CollateralAgreement.Exhibit10.12


Exhibit 10.12






FIRST LIEN JUNIOR PRIORITY
COLLATERAL AGREEMENT


dated and effective as of
February 2, 2012
among
DOMUS INTERMEDIATE HOLDINGS CORP.,
as Guarantor




REALOGY CORPORATION,


each other Grantor 
party hereto


and


THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., 
as Collateral Agent






Exhibit 10.12


Table of Contents	
		
	ARTICLE I
	Page

	Definitions
	 

	SECTION 1.01.   Indenture
	1

	SECTION 1.02.   Other Defined Terms.
	2

	ARTICLE II
	 

	[RESERVED]
	 

	ARTICLE III
	 

	Pledge of Securities
	 

	SECTION 3.01.   Pledge
	7

	SECTION 3.02.   Delivery of the Pledged Collateral
	8

	SECTION 3.03.   Representations, Warranties and Covenants
	9

	SECTION 3.04.   Registration in Nominee Name; Denominations
	11

	SECTION 3.05.   Voting Rights; Dividends and Interest, Etc
	11

	ARTICLE IV
	 

	Security Interests in Other Personal Property
	 

	SECTION 4.01.   Security Interest
	14

	SECTION 4.02.   Representations and Warranties
	15

	SECTION 4.03.   Covenants
	18

	SECTION 4.04.   Other Actions
	20

	SECTION 4.05.   Covenants Regarding Patent, Trademark and Copyright Collateral
	21

	SECTION 4.06.   Insurance
	23

	ARTICLE V
	 

	Remedies
	 

	SECTION 5.01.   Remedies Upon Default
	24

	SECTION 5.02.   Application of Proceeds
	25

	SECTION 5.03.   Securities Act, Etc
	26

	ARTICLE VI
	 

	Indemnity, Subrogation and Subordination
	 

	SECTION 6.01.   Indemnity
	27

	SECTION 6.02.   Contribution and Subrogation
	27

	SECTION 6.03.   Subordination; Subrogation
	27

	ARTICLE VII
	 

	Miscellaneous
	 

	SECTION 7.01.   Notices
	29

	SECTION 7.02.   [RESERVED]
	30

	SECTION 7.03.   Limitation By Law
	30

	SECTION 7.04.   Binding Effect; Several Agreement
	30

	SECTION 7.05.   Successors and Assigns
	30

	SECTION 7.06.   Collateral Agent’s Fees and Expenses; Indemnification
	31

	SECTION 7.07.   Collateral Agent Appointed Attorney-in-Fact
	31

	SECTION 7.08.   Governing Law
	32






Exhibit 10.12


	
		
	SECTION 7.09.   Waivers; Amendment
	32

	SECTION 7.10.   WAIVER OF JURY TRIAL
	32

	SECTION 7.11.   Severability
	33

	SECTION 7.12.   Counterparts
	33

	SECTION 7.13.   Headings
	33

	SECTION 7.14.   Jurisdiction; Consent to Service of Process
	33

	SECTION 7.15.   Termination or Release
	34

	SECTION 7.16.   Additional Subsidiaries
	34

	SECTION 7.17.   No Limitations, Etc.
	34

	SECTION 7.18.   Secured Party Authorizations and Indemnifications
	36

	SECTION 7.19.   Securitization Acknowledgements
	36

	SECTION 7.20.   Successor Collateral Agent
	39

	ARTICLE VIII
	 

	The Collateral Agent
	 

	SECTION 8.01.   The Collateral Agent
	39

	ARTICLE IX
	 

	The Intercreditor Agreements
	 

	SECTION 9.01.   The Intercreditor Agreements
	40














Exhibit 10.12


Schedules
Schedule I    Pledged Stock; Debt Securities 
Schedule II    Intellectual Property 
Schedule III    Commercial Tort Claims 
Schedule IV    Filing Offices


Exhibits
Exhibit I    Form of Supplement to the Collateral Agreement 
Exhibit II    Apple Ridge Securitization Documents


Exhibit 10.12


FIRST LIEN JUNIOR PRIORITY COLLATERAL AGREEMENT, dated and effective as of February 2, 2012 (this “Agreement”), among DOMUS INTERMEDIATE HOLDINGS CORP. (“Intermediate Holdings”), REALOGY CORPORATION (the “Company”), each Subsidiary Grantor identified herein and party hereto (together with Intermediate Holdings, the Company and any other entity that may become a party hereto as provided herein, the “Grantors”) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined below).
PRELIMINARY STATEMENT
Reference is made to the Indenture dated as of February 2, 2012 (as amended, restated, supplemented, waived or otherwise modified from time to time, the “Indenture”), among the Company, Intermediate Holdings, Domus Holdings Corp., a Delaware corporation, the Subsidiaries (such term, and all other capitalized terms used herein, as defined and otherwise referenced pursuant to Section 1.01) of the Company party thereto as guarantors, The Bank of New York Mellon Trust Company, N.A., as trustee (in such capacity, the “Trustee”) and The Bank of New York Mellon Trust Company, N.A. as the Collateral Agent, pursuant to which the Company has duly authorized the issue of 9.000% Senior Secured Notes Due 2020 (as further defined in the Indenture, the “Notes”).
The Holders have agreed to extend credit to the Company subject to the terms and conditions set forth in the Indenture.  The obligations of the Holders to extend such credit are conditioned upon, among other things, the execution and delivery of this Agreement.  The Grantors are affiliates of the Company, will derive substantial benefits from the extension of credit to the Company pursuant to the Indenture and the Notes and are willing to execute and deliver this Agreement in order to induce the Holders to extend such credit. The Grantors (other than the Company) have guaranteed the obligations of the Company under the Notes.  Each Grantor is entering into this Agreement in order to induce the Holders to purchase the Notes and to secure obligations under the Note Documents.
The priority of the Liens and Security Interests created by this Agreement and the right of the Secured Parties to exercise rights and remedies under this Agreement or with respect to the Collateral are subject to the terms of the Intercreditor Agreements.
Now therefore, in consideration of the mutual covenants and agreements of the parties and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound, the parties hereby agree as follows:
ARTICLE I 
Definitions
SECTION 1.01.      Indenture.  (a)  Capitalized terms used in this Agreement and not otherwise defined herein have the respective meanings assigned thereto in the Indenture. All terms defined in the New York UCC (as defined herein) and not defined in this Agreement have the meanings specified therein. The term “instrument” shall have the meaning specified in 

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Exhibit 10.12


Article 9 of the New York UCC.
(b)      The rules of construction specified in Section 1.04 of the Indenture also apply to this Agreement.
SECTION 1.02.      Other Defined Terms.  As used in this Agreement, the following terms have the meanings specified below:
“Acceleration Event” means after, or concurrently with, the occurrence of an Event of Default, the maturity of any of the Secured Obligations shall have been accelerated.
“Account Debtor” means any person who is or who may become obligated to any Grantor under, with respect to or on account of an Account, Chattel Paper, General Intangibles, Instruments or Investment Property.
“Agreement” has the meaning assigned to such term in the introductory paragraph of this Agreement.
 “Article 9 Collateral” has the meaning assigned to such term in Section 4.01(a).
“Issue Date” means the date of the Indenture.
“Collateral” means the Article 9 Collateral and the Pledged Collateral.
“Collateral Agent” has the meaning assigned to such term in the introductory paragraph of this Agreement.
“Collateral Documents” has the meaning assigned to such term in the Indenture.
“Company” has the meaning assigned to such term in the introductory paragraph of this Agreement.
“Company Obligations” means (a) the due and punctual payment by the Company of (i) the unpaid principal of and interest (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding) on the Notes, when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations of the Company to any of the Secured Parties under the Indenture and each of the other Note Documents, including obligations to pay fees, expenses and indemnification obligations, whether primary, secondary, direct, contingent, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding) and (b) the due and punctual payment of all the obligations of each other Grantor under or pursuant to this Agreement and each of the other Note Documents.

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Exhibit 10.12


“Copyright License” means any written agreement, now or hereafter in effect, granting any right to any Grantor under any Copyright now or hereafter owned by any third party, and all rights of any Grantor under any such agreement (including, without limitation, any such rights that such Grantor has the right to license).
“Copyrights” means all of the following now owned or hereafter acquired by any Grantor: (a) all copyright rights in any work subject to the copyright laws of the United States or any other country, whether as author, assignee, transferee or otherwise; (b) all registrations and applications for registration of any such Copyright in the United States or any other country, including registrations, supplemental registrations and pending applications for registration in the United States Copyright Office and the right to obtain all renewals thereof, including those listed on Schedule II; (c) all claims for, and rights to sue for, past or future infringements of any of the foregoing; and (d) all income, royalties, damages and payments now or hereafter due and payable with respect to any of the foregoing, including damages and payments for past or future infringement thereof.
“Excluded Property” means (1) any vehicle covered by a certificate of title or ownership, (2) any cash, deposit accounts and securities accounts, (3) (i) Equity Interests representing more than 65% of the issued and outstanding voting Equity Interests in any “first- tier” Foreign Subsidiary directly owned by Intermediate Holdings, the Company or any Subsidiary Grantor, (ii) Equity Interests representing more than 65% of the issued and outstanding voting Equity Interests in any “first-tier” Qualified CFC Holding Company directly owned by Intermediate Holdings, the Company or any Subsidiary Grantor, (iii) any issued and outstanding Equity Interest in any Foreign Subsidiary that is not a “first-tier” Foreign Subsidiary, (iv) any issued and outstanding Equity Interests in any Qualified CFC Holding Company that is not a “first-tier” Qualified CFC Holding Company and (v) any issued and outstanding Equity Interests in Title Resource Group Settlement Services, LLC (f/k/a APEX Real Estate Information Services Alabama, L.L.C.), Prime Commercial, Inc. and Realty Stars, Ltd., the Equity Interests of which are not pledged for the benefit of the First Lien Priority Indebtedness, First Lien Junior Priority Indebtedness or the Second Priority Lien Obligations, (4) to the extent applicable law requires that any Subsidiary of Intermediate Holdings, the Company or any Subsidiary Grantor issues directors’ qualifying shares, such shares or nominee or other similar shares, (5) any Securitization Assets, (6) any Equity Interests in any insurance Subsidiary, (7) any Letter-of-Credit Rights to the extent Intermediate Holdings, the Company or any Subsidiary Grantor is required by applicable law to apply the proceeds of a drawing of such Letter of Credit for a specified purpose, (8) Intermediate Holdings, the Company or any Subsidiary Grantor’s right, title or interest in any license, contract or agreement to which Intermediate Holdings, the Company or such Subsidiary Grantor is a party or any of its right, title or interest thereunder to the extent, but only to the extent, that such a grant would, under the terms of such license, contract or agreement, result in a breach of the terms of, or constitute a default under, or result in the abandonment, invalidation or unenforceability of, any license, contract or agreement to which Intermediate Holdings, the Company or a Subsidiary Grantor is a party (other than to the extent that any such term would be rendered ineffective pursuant to certain provisions of the New York UCC or any other applicable law (including, without limitation, Title 11 of the United States Code) or principles of equity); provided, that immediately upon the 

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Exhibit 10.12


ineffectiveness, lapse or termination of any such provision, the Collateral shall include, and Intermediate Holdings, the Company or such Subsidiary Grantor, as applicable, shall be deemed to have granted a security interest in, all such rights and interests as if such provision had never been in effect, (9) any Equity Interests acquired after the Issue Date (other than Equity Interests in the Company or, in the case of any person which is a Subsidiary, Equity Interests in such person issued or acquired after such person became a Subsidiary) in accordance with the terms of the Indenture if, and to the extent that, and for so long as (A) doing so would violate applicable law or a contractual obligation binding on such Equity Interests and (B) with respect to contractual obligations, such obligation existed at the time of the acquisition thereof and was not created or made binding on such Equity Interests in contemplation of or in connection with the acquisition of such Subsidiary, (10) any equipment owned by Intermediate Holdings, the Company or any Subsidiary Grantor that is subject to a purchase money lien or a Capitalized Lease Obligation if the contract or other agreement in which such Lien is granted (or the documentation providing for such Capitalized Lease Obligation) prohibits or requires the consent of any person other than Intermediate Holdings, the Company or any Subsidiary Grantor as a condition to the creation of any other security interest on such equipment, (11) any real property that is not Material Real Property and all leasehold interests in real property, (12) any assets acquired after the Issue Date, to the extent that, and for so long as, the grant of a security interest in such assets would violate an enforceable contractual obligation binding on such assets that existed at the time of the acquisition thereof and was not created or made binding on such assets in contemplation or in connection with the acquisition of such assets, and (13) any cash granted or otherwise pledged to secure reimbursement and other obligations with respect to letters of credit and similar instruments constituting First Lien Priority Indebtedness, which cash does not secure any of the other First Lien Priority Indebtedness, any Senior Pari Passu Indebtedness or any Junior Lien Collateral Indebtedness.
 “Federal Securities Laws” has the meaning assigned to such term in Section 4.03.
“First Priority Documents” means the “First Lien Senior Priority Documents” as defined in the First Lien Intercreditor Agreement.
 “General Intangibles” means all “General Intangibles” as defined in the New York UCC, including all choses in action and causes of action and all other intangible personal property of any Grantor of every kind and nature (other than Accounts) now owned or hereafter acquired by any Grantor, including corporate or other business records, indemnification claims, contract rights (including rights under IP Agreements, leases, whether entered into as lessor or lessee, Swap Agreements and other agreements), Intellectual Property, goodwill, registrations, franchises, tax refund claims and any guarantee, claim, security interest or other security held by or granted to any Grantor to secure payment by an Account Debtor of any of the Accounts.
“Grantor” has the meaning assigned to such term in the introductory paragraph of this Agreement.

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Exhibit 10.12


“Guarantor Obligations” means with respect to any Guarantor, all obligations and liabilities of such Guarantor which may arise under or in connection with this Agreement or any other Note Document (including, without limitation, its obligations and liabilities under Article 10 or Article 11 of the Indenture), in each case whether on account of guarantee obligations, fees, indemnities, costs, expenses or otherwise (including, without limitation, all fees and disbursements of counsel to the Collateral Agent or the Trustee or to the Holders of the Notes that are required to be paid by such Guarantor pursuant to the terms of this Agreement or any other Note Document).
“Guarantors” means the collective reference to each Grantor other than the Company.
“Holder” means any Person which holds one or more Notes from time to time.
 “Intellectual Property” means all intellectual property of every kind and nature now owned or hereafter acquired by any Grantor, including, inventions, designs, Patents, Copyrights, Trademarks, Patent Licenses, Copyright Licenses, Trademark Licenses, trade secrets, domain names, confidential or proprietary technical and business information, know-how, show-how or other data or information and all related documentation.
“Intellectual Property Security Agreement” means a security agreement in the form hereof or a short form hereof, in each case, which form shall be reasonably acceptable to the Collateral Agent.
 “IP Agreements” means all Copyright Licenses, Patent Licenses, Trademark Licenses, and all other agreements, permits, consents, orders and franchises relating to the license, development, use or disclosure of any Intellectual Property to which a Grantor, now or hereafter, is a party or a beneficiary, including, without limitation, the agreements set forth on Schedule II hereto.
“Material Adverse Effect” means a material adverse effect on the business, property, operations or condition of the Company and its Subsidiaries, taken as a whole, or the validity or enforceability of any of the material Note Documents or the rights and remedies of the Collateral Agent, the Trustee and the Holders thereunder.
“New York UCC” means the Uniform Commercial Code as from time to time in effect in the State of New York.
“Note Documents” means the Indenture, the Notes and the Collateral Documents.
“Patent License” means any written agreement, now or hereafter in effect, granting to any Grantor any right to make, use or sell any invention covered by a Patent, now or hereafter owned by any third party and all rights of any Grantor under any such agreement (including, without limitation, any such rights that such Grantor has the right to license).

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Exhibit 10.12


“Patents” means all of the following now owned or hereafter acquired by any Grantor: (a) all letters patent of the United States or the equivalent thereof in any other country or jurisdiction, including those listed on Schedule II, and all applications for letters patent of the United States or the equivalent thereof in any other country or jurisdiction, including those listed on Schedule II, (b) all provisionals, reissues, extensions, continuations, divisions, continuations-in-part, reexaminations or revisions thereof, and the inventions disclosed or claimed therein, including the right to make, use, import and/or sell the inventions disclosed or claimed therein, (c) all claims for, and rights to sue for, past or future infringements of any of the foregoing and (d) all income, royalties, damages and payments now or hereafter due and payable with respect to any of the foregoing, including damages and payments for past or future infringement thereof.
“Perfection Certificate” means the Perfection Certificate delivered by the Company to the Collateral Agent, on or prior to the Issue Date.
“Permitted Liens” means any Lien permitted by Section 4.12 of the Indenture.
“Pledged Collateral” has the meaning assigned to such term in Section 3.01.
“Pledged Debt” has the meaning assigned to such term in Section 3.01.
“Pledged Debt Securities” has the meaning assigned to such term in Section 3.01.
 “Pledged Securities” means any promissory notes, stock certificates or other certificated securities now or hereafter included in the Pledged Collateral, including all certificates, instruments or other documents representing or evidencing any Pledged Collateral.
“Pledged Stock” has the meaning assigned to such term in Section 3.01. 
 “Secured Obligations” means (a) in the case of the Company, the Company Obligations and (b) in the case of each Guarantor, its Guarantor Obligations.
“Secured Parties” means (a) the Holders of the Notes, (b) the Collateral Agent and the Trustee, (c) the beneficiaries of each indemnification obligation undertaken by any Grantor under any Note Document and (d) the successors and permitted assigns of each of the foregoing.
“Securitization Assets” means rights to receive payments and funds under relocation contracts and related contracts, homes held for resale, receivables relating to mortgage payments, equity payments and mortgage payoffs, other related receivables, beneficial interests in such assets and assets relating thereto and other assets which are customarily transferred or in respect of which security interests are customarily granted in connection with asset securitization transactions involving receivables and similar assets, made subject to a Permitted Securitization Financing, in each case related to the relocation services business.

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Exhibit 10.12


“Security Interest” has the meaning assigned to such term in Section 4.01(a).
 “Subsidiary Grantor” means (a) each Domestic Subsidiary of the Company party hereto on the Issue Date and (b) each additional Subsidiary that becomes a Grantor pursuant to Section 4.15 of the Indenture. 
“Supplement” has the meaning assigned to such term in Section 7.16.
“Trademark License” means any written agreement, now or hereafter in effect, granting to any Grantor any right to use any Trademark now or hereafter owned by any third party and all rights of any Grantor under any such agreement (including, without limitation, any such rights that such Grantor has the right to license).
“Trademarks” means all of the following now owned or hereafter acquired by any Grantor:  (a) all trademarks, service marks, corporate names, company names, business names, fictitious business names, domain names, trade styles, trade dress, logos, other source or business identifiers, designs and general intangibles of like nature, now existing or hereafter adopted or acquired, all registrations thereof (if any), and all registration and recording applications filed in connection therewith, including registrations and registration applications in the United States Patent and Trademark Office or any similar offices in any State of the United States or any other country or any political subdivision thereof (except for “intent-to-use” applications for trademark or service mark registrations filed pursuant to Section 1(b) of the Lanham Act, 15 U.S.C. § 1051, unless and until an Amendment to Allege Use or a Statement of Use under Sections 1(c) and 1(d) of Lanham Act has been filed, such exception to exist solely to the extent and for the duration, if any, that the pledge under Section 3.01 of an “intent-to-use” application prior to such filing would violate the Lanham Act), and all renewals thereof, including those listed on Schedule II, (b) all goodwill associated therewith or symbolized thereby, (c) all claims for, and rights to sue for, past or future infringements of any of the foregoing and (d) all income, royalties, damages and payments now or hereafter due and payable with respect to any of the foregoing, including damages and payments for past or future infringement thereof.
“Wholly-Owned Foreign Subsidiary” of any person shall mean a Foreign Subsidiary of such person that is a Wholly Owned Subsidiary. 


ARTICLE II    
[RESERVED]
ARTICLE III    
Pledge of Securities
SECTION 3.01.      Pledge.  Subject to the last paragraph of Section 4.01(a), as 

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Exhibit 10.12


security for the payment or performance, as the case may be, in full of its Secured Obligations, each Grantor hereby assigns and pledges to the Collateral Agent, its successors and permitted assigns, for the ratable benefit of the Secured Parties, and hereby grants to the Collateral Agent, its successors and permitted assigns, for the ratable benefit of the Secured Parties, a security interest in all of such Grantor’s right, title and interest in, to and under (i) the Equity Interests directly owned by it (including those listed on Schedule I) and any other Equity Interests obtained in the future by such Grantor and any certificates representing all such Equity Interests (the “Pledged Stock”); provided that the Pledged Stock shall not include any Excluded Property; (ii) (A) the debt obligations listed opposite the name of such Grantor on Schedule I, (B) any debt obligations in the future issued to such Grantor having, in the case of each instance of debt securities, an aggregate principal amount in excess of $5.0 million, and (C) the certificates, promissory notes and any other instruments, if any, evidencing such debt obligations (the “Pledged Debt Securities” and, together with the property described in clauses (ii)(A) and (B) above, the “Pledged Debt”); (iii) subject to Section 3.05 hereof, all payments of principal or interest, dividends, cash, instruments and other property from time to time received, receivable or otherwise distributed in respect of, in exchange for or upon the conversion of, and all other proceeds received in respect of the Pledged Stock and the Pledged Debt; (iv) subject to Section 3.05 hereof, all rights and privileges of such Grantor with respect to the Pledged Stock, Pledged Debt and other property referred to in clause (iii) above; and (v) all proceeds of any of the foregoing (the Pledged Stock, Pledged Debt and other property referred to in clauses (iii) through (v) above being collectively referred to as the “Pledged Collateral”).  The Collateral Agent agrees to execute an amendment to this Section 3.01 (if necessary) to exclude from the Pledged Stock any Equity Interest which is Excluded Property.
TO HAVE AND TO HOLD the Pledged Collateral, together with all right, title, interest, powers, privileges and preferences pertaining or incidental thereto, unto the Collateral Agent, its successors and permitted assigns, for the benefit of the Secured Parties, forever; subject, however, to the terms, covenants and conditions hereinafter set forth.
SECTION 3.02.      Delivery of the Pledged Collateral. (a)  Each Grantor agrees promptly to deliver or cause to be delivered to the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent), for the benefit of the Secured Parties, any and all Pledged Securities to the extent such Pledged Securities (i) are Equity Interests in the Company or in Subsidiaries or (ii) in the case of promissory notes or other instruments evidencing Indebtedness, are required to be delivered pursuant to paragraph (b) of this Section 3.02.  If any Pledged Stock that is uncertificated on the date hereof shall hereinafter become certificated, or if any Grantor shall at any time hold or acquire any certificated securities included in the Pledged Collateral, the applicable Grantor shall promptly cause the certificate or certificates representing such Pledged Stock to be delivered to the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent), for the benefit of the Secured Parties together with accompanying stock powers or other documentation required by Section 3.02(c).  None of the Grantors shall permit any third party to “control” (for purposes of Section 8-106 of the New York UCC (or any analogous provision of the Uniform Commercial Code in effect in the jurisdiction whose law applies)) any uncertificated securities that constitute Pledged Collateral other than the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment 

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Exhibit 10.12


Date, the Collateral Agent).
(b)      To the extent any Indebtedness for borrowed money constitutes Pledged Collateral (other than (i) intercompany current liabilities in connection with the cash management operations of Holdings and its Subsidiaries or (ii) to the extent that a pledge of such promissory note or instrument would violate applicable law) owed to any Grantor is evidenced by a promissory note or an instrument, such Grantor shall cause such promissory note, if evidencing Indebtedness in excess of $5.0 million, to be pledged and delivered to the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent), for the benefit of the Secured Parties, pursuant to the terms hereof.
(c)      Upon delivery to the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent), (i) any Pledged Securities required to be delivered pursuant to the foregoing paragraphs (a) and (b) of this Section 3.02 shall be accompanied by stock powers or note powers, as applicable, duly executed in blank or other instruments of transfer reasonably satisfactory to the First Priority Agent or the Collateral Agent, as applicable, and by such other instruments and documents as the First Priority Agent or the Collateral Agent, as applicable, may reasonably request and (ii) all other property comprising part of the Pledged Collateral delivered pursuant to the terms of this Agreement shall be accompanied to the extent necessary to perfect the security interest in or allow realization on the Pledged Collateral by proper instruments of assignment duly executed by the applicable Grantor and such other instruments or documents as the Collateral Agent may reasonably request.  Each delivery of Pledged Securities shall be accompanied by a schedule describing the securities, which schedule shall be attached hereto as Schedule I (or a supplement to Schedule I, as applicable) and made a part hereof; provided that failure to attach any such schedule hereto shall not affect the validity of such pledge of such Pledged Securities.  Each schedule so delivered shall supplement any prior schedules so delivered.
SECTION 3.03.      Representations, Warranties and Covenants.  The Grantors jointly and severally represent, warrant and covenant to and with the Collateral Agent, for the benefit of the Secured Parties, that as of the Issue Date:
(a)      Schedule I correctly sets forth the percentage of the issued and outstanding units of each class of the Equity Interests of the issuer thereof represented by the Pledged Stock and includes all Equity Interests, debt securities and promissory notes or instruments evidencing Indebtedness required to be (i) pledged pursuant to this Agreement and the Indenture, or (ii) delivered pursuant to Section 3.02;
(b)      the Pledged Stock and Pledged Debt Securities (solely with respect to Pledged Debt Securities issued by a person that is not a subsidiary of Holdings or an Affiliate of any such subsidiary, to the best of each Grantor’s knowledge) have been duly and validly authorized and issued by the issuers thereof and (i) in the case of Pledged Stock, are fully paid and nonassessable and (ii) in the case of Pledged Debt Securities (solely with respect to Pledged Debt Securities issued by a person that is not a subsidiary of Holdings or an Affiliate of any such subsidiary, to the best of each Grantor’s 

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knowledge) are legal, valid and binding obligations of the issuers thereof, subject to the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and other similar laws relating to or affecting creditors’ rights generally, general equitable principles (whether considered in a proceeding at law or in equity) and an implied covenant of good faith and fair dealing;
(c)      except for the security interests granted hereunder, each Grantor (i) is and, subject to any transfers made in compliance with the Indenture, will continue to be the direct owner, beneficially and of record, of the Pledged Securities indicated on Schedule I as owned by such Grantor, (ii) holds the same free and clear of all Liens, other than Permitted Liens, (iii) will make no assignment, pledge, hypothecation or transfer of, or create or permit to exist any security interest in or other Lien on, the Pledged Collateral, other than pursuant to a transaction permitted by the Indenture and other than Permitted Liens and (iv) subject to the rights of such Grantor under the Note Documents to dispose of Pledged Collateral, will use commercially reasonable efforts to defend its title or interest hereto or therein against any and all Liens (other than Permitted Liens), however arising, of all persons;
(d)      other than as set forth in the Indenture or the schedules thereto, and except for restrictions and limitations imposed by the Note Documents or securities laws generally, or otherwise permitted to exist pursuant to the terms of the Indenture, the Pledged Stock (other than partnership interests) is and will continue to be freely transferable and assignable, and none of the Pledged Stock is or will be subject to any option, right of first refusal, shareholders agreement, charter or by-law provisions or contractual restriction of any nature that might prohibit, impair, delay or otherwise affect the pledge of such Pledged Stock hereunder, the sale or disposition thereof pursuant hereto or the exercise by the Collateral Agent of rights and remedies hereunder;
(e)      each Grantor has the power and authority to pledge the Pledged Collateral pledged by it hereunder in the manner hereby done or contemplated;
(f)      other than as set forth in the Indenture or the schedules thereto, no consent or approval of any Governmental Authority, any securities exchange or any other person was or is necessary to the validity of the pledge effected hereby (or the transfer of the Pledged Securities upon a foreclosure thereof (other than compliance with any securities law applicable to the transfer of securities)), in each case other than such as have been obtained and are in full force and effect;
(g)      by virtue of the execution and delivery by the Grantors of this Agreement, when any Pledged Securities (including Pledged Stock of any Domestic Subsidiary or any Qualified CFC Holding Company) are delivered to the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent), for the benefit of the Secured Parties, in accordance with this Agreement and a financing statement covering such Pledged Securities is filed in the appropriate filing office, the Collateral Agent will obtain, for the benefit of the Secured Parties, a legal, valid and perfected lien upon and security interest in such Pledged Securities under the New York UCC, subject only to Permitted Liens 

10


Exhibit 10.12


permitted under the Indenture, as security for the payment and performance of the Secured Obligations; and
(h)      each Grantor that is an issuer of the Pledged Collateral confirms that it has received notice of the security interest granted hereunder and consents to such security interest and, upon the occurrence and during the continuation of an Event of Default and at any time following the First Lien Priority Indebtedness Payment Date, agrees to transfer record ownership of the securities issued by it in connection with any request by the Collateral Agent (except as otherwise provided in the Intercreditor Agreements).
SECTION 3.04.      Registration in Nominee Name; Denominations.  The First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent), on behalf of the Secured Parties, shall have the right (in its sole and absolute discretion) to hold the Pledged Securities in the name of the applicable Grantor, endorsed or assigned in blank or in favor of the First Priority Agent or the Collateral Agent (or as otherwise provided in the Intercreditor Agreements), as applicable, or, if an Event of Default shall have occurred and be continuing, in its own name as pledgee or the name of its nominee (as pledgee or as sub-agent). Each Grantor will promptly give to the Collateral Agent copies of any notices or other communications received by it with respect to Pledged Securities registered in the name of such Grantor. If an Event of Default shall have occurred and be continuing, the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent) shall have the right to exchange the certificates representing Pledged Securities for certificates of smaller or larger denominations for any purpose consistent with this Agreement.  Each Grantor shall use its commercially reasonable efforts to cause any Grantor that is not a party to this Agreement to comply with a request by the First Priority Agent or the Collateral Agent, as applicable, pursuant to this Section 3.04, to exchange certificates representing Pledged Securities of such Grantor for certificates of smaller or larger denominations.
SECTION 3.05.      Voting Rights; Dividends and Interest, Etc. Unless and until an Event of Default shall have occurred and be continuing and the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent) shall have given notice to the relevant Grantors of the First Priority Agent’s or the Collateral Agent’s intention, as applicable, to exercise its rights hereunder or under the First Priority Documents:
(i)      Each Grantor shall be entitled to exercise any and all voting and/or other consensual rights and powers inuring to an owner of Pledged Collateral or any part thereof for any purpose consistent with the terms of this Agreement, the Indenture and the other Note Documents; provided that, except as permitted under the Indenture, such rights and powers shall not be exercised in any manner that could materially and adversely affect the rights inuring to a holder of any Pledged Collateral, the rights and remedies of any of the Collateral Agent or the other Secured Parties under this Agreement, the Indenture or any other Note Document or the ability of the Secured Parties to exercise the same.
(ii)      The Collateral Agent shall, at such Grantor’s sole expense and upon 

11


Exhibit 10.12


receipt of a written request, promptly execute and deliver to each Grantor, or cause to be executed and delivered to such Grantor, all such proxies, powers of attorney and other instruments as such Grantor may reasonably request for the purpose of enabling such Grantor to exercise the voting and/or consensual rights and powers it is entitled to exercise pursuant to subparagraph (i) above.
(iii)      Each Grantor shall be entitled to receive and retain any and all dividends, interest, principal and other distributions paid on or distributed in respect of the Pledged Collateral to the extent and only to the extent that such dividends, interest, principal and other distributions are permitted by, and otherwise paid or distributed in accordance with, the terms and conditions of the Indenture, the other Note Documents and applicable laws; provided, that (A) any noncash dividends, interest, principal or other distributions, payments or other consideration in respect thereof, including any rights to receive the same to the extent not so distributed or paid, that would constitute Pledged Securities to the extent such Grantor has the rights to receive such Pledged Securities if they were declared, distributed and paid on the date of this Agreement, whether resulting from a subdivision, combination or reclassification of the outstanding Equity Interests of the issuer of any Pledged Securities, received in exchange for Pledged Securities or any part thereof, or in redemption thereof, as a result of any merger, consolidation, acquisition or other exchange of assets to which such issuer may be a party or otherwise or (B) any non-cash dividends and other distributions paid or payable in respect of any Pledged Securities that would constitute Pledged Securities to the extent such Grantor has the rights to receive such Pledged Securities if they were declared, distributed and paid on the date of this Agreement, in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid in surplus, shall be and become part of the Pledged Collateral, and, if received by any Grantor, shall not be commingled by such Grantor with any of its other funds or property but shall be held separate and apart therefrom, shall be held in trust for the benefit of the Collateral Agent, for the benefit of the Secured Parties, and shall be forthwith delivered to the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent), for the benefit of the Secured Parties, in the same form as so received (endorsed in a manner reasonably satisfactory to the First Priority Agent or the Collateral Agent, as applicable).  This clause (iii) shall not apply to dividends between or among the Company, the Grantors and the Subsidiaries only of property which is subject to a perfected security interest under this Agreement; provided that the Company notifies the Collateral Agent in writing, specifically referring to this Section 3.06, at the time of such dividend and takes any actions the Collateral Agent specifies to ensure the continuance of its perfected security interest in such property under this Agreement.
(b)      Upon the occurrence and during the continuance of an Event of Default and after notice by the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent) to the Company of the intention of the First Priority Agent or the Collateral Agent, as applicable, to exercise its rights hereunder or under the First Priority Documents, as applicable, all rights of any Grantor to receive dividends, interest, principal or other distributions with respect to Pledged Securities that such Grantor is authorized to receive pursuant to paragraph (a)(iii) of this Section 

12


Exhibit 10.12


3.05 shall cease, and all such rights shall thereupon become vested, for the benefit of the Secured Parties, in the First Priority Agent or the Collateral Agent, as applicable, which shall have the sole and exclusive right and authority to receive and retain such dividends, interest, principal or other distributions; provided, however, that prior to the occurrence of an Acceleration Event, any Grantor may continue to exercise dividend and distribution rights solely to the extent permitted under clause (12) and clause (13) (other than clause (b) thereof) of Section 4.07(b) of the Indenture and solely to the extent that such amounts are required by Holdings for the stated purposes thereof.  All dividends, interest, principal or other distributions received by any Grantor contrary to the provisions of this Section 3.05 shall not be commingled by such Grantor with any of its other funds or property but shall be held separate and apart therefrom, shall be held in trust for the benefit of the Collateral Agent, for the benefit of the Secured Parties, and shall be forthwith delivered to the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent), for the benefit of the Secured Parties, in the same form as so received (endorsed in a manner reasonably satisfactory to the First Priority Agent or the Collateral Agent, as applicable).  Any and all money and other property paid over to or received by the First Priority Agent or the Collateral Agent, as applicable, pursuant to the provisions of this paragraph (b) shall be retained by the First Priority Agent or the Collateral Agent, as applicable, in an account to be established by the First Priority Agent or the Collateral Agent, as applicable, upon receipt of such money or other property and shall be applied in accordance with the provisions of Section 5.02 hereof. After all Events of Default have been cured or waived and a Responsible Officer has delivered to the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent) a certificate to that effect, the First Priority Agent or the Collateral Agent, as applicable, shall promptly repay to each Grantor (without interest) all dividends, interest, principal or other distributions that such Grantor would otherwise be permitted to retain pursuant to the terms of paragraph (a)(iii) of this Section 3.05 and that remain in such account.
(c)      Upon the occurrence and during the continuance of an Event of Default and after notice by the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent) to the Company of the intention of the First Priority Agent or the Collateral Agent, as applicable, to exercise its rights hereunder or under the First Priority Documents, all rights of any Grantor to exercise the voting and/or consensual rights and powers it is entitled to exercise pursuant to paragraph (a)(i) of this Section 3.05 with respect to Pledged Securities, and the obligations of the First Priority Agent or the Collateral Agent, as applicable, under paragraph (a)(ii) of this Section 3.05, shall cease, and all such rights shall thereupon become vested in the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent), for the benefit of the Secured Parties, which shall have the sole and exclusive right and authority to exercise such voting and consensual rights and powers; provided that the Collateral Agent shall have the right from time to time following and during the continuance of an Event of Default to permit the Grantors to exercise such rights. After all Events of Default have been cured or waived and a Responsible Officer has delivered to the Collateral Agent a certificate to that effect, each Grantor shall have the right to exercise the voting and/or consensual rights and powers that such Grantor would otherwise be entitled to exercise pursuant to the terms of paragraph (a)(i) above and the obligations of the Collateral Agent under paragraph (a)(ii) shall be in effect.

