted works available to the public—even without proof that any particular individual actually obtained a copy—may constitute a distribution. While the Ninth Circuit has not fully embraced the "making available" theory as a standalone basis for distribution liability, the evidence in this case goes far beyond mere availability: CipherTrace's viewership data confirms that the Aurelius titles were in fact accessed and streamed by millions of StreamNow subscribers.
Furthermore, the act of sublicensing content to third parties—here, the four FAST channel operators—constitutes a further and independent act of distribution. By transferring copies of the Aurelius content (or access thereto) to downstream operators for retransmission to their own audiences, StreamNow engaged in additional distributions beyond its direct-to-consumer streaming.
2. Application. StreamNow's distribution of the Aurelius content took two principal forms, each of which independently violates § 106(3):
Direct-to-consumer streaming. StreamNow made all 217 Aurelius audiovisual titles available for streaming to its subscribers across the United States, Canada, Australia, and 11 additional territories—a total of 14 countries. Subscribers could access the Aurelius content on demand through StreamNow's platform interface, selecting individual titles for viewing at the time and place of their choosing. CipherTrace's viewership analytics confirm that the titles were in fact streamed by substantial numbers of subscribers, with Aurelius content constituting approximately 7.18% of total streams on the StreamNow platform during the infringement period. The making available of these works to StreamNow's subscriber base—and the confirmed streaming of those works by subscribers—constitutes distribution to the public within the meaning of § 106(3).
Sublicensing to FAST channel operators. StreamNow sublicensed content bundles containing Aurelius titles to at least four third-party FAST channel operators: Brindoval Channel Networks, Inc. (Dallas, TX), BrightLoop Media, LLC (Miami, FL), Velvet Stream Partners, LP (Toronto, ON, Canada), and Pacific Lantern Digital Pty Ltd (Sydney, NSW, Australia). These sublicensing transactions constituted separate and independent acts of distribution, as StreamNow transferred copies of the Aurelius content—or provided the downstream operators with access to the content for retransmission—in exchange for sublicensing fees totaling an estimated $6.5 million over the infringement period.
CipherTrace confirmed the geographic distribution of the Aurelius content across all 14 territories in which StreamNow operates, as well as the availability of the content on the platforms of at least two of the four identified FAST channel operators (Brindoval and BrightLoop).
No authorization for any distribution—whether direct-to-consumer or through sublicensing—was ever granted by Aurelius to StreamNow or to MDD.
3. Conclusion. StreamNow's making the Aurelius works available for streaming to its subscribers and its sublicensing of those works to downstream FAST channel operators constitute violations of 17 U.S.C. § 106(3). The distribution right has been violated with respect to each of the 217 titles, through multiple acts of distribution over the 22-month infringement period.
C. Public Performance — 17 U.S.C. § 106(4)
1. Legal Standard. The public performance right, codified at 17 U.S.C. § 106(4), grants the copyright owner of a motion picture or other audiovisual work the exclusive right "to perform the copyrighted work publicly." This right is of paramount importance to owners of audiovisual content, as it governs the transmission and display of such content to audiences.
The Copyright Act defines the term "perform" broadly. Under § 101, to "perform" a work means "to recite, render, play, dance, or act it, either directly or by means of any device or process or, in the case of a motion picture or other audiovisual work, to show its images in any sequence or to make the sounds accompanying it audible." 17 U.S.C. § 101.
A performance is "public" if it is made "at a place open to the public or at any place where a substantial number of persons outside of a normal circle of a family and its social acquaintances is gathered," or if the work is transmitted or otherwise communicated to such a place or "to the public, by means of any device or process, whether the members of the public capable of receiving the performance or display receive it in the same place or in separate places and at the same time or at different times." 17 U.S.C. § 101 (the "Transmit Clause").
The Supreme Court's decision in American Broadcasting Cos. v. Aereo, Inc., 573 U.S. 431 (2014), is directly on point. In Aereo, the Court held that a service that retransmitted broadcast television programming to paying subscribers over the internet was engaged in the public performance of copyrighted audiovisual works, notwithstanding the service's argument that each stream was a private, individualized transmission. The Court interpreted the Transmit Clause to encompass transmissions made to members of the public who are capable of receiving the performance regardless of whether they receive it in the same place or at different places, and regardless of whether they receive it at the same time or at different times. 573 U.S. at 447–48.
