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

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MEMORANDUM

PRIVILEGED AND CONFIDENTIAL ATTORNEY-CLIENT PRIVILEGE / ATTORNEY WORK PRODUCT

TO: Marcus Delgado, Partner; Wendy Schultz, Senior Associate

FROM: Omar Siddiqui, Associate

DATE: February 26, 2026

RE: Statute of Limitations Analysis — 17 U.S.C. § 507(b); Aurelius Global Media Group PLC v. StreamNow Holdings, Inc. et al.

MATTER NO.: 1017-00003

CLIENT: Aurelius Global Media Group PLC

This memorandum is a privileged and confidential communication prepared at the direction of counsel and is protected by the attorney-client privilege and the work product doctrine. It is intended solely for the use of the individuals to whom it is addressed. Any dissemination, distribution, or copying of this memorandum, or the information contained herein, by or to anyone other than the named recipients is strictly prohibited.

I. EXECUTIVE SUMMARY

You have asked me to analyze whether Aurelius Global Media Group PLC's ("Aurelius") anticipated copyright infringement claims against StreamNow Holdings, Inc. ("StreamNow"), Meridian Digital Distributors, LLC ("MDD"), and Franklin Ogilvie ("Ogilvie") are timely under the three-year statute of limitations set forth in 17 U.S.C. § 507(b). This memorandum addresses that question comprehensively, examining the applicable statutory framework, the competing accrual theories that govern the commencement of the limitations period, the separate-accrual rule for continuing infringement, the potential for a laches defense, equitable tolling considerations, the impact of copyright registration status, and the timeliness of supplemental state law claims against the co-defendants.

Principal Conclusion: All copyright infringement claims — direct, contributory, and inducement — are timely under 17 U.S.C. § 507(b) regardless of whether the injury rule or the discovery rule governs accrual. The infringement period commenced on or about April 1, 2024, and was first discovered by Aurelius on October 15, 2025. Even under the most restrictive accrual theory (the injury rule, under which accrual occurs at the time of the infringing act), the earliest-accruing claims would not be time-barred until approximately April 1, 2027 — well after the anticipated filing date of June 2026 (contingent on the outcome of settlement discussions) or earlier. Under the discovery rule, which the Ninth Circuit applies and which yields the most favorable accrual framework for Aurelius, the limitations deadline extends to approximately October 15, 2028.

Secondary Conclusion: Laches is unlikely to bar Aurelius's claims given the prompt action taken following discovery. Only approximately five months will have elapsed between discovery (October 15, 2025) and the anticipated formal demand (March 2026), and approximately eight months between discovery and the contingent filing date (June 2026). Under the Supreme Court's holding in Petrella v. Metro-Goldwyn-Mayer, Inc., 572 U.S. 663 (2014), laches cannot bar a damages claim brought within the three-year limitations period in any event.

This analysis takes into account the recent evolution in accrual doctrine following the Supreme Court's landmark decisions in Petrella v. Metro-Goldwyn-Mayer, Inc., 572 U.S. 663 (2014), and Warner Chappell Music, Inc. v. Nealy, 601 U.S. 327 (2024). As discussed in greater detail below, these cases have clarified the relationship between the statute of limitations and the scope of recoverable damages, while leaving open the fundamental question of which accrual rule — injury or discovery — applies under § 507(b). Fortunately, Aurelius's claims are timely under either framework, and the full scope of damages attributable to the 22-month (and continuing) infringement period is recoverable.

II. FACTUAL BACKGROUND RELEVANT TO LIMITATIONS ANALYSIS

The following factual background is drawn from documents and information provided by Aurelius during the initial consultation and engagement process, including materials forwarded by Bexley Marsh Solicitors LLP (UK counsel), internal Aurelius records, and preliminary research conducted by this office. This section is limited to facts bearing on the statute of limitations analysis; a more comprehensive factual statement will be prepared for the complaint and any preliminary injunction briefing.

A. The Infringement Period

The infringement at issue spans a period of approximately twenty-two months, commencing on or about April 1, 2024, and continuing through at least January 31, 2026. Based on monitoring data obtained by CipherTrace Analytics, LLC, the infringement appears to be ongoing as of the date of this memorandum.

Beginning on or about April 1, 2024, StreamNow ingested 217 Aurelius-owned audiovisual works into its streaming platform. The affected catalog comprises 142 feature films and 75 television series encompassing a total of 1,038 individual episodes. StreamNow made this content available for streaming to subscribers and advertising-supported free viewers in the United States, Canada, Australia, and eleven additional territories spanning Europe and Southeast Asia.

StreamNow purports to have obtained distribution rights to this content pursuant to a Content Distribution Agreement (the "MDD Agreement") with Meridian Digital Distributors, LLC, which was allegedly executed on March 15, 2024 — approximately two weeks before the content first appeared on the StreamNow platform. As discussed below, MDD had no authority to grant any such rights, and Aurelius never authorized MDD, StreamNow, or any other party to distribute the works at issue through the StreamNow platform.

In addition to its own direct-to-consumer streaming operations, StreamNow sublicensed bundles of content that included Aurelius titles to at least four "Free Ad-Supported Television" (FAST) channel operators:

1. Brindoval Channel Networks, Inc. — Dallas, Texas

2. BrightLoop Media, LLC — Miami, Florida

3. Velvet Stream Partners, LP — Toronto, Ontario, Canada

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

Each of these sublicensing arrangements constitutes a separate and distinct act of distribution and, upon the downstream transmission of Aurelius content to end users, additional acts of reproduction and public performance. The sublicensing arrangements are ongoing and have generated substantial revenue for StreamNow, as detailed in Section V.B below.

Among the most commercially significant Aurelius works that were infringed are the following key franchises:

• The "Meridian" franchise: a series of six feature films with a combined global theatrical box office of approximately $1.43 billion, together with associated ancillary revenue streams from home video, merchandising, and prior legitimate licensing arrangements.

• The "Iron Compass" series: a critically acclaimed television series spanning four seasons and forty-eight episodes, which has been one of Aurelius's highest-performing television properties in the streaming marketplace.

• The "Thornfield" period drama catalog: a collection of twelve feature-length and limited-series period dramas that have collectively received seven British Academy of Film and Television Arts (BAFTA) awards, and which represent a core component of Aurelius's prestige content library.

The unauthorized availability of these properties on the StreamNow platform has directly undermined Aurelius's ability to license the same content to competing platforms on commercially favorable terms. The full extent of lost licensing revenue and market dilution is the subject of ongoing analysis by Aurelius's damages experts, but preliminary estimates indicate attributable revenue of $38.6 million and lost licensing revenue of $14.2 million.

B. Discovery of the Infringement

The following timeline documents Aurelius's discovery of the infringement and the steps taken to investigate and retain counsel. This chronology is critical to the limitations analysis because it establishes the earliest possible date on which Aurelius had actual knowledge of the infringement — a date that governs accrual under the discovery rule.

• October 15, 2025: Lena Kowalski, Aurelius's Head of Digital Rights Enforcement, first identified Aurelius titles streaming on the StreamNow platform during a routine audit of digital distribution channels. Ms. Kowalski recognized several titles from the "Meridian" franchise and the "Thornfield" catalog appearing in StreamNow's content library. She immediately flagged the titles in Aurelius's internal rights management system and began a preliminary review to confirm that no license had been granted to StreamNow.

• October 22, 2025: After completing her preliminary review and confirming the absence of any license to StreamNow in Aurelius's records, Ms. Kowalski escalated the matter to Fiona Hartwell, Aurelius's General Counsel. Ms. Hartwell authorized a comprehensive internal investigation into the scope of the unauthorized distribution and directed the formation of an internal response team.

• November 3, 2025: Raj Anantharam, Aurelius's Senior Vice President of Content Licensing & Distribution, contacted StreamNow to inquire about the basis for StreamNow's distribution of Aurelius titles. Sandra Yee, StreamNow's Vice President of Content Acquisition, responded the same day, asserting that StreamNow had obtained distribution rights through a sublicense from MDD. Ms. Yee referenced the MDD Agreement but declined to provide a copy, citing confidentiality provisions.

• November 18, 2025: Aurelius engaged Bexley Marsh Solicitors LLP, a London-based law firm with expertise in media and entertainment law, to conduct a preliminary legal assessment of the infringement and its cross-border implications, given that the infringement extended to territories including the United Kingdom, the European Union, and the Asia-Pacific region.

• December 5, 2025: Bexley Marsh its preliminary assessment and recommended that Aurelius promptly engage U.S. litigation counsel to pursue federal copyright claims in the United States, which represents the largest market for the infringing distribution and the jurisdiction in which StreamNow is headquartered.

• January 8, 2026: Aurelius contacted Calderwood & Harkness LLP regarding potential U.S. representation.

• January 15, 2026: An initial consultation took place between Marcus Delgado (Partner, Calderwood & Harkness LLP) and Fiona Hartwell (General Counsel, Aurelius). During this meeting, Ms. Hartwell provided an overview of the infringement and shared materials gathered during the internal investigation.

• February 12, 2026: Calderwood & Harkness LLP formally opened the engagement under Matter No. 1017-00003.

The timeline reflects a diligent and methodical response by Aurelius following discovery of the infringement. At each stage, Aurelius acted within a reasonable timeframe, progressing from initial identification through internal escalation, investigation, engagement of UK counsel, preliminary legal assessment, and engagement of U.S. litigation counsel. The approximately four-month period between discovery (October 15, 2025) and the opening of the U.S. litigation engagement (February 12, 2026) is well within the bounds of reasonableness for a matter of this complexity and scale.

C. Aurelius's Lack of Prior Knowledge

A key element of the limitations analysis under the discovery rule is the question of when the plaintiff knew or should have known of the infringement. The record supports a finding that Aurelius had no actual or constructive knowledge of the infringement prior to Lena Kowalski's discovery on October 15, 2025.

Aurelius never executed a license agreement with StreamNow Holdings, Inc., nor did it authorize any intermediary, agent, or sublicensor to grant distribution rights to StreamNow for any Aurelius-owned content. Aurelius's content licensing records — maintained in its proprietary ContentTrack system — contain no reference to StreamNow, and no Aurelius employee or officer (other than the now-separated Franklin Ogilvie) had any professional or personal relationship with StreamNow or its principals.

MDD's principal, Franklin Ogilvie, was a former mid-level licensing manager at Aurelius Media Americas, Inc. (the U.S. operating subsidiary of Aurelius), where he was employed from approximately 2017 until June 30, 2021. Ogilvie's employment was terminated following an internal investigation that uncovered unauthorized access to Aurelius's content management systems and certain irregularities in his handling of licensing documentation. In connection with his departure, Ogilvie executed a separation agreement dated June 30, 2021, which included, among other provisions: (i) a two-year non-compete covenant covering the digital media distribution industry; (ii) a non-solicitation clause with respect to Aurelius clients and business partners; and (iii) an explicit prohibition on the use, reproduction, or distribution of any Aurelius intellectual property, including but not limited to audiovisual works, trademarks, trade secrets, and proprietary data. The separation agreement is governed by California law and contains a four-year statute of limitations for breach claims.

There is no evidence in the record suggesting that Ogilvie disclosed his formation of MDD or his plans to distribute Aurelius content to any person at Aurelius. MDD was formed as a California limited liability company on or about September 12, 2021 (California Secretary of State File No. 202115729430), approximately ten weeks after Ogilvie's separation from Aurelius. The timing and circumstances of MDD's formation, considered in conjunction with Ogilvie's demonstrated familiarity with Aurelius's content catalog and distribution infrastructure, strongly suggest a premeditated scheme to exploit Aurelius's intellectual property without authorization.

StreamNow is a privately held company, with approximately 62% of its fully diluted equity owned by Pinnacle Ventures Fund III, LP, a venture capital fund based in San Francisco, California. StreamNow does not publicly itemize its content catalog in any manner that would be reasonably discoverable through ordinary monitoring. The platform does not publish a master list of available titles, and its content is accessible only to registered users. While Aurelius maintains a robust digital rights enforcement program under Ms. Kowalski's leadership, the program necessarily prioritizes monitoring of the larger, publicly traded streaming platforms (e.g., Northgate Partners LLC, Dunmore Enterprises, Disney+, Tidewater Industries TV+, Fenmore Holdings) and known piracy vectors. StreamNow's relatively low public profile and the absence of any prior relationship between Aurelius and StreamNow explain why the infringement was not detected sooner.