13


Exhibit 10.12


ARTICLE IV     
Security Interests in Other Personal Property
SECTION 4.01.      Security Interest.  (a)  As security for the payment or performance when due (whether at the stated maturity, by acceleration or otherwise), as the case may be, in full of its Secured Obligations, each Grantor hereby assigns and pledges to the Collateral Agent, its successors and permitted assigns, for the benefit of the Secured Parties, and hereby grants to the Collateral Agent, its successors and permitted assigns, for the benefit of the Secured Parties, a security interest (the “Security Interest”) in all right, title and interest in or to any and all of the following assets and properties now owned or at any time hereafter acquired by such Grantor or in which such Grantor now has or at any time in the future may acquire any right, title or interest (collectively, the “Article 9 Collateral”):
(i)      all Accounts;
(ii)      all Chattel Paper;
(iii)      all Deposit Accounts;
(iv)      all Documents;
(v)      all Equipment;
(vi)      all General Intangibles;
(vii)      all Instruments;
(viii)      all Inventory and all other Goods not otherwise described above;
(ix)      all Investment Property;
(x)      all Commercial Tort Claims with respect to the matters described on Schedule III;
(xi)      all other personal property not otherwise described above (except for property specifically excluded from any defined term used in any of the foregoing clauses);
(xii)      all books and records pertaining to the Article 9 Collateral; and
(xiii)      to the extent not otherwise included, all proceeds, Supporting Obligations and products of any and all of the foregoing and all collateral security and guarantees given by any person with respect to any of the foregoing;
provided, however, that this Agreement shall not constitute a grant of a security interest in, and the term Article 9 Collateral shall not include, any Excluded Property.  The Collateral Agent 

14


Exhibit 10.12


agrees to execute an amendment to this Section 4.01(a) (if necessary) to exclude from the Article 9 Collateral any Excluded Property.  Notwithstanding anything to the contrary in this Agreement or in the Indenture, no property shall be excluded from the definition of Pledged Collateral or Article 9 Collateral if such property constitutes Collateral (as defined in the Credit Agreement) for obligations of a Grantor under the Credit Agreement and/or any Loan Document (as defined in the Credit Agreement).
(b)      Each Grantor hereby irrevocably authorizes the Collateral Agent at any time and from time to time to file or cause to be filed in any relevant jurisdiction any initial financing statements (including fixture filings) with respect to the Article 9 Collateral or any part thereof and amendments thereto that contain the information required by Article 9 of the Uniform Commercial Code of each applicable jurisdiction for the filing of any financing statement or amendment, including (i) whether such Grantor is an organization, the type of organization and any organizational identification number issued to such Grantor, (ii) in the case of a financing statement filed as a fixture filing, a sufficient description of the real property to which such Article 9 Collateral relates and (iii) a description of collateral that describes such property in any other manner as the Collateral Agent may reasonably determine is necessary or advisable to ensure the perfection of the security interest in the Article 9 Collateral granted under this Agreement, including describing such property as “all assets, whether now owned or hereafter acquired” or “all property, whether now owned or hereafter acquired” or using words of similar import. Each Grantor agrees to provide such information to the Collateral Agent promptly upon request.
The Collateral Agent is further authorized to file or cause to be filed with the United States Patent and Trademark Office or United States Copyright Office such documents as may be reasonably necessary or advisable for the purpose of perfecting, confirming, continuing, enforcing or protecting the Security Interest granted by each Grantor, without the signature of such Grantor, and naming such Grantor or the Grantors as debtors and the Collateral Agent as secured party.
For the avoidance of doubt, the Collateral Agent shall not be responsible for the perfection of any Security Interest or for the filing, form, content or renewal of any UCC financing statement, fixture filings, Mortgages, deeds of trust and such other documents or instruments.
(c)      The Security Interest is granted as security only and shall not subject the Collateral Agent or any other Secured Party to, or in any way alter or modify, any obligation or liability of any Grantor with respect to or arising out of the Article 9 Collateral.
(d)      Notwithstanding anything to the contrary in this Agreement or in the Indenture, no Grantor shall be required to enter into any deposit account control agreement or securities account control agreement with respect to any cash, deposit account or securities account.
SECTION 4.02.      Representations and Warranties. The Grantors jointly and severally represent and warrant to the Collateral Agent and the Secured Parties that, as of the Issue Date:

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Exhibit 10.12


(a)      Each Grantor has good and valid rights in and title to the Article 9 Collateral with respect to which it has purported to grant a Security Interest hereunder and has full power and authority to grant to the Collateral Agent the Security Interest in such Article 9 Collateral pursuant hereto and to execute, deliver and perform its obligations in accordance with the terms of this Agreement, without the consent or approval of any other person other than any consent or approval that has been obtained and is in full force and effect or has otherwise been disclosed herein or in the Indenture.
(b)      The Perfection Certificate has been duly prepared, completed and executed and the information set forth therein, including the exact legal name of each Grantor, is correct and complete, in all material respects, as of the Issue Date.  The Uniform Commercial Code financing statements (including fixture filings, as applicable) or other appropriate filings, recordings or registrations containing a description of the Article 9 Collateral that have been prepared based upon the information provided to the Collateral Agent in the Perfection Certificate for filing in each governmental, municipal or other office specified in Schedule IV constitute all the filings, recordings and registrations (other than filings required to be made in the United States Patent and Trademark Office and the United States Copyright Office in order to perfect the Security Interest in Article 9 Collateral consisting of United States issued patents and patent applications, United States registered Trademarks and United States registered Copyrights) that are necessary to publish notice of and protect the validity of and to establish a legal, valid and perfected security interest in favor of the Collateral Agent (for the benefit of the Secured Parties) in respect of all Article 9 Collateral in which the Security Interest may be perfected by filing, recording or registration in the United States (or any political subdivision thereof), and no further or subsequent filing, refiling, recording, rerecording, registration or reregistration is necessary in any such jurisdiction, except as provided under applicable law with respect to the filing of continuation statements or amendments.  Each Grantor represents and warrants that a fully executed Intellectual Property Security Agreement containing a description of all Article 9 Collateral including all material Intellectual Property with respect to United States issued patents (and Patents for which United States applications are pending), United States registered Trademarks (and Trademarks for which United States registration applications are pending) and United States registered Copyrights has been delivered to the Collateral Agent for recording with the United States Patent and Trademark Office and the United States Copyright Office pursuant to 35 U.S.C. § 261, 15 U.S.C. § 1060 or 17 U.S.C. § 205 and the regulations thereunder, as applicable, and reasonably requested by the Collateral Agent, to protect the validity of and to establish a legal, valid and perfected security interest in favor of the Collateral Agent, for the benefit of the Secured Parties, in respect of all Article 9 Collateral consisting of such material Intellectual Property in which a security interest may be perfected by recording with the United States Patent and Trademark Office and the United States Copyright Office, and no further or subsequent filing, refiling, recording, rerecording, registration or reregistration is necessary (other than such actions as are necessary to perfect the Security Interest with respect to any Article 9 Collateral consisting of registrations or applications for Patents, Trademarks and Copyrights acquired or obtained after the date hereof).
(c)      The Security Interest constitutes (i) a legal and valid security interest in all 

16


Exhibit 10.12


the Article 9 Collateral securing the payment and performance of the Secured Obligations, (ii) subject to the filings described in Section 4.02(b), a perfected security interest in all Article 9 Collateral in which a security interest may be perfected by filing, recording or registering a financing statement or analogous document in the United States (or any political subdivision thereof) pursuant to the Uniform Commercial Code or other applicable law in such jurisdictions and (iii) subject to the filings described in Section 4.02(b), a security interest that shall be perfected in all Article 9 Collateral in which a security interest may be perfected upon the receipt and recording of the Intellectual Property Security Agreement with the United States Patent and Trademark Office and the United States Copyright Office upon the making of such filings with such office, in each case, as applicable, with respect to material Intellectual Property Collateral.  The Security Interest is and shall be prior to any other Lien on any of the Article 9 Collateral other than Permitted Liens.
(d)      The Article 9 Collateral is owned by the Grantors free and clear of any Lien, other than Permitted Liens.  None of the Grantors has filed or consented to the filing of (i) any financing statement or analogous document under the Uniform Commercial Code or any other applicable laws covering any Article 9 Collateral, (ii) any agreement in which any Grantor grants any interest in any Article 9 Collateral or any security agreement or similar instrument covering any Article 9 Collateral with the United States Patent and Trademark Office or the United States Copyright Office or (iii) any agreement in which any Grantor grants any interest in any Article 9 Collateral or any security agreement or similar instrument covering any Article 9 Collateral with any foreign governmental, municipal or other office, which financing statement or analogous document, assignment, security agreement or similar instrument is still in effect, except, in each case, for Permitted Liens.
(e)      None of the Grantors holds any Commercial Tort Claim individually in excess of $5.0 million as of the Issue Date except as indicated on the Perfection Certificate.
(f)      As to itself and its Article 9 Collateral consisting of Intellectual Property (the “Intellectual Property Collateral”):
(i)      The Intellectual Property Collateral set forth on Schedule II includes all of the material registrations and material applications for Patents, Trademarks and Copyrights owned or exclusively licensed by and all material IP Agreements (other than Trademark licenses granted by a Grantor to a franchisee or master franchisor in the ordinary course of business) binding upon such Grantor as of the date hereof.  The Intellectual Property Collateral set forth on Schedule II includes all of the material registrations and material applications for Patents, Trademarks and Copyrights owned or exclusively licensed by the Company and its subsidiaries.
(ii)      The Intellectual Property Collateral is subsisting and has not been adjudged invalid or unenforceable in whole or part, and, to such Grantor’s knowledge, is valid and enforceable, except as would not reasonably be expected to have a Material Adverse Effect.  Such Grantor has no knowledge of any uses of any item of Intellectual 

17


Exhibit 10.12


Property Collateral that would be expected to lead to such item becoming invalid or unenforceable, except as would not reasonably be expected to have a Material Adverse Effect.
(iii)      Such Grantor has made or performed all commercially reasonable acts, including without limitation filings, recordings and payment of all required fees and taxes, required to maintain and protect its interest in the Intellectual Property Collateral that is reasonably necessary for the operation of its business in full force and effect in the United States and such Grantor has used proper statutory notice in connection with its use of each Patent, Trademark and Copyright in the Intellectual Property Collateral, except to the extent that the failure to do so would not reasonably be expected to have a Material Adverse Effect.
(iv)      With respect to each IP Agreement, the absence, termination or violation of which would reasonably be expected to have a Material Adverse Effect: (A) such Grantor has not received any notice of termination or cancellation under such IP Agreement; (B) such Grantor has not received any notice of a breach or default under such IP Agreement, which breach or default has not been cured or waived; and (C) neither such Grantor nor any other party to such IP Agreement is in breach or default thereof in any material respect, and no event has occurred that, with notice or lapse of time or both, would constitute such a breach or default or permit termination, modification or acceleration under such IP Agreement.
(v)      Except as would not reasonably be expected to have a Material Adverse Effect, no Grantor or Intellectual Property Collateral is subject to any outstanding consent, settlement, decree, order, injunction, judgment or ruling restricting the use of any Intellectual Property Collateral or that would impair the validity or enforceability of such Intellectual Property Collateral.
SECTION 4.03.      Covenants.  (a)  The Company agrees promptly to notify the Collateral Agent in writing of any change (i) in the corporate or organization name of any Grantor, (ii) in the identity or type of organization or corporate structure of any Grantor, (iii) in the Federal Taxpayer Identification Number or organizational identification number of any Grantor or (iv) in the jurisdiction of organization of any Grantor.  The Company agrees promptly to provide the Collateral Agent with certified organizational documents reflecting any of the changes described in the immediately preceding sentence.  The Company agrees not to effect or permit any change referred to in the first sentence of this paragraph (a) unless all filings have been made, or will have been made within any applicable statutory period, under the Uniform Commercial Code or otherwise that are required in order for the Collateral Agent to continue at all times following such change to have a valid, legal and perfected second priority security interest in all the Article 9 Collateral in which a security interest may be perfected by filing, for the benefit of the Secured Parties.  The Company agrees promptly to notify the Collateral Agent if any material portion of the Article 9 Collateral owned or held by any Grantor is damaged or destroyed.
(b)      Subject to the rights of such Grantor under the Note Documents to dispose of Collateral, each Grantor shall, at its own expense, use commercially reasonable efforts to 

18


Exhibit 10.12


defend title to the Article 9 Collateral against all persons and to defend the Security Interest of the Collateral Agent, for the benefit of the Secured Parties, in the Article 9 Collateral and the priority thereof against any Lien that is not a Permitted Lien.
(c)      Each Grantor agrees, at its own expense, to execute, acknowledge, deliver and cause to be duly filed all such further instruments and documents and take all such actions as the Collateral Agent may from time to time reasonably request to better assure, preserve, protect, defend and perfect the Security Interest and the rights and remedies created hereby, including, without limitation, (i) the payment of any fees and taxes required in connection with the execution and delivery of this Agreement and the granting of the Security Interest, and (ii) the filing of any financing statements (including fixture filings) or other documents in connection herewith or therewith, all in accordance with the terms hereof and of Article 14 of the Indenture.  If any Indebtedness payable under or in connection with any of the Article 9 Collateral that is in excess of $5.0 million shall be or become evidenced by any promissory note or other instrument, such note or instrument shall be promptly pledged and delivered to the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent), for the benefit of the Secured Parties, duly endorsed in a manner reasonably satisfactory to the First Priority Agent or the Collateral Agent, as applicable.  The Collateral Agent agrees to execute an amendment to this Section 4.03(c) (if necessary) to exclude from the requirements of this clause any asset which is Excluded Property.
Without limiting the generality of the foregoing, each Grantor hereby authorizes the Collateral Agent, with prompt notice thereof to the Grantors, to supplement this Agreement by supplementing Schedule II or adding additional schedules hereto to specifically identify any asset or item that may constitute material Copyrights, Patents, Trademarks, Copyright Licenses, Patent Licenses or Trademark Licenses; provided that any Grantor shall have the right, exercisable within 30 days after the Company has been notified by the Collateral Agent of the specific identification of such Article 9 Collateral, to advise the Collateral Agent in writing of any inaccuracy of the representations and warranties made by such Grantor hereunder with respect to such Article 9 Collateral.  Each Grantor agrees that it will use its commercially reasonable efforts to take such action as shall be necessary in order that all representations and warranties hereunder shall be true and correct with respect to such Article 9 Collateral within 30 days after the date it has been notified by the Collateral Agent of the specific identification of such Article 9 Collateral.
(d)      After the occurrence of an Event of Default and during the continuance thereof, the Collateral Agent shall have the right to verify under reasonable procedures the validity, amount, quality, quantity, value, condition and status of, or any other matter relating to, the Article 9 Collateral, including, in the case of Accounts or Article 9 Collateral in the possession of any third person, by contacting Account Debtors or the third person possessing such Article 9 Collateral for the purpose of making such a verification.  The Collateral Agent shall have the right to share any information it gains from such inspection or verification with any Secured Party.
(e)      At its option, the Collateral Agent may discharge past due taxes, assessments, charges, fees, Liens, security interests or other encumbrances at any time levied or placed on the Article 9 Collateral and not a Permitted Lien, and may pay for the maintenance and 

19


Exhibit 10.12


preservation of the Article 9 Collateral to the extent any Grantor fails to do so as required by the Indenture or this Agreement, and each Grantor jointly and severally agrees to reimburse the Collateral Agent on demand for any reasonable payment made or any reasonable expense incurred by the Collateral Agent pursuant to the foregoing authorization; provided, however, that nothing in this Section 4.03(e) shall be interpreted as excusing any Grantor from the performance of, or imposing any obligation on the Collateral Agent or any Secured Party to cure or perform, any covenants or other promises of any Grantor with respect to taxes, assessments, charges, fees, Liens, security interests or other encumbrances and maintenance as set forth herein or in the other Note Documents.
(f)      Each Grantor (rather than the Collateral Agent or any Secured Party) shall remain liable for the observance and performance of all the conditions and obligations to be observed and performed by it under each contract, agreement or instrument relating to the Article 9 Collateral and each Grantor jointly and severally agrees to indemnify and hold harmless the Collateral Agent and the Secured Parties from and against any and all liability for such performance.
(g)      None of the Grantors shall make or permit to be made an assignment, pledge or hypothecation of the Article 9 Collateral or shall grant any other Lien in respect of the Article 9 Collateral, except as permitted by the Indenture.  None of the Grantors shall make or permit to be made any transfer of the Article 9 Collateral and each Grantor shall remain at all times in possession or otherwise in control of the Article 9 Collateral owned by it, except as permitted by the Indenture.
(h)      Subject to the Intercreditor Agreements, each Grantor irrevocably makes, constitutes and appoints the Collateral Agent (and all officers, employees or agents designated by the Collateral Agent) as such Grantor’s true and lawful agent (and attorney-in-fact) for the purpose, during the continuance of an Event of Default, of making, settling and adjusting claims in respect of Article 9 Collateral under policies of insurance, endorsing the name of such Grantor on any check, draft, instrument or other item of payment for the proceeds of such policies of insurance and for making all determinations and decisions with respect thereto.  In the event that any Grantor at any time or times shall fail to obtain or maintain any of the policies of insurance required hereby or to pay any premium in whole or part relating thereto, the Collateral Agent may (but shall in no event be required to), without waiving or releasing any obligation or liability of the Grantors hereunder or any Event of Default, in its sole discretion, obtain and maintain such policies of insurance and pay such premium and take any other actions with respect thereto as the Collateral Agent reasonably deems advisable.  All sums disbursed by the Collateral Agent in connection with this Section 4.03(h), including reasonable attorneys’ fees, court costs, expenses and other charges relating thereto, shall be payable, upon demand, by the Grantors to the Collateral Agent and shall be additional Secured Obligations secured hereby.
SECTION 4.04.      Other Actions. In order to further ensure the attachment, perfection and priority of, and the ability of the Collateral Agent to enforce, for the benefit of the Secured Parties, the Collateral Agent’s security interest in the Article 9 Collateral, each Grantor agrees, in each case at such Grantor’s own expense, to take the following actions with respect to the following Article 9 Collateral:

20


Exhibit 10.12


(a)      Instruments and Tangible Chattel Paper. If any Grantor shall at any time hold or acquire any Instruments (other than checks received and processed in the ordinary course of business) or tangible Chattel Paper evidencing an amount in excess of $5.0 million, such Grantor shall forthwith endorse, assign and deliver the same to the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent) for the benefit of the Secured Parties, accompanied by such instruments of transfer or assignment duly executed in blank as the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent) may from time to time reasonably request.
(b)      Commercial Tort Claims. If any Grantor shall at any time hold or acquire a Commercial Tort Claim in an amount reasonably estimated to exceed $5.0 million, such Grantor shall promptly notify the Collateral Agent thereof in a writing signed by such Grantor, including a summary description of such claim, and grant to the Collateral Agent in writing a security interest therein and in the proceeds thereof, all under the terms and provisions of this Agreement, with such writing to be in form and substance reasonably satisfactory to the Collateral Agent.
SECTION 4.05.      Covenants Regarding Patent, Trademark and Copyright Collateral.  (a)  Except as permitted under the Indenture, each Grantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees or sublicensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Grantor’s business may become prematurely invalidated, abandoned, lapsed or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve such Grantor’s rights under applicable patent laws.
(b)      Each Grantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each Trademark material to the normal conduct of such Grantor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark, (iii) consistent with its prior practice, display such Trademark with notice of federal or foreign registration or claim of trademark or service mark as permitted under applicable law and (iv) not knowingly use or knowingly permit its licensees’ or sublicensees’ use of such Trademark in violation of any third-party rights.
(c)      Each Grantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a Copyright material to the normal conduct of such Grantor’s business that it publishes, displays and distributes, and, consistent with its prior practice, use copyright notice as permitted under applicable copyright laws.
(d)      Each Grantor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Grantor’s business has permanently become abandoned, lapsed or dedicated to the public, or of any materially 

21


Exhibit 10.12


adverse determination, excluding non-material office actions and similar determinations or developments in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Grantor’s ownership of any such Patent, Trademark or Copyright or its right to register or to maintain the same.
(e)      Each Grantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a quarterly basis of each registration or application made by itself, or through any agent, employee, licensee or designee at such Grantor’s request, for any Patent or Trademark with the United States Patent and Trademark Office or, on a monthly basis, of each registration made by itself, or through any agent, employee, licensee or designee at such Grantor’s request, for any Copyright with the United States Copyright Office, respectively, or any comparable office or agency in any other country filed during the preceding period, (ii) promptly execute and deliver any and all agreements, instruments, documents and papers necessary or as the Collateral Agent may otherwise reasonably request to evidence the Collateral Agent’s security interest in such U.S. Patent, Trademark or Copyright and the perfection thereof, and (iii) upon the Collateral Agent’s request, as directed in writing by the Holders of a majority in aggregate principal amount of the then outstanding Notes, promptly execute and deliver any and all agreements, instruments, documents and papers necessary or as the Collateral Agent may otherwise reasonably request to evidence the Collateral Agent’s security interest in such non-U.S. Patent, Trademark or Copyright and the perfection thereof.
(f)      Each Grantor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Grantor’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright that is material to the normal conduct of such Grantor’s business, including, when applicable and necessary in such Grantor’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Grantor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties.
(g)      In the event that any Grantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Grantor shall promptly notify the Collateral Agent (other than infringements, misappropriations or dilutions by franchisees or former franchisees unless and until such franchisee or former franchisee challenges the validity of any such Patent, Trademark or Copyright) and shall, if such Grantor deems it necessary in its reasonable business judgment, take such actions as are reasonably appropriate under the circumstances, which may include suing and recovering damages.
(h)      The Company agrees that it will, and will cause each of its Subsidiaries to, assign any material (i) registrations and applications for Trademarks (together with the goodwill of the business symbolized thereby), (ii) issued Patents and applications therefor, and (iii) 

22


Exhibit 10.12


registrations and applications for Copyrights to a Grantor, in each case, on or before the Issue Date.  The Company shall promptly record such assignments with the United States Patent and Trademark Office, United States Copyright Office, and any other similar office or agency in any other jurisdiction, as applicable, within five days after execution of such assignments and shall promptly provide the Collateral Agent with copies of such assignments and, if available, confirmation of recordation thereof.
SECTION 4.06.      Insurance.  (a)   Maintain, with financially sound and reputable insurance companies, insurance in such amounts and against such risks as are customarily maintained by similarly situated companies engaged in the same or similar businesses operating in the same or similar locations and cause the Collateral Agent to be listed as loss payee on property and casualty policies, and as an additional insured on liability policies; provided that (i) workers’ compensation insurance or similar coverage may be effected with respect to its operations in any particular state or other jurisdiction through an insurance fund operated by such state or jurisdiction and (ii) such insurance may contain self-insurance retention and deductible levels consistent with normal industry practice.
(b)      With respect to any real property on which there is a mortgage granted for the benefit of the Holders (“Mortgaged Properties”), if at any time the area in which the relevant premises are located is designated a “flood hazard area” in any Flood Insurance Rate Map published by the Federal Emergency Management Agency (or any successor agency), obtain flood insurance in such reasonable total amount as the Collateral Agent may from time to time reasonably require, and otherwise comply with the National Flood Insurance Program as set forth in the Flood Disaster Protection Act of 1973, as it may be amended from time to time.
(c)      In connection with the covenants set forth in this Section 4.06, it is understood and agreed that:
(i)      none of the Collateral Agent, the Holders, the other Secured Parties and their respective agents or employees shall be liable for any loss or damage insured by the insurance policies required to be maintained under this Section 4.06, it being understood that (A) the Grantors shall look solely to their insurance companies or any other parties other than the aforesaid parties for the recovery of such loss or damage and (B) such insurance companies shall have no rights of subrogation against the Collateral Agent, the Holders, the other Secured Parties or their agents or employees.  If, however, the insurance policies, as a matter of the internal policy of such insurer, do not provide waiver of subrogation rights against such parties, as required above, then the Borrower, on behalf of itself and behalf of each of its Subsidiaries, hereby agrees, to the extent permitted by law, to waive, and further agrees to cause each of their Subsidiaries to waive, its right of recovery, if any, against the Collateral Agent, the Holders, the other Secured Parties and their agents and employees; and
(ii)      the designation of any form, type or amount of insurance coverage by the Collateral Agent under this Section 4.06 shall in no event be deemed a representation, warranty or advice by the Collateral Agent, the Holders or the other Secured Parties that such insurance is adequate for the purposes of the business of the Borrower and the Subsidiaries or the protection of their properties.

23


Exhibit 10.12


ARTICLE V     
Remedies
SECTION 5.01.      Remedies Upon Default.  Upon the occurrence and during the continuance of an Event of Default, each Grantor agrees to deliver each item of Collateral to the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent) on demand, and it is agreed that the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent) shall have the right to take any of or all the following actions at the same or different times: (a) with respect to any Article 9 Collateral consisting of Intellectual Property, on demand, to cause the Security Interest to become an assignment, transfer and conveyance of any of or all such Article 9 Collateral by the applicable Grantors to the First Priority Agent or the Collateral Agent, as applicable, or to license or sublicense, whether general, special or otherwise, and whether on an exclusive or a nonexclusive basis, any such Article 9 Collateral throughout the world on such terms and conditions and in such manner as the First Priority Agent or the Collateral Agent, as applicable, shall determine (other than in violation of any then-existing licensing arrangements to the extent that waivers thereunder cannot be obtained with the use of commercially reasonable efforts, which each Grantor hereby agrees to use) and (b) with or without legal process and with or without prior notice or demand for performance, to take possession of the Article 9 Collateral and without liability for trespass to the applicable Grantor to enter any premises where the Article 9 Collateral may be located for the purpose of taking possession of or removing the Article 9 Collateral and, generally, to exercise any and all rights afforded to a secured party with respect to the Secured Obligations under the applicable Uniform Commercial Code or other applicable law or in equity.  Without limiting the generality of the foregoing, each Grantor agrees that the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent) shall have the right, subject to the mandatory requirements of applicable law, to sell or otherwise dispose of all or any part of the Collateral securing the Secured Obligations at a public or private sale or at any broker’s board or on any securities exchange, for cash, upon credit or for future delivery as the First Priority Agent or the Collateral Agent, as applicable, shall deem appropriate.  The First Priority Agent or the Collateral Agent, as applicable, shall be authorized in connection with any sale of a security (if it deems it advisable to do so) pursuant to the foregoing to restrict the prospective bidders or purchasers to persons who represent and agree that they are purchasing such security for their own account, for investment, and not with a view to the distribution or sale thereof. Upon consummation of any such sale of Collateral pursuant to this Section 5.01 the First Priority Agent or the Collateral Agent, as applicable, shall have the right to assign, transfer and deliver to the purchaser or purchasers thereof the Collateral so sold.  Each such purchaser at any such sale shall hold the property sold absolutely, free from any claim or right on the part of any Grantor, and each Grantor hereby waives and releases (to the extent permitted by law) all rights of redemption, stay, valuation and appraisal that such Grantor now has or may at any time in the future have under any rule of law or statute now existing or hereafter enacted.
To the extent any notice is required by applicable law, the First Priority Agent or the Collateral Agent, as applicable, shall give the applicable Grantors 10 Business Days’ written notice (which each Grantor agrees is reasonable notice within the meaning of Section 9-611 of the New York UCC or its equivalent in other jurisdictions) of the intention of the First Priority 

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Exhibit 10.12


Agent or the Collateral Agent, as applicable, to make any sale of Collateral. Such notice, in the case of a public sale, shall state the time and place for such sale and, in the case of a sale at a broker’s board or on a securities exchange, shall state the board or exchange at which such sale is to be made and the day on which the Collateral, or portion thereof, will first be offered for sale at such board or exchange. Any such public sale shall be held at such time or times within ordinary business hours and at such place or places as the First Priority Agent or the Collateral Agent, as applicable, may fix and state in the notice (if any) of such sale. At any such sale, the Collateral, or the portion thereof, to be sold may be sold in one lot as an entirety or in separate parcels, as the First Priority Agent or the Collateral Agent, as applicable, may (in its sole and absolute discretion) determine. The Collateral Agent shall not be obligated to make any sale of any Collateral if it shall determine not to do so, regardless of the fact that notice of sale of such Collateral shall have been given. The First Priority Agent or the Collateral Agent, as applicable, may, without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for sale, and such sale may, without further notice, be made at the time and place to which the same was so adjourned. In the case of any sale of all or any part of the Collateral made on credit or for future delivery, the Collateral so sold may be retained by the First Priority Agent or the Collateral Agent, as applicable, until the sale price is paid by the purchaser or purchasers thereof, but the First Priority Agent or the Collateral Agent, as applicable, shall not incur any liability in the event that any such purchaser or purchasers shall fail to take up and pay for the Collateral so sold and, in the case of any such failure, such Collateral may be sold again upon notice given in accordance with provisions above. At any public (or, to the extent permitted by law, private) sale made pursuant to this Section 5.01, any Secured Party may bid for or purchase for cash, free (to the extent permitted by law) from any right of redemption, stay, valuation or appraisal on the part of any Grantor (all such rights being also hereby waived and released to the extent permitted by law), the Collateral or any part thereof offered for sale and such Secured Party may, upon compliance with the terms of sale, hold, retain and dispose of such property in accordance with Section 5.02 hereof without further accountability to any Grantor therefor. For purposes hereof, a written agreement to purchase the Collateral or any portion thereof shall be treated as a sale thereof; the First Priority Agent or the Collateral Agent, as applicable, shall be free to carry out such sale pursuant to such agreement and no Grantor shall be entitled to the return of the Collateral or any portion thereof subject thereto, notwithstanding the fact that after the First Priority Agent or the Collateral Agent, as applicable, shall have entered into such an agreement all Events of Default shall have been remedied and the Secured Obligations paid in full.  As an alternative to exercising the power of sale herein conferred upon it, the First Priority Agent or the Collateral Agent, as applicable, may proceed by a suit or suits at law or in equity to foreclose this Agreement and to sell the Collateral or any portion thereof pursuant to a judgment or decree of a court or courts having competent jurisdiction or pursuant to a proceeding by a court-appointed receiver. Any sale pursuant to the provisions of this Section 5.01 shall be deemed to conform to the commercially reasonable standards as provided in Section 9-610(b) of the New York UCC or its equivalent in other jurisdictions.
SECTION 5.02.      Application of Proceeds.  (a) Subject to the provisions of the Intercreditor Agreements, the Collateral Agent shall promptly apply the proceeds, moneys or balances of any collection or sale of Collateral, including any such Collateral consisting of cash, as follows:

25


Exhibit 10.12


FIRST, to the payment of all costs and expenses incurred by the Collateral Agent and the Trustee in connection with such collection or sale or otherwise in connection with this Agreement, any other Note Document or any of the Secured Obligations secured by such Collateral, including without limitation all court costs and the fees and expenses of its agents and legal counsel, the repayment of all advances made by the Collateral Agent or the Trustee hereunder or under any other Note Document on behalf of any Grantor and any other costs or expenses incurred in connection with the exercise of any right or remedy hereunder or under any other Note Document, and all other fees, indemnities and other amounts owing or reimbursable to the Collateral Agent under any Note Document in its capacity as such;
SECOND, to the payment in full of the other Secured Obligations secured by such Collateral (the amounts so applied to be distributed among the Secured Parties pro rata in accordance with the respective amounts of such Secured Obligations owed to them on the date of any such distribution); and
THIRD, to the applicable Grantors, their successors or assigns, or as a court of competent jurisdiction may otherwise direct.
The Collateral Agent shall, subject to the provisions of the Intercreditor Agreements, have absolute discretion as to the time of application of any such proceeds, moneys or balances in accordance with this Agreement. Upon any sale of Collateral by the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent) (including pursuant to a power of sale granted by statute or under a judicial proceeding), the receipt of the purchase money by the First Priority Agent or the Collateral Agent, as applicable, or of the officer making the sale shall be a sufficient discharge to the purchaser or purchasers of the Collateral so sold and such purchaser or purchasers shall not be obligated to see to the application of any part of the purchase money paid over to the First Priority Agent or the Collateral Agent, as applicable, or such officer or be answerable in any way for the misapplication thereof.
SECTION 5.03.      Securities Act, Etc. In view of the position of the Grantors in relation to the Pledged Collateral, or because of other current or future circumstances, a question may arise under the Securities Act of 1933, as now or hereafter in effect, or any similar federal statute hereafter enacted analogous in purpose or effect (such Act and any such similar statute as from time to time in effect being called the “Federal Securities Laws”) with respect to any disposition of the Pledged Collateral permitted hereunder. Each Grantor understands that compliance with the Federal Securities Laws might very strictly limit the course of conduct of the Collateral Agent if the Collateral Agent were to attempt to dispose of all or any part of the Pledged Collateral, and might also limit the extent to which or the manner in which any subsequent transferee of any Pledged Collateral could dispose of the same. Similarly, there may be other legal restrictions or limitations affecting the Collateral Agent in any attempt to dispose of all or part of the Pledged Collateral under applicable Blue Sky or other state securities laws or similar laws analogous in purpose or effect. Each Grantor acknowledges and agrees that in light of such restrictions and limitations, the Collateral Agent, in its sole and absolute discretion, (a) may proceed to make such a sale whether or not a registration statement for the purpose of registering such Pledged Collateral or part thereof shall have been filed under the Federal 

26


Exhibit 10.12


Securities Laws or, to the extent applicable, Blue Sky or other state securities laws and (b) may approach and negotiate with a single potential purchaser to effect such sale. Each Grantor acknowledges and agrees that any such sale might result in prices and other terms less favorable to the seller than if such sale were a public sale without such restrictions. In the event of any such sale, the Collateral Agent shall incur no responsibility or liability for selling all or any part of the Pledged Collateral at a price that the Collateral Agent, in its sole and absolute discretion, may in good faith deem reasonable under the circumstances, notwithstanding the possibility that a substantially higher price might have been realized if the sale were deferred until after registration as aforesaid or if more than a single purchaser were approached. The provisions of this Section 5.03 will apply notwithstanding the existence of a public or private market upon which the quotations or sales prices may exceed substantially the price at which the Collateral Agent sells.
ARTICLE VI     
Indemnity, Subrogation and Subordination
SECTION 6.01.      Indemnity.  In addition to all such rights of indemnity and subrogation as the Grantors may have under applicable law (but subject to Section 6.03 hereof), the Company agrees that (a) in the event a payment shall be made by any Subsidiary Grantor under the Note Documents in respect of any Guarantor Obligation of the Company, the Company shall indemnify such Subsidiary Grantor for the full amount of such payment and such Subsidiary Grantor shall be subrogated to the rights of the person to whom such payment shall have been made to the extent of such payment and (b) in the event any assets of any Subsidiary Grantor shall be sold pursuant to this Agreement or any other Collateral Document to satisfy in whole or in part an obligation owed to any Secured Party by the Company, the Company shall indemnify such Subsidiary Grantor in an amount equal to the greater of the book value or the fair market value of the assets so sold.
SECTION 6.02.      Contribution and Subrogation.  Each Subsidiary Grantor (a “Contributing Party”) agrees (subject to Section 6.03 hereof) that, in the event a payment shall be made by any other Subsidiary Grantor hereunder in respect of any Guarantor Obligation, or assets of any other Subsidiary Grantor shall be sold pursuant to any Collateral Document to satisfy any Secured Obligation owed to any Secured Party and such other Subsidiary Grantor (the “Claiming Party”) shall not have been fully indemnified by the Company as provided in Section 6.01 hereof, the Contributing Party shall indemnify the Claiming Party in an amount equal to the amount of such payment or the greater of the book value or the fair market value of such assets, as applicable, in each case multiplied by a fraction of which the numerator shall be the net worth of such Contributing Party on the date hereof and the denominator shall be the aggregate net worth of all the Contributing Parties on the date hereof (or, in the case of any Subsidiary Grantor becoming a party hereto pursuant to Section 7.16 hereof, the date of the supplement hereto executed and delivered by such Subsidiary Grantor). Any Contributing Party making any payment to a Claiming Party pursuant to this Section 6.02 shall be subrogated to the rights of such Claiming Party to the extent of such payment.
SECTION 6.03.      Subordination; Subrogation.  (a)   Subject to the limitations set forth in Section 10.02 and Section 11.02 of the Indenture, to the extent permitted 

27


Exhibit 10.12


by law and to the extent to do so would not constitute unlawful financial assistance, each Grantor hereby subordinates any and all debts, liabilities and other obligations owed to such Grantor by each other Grantor (the “Subordinated Obligations”) to the Secured Obligations (other than contingent or unliquidated obligations or liabilities) owed by it to the extent and in the manner hereinafter set forth in this Section 6.03:
(i)      Prohibited Payments, Etc.  Each Grantor may receive payments from any other Grantor on account of the Subordinated Obligations.  After the occurrence and during the continuance of any Event of Default, upon the Collateral Agent’s request, as directed in writing by the Holders of a majority in aggregate principal amount of the then outstanding Notes, no Grantor shall demand, accept or take any action to collect any payment on account of the Subordinated Obligations until the Secured Obligations (other than contingent or unliquidated obligations or liabilities) have been paid in full in cash.
(ii)      Prior Payment of Secured Obligations.  In any proceeding under the U.S. Bankruptcy Code or any other U.S. federal, U.S. state or non-U.S. bankruptcy, insolvency, receivership or similar law in any jurisdiction relating to any other Grantor, each Grantor agrees that the Secured Parties shall be entitled to receive payment in full in cash of all Secured Obligations (including all interest and expenses accruing after the commencement of a proceeding under any U.S. Bankruptcy Code or any other U.S. federal, state bankruptcy, insolvency, receivership or similar law in any jurisdiction, whether or not constituting an allowed claim in such proceeding (“Post-Petition Interest”)) (other than contingent or unliquidated obligations or liabilities) before such Grantor receives payment of any Subordinated Obligations.
(iii)      Turn-Over. After the occurrence and during the continuance of any Event of Default, each Grantor shall, upon the Collateral Agent’s request, as directed in writing by the Holders of a majority in aggregate principal amount of the then outstanding Notes, collect, enforce and receive payments on account of the Subordinated Obligations as trustee for (or, in any jurisdiction whose law does not include the concept of trusts, for the account of) the Secured Parties and deliver such payments to the First Priority Agent or the Collateral Agent, as applicable, on account of the Secured Obligations (including all Post-Petition Interest), together with any necessary endorsements or other instruments of transfer, but without reducing or affecting in any manner the liability of such Grantor under the other provisions of this Agreement.
(iv)      Collateral Agent Authorization.  Subject to the Intercreditor Agreements and after the occurrence and during the continuance of any Event of Default, the Collateral Agent is authorized and empowered (but without any obligation to so do), in its discretion, (i) in the name of each Grantor, to collect and enforce, and to submit claims in respect of, the Subordinated Obligations and to apply any amounts received thereon to the Secured Obligations (including any and all Post-Petition Interest), and (ii) to require each Grantor (A) to collect and enforce, and to submit claims in respect of, the Subordinated Obligations and (B) to pay any amounts received on such obligations to the Collateral Agent for application to the Secured Obligations (including any and all Post-Petition Interest).

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Exhibit 10.12


(b)      Subject to the limitations set forth in Section 10.02 and Section 11.02 of the Indenture, each Grantor hereby unconditionally and irrevocably agrees not to exercise any rights that it may now have or hereafter acquire against the Company, any other Grantor or any other insider guarantor that arise from the existence, payment, performance or enforcement of such Grantor’s obligations under or in respect of this Agreement or any other Note Document, including, without limitation, any right of subrogation, reimbursement, exoneration, contribution or indemnification and any right to participate in any claim or remedy of any Secured Party against the Company, any other Grantor or any other insider guarantor or any Collateral, whether or not such claim, remedy or right arises in equity or under contract, statute or common law, including, without limitation, the right to take or receive from the Company, any other Grantor or any other insider guarantor, directly or indirectly, in cash or other property or by set-off or in any other manner, payment or security on account of such claim, remedy or right, unless and until all of the Secured Obligations (other than contingent or unliquidated obligations or liabilities) and all other amounts payable under this Agreement shall have been paid in full in cash, and each Grantor agrees that it will not be entitled to bring any action, claim, suit or other proceeding in respect of any right it may have in respect of any payment on its Guarantee or other obligation hereunder until such time.  If any amount shall be paid to any Grantor in violation of the immediately preceding sentence at any time prior to the payment in full in cash of the Secured Obligations (other than contingent or unliquidated obligations or liabilities) and all other amounts payable under this Agreement, such amount shall be received and held in trust for the benefit of the Secured Parties, shall be segregated from other property and funds of such Grantor and shall forthwith be paid or delivered to the First Priority Agent (or, except as provided in the Intercreditor Agreements, following the First Lien Priority Indebtedness Payment Date, the Collateral Agent) in the same form as so received (with any necessary endorsement or assignment) to be credited and applied to the Secured Obligations and all other amounts payable under this Agreement, whether matured or unmatured, in accordance with the terms of the Note Documents, or to be held as Collateral for any Secured Obligations or other amounts payable under such guarantee thereafter arising.  If (i) any Grantor shall make payment to any Secured Party of all or any part of the Secured Obligations, and (ii) all of the Secured Obligations (other than contingent or unliquidated obligations or liabilities) and all other amounts payable under this Agreement shall have been paid in full in cash, the Collateral Agent will, at such Grantor’s request and expense, execute and deliver to such Grantor appropriate documents, without recourse and without representation or warranty, necessary to evidence the transfer by subrogation to such Grantor of an interest in the Secured Obligations resulting from such payment made by such Grantor pursuant to this Agreement. 
ARTICLE VII     
Miscellaneous
SECTION 7.01.      Notices.  All communications and notices hereunder shall (except as otherwise expressly permitted herein) be in writing and given as provided in Section 15.01 of the Indenture.  All communications and notices hereunder to any Grantor shall be given to it in care of the Company, with such notice to be given as provided in Section 15.01 of the Indenture.
The Collateral Agent agrees to accept and act upon instructions or directions pursuant to 

29


Exhibit 10.12


this Agreement sent by unsecured e-mail, facsimile transmission or other similar unsecured electronic methods.  If the party elects to give the Collateral Agent e-mail or facsimile instructions (or instructions by a similar electronic method) and the Collateral Agent in its discretion elects to act upon such instructions, the Collateral Agent’s understanding of such instructions shall be deemed controlling.  The Collateral Agent shall not be liable for any losses, costs or expenses arising directly or indirectly from the its reliance upon and compliance with such instructions notwithstanding such instructions conflict or are inconsistent with a subsequent written instruction.  The party providing electronic instructions agrees to assume all risks arising out of the use of such electronic methods to submit instructions and directions to the Collateral Agent, including without limitation the risk of the Collateral Agent acting on unauthorized instructions, and the risk or interception and misuse by third parties.