The Aereo decision confirms that the streaming of copyrighted audiovisual content to subscribers—exactly the conduct at issue here—constitutes a public performance under the Transmit Clause.
2. Application. Each time a StreamNow subscriber streams an Aurelius audiovisual title, StreamNow transmits the work to the subscriber through its platform's streaming infrastructure. This transmission constitutes a "performance" of the work within the meaning of § 101, because it involves showing the images of the audiovisual work in sequence and making the accompanying sounds audible to the subscriber.
The performance is "public" within the meaning of the Transmit Clause because StreamNow's subscribers are "members of the public" who are capable of receiving the transmission from separate places and at different times. StreamNow's subscriber base spans 14 countries, and subscribers access the Aurelius content on demand from a range locations and at a range times. This is precisely the type of public performance contemplated by the Transmit Clause and confirmed by the Supreme Court in Aereo.
CipherTrace's viewership data provides robust evidence of the scale of the public performances at issue. Over the 22-month infringement period, the 217 Aurelius titles were streamed millions of times by StreamNow subscribers, with Aurelius titles representing approximately 7.18% of total streams on the platform. Each individual stream constitutes a separate act of public performance, and the cumulative volume of streams underscores the magnitude of the infringement.
Moreover, StreamNow's four FAST channel sublicensees—Brindoval Channel Networks, BrightLoop Media, Velvet Stream Partners, and Pacific Lantern Digital—similarly publicly performed the Aurelius works by transmitting them to their own audiences. The FAST channel model involves the continuous or on-demand transmission of programming to viewers, which constitutes public performance under the same Transmit Clause analysis. While the FAST channel operators are primarily liable for their own public performances, StreamNow's facilitation and authorization of those performances through its sublicensing arrangements further compounds the scope of the infringement.
Aurelius never authorized StreamNow or any of its sublicensees to perform any of the 217 titles publicly in any manner.
3. Conclusion. StreamNow's streaming of Aurelius content to subscribers constitutes ongoing violations of 17 U.S.C. § 106(4). Each act of streaming is an independent public performance, and the aggregate scale of the infringement—millions of streams across 14 countries over 22 months—is substantial. The public performance right has been violated with respect to each of the 217 titles.
D. Summary of Exclusive Rights Violations
In summary, StreamNow's conduct violated three of the copyright owner's exclusive rights under § 106:
• Reproduction (§ 106(1)): StreamNow created unauthorized digital copies of all 217 Aurelius audiovisual works by ingesting them into its platform servers.
• Distribution (§ 106(3)): StreamNow distributed unauthorized copies of all 217 Aurelius works to the public through direct-to-consumer streaming and through sublicensing to four FAST channel operators.
• Public Performance (§ 106(4)): StreamNow publicly performed all 217 Aurelius works by transmitting them via streaming to subscribers across 14 countries.
Each of these violations is independently actionable under 17 U.S.C. § 501(a). The infringement was ongoing, systematic, and commercial in nature, spanning 22 months and generating an estimated $38.6 million in attributable revenue for StreamNow.
VII. ANTICIPATED DEFENSES AND REBUTTALS
A. Valid License / Sublicense Defense
StreamNow's anticipated primary defense is that it obtained the Aurelius content through a valid sublicense from MDD pursuant to the Content Distribution Agreement dated March 15, 2024. This defense is expected to be the centerpiece of StreamNow's response, as it is the only basis on which StreamNow can claim any colorable right to distribute the Aurelius content.
This defense fails as a matter of law and fact. The foundational legal principle is nemo dat quod non habet—"no one gives what they do not have." A sublicensor can convey no greater rights than it itself possesses. Because Aurelius never granted MDD any license, sublicense, distribution authority, or other rights of any kind with respect to any content in the Aurelius library, MDD had no rights to convey to StreamNow. The MDD–StreamNow Content Distribution Agreement—even if it exists in the form represented by Sandra Yee—is a legal nullity with respect to the Aurelius content. An agreement between two parties cannot create rights in a third party's copyrighted works without that third party's authorization.