In sum, there is no evidence that Aurelius had actual or constructive knowledge of the infringement prior to October 15, 2025. This conclusion is supported by the absence of any license to StreamNow in Aurelius's records, the deliberately concealed nature of Ogilvie's scheme, and the practical limitations inherent in monitoring a vast digital distribution landscape.

D. Anticipated Litigation Timeline

Based on discussions with the client and the current posture of the matter, the anticipated timeline for pre-litigation and litigation activity is as follows:

• March 2026 (target): Formal cease-and-desist and demand letter served on StreamNow Holdings, Inc., with copies to MDD and Ogilvie.

• April–May 2026 (target): Settlement negotiation window. Aurelius intends to provide StreamNow with a thirty-day period following the demand letter to respond and engage in good-faith settlement discussions.

• June 2026 (contingent): If settlement is not reached within the negotiation window, Aurelius intends to file a complaint in the United States District Court for the Central District of California. The complaint will assert claims for direct copyright infringement (against StreamNow), contributory copyright infringement and inducement of infringement (against MDD and Ogilvie), and supplemental state law claims as discussed in Section IX below.

This timeline provides ample margin under all applicable statutes of limitations, as demonstrated in the analysis that follows.

III. STATUTORY FRAMEWORK — 17 U.S.C. § 507(b)

A. Text of the Statute

The Copyright Act provides a single, uniform statute of limitations for civil copyright infringement actions. Section 507(b) of Title 17 of the United States Code states:

"No civil action shall be maintained under the provisions of this title unless it is commenced within three years after the claim accrued."

17 U.S.C. § 507(b). This provision applies to all civil actions brought under the Copyright Act, including claims for direct infringement, contributory infringement, inducement of infringement, and vicarious liability. The statute establishes a three-year limitations period but does not, by its terms, specify when a claim "accrues" — a question that has generated extensive judicial commentary and remains the subject of ongoing doctrinal development, as discussed in Section IV below.

B. Nature of the Limitations Period

Several important features of the § 507(b) limitations period bear on the present analysis.

First, the three-year period is a statute of limitations, not a statute of repose. This distinction is significant because a statute of limitations is subject to equitable modification — including equitable tolling, equitable estoppel, and fraudulent concealment — whereas a statute of repose typically is not. See CTS Corp. v. Waldburger, 573 U.S. 1, 8–9 (2014) (distinguishing statutes of limitations from statutes of repose). As discussed in Section VII below, while equitable tolling is not necessary for Aurelius's claims, the availability of equitable modification provides an additional layer of protection should any unforeseen limitations issue arise.

Second, the Copyright Act's limitations period is governed by the separate-accrual rule. Under this rule, each act of infringement gives rise to a separate claim with its own three-year limitations clock. Petrella v. Metro-Goldwyn-Mayer, Inc., 572 U.S. 663, 671 (2014). Thus, where a defendant commits multiple acts of infringement over an extended period — as is the case here — the plaintiff is not required to sue within three years of the first infringing act in order to recover for all subsequent acts. Rather, each infringing act triggers its own three-year period, and the plaintiff may recover damages for all acts occurring within three years of the date the complaint is filed (or, under the discovery rule, within three years of the date the plaintiff discovered or should have discovered each act).

Third, the concept of continuing infringement is particularly relevant in the digital streaming context. Where infringement is ongoing — as where a defendant continues to reproduce, distribute, and publicly perform copyrighted works on a daily basis through a streaming platform — a new claim accrues with each new infringing act. This includes each day of unauthorized streaming, each new sublicensing arrangement, each new reproduction of a copyrighted work in the defendant's servers, and each new public performance transmitted to an end user. The continuing nature of the infringement at issue here ensures that even the most recently accruing claims will be well within the limitations period at the time of filing.

IV. ACCRUAL THEORIES: DISCOVERY RULE VS. INJURY RULE

The central interpretive question under § 507(b) is when a claim "accrues" for purposes of the three-year limitations period. Two competing theories have been advanced in the courts: the injury rule and the discovery rule. As discussed below, the choice between these theories does not affect the outcome in this case — Aurelius's claims are timely under either approach — but the distinction has important implications for the scope of recoverable damages and merits careful analysis.

A. The Injury Rule (Traditional Approach)

Under the injury rule, a claim accrues when the infringement occurs — that is, when the infringing act is committed — regardless of when the plaintiff discovers or reasonably should have discovered the infringement. This is the traditional common-law approach to accrual and reflects the general rule that a limitations period begins to run when the plaintiff suffers a legally cognizable injury.

Proponents of the injury rule argue that it provides certainty and predictability, ensures that claims are litigated while evidence is fresh, and reflects the plain statutory text, which refers to when the claim "accrued" without any reference to discovery. The injury rule has been adopted in some form by the Second Circuit, see, e.g., Sohm v. Scholastic Inc., 959 F.3d 39, 50–51 (2d Cir. 2020), though the precise contours of its application vary by jurisdiction.

Under the injury rule, the earliest claims in this case would accrue on or about April 1, 2024 — the date on which StreamNow first made Aurelius content available for streaming. The three-year limitations deadline for these earliest claims would therefore be approximately April 1, 2027. Because the anticipated filing date is June 2026, even the earliest-accruing claims are comfortably within the limitations period under this theory, with a margin of approximately ten months.

B. The discovery Rule

Under the discovery rule, a claim accrues when the plaintiff discovers, or through the exercise of reasonable diligence should have discovered, the infringement. The discovery rule is premised on the equitable principle that a plaintiff should not be penalized for failing to discover an infringement that was not reasonably discoverable, and that a limitations period should not begin to run before the plaintiff has a meaningful opportunity to assert its rights.

The discovery rule has been adopted by most federal circuits that have addressed the question, and it has been applied in copyright cases for decades. Critically for the present analysis, the Ninth Circuit — the circuit encompassing the Central District of California, the proposed forum for this litigation — has historically applied the discovery rule to copyright claims under § 507(b). See Zuill v. Shanahan, 80 F.3d 1366, 1370 (9th Cir. 1996) (applying the discovery rule and holding that a copyright claim accrues "when one has knowledge of a violation or is chargeable with such knowledge"); Roley v. New World Pictures, Inc., 19 F.3d 479, 481 (9th Cir. 1994) (same); see also Nine Inch Nails v. E-I-E-I-O LLC, No. 2:24-cv-03812 (C.D. Cal. 2024) (applying discovery rule in digital distribution context).

Under the discovery rule, Aurelius's claims would accrue no earlier than October 15, 2025 — the date on which Lena Kowalski first discovered Aurelius titles streaming on the StreamNow platform. As discussed in Section II.C above, there is no evidence that Aurelius had actual or constructive knowledge of the infringement before that date. The three-year limitations deadline under the discovery rule would therefore be approximately October 15, 2028 — more than two years after the anticipated filing date. Under this theory, the margin of safety is substantial.

It is worth noting that under the discovery rule, the accrual date is determined by reference to the plaintiff's knowledge of the fact of infringement, not the full extent of the infringement or the identity of all infringers. Once a plaintiff knows or should know that its copyrights are being infringed, the discovery rule begins to run even if the plaintiff has not yet determined the precise scope of the infringement or the precise identity of all responsible parties. See Lukens v. Freund, 27 F. App'x 599, 601 (9th Cir. 2001). This is not a concern here, as Aurelius acted promptly upon learning of the infringement and investigated the scope and responsible parties within a reasonable timeframe.

C. Supreme Court Guidance — *Petrella v. Metro-Goldwyn-Mayer, Inc.*, 572 U.S. 663 (2014)

The Supreme Court's 2014 decision in Petrella v. Metro-Goldwyn-Mayer, Inc. is a landmark ruling that addressed the intersection of the statute of limitations and the equitable defense of laches in copyright infringement cases. While Petrella did not definitively resolve the discovery-rule-versus-injury-rule debate, it provides important guidance on the operation of the § 507(b) limitations period and has direct implications for Aurelius's case.

In Petrella, the plaintiff brought copyright infringement claims arising from the defendant's production and distribution of the movie Raging Bull. The plaintiff concededly knew of the alleged infringement for many years but delayed filing suit for eighteen years. The question before the Court was whether the equitable defense of laches could bar the plaintiff's damages claim when the suit was filed within the three-year limitations period.

The Court held that laches is not available as a defense against a damages claim brought within the three-year limitations period under § 507(b). Petrella, 572 U.S. at 686. The Court reasoned that Congress's enactment of a statute of limitations reflects a legislative judgment about the appropriate time period for bringing claims, and that the equitable defense of laches should not be used to override that judgment. Id. at 677–78. The Court emphasized that the separate-accrual rule protects defendants from stale claims by limiting damages to the three-year window preceding the filing of the complaint, while preserving the plaintiff's right to sue for ongoing infringement. Id. at 671–72.

The Court applied the separate-accrual rule in its damages analysis: a plaintiff may recover damages for infringing acts occurring within the three-year window preceding the filing of the complaint, even if the plaintiff was aware of infringement earlier and could have filed sooner. Id. at 671. This framework ensures that a plaintiff does not lose its right to challenge continuing infringement merely because the infringement began more than three years before the suit was filed.

Importantly, Petrella did not definitively resolve whether the discovery rule or injury rule governs accrual under § 507(b). The majority opinion operated under the assumption that the separate-accrual/injury-rule framework applied to the damages calculation, but did not need to reach the accrual question because the plaintiff in Petrella had actual knowledge of the infringement throughout the relevant period.

Application to Aurelius's case: Under Petrella's framework, even if there were a question of delayed discovery, Aurelius could recover damages for all infringing acts occurring within three years of the date the complaint is filed. Assuming a June 2026 filing, the three-year look-back reaches to June 2023 — well before the April 2024 commencement of the infringement. Since the entire twenty-two-month infringement period (April 2024 through January 2026, and continuing) falls within three years of the anticipated filing date, Petrella supports full recovery of damages for the entirety of the infringement, regardless of the accrual theory applied.

D. Supreme Court Guidance — *Warner Chappell Music, Inc. v. Nealy*, 601 U.S. 327 (2024)

The Supreme Court's 2024 decision in Warner Chappell Music, Inc. v. Nealy provides additional guidance that is directly relevant to Aurelius's case, particularly with respect to the scope of recoverable damages under the discovery rule.

In Warner Chappell, the question presented was whether a copyright plaintiff who files a timely claim under the discovery rule may recover damages for acts of infringement that occurred more than three years before the lawsuit was filed. The defendant argued that even if the discovery rule governed accrual, the separate-accrual rule should limit damages to a three-year look-back from the date of filing — i.e., that the discovery rule affects only whether a claim may be maintained, not the temporal scope of damages. The Eleventh Circuit rejected this argument, and the Supreme Court affirmed.

The Court held that under the discovery rule (in circuits that apply it), a plaintiff may recover damages for acts of infringement that occurred more than three years before filing, as long as the claim was timely under the discovery-based accrual date. Warner Chappell, 601 U.S. at 333–34. The Court reasoned that § 507(b) establishes a single limitations period — three years from accrual — and that if a claim "accrues" upon discovery, then the entire claim is timely if suit is filed within three years of that discovery date. There is no textual basis for imposing a separate damages limitation on top of the timeliness requirement. Id. at 334–35.

Critically, the Court explicitly declined to resolve whether the discovery rule or injury rule is the correct accrual standard under § 507(b), leaving that question for another day. Id. at 335 n.3. Justice Kagan's majority opinion noted that the parties had not briefed the question and that the Court's holding was limited to addressing the damages consequence of the discovery rule in circuits that apply it. Id.

Application to Aurelius's case: In the Ninth Circuit, which applies the discovery rule, Warner Chappell confirms that Aurelius may recover damages for the entire infringement period — including the earliest acts in April 2024 — provided the claims are timely as measured from the date of discovery. The discovery date is October 15, 2025. Three years from that date yields a deadline of October 15, 2028. The anticipated filing date of June 2026 is well within this window. Therefore, under Warner Chappell and the Ninth Circuit's application of the discovery rule, Aurelius is entitled to recover damages for every infringing act from the inception of the infringement in April 2024 through the date of judgment.