SECTION 7.02.      [RESERVED].
SECTION 7.03.      Limitation By Law.  All rights, remedies and powers provided in this Agreement may be exercised only to the extent that the exercise thereof does not violate any applicable provision of law, and all the provisions of this Agreement are intended to be subject to all applicable mandatory provisions of law that may be controlling and to be limited to the extent necessary so that they shall not render this Agreement invalid, unenforceable, in whole or in part, or not entitled to be recorded, registered or filed under the provisions of any applicable law.
SECTION 7.04.      Binding Effect; Several Agreement.  This Agreement shall become effective as to any party to this Agreement when a counterpart hereof executed on behalf of such party shall have been delivered to the Collateral Agent and a counterpart hereof shall have been executed on behalf of the Collateral Agent, and thereafter shall be binding upon such party and the Collateral Agent and their respective permitted successors and assigns, and shall inure to the benefit of such party, the Collateral Agent and the other Secured Parties and their respective permitted successors and assigns, except that no party shall have the right to assign or transfer its rights or obligations hereunder or any interest herein or in the Collateral (and any such assignment or transfer shall be void) except as contemplated or permitted by this Agreement or the Indenture.  This Agreement shall be construed as a separate agreement with respect to each party and may be amended, modified, supplemented, waived or released with respect to any party without the approval of any other party and without affecting the obligations of any other party hereunder.
SECTION 7.05.      Successors and Assigns.  Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the permitted successors and assigns of such party; and all covenants, promises and agreements by or on behalf of any Grantor or the Collateral Agent that are contained in this Agreement shall bind and inure to the benefit of their respective permitted successors and assigns; provided that no Grantor may assign, transfer or delegate any of its rights or obligations under this Agreement without the prior written consent of the Collateral Agent (unless permitted under the Indenture).
SECTION 7.06.      Collateral Agent’s Fees and Expenses; Indemnification. (a)  The parties hereto agree that the Collateral Agent shall be entitled to reimbursement of its 

30


Exhibit 10.12


expenses incurred hereunder as provided in Section 7.07 of the Indenture.
(b)      Without limitation of its indemnification obligations under the other Note Documents, each Grantor jointly and severally agrees to indemnify the Collateral Agent against, and hold harmless from, any and all losses, claims, damages, liabilities and related expenses, including reasonable counsel fees, charges and disbursements (except the allocated cost of in-house counsel), incurred by or asserted against Collateral Agent arising out of, in connection with, or as a result of (i) the execution, delivery or performance of this Agreement or any other Note Document to which such Grantor is a party or any agreement or instrument contemplated hereby or thereby, the performance by the parties hereto and thereto of their respective obligations thereunder or the consummation of the transactions contemplated hereby or (ii) any claim, litigation, investigation or proceeding relating to any of the foregoing, or to the Collateral, whether or not the Collateral Agent is a party thereto; provided that such indemnity shall not be available to the extent that such losses, claims, damages, liabilities or related expenses are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the gross negligence or willful misconduct of the Collateral Agent.
(c)      Any such amounts payable as provided hereunder shall be additional Note Obligations secured hereby and by the other Collateral Documents.  The provisions of this Section 7.06 shall remain operative and in full force and effect regardless of the termination of this Agreement or any other Note Document, the consummation of the transactions contemplated hereby, the repayment of any of the Secured Obligations, the invalidity or unenforceability of any term or provision of this Agreement or any other Note Document, or any investigation made by or on behalf of the Collateral Agent or any other Secured Party.  All amounts due under this Section 7.06 shall be payable on written demand therefor accompanied by reasonable documentation with respect to any reimbursement, indemnification or other amount requested.
SECTION 7.07.      Collateral Agent Appointed Attorney-in-Fact.  Subject to the Intercreditor Agreements, each Grantor hereby appoints the Collateral Agent the attorney-in-fact of such Grantor for the purpose of carrying out the provisions of this Agreement and taking any action and executing any instrument that the Collateral Agent may deem necessary or advisable to accomplish the purposes hereof, which appointment is irrevocable and coupled with an interest.  The Collateral Agent shall have the right, upon the occurrence and during the continuance of an Event of Default, with full power of substitution either in the Collateral Agent’s name or in the name of such Grantor, (a) to receive, endorse, assign or deliver any and all notes, acceptances, checks, drafts, money orders or other evidences of payment relating to the Collateral or any part thereof, (b) to demand, collect, receive payment of, give receipt for and give discharges and releases of all or any of the Collateral; (c) to ask for, demand, sue for, collect, receive and give acquittance for any and all moneys due or to become due under and by virtue of any Collateral; (d) to sign the name of any Grantor on any invoice or bill of lading relating to any of the Collateral; (e) to send verifications of Accounts to any Account Debtor; (f) to commence and prosecute any and all suits, actions or proceedings at law or in equity in any court of competent jurisdiction to collect or otherwise realize on all or any of the Collateral or to enforce any rights in respect of any Collateral; (g) to settle, compromise, compound, adjust or defend any actions, suits or proceedings relating to all or any of the Collateral; and (h) to use, sell, assign, transfer, pledge, make any agreement with respect to or otherwise deal with all or any of the Collateral, and to do all other acts and things necessary to carry out the purposes of 

31


Exhibit 10.12


this Agreement (in accordance with its terms), as fully and completely as though the Collateral Agent were the absolute owner of the Collateral for all purposes; provided, that nothing herein contained shall be construed as requiring or obligating the Collateral Agent to make any commitment or to make any inquiry as to the nature or sufficiency of any payment received by the Collateral Agent, or to present or file any claim or notice, or to take any action with respect to the Collateral or any part thereof or the moneys due or to become due in respect thereof or any property covered thereby.  The Collateral Agent and the other Secured Parties shall be accountable only for amounts actually received as a result of the exercise of the powers granted to them herein, and neither they nor their officers, directors, employees or agents shall be responsible to any Grantor for any act or failure to act hereunder, except for their own gross negligence or willful misconduct.
SECTION 7.08.      Governing Law.  THIS AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES UNDER THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK.
SECTION 7.09.      Waivers; Amendment.  (a)  No failure or delay by the Collateral Agent, the Trustee or any Holder of the Notes in exercising any right, power or remedy hereunder or under any other Note Document shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power or remedy, or any abandonment or discontinuance of steps to enforce such a right, power or remedy, preclude any other or further exercise thereof or the exercise of any other right, power or remedy. The rights, powers and remedies of the Collateral Agent, the Trustee and the Holders of the Notes hereunder and under the other Note Documents are cumulative and are not exclusive of any rights, powers or remedies that they would otherwise have. No waiver of any provision of this Agreement or consent to any departure by any Grantor therefrom shall in any event be effective unless the same shall be permitted by paragraph (b) of this Section 7.09, and then such waiver or consent shall be effective only in the specific instance and for the purpose for which given. Without limiting the generality of the foregoing, the issuance of the Notes shall not be construed as a waiver of any Default or Event of Default, regardless of whether the Collateral Agent, the Trustee or any Holder of the Notes may have had notice or knowledge of such Default or Event of Default at the time. No notice or demand on any Grantor in any case shall entitle any Grantor to any other or further notice or demand in similar or other circumstances.
(b)      Neither this Agreement nor any provision hereof may be waived, amended or modified except pursuant to an agreement or agreements in writing entered into by the Collateral Agent and the Grantor or Grantors with respect to which such waiver, amendment or modification is to apply, subject to any consent required in accordance with Article 9 of the Indenture.
SECTION 7.10.      WAIVER OF JURY TRIAL.  EACH PARTY HERETO HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ANY OTHER NOTE DOCUMENT.  EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER 

32


Exhibit 10.12


PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PARTY WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS AGREEMENT BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION 7.10.
SECTION 7.11.      Severability.  In the event any one or more of the provisions contained in this Agreement or in any other Note Document should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein and therein shall not in any way be affected or impaired thereby.  The parties shall endeavor in good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions.
SECTION 7.12.      Counterparts.  This Agreement may be executed in two or more counterparts, each of which shall constitute an original but all of which when taken together shall constitute but one contract, and shall become effective as provided in Section 7.04 hereof.  Delivery of an executed counterpart to this Agreement by facsimile or electronic transmission shall be as effective as delivery of a manually signed original.
SECTION 7.13.      Headings.  Article and Section headings and the Table of Contents used herein are for convenience of reference only, are not part of this Agreement and are not to affect the construction of, or to be taken into consideration in interpreting, this Agreement.
SECTION 7.14.      Jurisdiction; Consent to Service of Process. (a)  Each party to this Agreement hereby irrevocably and unconditionally submits, for itself and its property, to the nonexclusive jurisdiction of any New York State court or federal court of the United States of America sitting in New York City, and any appellate court from any thereof, in any action or proceeding arising out of or relating to this Agreement or any other Note Documents, or for recognition or enforcement of any judgment, and each of the parties hereto hereby irrevocably and unconditionally agrees that all claims in respect of any such action or proceeding may be heard and determined in such New York State or, to the extent permitted by law, in such federal court.  Each of the parties hereto agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.  Nothing in this Agreement shall affect any right that the Collateral Agent, the Trustee or any Holder of the Notes may otherwise have to bring any action or proceeding relating to this Agreement or any other Note Document against any Grantor, or its properties, in the courts of any jurisdiction.
(b)      Each party to this Agreement hereby irrevocably and unconditionally waives, to the fullest extent it may legally and effectively do so, any objection which it may now or hereafter have to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement or any other Note Document in any New York State or federal court. Each of the parties hereto hereby irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action or proceeding in any such court.

33


Exhibit 10.12


SECTION 7.15.      Termination or Release.  (a)  This Agreement, the pledges made herein, the Security Interest and all other security interests granted hereby shall terminate with respect to all Secured Obligations when all the outstanding Secured Obligations (other than contingent or unliquidated obligations or liabilities) have been paid in full in cash or immediately available funds.
(b)      A Grantor shall automatically be released from its obligations hereunder and the Security Interest in the Collateral of such Grantor shall be automatically released upon the consummation of any transaction permitted by the Indenture as a result of which such Grantor ceases to be a Subsidiary of the Company or otherwise ceases to be a Grantor.
(c)      The Security Interest in any Collateral shall be released to the extent provided in Section 14.07 of the Indenture or Section 4.2 of the First Lien Intercreditor Agreement.
(d)      In connection with any termination or release pursuant to paragraph (a), (b) or (c) of this Section 7.15, the Collateral Agent shall execute and deliver to any Grantor, at such Grantor’s expense all documents that such Grantor shall reasonably request to evidence such termination or release and will duly assign and transfer to such Grantor such of the Pledged Collateral so released that may be in the possession of the Collateral Agent that has not theretofore been sold or otherwise applied or released pursuant to this Agreement (subject, however, to the obligations of the Collateral Agent under the Intercreditor Agreements).  Any execution and delivery of documents pursuant to this Section 7.15 shall be without recourse to or warranty by the Collateral Agent.
SECTION 7.16.      Additional Subsidiaries.  Upon execution and delivery by the Collateral Agent and any Subsidiary that is required to become a party hereto by Section 4.15 of the Indenture of an instrument in the form of Exhibit I hereto (with such additions to such form as the Collateral Agent and the Company may reasonably agree in the case of any such Subsidiary) (a “Supplement”), such entity shall become a Grantor hereunder with the same force and effect as if originally named as a Grantor herein.  The execution and delivery of any such instrument shall not require the consent of any other party to this Agreement.  The rights and obligations of each party to this Agreement shall remain in full force and effect notwithstanding the addition of any new party to this Agreement.
SECTION 7.17.      No Limitations, Etc.  (a)   Except for termination of a Grantor’s obligations hereunder as expressly provided for in Section 7.15 or, with respect to any Subsidiary Grantor that becomes a party hereto pursuant to Section 7.16 or otherwise, in any Supplement to this Agreement, the obligations of each Grantor hereunder and grant of security interests by such Grantor shall not be subject to any reduction, limitation, impairment or termination for any reason, including any claim of waiver, release, surrender, alteration or compromise, and shall not be subject to any defense or setoff, counterclaim, recoupment or termination whatsoever by reason of, and all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Grantor hereunder shall be absolute and unconditional irrespective of, the invalidity, illegality or unenforceability of the Secured Obligations (including with respect to any guarantee under the Indenture) or otherwise (other than defense of payment or performance).  

34


Exhibit 10.12


Without limiting the generality of the foregoing, all rights of the Collateral Agent hereunder, the Security Interest in the Article 9 Collateral, the security interest in the Pledged Collateral and all obligations of each Grantor hereunder, to the fullest extent permitted by applicable law, shall not be discharged or impaired or otherwise affected by, and shall be absolute and unconditional irrespective of, and each Grantor hereby waives any defense to the enforcement hereof by reason of:
(i)      the failure of the Collateral Agent or any other Secured Party to assert any claim or demand or to exercise or enforce any right or remedy under the provisions of any Note Document or otherwise;
(ii)      any rescission, waiver, amendment or modification of, increase in the Secured Obligations with respect to, or any release from any of the terms or provisions of, any Note Document or any other agreement, including with respect to any Grantor under this Agreement;
(iii)      the failure to perfect any security interest in, or the exchange, substitution, release or any impairment of, any security held by the Collateral Agent or any other Secured Party for the Secured Obligations, including with respect to any Grantor under this Agreement;
(iv)      any default, failure or delay, willful or otherwise, in the performance of the Secured Obligations, including with respect to any Grantor under this Agreement;
(v)      any other act or omission that may or might in any manner or to any extent vary the risk of the Company or any Grantor or otherwise operate as a discharge of the Company or any Grantor as a matter of law or equity (other than the payment in full in cash or immediately available funds of all the Secured Obligations);
(vi)      any illegality, lack of validity or enforceability of any Secured Obligation, including with respect to any Grantor under this Agreement;
(vii)      any change in the corporate existence, structure or ownership of any Grantor, or any insolvency, bankruptcy, reorganization or other similar proceeding affecting a Grantor or its assets or any resulting release or discharge of any Secured Obligation, including with respect to any Grantor under the Indenture;
(viii)      the existence of any claim, set-off or other rights that the Grantor may have at any time against any other Grantor, the Collateral Agent, the Trustee or any other corporation or person, whether in connection herewith or any unrelated transactions, provided that nothing herein will prevent the assertion of any such claim by separate suit or compulsory counterclaim;
(ix)      any action permitted or authorized hereunder; or
(x)      any other circumstance (including without limitation, any statute of 

35


Exhibit 10.12


limitations) or any existence of or reliance on any representation by the Collateral Agent or the Trustee that might otherwise constitute a defense to, or a legal or equitable discharge of, the Company or the Grantor or any other guarantor or surety.
Each Grantor expressly authorizes the Secured Parties to take and hold security for the payment and performance of the Secured Obligations, to exchange, waive or release any or all such security (with or without consideration), to enforce or apply such security and direct the order and manner of any sale thereof in their sole discretion or to release or substitute any one or more other guarantors or obligors upon or in respect of the Secured Obligations, all without affecting the obligations of any Grantor hereunder.
(b)      To the fullest extent permitted by applicable law, each Grantor waives any defense based on or arising out of any defense of any other Grantor or the unenforceability of the Secured Obligations, including with respect to any Guarantor under the Indenture, or any part thereof from any cause, or the cessation from any cause of the liability of any other Grantor, other than the payment in full in cash or immediately available funds of all the Secured Obligations (other than contingent or unliquidated obligations or liabilities).  The Collateral Agent and the other Secured Parties may, at their election, foreclose on any security held by one or more of them by one or more judicial or nonjudicial sales, accept an assignment of any such security in lieu of foreclosure, compromise or adjust any part of the Secured Obligations, make any other accommodation with any other Grantor or exercise any other right or remedy available to them against any other Grantor, without affecting or impairing in any way the liability of any Grantor hereunder except to the extent the Secured Obligations (other than contingent or unliquidated obligations or liabilities) have been paid in full in cash or immediately available funds.  To the fullest extent permitted by applicable law, each Grantor waives any defense arising out of any such election even though such election operates, pursuant to applicable law, to impair or to extinguish any right of reimbursement or subrogation or other right or remedy of such Grantor against any other Grantor, as the case may be, or any security.
SECTION 7.18.      Secured Party Authorizations and Indemnifications.  By acceptance of the benefits of this Agreement and any other Collateral Documents, each Secured Party other than the Collateral Agent (whether or not a signatory hereto) shall be deemed irrevocably, to the maximum extent permitted by law, (a) to consent to the appointment of the Collateral Agent as its agent hereunder and under such other Collateral Documents, (b) to confirm that the Collateral Agent shall have the authority to act as the exclusive agent of such Secured Party for the enforcement of any provisions of this Agreement and such other Collateral Documents against any Grantor, the exercise of remedies hereunder or thereunder and the giving or withholding of any consent or approval hereunder or thereunder relating to any Collateral or any Grantor’s obligations with respect thereto, (c) to agree that it shall not take any action to enforce any provisions of this Agreement or any other Collateral Document against any Grantor, to exercise any remedy hereunder or thereunder or to give any consents or approvals hereunder or thereunder except as expressly provided in this Agreement or any other Collateral Document and (d) to agree to be bound by the terms of this Agreement and any other Collateral Documents.
SECTION 7.19.      Securitization Acknowledgements.  For purposes of this Section 7.19, capitalized terms used herein and not otherwise defined in this Agreement shall have the meanings assigned to such terms in the Transfer and Servicing Agreement, dated April 

36


Exhibit 10.12


25, 2000 (the “Transfer and Servicing Agreement”), among Apple Ridge Services Corporation (“ARSC”), Cartus Corporation (“Cartus”), Cartus Financial Corporation (“CFC”), Apple Ridge Funding LLC (“ARF”) and U.S. Bank National Association (the “Apple Ridge Trustee”), or, if not defined therein, as assigned to such terms in the “Purchase Agreement”, “Receivables Purchase Agreement” or “Indenture” referred to therein, in each case as each such agreement has been amended by (I) that certain Amendment, Agreement and Consent, dated December 20, 2004, (II) that certain Second Omnibus Amendment, dated January 31, 2005, (III) that certain Amendment, Agreement and Consent, dated January 30, 2006, (IV) that certain Third Omnibus Amendment, Agreement and Consent, dated May 12, 2006, (V) that certain Fourth Omnibus Amendment, dated November 29, 2006, (VI) that certain Fifth Omnibus Amendment, dated April 10, 2007, (VII) that certain Sixth Omnibus Amendment, dated June 6, 2007 and (VIII) that certain Seventh Omnibus Amendment, dated as of December 14, 2011.  Conformed copies of the Transfer and Servicing Agreement, the Purchase Agreement, the Receivables Purchase Agreement and the Indenture are collectively attached to this Agreement as Exhibit II.  Subsequent references in this Section 7.19(a) to ARSC, Cartus and CFC below shall mean and be references to such corporations as they currently exist but shall also include references to any limited liability companies which succeed to the assets and liabilities of such companies in connection with a conversion of any such corporation into a limited liability company.  The Collateral Agent acknowledges and agrees, and each Secured Party by its holding a Note and/or its acceptance of the benefits of this Agreement acknowledges and agrees, as follows, solely in its capacity as a Secured Party:


(i)      Each Secured Party hereby acknowledges that (A) CFC is a limited purpose corporation whose primary activities are restricted in its certificate of incorporation to purchasing Cartus Purchased Assets (originally referred to as CMSC Purchased Assets) from Cartus pursuant to the Purchase Agreement, making Equity Payments, Equity Loans, Mortgage Payoffs and Mortgage Payments to or on behalf of employees or otherwise purchasing Homes in connection with the Pool Relocation Management Agreements, funding such activities through the sale of CFC Receivables (originally referred to as CMF Receivables) to ARSC, and such other activities as it deems necessary or appropriate in connection therewith, (B) ARSC is a limited purpose corporation whose primary activities are restricted in its certificate of incorporation to purchasing from CFC all CFC Receivables acquired by CFC from Cartus or otherwise originated by CFC, funding such acquisitions through the sale of the CFC Receivables to ARF and such other activities as it deems necessary or appropriate to carry out such activities, and (C) ARF is a limited purpose limited liability company whose activities are limited in its limited liability company agreement to purchasing the Pool Receivables from ARSC, funding such acquisitions through the issuance of notes issued pursuant to the Indenture referred to in the Transfer and Servicing Agreement (the “Apple Ridge Notes”), pledging such Pool Receivables to the Apple Ridge Trustee and such other activities as it deems necessary or appropriate to carry out such activities.
(ii)      Each Secured Party hereby acknowledges and agrees that (A) the foregoing transfers are intended to be true and absolute sales as a result of which Cartus has no right, title and interest in and to any of the Cartus Purchased Assets, any Homes acquired by CFC in connection therewith or any CFC Receivables, including any Related 

37


Exhibit 10.12


Property relating thereto, any proceeds thereof or earnings thereon (collectively, the “Pool Assets”), (B) none of CFC, ARSC or ARF is a Grantor, (C) such Secured Party is not a creditor of, and has no recourse to, CFC, ARSC or ARF pursuant to the Indenture or any other Note Document, and (D) such Secured Party has no lien on or claim, contractual or otherwise, arising under the Indenture or any other Note Document to the Pool Assets (whether now existing or hereafter acquired and whether tangible or intangible); provided that nothing herein shall limit any rights the Secured Parties may have to any proceeds or earnings which are transferred from time to time to Cartus by CFC, ARSC or ARF.
(iii)      No Secured Party will institute against or join any other person in instituting against CFC, ARSC or ARF any insolvency proceeding, or solicit, join in soliciting, cooperate with or encourage any motion in support of, any insolvency proceeding involving CFC, ARSC or ARF until one year and one day after the payment in full of all Apple Ridge Notes; provided that the foregoing shall not limit the right of any Secured Party to file any claim in or otherwise take any action (not inconsistent with the provisions of this Section 7.19(a)) permitted or required by applicable law with respect to any insolvency proceeding instituted against CFC, ARSC or ARF by any other person.
(iv)      Without limiting the foregoing, in the event of any voluntary or involuntary bankruptcy, reorganization, arrangement, insolvency or liquidation proceeding under any Federal or state bankruptcy or similar law involving Cartus, CFC, ARSC, ARF or any other Affiliates of Cartus as debtor, or otherwise, the Secured Parties agree that if, notwithstanding the intent of the parties, Cartus is found to have a property interest in the Pool Assets, then, in such event, CFC and its assigns, including the Apple Ridge Trustee, shall have a first and prior claim to the Pool Assets, and any claim or rights the Secured Parties may have to the Pool Assets, contractual or otherwise, shall be subject to the prior claims of the Apple Ridge Trustee and the holders of the Apple Ridge Notes until all amounts owing under the Apple Ridge Indenture shall have been paid in full, and the Secured Parties agree, upon written request thereof, to turn over to the Apple Ridge Trustee any amounts received contrary to the provisions of this clause (iv).
(v)      In taking a pledge of the Equity Interests of CFC, each Secured Party acknowledges that it has no right, title or interest in or to any assets of CFC, ARSC or ARF other than its rights to receive, as assignee of Cartus, any dividends or other distributions properly declared and paid or made in respect of the Equity Interests of CFC.  Each Secured Party further agrees that it will not (A) until after the payment in full of all Apple Ridge Notes, exercise any rights it may have under this Agreement (x) to foreclose on the Equity Interests of CFC or (y) to exercise any voting rights with respect to the Equity Interests of CFC, including any rights to nominate, elect or remove the independent members of the board of directors or managers of CFC or rights to amend the organizational documents of CFC, or (B) until one year and one day after the date on which all Apple Ridge Notes have been paid in full, exercise any voting rights it may have to institute a voluntary bankruptcy proceeding on behalf of CFC.
(vi)      Each Secured Party hereby covenants and agrees that it will not agree to 

38


Exhibit 10.12


any amendment, supplement or other modification of this Section 7.19(a) without the prior written consent of the Apple Ridge Trustee.  Each Secured Party further agrees that the provisions of this Section 7.19(a) are made for the benefit of, and may be relied upon and enforced by, the Apple Ridge Trustee and that the Apple Ridge Trustee shall be a third party beneficiary of this Section 7.19(a).
SECTION 7.20.      Successor Collateral Agent.  The Collateral Agent may resign as collateral agent hereunder by giving not less than 30 days’ prior written notice to the Trustee and the Holders of the Notes.  If the Collateral Agent shall resign as collateral agent under this Agreement, then either (a)  a successor collateral agent shall be appointed pursuant to the Indenture, or (b) if a successor collateral agent shall not have been so appointed and approved within the 30 day period following the Collateral Agent’s notice to the Trustee and the Holders of the Notes of its resignation, then the Collateral Agent may petition, at the expense of the Company, any court of competent jurisdiction for the appointment of a successor collateral agent that shall serve as collateral agent until such time as a successor collateral agent is appointed pursuant to the Indenture.  Upon its appointment, such successor collateral agent shall succeed to the rights, powers and duties as collateral agent, and the term “Collateral Agent” under this Agreement and “Collateral Agent” under this Agreement and any other Collateral Document shall mean such successor, effective upon its appointment, and the former collateral agent’s rights, powers and duties as collateral agent shall be terminated without any other or further act or deed on the part of such former collateral agent or any of the parties to this Agreement.
ARTICLE VIII     
The Collateral Agent
SECTION 8.01.      The Collateral Agent.  The Bank of New York Mellon Trust Company, N.A. has been appointed Collateral Agent for the Secured Parties pursuant to the Indenture.  It is expressly understood and agreed that any authority conferred upon the Collateral Agent hereunder is subject to the terms of the delegation of authority made by the Secured Parties to the Collateral Agent pursuant to the Indenture, and that the Collateral Agent has agreed to act (and any successor collateral agent shall act) as such hereunder only on the express conditions contained in the Indenture and the other Note Documents.  Any successor collateral agent appointed pursuant to the Indenture shall be entitled to all the rights, interests and benefits of the Collateral Agent hereunder.  The Collateral Agent’s sole duty, other than the obligations under the Intercreditor Agreements, with respect to the custody, safekeeping and physical preservation of the Collateral in its possession, under Section 9-207 of the New York UCC or otherwise, shall be to deal with it in the same manner as the Collateral Agent deals with similar property for its own account, subject to the terms of the Intercreditor Agreements. Beyond such duty, the Collateral Agent shall have no duty as to any Collateral in its possession or control or any income thereon or as to preservation of rights against prior parties or any other rights pertaining thereto and the Collateral Agent shall not be responsible for filing any financing or continuation statements or recording any documents or instruments in any public office at any time or times or otherwise perfecting or maintaining the perfection of any security interest in the Collateral.  

39


Exhibit 10.12




In addition, the rights, privileges, protections, immunities and benefits given to the Trustee and the Collateral Agent under the Indenture, including, without limitation, the  right to be indemnified, are incorporated herein as if set forth herein in full and shall be extended to, and shall be enforceable by, the Collateral Agent hereunder and under the other Collateral Documents, and by each agent, custodian and other Person employed to act hereunder or thereunder.


Without limiting the foregoing, in no event shall the Collateral Agent be responsible or liable for any failure or delay in the performance of its obligations hereunder or under any other Collateral Document arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, nuclear or natural catastrophes or acts of God, and interruptions, loss or malfunctions of utilities, communications or computer (software and hardware) services; it being understood that the Collateral Agent shall use reasonable efforts which are consistent with accepted practices in the banking industry to resume performance as soon as practicable under the circumstances


ARTICLE IX     
The Intercreditor Agreements
SECTION 9.01.      The Intercreditor Agreements.  Notwithstanding any provision to the contrary, the liens and security interests granted to the Collateral Agent pursuant to this Agreement, and the exercise of any right or remedy by the Collateral Agent hereunder are subject to the provisions of the Intercreditor Agreements.  In the event of any conflict between the terms of the Intercreditor Agreements and this Agreement, the terms of the Intercreditor Agreement shall govern. 


[Signature Page Follows]



40


Exhibit 10.12


IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the day and year first above written.


DOMUS INTERMEDIATE HOLDINGS CORP.,


by
/s/ Anthony E. Hull            
Name:    Anthony E. Hull
Title:    Chief Financial Officer






REALOGY CORPORATION,


by
/s/ Anthony E. Hull            
Name:    Anthony E. Hull
Title:    Chief Financial Officer




Exhibit 10.12




CARTUS CORPORATION  
CDRE TM LLC
NRT INSURANCE AGENCY, INC.
REALOGY OPERATIONS LLC
REALOGY SERVICES GROUP LLC 
REALOGY SERVICES VENTURE PARTNER LLC
SOTHEBY’S INTERNATIONAL REALTY LICENSEE LLC 
WREM, INC.




By:  /s/ Anthony E. Hull            
		
	Name:
	Anthony E. Hull


Title:     Chief Financial Officer






Exhibit 10.12


CARTUS ASSET RECOVERY CORPORATION 
CARTUS PARTNER CORPORATION
LAKECREST TITLE, LLC
NRT PHILADELPHIA LLC
REFERRAL NETWORK LLC 






By:  /s/ Anthony E. Hull            
		
	Name: 
	Anthony E. Hull


Title:    Executive Vice President & Treasurer






Exhibit 10.12


AMERICAN TITLE COMPANY OF HOUSTON 
ATCOH HOLDING COMPANY 
BURNET TITLE LLC
BURNET TITLE HOLDING LLC
BURROW ESCROW SERVICES, INC.
CORNERSTONE TITLE COMPANY
EQUITY TITLE COMPANY
EQUITY TITLE MESSENGER SERVICE HOLDING LLC
FIRST CALIFORNIA ESCROW CORPORATION
FRANCHISE SETTLEMENT SERVICES LLC
GUARDIAN HOLDING COMPANY
GUARDIAN TITLE AGENCY, LLC
GUARDIAN TITLE COMPANY
GULF SOUTH SETTLEMENT SERVICES, LLC
KEYSTONE CLOSING SERVICES LLC
MARKET STREET SETTLEMENT GROUP LLC
MID-ATLANTIC SETTLEMENT SERVICES LLC
NATIONAL COORDINATION ALLIANCE LLC
NRT SETTLEMENT SERVICES OF MISSOURI LLC
NRT SETTLEMENT SERVICES OF TEXAS LLC
PROCESSING SOLUTIONS LLC
SECURED LAND TRANSFERS LLC
ST. JOE TITLE SERVICES LLC
TAW HOLDING INC.
TEXAS AMERICAN TITLE COMPANY
TITLE RESOURCE GROUP AFFILIATES HOLDINGS LLC
TITLE RESOURCE GROUP HOLDINGS LLC
TITLE RESOURCE GROUP LLC
TITLE RESOURCE GROUP SERVICES LLC
TITLE RESOURCES INCORPORATED
TRG SERVICES, ESCROW, INC.
TRG SETTLEMENT SERVICES, LLP
WAYDAN TITLE, INC.
WEST COAST ESCROW COMPANY




By:  /s/ Thomas N. Rispoli            
		
	Name:
	Thomas N. Rispoli


		
	Title:
	Chief Financial Officer






Exhibit 10.12


BETTER HOMES AND GARDENS REAL ESTATE LLC
BETTER HOMES AND GARDENS REAL ESTATE 
LICENSEE LLC
CENTURY 21 REAL ESTATE LLC
CGRN, INC.
COLDWELL BANKER LLC
COLDWELL BANKER REAL ESTATE LLC
ERA FRANCHISE SYSTEMS LLC
GLOBAL CLIENT SOLUTIONS LLC
ONCOR INTERNATIONAL LLC
REALOGY FRANCHISE GROUP LLC
REALOGY GLOBAL SERVICES LLC
REALOGY LICENSING LLC
SOTHEBY’S INTERNATIONAL REALTY AFFILIATES LLC
WORLD REAL ESTATE MARKETING LLC 






By:  /s/ Andrew G. Napurano            
		
	Name:
	Andrew G. Napurano


Title:    Chief Financial Officer




Exhibit 10.12


ALPHA REFERRAL NETWORK LLC 
BURGDORFF LLC
BURNET REALTY LLC
CAREER DEVELOPMENT CENTER, LLC
CB COMMERCIAL NRT PENNSYLVANIA LLC
COLDWELL BANKER COMMERCIAL PACIFIC PROPERTIES LLC
COLDWELL BANKER PACIFIC PROPERTIES LLC
COLDWELL BANKER REAL ESTATE SERVICES LLC
COLDWELL BANKER RESIDENTIAL BROKERAGE COMPANY
COLDWELL BANKER RESIDENTIAL BROKERAGE LLC
COLDWELL BANKER RESIDENTIAL REAL ESTATE LLC
COLDWELL BANKER RESIDENTIAL REFERRAL NETWORK
COLDWELL BANKER RESIDENTIAL REFERRAL NETWORK, INC.
COLORADO COMMERCIAL, LLC
HOME REFERRAL NETWORK LLC
JACK GAUGHEN LLC
NRT ARIZONA LLC
NRT ARIZONA COMMERCIAL LLC
NRT ARIZONA REFERRAL LLC
NRT COLORADO LLC
NRT COLUMBUS LLC
NRT COMMERCIAL LLC
NRT COMMERCIAL UTAH LLC
NRT DEVELOPMENT ADVISORS LLC
NRT DEVONSHIRE LLC
NRT HAWAII REFERRAL, LLC
NRT LLC
NRT MID-ATLANTIC LLC 






By: /s/ Kevin R. Greene                 
Name:    Kevin R. Greene 
Title:    Chief Financial Officer 




Exhibit 10.12


NRT MISSOURI LLC 
NRT MISSOURI REFERRAL NETWORK LLC 
NRT NEW ENGLAND LLC 
NRT NEW YORK LLC 
NRT NORTHFORK LLC 
NRT PITTSBURGH LLC 
NRT REFERRAL NETWORK LLC 
NRT RELOCATION LLC 
NRT REOEXPERTS LLC 
NRT SUNSHINE INC. 
NRT TEXAS LLC 
NRT UTAH LLC 
NRT WEST, INC.
REAL ESTATE REFERRAL LLC 
REAL ESTATE REFERRALS LLC 
REAL ESTATE SERVICES LLC 
REFERRAL ASSOCIATES OF NEW ENGLAND LLC 
REFERRAL NETWORK, LLC 
REFERRAL NETWORK PLUS, INC.
SOTHEBY’S INTERNATIONAL REALTY, INC. 
SOTHEBY’S INTERNATIONAL REALTY REFERRAL COMPANY, LLC 
THE SUNSHINE GROUP (FLORIDA) LTD. CORP. 
THE SUNSHINE GROUP, LTD.
VALLEY OF CALIFORNIA, INC. 






