We hold six patents and have filed five patent applications for some aspects of the Audible system. Here’s the step-by-step process to activate Audible Light Annual Plan: 1. Selections that exceed playback time limitations on a customer’s hand-held electronic device can be listened to over successive sessions by reconnecting the player to the customer’s personal computer and initiating a synchronization command that automatically replaces the sections that have been played with new content. Audible Membership grants you access to a number of exclusive benefits that add value to your listening experience.

Agreement, dated as of January 25, 2002, among the Company and the original holders of Warrants, except as to the number of shares of Common Stock subject thereto, and initially covering an In connection with this transaction, the Company issued warrants to purchase an additional 1,220,930 shares of common stock. The Company entered into a capital lease line of credit with Comdisco, Inc., whereby the Company had leased $1,240,585 of equipment under this capital lease line as of December 31, 2000.
THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 25th day of January, 2002 by and among Audible, Inc., a Upon the mutual written consent of the Company and the Required Investors; in connection with this Agreement or the other Agreements, the party or parties which do not prevail in such proceedings shall severally, but not jointly, pay their pro rata share of the reasonable 297 pages, EN. In September 2001, the Company and certain of its officers, directors and former directors, were named as defendants in several putative class actions filed in the United States District Court for the Southern District of New York. We cannot assure you that these trademarks and service marks will be granted. Although we began earning limited revenue in October 1997, we have continued to focus our resources on refining and enhancing our Web site and our playback and management software and in expanding our content selections and developing relationships with manufacturers of hand-held portable digital audio players. “Closing Price” as of any date means (a) the closing bid price of one share of If this Warrant shall have been exercised only in part, then, unless this Warrant has expired,

SFAS 141 requires that the purchase method of accounting be used for all business combinations.

upon the exercise thereof. With selected content providers, we plan to create additional timely digital audio editions of newspapers, periodicals and other content not otherwise available to consumers in audio format. Irish author Niamh Campbell was recognized among a distinguished shortlist for her modern love story, “Love Many,” winning this year’s coveted The Sunday Times Audible Short Story Award.Congratulations to Anne Erni, Chief People Officer, Ara Tucker, Head of Talent and Culture, and Brian Quinn, US Policy Director, for being on EMpower’s Role Model Lists which showcase business leaders who are breaking down barriers for people of color.Melissa Tirado, Senior Marketing Manager for Audible Canada, and Teslimah Ojifinni, rising Audible Scholar and Harvard freshman, developed a symbiotic relationship that transcended the typical intern-manager relationship.Part of Audible Theater’s Emerging Playwrights program, actress Daisy Ridley (“Star Wars”) will perform Elinor Cook’s debut Audible Original. Digital Services and Device Support

patterns, and related site information to partners and other reputable third-party vendors, but these statistics will include no personally identifying information. If we fail to protect our intellectual property, we may be exposed to expensive litigation or risk jeopardizing our competitive position. The Company is required to register with the SEC by April 2, 2002, at least 5,290,698 common shares (covering the number of shares of common stock and warrants issued) pursuant to a registration rights agreement. unable to agree upon the value of a share of Common Stock pursuant to this subpart (c), the Company and the Required Investors shall jointly select an appraiser who is experienced in such matters.


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