Note regarding the open question: The Supreme Court may eventually hold that the injury rule, rather than the discovery rule, governs accrual under § 507(b). Such a ruling could arise in a case currently pending before the Court or in a future case. However, even if the Court were to adopt the injury rule, Aurelius's claims would remain timely in this case, since the entire infringement period is within three years of the anticipated filing date. The only practical difference would be that, under the injury rule, the Petrella separate-accrual rule might limit damages to acts occurring within three years of filing — but since the three-year look-back from a June 2026 filing reaches to June 2023, and the infringement began in April 2024, the entire infringement period is within the recoverable window regardless.

E. Summary: Both Accrual Theories Favor Aurelius

The following table summarizes the timeliness analysis under both accrual theories:

Under either rule, the entire twenty-two-month infringement period — from April 1, 2024, through at least January 31, 2026, and continuing — is fully actionable. There is no scenario under current law in which any of Aurelius's copyright infringement claims would be time-barred at the time of the anticipated June 2026 filing.

V. APPLICATION OF THE SEPARATE-ACCRUAL RULE

A. Continuing Nature of the Infringement

The separate-accrual rule is particularly significant in cases involving continuing infringement, and the infringement at issue here is paradigmatically continuing in nature. StreamNow's unauthorized streaming of the 217 Aurelius titles is not a single, discrete act that occurred at a fixed point in time. Rather, it is a continuing course of conduct in which new infringing acts occur on a daily — indeed, moment-by-moment — basis.

Each day that StreamNow makes Aurelius content available on its platform, multiple infringing acts occur simultaneously, each of which constitutes an independent violation of Aurelius's exclusive rights under 17 U.S.C. § 106:

• Reproduction (§ 106(1)): StreamNow's servers continuously reproduce Aurelius's copyrighted works in the form of digital copies stored in its content delivery network, cached copies distributed to edge servers, and transient copies generated during the transcoding and adaptive bitrate streaming process.

• Distribution (§ 106(3)): Each time StreamNow transmits a copy of an Aurelius work to an end user — whether through its own platform or through one of the four FAST channel sublicensees — it engages in an act of distribution.

• Public Performance (§ 106(4)): Each transmission of an Aurelius audiovisual work to a StreamNow subscriber or FAST channel viewer constitutes a public performance of the work. Under the "transmit clause" of § 101 of the Copyright Act, a public performance occurs when a work is transmitted "to the public, by means of any device or process, whether the members of the public capable of receiving the performance . . . receive it in the same place or in separate places and at the same time or at different times." 17 U.S.C. § 101.

In addition to these ongoing direct infringements, each of StreamNow's sublicensing arrangements with the four 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) — constitutes a separate and distinct act of distribution under § 106(3). Moreover, each FAST channel operator's subsequent transmission of Aurelius content to its own viewers gives rise to additional acts of reproduction, distribution, and public performance, for which StreamNow bears liability as a direct infringer (to the extent it authorized the downstream distribution) and/or as a contributory or vicarious infringer.

Under the separate-accrual rule, each of these infringing acts starts its own three-year limitations clock. Petrella, 572 U.S. at 671. The practical consequence is that even if some earlier acts of infringement were somehow time-barred — which, as demonstrated above, they are not — acts occurring within three years before the filing of the complaint would independently support claims and damages. The continuing nature of the infringement provides an independent basis for timeliness of the claims.

B. Practical Effect for Damages Recovery

The interaction between the separate-accrual rule and the two accrual theories has a direct and favorable effect on the scope of damages available to Aurelius.

Assuming a June 2026 filing, the three-year look-back under the separate-accrual rule (as applied under the injury rule and Petrella's framework) reaches back to approximately June 2023 — nearly ten months before the April 2024 start of the infringement. Therefore, all twenty-two months of infringement (April 2024 through January 2026, and continuing) fall comfortably within the recoverable window under any theory.

Under the discovery rule, as confirmed by Warner Chappell, the scope of recoverable damages extends to all acts of infringement for which the claim was timely filed — meaning all acts from the inception of the infringement, not just those within the three-year look-back from the filing date. Since Aurelius's claims under the discovery rule are timely as to all acts (the entire infringement period post-dates the discovery date minus three years), the full scope of damages is recoverable under this theory as well.

The damages attributable to the infringement period encompass:

• Subscription revenue attributable to Aurelius content: $22.4 million (based on StreamNow's internal metrics attributing a portion of subscriber acquisition and retention to the presence of Aurelius's marquee titles, particularly the "Meridian" franchise).

• Advertising revenue attributable to Aurelius content: $9.7 million (based on advertising impressions served during streams of Aurelius titles on StreamNow's ad-supported tier and through FAST channel sublicensees).

• Sublicensing fees received from FAST channel operators: $6.5 million (based on the revenue share and minimum guarantee provisions of StreamNow's agreements with Brindoval, BrightLoop, Velvet Stream, and Pacific Lantern, to the extent attributable to bundles containing Aurelius content).

• Total attributable revenue: $38.6 million.

• Lost licensing revenue to Aurelius: $14.2 million (based on the fair market value of the licensing rights for the 217 titles in the affected territories, as estimated by Aurelius's internal licensing team and subject to verification by an independent damages expert).

All of these damages are recoverable in full under either accrual theory, given the timeliness of Aurelius's claims as demonstrated above.

VI. ANALYSIS OF POTENTIAL LACHES DEFENSE

A. Laches After *Petrella*

StreamNow may attempt to assert the equitable defense of laches in response to Aurelius's claims. However, the Supreme Court's decision in Petrella severely constrains the availability of this defense in the copyright context.

As discussed above, Petrella held that laches cannot be invoked to preclude a damages claim brought within the applicable statute of limitations. 572 U.S. at 686. The Court explained that when Congress enacts a statute of limitations, it makes a judgment about the appropriate period for filing claims, and the equitable defense of laches should not be used to supplant that legislative judgment. Id. at 677–78. Because Congress prescribed a three-year limitations period in § 507(b), a defendant cannot use laches to bar a damages claim that is filed within that period.

All of Aurelius's claims will be filed within the three-year limitations period under both the injury rule and the discovery rule. Consequently, laches cannot bar Aurelius's damages claims as a matter of law under Petrella.

Petrella left open the possibility that laches might, in "extraordinary circumstances," limit equitable relief — such as a permanent injunction — even when the damages claim is timely. Id. at 685. However, the Court provided no guidance on what would constitute "extraordinary circumstances" sufficient to invoke laches against equitable relief, and subsequent case law has applied this exception sparingly. In any event, as discussed in Section VI.B below, the facts of this case do not support a finding of laches even under the more flexible standard applicable to equitable relief.

B. Even If Laches Were Available, It Would Not Apply Here

Even if Petrella did not foreclose the laches defense, StreamNow would be unable to establish the two required elements: (1) unreasonable delay in asserting a claim, and (2) prejudice to the defendant resulting from the delay.

No Unreasonable Delay. Aurelius discovered the infringement on October 15, 2025. The timeline of Aurelius's response — documented in detail in Section II.B above — demonstrates prompt and diligent action at every stage:

• Within one week of discovery (October 22, 2025), the matter was escalated to the General Counsel and a formal internal investigation commenced.

• Within three weeks (November 3, 2025), Aurelius's SVP of Content Licensing contacted StreamNow to inquire about the basis for its distribution of Aurelius content.

• Within five weeks (November 18, 2025), UK counsel was engaged.

• Within approximately twelve weeks (January 8, 2026), Aurelius contacted U.S. litigation counsel.

• Within approximately seventeen weeks (February 12, 2026), the U.S. litigation engagement was formally opened.

• The demand letter is targeted for approximately five months after discovery (March 2026).

• The contingent filing date is approximately eight months after discovery (June 2026).

An eight-month period from discovery to filing — encompassing internal investigation, engagement of UK and U.S. counsel, preliminary legal analysis, and pre-suit demand and negotiation — is well within the bounds of reasonableness for a complex, multi-title, multi-defendant, multi-jurisdiction copyright dispute involving 217 audiovisual works and multiple downstream sublicensees. Courts have consistently found far longer delays to be reasonable. See, e.g., Danjaq LLC v. Sony Corp., 263 F.3d 942, 955 (9th Cir. 2001) (finding that a six-year delay did not constitute unreasonable delay where the plaintiff had legitimate reasons for the delay); cf. Petrella, 572 U.S. at 686 (noting that even an eighteen-year delay did not bar a timely damages claim).

No Prejudice to StreamNow. StreamNow cannot credibly claim that it has been prejudiced by any purported delay on Aurelius's part. StreamNow was put on notice of at least a potential issue as early as the informal inquiry from Raj Anantharam, to which Sandra Yee responded on November 3, 2025. At that point, StreamNow was aware that Aurelius was questioning the basis for StreamNow's distribution of Aurelius content. StreamNow could have ceased the infringement at any time by removing Aurelius titles from its platform and instructing its FAST channel sublicensees to do the same. Instead, StreamNow continued to stream Aurelius content uninterrupted.

Moreover, the doctrine of laches is founded on the principle that a defendant has changed its position in reliance on the plaintiff's delay. Here, StreamNow began infringing Aurelius's copyrights in April 2024 — eighteen months before Aurelius discovered the infringement. StreamNow's investment in the infringing activity predated any arguable "delay" by Aurelius and was not made in reliance on Aurelius's silence. StreamNow cannot claim that it would not have made the same investments if Aurelius had acted sooner, because Aurelius was unaware of the infringement during the period in which StreamNow was making those investments.

StreamNow's Own Conduct Undermines Laches. Finally, StreamNow's continued streaming of Aurelius content after the November 2025 exchange with Raj Anantharam — when StreamNow was aware that Aurelius was questioning its rights — suggests a deliberate disregard for Aurelius's intellectual property rights rather than detrimental reliance on any delay by Aurelius. A defendant's knowing continuation of infringing conduct after being put on notice weighs heavily against a finding of laches. See Elvis Presley Enters., Inc. v. Elvisly Yours, Inc., 936 F.2d 889, 894 (6th Cir. 1991) (defendant's knowing infringement undermined laches defense).

In sum, laches is both legally unavailable under Petrella (as to damages) and factually unsupported (as to any form of relief).

VII. EQUITABLE TOLLING CONSIDERATIONS

A. Doctrine Overview

Equitable tolling is a judicially created doctrine that permits a court to extend the applicable statute of limitations beyond its nominal expiration date where fairness requires. The doctrine is typically invoked in two categories of cases: (1) where the plaintiff has been prevented from filing suit by extraordinary circumstances beyond its control, such as the defendant's active concealment of the facts giving rise to the claim, and (2) where the plaintiff has diligently pursued its rights but has been misled or otherwise prevented from timely asserting its claims.

In the copyright context, equitable tolling may be available where the defendant has engaged in fraudulent concealment of the infringement, thereby preventing the plaintiff from discovering the infringing activity within the normal limitations period. See Cada v. Baxter Healthcare Corp., 920 F.2d 446, 450–51 (7th Cir. 1990) (discussing equitable tolling based on fraudulent concealment); Starz Ent., LLC v. Doe, No. 2:22-cv-05814 (C.D. Cal. 2022) (applying tolling principles in digital piracy context). To invoke equitable tolling on this basis, the plaintiff must typically demonstrate: (i) that the defendant took affirmative steps to conceal the infringement; (ii) that the plaintiff could not have discovered the infringement through the exercise of reasonable diligence despite the concealment; and (iii) that the plaintiff acted promptly upon learning of the infringement.

Equitable tolling is not currently necessary for Aurelius's claims. As demonstrated in Sections III through V above, all of Aurelius's claims are timely under both accrual theories without any need for tolling. However, the doctrine is worth noting as a backup argument in the event that any unforeseen development — such as a change in the law regarding the applicable accrual rule or a dispute over the date of discovery — were to raise a timeliness question.

B. Potential Fraudulent Concealment by MDD/Ogilvie

If Aurelius were to need an equitable tolling argument, there is a strong factual foundation for a claim of fraudulent concealment by MDD and Franklin Ogilvie.

Franklin Ogilvie, through MDD, purported to hold distribution rights to Aurelius content by entering into the MDD Agreement with StreamNow on March 15, 2024. This agreement created a veneer of legitimacy that effectively shielded the infringement from discovery. StreamNow, relying on the MDD Agreement, did not seek to verify MDD's authority directly with Aurelius — and indeed, when Aurelius's SVP of Content Licensing inquired about the basis for StreamNow's distribution in November 2025, Sandra Yee pointed to the MDD Agreement as the source of authority. The existence of this facially legitimate (but in fact unauthorized) agreement was a key reason the infringement was not detected sooner.