By:  /s/ Kevin R. Greene                  
Name:    Kevin R. Greene 
Title:    Chief Financial Officer


Exhibit 10.12


THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Collateral Agent,


by
/s/ Leslie Lockhart            
Name: Leslie Lockhart
Title: Senior Associate






Exhibit 10.12




Schedule I to the 
First Lien Junior Priority
Collateral Agreement


EQUITY INTERESTS	
					
	Issuer
	Issued and
Outstanding Equity Interests
	Type of Equity Interest
	Owner and Percentage of Equity Interest
	Certificate Number

	Alpha Referral Network LLC
	100%
	Common Stock
	Coldwell Banker Residential Referral Network - 100%
	Uncertificated

	American Title Company of Houston
	1,000
	Common Stock
	ATCOH Holding Company - 100%
	3

	ATCOH Holding Company
	160
	Common Stock
	Texas American Title Company - 100%
	16

	Better Homes and Gardens Real Estate Licensee LLC
	100%
	Membership Units
	Realogy Services Group LLC - 100%
	Uncertificated

	Better Homes and Gardens Real Estate LLC
	100%
	Membership Units
	Realogy Services Group LLC
	Uncertificated

	Burgdorff LLC
	100%
	Membership Units
	NRT LLC
	Uncertificated

	Burnet Realty LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	Burnet Title Holding LLC
	10,000
	Membership Interests
	Title Resource Group LLC - 100%
	8

	Burnet Title LLC
	100%
	Membership Units
	Title Resource Group LLC - 100%
	Uncertificated

	Burrow Escrow Services, Inc.
	1,000
	Common Stock
	Title Resource Group LLC - 100%
	3 (no stock pledge)

	Career Development Center, LLC
	100
	Common Stock
	NRT Arizona LLC - 100%
	2

	Cartus Asset Recovery Corporation
	1,000
	Common Stock
	Cartus Corporation - 100%
	2

	Cartus B.V.
	18,000
	Common Stock
	Cartus Corporation - 65%
	Uncertificated

	Cartus Corporation
	850
	Common Stock
	Realogy Services Group LLC - 100%
	5

	Cartus Relocation Canada Limited
	13;
52
	Common Stock
	Cartus Corporation - 65%
	CA-1
CB-1

	Cartus Financial Corporation
	1,000
	Common Stock
	Cartus Corporation - 100%
	3





I -1


Exhibit 10.12


	
					
	Cartus Holdings Limited
	4,875,000
	Ordinary Shares
	Cartus Corporation - 65%
	6

	Cartus India Private Limited
	16,575
	Common Stock
	Cartus Corporation - 65%
	1

	Cartus Partner Corporation
	100
	Common Stock
	Cartus Corporation - 100%
	2

	Cartus Relocation Canada Limited (UK)
	100
	Ordinary Shares
	Cartus Corporation - 65%
	4

	Cartus Relocation Corporation
	1,000
	Common Stock
	Cartus Corporation - 100%
	2

	Cartus Relocation Hong Kong Limited
	10,000
	Ordinary Shares
	Cartus Corporation - 65%
	Uncertificated

	Cartus Relocation Limited (UK)
	100
	Ordinary Shares
	Cartus Corporation - 65%
	7

	Cartus Sarl
	200
	Common Stock
	Cartus Corporation - 65%
	Uncertificated

	Cartus SAS
	348,000
	Common Stock
	Cartus Corporation - 65%
	Uncertificated

	CB Commercial NRT Pennsylvania LLC
	100%
	Membership Units
	NRT Pittsburgh LLC - 100%
	Uncertificated

	CDRE TM LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	Century 21 Real Estate LLC
	1,000
	Membership Units
	Realogy Services Group LLC - 100%
	9

	CGRN, Inc.
	100
	Common Stock
	Realogy Services Group LLC - 100%
	4

	Coldwell Banker Commercial Pacific Properties LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	Coldwell Banker LLC
	100%
	Membership Units
	Realogy Services Group LLC - 100%
	Uncertificated

	Coldwell Banker Pacific Properties LLC
	100%
	Membership Units
	Coldwell Banker Real Estate Services LLC
	100%

	Coldwell Banker Real Estate LLC
	100%
	Membership Units
	Coldwell Banker LLC - 100%
	Uncertificated

	Coldwell Banker Real Estate Services LLC
	100%
	Membership Units
	Coldwell Banker Residential Real Estate LLC - 100%
	Uncertificated

	Coldwell Banker Residential Brokerage Company
	1,000
	Common Stock
	Coldwell Banker Residential Brokerage LLC - 100%
	9

	Coldwell Banker Residential Brokerage LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	Coldwell Banker Residential Real Estate LLC
	100%
	Membership Units
	Coldwell Banker Residential Brokerage LLC - 100 %
	Uncertificated

	Coldwell Banker Residential Referral Network
	1,000
	Common Stock
	Coldwell Banker Residential Brokerage LLC - 100%
	5

	Coldwell Banker Residential Referral Network, Inc.
	100
	Common Stock
	NRT Pittsburgh LLC - 100%
	25





I -2


Exhibit 10.12


	
					
	Colorado Commercial, LLC
	100%
	Membership Interests
	NRT Colorado LLC - 100%
	Uncertificated

	Cornerstone Title Company
	100
	Common Stock
	Title Resource Group Holdings LLC - 100%
	4

	Equity Title Company
	6,000
	Common Stock
	Title Resource Group LLC - 100%
	52

	Equity Title Messenger Service Holding LLC
	100%
	Membership Units
	Title Resource Group LLC - 100%
	Uncertificated

	ERA Franchise Systems LLC
	100%
	Membership Units
	Realogy Services Group LLC - 100%
	Uncertificated

	First California Escrow Corporation
	100
	Common Stock
	Title Resource Group Affiliates Holdings LLC - 100%
	2

	Franchise Settlement Services LLC
	100%
	Membership Units
	Title Resource Group LLC - 100%
	Uncertificated

	Global Client Solutions LLC
	100%
	Membership Units
	Realogy Franchise Group LLC - 100%
	Uncertificated

	Guardian Holding Company
	100
	Common Stock
	Title Resource Group LLC - 100%
	3

	Guardian Title Agency, LLC
	100
	Membership Units
	Title Resource Group LLC - 100%
	5

	Guardian Title Company
	7,000
	Common Stock
	Title Resource Group LLC - 100%
	7

	Gulf South Settlement Services, LLC
	100
	Membership Units
	Title Resource Group Affiliates Holdings LLC - 100%
	1

	Home Referral Network LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	Jack Gaughen LLC
	100%
	Membership Units
	NRT Mid-Atlantic LLC - 100%
	Uncertificated

	Keystone Closing Services LLC
	50
	Membership Units
	Title Resource Group LLC - 100%
	4

	Lakecrest Title, LLC
	100%
	Membership Units
	Title Resource Group LLC - 100%
	Uncertificated

	Market Street Settlement Group LLC
	100%
	Membership Units
	Title Resource Group Holdings LLC - 100%
	Uncertificated

	Mid-Atlantic Settlement Services LLC
	350
	Membership Interests
	Title Resource Group LLC - 100%
	1

	National Coordination Alliance LLC
	100%
	Membership Units
	Title Resource Group LLC - 100%
	Uncertificated

	NRT Arizona Commercial LLC
	100%
	Membership Units
	NRT Arizona LLC - 100%
	Uncertificated

	NRT Arizona LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	NRT Arizona Referral LLC
	100%
	Membership Units
	NRT Arizona LLC - 100%
	Uncertificated

	NRT Colorado LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	NRT Columbus LLC
	100%
	Membership Units
	Coldwell Banker Residential Real Estate LLC - 100%
	Uncertificated

	NRT Commercial LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	NRT Commercial Utah LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated





I -3


Exhibit 10.12


	
					
	NRT Development Advisors LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	NRT Devonshire LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	NRT Hawaii Referral, LLC
	100
	Membership Units
	NRT LLC - 100%
	1

	NRT Insurance Agency, Inc.
	1,000
	Common Stock
	NRT LLC - 100%
	3

	NRT LLC
	100%
	Membership Units
	Realogy Services Group LLC - 100%
	Uncertificated

	NRT Mid-Atlantic LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	NRT Missouri LLC
	100%
	Membership Units
	Coldwell Banker Residential Brokerage LLC - 100%
	Uncertificated

	NRT Missouri Referral Network LLC
	100%
	Membership Units
	Coldwell Banker Residential Referral Network - 100%
	Uncertificated

	NRT New England LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	NRT New York LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	NRT Northfork LLC
	100%
	Membership Units
	NRT New York LLC - 100%
	Uncertificated

	NRT Philadelphia LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	NRT Pittsburgh LLC
	100%
	Membership Units
	Coldwell Banker Residential Real Estate LLC - 100%
	Uncertificated

	NRT Referral Network LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	NRT Relocation LLC
	100
	Membership Units
	Realogy Operations LLC - 100%
	2

	NRT REOExperts LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	NRT Settlement Services of Missouri LLC
	100%
	Membership Units
	Title Resource Group LLC
	Uncertificated

	NRT Settlement Services of Texas LLC
	100%
	Membership Units
	Title Resource Group LLC - 100%
	Uncertificated

	NRT Sunshine Inc.
	100
	Common Stock
	NRT LLC - 100%
	1

	NRT Texas LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	NRT Utah LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	NRT West, Inc.
	100
	Common Stock
	NRT LLC - 100%
	1

	ONCOR International LLC
	100
	Membership Units
	Realogy Franchise Group LLC - 100% [f/k/a Realogy Franchise Group, Inc.]
	2

	Primacy Relocation Consulting (Shanghai) Co., Ltd.
	100%
	Common Stock
	Cartus Corporation - 65%
	Uncertificated

	Processing Solutions LLC
	100%
	Membership Units
	Title Resource Group LLC - 100%
	Uncertificated

	Real Estate Referral LLC
	100%
	Membership Units
	NRT New England LLC - 100%
	Uncertificated

	Real Estate Referrals LLC
	100%
	Membership Units
	NRT Mid-Atlantic LLC - 100%
	Uncertificated





I -4


Exhibit 10.12


	
					
	Real Estate Services LLC
	100%
	Membership Units
	NRT LLC - 100%
	Uncertificated

	Realogy Blue Devil Holdco LLC
	65
	Membership Units
	Coldwell Banker Real Estate LLC [f/k/a Coldwell Banker Real Estate Corporation] - 65%
	1

	Realogy Cavalier Holdco, LLC
	65
	Membership Units
	Cartus Corporation - 65%
	2

	Realogy Corporation
	100
	Common Stock
	Domus Intermediate Holdings Corp. - 100%
	2

	Realogy Franchise Group LLC
	100%
	Membership Units
	Realogy Services Group LLC - 100%
	Uncertificated

	Realogy Global Services LLC
	100%
	Membership Units
	Realogy Services Group LLC - 100%
	Uncertificated

	Realogy Licensing LLC
	100%
	Membership Units
	Realogy Services Group LLC - 100%
	Uncertificated

	Realogy Operations LLC
	100%
	Membership Units
	Realogy Services Group LLC - 100%
	Uncertificated

	Realogy Services Group LLC
	100
	Membership Units
	Realogy Corporation - 100%
	2

	Realogy Services Venture Partner LLC
	100%
	Common Stock
	Realogy Services Group LLC - 100%
	Uncertificated

	Referral Associates of New England LLC
	100%
	Membership Units
	NRT New England LLC - 100%
	Uncertificated

	Referral Network LLC
	100
	Common Stock
	Coldwell Banker Residential Referral Network - 100%
	26

	Referral Network Plus, Inc.
	1,000
	Common Stock
	Coldwell Banker Residential Brokerage Company - 100%
	2

	Referral Network, LLC
	100%
	Membership Interests
	NRT Colorado LLC - 100%
	Uncertificated

	Secured Land Transfers LLC
	100%
	Membership Interests
	Title Resource Group LLC - 100%
	Uncertificated

	Sotheby's International Realty Affiliates LLC
	100%
	Membership Units
	Realogy Services Group LLC - 100%
	Uncertificated

	Sotheby's International Realty Licensee LLC
	100%
	Membership Units
	Realogy Services Group LLC - 100%
	Uncertificated

	Sotheby's International Realty Referral Company, LLC
	100
	Membership Units
	Sotheby's International Realty, Inc. - 100%
	1

	Sotheby's International Realty, Inc.
	8,333
	Common Stock
	NRT LLC - 100%
	6

	St. Joe Title Services LLC
	100%
	Membership Interests
	Title Resource Group LLC - 100%
	Uncertificated

	TAW Holding Inc.
	750
	Common Stock
	ATCOH Holding Company - 100%
	12

	Texas American Title Company
	450
	Common Stock
	Title Resource Group LLC - 100%
	13

	The Sunshine Group (Florida) Ltd. Corp.
	1,000
	Common Stock
	NRT Sunshine, Inc. - 100%
	6

	The Sunshine Group, Ltd.
	1,000
	Common Stock
	NRT Sunshine Inc. - 100%
	3





I -5


Exhibit 10.12


	
					
	Title Resource Group Affiliates Holdings LLC
	100%
	Membership Units
	Title Resource Group Holdings LLC - 100%
	Uncertificated

	Title Resource Group Holdings LLC
	100%
	Membership Units
	Title Resource Group LLC - 100%
	Uncertificated

	Title Resource Group LLC
	100%
	Membership Units
	Realogy Services Group LLC - 100%
	Uncertificated

	Title Resource Group Services LLC
	100%
	Membership Units
	St. Joe Title Services LLC - 100%
	Uncertificated

	Title Resources Incorporated
	1,500
	Common Stock
	TAW Holding Inc. - 100%
	1

	TRG Services, Escrow, Inc.
	100
	Common Stock
	Realogy Services Group LLC - 100%
	1 (Surrendered to California Regulatory Authority)

	TRG Settlement Services, LLP
	1


99
	Partnership Interest
	Title Resource Group LLC - 1%


Title Resource Group Services LLC - 99%
	4


5

	Valley of California, Inc.
	1,000
	Common Stock
	Coldwell Banker Residential Brokerage LLC - 100%
	5

	Waydan Title, Inc.
	1,000
	Common Stock
	ATCOH Holding Company - 100%
	7

	West Coast Escrow Company
	20,000
	Common Stock
	NRT LLC - 100% [f/k/a NRT Incorporated]
	9 (no stock pledge)

	World Real Estate Marketing LLC
	100%
	Membership Units
	Century 21 Real Estate LLC
	Uncertificated

	WREM, Inc.
	100%
	Common Stock
	World Real Estate Marketing LLC - 100%
	1




PLEDGED DEBT SECURITIES
Pledged Global Intercompany Note, dated May 7, 2009



I -6



Schedule II to the 
First Lien Junior Priority
Collateral Agreement
INTELLECTUAL PROPERTY OWNED BY GRANTORS
PATENTS AND PATENT APPLICATIONS
US Patent Applications 
	
				
	Owner Name
	Type of Patent
	Patent Title
	Application No.

	Realogy Operations LLC
	Utility
	Methods and Arrangements For Facilitating The Processing of Real Estate Information
	10/167,132

	Cartus Corporation
	Utility
	System and Method of Selecting Freight Forwarding Companies
	10/819,813

	Cartus Corporation
	Utility
	System and Method of Selecting Freight Forwarding Companies
	13/335,116

	Coldwell Banker Real Estate LLC
	Utility
	System and Method for Searching Real Estate Listings Using Imagery
	13/271,512







II -1



TRADEMARKS AND TRADEMARK APPLICATIONS
Realogy Services Group LLC
Trademark Applications and Registrations


	
					
	Trademark
	Country Name
	Owner Name
	Application No.
	Registration No.

	HOMEBASE POWERED BY REALOGY & Design
	United States
	Realogy Services Group LLC
	77581813
	3723479

	HOUSE IN A GLOBE DESIGN
	United States
	Realogy Services Group LLC
	85101133
	 

	HOUSE IN A GLOBE DESIGN
	United States
	Realogy Services Group LLC
	85101145
	 

	HOUSE IN A GLOBE DESIGN
	United States
	Realogy Services Group LLC
	85101152
	 

	HOUSE IN A GLOBE DESIGN
	United States
	Realogy Services Group LLC
	85101156
	 

	HOUSE IN A GLOBE DESIGN
	United States
	Realogy Services Group LLC
	85101159
	 

	OpenHouse.com & Design
	United States
	Realogy Services Group LLC
	77216470
	3493594

	REALOGY
	United States
	Realogy Services Group LLC
	78810039
	3277830

	REALOGY
	United States
	Realogy Services Group LLC
	78810051
	3277831

	REALOGY
	United States
	Realogy Services Group LLC
	78810057
	3584743

	REALOGY
	United States
	Realogy Services Group LLC
	78810142
	3593139

	REALOGY (Stylized)
	United States
	Realogy Services Group LLC
	78818186
	3277877

	REALOGY (Stylized)
	United States
	Realogy Services Group LLC
	78818197
	3277878

	REALOGY (Stylized)
	United States
	Realogy Services Group LLC
	78818200
	3584749

	REALOGY (Stylized)
	United States
	Realogy Services Group LLC
	78818203
	3581754

	REALOGY: THE BUSINESS OF REAL ESTATE
	United States
	Realogy Services Group LLC
	78842038
	3277954

	REALOGY: THE BUSINESS OF REAL ESTATE
	United States
	Realogy Services Group LLC
	78842043
	3581762

	REALOGY: THE BUSINESS OF REAL ESTATE
	United States
	Realogy Services Group LLC
	78842046
	3581763

	REALOGY: THE BUSINESS OF REAL ESTATE
	United States
	Realogy Services Group LLC
	78849192
	3277967









II -2



Better Homes and Gardens Real Estate Licensee LLC
Trademark Applications and Registrations
	
					
	Trademark
	Country Name
	Owner Name
	Application No.
	Registration No.

	BROKERMAP
	United States
	Better Homes and Gardens Real Estate Licensee LLC
	77924620
	4091533

	GREENLIGHT PROGRAM
	United States
	Better Homes and Gardens Real Estate Licensee LLC
	77822354
	3792595

	HOME SELECTION ASSISTANT
	United States
	Better Homes and Gardens Real Estate Licensee LLC
	77914332
	3905924

	HOME, FIRST HOME
	United States
	Better Homes and Gardens Real Estate Licensee LLC
	85476108
	 








Cartus Corporation
Trademark Applications and Registrations


	
					
	Trademark
	Country Name
	Owner Name
	Application No.
	Registration No.

	CARTUS
	Australia
	Cartus Corporation
	1097159
	1097159

	CARTUS AND GLOBE DESIGN
	Australia
	Cartus Corporation
	1099707
	1099707

	CARTUS AND GLOBE DESIGN (in color)
	Australia
	Cartus Corporation
	1100296
	1100296

	CARTUS RESOURCES
	Australia
	Cartus Corporation
	1097160
	1097160

	GLOBE DESIGN
	Australia
	Cartus Corporation
	1099706
	1099706

	GLOBE DESIGN (in color)
	Australia
	Cartus Corporation
	1100295
	1100295

	CARTUS
	Canada
	Cartus Corporation
	1288571
	735956

	CARTUS AND GLOBE DESIGN
	Canada
	Cartus Corporation
	1290421
	735755

	GLOBALNET
	Canada
	Cartus Corporation
	798683
	577034

	GLOBE DESIGN
	Canada
	Cartus Corporation
	1290423
	735769

	GLOBE DESIGN (in color)
	Canada
	Cartus Corporation
	1290424
	735757

	CARTUS
	China (People's Republic)
	Cartus Corporation
	5159090
	5159090

	CARTUS
	China (People's Republic)
	Cartus Corporation
	5158802
	5158802

	CARTUS
	China (People's Republic)
	Cartus Corporation
	5158803
	5158803

	CARTUS
	China (People's Republic)
	Cartus Corporation
	5158804
	5158804

	CARTUS AND GLOBE DESIGN
	China (People's Republic)
	Cartus Corporation
	5168322
	5168322

	CARTUS AND GLOBE DESIGN
	China (People's Republic)
	Cartus Corporation
	5168323
	5168323

	CARTUS AND GLOBE DESIGN
	China (People's Republic)
	Cartus Corporation
	5168324
	5168324





II -3



	
					
	CARTUS AND GLOBE DESIGN
	China (People's Republic)
	Cartus Corporation
	5168325
	5168325

	GLOBE DESIGN
	China (People's Republic)
	Cartus Corporation
	5168334
	5168334

	GLOBE DESIGN
	China (People's Republic)
	Cartus Corporation
	5168335
	5168335

	GLOBE DESIGN
	China (People's Republic)
	Cartus Corporation
	5168316
	5168316

	GLOBE DESIGN
	China (People's Republic)
	Cartus Corporation
	5168317
	5168317

	GLOBE DESIGN (in color)
	China (People's Republic)
	Cartus Corporation
	5168318
	5168318

	GLOBE DESIGN (in color)
	China (People's Republic)
	Cartus Corporation
	5168319
	5168319

	GLOBE DESIGN (in color)
	China (People's Republic)
	Cartus Corporation
	5168320
	5168320

	GLOBE DESIGN (in color)
	China (People's Republic)
	Cartus Corporation
	5168321
	5168321

	ONLY RELOCATION. ONLY PRIMACY
	China (People's Republic)
	Primacy Relocation LLC*
	6202280
	6202280

	ONLY RELOCATION. ONLY PRIMACY
	China (People's Republic)
	Primacy Relocation LLC*
	6202279
	6202279

	PRIMACY PU BAI SI in Chinese Characters
	China (People's Republic)
	Primacy Relocation LLC*
	7182483
	7182483

	PRIMACY PU BAI SI in Chinese Characters
	China (People's Republic)
	Primacy Relocation LLC*
	7182482
	7182482

	PRIMACY PU BAI SI in Chinese Characters
	China (People's Republic)
	Primacy Relocation LLC*
	7843180
	7843180

	PRIMACY RELOCATION
	China (People's Republic)
	Primacy Relocation LLC*
	6202321
	6202321

	PRIMACY RELOCATION
	China (People's Republic)
	Primacy Relocation LLC*
	6202322
	6202322

	PRIMACY RELOCATION (Stylized)
	China (People's Republic)
	Primacy Relocation LLC*
	6202323
	6202323

	PRIMACY RELOCATION (Stylized)
	China (People's Republic)
	Primacy Relocation LLC*
	6202324
	6202324

	PU BAI SI (Chinese Characters)
	China (People's Republic)
	Primacy Relocation LLC*
	7186714
	7186714

	PU BAI SI (Chinese Characters)
	China (People's Republic)
	Primacy Relocation LLC*
	7186713
	7186713

	PU BAI SI in Chinese Characters
	China (People's Republic)
	Primacy Relocation LLC*
	7843179
	7843179

	SHORTEN THE DISTANCE
	China (People's Republic)
	Primacy Relocation LLC*
	6202329
	6202329

	SUNBURST LOGO
	China (People's Republic)
	Primacy Relocation LLC*
	6202325
	6202325

	SUNBURST LOGO
	China (People's Republic)
	Primacy Relocation LLC*
	6202326
	6202326

	THE PRIMACY DIFFERENCE
	China (People's Republic)
	Primacy Relocation LLC*
	6202327
	6202327

	THE PRIMACY DIFFERENCE
	China (People's Republic)
	Primacy Relocation LLC*
	6202328
	6202328

	CARTUS
	European Community
	Cartus Corporation
	4892832
	4892832

	CARTUS AND GLOBE DESIGN
	European Community
	Cartus Corporation
	4924023
	4924023

	GLOBALNET
	European Community
	Cartus Corporation
	126607
	126607

	GLOBE DESIGN
	European Community
	Cartus Corporation
	4924031
	4924031





II -4



	
					
	GLOBE DESIGN (in color)
	European Community
	Cartus Corporation
	4924049
	4924049

	CARTUS
	Hong Kong
	Cartus Corporation
	300575721
	300575721

	CARTUS AND GLOBE DESIGN (in series)
	Hong Kong
	Cartus Corporation
	300583588
	300583588

	CARTUS RESOURCES
	Hong Kong
	Cartus Corporation
	300575730
	300575730

	GLOBE DESIGN (in series)
	Hong Kong
	Cartus Corporation
	300583597
	300583597

	CARTUS
	India
	Cartus Corporation
	1960888
	1960888

	CARTUS
	India
	Cartus Corporation
	1960889
	1960889

	CARTUS
	India
	Cartus Corporation
	1960890
	1960890

	CARTUS
	India
	Cartus Corporation
	1960891
	1960891

	CARTUS AND GLOBE DESIGN
	India
	Cartus Corporation
	1960896
	1960896

	CARTUS AND GLOBE DESIGN
	India
	Cartus Corporation
	1960897
	 

	CARTUS AND GLOBE DESIGN
	India
	Cartus Corporation
	1960898
	 

	CARTUS AND GLOBE DESIGN
	India
	Cartus Corporation
	1960899
	1960899

	GLOBE DESIGN
	India
	Cartus Corporation
	1960895
	 

	GLOBE DESIGN
	India
	Cartus Corporation
	1960894
	 

	GLOBE DESIGN
	India
	Cartus Corporation
	1960893
	 

	GLOBE DESIGN
	India
	Cartus Corporation
	1960892
	 

	PRIMACY & Sunburst Logo (Series of 3)
	India
	Primacy Relocation LLC*
	1677337
	1677337

	SUNBURST LOGO (series of 3)
	India
	Primacy Relocation LLC*
	1677336
	1677336

	CARTUS AND GLOBE DESIGN
	Mexico
	Cartus Corporation
	842198
	992079

	CARTUS
	Singapore
	Cartus Corporation
	T0602094F
	T0602094F

	CARTUS
	Singapore
	Cartus Corporation
	T0602095D
	T0602095D

	CARTUS
	Singapore
	Cartus Corporation
	T0602096B
	T0602096B

	CARTUS
	Singapore
	Cartus Corporation
	T0602097J
	T0602097J

	CARTUS AND GLOBE DESIGN (in series)
	Singapore
	Cartus Corporation
	T0603007J
	T0603007J

	CARTUS AND GLOBE DESIGN (in series)
	Singapore
	Cartus Corporation
	T0603008I
	T0603008I

	CARTUS AND GLOBE DESIGN (in series)
	Singapore
	Cartus Corporation
	T0603009G
	T0603009G

	CARTUS AND GLOBE DESIGN (in series)
	Singapore
	Cartus Corporation
	T0603011I
	T0603011I

	CARTUS RESOURCES
	Singapore
	Cartus Corporation
	T0602099G
	T0602099G

	CARTUS RESOURCES
	Singapore
	Cartus Corporation
	T0602100D
	T0602100D

	CARTUS RESOURCES
	Singapore
	Cartus Corporation
	T0602101B
	T0602101B

	GLOBE DESIGN (in series)
	Singapore
	Cartus Corporation
	T0603003H
	T0603003H

	GLOBE DESIGN (in series)
	Singapore
	Cartus Corporation
	T0603004F
	T0603004F

	GLOBE DESIGN (in series)
	Singapore
	Cartus Corporation
	T0603005D
	T0603005D

	GLOBE DESIGN (in series)
	Singapore
	Cartus Corporation
	T0603006B
	T0603006B





II -5



	
					
	CARTUS
	Switzerland
	Cartus Corporation
	54569/2010
	612621

	CARTUS AND GLOBE DESIGN
	Switzerland
	Cartus Corporation
	54212/2010
	612613

	CARTUS AND GLOBE DESIGN (in color)
	Switzerland
	Cartus Corporation
	54213/2010
	612614

	GLOBE DESIGN
	Switzerland
	Cartus Corporation
	54216/2010
	612616

	GLOBE DESIGN (in color)
	Switzerland
	Cartus Corporation
	54214/2010
	612615

	CARTUS
	United Kingdom
	Cartus Corporation
	2412844
	2412844

	CARTUS AND GLOBE DESIGN (in series)
	United Kingdom
	Cartus Corporation
	2414215
	2414215

	CARTUS RESOURCES
	United Kingdom
	Cartus Corporation
	2412845
	2412845

	GLOBE DESIGN (in series)
	United Kingdom
	Cartus Corporation
	2414216
	2414216

	HOME AND MOVE FROM CARTUS & Gate Design
	United Kingdom
	Cartus Corporation
	2419497
	2419497

	WE MOVE THE PEOPLE WHO MOVE THE WORLD
	United Kingdom
	Cartus Corporation
	2137549
	2137549

	CARTUS
	United States
	Cartus Corporation
	78808792
	3370574

	CARTUS AND GLOBE DESIGN
	United States
	Cartus Corporation
	78817923
	3314369

	CARTUS AND GLOBE DESIGN
	United States
	Cartus Corporation
	78818045
	3314372

	CARTUS AND GLOBE DESIGN
	United States
	Cartus Corporation
	78818064
	3321204

	CARTUS AND GLOBE DESIGN
	United States
	Cartus Corporation
	78818082
	3383108

	EASYTOUR
	United States
	Cartus Corporation
	78659865
	3331185

	GLOBALNET
	United States
	Cartus Corporation
	75153284
	2198869

	GLOBE DESIGN
	United States
	Cartus Corporation
	78817943
	3314370

	GLOBE DESIGN
	United States
	Cartus Corporation
	78818047
	3314373

	GLOBE DESIGN
	United States
	Cartus Corporation
	78818069
	3321205

	GLOBE DESIGN
	United States
	Cartus Corporation
	78818087
	3379520

	GLOBE DESIGN (in color)
	United States
	Cartus Corporation
	78817954
	3314371

	GLOBE DESIGN (in color)
	United States
	Cartus Corporation
	78818055
	3314374

	GLOBE DESIGN (in color)
	United States
	Cartus Corporation
	78818077
	3321206

	GLOBE DESIGN (in color)
	United States
	Cartus Corporation
	78818090
	3379521

	HOME AND MOVE
	United States
	Cartus Corporation
	78817256
	3372957

	HOME AND MOVE & Design
	United States
	Cartus Corporation
	78817258
	3372958

	MEMBERMOVE
	United States
	Cartus Corporation
	73748964
	1554062

	MILES FROM HOME
	United States
	Cartus Corporation
	77790815
	3792478

	MOVEPLUS
	United States
	Cartus Corporation
	85073868
	3917108

	ONLY RELOCATION. ONLY PRIMACY
	United States
	Primacy Relocation LLC*
	78577432
	3060300

	PRIMACY HOME LOANS  & DEVICE
	United States
	Primacy Relocation LLC*
	77457745
	3579179

	PRIMACY RELOCATION & DEVICE
	United States
	Primacy Relocation LLC*
	75622523
	2326003





II -6



	
					
	SUNBURST LOGO
	United States
	Primacy Relocation LLC*
	75622522
	2316479

	WE MOVE THE PEOPLE WHO MOVE THE WORLD
	United States
	Cartus Corporation
	75304946
	2455642






*Primacy Relocation LLC* merged into Cartus Corporation as of December 31, 2010, and Cartus Corporation now owns all of Primacy's marks.  Recordal of that merger has been filed and recordal certificates are pending.

II -7



CDRE TM LLC
Trademark Applications and Registrati	
					
	Trademark
	Country Name
	Owner Name
	Application No.
	Registration No.

	A DIFFERENT KIND OF REAL ESTATE COMPANY
	United States
	CDRE TM LLC
	75789598
	2635982

	CAPE COD STYLE
	United States
	CDRE TM LLC
	76410655
	2971401

	CAPE COD STYLE
	United States
	CDRE TM LLC
	76410657
	2736246

	CORCORAN
	United States
	CDRE TM LLC
	75688924
	2533288

	CORCORAN
	United States
	CDRE TM LLC
	77251976
	3417729

	CORCORAN WEXLER
	United States
	CDRE TM LLC
	76315555
	2576142

	CORNERSTONES OF LIFE PROGRAM & Design
	United States
	CDRE TM LLC
	77119473
	3421531

	CS and Interlocking Circles Design
	United States
	CDRE TM LLC
	77287785
	3418149

	FS & Design
	United States
	CDRE TM LLC
	73330013
	1228982

	FS FRED SANDS REALTORS & Design
	United States
	CDRE TM LLC
	73330014
	1228983

	GREENWICHSTYLE
	United States
	CDRE TM LLC
	77619262
	3639386

	IT'S ABOUT LIFE
	United States
	CDRE TM LLC
	78280153
	2973564

	LEADING AGENTS, LEADING THE WAY
	United States
	CDRE TM LLC
	77022828
	3423467

	LEAVE IT TO THE EXPERTS
	United States
	CDRE TM LLC
	85201698
	4043351

	LITCHFIELDCOUNTYSTYLE
	United States
	CDRE TM LLC
	77619263
	3639387

	LIVE WHO YOU ARE
	United States
	CDRE TM LLC
	78713347
	3178618

	LOCALINK
	United States
	CDRE TM LLC
	78525869
	3110476

	MORE BROKER PER SQ FT
	United States
	CDRE TM LLC
	77612078
	3635209

	NEWYORKCITYSTYLE
	United States
	CDRE TM LLC
	77819231
	3858479

	OUR TOWN
	United States
	CDRE TM LLC
	78449628
	3094142

	PREFERRED MOVES
	United States
	CDRE TM LLC
	78871795
	3398527

	THE CORCORAN GROUP
	United States
	CDRE TM LLC
	75689238
	2366134

	THE SUNSHINE GROUP LTD
	United States
	CDRE TM LLC
	76408231
	2768873

	WESTCHESTERSTYLE
	United States
	CDRE TM LLC
	77619264
	3918443

	WWW.CORCORAN.COM
	United States
	CDRE TM LLC
	75732288
	2499454

	YOU SHOULD SOBE HERE & Design
	United States
	CDRE TM LLC
	85279992
	4048717







II -8



CGRN Inc.
Trademark Applications and Registrations
	
					
	Trademark
	Country Name
	Owner Name
	Application No.
	Registration No.

	CGRN
	United States
	CGRN Inc.
	75540186
	2466103

	Stick Man Design
	United States
	CGRN Inc.
	75673268
	2332340




Sotheby's International Realty Licensee LLC
Trademark Applications and Registrations	
					
	Trademark
	Country Name
	Owner Name
	Application No.
	Registration No.

	RESIDE
	Egypt
	Sotheby's International Realty Licensee LLC
	A0026174
	 

	RESIDE
	European Community
	Sotheby's International Realty Licensee LLC
	009324302
	009324302

	RESIDE
	Int'l Registration - Madrid Protocol Only
	Sotheby's International Realty Licensee LLC
	A0026174
	1094329

	RESIDE
	Japan
	Sotheby's International Realty Licensee LLC
	A0026174
	 

	RESIDE
	Monaco
	Sotheby's International Realty Licensee LLC
	A0026174
	 

	RESIDE
	Morocco
	Sotheby's International Realty Licensee LLC
	A0026174
	 

	RESIDE
	Oman
	Sotheby's International Realty Licensee LLC
	A0026174
	 

	RESIDE
	Russian Federation
	Sotheby's International Realty Licensee LLC
	A0026174
	 

	RESIDE
	Singapore
	Sotheby's International Realty Licensee LLC
	A0026174
	IR 1094329

	RESIDE
	Switzerland
	Sotheby's International Realty Licensee LLC
	A0026174
	 

	RESIDE
	Turkey
	Sotheby's International Realty Licensee LLC
	A0026174
	 

	ARTFULLY UNITING EXTRAORDINARY HOMES WITH EXTRAORDINARY LIVES
	United States
	Sotheby's International Realty Licensee LLC
	85028407
	4086034

	FOR THE ONGOING COLLECTION OF LIFE
	United States
	Sotheby's International Realty Licensee LLC
	78490698
	3069400

	RESIDE
	United States
	Sotheby's International Realty Licensee LLC
	77089845
	3415244

	RESIDE
	Viet Nam
	Sotheby's International Realty Licensee LLC
	A0026174
	 





II -9



Title Resource Group LLC
Trademark Applications and Registrations


	
					
	Trademark
	Country Name
	Owner Name
	Application No.
	Registration No.

	AMERICAN TITLE COMPANY & Design
	United States
	Title Resource Group LLC
	85314000
	4070488

	BURNET TITLE
	United States
	Title Resource Group LLC
	85316954
	 

	BURNET TITLE & Design
	United States
	Title Resource Group LLC
	85316962
	4076711

	BURROW ESCROW SERVICES & Design
	United States
	Title Resource Group LLC
	85317756
	4076724

	CCS CONVENIENT CLOSING SERVICES & Design
	United States
	Title Resource Group LLC
	85311808
	4070394

	CENSTAR
	United States
	Title Resource Group LLC
	78439772
	3213898

	Circle Logo (TRG)
	United States
	Title Resource Group LLC
	78869716
	3293882

	Circle Logo (TRG)
	United States
	Title Resource Group LLC
	78869726
	3279724

	COUNT ON OUR EXCELLENCE
	United States
	Title Resource Group LLC
	78783827
	3532528

	DON'T SETTLE FOR COMPLICATED, SETTLE FOR CONVENIENCE
	United States
	Title Resource Group LLC
	78484489
	3262070

	E EQUITY CLOSING & Design
	United States
	Title Resource Group LLC
	85319019
	4076741

	E EQUITY TITLE & Design (in color)
	United States
	Title Resource Group LLC
	85319350
	4076746

	E EQUITY TITLE COMPANY & Design
	United States
	Title Resource Group LLC
	85319360
	 

	FIRST CALIFORNIA ESCROW
	United States
	Title Resource Group LLC
	85319428
	 

	GATEWAY SETTLEMENT SERVICES & Design
	United States
	Title Resource Group LLC
	78768106
	3224478

	IN HOUSE
	United States
	Title Resource Group LLC
	78626295
	3607601

	KEYSTONE CLOSING SERVICES & Design
	United States
	Title Resource Group LLC
	85323511
	4070751

	KEYSTONE TITLE SERVICES & Design
	United States
	Title Resource Group LLC
	85323540
	4083175

	L LANDWAY SETTLEMENT SERVICES & Design
	United States
	Title Resource Group LLC
	78815007
	3219806

	LAKECREST RELOCATION SERVICES
	United States
	Title Resource Group LLC
	85172501
	4057529

	LAKECREST RELOCATION SERVICES & Design
	United States
	Title Resource Group LLC
	85172504
	4057530

	MAKING HOUSES INTO HOMES
	United States
	Title Resource Group LLC
	78466961
	3288623

	MAKING HOUSES INTO HOMES COAST TO COAST
	United States
	Title Resource Group LLC
	85365082
	4084012





II -10



	
					
	MARDAN SETTLEMENT SERVICES & Design
	United States
	Title Resource Group LLC
	78814998
	3282646

	MARKET STREET & Design
	United States
	Title Resource Group LLC
	85324179
	 

	MID-ATLANTIC SETTLEMENT SERVICES & Design
	United States
	Title Resource Group LLC
	85327090
	 

	SECURED LAND TRANSFERS INC. & Design
	United States
	Title Resource Group LLC
	85331341
	 

	SETTLEMENT ADVANTAGE
	United States
	Title Resource Group LLC
	 
	 

	SHORT TRAC
	United States
	Title Resource Group LLC
	85090682
	4007465

	SHORT TRAC & House Design
	United States
	Title Resource Group LLC
	85090690
	4007466

	SHORT TRAC House Design
	United States
	Title Resource Group LLC
	85090665
	4007464

	SINGLE SOLUTION
	United States
	Title Resource Group LLC
	77548999
	3597988

	SOUTHERN EQUITY SERVICES & Design
	United States
	Title Resource Group LLC
	78815000
	3219805

	SUNBELT TITLE AGENCY & Design
	United States
	Title Resource Group LLC
	85331345
	 

	TITLE RESOURCES GUARANTY COMPANY & Design
	United States
	Title Resource Group LLC
	85326284
	 

	TRG & Circle Design
	United States
	Title Resource Group LLC
	85326266
	4090297

	U.S. TITLE & Design
	United States
	Title Resource Group LLC
	85326274
	 

	WEST COAST ESCROW FIRST IN PEOPLE FIRST IN SERVICE & Design
	United States
	Title Resource Group LLC
	85326253
	 






Century 21 Real Estate LLC
Trademark Applications and Registrations


	
					
	Trademark
	Country Name
	Owner Name
	Application No.
	Registration No.