This principle is well established in copyright law. See, e.g., Gilliam v. American Broadcasting Cos., 538 F.2d 14, 20 (2d Cir. 1976) (a sublicensee's rights are limited to those granted by the original licensor); Harris v. Emus Records Corp., 734 F.2d 1329, 1334 (9th Cir. 1984) (one who obtains rights from one who has no rights to give acquires nothing).
Moreover, under established precedent, StreamNow bears the burden of proving the existence of a valid license as an affirmative defense to Aurelius's infringement claims. See Bourne v. Walt Disney Co., 68 F.3d 621, 631 (2d Cir. 1995). StreamNow cannot satisfy this burden merely by producing the MDD–StreamNow agreement; it must demonstrate that MDD was authorized by Aurelius to grant the rights purportedly conveyed. No such authorization exists.
The separate MDD–StreamNow Agreement Analysis Memorandum, dated March 2, 2026, provides a detailed, clause-by-clause analysis of the purported Content Distribution Agreement and confirms that it does not and cannot create valid rights in the Aurelius content. That memorandum also examines whether StreamNow could assert an implied license or estoppel theory, and concludes that no such theory is available on the facts of this case.
B. Innocent Infringer Defense — 17 U.S.C. § 504(c)(2)
StreamNow may attempt to invoke the "innocent infringer" provision of 17 U.S.C. § 504(c)(2) in an effort to reduce the statutory damages award. Under § 504(c)(2), if the infringer sustains the burden of proving that he or she "was not aware and had no reason to believe that his or her acts constituted an infringement of copyright," the court in its discretion may reduce the statutory damages award to a sum of not less than $200 per work.
This defense, even if credited, would affect only the quantum of statutory damages—not the underlying finding of liability. However, it is our assessment that the innocent infringer defense will fail on its merits for multiple reasons:
Copyright notice. Section 401(d) of the Copyright Act provides that, when a proper copyright notice appears on a published copy of a work to which a defendant had access, the defendant cannot assert a defense of innocent infringement based on ignorance of the copyright. Aurelius's audiovisual titles bear proper copyright notices in accordance with § 401, as is standard practice in the motion picture and television industry. The presence of these notices on the works accessed by StreamNow creates a statutory presumption against innocent infringement under § 401(d).
Industry sophistication. StreamNow is not a naive individual user or a small-scale infringer. It is a sophisticated content platform operated by experienced media industry professionals, backed by $145 million in venture capital, and generating approximately $312 million in annual revenue. StreamNow's business is built on content acquisition and distribution, and its executives—including Sandra Yee, VP of Content Acquisition—have access to industry-standard due diligence practices for verifying the provenance and authorization of content offered for distribution. A platform of StreamNow's size and sophistication is expected to exercise reasonable care in confirming the legitimacy of its content sources.
Red flags regarding MDD. Multiple readily ascertainable facts should have alerted StreamNow to the questionable nature of MDD's claimed authority:
• Franklin Ogilvie, MDD's sole member and manager, was a former mid-level licensing manager at Aurelius Media Americas. His prior employment at the company whose content he was purporting to distribute was a significant red flag.
• MDD was incorporated in late 2021, shortly after Ogilvie's separation from AMA. As of the date of the MDD–StreamNow agreement (March 15, 2024), MDD had been in existence for approximately two and a half years and had no verifiable track record, industry reputation, or publicly known content catalog.
• The scope of MDD's purported catalog—over 350 titles, including major franchise properties from a publicly listed media conglomerate—was facially disproportionate to the profile of a newly formed, single-member LLC operating out of a Beverly Hills office suite.
• A reasonable content acquirer in StreamNow's position would have verified MDD's authority directly with the rights holder, Aurelius, before entering into a distribution agreement involving hundreds of titles. Industry practice and basic due diligence would have required confirmation of authorization from the copyright

MEMORANDUM

MATTER NO.: 1017-00003

I. EXECUTIVE SUMMARY

II. FACTUAL BACKGROUND

IV. ELEMENT ONE: OWNERSHIP OF VALID COPYRIGHTS

V. ELEMENT TWO: VIOLATION OF EXCLUSIVE RIGHTS (UNAUTHORIZED COPYING)

VI. ANALYSIS OF EACH EXCLUSIVE RIGHT VIOLATED

VII. ANTICIPATED DEFENSES AND REBUTTALS

Record

Parties

Dates

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