Ogilvie's role in concealing the infringement is further underscored by his familiarity with Aurelius's content management systems and internal processes from his 2017–2021 employment at Aurelius Media Americas, Inc. Ogilvie held the position of licensing manager and had access to detailed information about Aurelius's content catalog, distribution relationships, and rights management workflows. His employment was terminated following an internal investigation that uncovered unauthorized access to these systems. The explicit prohibition in Ogilvie's separation agreement (June 30, 2021) on the use of any Aurelius intellectual property — including audiovisual works, trademarks, trade secrets, and proprietary data — demonstrates Aurelius's awareness of the risk Ogilvie posed and its efforts to mitigate that risk through contractual restrictions.

Despite these restrictions, Ogilvie formed MDD approximately ten weeks after his separation from Aurelius and eventually entered into the MDD Agreement with StreamNow, purporting to license Aurelius content that he had no right to distribute. This sequence of events — the unauthorized access, the termination, the separation agreement, the formation of MDD, and the execution of the MDD Agreement — strongly suggests a deliberate and premeditated scheme to exploit Aurelius's intellectual property through fraudulent means.

If needed, Aurelius could argue that Ogilvie's fraudulent conduct tolled the statute of limitations from the date of the first infringing act (April 1, 2024) until the date of discovery (October 15, 2025), or beyond. However, as noted above, this argument is not necessary given the current timing of the claims, and we raise it here only to ensure completeness of the analysis and to preserve the argument for use if circumstances change.

VIII. IMPACT OF COPYRIGHT REGISTRATION STATUS ON LIMITATIONS ANALYSIS

The copyright registration status of the 217 infringed titles affects the range of remedies available to Aurelius but does not affect the statute of limitations analysis.

Of the 217 Aurelius-owned audiovisual works at issue, 189 titles have timely U.S. copyright registrations — meaning they were registered with the U.S. Copyright Office either within three months of first publication or before the commencement of infringement (i.e., before April 1, 2024). Under 17 U.S.C. § 412, these 189 titles are eligible for:

• Statutory damages under 17 U.S.C. § 504(c), which may range from $750 to $30,000 per work infringed (or up to $150,000 per work in cases of willful infringement); and

• Attorneys' fees under 17 U.S.C. § 505, which are awarded at the court's discretion.

The remaining 28 titles have late registrations, meaning they were registered between May 2024 and October 2025, after the commencement of the infringement. These 28 titles are not eligible for statutory damages or attorneys' fees under § 412, but they remain fully eligible for:

• Actual damages suffered by Aurelius as a result of the infringement, under 17 U.S.C. § 504(a); and

• Profits of the infringer attributable to the infringement, to the extent not already accounted for in the actual damages calculation, under 17 U.S.C. § 504(b).

Importantly, registration status does not affect the statute of limitations analysis. Section 507(b) establishes a three-year limitations period for all civil copyright actions without regard to the date of registration. While 17 U.S.C. § 411(a) requires that a copyright be registered (or that the Copyright Office has refused registration) as a prerequisite to filing suit for infringement, this is a jurisdictional prerequisite, not a limitations requirement. All 217 titles are now registered with the U.S. Copyright Office, and Aurelius may proceed with claims as to all of them.

The registration status of all 217 titles was confirmed by Marissa Chung, Director of Copyright Research at Lexington IP Services, Inc., through a comprehensive search of U.S. Copyright Office records completed on January 22, 2026. Ms. Chung's report, which has been provided to the team, identifies each title by registration number, registration date, and publication date, and classifies each title as "timely registered" or "late registered" for purposes of § 412 eligibility.

A detailed breakdown of registration status by title will be included in the complaint's exhibit list and in the damages expert's report. For purposes of this memorandum, the key takeaway is that the registration status of the 217 titles creates a two-tier remedies structure (statutory damages for 189 titles; actual damages and profits for 28 titles) but has no impact on the timeliness of any claim.

IX. CLAIMS AGAINST CO-DEFENDANTS: MDD AND OGILVIE

A. Contributory Infringement and Inducement Claims

In addition to the direct infringement claims against StreamNow, Aurelius intends to assert claims for contributory copyright infringement and inducement of infringement against Meridian Digital Distributors, LLC (California Secretary of State File No. 202115729430) and its principal, Franklin Ogilvie. These claims are subject to the same three-year statute of limitations under 17 U.S.C. § 507(b) and the same accrual framework as the direct infringement claims against StreamNow.

MDD's role in the infringement is that of a facilitator: MDD entered into the purported Content Distribution Agreement with StreamNow on or about March 15, 2024, pursuant to which StreamNow obtained and exercised what it believed to be distribution rights to Aurelius's content. MDD had no authority to grant these rights. By executing the MDD Agreement and providing StreamNow with access to Aurelius's content (or the information necessary to obtain and ingest it), MDD materially contributed to StreamNow's infringement with knowledge of (or willful blindness to) the infringing nature of the activity. See Metro-Goldwyn-Mayer Studios Inc. v. Grokster, Ltd., 545 U.S. 913, 930 (2005) (contributory infringement requires knowledge of and material contribution to the infringement); A&M Records, Inc. v. Napster, Inc., 239 F.3d 1004, 1019 (9th Cir. 2001) (same).

Ogilvie, as the sole manager and controlling principal of MDD, is personally liable for contributory infringement and inducement. His personal knowledge that MDD had no authority to license Aurelius content — established by the terms of his separation agreement and the circumstances of his termination — supports a finding of both knowledge and intent to induce the infringement. See Grokster, 545 U.S. at 936–37 (inducement liability requires purposeful, culpable expression and conduct aimed at promoting infringement).

Under either accrual theory, these contributory infringement and inducement claims are timely:

• Injury rule: The earliest contributory act — the execution of the MDD Agreement on March 15, 2024 — yields a three-year deadline of March 15, 2027. The resulting infringement commenced approximately April 1, 2024, yielding a deadline of approximately April 1, 2027 for the earliest direct infringement acts facilitated by MDD. All dates are well after the anticipated June 2026 filing.

• discovery rule: Aurelius's discovery of MDD's role occurred on November 3, 2025, when Sandra Yee disclosed the existence of the MDD sublicense. Accrual under the discovery rule would thus be no earlier than November 3, 2025, yielding a three-year deadline of November 3, 2028 — more than two years after the anticipated filing.

B. Supplemental State Law Claims

In addition to the federal copyright claims, Aurelius intends to assert several supplemental state law claims, each of which is subject to its own limitations period under California law. The timeliness analysis for each is as follows:

1. Breach of Separation Agreement (against Ogilvie)

Ogilvie's separation agreement, dated June 30, 2021, is a written contract governed by California law. Claims for breach of a written contract are subject to California's four-year statute of limitations under California Code of Civil Procedure § 337. The breach at issue is continuing in nature, as Ogilvie's ongoing use of Aurelius intellectual property through MDD constitutes a continuous violation of the separation agreement's prohibitions. To the extent a discrete breach occurred when the MDD–StreamNow Agreement was executed on March 15, 2024, the four-year limitations deadline runs to March 15, 2028. The anticipated June 2026 filing is well within this window, with a margin of approximately twenty-one months.

2. Fraud (against Ogilvie)

Aurelius may assert a claim for fraud against Ogilvie based on his fraudulent representation to StreamNow (and, by extension, to the market) that MDD held valid distribution rights to Aurelius content. Fraud claims in California are subject to a three-year statute of limitations under California Code of Civil Procedure § 338(d), which provides that the limitations period commences "upon the discovery, by the aggrieved party, of the facts constituting the fraud or mistake." Aurelius discovered the facts supporting fraud no earlier than October 15, 2025 (the date of Kowalski's initial discovery of the infringement). The three-year deadline under § 338(d) is therefore October 15, 2028. The anticipated filing is timely, with a margin of approximately twenty-eight months.

3. Unfair Competition under Cal. Bus. & Prof. Code § 17200 (against StreamNow)

Aurelius may assert a claim under California's Unfair Competition Law, Business and Professions Code § 17200, against StreamNow for engaging in unlawful, unfair, or fraudulent business acts or practices — specifically, the unauthorized distribution of Aurelius content for commercial gain. Claims under § 17200 are subject to a four-year statute of limitations under Business and Professions Code § 17208. The earliest accrual date is April 1, 2024 (the commencement of the infringing distribution). The four-year deadline is April 1, 2028. The anticipated filing is timely, with a margin of approximately twenty-two months.

4. Tortious Interference with Prospective Economic Advantage (against StreamNow and/or MDD/Ogilvie)

Aurelius may assert a claim for tortious interference with prospective economic advantage, based on StreamNow's (and MDD's/Ogilvie's) interference with Aurelius's ability to license its content to competing streaming platforms and distributors. This claim is subject to California's two-year statute of limitations for injury to personal property under California Code of Civil Procedure § 339. Under the discovery rule, which applies to tort claims in California, the limitations period commences when the plaintiff discovers or should have discovered the facts giving rise to the claim. Aurelius discovered the interference no earlier than October 15, 2025. The two-year deadline is therefore October 15, 2027. The anticipated June 2026 filing is timely, with a margin of approximately sixteen months.

The following table summarizes the timeliness of all supplemental state law claims:

All supplemental state law claims are timely under their respective statutes of limitations. However, it bears noting that the tortious interference claim has the narrowest margin (approximately sixteen months), and if the filing were delayed significantly beyond June 2026, this claim could come under time pressure. We recommend monitoring this deadline in the event that settlement negotiations extend the anticipated filing timeline.

X. RECOMMENDATIONS AND STRATEGIC CONSIDERATIONS

Based on the foregoing analysis, I offer the following recommendations for the team's consideration.

A. File Promptly if Settlement Fails

While all claims are comfortably within their respective limitations periods, prompt filing maximizes the recoverable damages window and eliminates any potential argument — however weak — that Aurelius delayed in asserting its rights. The target June 2026 filing date provides ample margin under all theories, including the most restrictive (the injury rule for the earliest direct infringement claims, yielding an April 2027 deadline). Nonetheless, unnecessary delay should be avoided for several reasons:

• Each additional day of delay narrows the margin between the filing date and the earliest limitations deadline (April 1, 2027, under the injury rule).

• Prompt filing strengthens Aurelius's position on any equitable defense, including laches and unclean hands.

• Filing suit triggers the possibility of preliminary injunctive relief, which could stem ongoing infringement and preserve the value of the content at issue.

• The tortious interference claim, with its two-year limitations period, has the shortest margin and could become time-barred if filing is significantly delayed beyond June 2026.

We recommend adhering to the March 2026 demand / June 2026 filing timeline unless settlement discussions produce a concrete resolution or are actively progressing toward one.

B. Preserve the discovery Rule Advantage

In the event the Supreme Court addresses the discovery-rule-versus-injury-rule question in a future case during the pendency of this litigation, the Ninth Circuit's current application of the discovery rule provides Aurelius with the most favorable accrual date: October 15, 2025, yielding a limitations deadline of October 15, 2028. This gives Aurelius approximately twenty-eight months of margin beyond the anticipated filing date.

Even without the discovery rule, the injury rule yields a comfortable timeline, as demonstrated above. However, the discovery rule provides additional benefits: under Warner Chappell, it eliminates any argument that damages should be limited to a three-year look-back from the filing date, and it insulates Aurelius against any contention that certain earlier acts of infringement fell outside the limitations window.

To preserve the discovery rule advantage, we should be prepared to brief the accrual question if raised by the defendants, with particular emphasis on the Ninth Circuit's well-established precedent applying the discovery rule and the Supreme Court's express reservation of the question in Warner Chappell.

C. Document the discovery Timeline

I recommend that Aurelius take immediate steps to preserve and organize all documentation establishing Lena Kowalski's October 15, 2025 discovery as the first instance of actual or constructive knowledge of the infringement. This documentation will serve two purposes: (1) it will support a discovery-rule accrual argument, and (2) it will defeat any contention by the defendants that Aurelius had earlier knowledge of the infringement.