	CENTURY 21
	African Union Territories (OAPI)
	Century 21 Real Estate LLC
	3200601329
	54333

	CENTURY 21
	African Union Territories (OAPI)
	Century 21 Real Estate LLC
	3200601330
	54334

	CENTURY 21 & New House Design
	African Union Territories (OAPI)
	Century 21 Real Estate LLC
	54335
	54335

	CENTURY 21 & New House Design
	African Union Territories (OAPI)
	Century 21 Real Estate LLC
	54336
	54336

	CENTURY 21
	Albania
	Century 21 Real Estate LLC
	AL/T/2007/475
	11869

	CENTURY 21 & New House Design
	Albania
	Century 21 Real Estate LLC
	AL/T/2007/476
	11880





II -11



	
					
	CENTURY 21
	Algeria
	Century 21 Real Estate LLC
	52378
	72968

	CENTURY 21 & New House Design
	Algeria
	Century 21 Real Estate LLC
	52379
	72969

	CENTURY 21
	Angola
	Century 21 Real Estate LLC
	17686
	 

	CENTURY 21
	Angola
	Century 21 Real Estate LLC
	17687
	 

	CENTURY 21 & New House Design
	Angola
	Century 21 Real Estate LLC
	17688
	 

	CENTURY 21 & New House Design
	Angola
	Century 21 Real Estate LLC
	17689
	 

	CENTURY 21
	Anguilla
	Century 21 Real Estate LLC
	 
	2706

	CENTURY 21
	Anguilla
	Century 21 Real Estate LLC
	 
	4386

	CENTURY 21 & New House Design
	Anguilla
	Century 21 Real Estate LLC
	 
	4387

	CENTURY 21 & New House Design
	Anguilla
	Century 21 Real Estate LLC
	 
	4388

	CENTURY 21
	Antigua and Barbuda
	Century 21 Real Estate LLC
	99232064
	7004

	CENTURY 21 & New House Design
	Antigua and Barbuda
	Century 21 Real Estate LLC
	99232065
	7005

	CENTURY 21
	Argentina
	Century 21 Real Estate LLC
	1789489
	1939876

	CENTURY 21
	Argentina
	Century 21 Real Estate LLC
	1789490
	1939877

	CENTURY 21 & New House Design
	Argentina
	Century 21 Real Estate LLC
	1793605
	1940048

	CENTURY 21 & New House Design
	Argentina
	Century 21 Real Estate LLC
	1793606
	1940040

	SIGLO 21
	Argentina
	Century 21 Real Estate LLC
	3005173
	 

	CENTURY 21
	Aruba
	Century 21 Real Estate LLC
	89051914
	14483

	CENTURION
	Australia
	Century 21 Real Estate LLC
	559492
	559492

	CENTURY 21
	Australia
	Century 21 Real Estate LLC
	326586
	326586

	CENTURY 21
	Australia
	Century 21 Real Estate LLC
	491233
	491233

	CENTURY 21
	Australia
	Century 21 Real Estate LLC
	491234
	491234

	CENTURY 21 & New House & Sign Design (Series of 2)
	Australia
	Century 21 Real Estate LLC
	554728
	554728

	CENTURY 21 & New House Design
	Australia
	Century 21 Real Estate LLC
	542303
	542303

	CENTURY 21 & Sign & Post Design (Series of 2)
	Australia
	Century 21 Real Estate LLC
	554730
	554730

	THE WORLD IS SOLD ON CENTURY 21
	Australia
	Century 21 Real Estate LLC
	1050167
	1050167





II -12



	
					
	CENTURY 21
	Austria
	Century 21 Real Estate LLC
	AM 2269/75
	81547

	CENTURY 21 & New House Design
	Austria
	Century 21 Real Estate LLC
	AM 5860/90
	136271

	CENTURY 21
	Azerbaijan
	Century 21 Real Estate LLC
	20060373
	20070412

	CENTURY 21 & New House Design
	Azerbaijan
	Century 21 Real Estate LLC
	20060374
	20070411

	CENTURY 21
	Bahamas
	Century 21 Real Estate LLC
	8282
	8282

	CENTURY 21 & New House Design
	Bahamas
	Century 21 Real Estate LLC
	14542
	14542

	CENTURY 21
	Bahrain
	Century 21 Real Estate LLC
	422/89
	12537

	CENTURY 21
	Bahrain
	Century 21 Real Estate LLC
	423/89
	706

	CENTURY 21 & New House Design
	Bahrain
	Century 21 Real Estate LLC
	387/91
	884

	CENTURY 21 & New House Design
	Bahrain
	Century 21 Real Estate LLC
	424/89
	12538

	CENTURY 21 & New House Design
	Bahrain
	Century 21 Real Estate LLC
	425/89
	707

	CENTURY 21
	Bangladesh
	Century 21 Real Estate LLC
	122234
	 

	CENTURY 21
	Bangladesh
	Century 21 Real Estate LLC
	122235
	 

	CENTURY 21 & New Pitched Roof House Design
	Bangladesh
	Century 21 Real Estate LLC
	122232
	 

	CENTURY 21 & New Pitched Roof House Design
	Bangladesh
	Century 21 Real Estate LLC
	122236
	 

	CENTURY 21
	Barbados
	Century 21 Real Estate LLC
	 
	81/534

	CENTURY 21
	Barbados
	Century 21 Real Estate LLC
	 
	81/490

	CENTURY 21
	Barbados
	Century 21 Real Estate LLC
	 
	81/6593

	CENTURY 21 & New House Design
	Barbados
	Century 21 Real Estate LLC
	 
	81/6249

	CENTURY 21 & New House Design
	Barbados
	Century 21 Real Estate LLC
	 
	81/6594

	CENTURY 21
	Belize
	Century 21 Real Estate LLC
	1724.03
	1724.03

	CENTURY 21
	Belize
	Century 21 Real Estate LLC
	6234
	6234

	CENTURY 21 & New House Design
	Belize
	Century 21 Real Estate LLC
	1725.03
	1725.03

	SIGLO 21
	Belize
	Century 21 Real Estate LLC
	1723.03
	1723.03

	CENTURION
	Benelux
	Century 21 Real Estate LLC
	766104
	497239

	CENTURY 21
	Benelux
	Century 21 Real Estate LLC
	34606
	335022





II -13



	
					
	CENTURY 21
	Benelux
	Century 21 Real Estate LLC
	691728
	151437

	CENTURY 21
	Benelux
	Century 21 Real Estate LLC
	834723
	556946

	CENTURY 21 & New House Design
	Benelux
	Century 21 Real Estate LLC
	755505
	487878

	CENTURY 21 & New House Design
	Benelux
	Century 21 Real Estate LLC
	834724
	556947

	CENTURY 21 & Sign & Post Design
	Benelux
	Century 21 Real Estate LLC
	774593
	508016

	CENTURY 21 & Sign Design
	Benelux
	Century 21 Real Estate LLC
	774594
	508017

	EEUW 21
	Benelux
	Century 21 Real Estate LLC
	739532
	475269

	SIECLE 21
	Benelux
	Century 21 Real Estate LLC
	739533
	475270

	CENTURY 21
	Bermuda
	Century 21 Real Estate LLC
	7935
	7935

	CENTURY 21
	Bermuda
	Century 21 Real Estate LLC
	42240
	42240

	CENTURY 21 & New House Design
	Bermuda
	Century 21 Real Estate LLC
	21330
	21330

	CENTURY 21 & New House Design
	Bermuda
	Century 21 Real Estate LLC
	42241
	42241

	CENTURY 21
	BES Islands
	Century 21 Real Estate LLC
	1650
	 

	CENTURY 21 & New House Design
	BES Islands
	Century 21 Real Estate LLC
	1622
	 

	CENTURY 21 & New House Design
	BES Islands
	Century 21 Real Estate LLC
	1623
	 

	CENTURY 21
	Bolivia
	Century 21 Real Estate LLC
	146214
	73319

	CENTURY 21
	Bolivia
	Century 21 Real Estate LLC
	146214
	73320

	CENTURY 21
	Bolivia
	Century 21 Real Estate LLC
	146214
	73321

	CENTURY 21 & New House Design
	Bolivia
	Century 21 Real Estate LLC
	146214
	73318

	SIGLO 21
	Bolivia
	Century 21 Real Estate LLC
	2541921
	75829

	CENTURY 21
	Bosnia and Herzegovina
	Century 21 Real Estate LLC
	BAZ069892A
	BAZ069892

	CENTURY 21 & New House Design
	Bosnia and Herzegovina
	Century 21 Real Estate LLC
	BAZ069891A
	BAZ069891

	CENTURY 21
	Brazil
	Century 21 Real Estate LLC
	10882/79
	7201044

	CENTURY 21
	Brazil
	Century 21 Real Estate LLC
	26404/75
	7061021

	CENTURY 21
	Brazil
	Century 21 Real Estate LLC
	817906088
	817906088

	CENTURY 21
	Brazil
	Century 21 Real Estate LLC
	817906096
	817906096





II -14



	
					
	CENTURY 21 & New House Design
	Brazil
	Century 21 Real Estate LLC
	815817355
	815817355

	CENTURY 21 & New House Design
	Brazil
	Century 21 Real Estate LLC
	815818670
	815818670

	CENTURY 21 & New House Design
	Brazil
	Century 21 Real Estate LLC
	817906100
	817906100

	SECULO 21
	Brazil
	Coldwell Banker LLC
	820707775
	820707775

	SECULO 21
	Brazil
	Century 21 Real Estate LLC
	820829749
	820829749

	CENTURY 21
	Brunei Darussalam
	Century 21 Real Estate Corp
	35586
	35586

	CENTURY 21 & New House Design
	Brunei Darussalam
	Century 21 Real Estate Corp
	35588
	35588

	CENTURY 21
	Bulgaria
	Century 21 Real Estate LLC
	12207
	18876

	CENTURY 21
	Bulgaria
	Century 21 Real Estate LLC
	12208
	1675

	CENTURY 21 & New House Design
	Bulgaria
	Century 21 Real Estate LLC
	67145
	52033

	AD/PAC
	Canada
	Century 21 Real Estate LLC
	476194
	286901

	CAMPUS 21
	Canada
	Century 21 Real Estate LLC
	1496345
	 

	CAMPUS 21 & Design
	Canada
	Century 21 Real Estate LLC
	1499258
	 

	CENTURY 21
	Canada
	Century 21 Real Estate LLC
	417509
	233529

	CENTURY 21
	Canada
	Century 21 Real Estate LLC
	587710
	368747

	CENTURY 21 & New House Design
	Canada
	Century 21 Real Estate LLC
	673854
	401397

	CENTURY 21 & New House Design
	Canada
	Century 21 Real Estate LLC
	673857
	397606

	CENTURY 21 & New House Design
	Canada
	Century 21 Real Estate LLC
	673859
	397607

	CENTURY 21 & Old Design
	Canada
	Century 21 Real Estate LLC
	587712
	368748

	CENTURY 21 & Sign & Post Design
	Canada
	Century 21 Real Estate LLC
	673855
	400535

	CENTURY 21 & Sign & Post Design (Color)
	Canada
	Century 21 Real Estate LLC
	673856
	400536

	CENTURY 21 CONNECTIONS GUICHET UNIQUE VALUER AJOUTEE & Design
	Canada
	Century 21 Real Estate LLC
	1080726
	595238

	CENTURY 21 CONNECTIONS REAL CONVENIENCE REAL VALUE & Design
	Canada
	Century 21 Real Estate LLC
	1027978
	587032

	CENTURY 21 Sign & Post Design (Gold & Black)
	Canada
	Century 21 Real Estate LLC
	673852
	397605





II -15



	
					
	CENTURY 21 SignPost Design (Gold)
	Canada
	Century 21 Real Estate LLC
	1179262
	605650

	CGRN - CENTURY 21 GLOBAL REFERRAL NETWORK
	Canada
	Century 21 Real Estate LLC
	1534694
	 

	CONNECTED TO MORE
	Canada
	Century 21 Real Estate LLC
	1470603
	808289

	CONNECTED TO YOUR HOME
	Canada
	Century 21 Real Estate LLC
	1470604
	808293

	CONNECTED TO YOUR HOME in Chinese Characters
	Canada
	Century 21 Real Estate LLC
	1481527
	800984

	CREATE 21
	Canada
	Century 21 Real Estate LLC
	1234772
	699134

	NORTH AMERICA'S NUMBER 1 TOP SELLER, CENTURY 21
	Canada
	Century 21 Real Estate LLC
	462978
	274562

	RIRC - RESEAU INTERNATIONAL DE REFERENCES CENTURY 21
	Canada
	Century 21 Real Estate LLC
	1534695
	 

	SHOWCASE 21
	Canada
	Century 21 Real Estate LLC
	1345086
	712903

	THE REAL ESTATE INVESTMENT JOURNAL
	Canada
	Century 21 Real Estate LLC
	476195
	292131

	VIP
	Canada
	Century 21 Real Estate LLC
	476192
	276212

	CENTURY 21
	Cape Verde
	Century 21 Real Estate LLC
	 
	 

	CENTURY 21
	Cape Verde
	Century 21 Real Estate LLC
	 
	 

	CENTURY 21 & New House Design
	Cape Verde
	Century 21 Real Estate LLC
	 
	 

	CENTURY 21 & New House Design
	Cape Verde
	Century 21 Real Estate LLC
	 
	 

	CENTURY 21
	Cayman Islands
	Century 21 Real Estate LLC
	 
	1062225

	CENTURY 21
	Cayman Islands
	Century 21 Real Estate LLC
	 
	1274764

	CENTURY 21
	Cayman Islands
	Century 21 Real Estate LLC
	 
	1274765

	CENTURY 21 & New House Design
	Cayman Islands
	Century 21 Real Estate LLC
	 
	1453969

	CENTURY 21 & Sign & Post Design
	Cayman Islands
	Century 21 Real Estate LLC
	 
	1459099

	CENTURY 21 & Sign Design
	Cayman Islands
	Century 21 Real Estate LLC
	 
	1459101

	CENTURY 21
	Chile
	Century 21 Real Estate LLC
	299472
	760388

	CENTURY 21
	Chile
	Century 21 Real Estate LLC
	299473
	932634

	CENTURY 21 & New House Design
	Chile
	Century 21 Real Estate LLC
	272613
	935897





II -16



	
					
	CENTURY 21 & New House Design
	Chile
	Century 21 Real Estate LLC
	272614
	935898

	century21.cl
	Chile
	Century 21 Real Estate LLC
	 
	 

	siglo21inmobiliaria.cl
	Chile
	Century 21 Real Estate LLC
	 
	 

	CENTURY 21
	China (People's Republic)
	Century 21 Real Estate LLC
	8924591
	523152

	CENTURY 21
	China (People's Republic)
	Century 21 Real Estate LLC
	93094145
	777124

	CENTURY 21 & New House Design
	China (People's Republic)
	Century 21 Real Estate LLC
	 
	3065318

	CENTURY 21 & New House Design
	China (People's Republic)
	Century 21 Real Estate LLC
	 
	3065316

	CENTURY 21 & New House Design
	China (People's Republic)
	Century 21 Real Estate LLC
	90053105
	577417

	CENTURY 21 & New House Design
	China (People's Republic)
	Century 21 Real Estate LLC
	93094136
	777122

	CENTURY 21 & New House Design (with Chinese)
	China (People's Republic)
	Century 21 Real Estate LLC
	2000055326
	1672792

	CENTURY 21 & New House Design (with Chinese)
	China (People's Republic)
	Century 21 Real Estate LLC
	2000055327
	1647735

	CENTURY 21 & New House Design (with Chinese)
	China (People's Republic)
	Century 21 Real Estate LLC
	2000085135
	1655868

	CENTURY 21 & New House Design (with Chinese)
	China (People's Republic)
	Century 21 Real Estate LLC
	2000085849
	1699741

	CENTURY 21 & New House Design (with Chinese)
	China (People's Republic)
	Century 21 Real Estate LLC
	2000085850
	1651932

	CENTURY 21 & New Pitched Roof House Design
	China (People's Republic)
	Century 21 Real Estate LLC
	6950881
	6950881

	CENTURY 21 & New Pitched Roof House Design
	China (People's Republic)
	Century 21 Real Estate LLC
	6950882
	 

	CENTURY 21 (in Chinese)
	China (People's Republic)
	Century 21 Real Estate LLC
	 
	3501579

	CENTURY 21 COMMERCIAL
	China (People's Republic)
	Century 21 Real Estate LLC
	8917930
	 

	CENTURY 21 COMMERCIAL
	China (People's Republic)
	Century 21 Real Estate LLC
	8917947
	 

	CENTURY 21 COMMERCIAL
	China (People's Republic)
	Century 21 Real Estate LLC
	8917948
	 

	CENTURY 21 COMMERCIAL
	China (People's Republic)
	Century 21 Real Estate LLC
	8917949
	 

	CENTURY 21 COMMERCIAL
	China (People's Republic)
	Century 21 Real Estate LLC
	8917960
	 

	CENTURY 21 COMMERCIAL in Chinese Characters
	China (People's Republic)
	Century 21 Real Estate LLC
	8917935
	 





II -17



	
					
	CENTURY 21 COMMERCIAL in Chinese Characters
	China (People's Republic)
	Century 21 Real Estate LLC
	8917961
	 

	CENTURY 21 COMMERCIAL in Chinese Characters
	China (People's Republic)
	Century 21 Real Estate LLC
	8917977
	 

	CENTURY 21 COMMERCIAL in Chinese Characters
	China (People's Republic)
	Century 21 Real Estate LLC
	8917978
	 

	CENTURY 21 COMMERCIAL in Chinese Characters
	China (People's Republic)
	Century 21 Real Estate LLC
	8917987
	 

	CENTURY 21 COMMERCIAL Logo
	China (People's Republic)
	Century 21 Real Estate LLC
	8917931
	 

	CENTURY 21 COMMERCIAL Logo
	China (People's Republic)
	Century 21 Real Estate LLC
	8917932
	 

	CENTURY 21 COMMERCIAL Logo
	China (People's Republic)
	Century 21 Real Estate LLC
	8917933
	 

	CENTURY 21 COMMERCIAL Logo
	China (People's Republic)
	Century 21 Real Estate LLC
	8917934
	 

	CENTURY 21 COMMERCIAL Logo
	China (People's Republic)
	Century 21 Real Estate LLC
	8917966
	 

	CENTURY 21 Logo w/ COMMERCIAL in Chinese
	China (People's Republic)
	Century 21 Real Estate LLC
	8917962
	 

	CENTURY 21 Logo w/ COMMERCIAL in Chinese
	China (People's Republic)
	Century 21 Real Estate LLC
	8917963
	 

	CENTURY 21 Logo w/ COMMERCIAL in Chinese
	China (People's Republic)
	Century 21 Real Estate LLC
	8917964
	 

	CENTURY 21 Logo w/ COMMERCIAL in Chinese
	China (People's Republic)
	Century 21 Real Estate LLC
	8917965
	 

	CENTURY 21 Logo w/ COMMERCIAL in Chinese
	China (People's Republic)
	Century 21 Real Estate LLC
	8917979
	 

	CENTURY 22
	China (People's Republic)
	Century 21 Real Estate LLC
	3894724
	 

	CENTURY 22
	China (People's Republic)
	Century 21 Real Estate LLC
	3894725
	3894725

	CENTURY 21
	Colombia
	Century 21 Real Estate LLC
	306032
	141915

	CENTURY 21
	Colombia
	Century 21 Real Estate LLC
	306033
	141916

	CENTURY 21 & New House Design
	Colombia
	Century 21 Real Estate LLC
	97069262
	211360

	CENTURY 21 & Old Design
	Colombia
	Century 21 Real Estate LLC
	306054
	141917

	CENTURY 21 & Old Design
	Colombia
	Century 21 Real Estate LLC
	306055
	141918

	SIGLO 21
	Colombia
	Century 21 Real Estate LLC
	98022229
	214489

	CENTURY 21
	Costa Rica
	Century 21 Real Estate LLC
	72248
	72248





II -18



	
					
	CENTURY 21
	Costa Rica
	Century 21 Real Estate LLC
	72530
	72530

	CENTURY 21 & New House Design
	Costa Rica
	Century 21 Real Estate LLC
	77838
	77838

	CENTURY 21 & New House Design
	Costa Rica
	Century 21 Real Estate LLC
	78188
	78188

	SIGLO 21
	Costa Rica
	Century 21 Real Estate LLC
	111092
	111092

	CENTURY 21
	Croatia
	Century 21 Real Estate LLC
	Z20060597A
	Z20060597

	CENTURY 21 & New House Design
	Croatia
	Century 21 Real Estate LLC
	Z20060598A
	Z20060598

	CENTURY 21
	Curacao
	Century 21 Real Estate LLC
	D-600644
	12451

	CENTURY 21 & New House Design
	Curacao
	Century 21 Real Estate LLC
	D-300531
	10146

	CENTURY 21 & New House Design
	Curacao
	Century 21 Real Estate LLC
	16277
	1028

	CENTURY 21
	Cyprus, Republic of
	Century 21 Real Estate LLC
	30846
	30846

	CENTURY 21
	Cyprus, Republic of
	Century 21 Real Estate LLC
	33210
	33210

	CENTURY 21 & New House Design
	Cyprus, Republic of
	Century 21 Real Estate LLC
	30847
	30847

	CENTURY 21 & New House Design
	Cyprus, Republic of
	Century 21 Real Estate LLC
	33209
	33209

	CENTURY 21
	Czech Republic
	Century 21 Real Estate LLC
	170452
	170452

	21 ARHUNDREDE
	Denmark
	Century 21 Real Estate LLC
	80
	VR199108796

	CENTURY 21
	Denmark
	Century 21 Real Estate LLC
	4211
	100

	CENTURY 21 & New House Design
	Denmark
	Century 21 Real Estate LLC
	8959
	VR199107414

	CENTURY 21
	Dominica
	Century 21 Real Estate LLC
	Jan-89
	Jan-89

	CENTURY 21
	Dominican Republic
	Century 21 Real Estate LLC
	41404
	41404

	CENTURY 21
	Dominican Republic
	Century 21 Real Estate LLC
	41405
	41405

	CENTURY 21 & New House Design
	Dominican Republic
	Century 21 Real Estate LLC
	34822
	34822

	CENTURY 21 & New House Design
	Dominican Republic
	Century 21 Real Estate LLC
	60133
	60133

	CENTURY 21 & New House Design
	Dominican Republic
	Century 21 Real Estate LLC
	60153
	60153

	CENTURY 21
	Ecuador
	Century 21 Real Estate LLC
	61730
	5592

	CENTURY 21
	Ecuador
	Century 21 Real Estate LLC
	61731
	5593

	CENTURY 21
	Ecuador
	Century 21 Real Estate LLC
	61732
	5916





II -19



	
					
	CENTURY 21 & New House Design
	Ecuador
	Century 21 Real Estate LLC
	57790
	5591

	CENTURY 21 & New House Design
	Ecuador
	Century 21 Real Estate LLC
	57791
	5986

	CENTURY 21 & New House Design
	Ecuador
	Century 21 Real Estate LLC
	57792
	5987

	SIGLO 21
	Ecuador
	Century 21 Real Estate LLC
	86.879
	4846-10

	CENTURY 21
	Egypt
	Century 21 Real Estate LLC
	74584
	74584

	CENTURY 21
	Egypt
	Century 21 Real Estate LLC
	249810
	 

	CENTURY 21 & New House Design
	Egypt
	Century 21 Real Estate LLC
	78959
	78959

	CENTURY 21 & New House Design
	Egypt
	Century 21 Real Estate LLC
	78960
	78960

	CENTURY 21
	El Salvador
	Century 21 Real Estate Corp
	 
	112 book 6

	CENTURY 21
	El Salvador
	Century 21 Real Estate LLC
	1596-98
	58 book 95

	CENTURY 21 & New House Design
	El Salvador
	Century 21 Real Estate Corp
	 
	18 book 10

	CENTURY 21 & New House Design
	El Salvador
	Century 21 Real Estate LLC
	 
	10 book 23

	SIGLO 21
	El Salvador
	Century 21 Real Estate LLC
	E-1599-98
	146 book 93

	CENTURY 21
	Estonia
	Century 21 Real Estate LLC
	2226
	7566

	21 ARHUNDREDE
	European Community
	Century 21 Real Estate LLC
	146746
	146746

	21OS AIUN
	European Community
	Century 21 Real Estate LLC
	146589
	146589

	AD/PAC
	European Community
	Century 21 Real Estate LLC
	146787
	146787

	ARHUNDRADE 21
	European Community
	Century 21 Real Estate LLC
	146415
	146415

	CENTURION
	European Community
	Century 21 Real Estate LLC
	146316
	146316

	CENTURY 21
	European Community
	Century 21 Real Estate LLC
	146068
	146068

	CENTURY 21 & New House Design
	European Community
	Century 21 Real Estate LLC
	146357
	146357

	CENTURY 21 & Sign & Post Design
	European Community
	Century 21 Real Estate LLC
	146258
	146258

	CENTURY 21 & Sign Design
	European Community
	Century 21 Real Estate LLC
	146191
	146191

	CENTURY 21 2 & 1
	European Community
	Century 21 Real Estate LLC
	146761
	146761

	CENTURY 21 COMMERCIAL
	European Community
	Century 21 Real Estate LLC
	9601121
	9601121

	CENTURY 21 COMMERCIAL (Stylized)
	European Community
	Century 21 Real Estate LLC
	9601238
	9601238





II -20



	
					
	CENTURY 21 GESTION
	European Community
	Century 21 Real Estate LLC
	146332
	146332

	KIOSQUE 21
	European Community
	Century 21 Real Estate LLC
	146233
	146233

	SECOLO 21
	European Community
	Century 21 Real Estate LLC
	146555
	146555

	SECULO 21
	European Community
	Century 21 Real Estate LLC
	146522
	146522

	SEKEL 21
	European Community
	Century 21 Real Estate LLC
	146472
	146472

	SIECLE 21
	European Community
	Century 21 Real Estate LLC
	146720
	146720

	SIGLO 21
	European Community
	Century 21 Real Estate LLC
	146449
	146449

	VIP
	European Community
	Century 21 Real Estate LLC
	146142
	146142

	VOISISATA 21
	European Community
	Century 21 Real Estate LLC
	146373
	146373

	CENTURY 21
	Fiji
	Century 21 Real Estate Corp
	20423
	20423

	CENTURY 21 & New House Design
	Fiji
	Century 21 Real Estate LLC
	160/06
	160/06

	CENTURY 21 & Old Design
	Fiji
	Century 21 Real Estate Corp
	20424
	20424

	CENTURY 21
	Finland
	Century 21 Real Estate LLC
	3976/75
	72169

	CENTURY 21 & New House Design
	Finland
	Century 21 Real Estate LLC
	4832/90
	117908

	VUOSISATA 21
	Finland
	Century 21 Real Estate LLC
	5820/89
	124952

	CENTURION
	France
	Century 21 Real Estate LLC
	300135
	1682705

	CENTURY 21
	France
	Century 21 Real Estate LLC
	841807
	1399704

	CENTURY 21 & New House Design
	France
	Century 21 Real Estate LLC
	239193
	1617044

	CENTURY 21 & Sign & Post Design
	France
	Century 21 Real Estate LLC
	63454990
	63454990

	CENTURY 21 & Sign Design
	France
	Century 21 Real Estate LLC
	63454991
	63454991

	CENTURY 21 GESTION
	France
	Century 21 Real Estate LLC
	476409
	93476409

	CENTURY 21 IMMOBILIER D'ENTREPRISE & Design
	France
	Century 21 Real Estate LLC
	99775039
	99775039

	KIOSQUE 21
	France
	Century 21 Real Estate LLC
	 
	94516614

	SIECLE 21
	France
	Century 21 Real Estate LLC
	166203
	1636431

	CENTURY 21 & New House Design
	Gaza District
	Century 21 Real Estate LLC
	5126
	5126

	CENTURY 21 (in English & Arabic)
	Gaza District
	Century 21 Real Estate LLC
	5127
	5127





II -21



	
					
	CENTURY 21
	Georgia
	Century 21 Real Estate LLC
	58691/03
	 

	CENTURY 21 & New House Design
	Georgia
	Century 21 Real Estate LLC
	58692/03
	 

	CENTURY 21
	Germany
	Century 21 Real Estate LLC
	27704/36
	992054

	CENTURY 21
	Germany
	Century 21 Real Estate LLC
	25330/16
	976127

	CENTURY 21
	Germany
	Century 21 Real Estate LLC
	65907/16
	653579

	CENTURY 21
	Germany
	Century 21 Real Estate LLC
	659777/36
	 

	CENTURY 21 & New House Design
	Germany
	Century 21 Real Estate LLC
	41001/36
	1184574

	century-21.de
	Germany
	Century 21 Real Estate LLC
	 
	 

	CENTURY 21
	Ghana
	Century 21 Real Estate LLC
	001972/2008
	 

	CENTURY 21
	Ghana
	Century 21 Real Estate LLC
	001984/2008
	 

	CENTURY 21 & New Pitched Roof House Design
	Ghana
	Century 21 Real Estate LLC
	001971/2008
	 

	CENTURY 21 & New Pitched Roof House Design
	Ghana
	Century 21 Real Estate LLC
	001985/2008
	 

	CENTURY 21
	Greece
	Century 21 Real Estate LLC
	55558
	55558

	CENTURY 21
	Greece
	Century 21 Real Estate LLC
	111125
	111125

	CENTURY 21 & New House Design
	Greece
	Century 21 Real Estate LLC
	111062
	111062

	CENTURY 21
	Grenada
	Century 21 Real Estate LLC
	 
	90/1998

	CENTURY 21
	Grenada
	Century 21 Real Estate LLC
	 
	91/1998

	CENTURY 21 & New House Design
	Grenada
	Century 21 Real Estate LLC
	 
	84/1998

	CENTURY 21 & New House Design
	Grenada
	Century 21 Real Estate LLC
	 
	85/1998

	CENTURY 21
	Guatemala
	Century 21 Real Estate LLC
	2722
	121727

	CENTURY 21
	Guatemala
	Century 21 Real Estate LLC
	2723
	121356

	CENTURY 21 & New House Design
	Guatemala
	Century 21 Real Estate LLC
	4974
	66514

	CENTURY 21 & New House Design
	Guatemala
	Century 21 Real Estate LLC
	4975
	64944

	SIGLO 21
	Guatemala
	Century 21 Real Estate LLC
	2783
	104939

	CENTURY 21
	Guyana
	Century 21 Real Estate LLC
	16553A
	16553A

	CENTURY 21 & Design
	Guyana
	Century 21 Real Estate LLC
	16552A
	16552A





II -22



	
					
	CENTURY 21
	Haiti
	Century 21 Real Estate LLC
	176-149
	176-149

	CENTURY 21
	Haiti
	Century 21 Real Estate LLC
	227-87
	210-170

	CENTURY 21 & New House Design
	Haiti
	Century 21 Real Estate LLC
	233-99
	374-140

	CENTURY 21 & New House Design
	Haiti
	Century 21 Real Estate LLC
	234-99
	375-140

	CENTURY 21
	Honduras
	Century 21 Real Estate LLC
	5393-89
	941

	CENTURY 21
	Honduras
	Century 21 Real Estate LLC
	5408-89
	52329

	CENTURY 21 & New House Design
	Honduras
	Century 21 Real Estate LLC
	3616/91
	1210

	CENTURY 21 & New House Design
	Honduras
	Century 21 Real Estate LLC
	3617/91
	55034

	SIGLO 21
	Honduras
	Century 21 Real Estate LLC
	3757/98
	5064

	CENTURION
	Hong Kong
	Century 21 Real Estate LLC
	5513/1992
	7743/1995

	CENTURION
	Hong Kong
	Century 21 Real Estate LLC
	5898/1992
	4807/1993

	CENTURION
	Hong Kong
	Century 21 Real Estate LLC
	7146/1991
	599/1993

	CENTURY (in Chinese characters)
	Hong Kong
	Century 21 Real Estate LLC
	300698086
	300698086

	CENTURY (in series)
	Hong Kong
	Century 21 Real Estate LLC
	300698077
	300698077

	CENTURY 21
	Hong Kong
	Century 21 Real Estate LLC
	4567/1993
	B6914/1996

	CENTURY 21
	Hong Kong
	Century 21 Real Estate LLC
	5830/1992
	B602/1995

	CENTURY 21
	Hong Kong
	Century 21 Real Estate LLC
	6197/1988
	2843/1992

	CENTURY 21 & New House Design
	Hong Kong
	Century 21 Real Estate LLC
	4565/1993
	B8023/1996

	CENTURY 21 & New House Design
	Hong Kong
	Century 21 Real Estate LLC
	5831/1992
	B603/1995

	CENTURY 21 & New House Design
	Hong Kong
	Century 21 Real Estate LLC
	6196/1988
	2842/1992

	CENTURY 21 & New House Design (with Chinese)
	Hong Kong
	Century 21 Real Estate LLC
	11943/1993
	B3447/1997

	CENTURY 21 & New House Design (with Chinese)
	Hong Kong
	Century 21 Real Estate LLC
	11944/1993
	B3448/1997

	CENTURY 21 & New House Design (with Chinese)
	Hong Kong
	Century 21 Real Estate LLC
	11945/1993
	B3449/1997

	CENTURY 21 & Sign & Post Design
	Hong Kong
	Century 21 Real Estate LLC
	114/1992
	B5441/1994

	CENTURY 21 & Sign Design
	Hong Kong
	Century 21 Real Estate LLC
	115/1992
	B2683/1995





II -23



	
					
	CENTURY 21 (in Chinese)
	Hong Kong
	Century 21 Real Estate LLC
	6503/1988
	B601/1995

	CENTURY 21 (in Chinese)
	Hong Kong
	Century 21 Real Estate LLC
	10475/1993
	B3446/1997

	CENTURY 21 VIP
	Hong Kong
	Century 21 Real Estate LLC
	10476/1993
	B8068/1997

	VIP
	Hong Kong
	Century 21 Real Estate LLC
	5424/1992
	1903/1995

	VIP
	Hong Kong
	Century 21 Real Estate LLC
	7150/1991
	5017/1994

	CENTURY 21
	Hungary
	Century 21 Real Estate LLC
	46/90
	138029

	CENTURY 21 & New House Design
	Hungary
	Century 21 Real Estate LLC
	M1001345
	202023

	CENTURY 21 & New House Design
	Hungary
	Century 21 Real Estate LLC
	3647/90
	139852

	CENTURY 21
	Iceland
	Century 21 Real Estate LLC
	172/1989
	199/1991

	CENTURY 21 & New House Design
	Iceland
	Century 21 Real Estate LLC
	173/1989
	380/1991

	OLDIN 21
	Iceland
	Century 21 Real Estate LLC
	Nov-90
	203/1991

	OLDIN 21
	Iceland
	Century 21 Real Estate LLC
	789/1990
	80/1991

	CENTURY 21
	India
	Century 21 Real Estate LLC
	506834
	506834

	CENTURY 21
	India
	Century 21 Real Estate LLC
	1359561
	 

	CENTURY 21 & New House Design
	India
	Century 21 Real Estate LLC
	1359563
	 

	CENTURY 21 & Old House Design
	India
	Century 21 Real Estate LLC
	506833
	506833

	CENTURY 21 INDIA
	India
	Century 21 Real Estate LLC
	1775850
	 

	CENTURY 21 INDIA & New House Design
	India
	Century 21 Real Estate LLC
	1775849
	 

	CENTURY 21 INDIA & New House Design (in Hindi)
	India
	Century 21 Real Estate LLC
	1775848
	 

	CENTURY 21
	Indonesia
	Century 21 Real Estate LLC
	 
	488535

	CENTURY 21
	Indonesia
	Century 21 Real Estate LLC
	 
	IDM000077182

	CENTURY 21
	Indonesia
	Century 21 Real Estate LLC
	 
	488202

	CENTURY 21 & New House Design
	Indonesia
	Century 21 Real Estate LLC
	 
	IDM000077183

	CENTURY 21 & New House Design
	Indonesia
	Century 21 Real Estate LLC
	 
	488203

	CENTURION
	Ireland
	Century 21 Real Estate LLC
	3402
	150073

	CENTURION
	Ireland
	Century 21 Real Estate LLC
	4702
	150608





II -24



	
					
	CENTURY 21
	Ireland
	Century 21 Real Estate LLC
	2700
	88749

	CENTURY 21
	Ireland
	Century 21 Real Estate LLC
	4088
	201312

	CENTURY 21 & New House Design
	Ireland
	Century 21 Real Estate LLC
	4090
	201423

	CENTURY 21 & New House Design
	Ireland
	Century 21 Real Estate LLC
	6690
	142535

	CENTURY 21 & Sign & Post Design
	Ireland
	Century 21 Real Estate LLC
	857
	151789

	CENTURY 21 & Sign Design
	Ireland
	Century 21 Real Estate LLC
	858
	151790

	CENTURY 21
	Israel
	Century 21 Real Estate LLC
	46053
	46053

	CENTURY 21
	Israel
	Century 21 Real Estate LLC
	46054
	46054

	CENTURY 21
	Israel
	Century 21 Real Estate LLC
	85988
	85988

	CENTURY 21 & New House Design
	Israel
	Century 21 Real Estate LLC
	78817
	78817

	CENTURY 21 & New House Design
	Israel
	Century 21 Real Estate LLC
	78818
	78818

	CENTURY 21 (in Hebrew)
	Israel
	Century 21 Real Estate LLC
	74955
	74955

	CENTURY 21 (in Hebrew)
	Israel
	Century 21 Real Estate LLC
	74956
	74956

	CENTURY 21
	Italy
	Century 21 Real Estate LLC
	MI2010C008748
	1421922

	CENTURY 21
	Italy
	Century 21 Real Estate LLC
	34978/75
	731278

	CENTURY 21 & New House Design
	Italy
	Century 21 Real Estate LLC
	MI2010C008750
	1421924

	CENTURY 21 & New House Design
	Italy
	Century 21 Real Estate Corp
	26645C/90
	920518

	CENTURY 21 & Sign & Post Design
	Italy
	Century 21 Real Estate LLC
	92C000632
	977859

	CENTURY 21 & Sign Design
	Italy
	Century 21 Real Estate LLC
	92C000633
	977858

	SECOLO 21
	Italy
	Century 21 Real Estate Corp
	98C000928
	836806

	SECOLO 21
	Italy
	Century 21 Real Estate LLC
	38699C/90
	897493

	CENTURY 21
	Jamaica
	Century 21 Real Estate Corp
	16/616
	B19093

	CENTURY 21
	Jamaica
	Century 21 Real Estate LLC
	41296
	41296

	CENTURY 21 & New House Design
	Jamaica
	Century 21 Real Estate Corp
	16/1470
	25542

	CENTURY 21
	Japan
	Century 21 Real Estate LLC
	76430
	5175544

	CENTURY 21 & New House Design
	Japan
	Century 21 Real Estate LLC
	76429/2007
	5115017





II -25



	
					
	CENTURY 21 & New House Design
	Japan
	Century 21 Real Estate LLC
	83473/2007
	5172405

	CENTURY 21 & New House Design
	Japan
	Century 21 Real Estate LLC
	241187/92
	3158940

	CENTURY 21 FINE HOMES & ESTATES
	Japan
	Century 21 Real Estate LLC
	20466
	5192572

	CENTURY 21 FINE HOMES & ESTATES & New Gate Design 2008
	Japan
	Century 21 Real Estate LLC
	20467
	5192573

	CENTURY 21 HOME in Katakana
	Japan
	Century 21 Real Estate LLC
	168212/97
	4253681

	CENTURY 21 HOUSING in Katakana
	Japan
	Century 21 Real Estate LLC
	168213/97
	4253682

	CENTURY 21 IMPORT HOME in Katakana
	Japan
	Century 21 Real Estate LLC
	168215/97
	4303578

	CENTURY 21 IMPORT HOUSE in Katakana
	Japan
	Century 21 Real Estate LLC
	168211/97
	4303576

	CENTURY 21 IMPORT HOUSE in Katakana
	Japan
	Century 21 Real Estate LLC
	168214/97
	4303577

	CENTURY 21 in Katakana
	Japan
	Century 21 Real Estate LLC
	241188/92
	3202692

	CENTURY 21 MY HOME AUCTION (in Katakana)
	Japan
	Century 21 Real Estate LLC
	82130/00
	4547714

	CENTURY 21 REAL ESTATE
	Japan
	Century 21 Real Estate LLC
	979/84
	1854786

	CENTURY 21 REAL ESTATE AUCTION (in Japanese)
	Japan
	Century 21 Real Estate LLC
	82131/00
	4511522