Relevant documentation includes, but is not limited to:

• Ms. Kowalski's i

MEMORANDUM
PRIVILEGED AND CONFIDENTIAL ATTORNEY-CLIENT PRIVILEGE / ATTORNEY WORK PRODUCT
TO: Marcus Delgado, Partner; Wendy Schultz, Senior Associate
FROM: Omar Siddiqui, Associate
DATE: February 26, 2026
RE: Statute of Limitations Analysis — 17 U.S.C. § 507(b); Aurelius Global Media Group PLC v. StreamNow Holdings, Inc. et al.
MATTER NO.: 1017-00003
CLIENT: Aurelius Global Media Group PLC
This memorandum is a privileged and confidential communication prepared at the direction of counsel and is protected by the attorney-client privilege and the work product doctrine. It is intended solely for the use of the individuals to whom it is addressed. Any dissemination, distribution, or copying of this memorandum, or the information contained herein, by or to anyone other than the named recipients is strictly prohibited.
I. EXECUTIVE SUMMARY
You have asked me to analyze whether Aurelius Global Media Group PLC's ("Aurelius") anticipated copyright infringement claims against StreamNow Holdings, Inc. ("StreamNow"), Meridian Digital Distributors, LLC ("MDD"), and Franklin Ogilvie ("Ogilvie") are timely under the three-year statute of limitations set forth in 17 U.S.C. § 507(b). This memorandum addresses that question comprehensively, examining the applicable statutory framework, the competing accrual theories that govern the commencement of the limitations period, the separate-accrual rule for continuing infringement, the potential for a laches defense, equitable tolling considerations, the impact of copyright registration status, and the timeliness of supplemental state law claims against the co-defendants.
Principal Conclusion: All copyright infringement claims — direct, contributory, and inducement — are timely under 17 U.S.C. § 507(b) regardless of whether the injury rule or the discovery rule governs accrual. The infringement period commenced on or about April 1, 2024, and was first discovered by Aurelius on October 15, 2025. Even under the most restrictive accrual theory (the injury rule, under which accrual occurs at the time of the infringing act), the earliest-accruing claims would not be time-barred until approximately April 1, 2027 — well after the anticipated filing date of June 2026 (contingent on the outcome of settlement discussions) or earlier. Under the discovery rule, which the Ninth Circuit applies and which yields the most favorable accrual framework for Aurelius, the limitations deadline extends to approximately October 15, 2028.
Secondary Conclusion: Laches is unlikely to bar Aurelius's claims given the prompt action taken following discovery. Only approximately five months will have elapsed between discovery (October 15, 2025) and the anticipated formal demand (March 2026), and approximately eight months between discovery and the contingent filing date (June 2026). Under the Supreme Court's holding in Petrella v. Metro-Goldwyn-Mayer, Inc., 572 U.S. 663 (2014), laches cannot bar a damages claim brought within the three-year limitations period in any event.
This analysis takes into account the recent evolution in accrual doctrine following the Supreme Court's landmark decisions in Petrella v. Metro-Goldwyn-Mayer, Inc., 572 U.S. 663 (2014), and Warner Chappell Music, Inc. v. Nealy, 601 U.S. 327 (2024). As discussed in greater detail below, these cases have clarified the relationship between the statute of limitations and the scope of recoverable damages, while leaving open the fundamental question of which accrual rule — injury or discovery — applies under § 507(b). Fortunately, Aurelius's claims are timely under either framework, and the full scope of damages attributable to the 22-month (and continuing) infringement period is recoverable.
II. FACTUAL BACKGROUND RELEVANT TO LIMITATIONS ANALYSIS
The following factual background is drawn from documents and information provided by Aurelius during the initial consultation and engagement process, including materials forwarded by Bexley Marsh Solicitors LLP (UK counsel), internal Aurelius records, and preliminary research conducted by this office. This section is limited to facts bearing on the statute of limitations analysis; a more comprehensive factual statement will be prepared for the complaint and any preliminary injunction briefing.
A. The Infringement Period
The infringement at issue spans a period of approximately twenty-two months, commencing on or about April 1, 2024, and continuing through at least January 31, 2026. Based on monitoring data obtained by CipherTrace Analytics, LLC, the infringement appears to be ongoing as of the date of this memorandum.
Beginning on or about April 1, 2024, StreamNow ingested 217 Aurelius-owned audiovisual works into its streaming platform. The affected catalog comprises 142 feature films and 75 television series encompassing a total of 1,038 individual episodes. StreamNow made this content available for streaming to subscribers and advertising-supported free viewers in the United States, Canada, Australia, and eleven additional territories spanning Europe and Southeast Asia.
StreamNow purports to have obtained distribution rights to this content pursuant to a Content Distribution Agreement (the "MDD Agreement") with Meridian Digital Distributors, LLC, which was allegedly executed on March 15, 2024 — approximately two weeks before the content first appeared on the StreamNow platform. As discussed below, MDD had no authority to grant any such rights, and Aurelius never authorized MDD, StreamNow, or any other party to distribute the works at issue through the StreamNow platform.
In addition to its own direct-to-consumer streaming operations, StreamNow sublicensed bundles of content that included Aurelius titles to at least four "Free Ad-Supported Television" (FAST) channel operators:
1. Brindoval Channel Networks, Inc. — Dallas, Texas
2. BrightLoop Media, LLC — Miami, Florida
3. Velvet Stream Partners, LP — Toronto, Ontario, Canada
4. Pacific Lantern Digital Pty Ltd — Sydney, New South Wales, Australia
Each of these sublicensing arrangements constitutes a separate and distinct act of distribution and, upon the downstream transmission of Aurelius content to end users, additional acts of reproduction and public performance. The sublicensing arrangements are ongoing and have generated substantial revenue for StreamNow, as detailed in Section V.B below.
Among the most commercially significant Aurelius works that were infringed are the following key franchises:
• The "Meridian" franchise: a series of six feature films with a combined global theatrical box office of approximately $1.43 billion, together with associated ancillary revenue streams from home video, merchandising, and prior legitimate licensing arrangements.
• The "Iron Compass" series: a critically acclaimed television series spanning four seasons and forty-eight episodes, which has been one of Aurelius's highest-performing television properties in the streaming marketplace.
• The "Thornfield" period drama catalog: a collection of twelve feature-length and limited-series period dramas that have collectively received seven British Academy of Film and Television Arts (BAFTA) awards, and which represent a core component of Aurelius's prestige content library.
The unauthorized availability of these properties on the StreamNow platform has directly undermined Aurelius's ability to license the same content to competing platforms on commercially favorable terms. The full extent of lost licensing revenue and market dilution is the subject of ongoing analysis by Aurelius's damages experts, but preliminary estimates indicate attributable revenue of $38.6 million and lost licensing revenue of $14.2 million.
B. Discovery of the Infringement
The following timeline documents Aurelius's discovery of the infringement and the steps taken to investigate and retain counsel. This chronology is critical to the limitations analysis because it establishes the earliest possible date on which Aurelius had actual knowledge of the infringement — a date that governs accrual under the discovery rule.
• October 15, 2025: Lena Kowalski, Aurelius's Head of Digital Rights Enforcement, first identified Aurelius titles streaming on the StreamNow platform during a routine audit of digital distribution channels. Ms. Kowalski recognized several titles from the "Meridian" franchise and the "Thornfield" catalog appearing in StreamNow's content library. She immediately flagged the titles in Aurelius's internal rights management system and began a preliminary review to confirm that no license had been granted to StreamNow.
• October 22, 2025: After completing her preliminary review and confirming the absence of any license to StreamNow in Aurelius's records, Ms. Kowalski escalated the matter to Fiona Hartwell, Aurelius's General Counsel. Ms. Hartwell authorized a comprehensive internal investigation into the scope of the unauthorized distribution and directed the formation of an internal response team.
• November 3, 2025: Raj Anantharam, Aurelius's Senior Vice President of Content Licensing & Distribution, contacted StreamNow to inquire about the basis for StreamNow's distribution of Aurelius titles. Sandra Yee, StreamNow's Vice President of Content Acquisition, responded the same day, asserting that StreamNow had obtained distribution rights through a sublicense from MDD. Ms. Yee referenced the MDD Agreement but declined to provide a copy, citing confidentiality provisions.
• November 18, 2025: Aurelius engaged Bexley Marsh Solicitors LLP, a London-based law firm with expertise in media and entertainment law, to conduct a preliminary legal assessment of the infringement and its cross-border implications, given that the infringement extended to territories including the United Kingdom, the European Union, and the Asia-Pacific region.
• December 5, 2025: Bexley Marsh its preliminary assessment and recommended that Aurelius promptly engage U.S. litigation counsel to pursue federal copyright claims in the United States, which represents the largest market for the infringing distribution and the jurisdiction in which StreamNow is headquartered.
• January 8, 2026: Aurelius contacted Calderwood & Harkness LLP regarding potential U.S. representation.
• January 15, 2026: An initial consultation took place between Marcus Delgado (Partner, Calderwood & Harkness LLP) and Fiona Hartwell (General Counsel, Aurelius). During this meeting, Ms. Hartwell provided an overview of the infringement and shared materials gathered during the internal investigation.
• February 12, 2026: Calderwood & Harkness LLP formally opened the engagement under Matter No. 1017-00003.
The timeline reflects a diligent and methodical response by Aurelius following discovery of the infringement. At each stage, Aurelius acted within a reasonable timeframe, progressing from initial identification through internal escalation, investigation, engagement of UK counsel, preliminary legal assessment, and engagement of U.S. litigation counsel. The approximately four-month period between discovery (October 15, 2025) and the opening of the U.S. litigation engagement (February 12, 2026) is well within the bounds of reasonableness for a matter of this complexity and scale.
C. Aurelius's Lack of Prior Knowledge
A key element of the limitations analysis under the discovery rule is the question of when the plaintiff knew or should have known of the infringement. The record supports a finding that Aurelius had no actual or constructive knowledge of the infringement prior to Lena Kowalski's discovery on October 15, 2025.
Aurelius never executed a license agreement with StreamNow Holdings, Inc., nor did it authorize any intermediary, agent, or sublicensor to grant distribution rights to StreamNow for any Aurelius-owned content. Aurelius's content licensing records — maintained in its proprietary ContentTrack system — contain no reference to StreamNow, and no Aurelius employee or officer (other than the now-separated Franklin Ogilvie) had any professional or personal relationship with StreamNow or its principals.
MDD's principal, Franklin Ogilvie, was a former mid-level licensing manager at Aurelius Media Americas, Inc. (the U.S. operating subsidiary of Aurelius), where he was employed from approximately 2017 until June 30, 2021. Ogilvie's employment was terminated following an internal investigation that uncovered unauthorized access to Aurelius's content management systems and certain irregularities in his handling of licensing documentation. In connection with his departure, Ogilvie executed a separation agreement dated June 30, 2021, which included, among other provisions: (i) a two-year non-compete covenant covering the digital media distribution industry; (ii) a non-solicitation clause with respect to Aurelius clients and business partners; and (iii) an explicit prohibition on the use, reproduction, or distribution of any Aurelius intellectual property, including but not limited to audiovisual works, trademarks, trade secrets, and proprietary data. The separation agreement is governed by California law and contains a four-year statute of limitations for breach claims.
There is no evidence in the record suggesting that Ogilvie disclosed his formation of MDD or his plans to distribute Aurelius content to any person at Aurelius. MDD was formed as a California limited liability company on or about September 12, 2021 (California Secretary of State File No. 202115729430), approximately ten weeks after Ogilvie's separation from Aurelius. The timing and circumstances of MDD's formation, considered in conjunction with Ogilvie's demonstrated familiarity with Aurelius's content catalog and distribution infrastructure, strongly suggest a premeditated scheme to exploit Aurelius's intellectual property without authorization.
StreamNow is a privately held company, with approximately 62% of its fully diluted equity owned by Pinnacle Ventures Fund III, LP, a venture capital fund based in San Francisco, California. StreamNow does not publicly itemize its content catalog in any manner that would be reasonably discoverable through ordinary monitoring. The platform does not publish a master list of available titles, and its content is accessible only to registered users. While Aurelius maintains a robust digital rights enforcement program under Ms. Kowalski's leadership, the program necessarily prioritizes monitoring of the larger, publicly traded streaming platforms (e.g., Northgate Partners LLC, Dunmore Enterprises, Disney+, Tidewater Industries TV+, Fenmore Holdings) and known piracy vectors. StreamNow's relatively low public profile and the absence of any prior relationship between Aurelius and StreamNow explain why the infringement was not detected sooner.