	CENTURY 21 REAL ESTATE CORPORATION & Design
	Japan
	Century 21 Real Estate LLC
	111178/90
	2691387

	CENTURY 21 REAL ESTATE in Katakana
	Japan
	Century 21 Real Estate LLC
	11558/90
	2476784

	CENTURY 21 Sign & Post Design
	Japan
	Century 21 Real Estate LLC
	42404/91
	2696263

	CENTURY 21 Sign Design
	Japan
	Century 21 Real Estate LLC
	42405/91
	2696264

	CENTURY 22
	Japan
	Century 21 Real Estate LLC
	162372/97
	4693536

	CLUBCENTURION (with Katakana)
	Japan
	Century 21 Real Estate LLC
	10977/99
	4405634

	CENTURY 21
	Jordan
	Century 21 Real Estate LLC
	83335
	83335

	CENTURY 21
	Jordan
	Century 21 Real Estate LLC
	83595
	83595

	CENTURY 21 & New House Design
	Jordan
	Century 21 Real Estate LLC
	83576
	83576

	CENTURY 21 & New House Design
	Jordan
	Century 21 Real Estate LLC
	83644
	83644

	CENTURY 21
	Kazakhstan
	Century 21 Real Estate LLC
	33108
	22498





II -26



	
					
	CENTURY 21 & New House Design
	Kazakhstan
	Century 21 Real Estate LLC
	33109
	22499

	CENTURY 21 & New House Design  (in Kazakh)
	Kazakhstan
	Century 21 Real Estate LLC
	34554
	23514

	CENTURY 21 & New House Design (in Cyrillic)
	Kazakhstan
	Century 21 Real Estate LLC
	34845
	23938

	CENTURY 21 (in Cyrillic)
	Kazakhstan
	Century 21 Real Estate LLC
	34846
	24069

	CENTURY 21 (in Kazakh)
	Kazakhstan
	Century 21 Real Estate LLC
	34555
	23515

	CENTURY 21 COMMERCIAL & Design
	Kazakhstan
	Century 21 Real Estate LLC
	40134
	28042

	CENTURY 21 COMMERCIAL & Design (in Cyrillic)
	Kazakhstan
	Century 21 Real Estate LLC
	40136
	28044

	CENTURY 21 FINE HOMES & ESTATES & New Gate Design
	Kazakhstan
	Century 21 Real Estate LLC
	40133
	28041

	CENTURY 21 FINE HOMES & ESTATES & New Gate Design (in Cyrillic)
	Kazakhstan
	Century 21 Real Estate LLC
	40135
	28043

	CENTURY 21
	Kenya
	Century 21 Real Estate LLC
	191
	191

	CENTURY 21
	Kenya
	Century 21 Real Estate LLC
	36999
	36999

	CENTURY 21
	Kenya
	Century 21 Real Estate LLC
	64626
	64626

	CENTURY 21 & New House Design
	Kenya
	Century 21 Real Estate LLC
	192
	192

	CENTURY 21 & New Pitched Roof House Design
	Kenya
	Century 21 Real Estate LLC
	64625
	64625

	CENTURY 21
	Korea, Republic of
	Century 21 Real Estate LLC
	1984-15644
	117926

	CENTURY 21
	Korea, Republic of
	Century 21 Real Estate LLC
	1984-1027
	5370

	CENTURY 21 & New House Design (with Korean)
	Korea, Republic of
	Century 21 Real Estate LLC
	2000-15614
	72575

	CENTURY 21
	Kosovo
	Century 21 Real Estate LLC
	6772
	1363

	CENTURY 21 & New House Design
	Kosovo
	Century 21 Real Estate LLC
	7285
	1561

	CENTURY 21
	Kuwait
	Century 21 Real Estate LLC
	33326
	30493

	CENTURY 21
	Kuwait
	Century 21 Real Estate LLC
	33327
	30494

	CENTURY 21 & New House Design
	Kuwait
	Century 21 Real Estate LLC
	33328
	30497

	CENTURY 21
	Latvia
	Century 21 Real Estate LLC
	M-92-1273
	M 10874





II -27



	
					
	CENTURY 21 & New House Design
	Latvia
	Century 21 Real Estate LLC
	M-02-1615
	M 51933

	CENTURY21.lv
	Latvia
	Century 21 Real Estate LLC
	 
	 

	CENTURY 21
	Lebanon
	Century 21 Real Estate Corp
	244649/490
	53458

	CENTURY 21
	Lebanon
	Century 21 Real Estate Corp
	182665/7
	105819

	CENTURY 21 & New House Design
	Lebanon
	Century 21 Real Estate Corp
	142171/285
	105801

	CENTURY 21 & New House Design
	Lebanon
	Century 21 Real Estate Corp
	182665/6
	105820

	CENTURY 21 & Old Design
	Lebanon
	Century 21 Real Estate Corp
	244649/490
	53459

	CENTURY 21
	Liberia
	Century 21 Real Estate LLC
	 
	00067/2006

	CENTURY 21 & New House Design
	Liberia
	Century 21 Real Estate LLC
	 
	00068/2006

	CENTURY 21
	Libya
	Century 21 Real Estate LLC
	17338
	 

	CENTURY 21
	Libya
	Century 21 Real Estate LLC
	17341
	 

	CENTURY 21 & New Pitched Roof House Design
	Libya
	Century 21 Real Estate LLC
	17339
	 

	CENTURY 21 & New Pitched Roof House Design
	Libya
	Century 21 Real Estate LLC
	17340
	 

	CENTURY 21
	Lithuania
	Century 21 Real Estate LLC
	4512
	7971

	CENTURY 21 & New House Design
	Lithuania
	Century 21 Real Estate LLC
	4514
	21930

	CENTURY 21
	Macau
	Century 21 Real Estate LLC
	12657 M
	12657 M

	CENTURY 21
	Macau
	Century 21 Real Estate LLC
	12658 M
	12658 M

	CENTURY 21 & New House Design
	Macau
	Century 21 Real Estate LLC
	12659 M
	12659 M

	CENTURY 21 & New House Design
	Macau
	Century 21 Real Estate LLC
	12660 M
	12660 M

	CENTURY 21 & Sign & Post Design
	Macau
	Century 21 Real Estate LLC
	12662 M
	12662 M

	CENTURY 21 & Sign & Post Design
	Macau
	Century 21 Real Estate LLC
	12663 M
	12663 M

	CENTURY 21
	Macedonia
	Century 21 Real Estate LLC
	2005/862
	13234

	CENTURY 21 & New House Design
	Macedonia
	Century 21 Real Estate LLC
	2005/863
	13233

	CENTURY 21
	Madagascar
	Century 21 Real Estate LLC
	20110492
	 

	CENTURY 21 & New Pitched Roof House Design
	Madagascar
	Century 21 Real Estate LLC
	20110491
	 





II -28



	
					
	CENTURION
	Malaysia
	Century 21 Real Estate LLC
	9201794
	9201794

	CENTURION
	Malaysia
	Century 21 Real Estate LLC
	97018284
	97018284

	CENTURION
	Malaysia
	Century 21 Real Estate LLC
	97018285
	97018285

	CENTURY 21
	Malaysia
	Century 21 Real Estate LLC
	8804830
	8804830

	CENTURY 21
	Malaysia
	Century 21 Real Estate LLC
	98001032
	98001032

	CENTURY 21 & New House Design
	Malaysia
	Century 21 Real Estate LLC
	8804829
	8804829

	CENTURY 21 & New House Design
	Malaysia
	Century 21 Real Estate LLC
	98001033
	98001033

	CENTURY 21 & Sign & Post Design
	Malaysia
	Century 21 Real Estate LLC
	91001718
	91001718

	CENTURY 21 Sign & Post (color)
	Malaysia
	Century 21 Real Estate LLC
	91004500
	91004500

	CENTURY 21 Sign Design
	Malaysia
	Century 21 Real Estate LLC
	91001717
	91001717

	CENTURY 21 Sign Design (color)
	Malaysia
	Century 21 Real Estate LLC
	9103818
	9103818

	CENTURY 21
	Malta
	Century 21 Real Estate LLC
	20260
	20260

	CENTURY 21 & New House Design
	Malta
	Century 21 Real Estate LLC
	20261
	20261

	CENTURY 21 & Sign & Post Design
	Malta
	Century 21 Real Estate LLC
	20398
	20398

	CENTURY 21 & Sign Design
	Malta
	Century 21 Real Estate LLC
	20399
	20399

	CENTURY 21
	Mauritius
	Century 21 Real Estate LLC
	MU/M/08/08584
	07385/2009

	CENTURY 21 & New Pitched Roof House Design
	Mauritius
	Century 21 Real Estate LLC
	MU/M/08/08585
	07386/2009

	CASA ABIERTA
	Mexico
	Century 21 Real Estate LLC
	154195
	483652

	CENTURION
	Mexico
	Century 21 Real Estate LLC
	119465
	483935

	CENTURION
	Mexico
	Century 21 Real Estate LLC
	119467
	422142

	CENTURY 21
	Mexico
	Century 21 Real Estate LLC
	47531
	434652

	CENTURY 21
	Mexico
	Century 21 Real Estate LLC
	52724
	360990

	CENTURY 21
	Mexico
	Century 21 Real Estate LLC
	52726
	360991

	CENTURY 21
	Mexico
	Century 21 Real Estate LLC
	52727
	360992

	CENTURY 21
	Mexico
	Century 21 Real Estate LLC
	52728
	360993

	CENTURY 21
	Mexico
	Century 21 Real Estate LLC
	77331
	388000





II -29



	
					
	CENTURY 21
	Mexico
	Century 21 Real Estate LLC
	117459
	849730

	CENTURY 21
	Mexico
	Century 21 Real Estate LLC
	117471
	527091

	CENTURY 21 & New House Design
	Mexico
	Century 21 Real Estate LLC
	97783
	435000

	CENTURY 21 & New House Design
	Mexico
	Century 21 Real Estate LLC
	117455
	454485

	CENTURY 21 & New House Design
	Mexico
	Century 21 Real Estate LLC
	117466
	478179

	CENTURY 21 & New House Design
	Mexico
	Century 21 Real Estate LLC
	117479
	422506

	CENTURY 21 & Sign & Post Design
	Mexico
	Century 21 Real Estate LLC
	107933
	403696

	CENTURY 21 & Sign & Post Design
	Mexico
	Century 21 Real Estate LLC
	117470
	420317

	CENTURY 21 & Sign & Post Design
	Mexico
	Century 21 Real Estate LLC
	117473
	423754

	CENTURY 21 & Sign Design
	Mexico
	Century 21 Real Estate LLC
	117467
	420316

	CENTURY 21 HOME IMPROVEMENTS
	Mexico
	Century 21 Real Estate LLC
	247361
	524430

	CENTURY 21 HOME IMPROVEMENTS
	Mexico
	Century 21 Real Estate LLC
	247362
	549869

	CENTURY 21 HOME IMPROVEMENTS
	Mexico
	Century 21 Real Estate LLC
	247363
	546079

	CENTURY 21 HOME IMPROVEMENTS
	Mexico
	Century 21 Real Estate LLC
	247364
	524431

	CENTURY 21 HOME IMPROVEMENTS
	Mexico
	Century 21 Real Estate LLC
	247365
	524432

	CENTURY 21 HOME IMPROVEMENTS
	Mexico
	Century 21 Real Estate LLC
	247367
	612100

	CENTURY 21 HOME IMPROVEMENTS
	Mexico
	Century 21 Real Estate LLC
	247368
	524433

	PONGA SU CONFIANZA EN EL NUMERO UNO
	Mexico
	Century 21 Real Estate LLC
	119468
	410948

	PONGA SU CONFIANZA EN EL NUMERO UNO
	Mexico
	Century 21 Real Estate LLC
	119469
	410949

	SIGLO 21
	Mexico
	Century 21 Real Estate LLC
	52725
	507194

	SIGLO 21
	Mexico
	Century 21 Real Estate LLC
	117454
	841573

	SIGLO 21
	Mexico
	Century 21 Real Estate LLC
	117465
	659818

	SIGLO 21
	Mexico
	Century 21 Real Estate LLC
	117472
	1140607

	SIGLO 21
	Mexico
	Century 21 Real Estate LLC
	117474
	436004

	CENTURION
	Monaco
	Century 21 Real Estate LLC
	14083
	2R01-22851

	CENTURY 21
	Monaco
	Century 21 Real Estate LLC
	11316
	2R97.17947





II -30



	
					
	CENTURY 21
	Monaco
	Century 21 Real Estate LLC
	13115
	0.21138

	CENTURY 21 & New House Design
	Monaco
	Century 21 Real Estate LLC
	26756
	6.25281

	CENTURY 21 & Sign & Post Design
	Monaco
	Century 21 Real Estate LLC
	14180
	2R92.14147

	CENTURY 21 & Sign Design
	Monaco
	Century 21 Real Estate LLC
	14179
	2R92.14146

	SIECLE 21
	Monaco
	Century 21 Real Estate LLC
	13114
	0.21137

	CENTURY 21
	Montenegro
	Century 21 Real Estate LLC
	Z-1284/2000
	46528

	CENTURY 21 & New House Design
	Montenegro
	Century 21 Real Estate LLC
	Z-800/2006
	53318

	CENTURY 21
	Montserrat
	Century 21 Real Estate LLC
	1432
	1432

	CENTURY 21
	Morocco
	Century 21 Real Estate LLC
	75533
	75533

	CENTURY 21 & New House Design
	Morocco
	Century 21 Real Estate LLC
	75534
	75534

	CENTURY 21
	Mozambique
	Century 21 Real Estate LLC
	12675/2007
	 

	CENTURION
	New Zealand
	Century 21 Real Estate LLC
	211267
	211267

	CENTURION
	New Zealand
	Century 21 Real Estate LLC
	211268
	211268

	CENTURY 21
	New Zealand
	Century 21 Real Estate LLC
	113348
	113348

	CENTURY 21
	New Zealand
	Century 21 Real Estate LLC
	182993
	182993

	CENTURY 21
	New Zealand
	Century 21 Real Estate LLC
	192823
	192823

	CENTURY 21 & New House Design
	New Zealand
	Century 21 Real Estate LLC
	204877
	204877

	CENTURY 21 & New House Design
	New Zealand
	Century 21 Real Estate LLC
	204878
	204878

	CENTURY 21 & Sign & Post Design
	New Zealand
	Century 21 Real Estate LLC
	209832
	209832

	CENTURY 21 & Sign & Post Design
	New Zealand
	Century 21 Real Estate LLC
	209833
	209833

	CENTURY 21 & Sign Design
	New Zealand
	Century 21 Real Estate LLC
	209834
	209834

	CENTURY 21 & Sign Design
	New Zealand
	Century 21 Real Estate LLC
	209835
	209835

	CENTURY 21
	Nicaragua
	Century 21 Real Estate LLC
	4327
	20120

	CENTURY 21
	Nicaragua
	Century 21 Real Estate LLC
	4419
	20151

	CENTURY 21 & New House Design
	Nicaragua
	Century 21 Real Estate Corp
	98-01044
	38878 CC

	CENTURY 21 & New House Design
	Nicaragua
	Century 21 Real Estate LLC
	2001/00773
	51219 CC





II -31



	
					
	SIGLO 21
	Nicaragua
	Century 21 Real Estate LLC
	98-01046
	38889 CC

	CENTURY 21
	Nigeria
	Century 21 Real Estate LLC
	TP 6465
	55325

	CENTURY 21
	Nigeria
	Century 21 Real Estate LLC
	13453
	 

	CENTURY 21
	Nigeria
	Century 21 Real Estate LLC
	13455
	 

	CENTURY 21 & New House Design
	Nigeria
	Century 21 Real Estate LLC
	TP 6466
	55326

	CENTURY 21 & New House Design
	Nigeria
	Century 21 Real Estate LLC
	13452
	91656

	CENTURY 21 & New House Design
	Nigeria
	Century 21 Real Estate LLC
	13454
	 

	ARHUNDRE 21
	Norway
	Century 21 Real Estate LLC
	905034
	153820

	CENTURY 21
	Norway
	Century 21 Real Estate LLC
	123490
	102752

	CENTURY 21 & New House Design
	Norway
	Century 21 Real Estate LLC
	906024
	152873

	CENTURY 21
	Oman
	Century 21 Real Estate LLC
	3373
	3373

	CENTURY 21
	Oman
	Century 21 Real Estate LLC
	3374
	3374

	CENTURY 21
	Oman
	Century 21 Real Estate LLC
	63962
	63962

	CENTURY 21
	Oman
	Century 21 Real Estate LLC
	63963
	63963

	CENTURY 21 & New House Design
	Oman
	Century 21 Real Estate LLC
	5144
	5144

	CENTURY 21 & New House Design
	Oman
	Century 21 Real Estate LLC
	5145
	5145

	CENTURY 21 & New House Design
	Oman
	Century 21 Real Estate LLC
	63964
	63964

	CENTURY 21 & New House Design
	Oman
	Century 21 Real Estate LLC
	63965
	63965

	CENTURY 21
	Pakistan
	Century 21 Real Estate Corp
	103018
	103018

	CENTURY 21
	Pakistan
	Century 21 Real Estate Corp
	201865
	 

	CENTURY 21 & New House Design
	Pakistan
	Century 21 Real Estate Corp
	109017
	109017

	CENTURY 21 & New House Design
	Pakistan
	Century 21 Real Estate Corp
	201864
	201864

	CENTURY 21
	Panama
	Century 21 Real Estate LLC
	46721
	46721

	CENTURY 21
	Panama
	Century 21 Real Estate LLC
	46733
	46733

	CENTURY 21 & New House Design
	Panama
	Century 21 Real Estate LLC
	64716
	64716

	CENTURY 21 & New House Design
	Panama
	Century 21 Real Estate LLC
	64717
	64717





II -32



	
					
	CENTURY 21 & Sign & Post Design
	Panama
	Century 21 Real Estate LLC
	64835
	64835

	SIGLO 21
	Panama
	Century 21 Real Estate LLC
	92979
	92979

	CENTURION
	Papua New Guinea
	Century 21 Real Estate LLC
	58137
	58137

	CENTURION
	Papua New Guinea
	Century 21 Real Estate LLC
	58138
	58138

	CENTURY 21
	Papua New Guinea
	Century 21 Real Estate LLC
	56203
	56203

	CENTURY 21
	Papua New Guinea
	Century 21 Real Estate LLC
	56204
	56204

	CENTURY 21 & New House Design
	Papua New Guinea
	Century 21 Real Estate LLC
	56525
	56525

	CENTURY 21 & Sign & Post Design
	Papua New Guinea
	Century 21 Real Estate LLC
	56956
	56956

	CENTURY 21 & Sign & Post Design
	Papua New Guinea
	Century 21 Real Estate LLC
	57047
	57047

	CENTURY 21 & Sign Design
	Papua New Guinea
	Century 21 Real Estate LLC
	56955
	56955

	CENTURY 21 & Sign Design
	Papua New Guinea
	Century 21 Real Estate LLC
	57046
	57046

	VIP
	Papua New Guinea
	Century 21 Real Estate Corp
	58136
	58136

	CENTURY 21
	Paraguay
	Century 21 Real Estate LLC
	6295
	291160

	CENTURY 21
	Paraguay
	Century 21 Real Estate LLC
	6296
	291159

	CENTURY 21 & New House Design
	Paraguay
	Century 21 Real Estate LLC
	6293
	291066

	CENTURY 21 & New House Design
	Paraguay
	Century 21 Real Estate LLC
	6294
	291065

	SIGLO 21
	Paraguay
	Century 21 Real Estate LLC
	8978
	324715

	CENTURY 21
	Peru
	Century 21 Real Estate LLC
	60156
	47487

	CENTURY 21
	Peru
	Century 21 Real Estate LLC
	60161
	15048

	CENTURY 21 & New House Design
	Peru
	Century 21 Real Estate LLC
	60159
	15047

	CENTURY 21 & New House Design
	Peru
	Century 21 Real Estate LLC
	60160
	47813

	SIGLO 21
	Peru
	Century 21 Real Estate LLC
	164356
	32792

	CENTURY 21
	Philippines
	Century 21 Real Estate LLC
	4-2008-003528
	4-2008-003528

	CENTURY 21 & New House Design
	Philippines
	Century 21 Real Estate LLC
	4-1997-120725
	4-1997-120725

	CENTURY 21
	Poland
	Century 21 Real Estate LLC
	Z-237717
	158490

	CENTURY 21
	Poland
	Century 21 Real Estate LLC
	89660
	68493





II -33



	
					
	CENTURY 21 & New House Design
	Poland
	Century 21 Real Estate LLC
	Z-237716
	158489

	CENTURY 21 & New House Design
	Poland
	Century 21 Real Estate LLC
	117091
	83480

	CENTURY 21
	Portugal
	Century 21 Real Estate LLC
	190308
	190308

	CENTURY 21 & New House Design
	Portugal
	Century 21 Real Estate LLC
	270646
	270646

	CENTURY 21 & New House Design
	Portugal
	Century 21 Real Estate LLC
	270647
	270647

	SECULO 21
	Portugal
	Century 21 Real Estate LLC
	261233
	261233

	SECULO 21
	Portugal
	Century 21 Real Estate LLC
	261234
	261234

	CENTURY 21
	Puerto Rico
	Century 21 Real Estate Corp
	 
	45171

	CENTURY 21 & New House Design
	Puerto Rico
	Century 21 Real Estate Corp
	 
	45172

	CENTURY 21 & Sign & Post Design
	Puerto Rico
	Century 21 Real Estate Corp
	 
	7935

	CENTURY 21
	Qatar
	Century 21 Real Estate LLC
	21058
	21058

	CENTURY 21
	Qatar
	Century 21 Real Estate LLC
	21059
	21059

	CENTURY 21 & New House Design
	Qatar
	Century 21 Real Estate LLC
	21060
	21060

	CENTURY 21 & New House Design
	Qatar
	Century 21 Real Estate LLC
	21061
	21061

	CENTURY 21
	Romania
	Century 21 Real Estate LLC
	22820
	16676

	CENTURY 21 & New House Design
	Romania
	Century 21 Real Estate LLC
	200607307
	92058

	21-Century.ru
	Russian Federation
	Century 21 Real Estate LLC
	 
	 

	BEK 21 & Design (in Cyrillic)
	Russian Federation
	Century 21 Real Estate LLC
	2006722911
	359650

	CENTURY 21
	Russian Federation
	Century 21 Real Estate LLC
	113589
	88734

	CENTURY 21 & New House Design
	Russian Federation
	Century 21 Real Estate LLC
	92010718
	123932

	CENTURY 21 & New House Design (in Cyrillic)
	Russian Federation
	Century 21 Real Estate LLC
	2006712394
	335154

	CENTURY 21 (in Cyrillic)
	Russian Federation
	Century 21 Real Estate LLC
	2006712393
	335961

	CENTURY 21 COMMERCIAL & Design
	Russian Federation
	Century 21 Real Estate LLC
	2007724685
	342552

	CENTURY 21 COMMERCIAL & Design (in Cyrillic)
	Russian Federation
	Century 21 Real Estate LLC
	2007724687
	342553

	CENTURY 21 FINE HOMES & ESTATES & New Gate Design
	Russian Federation
	Century 21 Real Estate LLC
	2007724684
	342317





II -34



	
					
	CENTURY 21 FINE HOMES & ESTATES & New Gate Design (in Cyrillic)
	Russian Federation
	Century 21 Real Estate LLC
	2007724686
	342318

	Century21.ru
	Russian Federation
	Century 21 Real Estate LLC
	 
	 

	CENTURY 21
	Saudi Arabia
	Century 21 Real Estate LLC
	2808
	83/17

	CENTURY 21
	Saudi Arabia
	Century 21 Real Estate LLC
	136353
	1124/3

	CENTURY 21 & New House Design
	Saudi Arabia
	Century 21 Real Estate LLC
	12952
	241/14

	CENTURY 21 & New House Design
	Saudi Arabia
	Century 21 Real Estate LLC
	12953
	241/15

	CENTURY 21
	Serbia
	Century 21 Real Estate LLC
	Z-1284/2000
	46528

	CENTURY 21 & New House Design
	Serbia
	Century 21 Real Estate LLC
	Z-800/2006
	53318

	CENTURION
	Singapore
	Century 21 Real Estate LLC
	6349
	6349

	CENTURION
	Singapore
	Century 21 Real Estate LLC
	6350
	6350

	CENTURY 21
	Singapore
	Century 21 Real Estate LLC
	1426
	T9101426H

	CENTURY 21
	Singapore
	Century 21 Real Estate LLC
	75995
	T75995F

	CENTURY 21 & New House Design
	Singapore
	Century 21 Real Estate LLC
	1427
	T9101427F

	CENTURY 21 & New House Design
	Singapore
	Century 21 Real Estate LLC
	8106
	T9008106I

	CENTURY 21 & Sign & Post Design
	Singapore
	Century 21 Real Estate LLC
	2378
	T9102378Z

	CENTURY 21 & Sign & Post Design
	Singapore
	Century 21 Real Estate LLC
	2380
	T9102380A

	CENTURY 21 & Sign Design
	Singapore
	Century 21 Real Estate LLC
	2379
	T9102379H

	CENTURY 21 & Sign Design (in series)
	Singapore
	Century 21 Real Estate LLC
	15210I
	15210I

	CENTURY 21
	Slovakia
	Century 21 Real Estate LLC
	170452
	170452

	CENTURY 21
	South Africa
	Century 21 Real Estate LLC
	75/5357
	75/5357

	CENTURY 21
	South Africa
	Century 21 Real Estate LLC
	75/5356
	75/5356

	CENTURY 21
	South Africa
	Century 21 Real Estate LLC
	91/4114
	91/4114

	CENTURY 21 & New House Design
	South Africa
	Century 21 Real Estate LLC
	91/0141
	91/0141

	CENTURY 21 & New House Design
	South Africa
	Century 21 Real Estate LLC
	91/0140
	91/0140

	CENTURY 21 & New House Design (Black & Gold)
	South Africa
	Century 21 Real Estate LLC
	200700535
	200700535





II -35



	
					
	CENTURY 21 & New House Design (Black & Gold)
	South Africa
	Century 21 Real Estate LLC
	200700536
	200700536

	CENTURY 21 & New House Design (Black & Gold)
	South Africa
	Century 21 Real Estate LLC
	200700537
	200700537

	CENTURY 21 & New House Design (Black & Gold)
	South Africa
	Century 21 Real Estate LLC
	200700538
	200700538

	CENTURY 21 & New House Design (Black & Gold)
	South Africa
	Century 21 Real Estate LLC
	200700539
	200700539

	CENTURY 21 & New House Design (Black & Gold)
	South Africa
	Century 21 Real Estate LLC
	200700540
	200700540

	century21.co.za
	South Africa
	Century 21 Real Estate LLC
	 
	 

	century21webauctions.co.za
	South Africa
	Century 21 Real Estate LLC
	 
	 

	CENTURY 21
	Spain
	Century 21 Real Estate LLC
	800432
	800432

	CENTURY 21
	Spain
	Century 21 Real Estate LLC
	1946791
	1946791

	CENTURY 21
	Spain
	Century 21 Real Estate LLC
	1946792
	1946792

	CENTURY 21 & New House Design
	Spain
	Century 21 Real Estate LLC
	1594972
	1594972

	CENTURY 21 & New House Design
	Spain
	Century 21 Real Estate LLC
	1594973
	1594973

	CENTURY 21 BAHIA
	Spain
	Century 21 Real Estate LLC
	2641550
	2641550

	VEINTE & UNO INMOBILIARIA
	Spain
	Century 21 Real Estate LLC
	2042000
	2042000

	CENTURY 21
	Sri Lanka
	Century 21 Real Estate Corp
	71860
	71860

	CENTURY 21 & New House Design
	Sri Lanka
	Century 21 Real Estate Corp
	71861
	71861

	CENTURY 21
	St. Lucia
	Century 21 Real Estate LLC
	2007/260
	260

	CENTURY 21
	St. Lucia
	Century 21 Real Estate LLC
	2007/258
	258

	CENTURY 21 & New House Design
	St. Lucia
	Century 21 Real Estate LLC
	104/91
	104/91

	CENTURY 21 & New House Design
	St. Lucia
	Century 21 Real Estate LLC
	2007/259
	259

	CENTURY 21
	St. Maarten
	Century 21 Real Estate LLC
	D-600644
	12451

	CENTURY 21 & New House Design
	St. Maarten
	Century 21 Real Estate LLC
	D-300531
	10146

	CENTURY 21 & New House Design
	St. Maarten
	Century 21 Real Estate LLC
	16277
	1028

	CENTURY 21
	St. Vincent and the Grenadines
	Century 21 Real Estate LLC
	 
	3 of 1998





II -36



	
					
	CENTURY 21 & New House Design
	St. Vincent and the Grenadines
	Century 21 Real Estate LLC
	 
	4 of 1998

	CENTURY 21
	Suriname
	Century 21 Real Estate LLC
	16558
	16558

	CENTURY 21 & New House Design
	Suriname
	Century 21 Real Estate LLC
	15910
	15910

	ARHUNDRADE 21
	Sweden
	Century 21 Real Estate LLC
	90-2278
	242489

	CENTURY 21
	Sweden
	Century 21 Real Estate LLC
	75-4254
	156766

	CENTURY 21 & New House Design
	Sweden
	Century 21 Real Estate LLC
	91-00141
	236989

	SEKEL 21
	Sweden
	Century 21 Real Estate LLC
	90-2277
	242488

	CENTURION
	Switzerland
	Century 21 Real Estate LLC
	4879/1991.6
	396770

	CENTURY 21
	Switzerland
	Century 21 Real Estate LLC
	1621/1993.0
	405633

	CENTURY 21
	Switzerland
	Century 21 Real Estate LLC
	4254/75
	279690

	CENTURY 21 & New House Design
	Switzerland
	Century 21 Real Estate LLC
	134/1991.2
	390456

	CENTURY 21 & New House Design
	Switzerland
	Century 21 Real Estate LLC
	1622/1993.1
	405850

	CENTURY 21 & New House Design
	Switzerland
	Century 21 Real Estate LLC
	58244/2010
	603724

	CENTURY 21 & New House Design in Rectangle
	Switzerland
	Century 21 Real Estate LLC
	1713/1991.1
	388098

	CENTURY 21 & Sign & Post Design
	Switzerland
	Century 21 Real Estate LLC
	1714/1991.3
	388099

	JAHRHUNDERT 21
	Switzerland
	Century 21 Real Estate LLC
	6744/1990.8
	391692

	JAHRHUNDERT 21
	Switzerland
	Century 21 Real Estate LLC
	55062/2010
	605888

	SECOLO 21
	Switzerland
	Century 21 Real Estate LLC
	6745/1990.0
	391693

	SECOLO 21
	Switzerland
	Century 21 Real Estate LLC
	55066/2010
	605889

	SIECLE 21
	Switzerland
	Century 21 Real Estate LLC
	55065/2010
	605890

	SIECLE 21
	Switzerland
	Century 21 Real Estate LLC
	379729
	379729

	CENTURION
	Taiwan
	Century 21 Real Estate LLC
	83-037517
	75126

	CENTURION
	Taiwan
	Century 21 Real Estate LLC
	83-037515
	73356

	CENTURION
	Taiwan
	Century 21 Real Estate LLC
	83-037514
	678042

	CENTURY 21
	Taiwan
	Century 21 Real Estate LLC
	83-043311
	675135

	CENTURY 21
	Taiwan
	Century 21 Real Estate LLC
	83-043310
	675129





II -37



	
					
	CENTURY 21
	Taiwan
	Century 21 Real Estate LLC
	74-2073
	18204

	CENTURY 21
	Taiwan
	Century 21 Real Estate LLC
	74-2072
	17933

	CENTURY 21
	Taiwan
	Century 21 Real Estate LLC
	74-2071
	300696

	CENTURY 21 & New House Design
	Taiwan
	Century 21 Real Estate LLC
	83-037508
	75131

	CENTURY 21 & New House Design
	Taiwan
	Century 21 Real Estate LLC
	83-037506
	72852

	CENTURY 21 & New House Design
	Taiwan
	Century 21 Real Estate LLC
	83-037505
	678086

	CENTURY 21 & New House Design (with Chinese)
	Taiwan
	Century 21 Real Estate LLC
	82-005443
	66001

	CENTURY 21 & Sign & Post Design
	Taiwan
	Century 21 Real Estate LLC
	83-037513
	75133

	CENTURY 21 & Sign & Post Design
	Taiwan
	Century 21 Real Estate LLC
	83-037512
	72854

	CENTURY 21 & Sign & Post Design
	Taiwan
	Century 21 Real Estate LLC
	83-037511
	678088

	CENTURY 21 & Sign Design
	Taiwan
	Century 21 Real Estate LLC
	83-037510
	75132

	CENTURY 21 & Sign Design
	Taiwan
	Century 21 Real Estate LLC
	83-037508
	678087

	CENTURY 21 & Sign Design
	Taiwan
	Century 21 Real Estate LLC
	83-035709
	72853

	CENTURY 21 (in Chinese)
	Taiwan
	Century 21 Real Estate LLC
	82-005441
	65970

	CENTURY 21 FINE HOMES & ESTATES
	Taiwan
	Century 21 Real Estate LLC
	97012157
	1361382

	CENTURY 21 FINE HOMES & ESTATES & New Gate Design 2008
	Taiwan
	Century 21 Real Estate LLC
	97012158
	1361383

	CENTURY 21 FINE HOMES & ESTATES & New Gate Design 2008 in Chinese
	Taiwan
	Century 21 Real Estate LLC
	97019804
	1361429

	CENTURY 21 REAL ESTATE (in Chinese)
	Taiwan
	Century 21 Real Estate LLC
	86-040886
	104270

	CENTURY 21 REAL ESTATE (in Chinese)
	Taiwan
	Century 21 Real Estate LLC
	86-040885
	104269

	CENTURY 21 REAL ESTATE (in Chinese)
	Taiwan
	Century 21 Real Estate LLC
	86-040884
	104268

	CENTURY 21
	Tanganyika
	Century 21 Real Estate LLC
	20794
	20794

	CENTURY 21 & New House Design
	Tanganyika
	Century 21 Real Estate LLC
	20800
	20800

	CENTURY 21
	Tangier
	Century 21 Real Estate LLC
	18559
	18559

	CENTURY 21 & Design
	Tangier
	Century 21 Real Estate LLC
	18560
	18560

	CENTURY 21
	Thailand
	Century 21 Real Estate LLC
	225528
	BOR 238





II -38



	
					
	CENTURY 21
	Thailand
	Century 21 Real Estate LLC
	381964
	Khor121654

	CENTURY 21 & Design
	Thailand
	Century 21 Real Estate LLC
	225529
	BOR 237

	CENTURY 21 & New House Design
	Thailand
	Century 21 Real Estate LLC
	438249
	Khor130034

	CENTURY 21
	Trinidad and Tobago
	Century 21 Real Estate LLC
	24404
	24404

	CENTURY 21
	Trinidad and Tobago
	Century 21 Real Estate LLC
	24405
	24405

	CENTURY 21 & New House Design
	Trinidad and Tobago
	Century 21 Real Estate LLC
	19582
	19582

	CENTURY 21 & New House Design
	Trinidad and Tobago
	Century 21 Real Estate LLC
	24402
	24402

	CENTURY 21 & New House Design
	Trinidad and Tobago
	Century 21 Real Estate LLC
	24403
	24403

	CENTURY 21
	Tunisia
	Century 21 Real Estate LLC
	EE082993
	EE082993

	CENTURY 21
	Tunisia
	Century 21 Real Estate LLC
	EE00.2178
	EE00.2178

	CENTURY 21 & New House Design
	Tunisia
	Century 21 Real Estate LLC
	EE00.2179
	EE00.2179

	CENTURY 21 & New Pitched Roof House Design
	Tunisia
	Century 21 Real Estate LLC
	EE082994
	EE082994

	CENTURY 21
	Turkey
	Century 21 Real Estate LLC
	1897
	176890

	CENTURY 21
	Turkey
	Century 21 Real Estate LLC
	14216
	112956

	CENTURY 21 & New House Design
	Turkey
	Century 21 Real Estate LLC
	1898
	169560

	CENTURY 21 & New House Design
	Turkey
	Century 21 Real Estate LLC
	55782
	130768

	CENTURY 21
	Turks and Caicos Islands
	Century 21 Real Estate LLC
	10564
	10564

	CENTURY 21
	Turks and Caicos Islands
	Century 21 Real Estate LLC
	12406
	12406

	CENTURY 21 & New House Design
	Turks and Caicos Islands
	Century 21 Real Estate LLC
	11179
	11179

	CENTURY 21 & New House Design
	Turks and Caicos Islands
	Century 21 Real Estate LLC
	12407
	12407

	CENTURY 21 & Sign & Post Design (Gold & Brown)
	Turks and Caicos Islands
	Century 21 Real Estate LLC
	15143
	15143

	CENTURY 21 & Sign & Post Design (Gold & Brown)
	Turks and Caicos Islands
	Century 21 Real Estate LLC
	15144
	15144

	BEK 21
	Ukraine
	Century 21 Real Estate LLC
	200612009
	91129

	BEK 21 & Design
	Ukraine
	Century 21 Real Estate LLC
	200612008
	91130

	CENTURY 21
	Ukraine
	Century 21 Real Estate LLC
	200516000
	82406





II -39



	
					
	CENTURY 21 & New House Design
	Ukraine
	Century 21 Real Estate LLC
	200515998
	79671

	CENTURY 21 & New House Design (in Cyrillic)
	Ukraine
	Century 21 Real Estate LLC
	200606808
	88523

	CENTURY 21 & New House Design (in Ukranian)
	Ukraine
	Century 21 Real Estate LLC
	200606802
	85723

	CENTURY 21 (in Cyrillic)
	Ukraine
	Century 21 Real Estate LLC
	200606809
	88524

	CENTURY 21 (in Ukranian)
	Ukraine
	Century 21 Real Estate LLC
	200606804
	85724

	CENTURY 21 COMMERCIAL & Design
	Ukraine
	Century 21 Real Estate LLC
	M200713312
	98001

	CENTURY 21 COMMERCIAL & Design (in Cyrillic)
	Ukraine
	Century 21 Real Estate LLC
	M200713316
	98003

	CENTURY 21 FINE HOMES & ESTATES & New Gate Design
	Ukraine
	Century 21 Real Estate LLC
	M200713311
	98000

	CENTURY 21 FINE HOMES & ESTATES & New Gate Design (in Cyrillic)
	Ukraine
	Century 21 Real Estate LLC
	M200713314
	98002

	CENTURY 21
	United Arab Emirates
	Century 21 Real Estate LLC
	30183
	22616

	CENTURY 21
	United Arab Emirates
	Century 21 Real Estate LLC
	37513
	28176

	CENTURY 21 & New House Design
	United Arab Emirates
	Century 21 Real Estate LLC
	37514
	30595

	CENTURY 21 & New House Design
	United Arab Emirates
	Century 21 Real Estate LLC
	37515
	28189

	CENTURION
	United Kingdom
	Century 21 Real Estate LLC
	1469923
	1469923

	CENTURION
	United Kingdom
	Century 21 Real Estate LLC
	1469924
	1469924

	CENTURY 21
	United Kingdom
	Century 21 Real Estate LLC
	1062225
	1062225

	CENTURY 21
	United Kingdom
	Century 21 Real Estate LLC
	1274764
	1274764

	CENTURY 21
	United Kingdom
	Century 21 Real Estate LLC
	1274765
	1274765

	CENTURY 21
	United Kingdom
	Century 21 Real Estate LLC
	1274766
	1274766

	CENTURY 21 & New House Design
	United Kingdom
	Century 21 Real Estate LLC
	1453968
	1453968

	CENTURY 21 & New House Design
	United Kingdom
	Century 21 Real Estate LLC
	1453969
	1453969

	CENTURY 21 & Sign & Post Design
	United Kingdom
	Century 21 Real Estate LLC
	1459099
	B1459099

	CENTURY 21 & Sign Design
	United Kingdom
	Century 21 Real Estate LLC
	1459101
	B1459101

	SIGLO 21
	United Kingdom
	Century 21 Real Estate LLC
	2161639
	2161639





II -40



	
					
	SIGLO 21
	United Kingdom
	Century 21 Real Estate LLC
	2173509
	2173509

	1-800-4-HOUSES
	United States
	Century 21 Real Estate LLC
	74469574
	2376323

	21 ONLINE & Design
	United States
	Century 21 Real Estate LLC
	75099281
	2113555

	21ST CENTURY
	United States
	Century 21 Real Estate LLC
	75436943
	2300743

	21ST CENTURY
	United States
	Century 21 Real Estate LLC
	78565509
	3116448

	21ST CENTURY CASUALTY
	United States
	Century 21 Real Estate LLC
	78565519
	3055063

	21ST CENTURY CASUALTY & Design
	United States
	Century 21 Real Estate LLC
	75721880
	2700705

	21ST CENTURY INSURANCE
	United States
	Century 21 Real Estate LLC
	78565505
	3106265

	21ST CENTURY INSURANCE & Design
	United States
	Century 21 Real Estate LLC
	75721881
	3298401

	21ST CENTURY INSURANCE & Design
	United States
	Century 21 Real Estate LLC
	76181517
	3060562

	21ST CENTURY NEWS
	United States
	Century 21 Real Estate LLC
	76279430
	2685577

	AD/PAC
	United States
	Century 21 Real Estate LLC
	73260228
	1212383

	AGENTS OF CHANGE
	United States
	Century 21 Real Estate LLC
	78815003
	3270259

	AT HOME WITH CENTURY 21
	United States
	Century 21 Real Estate LLC
	78195146
	2960793

	BUYER SERVICE PLEDGE
	United States
	Century 21 Real Estate LLC
	74122856
	1812377

	C21
	United States
	Century 21 Real Estate LLC
	78427047
	2933408

	C-21
	United States
	Century 21 Real Estate LLC
	73368407
	1268185

	C21 TALK RADIO
	United States
	Century 21 Real Estate LLC
	77721724
	3711934

	C21 TALK RADIO FOR THE REAL WORLD
	United States
	Century 21 Real Estate LLC
	78061343
	2809296

	CENTURION
	United States
	Century 21 Real Estate LLC
	73754544
	1563740

	CENTURION
	United States
	Century 21 Real Estate LLC
	73754545
	1553298

	CENTURION & Design
	United States
	Century 21 Real Estate LLC
	73754547
	1563741

	CENTURION Design
	United States
	Century 21 Real Estate LLC
	73754543
	1553297

	CENTURION HONOR SOCIETY
	United States
	Century 21 Real Estate LLC
	78302129
	2981964

	CENTURY 21
	United States
	Century 21 Real Estate LLC
	73072695
	1063488

	CENTURY 21
	United States
	Century 21 Real Estate LLC
	73133892
	1085039





II -41



	
					
	CENTURY 21
	United States
	Century 21 Real Estate LLC
	73421810
	1304095

	CENTURY 21
	United States
	Century 21 Real Estate LLC
	73608730
	1429531

	CENTURY 21
	United States
	Century 21 Real Estate LLC
	75071763
	2178970

	CENTURY 21
	United States
	Century 21 Real Estate LLC
	76279429
	2662159

	CENTURY 21
	United States
	Century 21 Real Estate LLC
	78008646
	2762774

	CENTURY 21 & Jacket Design
	United States
	Century 21 Real Estate LLC
	73774121
	1631850

	CENTURY 21 & New House Design
	United States
	Century 21 Real Estate LLC
	73133894
	1085040

	CENTURY 21 & New House Design
	United States
	Century 21 Real Estate LLC
	73138501
	1104464

	CENTURY 21 & New House Design
	United States
	Century 21 Real Estate LLC
	74142432
	1771535

	CENTURY 21 & Sign & Post Design
	United States
	Century 21 Real Estate LLC
	73262350
	1263774

	CENTURY 21 & Sign Design
	United States
	Century 21 Real Estate LLC
	73783422
	1576475

	CENTURY 21 & Sign Design
	United States
	Century 21 Real Estate LLC
	74631924
	2027670

	CENTURY 21 (New House Design with Floor)
	United States
	Century 21 Real Estate LLC
	78852446
	3219883

	CENTURY 21 (New House Design)
	United States
	Century 21 Real Estate LLC
	78852448
	3219884

	CENTURY 21 BUILDER CONNECTIONS & Design
	United States
	Century 21 Real Estate LLC
	75906666
	2656899

	CENTURY 21 COMMERCIAL
	United States
	Century 21 Real Estate LLC
	78827023
	3219828

	CENTURY 21 COMMERCIAL &  Design
	United States
	Century 21 Real Estate LLC
	75193702
	2158319

	CENTURY 21 COMMERCIAL & Design
	United States
	Century 21 Real Estate LLC
	78815005
	3253260

	CENTURY 21 CONNECTIONS
	United States
	Century 21 Real Estate LLC
	77941480
	3841423

	CENTURY 21 FINE HOMES & ESTATES
	United States
	Century 21 Real Estate LLC
	76581393
	3007069

	CENTURY 21 FINE HOMES & ESTATES & New Gate Design
	United States
	Century 21 Real Estate LLC
	78785304
	3154137

	CENTURY 21 FINE HOMES & ESTATES & Old Gate Design
	United States
	Century 21 Real Estate LLC
	78011431
	2612738

	CENTURY 21 GLOBAL REFERRAL NETWORK & Design
	United States
	Century 21 Real Estate LLC
	78047046
	2725830





II -42



	
					
	CENTURY 21 HOME PROTECTION PLAN
	United States
	Century 21 Real Estate LLC
	73241780
	1161341

	CENTURY 21 LEARNING SYSTEM
	United States
	Century 21 Real Estate LLC
	78051378
	2585459

	CENTURY 21 MATURE MOVES
	United States
	Century 21 Real Estate LLC
	78032288
	2633322

	CENTURY 21 MATURE MOVES & Design
	United States
	Century 21 Real Estate LLC
	78036319
	2633331

	CENTURY 21 MORTGAGE
	United States
	Century 21 Real Estate LLC
	78051978
	2615437

	CENTURY 21 MORTGAGE & Design
	United States
	Century 21 Real Estate LLC
	73421809
	1307407

	CENTURY 21 NEW CONSTRUCTION
	United States
	Century 21 Real Estate LLC
	78827028
	3219829

	CENTURY 21 NEW CONSTRUCTION & Design
	United States
	Century 21 Real Estate LLC
	78816057
	3219808

	CENTURY 21 RECREATIONAL PROPERTIES
	United States
	Century 21 Real Estate LLC
	78827022
	3219827

	CENTURY 21 RECREATIONAL PROPERTIES & Design
	United States
	Century 21 Real Estate LLC
	74536797
	1950262

	CENTURY 21 STAR
	United States
	Century 21 Real Estate LLC
	73763539
	1551266

	CENTURY 21 THE GOLD STANDARD & New House Design
	United States
	Century 21 Real Estate LLC
	 
	 

	CLS CENTURY 21 LEARNING SYSTEM & Design
	United States
	Century 21 Real Estate LLC
	78029441
	2720034

	CONNECT 2 THE 1
	United States
	Century 21 Real Estate LLC
	77923672
	3952001

	CREATE 21
	United States
	Century 21 Real Estate LLC
	78021324
	2622290

	eGreetings
	United States
	TM ACQUISITION CORP.
	 
	 

	GOLD MEDALLION
	United States
	Century 21 Real Estate LLC
	74090919
	1747396

	GOLD MEDALLION
	United States
	Century 21 Real Estate LLC
	74090920
	1681402

	HOME BUYER'S KIT
	United States
	Century 21 Real Estate LLC
	73735836
	1594520

	NEW CENTURY TITLE COMPANY
	United States
	Century 21 Real Estate LLC
	75485913
	2983399

	OPERATION ORBIT
	United States
	Century 21 Real Estate LLC
	74040345
	1662428

	ORBIT
	United States
	Century 21 Real Estate LLC
	74401367
	1835425

	PROFESIONALES, REALIZANDO TU SUENO
	United States
	Century 21 Real Estate LLC
	78908678
	3229740

	PUT NUMBER 1 TO WORK FOR YOU
	United States
	Century 21 Real Estate LLC
	73494432
	1367039





II -43



	
					
	Q (stylized)
	United States
	Century 21 Real Estate LLC
	76282440
	2614917

	Q.S.P.D.
	United States
	Century 21 Real Estate LLC
	74128727
	1711604

	QUALITY SERVICE IN EVERY CUSTOMER CONTACT PROFITABLE DOMINANCE IN THE PRIMARY MARKETPLACE
	United States
	Century 21 Real Estate LLC
	74128781
	1713518

	REAL ESTATE FOR THE REAL WORLD
	United States
	Century 21 Real Estate LLC
	75614226
	2398595

	REAL ESTATE FOR YOUR WORLD
	United States
	Century 21 Real Estate LLC
	78226832
	2815094

	SELLER SERVICE PLEDGE
	United States
	Century 21 Real Estate LLC
	74122857
	1750374

	SYSTEM 21
	United States
	Century 21 Real Estate LLC
	78605777
	3424137

	THE GOLDEN RULER
	United States
	Century 21 Real Estate LLC
	77864709
	3920844

	THE REAL ESTATE INVESTMENT JOURNAL
	United States
	Century 21 Real Estate LLC
	73158117
	1153864

	VIP
	United States
	Century 21 Real Estate LLC
	73165161
	1151216

	VIRTUAL SOLUTION SERIES
	United States
	Century 21 Real Estate LLC
	76429198
	2807918

	WEEKLY WIRE
	United States
	Century 21 Real Estate LLC
	 
	 

	WEEKLY WIRE
	United States
	Century 21 Real Estate LLC
	75301778
	2207667

	WE'RE THE NEIGHBORHOOD PROFESSIONALS
	United States
	Century 21 Real Estate LLC
	73735838
	1526116

	CENTURY 21
	Uruguay
	Century 21 Real Estate LLC
	294114
	294114

	CENTURY 21
	Uruguay
	Century 21 Real Estate LLC
	315904
	403039

	CENTURY 21 & New House Design
	Uruguay
	Century 21 Real Estate LLC
	240868
	354160

	SIGLO 21
	Uruguay
	Century 21 Real Estate LLC
	302.999
	394986

	CENTURY 21 & New House Design
	Venezuela
	Century 21 Real Estate Corp
	13080-97
	12130

	CENTURY 21 (CENTURIA 21)
	Venezuela
	Century 21 Real Estate Corp
	343-94
	2667

	SIGLO 21
	Venezuela
	Century 21 Real Estate LLC
	11405-2011
	 

	SIGLO 21
	Venezuela
	Century 21 Real Estate Corp
	10993-98
	 

	SIGLO 21 BIENES RAICES & Design
	Venezuela
	Century 21 Real Estate Corp
	1535-98
	13019

	CENTURY 21
	Viet Nam
	Century 21 Real Estate LLC
	29 552
	24819





II -44



	
					
	CENTURY 21
	Viet Nam
	Century 21 Real Estate LLC
	4 2001 00266
	40746

	CENTURY 21
	Viet Nam
	Century 21 Real Estate LLC
	4 2010 15665
	 

	CENTURY 21 & New House Design
	Viet Nam
	Century 21 Real Estate LLC
	29 553
	24820

	CENTURY 21 & New House Design
	Viet Nam
	Century 21 Real Estate LLC
	4 2001 00267
	40747

	CENTURY 21 & New House Design
	Viet Nam
	Century 21 Real Estate LLC
	4 2010 15664
	 

	CENTURY 21
	Virgin Islands (British)
	Century 21 Real Estate LLC
	 
	1822

	CENTURY 21 & New House Design
	Virgin Islands (British)
	Century 21 Real Estate LLC
	 
	1823

	CENTURY 21
	West Bank
	Century 21 Real Estate LLC
	5937
	5937

	CENTURY 21 & New House Design
	West Bank
	Century 21 Real Estate LLC
	5935
	5935

	CENTURY 21 (in Arabic)
	West Bank
	Century 21 Real Estate LLC
	5936
	5936

	CENTURY 21
	Zanzibar
	Century 21 Real Estate LLC
	70/89
	92/93

	CENTURY 21 & New House Design
	Zanzibar
	Century 21 Real Estate LLC
	142/90
	182/93








ERA Franchise Systems LLC
Trademark Applications and Registrations




	
					
	Trademark
	Country Name
	Owner Name
	Application No.
	Registration No.

	ERA
	Albania
	ERA Franchise Systems LLC
	AL-M-05-00413
	10841

	ERA & New House Design
	Albania
	ERA Franchise Systems LLC
	AL-M-05-00415
	10843

	ERA
	Algeria
	ERA Franchise Systems Inc
	051197
	069735

	ERA & New House Design (black on white)
	Algeria
	ERA Franchise Systems Inc
	051198
	069736

	ERA
	Andorra
	ERA Franchise Systems Inc
	20920
	22553

	ERA & New House Design (black on white)
	Andorra
	ERA Franchise Systems Inc
	20921
	22557

	ERA & New House Design (color)
	Andorra
	ERA Franchise Systems Inc
	20932
	22635

	ERA
	Angola
	ERA Franchise Systems LLC
	28.218
	 

	ERA
	Angola
	ERA Franchise Systems LLC
	28.219
	 

	ERA & New House Design
	Angola
	ERA Franchise Systems LLC
	28.216
	 

	ERA & New House Design
	Angola
	ERA Franchise Systems LLC
	28.217
	 





II -45



	
					
	ERA & New House Design (series of 3)
	Anguilla
	ERA Franchise Systems Inc
	3012
	3012

	ERA
	Antigua and Barbuda
	ERA Franchise Systems LLC
	1978
	1978

	ERA & New House Design (series of 3)
	Antigua and Barbuda
	ERA Franchise Systems LLC
	1981
	1981

	ERA
	Argentina
	ERA Franchise Systems LLC
	2730940
	2259534

	ERA
	Argentina
	ERA Franchise Systems LLC
	2730941
	2259559

	ERA & New House Design
	Argentina
	ERA Franchise Systems LLC
	2730942
	2259537

	ERA & New House Design
	Argentina
	ERA Franchise Systems LLC
	2730943
	2259556

	ERA
	Aruba
	ERA Franchise Systems LLC
	IM980420.28
	19134

	ERA & New House Design
	Aruba
	ERA Franchise Systems LLC
	IM980420.27
	19133

	ERA
	Australia
	ERA Franchise Systems Inc
	389378
	389378

	ERA
	Australia
	ERA Franchise Systems Inc
	613949
	613949

	ERA
	Australia
	ERA Franchise Systems Inc
	614060
	614060

	ERA & New House Design (series of 2)
	Australia
	ERA Franchise Systems Inc
	734308
	734308

	ERA & Old House, Circle Design
	Australia
	ERA Franchise Systems Inc
	389379
	389379

	ERA & Old House, Circle Design
	Australia
	ERA Franchise Systems Inc
	614146
	614146

	ERA & Old House, Circle Design
	Australia
	ERA Franchise Systems Inc
	614147
	614147

	TEAM ERA
	Australia
	ERA Franchise Systems Inc
	613952
	613952

	TEAM ERA
	Australia
	ERA Franchise Systems Inc
	613953
	613953

	ERA & New House Design
	Austria
	ERA Franchise Systems Inc
	4684/97
	172178

	ERA
	Azerbaijan
	ERA Franchise Systems LLC
	20081822
	2010 0372

	ERA & New House Design
	Azerbaijan
	ERA Franchise Systems LLC
	20081821
	20100371

	ERA
	Bahamas
	ERA Franchise Systems Inc
	20611
	20611

	ERA & New House Design
	Bahamas
	ERA Franchise Systems Inc
	20596
	20596

	ERA
	Bahrain
	ERA Franchise Systems Inc
	42829
	42829

	ERA
	Bahrain
	ERA Franchise Systems Inc
	42830
	42830

	ERA & New House Design (color)
	Bahrain
	ERA Franchise Systems Inc
	42831
	42831

	ERA & New House Design (color)
	Bahrain
	ERA Franchise Systems Inc
	42832
	42832

	ERA
	Barbados
	ERA Franchise Systems LLC
	NA
	81/13157

	ERA
	Barbados
	ERA Franchise Systems LLC
	NA
	81/13156

	ERA & New House Design (black on white)
	Barbados
	ERA Franchise Systems LLC
	NA
	81/13154

	ERA & New House Design (black on white)
	Barbados
	ERA Franchise Systems LLC
	NA
	81/13155

	ERA
	Belize
	ERA Franchise Systems LLC
	3175.05
	3175.05

	ERA & New House Design (black on white)
	Belize
	ERA Franchise Systems Inc
	3174.05
	3174.05

	AMSTERDAM ERA MAKELAARS
	Benelux
	ERA Franchise Systems Inc
	1109584
	799660





II -46



	
					
	ERA & New House Design (white on black)
	Benelux
	ERA Franchise Systems Inc
	888757
	607767

	ERA & Sign & Post Design
	Benelux
	ERA Franchise Systems Inc
	618741
	618741

	ERA AMSTERDAM
	Benelux
	ERA Franchise Systems Inc
	1109585
	799661

	ERA MAKELAAR OPEN HUIZEN ROUTE & Design
	Benelux
	ERA Franchise Systems Inc
	1067707
	766494

	ERA MAKELAARS AMSTERDAM
	Benelux
	ERA Franchise Systems Inc
	1109265
	811386

	ERA
	Bermuda
	ERA Franchise Systems LLC
	34365
	34365

	ERA
	Bermuda
	ERA Franchise Systems LLC
	48873
	48873

	ERA
	Bermuda
	ERA Franchise Systems LLC
	48874
	48874

	ERA & New House Design
	Bermuda
	ERA Franchise Systems LLC
	48875
	48875

	ERA & New House Design
	Bermuda
	ERA Franchise Systems LLC
	48876
	48876

	ERA & New House Design (black on white)
	Bermuda
	ERA Franchise Systems LLC
	34366
	34366

	ERA
	BES Islands
	ERA Franchise Systems LLC
	1647
	 

	ERA
	BES Islands
	ERA Franchise Systems LLC
	1648
	 

	ERA & New House Design
	BES Islands
	ERA Franchise Systems LLC
	1624
	 

	ERA & New House Design
	BES Islands
	ERA Franchise Systems LLC
	1625
	 

	ERA
	Bolivia
	ERA Franchise Systems LLC
	2728-2009
	126244

	ERA
	Bolivia
	ERA Franchise Systems LLC
	2729-2009
	126245

	ERA & New House Design
	Bolivia
	ERA Franchise Systems LLC
	2730-2009
	126397

	ERA & New House Design
	Bolivia
	ERA Franchise Systems LLC
	2731-2009
	126398

	ERA
	Bosnia and Herzegovina
	ERA Franchise Systems LLC
	BAZ059324A
	BAZ059324

	ERA & New House Design
	Bosnia and Herzegovina
	ERA Franchise Systems LLC
	BAZ059323A
	BAZ059323

	ERA
	Brazil
	ERA Franchise Systems LLC
	830172475
	 

	ERA
	Brazil
	ERA Franchise Systems LLC
	830176411
	 

	ERA & New House Design
	Brazil
	ERA Franchise Systems LLC
	830172521
	 

	ERA & New House Design
	Brazil
	ERA Franchise Systems LLC
	830176403
	 

	ERA & Old House Design
	Brazil
	ERA Franchise Systems LLC
	819488011
	819488011

	ERA & New House Design (black on white)
	Brunei Darussalam
	ERA Franchise Systems Inc
	BRU/28160
	25588

	ERA
	Bulgaria
	ERA Franchise Systems Inc
	82714
	74639

	ERA & New House Design (black on white)
	Bulgaria
	ERA Franchise Systems Inc
	82715
	74770

	ERA & New House Design (color)
	Bulgaria
	ERA Franchise Systems Inc
	82716
	74711

	ERA
	Cambodia
	ERA Franchise Systems LLC
	13156
	12854

	ERA
	Cambodia
	ERA Franchise Systems LLC
	13157
	12855

	ERA & New House Design
	Cambodia
	ERA Franchise Systems LLC
	12606
	12665

	ERA & New House Design
	Cambodia
	ERA Franchise Systems LLC
	12607
	12666

	ERA
	Canada
	ERA Franchise Systems LLC
	502174
	297534

	ERA
	Canada
	ERA Franchise Systems LLC
	505554
	289140





II -47



	
					
	ERA & New House Design
	Canada
	ERA Franchise Systems LLC
	1500588
	806678

	ERA & Old House, Circle Design
	Canada
	ERA Franchise Systems LLC
	505555
	296842

	ERA
	Cayman Islands
	ERA Franchise Systems LLC
	 
	1584675

	ERA & New House Design (series of 3)
	Cayman Islands
	ERA Franchise Systems LLC
	 
	2132336

	ERA
	Chile
	ERA Franchise Systems LLC
	872770
	 

	ERA
	Chile
	ERA Franchise Systems LLC
	872771
	 

	ERA & New House Design
	Chile
	ERA Franchise Systems LLC
	871841
	 

	ERA & New House Design
	Chile
	ERA Franchise Systems LLC
	871842
	939767

	ERA
	China (People's Republic)
	ERA Franchise Systems LLC
	4980368
	 

	ERA
	China (People's Republic)
	ERA Franchise Systems LLC
	9900119491
	1512620

	ERA & New House Design (black on white)
	China (People's Republic)
	ERA Franchise Systems LLC
	9900119489
	1512612

	ERA (new house design)
	China (People's Republic)
	ERA Franchise Systems LLC
	9900119490
	1487627

	ERA
	Colombia
	ERA Franchise Systems LLC
	01 00174
	285870

	ERA
	Colombia
	ERA Franchise Systems LLC
	95 41908
	287103

	ERA & New House Design (black on white)
	Colombia
	ERA Franchise Systems LLC
	98 0511
	275576

	ERA & New House Design (black on white)
	Colombia
	ERA Franchise Systems LLC
	98 22226
	275305

	ERA & Old House, Circle Design
	Colombia
	ERA Franchise Systems Inc
	95 41907
	292845

	ERA
	Costa Rica
	ERA Franchise Systems LLC
	2010-9136
	 

	ERA
	Costa Rica
	ERA Franchise Systems LLC
	80449
	80449

	ERA
	Costa Rica
	ERA Franchise Systems LLC
	80451
	80451

	ERA & New House Design
	Costa Rica
	ERA Franchise Systems LLC
	2010-9139
	208316

	ERA & New House Design
	Costa Rica
	ERA Franchise Systems LLC
	2010-9140
	 

	ERA REAL ESTATE & New House Design (in color)
	Costa Rica
	ERA Franchise Systems LLC
	2002-006229
	138005

	ERA
	Croatia
	ERA Franchise Systems Inc
	20051765
	20051765

	ERA & New House Design
	Croatia
	ERA Franchise Systems Inc
	20051766
	20051766

	ERA
	Curacao
	ERA Franchise Systems Inc
	800121
	13348

	ERA
	Curacao
	ERA Franchise Systems LLC
	800162
	13356

	ERA & New House Design
	Curacao
	ERA Franchise Systems Inc
	800122
	13349

	ERA & New House Design
	Curacao
	ERA Franchise Systems LLC
	800163
	13357

	ERA & New House Design
	Czech Republic
	ERA Franchise Systems LLC
	145439
	227727

	ERA
	Denmark
	ERA Franchise Systems LLC
	01389/98
	2000 0031

	ERA & New House Design
	Denmark
	ERA Franchise Systems LLC
	01390/98
	2000 0032

	ERA
	Dominica
	ERA Franchise Systems Inc
	99181888
	93/98

	ERA & New House Design
	Dominica
	ERA Franchise Systems Inc
	99181887
	92/98

	ERA
	Dominican Republic
	ERA Franchise Systems LLC
	 
	98235





II -48



	
					
	ERA
	Dominican Republic
	ERA Franchise Systems LLC
	98036562
	99422

	ERA & New House Design
	Dominican Republic
	ERA Franchise Systems LLC
	98036563
	99417

	ERA (and design)
	Dominican Republic
	ERA Franchise Systems LLC
	 
	98236

	ERA
	Ecuador
	ERA Franchise Systems Inc
	58777
	30597

	ERA
	Ecuador
	ERA Franchise Systems Inc
	58780
	30697

	ERA & New House Design
	Ecuador
	ERA Franchise Systems Inc
	180790
	2814-07

	ERA & New House Design
	Ecuador
	ERA Franchise Systems Inc
	180791
	2815-07

	ERA & Old House Design
	Ecuador
	ERA Franchise Systems Inc
	58776
	30497

	ERA & Old House Design
	Ecuador
	ERA Franchise Systems Inc
	58779
	1231

	ERA
	Egypt
	ERA Franchise Systems Inc
	161968
	161968

	ERA
	Egypt
	ERA Franchise Systems Inc
	161969
	161969

	ERA & New House Design
	Egypt
	ERA Franchise Systems Inc
	161970
	161970

	ERA & New House Design
	Egypt
	ERA Franchise Systems Inc
	161971
	161971

	ERA
	El Salvador
	ERA Franchise Systems Inc
	20050065387
	216 Book 54

	ERA
	El Salvador
	ERA Franchise Systems Inc
	20050065390
	94 Book 52

	ERA & New House Design (black on white)
	El Salvador
	ERA Franchise Systems Inc
	20050065383
	220 Book 54

	ERA & New House Design (black on white)
	El Salvador
	ERA Franchise Systems Inc
	20050065384
	87 Book 52

	ERA
	European Community
	ERA Franchise Systems LLC
	4575379
	4575379

	ERA
	European Community
	ERA Franchise Systems LLC
	538421
	538421

	ERA & New House Design (color)
	European Community
	ERA Franchise Systems LLC
	4575361
	4575361

	ERA & New House Design (white on black)
	European Community
	ERA Franchise Systems LLC
	782995
	782995

	ERA
	Finland
	ERA Franchise Systems LLC
	T199800268
	219819

	ERA
	Finland
	ERA Franchise Systems LLC
	T201002132
	253333

	ERA & New House Design
	Finland
	ERA Franchise Systems LLC
	T199800269
	219820

	ERA & New House Design
	Finland
	ERA Franchise Systems LLC
	T201002133
	253173

	ERA & New House Design (black on white)
	France
	ERA Franchise Systems Inc
	97686901
	97686901

	ERA & New House Design (color)
	France
	ERA Franchise Systems Inc
	97686900
	97686900

	ERA & New House Design (white on black)
	France
	ERA Franchise Systems Inc
	97667132
	97667132

	ERA & New House Design
	Germany
	ERA Franchise Systems Inc
	39721035.3
	39721035

	ERA
	Ghana
	ERA Franchise Systems LLC
	 
	 

	ERA
	Ghana
	ERA Franchise Systems LLC
	001998/2008
	 

	ERA & New House Design
	Ghana
	ERA Franchise Systems LLC
	001997/2008
	 

	ERA & New House Design
	Ghana
	ERA Franchise Systems LLC
	002235/2008
	 

	ERA
	Gibraltar
	ERA Franchise Systems LLC
	9332
	9332





II -49



	
					
	ERA & New House Design (series of 3)
	Gibraltar
	ERA Franchise Systems LLC
	9331
	9331

	ERA
	Greece
	ERA Franchise Systems LLC
	136042
	136042/98

	ERA & New House Design
	Greece
	ERA Franchise Systems LLC
	136043
	136043/98

	ERA
	Grenada
	ERA Franchise Systems Inc
	87/1998
	87/1998

	ERA & New House Design (in series)
	Grenada
	ERA Franchise Systems Inc
	88/1998
	88/1998

	ERA
	Guatemala
	ERA Franchise Systems LLC
	 
	6345

	ERA
	Guatemala
	ERA Franchise Systems LLC
	4150
	141018

	ERA
	Guatemala
	ERA Franchise Systems LLC
	6145
	167924

	ERA & New House Design
	Guatemala
	ERA Franchise Systems LLC
	6146
	167920

	ERA & New House Design (black on white)
	Guatemala
	ERA Franchise Systems LLC
	4149
	140849

	ERA
	Guyana
	ERA Franchise Systems LLC
	23370A
	 

	ERA & New House Design
	Guyana
	ERA Franchise Systems LLC
	23334A
	 

	ERA
	Haiti
	ERA Franchise Systems LLC
	371-T
	388 Reg. 162

	ERA
	Haiti
	ERA Franchise Systems LLC
	372-T
	389 Reg. 162

	ERA & New House Design
	Haiti
	ERA Franchise Systems LLC
	373-T
	369 Reg. 163

	ERA & New House Design
	Haiti
	ERA Franchise Systems LLC
	374-T
	370 Reg. 163

	ERA
	Honduras
	ERA Franchise Systems LLC
	4726/98
	5057

	ERA
	Honduras
	ERA Franchise Systems LLC
	4727/98
	102510

	ERA & New House Design
	Honduras
	ERA Franchise Systems LLC
	4610/98
	5068

	ERA & New House Design (black on white)
	Honduras
	ERA Franchise Systems LLC
	4614/98
	104867

	ERA & Design
	Hong Kong
	ERA Franchise Systems Inc
	14652/92
	4256/95

	ERA & New House Design (black on white)
	Hong Kong
	ERA Franchise Systems Inc
	3804/97
	199901582

	ERA & New House Design (series of 2)
	Hong Kong
	ERA Franchise Systems Inc
	7896/97
	199810953

	ERA
	India
	ERA Franchise Systems Inc
	1290397
	1290397

	ERA
	India
	ERA Franchise Systems LLC
	1580017
	1580017

	ERA & New House Design
	India
	ERA Franchise Systems Inc
	01309561
	1309561

	ERA & New House Design
	India
	ERA Franchise Systems LLC
	1580018
	1580018

	ERA
	Indonesia
	ERA Franchise Systems LLC
	14416
	IDM000048946

	ERA
	Indonesia
	ERA Franchise Systems LLC
	14417
	IDM000048950

	ERA
	Indonesia
	ERA Franchise Systems LLC
	14418
	IDM000048951

	ERA
	Indonesia
	ERA Franchise Systems LLC
	14419
	IDM000048952

	ERA & New House Design (color)
	Indonesia
	ERA Franchise Systems LLC
	11737
	IDM000149589

	ERA & Old House, Circle Design
	Indonesia
	ERA Franchise Systems LLC
	14420
	IDM000048948

	ERA & Old House, Circle Design
	Indonesia
	ERA Franchise Systems LLC
	14421
	IDM000046993

	ERA & Old House, Circle Design
	Indonesia
	ERA Franchise Systems LLC
	14422
	IDM000048949





II -50



	
					
	ERA & Old House, Circle Design
	Indonesia
	ERA Franchise Systems LLC
	14423
	IDM000048947

	ERA
	Ireland
	ERA Franchise Systems LLC
	98/1442
	213581

	ERA & New House Design
	Ireland
	ERA Franchise Systems LLC
	98/1443
	213604

	ERA
	Israel
	ERA Franchise Systems Inc
	106137
	106137

	ERA & New House Design (black on white)
	Israel
	ERA Franchise Systems Inc
	112398
	112398

	ERA & New House Design (white on black)
	Italy
	ERA Franchise Systems Inc
	RM97C004101
	1272876

	ERA
	Jamaica
	ERA Franchise Systems Inc
	162603
	36774

	ERA
	Jamaica
	ERA Franchise Systems LLC
	41297
	41297

	ERA & New House Design
	Jamaica
	ERA Franchise Systems Inc
	162604
	36783

	ERA
	Japan
	ERA Franchise Systems LLC
	88513/93
	3337980

	ERA
	Japan
	ERA Franchise Systems LLC
	88514/1993
	3287800

	ERA & New House Design
	Japan
	ERA Franchise Systems LLC
	28049/1997
	4240288

	ERA
	Jordan
	ERA Franchise Systems Inc
	79187
	79187

	ERA
	Jordan
	ERA Franchise Systems Inc
	79188
	79188

	ERA & New House Design
	Jordan
	ERA Franchise Systems Inc
	79191
	79191

	ERA & New House Design
	Jordan
	ERA Franchise Systems Inc
	79192
	79192

	ERA
	Kazakhstan
	ERA Franchise Systems LLC
	45549
	31640

	ERA & New House Design
	Kazakhstan
	ERA Franchise Systems LLC
	45548
	31639

	ERA & New House Design (color)
	Korea, Republic of
	ERA Franchise Systems LLC
	11635/97
	0050945

	ERA
	Kosovo
	ERA Franchise Systems LLC
	2539
	 

	ERA & New House Design
	Kosovo
	ERA Franchise Systems LLC
	2538
	 

	ERA
	Kuwait
	ERA Franchise Systems Inc
	70260
	59155

	ERA
	Kuwait
	ERA Franchise Systems Inc
	72481
	61063

	ERA & New House Design
	Kuwait
	ERA Franchise Systems Inc
	70261
	59156

	ERA & New House Design
	Kuwait
	ERA Franchise Systems Inc
	72482
	61064

	ERA
	Laos
	ERA Franchise Systems LLC
	7325
	19051

	ERA
	Laos
	ERA Franchise Systems LLC
	7325
	19052

	ERA & New House Design
	Laos
	ERA Franchise Systems LLC
	7326
	19053

	ERA & New House Design
	Laos
	ERA Franchise Systems LLC
	7326
	19054

	ERA & New House Design (black on white)
	Latvia
	ERA Franchise Systems LLC
	M-99-1240
	M47436

	ERA
	Lebanon
	ERA Franchise Systems Inc
	95533
	95533

	ERA & New House Design
	Lebanon
	ERA Franchise Systems Inc
	95534
	95534

	ERA
	Libya
	ERA Franchise Systems Inc
	5186
	 

	ERA
	Libya
	ERA Franchise Systems Inc
	5187
	 

	ERA & New House Design
	Libya
	ERA Franchise Systems Inc
	5188
	 

	ERA & New House Design
	Libya
	ERA Franchise Systems Inc
	5189
	 

	ERA
	Liechtenstein
	ERA Franchise Systems Inc
	013766
	13766

	ERA & New House Design
	Liechtenstein
	ERA Franchise Systems Inc
	013767
	13767





II -51



	
					
	ERA & New House Design (black on white)
	Lithuania
	ERA Franchise Systems LLC
	99-1695
	40601

	ERA
	Macedonia
	ERA Franchise Systems Inc
	2005/928
	13232

	ERA & New House Design
	Macedonia
	ERA Franchise Systems Inc
	2005/931
	13231

	ERA
	Malaysia
	ERA Franchise Systems LLC
	08002708
	08002708

	ERA
	Malaysia
	ERA Franchise Systems LLC
	08002709
	 

	ERA & New House Design
	Malaysia
	ERA Franchise Systems LLC
	99/226
	99000226

	ERA & New House Design (black on white)
	Malaysia
	ERA Franchise Systems LLC
	97012663
	97012663

	ERA & Old House, Circle Design
	Malaysia
	ERA Franchise Systems Inc
	91/1152
	91001152

	ERA Old House, Circle Design
	Malaysia
	ERA Franchise Systems LLC
	M91025
	91025

	ERA
	Mauritius
	ERA Franchise Systems LLC
	MU/M/08/08707
	08331/2009

	ERA & New House Design
	Mauritius
	ERA Franchise Systems LLC
	MU/M/08/08536
	07226/2009

	ERA
	Mexico
	ERA Franchise Systems LLC
	796173
	987713

	ERA & New House Design (black on white)
	Mexico
	ERA Franchise Systems LLC
	837793
	1023942

	ERA & New House Design
	Monaco
	ERA Franchise Systems Inc
	021010
	9920833

	ERA
	Montenegro
	ERA Franchise Systems LLC
	Z-903/08
	02569

	ERA & New House Design
	Montenegro
	ERA Franchise Systems LLC
	Z-904/08
	02570

	ERA
	Montserrat
	ERA Franchise Systems Inc
	 
	1463

	ERA & New House Design (in series)
	Montserrat
	ERA Franchise Systems Inc
	 
	1464

	ERA
	Morocco
	ERA Franchise Systems Inc
	92690
	92690

	ERA
	Morocco
	ERA Franchise Systems Inc
	92691
	92691

	ERA
	Morocco
	ERA Franchise Systems Inc
	95010
	95010

	ERA
	Morocco
	ERA Franchise Systems Inc
	95011
	95011

	ERA & New House Design (color)
	Morocco
	ERA Franchise Systems Inc
	92692
	92692

	ERA & New House Design (color)
	Morocco
	ERA Franchise Systems Inc
	92693
	92693

	ERA & New House Design (color)
	Morocco
	ERA Franchise Systems Inc
	95012
	95012

	ERA & New House Design (color)
	Morocco
	ERA Franchise Systems Inc
	95013
	95013

	ERA
	Mozambique
	ERA Franchise Systems LLC
	18642
	 

	ERA
	Mozambique
	ERA Franchise Systems LLC
	18643
	 

	ERA & New House Design
	Mozambique
	ERA Franchise Systems LLC
	18644
	 

	ERA & New House Design
	Mozambique
	ERA Franchise Systems LLC
	18645
	 

	ERA
	Myanmar
	ERA Franchise Systems LLC
	4/23/2000
	4/23/2000

	ERA
	Myanmar
	ERA Franchise Systems LLC
	4/23/2000
	4/23/2000

	ERA & New House Design
	Myanmar
	ERA Franchise Systems LLC
	4/22/2000
	4/22/2000

	ERA & New House Design
	Myanmar
	ERA Franchise Systems LLC
	4/22/2000
	4/22/2000

	ERA
	New Zealand
	ERA Franchise Systems LLC
	192008
	192008

	ERA & New House Design (series of 3)
	New Zealand
	ERA Franchise Systems LLC
	276680
	276680





II -52



	
					