In sum, there is no evidence that Aurelius had actual or constructive knowledge of the infringement prior to October 15, 2025. This conclusion is supported by the absence of any license to StreamNow in Aurelius's records, the deliberately concealed nature of Ogilvie's scheme, and the practical limitations inherent in monitoring a vast digital distribution landscape.
D. Anticipated Litigation Timeline
Based on discussions with the client and the current posture of the matter, the anticipated timeline for pre-litigation and litigation activity is as follows:
• March 2026 (target): Formal cease-and-desist and demand letter served on StreamNow Holdings, Inc., with copies to MDD and Ogilvie.
• April–May 2026 (target): Settlement negotiation window. Aurelius intends to provide StreamNow with a thirty-day period following the demand letter to respond and engage in good-faith settlement discussions.
• June 2026 (contingent): If settlement is not reached within the negotiation window, Aurelius intends to file a complaint in the United States District Court for the Central District of California. The complaint will assert claims for direct copyright infringement (against StreamNow), contributory copyright infringement and inducement of infringement (against MDD and Ogilvie), and supplemental state law claims as discussed in Section IX below.
This timeline provides ample margin under all applicable statutes of limitations, as demonstrated in the analysis that follows.
III. STATUTORY FRAMEWORK — 17 U.S.C. § 507(b)
A. Text of the Statute
The Copyright Act provides a single, uniform statute of limitations for civil copyright infringement actions. Section 507(b) of Title 17 of the United States Code states:
"No civil action shall be maintained under the provisions of this title unless it is commenced within three years after the claim accrued."
17 U.S.C. § 507(b). This provision applies to all civil actions brought under the Copyright Act, including claims for direct infringement, contributory infringement, inducement of infringement, and vicarious liability. The statute establishes a three-year limitations period but does not, by its terms, specify when a claim "accrues" — a question that has generated extensive judicial commentary and remains the subject of ongoing doctrinal development, as discussed in Section IV below.
B. Nature of the Limitations Period
Several important features of the § 507(b) limitations period bear on the present analysis.
First, the three-year period is a statute of limitations, not a statute of repose. This distinction is significant because a statute of limitations is subject to equitable modification — including equitable tolling, equitable estoppel, and fraudulent concealment — whereas a statute of repose typically is not. See CTS Corp. v. Waldburger, 573 U.S. 1, 8–9 (2014) (distinguishing statutes of limitations from statutes of repose). As discussed in Section VII below, while equitable tolling is not necessary for Aurelius's claims, the availability of equitable modification provides an additional layer of protection should any unforeseen limitations issue arise.
Second, the Copyright Act's limitations period is governed by the separate-accrual rule. Under this rule, each act of infringement gives rise to a separate claim with its own three-year limitations clock. Petrella v. Metro-Goldwyn-Mayer, Inc., 572 U.S. 663, 671 (2014). Thus, where a defendant commits multiple acts of infringement over an extended period — as is the case here — the plaintiff is not required to sue within three years of the first infringing act in order to recover for all subsequent acts. Rather, each infringing act triggers its own three-year period, and the plaintiff may recover damages for all acts occurring within three years of the date the complaint is filed (or, under the discovery rule, within three years of the date the plaintiff discovered or should have discovered each act).
Third, the concept of continuing infringement is particularly relevant in the digital streaming context. Where infringement is ongoing — as where a defendant continues to reproduce, distribute, and publicly perform copyrighted works on a daily basis through a streaming platform — a new claim accrues with each new infringing act. This includes each day of unauthorized streaming, each new sublicensing arrangement, each new reproduction of a copyrighted work in the defendant's servers, and each new public performance transmitted to an end user. The continuing nature of the infringement at issue here ensures that even the most recently accruing claims will be well within the limitations period at the time of filing.
IV. ACCRUAL THEORIES: DISCOVERY RULE VS. INJURY RULE
The central interpretive question under § 507(b) is when a claim "accrues" for purposes of the three-year limitations period. Two competing theories have been advanced in the courts: the injury rule and the discovery rule. As discussed below, the choice between these theories does not affect the outcome in this case — Aurelius's claims are timely under either approach — but the distinction has important implications for the scope of recoverable damages and merits careful analysis.
A. The Injury Rule (Traditional Approach)
Under the injury rule, a claim accrues when the infringement occurs — that is, when the infringing act is committed — regardless of when the plaintiff discovers or reasonably should have discovered the infringement. This is the traditional common-law approach to accrual and reflects the general rule that a limitations period begins to run when the plaintiff suffers a legally cognizable injury.
Proponents of the injury rule argue that it provides certainty and predictability, ensures that claims are litigated while evidence is fresh, and reflects the plain statutory text, which refers to when the claim "accrued" without any reference to discovery. The injury rule has been adopted in some form by the Second Circuit, see, e.g., Sohm v. Scholastic Inc., 959 F.3d 39, 50–51 (2d Cir. 2020), though the precise contours of its application vary by jurisdiction.
Under the injury rule, the earliest claims in this case would accrue on or about April 1, 2024 — the date on which StreamNow first made Aurelius content available for streaming. The three-year limitations deadline for these earliest claims would therefore be approximately April 1, 2027. Because the anticipated filing date is June 2026, even the earliest-accruing claims are comfortably within the limitations period under this theory, with a margin of approximately ten months.
B. The discovery Rule
Under the discovery rule, a claim accrues when the plaintiff discovers, or through the exercise of reasonable diligence should have discovered, the infringement. The discovery rule is premised on the equitable principle that a plaintiff should not be penalized for failing to discover an infringement that was not reasonably discoverable, and that a limitations period should not begin to run before the plaintiff has a meaningful opportunity to assert its rights.
The discovery rule has been adopted by most federal circuits that have addressed the question, and it has been applied in copyright cases for decades. Critically for the present analysis, the Ninth Circuit — the circuit encompassing the Central District of California, the proposed forum for this litigation — has historically applied the discovery rule to copyright claims under § 507(b). See Zuill v. Shanahan, 80 F.3d 1366, 1370 (9th Cir. 1996) (applying the discovery rule and holding that a copyright claim accrues "when one has knowledge of a violation or is chargeable with such knowledge"); Roley v. New World Pictures, Inc., 19 F.3d 479, 481 (9th Cir. 1994) (same); see also Nine Inch Nails v. E-I-E-I-O LLC, No. 2:24-cv-03812 (C.D. Cal. 2024) (applying discovery rule in digital distribution context).
Under the discovery rule, Aurelius's claims would accrue no earlier than October 15, 2025 — the date on which Lena Kowalski first discovered Aurelius titles streaming on the StreamNow platform. As discussed in Section II.C above, there is no evidence that Aurelius had actual or constructive knowledge of the infringement before that date. The three-year limitations deadline under the discovery rule would therefore be approximately October 15, 2028 — more than two years after the anticipated filing date. Under this theory, the margin of safety is substantial.
It is worth noting that under the discovery rule, the accrual date is determined by reference to the plaintiff's knowledge of the fact of infringement, not the full extent of the infringement or the identity of all infringers. Once a plaintiff knows or should know that its copyrights are being infringed, the discovery rule begins to run even if the plaintiff has not yet determined the precise scope of the infringement or the precise identity of all responsible parties. See Lukens v. Freund, 27 F. App'x 599, 601 (9th Cir. 2001). This is not a concern here, as Aurelius acted promptly upon learning of the infringement and investigated the scope and responsible parties within a reasonable timeframe.
C. Supreme Court Guidance — *Petrella v. Metro-Goldwyn-Mayer, Inc.*, 572 U.S. 663 (2014)
The Supreme Court's 2014 decision in Petrella v. Metro-Goldwyn-Mayer, Inc. is a landmark ruling that addressed the intersection of the statute of limitations and the equitable defense of laches in copyright infringement cases. While Petrella did not definitively resolve the discovery-rule-versus-injury-rule debate, it provides important guidance on the operation of the § 507(b) limitations period and has direct implications for Aurelius's case.
In Petrella, the plaintiff brought copyright infringement claims arising from the defendant's production and distribution of the movie Raging Bull. The plaintiff concededly knew of the alleged infringement for many years but delayed filing suit for eighteen years. The question before the Court was whether the equitable defense of laches could bar the plaintiff's damages claim when the suit was filed within the three-year limitations period.
The Court held that laches is not available as a defense against a damages claim brought within the three-year limitations period under § 507(b). Petrella, 572 U.S. at 686. The Court reasoned that Congress's enactment of a statute of limitations reflects a legislative judgment about the appropriate time period for bringing claims, and that the equitable defense of laches should not be used to override that judgment. Id. at 677–78. The Court emphasized that the separate-accrual rule protects defendants from stale claims by limiting damages to the three-year window preceding the filing of the complaint, while preserving the plaintiff's right to sue for ongoing infringement. Id. at 671–72.
The Court applied the separate-accrual rule in its damages analysis: a plaintiff may recover damages for infringing acts occurring within the three-year window preceding the filing of the complaint, even if the plaintiff was aware of infringement earlier and could have filed sooner. Id. at 671. This framework ensures that a plaintiff does not lose its right to challenge continuing infringement merely because the infringement began more than three years before the suit was filed.
Importantly, Petrella did not definitively resolve whether the discovery rule or injury rule governs accrual under § 507(b). The majority opinion operated under the assumption that the separate-accrual/injury-rule framework applied to the damages calculation, but did not need to reach the accrual question because the plaintiff in Petrella had actual knowledge of the infringement throughout the relevant period.
Application to Aurelius's case: Under Petrella's framework, even if there were a question of delayed discovery, Aurelius could recover damages for all infringing acts occurring within three years of the date the complaint is filed. Assuming a June 2026 filing, the three-year look-back reaches to June 2023 — well before the April 2024 commencement of the infringement. Since the entire twenty-two-month infringement period (April 2024 through January 2026, and continuing) falls within three years of the anticipated filing date, Petrella supports full recovery of damages for the entirety of the infringement, regardless of the accrual theory applied.
D. Supreme Court Guidance — *Warner Chappell Music, Inc. v. Nealy*, 601 U.S. 327 (2024)
The Supreme Court's 2024 decision in Warner Chappell Music, Inc. v. Nealy provides additional guidance that is directly relevant to Aurelius's case, particularly with respect to the scope of recoverable damages under the discovery rule.
In Warner Chappell, the question presented was whether a copyright plaintiff who files a timely claim under the discovery rule may recover damages for acts of infringement that occurred more than three years before the lawsuit was filed. The defendant argued that even if the discovery rule governed accrual, the separate-accrual rule should limit damages to a three-year look-back from the date of filing — i.e., that the discovery rule affects only whether a claim may be maintained, not the temporal scope of damages. The Eleventh Circuit rejected this argument, and the Supreme Court affirmed.
The Court held that under the discovery rule (in circuits that apply it), a plaintiff may recover damages for acts of infringement that occurred more than three years before filing, as long as the claim was timely under the discovery-based accrual date. Warner Chappell, 601 U.S. at 333–34. The Court reasoned that § 507(b) establishes a single limitations period — three years from accrual — and that if a claim "accrues" upon discovery, then the entire claim is timely if suit is filed within three years of that discovery date. There is no textual basis for imposing a separate damages limitation on top of the timeliness requirement. Id. at 334–35.
Critically, the Court explicitly declined to resolve whether the discovery rule or injury rule is the correct accrual standard under § 507(b), leaving that question for another day. Id. at 335 n.3. Justice Kagan's majority opinion noted that the parties had not briefed the question and that the Court's holding was limited to addressing the damages consequence of the discovery rule in circuits that apply it. Id.
Application to Aurelius's case: In the Ninth Circuit, which applies the discovery rule, Warner Chappell confirms that Aurelius may recover damages for the entire infringement period — including the earliest acts in April 2024 — provided the claims are timely as measured from the date of discovery. The discovery date is October 15, 2025. Three years from that date yields a deadline of October 15, 2028. The anticipated filing date of June 2026 is well within this window. Therefore, under Warner Chappell and the Ninth Circuit's application of the discovery rule, Aurelius is entitled to recover damages for every infringing act from the inception of the infringement in April 2024 through the date of judgment.
Note regarding the open question: The Supreme Court may eventually hold that the injury rule, rather than the discovery rule, governs accrual under § 507(b). Such a ruling could arise in a case currently pending before the Court or in a future case. However, even if the Court were to adopt the injury rule, Aurelius's claims would remain timely in this case, since the entire infringement period is within three years of the anticipated filing date. The only practical difference would be that, under the injury rule, the Petrella separate-accrual rule might limit damages to acts occurring within three years of filing — but since the three-year look-back from a June 2026 filing reaches to June 2023, and the infringement began in April 2024, the entire infringement period is within the recoverable window regardless.
E. Summary: Both Accrual Theories Favor Aurelius
The following table summarizes the timeliness analysis under both accrual theories:
Under either rule, the entire twenty-two-month infringement period — from April 1, 2024, through at least January 31, 2026, and continuing — is fully actionable. There is no scenario under current law in which any of Aurelius's copyright infringement claims would be time-barred at the time of the anticipated June 2026 filing.
V. APPLICATION OF THE SEPARATE-ACCRUAL RULE
A. Continuing Nature of the Infringement
The separate-accrual rule is particularly significant in cases involving continuing infringement, and the infringement at issue here is paradigmatically continuing in nature. StreamNow's unauthorized streaming of the 217 Aurelius titles is not a single, discrete act that occurred at a fixed point in time. Rather, it is a continuing course of conduct in which new infringing acts occur on a daily — indeed, moment-by-moment — basis.
Each day that StreamNow makes Aurelius content available on its platform, multiple infringing acts occur simultaneously, each of which constitutes an independent violation of Aurelius's exclusive rights under 17 U.S.C. § 106:
• Reproduction (§ 106(1)): StreamNow's servers continuously reproduce Aurelius's copyrighted works in the form of digital copies stored in its content delivery network, cached copies distributed to edge servers, and transient copies generated during the transcoding and adaptive bitrate streaming process.
• Distribution (§ 106(3)): Each time StreamNow transmits a copy of an Aurelius work to an end user — whether through its own platform or through one of the four FAST channel sublicensees — it engages in an act of distribution.
• Public Performance (§ 106(4)): Each transmission of an Aurelius audiovisual work to a StreamNow subscriber or FAST channel viewer constitutes a public performance of the work. Under the "transmit clause" of § 101 of the Copyright Act, a public performance occurs when a work is transmitted "to the public, by means of any device or process, whether the members of the public capable of receiving the performance . . . receive it in the same place or in separate places and at the same time or at different times." 17 U.S.C. § 101.
In addition to these ongoing direct infringements, each of StreamNow's sublicensing arrangements with the four 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) — constitutes a separate and distinct act of distribution under § 106(3). Moreover, each FAST channel operator's subsequent transmission of Aurelius content to its own viewers gives rise to additional acts of reproduction, distribution, and public performance, for which StreamNow bears liability as a direct infringer (to the extent it authorized the downstream distribution) and/or as a contributory or vicarious infringer.
Under the separate-accrual rule, each of these infringing acts starts its own three-year limitations clock. Petrella, 572 U.S. at 671. The practical consequence is that even if some earlier acts of infringement were somehow time-barred — which, as demonstrated above, they are not — acts occurring within three years before the filing of the complaint would independently support claims and damages. The continuing nature of the infringement provides an independent basis for timeliness of the claims.
B. Practical Effect for Damages Recovery
The interaction between the separate-accrual rule and the two accrual theories has a direct and favorable effect on the scope of damages available to Aurelius.
Assuming a June 2026 filing, the three-year look-back under the separate-accrual rule (as applied under the injury rule and Petrella's framework) reaches back to approximately June 2023 — nearly ten months before the April 2024 start of the infringement. Therefore, all twenty-two months of infringement (April 2024 through January 2026, and continuing) fall comfortably within the recoverable window under any theory.
Under the discovery rule, as confirmed by Warner Chappell, the scope of recoverable damages extends to all acts of infringement for which the claim was timely filed — meaning all acts from the inception of the infringement, not just those within the three-year look-back from the filing date. Since Aurelius's claims under the discovery rule are timely as to all acts (the entire infringement period post-dates the discovery date minus three years), the full scope of damages is recoverable under this theory as well.
The damages attributable to the infringement period encompass:
• Subscription revenue attributable to Aurelius content: $22.4 million (based on StreamNow's internal metrics attributing a portion of subscriber acquisition and retention to the presence of Aurelius's marquee titles, particularly the "Meridian" franchise).
• Advertising revenue attributable to Aurelius content: $9.7 million (based on advertising impressions served during streams of Aurelius titles on StreamNow's ad-supported tier and through FAST channel sublicensees).
• Sublicensing fees received from FAST channel operators: $6.5 million (based on the revenue share and minimum guarantee provisions of StreamNow's agreements with Brindoval, BrightLoop, Velvet Stream, and Pacific Lantern, to the extent attributable to bundles containing Aurelius content).
• Total attributable revenue: $38.6 million.
• Lost licensing revenue to Aurelius: $14.2 million (based on the fair market value of the licensing rights for the 217 titles in the affected territories, as estimated by Aurelius's internal licensing team and subject to verification by an independent damages expert).
All of these damages are recoverable in full under either accrual theory, given the timeliness of Aurelius's claims as demonstrated above.
VI. ANALYSIS OF POTENTIAL LACHES DEFENSE
A. Laches After *Petrella*
StreamNow may attempt to assert the equitable defense of laches in response to Aurelius's claims. However, the Supreme Court's decision in Petrella severely constrains the availability of this defense in the copyright context.
As discussed above, Petrella held that laches cannot be invoked to preclude a damages claim brought within the applicable statute of limitations. 572 U.S. at 686. The Court explained that when Congress enacts a statute of limitations, it makes a judgment about the appropriate period for filing claims, and the equitable defense of laches should not be used to supplant that legislative judgment. Id. at 677–78. Because Congress prescribed a three-year limitations period in § 507(b), a defendant cannot use laches to bar a damages claim that is filed within that period.
All of Aurelius's claims will be filed within the three-year limitations period under both the injury rule and the discovery rule. Consequently, laches cannot bar Aurelius's damages claims as a matter of law under Petrella.
Petrella left open the possibility that laches might, in "extraordinary circumstances," limit equitable relief — such as a permanent injunction — even when the damages claim is timely. Id. at 685. However, the Court provided no guidance on what would constitute "extraordinary circumstances" sufficient to invoke laches against equitable relief, and subsequent case law has applied this exception sparingly. In any event, as discussed in Section VI.B below, the facts of this case do not support a finding of laches even under the more flexible standard applicable to equitable relief.
B. Even If Laches Were Available, It Would Not Apply Here
Even if Petrella did not foreclose the laches defense, StreamNow would be unable to establish the two required elements: (1) unreasonable delay in asserting a claim, and (2) prejudice to the defendant resulting from the delay.
No Unreasonable Delay. Aurelius discovered the infringement on October 15, 2025. The timeline of Aurelius's response — documented in detail in Section II.B above — demonstrates prompt and diligent action at every stage:
• Within one week of discovery (October 22, 2025), the matter was escalated to the General Counsel and a formal internal investigation commenced.
• Within three weeks (November 3, 2025), Aurelius's SVP of Content Licensing contacted StreamNow to inquire about the basis for its distribution of Aurelius content.
• Within five weeks (November 18, 2025), UK counsel was engaged.
• Within approximately twelve weeks (January 8, 2026), Aurelius contacted U.S. litigation counsel.
• Within approximately seventeen weeks (February 12, 2026), the U.S. litigation engagement was formally opened.
• The demand letter is targeted for approximately five months after discovery (March 2026).
• The contingent filing date is approximately eight months after discovery (June 2026).
An eight-month period from discovery to filing — encompassing internal investigation, engagement of UK and U.S. counsel, preliminary legal analysis, and pre-suit demand and negotiation — is well within the bounds of reasonableness for a complex, multi-title, multi-defendant, multi-jurisdiction copyright dispute involving 217 audiovisual works and multiple downstream sublicensees. Courts have consistently found far longer delays to be reasonable. See, e.g., Danjaq LLC v. Sony Corp., 263 F.3d 942, 955 (9th Cir. 2001) (finding that a six-year delay did not constitute unreasonable delay where the plaintiff had legitimate reasons for the delay); cf. Petrella, 572 U.S. at 686 (noting that even an eighteen-year delay did not bar a timely damages claim).
No Prejudice to StreamNow. StreamNow cannot credibly claim that it has been prejudiced by any purported delay on Aurelius's part. StreamNow was put on notice of at least a potential issue as early as the informal inquiry from Raj Anantharam, to which Sandra Yee responded on November 3, 2025. At that point, StreamNow was aware that Aurelius was questioning the basis for StreamNow's distribution of Aurelius content. StreamNow could have ceased the infringement at any time by removing Aurelius titles from its platform and instructing its FAST channel sublicensees to do the same. Instead, StreamNow continued to stream Aurelius content uninterrupted.
Moreover, the doctrine of laches is founded on the principle that a defendant has changed its position in reliance on the plaintiff's delay. Here, StreamNow began infringing Aurelius's copyrights in April 2024 — eighteen months before Aurelius discovered the infringement. StreamNow's investment in the infringing activity predated any arguable "delay" by Aurelius and was not made in reliance on Aurelius's silence. StreamNow cannot claim that it would not have made the same investments if Aurelius had acted sooner, because Aurelius was unaware of the infringement during the period in which StreamNow was making those investments.
StreamNow's Own Conduct Undermines Laches. Finally, StreamNow's continued streaming of Aurelius content after the November 2025 exchange with Raj Anantharam — when StreamNow was aware that Aurelius was questioning its rights — suggests a deliberate disregard for Aurelius's intellectual property rights rather than detrimental reliance on any delay by Aurelius. A defendant's knowing continuation of infringing conduct after being put on notice weighs heavily against a finding of laches. See Elvis Presley Enters., Inc. v. Elvisly Yours, Inc., 936 F.2d 889, 894 (6th Cir. 1991) (defendant's knowing infringement undermined laches defense).
In sum, laches is both legally unavailable under Petrella (as to damages) and factually unsupported (as to any form of relief).
VII. EQUITABLE TOLLING CONSIDERATIONS
A. Doctrine Overview
Equitable tolling is a judicially created doctrine that permits a court to extend the applicable statute of limitations beyond its nominal expiration date where fairness requires. The doctrine is typically invoked in two categories of cases: (1) where the plaintiff has been prevented from filing suit by extraordinary circumstances beyond its control, such as the defendant's active concealment of the facts giving rise to the claim, and (2) where the plaintiff has diligently pursued its rights but has been misled or otherwise prevented from timely asserting its claims.
In the copyright context, equitable tolling may be available where the defendant has engaged in fraudulent concealment of the infringement, thereby preventing the plaintiff from discovering the infringing activity within the normal limitations period. See Cada v. Baxter Healthcare Corp., 920 F.2d 446, 450–51 (7th Cir. 1990) (discussing equitable tolling based on fraudulent concealment); Starz Ent., LLC v. Doe, No. 2:22-cv-05814 (C.D. Cal. 2022) (applying tolling principles in digital piracy context). To invoke equitable tolling on this basis, the plaintiff must typically demonstrate: (i) that the defendant took affirmative steps to conceal the infringement; (ii) that the plaintiff could not have discovered the infringement through the exercise of reasonable diligence despite the concealment; and (iii) that the plaintiff acted promptly upon learning of the infringement.
Equitable tolling is not currently necessary for Aurelius's claims. As demonstrated in Sections III through V above, all of Aurelius's claims are timely under both accrual theories without any need for tolling. However, the doctrine is worth noting as a backup argument in the event that any unforeseen development — such as a change in the law regarding the applicable accrual rule or a dispute over the date of discovery — were to raise a timeliness question.
B. Potential Fraudulent Concealment by MDD/Ogilvie
If Aurelius were to need an equitable tolling argument, there is a strong factual foundation for a claim of fraudulent concealment by MDD and Franklin Ogilvie.
Franklin Ogilvie, through MDD, purported to hold distribution rights to Aurelius content by entering into the MDD Agreement with StreamNow on March 15, 2024. This agreement created a veneer of legitimacy that effectively shielded the infringement from discovery. StreamNow, relying on the MDD Agreement, did not seek to verify MDD's authority directly with Aurelius — and indeed, when Aurelius's SVP of Content Licensing inquired about the basis for StreamNow's distribution in November 2025, Sandra Yee pointed to the MDD Agreement as the source of authority. The existence of this facially legitimate (but in fact unauthorized) agreement was a key reason the infringement was not detected sooner.
Ogilvie's role in concealing the infringement is further underscored by his familiarity with Aurelius's content management systems and internal processes from his 2017–2021 employment at Aurelius Media Americas, Inc. Ogilvie held the position of licensing manager and had access to detailed information about Aurelius's content catalog, distribution relationships, and rights management workflows. His employment was terminated following an internal investigation that uncovered unauthorized access to these systems. The explicit prohibition in Ogilvie's separation agreement (June 30, 2021) on the use of any Aurelius intellectual property — including audiovisual works, trademarks, trade secrets, and proprietary data — demonstrates Aurelius's awareness of the risk Ogilvie posed and its efforts to mitigate that risk through contractual restrictions.
Despite these restrictions, Ogilvie formed MDD approximately ten weeks after his separation from Aurelius and eventually entered into the MDD Agreement with StreamNow, purporting to license Aurelius content that he had no right to distribute. This sequence of events — the unauthorized access, the termination, the separation agreement, the formation of MDD, and the execution of the MDD Agreement — strongly suggests a deliberate and premeditated scheme to exploit Aurelius's intellectual property through fraudulent means.
If needed, Aurelius could argue that Ogilvie's fraudulent conduct tolled the statute of limitations from the date of the first infringing act (April 1, 2024) until the date of discovery (October 15, 2025), or beyond. However, as noted above, this argument is not necessary given the current timing of the claims, and we raise it here only to ensure completeness of the analysis and to preserve the argument for use if circumstances change.
VIII. IMPACT OF COPYRIGHT REGISTRATION STATUS ON LIMITATIONS ANALYSIS
The copyright registration status of the 217 infringed titles affects the range of remedies available to Aurelius but does not affect the statute of limitations analysis.
Of the 217 Aurelius-owned audiovisual works at issue, 189 titles have timely U.S. copyright registrations — meaning they were registered with the U.S. Copyright Office either within three months of first publication or before the commencement of infringement (i.e., before April 1, 2024). Under 17 U.S.C. § 412, these 189 titles are eligible for:
• Statutory damages under 17 U.S.C. § 504(c), which may range from $750 to $30,000 per work infringed (or up to $150,000 per work in cases of willful infringement); and
• Attorneys' fees under 17 U.S.C. § 505, which are awarded at the court's discretion.
The remaining 28 titles have late registrations, meaning they were registered between May 2024 and October 2025, after the commencement of the infringement. These 28 titles are not eligible for statutory damages or attorneys' fees under § 412, but they remain fully eligible for:
• Actual damages suffered by Aurelius as a result of the infringement, under 17 U.S.C. § 504(a); and
• Profits of the infringer attributable to the infringement, to the extent not already accounted for in the actual damages calculation, under 17 U.S.C. § 504(b).
Importantly, registration status does not affect the statute of limitations analysis. Section 507(b) establishes a three-year limitations period for all civil copyright actions without regard to the date of registration. While 17 U.S.C. § 411(a) requires that a copyright be registered (or that the Copyright Office has refused registration) as a prerequisite to filing suit for infringement, this is a jurisdictional prerequisite, not a limitations requirement. All 217 titles are now registered with the U.S. Copyright Office, and Aurelius may proceed with claims as to all of them.
The registration status of all 217 titles was confirmed by Marissa Chung, Director of Copyright Research at Lexington IP Services, Inc., through a comprehensive search of U.S. Copyright Office records completed on January 22, 2026. Ms. Chung's report, which has been provided to the team, identifies each title by registration number, registration date, and publication date, and classifies each title as "timely registered" or "late registered" for purposes of § 412 eligibility.
A detailed breakdown of registration status by title will be included in the complaint's exhibit list and in the damages expert's report. For purposes of this memorandum, the key takeaway is that the registration status of the 217 titles creates a two-tier remedies structure (statutory damages for 189 titles; actual damages and profits for 28 titles) but has no impact on the timeliness of any claim.
IX. CLAIMS AGAINST CO-DEFENDANTS: MDD AND OGILVIE
A. Contributory Infringement and Inducement Claims
In addition to the direct infringement claims against StreamNow, Aurelius intends to assert claims for contributory copyright infringement and inducement of infringement against Meridian Digital Distributors, LLC (California Secretary of State File No. 202115729430) and its principal, Franklin Ogilvie. These claims are subject to the same three-year statute of limitations under 17 U.S.C. § 507(b) and the same accrual framework as the direct infringement claims against StreamNow.
MDD's role in the infringement is that of a facilitator: MDD entered into the purported Content Distribution Agreement with StreamNow on or about March 15, 2024, pursuant to which StreamNow obtained and exercised what it believed to be distribution rights to Aurelius's content. MDD had no authority to grant these rights. By executing the MDD Agreement and providing StreamNow with access to Aurelius's content (or the information necessary to obtain and ingest it), MDD materially contributed to StreamNow's infringement with knowledge of (or willful blindness to) the infringing nature of the activity. See Metro-Goldwyn-Mayer Studios Inc. v. Grokster, Ltd., 545 U.S. 913, 930 (2005) (contributory infringement requires knowledge of and material contribution to the infringement); A&M Records, Inc. v. Napster, Inc., 239 F.3d 1004, 1019 (9th Cir. 2001) (same).
Ogilvie, as the sole manager and controlling principal of MDD, is personally liable for contributory infringement and inducement. His personal knowledge that MDD had no authority to license Aurelius content — established by the terms of his separation agreement and the circumstances of his termination — supports a finding of both knowledge and intent to induce the infringement. See Grokster, 545 U.S. at 936–37 (inducement liability requires purposeful, culpable expression and conduct aimed at promoting infringement).
Under either accrual theory, these contributory infringement and inducement claims are timely:
• Injury rule: The earliest contributory act — the execution of the MDD Agreement on March 15, 2024 — yields a three-year deadline of March 15, 2027. The resulting infringement commenced approximately April 1, 2024, yielding a deadline of approximately April 1, 2027 for the earliest direct infringement acts facilitated by MDD. All dates are well after the anticipated June 2026 filing.
• discovery rule: Aurelius's discovery of MDD's role occurred on November 3, 2025, when Sandra Yee disclosed the existence of the MDD sublicense. Accrual under the discovery rule would thus be no earlier than November 3, 2025, yielding a three-year deadline of November 3, 2028 — more than two years after the anticipated filing.
B. Supplemental State Law Claims
In addition to the federal copyright claims, Aurelius intends to assert several supplemental state law claims, each of which is subject to its own limitations period under California law. The timeliness analysis for each is as follows:
1. Breach of Separation Agreement (against Ogilvie)
Ogilvie's separation agreement, dated June 30, 2021, is a written contract governed by California law. Claims for breach of a written contract are subject to California's four-year statute of limitations under California Code of Civil Procedure § 337. The breach at issue is continuing in nature, as Ogilvie's ongoing use of Aurelius intellectual property through MDD constitutes a continuous violation of the separation agreement's prohibitions. To the extent a discrete breach occurred when the MDD–StreamNow Agreement was executed on March 15, 2024, the four-year limitations deadline runs to March 15, 2028. The anticipated June 2026 filing is well within this window, with a margin of approximately twenty-one months.
2. Fraud (against Ogilvie)
Aurelius may assert a claim for fraud against Ogilvie based on his fraudulent representation to StreamNow (and, by extension, to the market) that MDD held valid distribution rights to Aurelius content. Fraud claims in California are subject to a three-year statute of limitations under California Code of Civil Procedure § 338(d), which provides that the limitations period commences "upon the discovery, by the aggrieved party, of the facts constituting the fraud or mistake." Aurelius discovered the facts supporting fraud no earlier than October 15, 2025 (the date of Kowalski's initial discovery of the infringement). The three-year deadline under § 338(d) is therefore October 15, 2028. The anticipated filing is timely, with a margin of approximately twenty-eight months.
3. Unfair Competition under Cal. Bus. & Prof. Code § 17200 (against StreamNow)
Aurelius may assert a claim under California's Unfair Competition Law, Business and Professions Code § 17200, against StreamNow for engaging in unlawful, unfair, or fraudulent business acts or practices — specifically, the unauthorized distribution of Aurelius content for commercial gain. Claims under § 17200 are subject to a four-year statute of limitations under Business and Professions Code § 17208. The earliest accrual date is April 1, 2024 (the commencement of the infringing distribution). The four-year deadline is April 1, 2028. The anticipated filing is timely, with a margin of approximately twenty-two months.
4. Tortious Interference with Prospective Economic Advantage (against StreamNow and/or MDD/Ogilvie)
Aurelius may assert a claim for tortious interference with prospective economic advantage, based on StreamNow's (and MDD's/Ogilvie's) interference with Aurelius's ability to license its content to competing streaming platforms and distributors. This claim is subject to California's two-year statute of limitations for injury to personal property under California Code of Civil Procedure § 339. Under the discovery rule, which applies to tort claims in California, the limitations period commences when the plaintiff discovers or should have discovered the facts giving rise to the claim. Aurelius discovered the interference no earlier than October 15, 2025. The two-year deadline is therefore October 15, 2027. The anticipated June 2026 filing is timely, with a margin of approximately sixteen months.
The following table summarizes the timeliness of all supplemental state law claims:
All supplemental state law claims are timely under their respective statutes of limitations. However, it bears noting that the tortious interference claim has the narrowest margin (approximately sixteen months), and if the filing were delayed significantly beyond June 2026, this claim could come under time pressure. We recommend monitoring this deadline in the event that settlement negotiations extend the anticipated filing timeline.
X. RECOMMENDATIONS AND STRATEGIC CONSIDERATIONS
Based on the foregoing analysis, I offer the following recommendations for the team's consideration.
A. File Promptly if Settlement Fails
While all claims are comfortably within their respective limitations periods, prompt filing maximizes the recoverable damages window and eliminates any potential argument — however weak — that Aurelius delayed in asserting its rights. The target June 2026 filing date provides ample margin under all theories, including the most restrictive (the injury rule for the earliest direct infringement claims, yielding an April 2027 deadline). Nonetheless, unnecessary delay should be avoided for several reasons:
• Each additional day of delay narrows the margin between the filing date and the earliest limitations deadline (April 1, 2027, under the injury rule).
• Prompt filing strengthens Aurelius's position on any equitable defense, including laches and unclean hands.
• Filing suit triggers the possibility of preliminary injunctive relief, which could stem ongoing infringement and preserve the value of the content at issue.
• The tortious interference claim, with its two-year limitations period, has the shortest margin and could become time-barred if filing is significantly delayed beyond June 2026.
We recommend adhering to the March 2026 demand / June 2026 filing timeline unless settlement discussions produce a concrete resolution or are actively progressing toward one.
B. Preserve the discovery Rule Advantage
In the event the Supreme Court addresses the discovery-rule-versus-injury-rule question in a future case during the pendency of this litigation, the Ninth Circuit's current application of the discovery rule provides Aurelius with the most favorable accrual date: October 15, 2025, yielding a limitations deadline of October 15, 2028. This gives Aurelius approximately twenty-eight months of margin beyond the anticipated filing date.
Even without the discovery rule, the injury rule yields a comfortable timeline, as demonstrated above. However, the discovery rule provides additional benefits: under Warner Chappell, it eliminates any argument that damages should be limited to a three-year look-back from the filing date, and it insulates Aurelius against any contention that certain earlier acts of infringement fell outside the limitations window.
To preserve the discovery rule advantage, we should be prepared to brief the accrual question if raised by the defendants, with particular emphasis on the Ninth Circuit's well-established precedent applying the discovery rule and the Supreme Court's express reservation of the question in Warner Chappell.
C. Document the discovery Timeline
I recommend that Aurelius take immediate steps to preserve and organize all documentation establishing Lena Kowalski's October 15, 2025 discovery as the first instance of actual or constructive knowledge of the infringement. This documentation will serve two purposes: (1) it will support a discovery-rule accrual argument, and (2) it will defeat any contention by the defendants that Aurelius had earlier knowledge of the infringement.
Relevant documentation includes, but is not limited to:
• Ms. Kowalski's i