	ERA & New House Design (series of 3)
	New Zealand
	ERA Franchise Systems LLC
	819985
	819985

	ERA
	Nicaragua
	ERA Franchise Systems Inc
	2005-01929
	0600601

	ERA & New House Design (black on white)
	Nicaragua
	ERA Franchise Systems Inc
	2005-01930
	0600600

	ERA
	Nigeria
	ERA Franchise Systems LLC
	F/TM/2009433
	88001

	ERA
	Nigeria
	ERA Franchise Systems LLC
	F/TM/2009434
	86826

	ERA & New House Design
	Nigeria
	ERA Franchise Systems LLC
	F/TM/2009431
	84657

	ERA & New House Design
	Nigeria
	ERA Franchise Systems LLC
	F/TM/2009432
	 

	ERA
	Norway
	ERA Franchise Systems LLC
	98.00537
	194678

	ERA & New House Design
	Norway
	ERA Franchise Systems LLC
	199907703
	203264

	ERA & New House Design (black on white)
	Norway
	ERA Franchise Systems LLC
	98.00538
	196289

	ERA
	Oman
	ERA Franchise Systems Inc
	36887
	36887

	ERA
	Oman
	ERA Franchise Systems Inc
	36888
	36888

	ERA & New House Design (black on white)
	Oman
	ERA Franchise Systems Inc
	36889
	36889

	ERA & New House Design (black on white)
	Oman
	ERA Franchise Systems Inc
	36890
	36890

	ERA
	Panama
	ERA Franchise Systems Inc
	143044
	143044

	ERA
	Panama
	ERA Franchise Systems Inc
	143045
	143045

	ERA & New House Design (color)
	Panama
	ERA Franchise Systems Inc
	143046
	143046

	ERA & New House Design (color)
	Panama
	ERA Franchise Systems Inc
	143048
	143048

	ERA
	Papua New Guinea
	ERA Franchise Systems LLC
	A62360
	A62,360

	ERA
	Papua New Guinea
	ERA Franchise Systems LLC
	A62361
	A62,361

	ERA & New House Design
	Papua New Guinea
	ERA Franchise Systems LLC
	A62362
	A 62,362

	ERA & New House Design
	Papua New Guinea
	ERA Franchise Systems LLC
	A62363
	A62,363

	ERA
	Paraguay
	ERA Franchise Systems LLC
	26156
	340038

	ERA
	Paraguay
	ERA Franchise Systems LLC
	26158
	340039

	ERA & New House Design
	Paraguay
	ERA Franchise Systems LLC
	26157
	339981

	ERA & New House Design
	Paraguay
	ERA Franchise Systems LLC
	26159
	339982

	ERA
	Peru
	ERA Franchise Systems LLC
	397467
	66497

	ERA
	Peru
	ERA Franchise Systems LLC
	397468
	176528

	ERA & New House Design
	Peru
	ERA Franchise Systems LLC
	397469
	180931

	ERA & New House Design
	Peru
	ERA Franchise Systems LLC
	397475
	66606

	ERA
	Philippines
	ERA Franchise Systems LLC
	4-2011-010836
	 

	ERA & New House Design
	Philippines
	ERA Franchise Systems LLC
	4-2011-010837
	 

	ERA
	Poland
	ERA Franchise Systems LLC
	Z-197068
	137441

	ERA & New House Design
	Poland
	ERA Franchise Systems LLC
	Z-197067
	137440





II -53



	
					
	ERA & New House Design (black on white)
	Portugal
	ERA Franchise Systems Inc
	325827
	325827

	ERA
	Qatar
	ERA Franchise Systems Inc
	32846
	32846

	ERA
	Qatar
	ERA Franchise Systems Inc
	32847
	32847

	ERA & New House Design
	Qatar
	ERA Franchise Systems Inc
	32848
	32848

	ERA & New House Design
	Qatar
	ERA Franchise Systems Inc
	32849
	32849

	ERA
	Romania
	ERA Franchise Systems LLC
	M2005 11899
	71512

	ERA
	Romania
	ERA Franchise Systems LLC
	M2007 06567
	95029

	ERA & New House Design
	Romania
	ERA Franchise Systems LLC
	M2005 11900
	71513

	ERA & New House Design
	Romania
	ERA Franchise Systems LLC
	M2007 06568
	95030

	ERA
	Russian Federation
	ERA Franchise Systems LLC
	2005720989
	331367

	ERA & New House Design
	Russian Federation
	ERA Franchise Systems Inc
	2006725599
	344235

	ERA (New House Design)
	Russian Federation
	ERA Franchise Systems LLC
	2005720988
	314603

	ERA
	Saudi Arabia
	ERA Franchise Systems Inc
	95698
	857/44

	ERA
	Saudi Arabia
	ERA Franchise Systems Inc
	95699
	857/47

	ERA & New House Design
	Saudi Arabia
	ERA Franchise Systems Inc
	95700
	849/78

	ERA & New House Design
	Saudi Arabia
	ERA Franchise Systems Inc
	95701
	849/53

	ERA
	Serbia
	ERA Franchise Systems LLC
	Z-1960/07
	56596

	ERA & New House Design
	Serbia
	ERA Franchise Systems LLC
	Z-1959/07
	56595

	ERA
	Seychelles
	ERA Franchise Systems LLC
	444/2008
	8756

	ERA
	Seychelles
	ERA Franchise Systems LLC
	445/2008
	8757

	ERA & New House Design
	Seychelles
	ERA Franchise Systems LLC
	446/2008
	8758

	ERA & New House Design
	Seychelles
	ERA Franchise Systems LLC
	447/2008
	8759

	ERA & New House Design (series of 3)
	Singapore
	ERA Franchise Systems Inc
	T97/10483H
	T97/10483H

	ERA & New House Design
	Slovakia
	ERA Franchise Systems Inc
	1541/2000
	196635

	ERA
	South Africa
	ERA Franchise Systems LLC
	2009/18869
	2009/18869

	ERA
	South Africa
	ERA Franchise Systems LLC
	2009/18870
	2009/18870

	ERA & New House Design (black on white)
	South Africa
	ERA Franchise Systems LLC
	9707024
	9707024

	ERA & New House Design (color)
	South Africa
	ERA Franchise Systems LLC
	9707023
	9707023

	ERA & New House Design (color)
	Spain
	ERA Franchise Systems Inc
	2093058
	2093058

	ERA & New House Design (white on black)
	Spain
	ERA Franchise Systems Inc
	2093057
	2093057

	SIEMPRE AHI PARA TI
	Spain
	ERA Franchise Systems Inc
	 
	2286011

	ERA
	St. Kitts and Nevis
	ERA Franchise Systems Inc
	S97
	97

	ERA & New House Design
	St. Kitts and Nevis
	ERA Franchise Systems Inc
	S96
	96

	ERA
	St. Lucia
	ERA Franchise Systems Inc
	118/1998
	118/98

	ERA
	St. Lucia
	ERA Franchise Systems Inc
	119/1998
	119/98





II -54



	
					
	ERA & New House Design
	St. Lucia
	ERA Franchise Systems Inc
	116/1998
	116/98

	ERA & New House Design
	St. Lucia
	ERA Franchise Systems Inc
	117/1998
	117/98

	ERA
	St. Maarten
	ERA Franchise Systems Inc
	800121
	13348

	ERA
	St. Maarten
	ERA Franchise Systems LLC
	800162
	13356

	ERA & New House Design
	St. Maarten
	ERA Franchise Systems Inc
	800122
	13349

	ERA & New House Design
	St. Maarten
	ERA Franchise Systems LLC
	800163
	13357

	ERA
	St. Vincent and the Grenadines
	ERA Franchise Systems LLC
	236/2006
	236/2006

	ERA & New House Design (series of 3)
	St. Vincent and the Grenadines
	ERA Franchise Systems LLC
	 
	129 OF 1998

	ERA
	Suriname
	ERA Franchise Systems LLC
	22046
	 

	ERA & New House Design
	Suriname
	ERA Franchise Systems LLC
	22044
	 

	ERA
	Sweden
	ERA Franchise Systems Inc
	95-04899
	308825

	ERA
	Switzerland
	ERA Franchise Systems LLC
	54080/2003
	515800

	ERA & New House Design
	Switzerland
	ERA Franchise Systems LLC
	01739/2001
	486736

	ERA & New House Design
	Switzerland
	ERA Franchise Systems LLC
	54079/2003
	515779

	ERA
	Taiwan
	ERA Franchise Systems LLC
	79-46327
	51875

	ERA & New House Design (white on black)
	Taiwan
	ERA Franchise Systems LLC
	86025221
	100963

	ERA
	Tangier
	ERA Franchise Systems Inc
	32105
	32105

	ERA
	Tangier
	ERA Franchise Systems Inc
	32106
	32106

	ERA & New House Design
	Tangier
	ERA Franchise Systems Inc
	32107
	32107

	ERA & New House Design
	Tangier
	ERA Franchise Systems Inc
	32108
	32108

	ERA & New House Design (black on white)
	Thailand
	ERA Franchise Systems Inc
	335635
	Bor6378

	ERA
	Trinidad and Tobago
	ERA Franchise Systems LLC
	28261
	28261

	ERA & New House Design (black & white)
	Trinidad and Tobago
	ERA Franchise Systems LLC
	28262
	28262

	ERA
	Tunisia
	ERA Franchise Systems Inc
	EE042636
	EE042636

	ERA REAL ESTATE & New House Design
	Tunisia
	ERA Franchise Systems Inc
	EE042637
	EE042637

	ERA
	Turkey
	ERA Franchise Systems LLC
	50587
	50587

	ERA
	Turkey
	ERA Franchise Systems LLC
	61342
	61342

	ERA & New House Design
	Turkey
	ERA Franchise Systems LLC
	50588
	50588

	ERA & New House Design
	Turkey
	ERA Franchise Systems LLC
	61343
	61343

	ERA GRUP and Design
	Turkey
	ERA Franchise Systems LLC
	2002/35722
	2002/35722

	ERA
	Turkish Republic of Northern Cyprus
	ERA Franchise Systems LLC
	7900
	7900

	ERA & New House Design
	Turkish Republic of Northern Cyprus
	ERA Franchise Systems LLC
	7901
	7901

	ERA
	Turks and Caicos Islands
	ERA Franchise Systems Inc
	11691
	11691





II -55



	
					
	ERA
	Turks and Caicos Islands
	ERA Franchise Systems Inc
	12413
	12413

	ERA & New House Design
	Turks and Caicos Islands
	ERA Franchise Systems Inc
	11798
	11798

	ERA & New House Design (in series)
	Turks and Caicos Islands
	ERA Franchise Systems Inc
	12414
	12414

	ERA
	Uganda
	ERA Franchise Systems LLC
	42871
	42871

	ERA
	Uganda
	ERA Franchise Systems LLC
	42874
	42874

	ERA & New House Design
	Uganda
	ERA Franchise Systems LLC
	42872
	42872

	ERA & New House Design
	Uganda
	ERA Franchise Systems LLC
	42873
	42873

	ERA
	Ukraine
	ERA Franchise Systems LLC
	M200900156
	135709

	ERA & New House Design
	Ukraine
	ERA Franchise Systems LLC
	M200900157
	135710

	ERA & New House Design
	Ukraine
	ERA Franchise Systems LLC
	M201017824B
	 

	ERA
	United Arab Emirates
	ERA Franchise Systems LLC
	148754
	 

	ERA
	United Arab Emirates
	ERA Franchise Systems LLC
	148755
	 

	ERA
	United Arab Emirates
	ERA Franchise Systems Inc
	56947
	48035

	ERA
	United Arab Emirates
	ERA Franchise Systems Inc
	56948
	48034

	ERA & New House Design
	United Arab Emirates
	ERA Franchise Systems LLC
	148756
	 

	ERA & New House Design
	United Arab Emirates
	ERA Franchise Systems LLC
	148757
	 

	ERA & New House Design
	United Arab Emirates
	ERA Franchise Systems Inc
	56782
	48033

	ERA & New House Design
	United Arab Emirates
	ERA Franchise Systems Inc
	56783
	48078

	ERA
	United Kingdom
	ERA Franchise Systems LLC
	1584675
	1584675

	ERA
	United Kingdom
	ERA Franchise Systems LLC
	2165216
	2165216

	ERA & New House Design (color)
	United Kingdom
	ERA Franchise Systems LLC
	2393362
	2393362

	ERA & New House Design (series of 3)
	United Kingdom
	ERA Franchise Systems LLC
	2132336
	2132336

	1ST IN SERVICE
	United States
	ERA Franchise Systems LLC
	78710978
	3192163

	A SMARTER COMMUNITY
	United States
	ERA Franchise Systems LLC
	85026180
	 

	ALL YOU NEED TO KNOW
	United States
	ERA Franchise Systems LLC
	78397567
	3335898

	ALWAYS THERE FOR YOU
	United States
	ERA Franchise Systems LLC
	75746258
	2477197

	ANSWERS
	United States
	ERA Franchise Systems LLC
	74185466
	1756219

	BLUEPRINT FOR SUCCESS
	United States
	ERA Franchise Systems LLC
	77015719
	3371366

	DIRECT ACCESS
	United States
	ERA Franchise Systems LLC
	78729761
	3443282

	ELECTRONIC REALTY ASSOCIATES
	United States
	ERA Franchise Systems LLC
	77367524
	3621544

	ERA
	United States
	ERA Franchise Systems LLC
	73113461
	1078060

	ERA
	United States
	ERA Franchise Systems LLC
	73388791
	1251827





II -56



	
					
	ERA
	United States
	ERA Franchise Systems LLC
	78008652
	2691643

	ERA
	United States
	ERA Franchise Systems LLC
	78599896
	3073417

	ERA & New House Design (black on white)
	United States
	ERA Franchise Systems LLC
	75269373
	2875845

	ERA & New House Design (black on white)
	United States
	ERA Franchise Systems LLC
	78599899
	3073418

	ERA & New House Design (in color)
	United States
	ERA Franchise Systems LLC
	77093228
	3316400

	ERA & New House Design (white on black)
	United States
	ERA Franchise Systems LLC
	75250116
	2121860

	ERA (New House Design)
	United States
	ERA Franchise Systems LLC
	78641980
	3135362

	ERA 1ST IN SERVICE JIM JACKSON MEMORIAL AWARD & Design
	United States
	ERA Franchise Systems LLC
	76284300
	2594245

	ERA GOLD STAR PROPERTY
	United States
	ERA Franchise Systems LLC
	85467451
	 

	ERA HOME PROTECTION PLAN
	United States
	ERA Franchise Systems LLC
	78018755
	2576242

	ERA LEARNING EXCHANGE
	United States
	ERA Franchise Systems LLC
	85256527
	4022857

	ERA POWERED
	United States
	ERA Franchise Systems LLC
	77941481
	 

	ERA REAL ESTATE & New House Design
	United States
	ERA Franchise Systems LLC
	78575216
	3082137

	ERA REAL ESTATE HOME PROTECTION PLAN & Design
	United States
	ERA Franchise Systems LLC
	78035233
	2612765

	ERA REAL ESTATE NATIONAL MILITARY BROKER NETWORK & Design
	United States
	ERA Franchise Systems LLC
	78058980
	2635317

	ERA REAL ESTATE POWERED
	United States
	ERA Franchise Systems LLC
	85227394
	 

	ERA REAL ESTATE POWERED
	United States
	ERA Franchise Systems LLC
	85227422
	 

	ERA REAL ESTATE POWERED & House Design (in color)
	United States
	ERA Franchise Systems LLC
	85227425
	 

	ERA REAL ESTATE POWERED & House Design (in color)
	United States
	ERA Franchise Systems LLC
	85228426
	 

	ERA REAL ESTATE RESORT PROPERTIES INTERNATIONAL & Design
	United States
	ERA Franchise Systems LLC
	76243766
	2563583

	ERA SEARCHROUTER
	United States
	ERA Franchise Systems LLC
	78550994
	3525685

	ERA SELECT SERVICES
	United States
	ERA Franchise Systems LLC
	75809994
	2737148

	ERA TOPRECRUITER
	United States
	ERA Franchise Systems LLC
	85238595
	4022536

	GOLD STAR ON THE GO
	United States
	ERA Franchise Systems LLC
	85467453
	 

	I WILL SELL YOUR HOUSE OR ERA WILL BUY IT
	United States
	ERA Franchise Systems LLC
	78293264
	2958388

	IF WE DON'T SELL YOUR HOUSE, ERA WILL BUY IT!
	United States
	ERA Franchise Systems LLC
	74073209
	1646268

	IF WE DON'T SELL YOUR HOUSE, WE'LL BUY IT
	United States
	ERA Franchise Systems LLC
	76075358
	3843416





II -57



	
					
	IT'S THE LITTLE THINGS WE DO
	United States
	ERA Franchise Systems LLC
	78915320
	3233314

	NEW THRESHOLDS
	United States
	ERA Franchise Systems LLC
	 
	 

	NMBN
	United States
	ERA Franchise Systems LLC
	74183282
	1753385

	SELECT SERVICES & Design
	United States
	ERA Franchise Systems LLC
	85467460
	 

	SELLERS SECURITY
	United States
	ERA Franchise Systems LLC
	78425874
	2983252

	SELLERS SECURITY (Stylized)
	United States
	ERA Franchise Systems LLC
	73261423
	1196433

	SIEMPRE CONTIGO
	United States
	ERA Franchise Systems LLC
	78445125
	3080693

	TEAMERA
	United States
	ERA Franchise Systems LLC
	74073379
	1645223

	TEAMERA
	United States
	ERA Franchise Systems LLC
	85298427
	4066650

	TEAMERA.COM
	United States
	ERA Franchise Systems LLC
	85256525
	4022856

	TOP GUN
	United States
	ERA Franchise Systems LLC
	74153559
	1757264

	TOP TEAM
	United States
	ERA Franchise Systems LLC
	76243776
	2706182

	VISIONS OF LUXURY
	United States
	ERA Franchise Systems LLC
	78764214
	3555334

	WE WILL SELL YOUR HOUSE OR ERA WILL BUY IT
	United States
	ERA Franchise Systems LLC
	75483140
	2464187

	ERA
	Uruguay
	ERA Franchise Systems LLC
	399067
	399067

	ERA & New House Design
	Uruguay
	ERA Franchise Systems LLC
	399066
	399066

	ERA- ELECTRONIC REALTY ASSOCIATES
	Uruguay
	ERA Franchise Systems Inc
	251848
	251848

	ERA
	Venezuela
	ERA Franchise Systems LLC
	14810-09
	 

	ERA
	Venezuela
	ERA Franchise Systems LLC
	14812-09
	 

	ERA & New House Design
	Venezuela
	ERA Franchise Systems LLC
	14809-09
	 

	ERA & New House Design
	Venezuela
	ERA Franchise Systems LLC
	14811-09
	 

	ERA
	Viet Nam
	ERA Franchise Systems LLC
	43364
	38625

	ERA & New House Design (black on white)
	Viet Nam
	ERA Franchise Systems LLC
	43365
	38627

	ERA
	Virgin Islands (British)
	ERA Franchise Systems LLC
	1684
	1684

	ERA & New House Design (series of 3)
	Virgin Islands (British)
	ERA Franchise Systems LLC
	1685
	1685






*ERA Franchise Systems, Inc. converted its entity type and name to ERA Franchise Systems LLC on July 2, 2007.  The recordal of that change is being instructed as renewals or other actions are taken.

II -58



Coldwell Banker Real Estate LLC
Trademark Applications and Registrations	
					
	Trademark
	Country Name
	Owner Name
	Application No.
	Registration No.

	@ Symbol & Stick Man Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78578972
	3063270

	BEST OF BLUE
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85468323
	 

	BLUE EDGE REALTY
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78029778
	2605955

	BLUE MATTER
	United States
	COLDWELL BANKER REAL ESTATE LLC
	77948751
	3860242

	BLUESCAPE
	United States
	COLDWELL BANKER REAL ESTATE LLC
	77773000
	3857933

	BLUEVIEW
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85468324
	 

	CB & Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	73210971
	1153366

	CB COLDWELL BANKER COMMERCIAL & Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78655402
	3179803

	CBC
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78235734
	3030080

	CEO SERIES & Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78330003
	3038517

	COLDWELL
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85525663
	 

	COLDWELL BANKER
	United States
	COLDWELL BANKER REAL ESTATE LLC
	75152362
	2057608

	COLDWELL BANKER
	United States
	COLDWELL BANKER REAL ESTATE LLC
	73211116
	1154155

	COLDWELL BANKER
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78008563
	2453334

	COLDWELL BANKER
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78655395
	3100659

	COLDWELL BANKER CB & Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	75152363
	2059501

	COLDWELL BANKER CB & Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	73346790
	1215241

	COLDWELL BANKER CB & Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78655400
	3179802

	COLDWELL BANKER CB & Design in 3D
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85528560
	 

	COLDWELL BANKER CB & Design in 3D
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85528627
	 

	COLDWELL BANKER CB & Design in 3D
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85529273
	 

	COLDWELL BANKER CB & Design HOME LOANS
	United States
	COLDWELL BANKER REAL ESTATE LLC
	77870433
	3810666

	COLDWELL BANKER CB & Design MORTGAGE
	United States
	COLDWELL BANKER REAL ESTATE LLC
	77870426
	3810664





II -59



	
					
	COLDWELL BANKER COMMERCIAL
	United States
	COLDWELL BANKER REAL ESTATE LLC
	75120713
	2059364

	COLDWELL BANKER COMMERCIAL
	United States
	COLDWELL BANKER REAL ESTATE LLC
	73787763
	1598908

	COLDWELL BANKER COMMERCIAL
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78655398
	3254878

	COLDWELL BANKER COMMERCIAL CB & Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78080719
	2745034

	COLDWELL BANKER COMMERCIAL CB & Design in 3D
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85529640
	 

	COLDWELL BANKER COMMERCIAL CB & Design in 3D
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85529643
	 

	COLDWELL BANKER COMMERCIAL CB & Design in 3D
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85530549
	 

	COLDWELL BANKER COMMERCIAL MARKETCONNECT & Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78677295
	3191841

	COLDWELL BANKER CONCIERGE
	United States
	COLDWELL BANKER REAL ESTATE LLC
	75630167
	2576448

	COLDWELL BANKER CONCIERGE
	United States
	COLDWELL BANKER REAL ESTATE LLC
	75588856
	2472004

	COLDWELL BANKER ISLAND TITLE AGENCY, LLC
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85329908
	4070768

	COLDWELL BANKER MID-ATLANTIC TITLE
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85329489
	4070767

	COLDWELL BANKER ON LOCATION
	United States
	COLDWELL BANKER REAL ESTATE LLC
	77721965
	3786028

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78032990
	2529955

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78655389
	3093311

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78655792
	3093312

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78638810
	3170029

	COLDWELL BANKER RESIDENTIAL BROKERAGE ACCREDITED REAL...
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78641891
	3276900

	COLDWELL BANKER SETTLEMENT SERVICES & Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85329486
	4070766

	COLDWELL BANKER UNIVERSITY
	United States
	COLDWELL BANKER REAL ESTATE LLC
	74425646
	1842126

	COLDWELL BANKER UNIVERSITY & Cap in Circle Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85179678
	4005411

	COLDWELL BANKER UNIVERSITY & New Seal Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78783829
	3231639





II -60



	
					
	COLDWELL BANKER UNIVERSITY & Old Book, Seal Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	74421411
	1876968

	COLDWELL BANKER WESTCHESTER TITLE AGENCY, LLC
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85329483
	4070765

	COMMERCIALUNIVERSITY & Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85304756
	4063162

	GENERATION BLUE
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85179695
	 

	GENERATION BLUE
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85179686
	 

	GENERATION BLUE EXPERIENCE
	United States
	COLDWELL BANKER REAL ESTATE LLC
	85179682
	3985404

	GUARDIAN
	United States
	COLDWELL BANKER REAL ESTATE LLC
	74102195
	1823333

	HELPING OTHERS THROUGHOUT THE HOLIDAY SEASON
	United States
	COLDWELL BANKER REAL ESTATE LLC
	74561955
	1959391

	HOMEMATCH
	United States
	COLDWELL BANKER REAL ESTATE LLC
	74535397
	2034125

	MARKETCONNECT
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78677274
	3260105

	MYCONNECT1
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78745689
	3151006

	PERSONAL RETRIEVER
	United States
	COLDWELL BANKER REAL ESTATE LLC
	75380191
	2235393

	PERSONAL RETRIEVER Sign Rider Design
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78182148
	3102893

	PRESERVING THE TRUST
	United States
	COLDWELL BANKER REAL ESTATE LLC
	74393851
	1823177

	PREVIEWS
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78768439
	3219716

	PREVIEWS (Stylized)
	United States
	COLDWELL BANKER REAL ESTATE LLC
	71620930
	565757

	TECHEASE
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78466926
	3011158

	THE CONDO STORE
	United States
	COLDWELL BANKER REAL ESTATE LLC
	75358857
	2217143

	THE HOME TEAM
	United States
	COLDWELL BANKER REAL ESTATE LLC
	73488934
	1428703

	WE NEVER STOP MOVING
	United States
	COLDWELL BANKER REAL ESTATE LLC
	77210512
	3577104

	YOUR PERFECT PARTNER
	United States
	COLDWELL BANKER REAL ESTATE LLC
	78278195
	2865193









II -61



Oncor International LLC
Trademark Applications and Registrations


	
					
	Trademark
	Country Name
	Owner Name
	Application No.
	Registration No.

	ONCOR
	Argentina
	ONCOR International LLC
	2783218
	2256909

	ONCOR INTERNATIONAL
	Argentina
	ONCOR International LLC
	2820206
	2317063

	ONCOR
	Austria
	ONCOR International LLC
	AM1732/91
	138698

	ONCOR
	Benelux
	ONCOR International LLC
	0762072
	494820

	ONCOR
	Canada
	ONCOR International LLC
	0679560
	TMA 402851

	ONCOR INTERNATIONAL
	Canada
	ONCOR International LLC
	1399319
	TMA 763816

	ONCOR INTERNATIONAL
	Chile
	ONCOR International LLC
	825414
	859642

	ONCOR INTERNATIONAL
	China (People's Republic)
	ONCOR International LLC
	6789536
	6789536

	ONCOR
	Denmark
	ONCOR International LLC
	VA025851991
	VR 1992-2228

	ONCOR INTERNATIONAL
	European Community
	ONCOR International LLC
	006559637
	006559637

	ONCOR
	France
	ONCOR International LLC
	279319
	1654955

	ONCOR INTERNATIONAL
	Georgia
	ONCOR International LLC
	AM 048108
	M19614

	ONCOR
	Germany
	ONCOR International LLC
	014895/36
	2014339

	ONCOR INTERNATIONAL
	India
	ONCOR International LLC
	1682282
	1682282

	ONCOR INTERNATIONAL
	Mexico
	ONCOR International LLC
	942988
	1100658

	ONCOR
	Moldova
	ONCOR International LLC
	021830
	17143

	ONCOR INTERNATIONAL
	Moldova
	ONCOR International LLC
	023396
	18736

	ONCOR INTERNATIONAL
	Norway
	ONCOR International LLC
	200805303
	247077

	ONCOR
	Romania
	ONCOR International LLC
	M200706879
	87353

	ONCOR INTERNATIONAL
	Russian Federation
	ONCOR International LLC
	2008712902
	389853

	ONCOR INTERNATIONAL
	South Africa
	ONCOR International LLC
	2008/09394
	2008/09394

	ONCOR
	Spain
	ONCOR International LLC
	1629294
	1690794

	ONCOR
	Switzerland
	ONCOR International LLC
	51639/2007
	557214

	ONCOR INTERNATIONAL
	Switzerland
	ONCOR International LLC
	55412 2008
	584573

	ONCOR INTERNATIONAL
	Turkey
	ONCOR International LLC
	37314
	2008/37314

	ONCOR INTERNATIONAL
	Ukraine
	ONCOR International LLC
	m200811768
	119318

	ONCOR
	United Kingdom
	ONCOR International LLC
	1460939
	1460939

	ONCOR
	United States
	ONCOR International LLC
	74106241
	1702621

	ONCOR INTERNATIONAL & Design
	United States
	ONCOR International LLC
	74172070
	1703690

	ONCOR Logo
	United States
	ONCOR International LLC
	78372985
	2966768





II -62



Coldwell Banker LLC
	
					
	Trademark
	Country Name
	Owner Name
	Application No.
	Registration No.

	COLDWELL BANKER
	Anguilla
	Coldwell Banker LLC
	 
	2912

	COLDWELL BANKER CB & Design
	Anguilla
	Coldwell Banker LLC
	 
	2911

	COLDWELL BANKER COMMERCIAL & Design
	Anguilla
	Coldwell Banker LLC
	 
	3014

	COLDWELLBANKER.COM.AR
	Argentina
	Coldwell Banker LLC
	 
	 

	COLDWELL BANKER
	Aruba
	Coldwell Banker LLC
	 
	18942

	COLDWELL BANKER CB & Design
	Aruba
	Coldwell Banker LLC
	 
	18943

	COLDWELL BANKER COMMERCIAL
	Aruba
	Coldwell Banker LLC
	 
	19673

	COLDWELL BANKER PREVIEWS
	Aruba
	Coldwell Banker LLC
	 
	18897

	COLDWELL BANKER CB & Design
	Belize
	Coldwell Banker LLC
	 
	8007

	COLDWELL BANKER
	Bolivia
	Coldwell Banker LLC
	 
	79121

	COLDWELL BANKER
	Bolivia
	Coldwell Banker LLC
	 
	80144

	COLDWELL BANKER CB & Design
	Bolivia
	Coldwell Banker LLC
	 
	80147

	COLDWELL BANKER CB & Design
	Bolivia
	Coldwell Banker LLC
	 
	78890

	COLDWELL BANKER COMMERCIAL
	Bolivia
	Coldwell Banker LLC
	 
	80145

	COLDWELL BANKER COMMERCIAL
	Bolivia
	Coldwell Banker LLC
	 
	80146

	COLDWELL BANKER PREVIEWS
	Bolivia
	Coldwell Banker LLC
	 
	79119

	COLDWELL BANKER PREVIEWS
	Bolivia
	Coldwell Banker LLC
	 
	79120

	COLDWELLBANKER.COM.BR
	Brazil
	Coldwell Banker LLC
	 
	 

	COLDWELL BANKER
	Cayman Islands
	Coldwell Banker LLC
	 
	1346215

	COLDWELL BANKER CB & Design
	Cayman Islands
	Coldwell Banker LLC
	 
	1273340

	COLDWELL BANKER COMMERCIAL & Design
	Cayman Islands
	Coldwell Banker LLC
	 
	1346216

	COLDWELL BANKER PREVIEWS
	Cayman Islands
	Coldwell Banker LLC
	 
	2150408

	coldwellbanker.cl
	Chile
	Coldwell Banker LLC
	 
	 

	COLDWELL BANKER
	Costa Rica
	Coldwell Banker LLC
	 
	111085

	COLDWELL BANKER
	Costa Rica
	Coldwell Banker LLC
	 
	111083





II -63



	
					
	COLDWELL BANKER CB & Design
	Costa Rica
	Coldwell Banker LLC
	 
	111106

	COLDWELL BANKER CB & Design
	Costa Rica
	Coldwell Banker LLC
	 
	111986

	COLDWELL BANKER COMMERCIAL
	Costa Rica
	Coldwell Banker LLC
	 
	111086

	COLDWELL BANKER COMMERCIAL
	Costa Rica
	Coldwell Banker LLC
	 
	111088

	COLDWELL BANKER PREVIEWS
	Costa Rica
	Coldwell Banker LLC
	 
	111087

	COLDWELL BANKER PREVIEWS
	Costa Rica
	Coldwell Banker LLC
	 
	111084

	COLDWELL BANKER COMMERCIAL
	Dominican Republic
	Coldwell Banker Corporation
	 
	99423

	COLDWELL BANKER COMMERCIAL
	Dominican Republic
	Coldwell Banker Corporation
	 
	98889

	CB & Design
	France
	Coldwell Banker LLC
	 
	1205212

	COLDWELL BANKER
	Grenada
	Coldwell Banker LLC
	 
	250/1997

	COLDWELL BANKER
	Grenada
	Coldwell Banker LLC
	 
	251/1997

	COLDWELL BANKER CB & Design
	Grenada
	Coldwell Banker LLC
	 
	249/1997

	CB & Design
	Italy
	Coldwell Banker LLC
	 
	1004265

	COLDWELL BANKER
	Italy
	Coldwell Banker LLC
	 
	1004264

	COLDWELL BANKER
	Lebanon
	Coldwell Banker LLC
	 
	91112

	COLDWELL BANKER CB & Design
	Lebanon
	Coldwell Banker LLC
	 
	91110

	COLDWELL BANKER COMMERCIAL
	Lebanon
	Coldwell Banker LLC
	 
	91109

	COLDWELL BANKER COMMERCIAL CB & Design
	Lebanon
	Coldwell Banker LLC
	 
	91111

	COLDWELL BANKER
	Liechtenstein
	Coldwell Banker LLC
	 
	11457

	COLDWELL BANKER CB & Design
	Liechtenstein
	Coldwell Banker LLC
	 
	11456

	COLDWELL BANKER COMMERCIAL
	Liechtenstein
	Coldwell Banker LLC
	 
	11455

	COLDWELL BANKER PREVIEWS
	Liechtenstein
	Coldwell Banker LLC
	 
	11458

	COLDWELL BANKER
	Montserrat
	Coldwell Banker LLC
	 
	3166

	COLDWELL BANKER CB & Design
	Montserrat
	Coldwell Banker LLC
	 
	3167

	COLDWELL BANKER COMMERCIAL & Design
	Montserrat
	Coldwell Banker LLC
	 
	 

	COLDWELL BANKER
	Puerto Rico
	Coldwell Banker LLC
	 
	 





II -64



	
					
	COLDWELL BANKER CB & Design
	Puerto Rico
	Coldwell Banker LLC
	 
	 

	COLDWELL BANKER
	Solomon Islands
	Coldwell Banker LLC
	 
	1879

	COLDWELL BANKER CB & Design
	Solomon Islands
	Coldwell Banker LLC
	 
	1740

	COLDWELL BANKER COMMERCIAL
	Solomon Islands
	Coldwell Banker LLC
	 
	1739

	COLDWELL BANKER
	St. Vincent and the Grenadines
	Coldwell Banker LLC
	 
	220/97

	COLDWELL BANKER
	St. Vincent and the Grenadines
	Coldwell Banker LLC
	 
	221/97

	COLDWELL BANKER CB & Design
	St. Vincent and the Grenadines
	Coldwell Banker Corporation
	 
	222/97

	COLDWELL BANKER COMMERCIAL & Design
	St. Vincent and the Grenadines
	Coldwell Banker Corporation
	 
	125/98

	COLDWELL BANKER
	Suriname
	Coldwell Banker LLC
	 
	16176

	COLDWELL BANKER CB & Design
	Suriname
	Coldwell Banker LLC
	 
	16174

	COLDWELL BANKER COMMERCIAL
	Suriname
	Coldwell Banker LLC
	 
	16178

	COLDWELL BANKER PREVIEWS
	Suriname
	Coldwell Banker LLC
	 
	16177

	CB
	Switzerland
	Coldwell Banker LLC
	 
	322480

	COLDWELL BANKER
	Switzerland
	Coldwell Banker LLC
	 
	322319

	COLDWELL BANKER
	Tuvalu
	Coldwell Banker Corporation
	 
	TM854

	COLDWELL BANKER CB & Design
	Tuvalu
	Coldwell Banker Corporation
	 
	TM853

	COLDWELL BANKER COMMERCIAL
	Tuvalu
	Coldwell Banker Corporation
	 
	TM852

	COLDWELL BANKER PREVIEWS
	Tuvalu
	Coldwell Banker Corporation
	 
	TM913

	COLDWELL BANKER
	Virgin Islands (British)
	Coldwell Banker LLC
	 
	3169

	COLDWELL BANKER CB & Design
	Virgin Islands (British)
	Coldwell Banker LLC
	 
	3177

	COLDWELL BANKER COMMERCIAL
	Virgin Islands (British)
	Coldwell Banker LLC
	 
	1641

	COLDWELL BANKER PREVIEWS
	Virgin Islands (British)
	Coldwell Banker LLC
	 
	3301

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Costa Rica
	Coldwell Banker LLC
	5958
	165288

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Costa Rica
	Coldwell Banker LLC
	5959
	165450

	COLDWELL BANKER COMMERCIAL
	Tonga
	Coldwell Banker LLC
	181
	275





II -65



	
					
	COLDWELL BANKER PREVIEWS
	Tonga
	Coldwell Banker LLC
	182
	276

	COLDWELL BANKER CB & Design
	Tonga
	Coldwell Banker LLC
	183
	277

	COLDWELL BANKER
	Tonga
	Coldwell Banker LLC
	184
	278

	COLDWELL BANKER IMMOBILIER & Design
	France
	Coldwell Banker LLC
	306099
	306099

	COLDWELL BANKER YOUR PERFECT PARTNER
	European Community
	Coldwell Banker LLC
	8688855
	8688855

	COLDWELL BANKER WE NEVER STOP MOVING
	European Community
	Coldwell Banker LLC
	8689201
	8689201

	COLDWELL BANKER COMMERCIAL
	Andorra
	Coldwell Banker LLC
	14019
	14019

	COLDWELL BANKER PREVIEWS
	Andorra
	Coldwell Banker LLC
	14020
	14020

	COLDWELL BANKER
	Andorra
	Coldwell Banker LLC
	14021
	14021

	COLDWELL BANKER CB & Design
	Andorra
	Coldwell Banker LLC
	14022
	14022

	COLDWELL BANKER COMMERCIAL
	Denmark
	Coldwell Banker LLC
	01632/98
	VR 1999 02177

	COLDWELL BANKER PREVIEWS
	Denmark
	Coldwell Banker LLC
	01633/98
	VR 1999 02178

	COLDWELL BANKER CB & Design
	Denmark
	Coldwell Banker LLC
	01635/98
	VR 1999 02180

	COLDWELL BANKER
	Monaco
	Coldwell Banker LLC
	19080
	9818972

	COLDWELL BANKER CB & Design
	Moldova
	Coldwell Banker LLC
	19694
	17082

	COLDWELL BANKER COMMERCIAL
	Moldova
	Coldwell Banker LLC
	19695
	16863

	COLDWELL BANKER
	Moldova
	Coldwell Banker LLC
	19696
	16860

	COLDWELL BANKER COMMERCIAL CB & Design
	Moldova
	Coldwell Banker LLC
	19697
	17083

	COLDWELL BANKER COMMERCIAL
	Venezuela
	Coldwell Banker Corporation
	Feb-99
	215483

	COLDWELL BANKER COMMERCIAL
	St. Kitts and Nevis
	Coldwell Banker Corporation
	384
	2005/0384

	COLDWELL BANKER
	St. Kitts and Nevis
	Coldwell Banker Corporation
	385
	2005/0385

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	St. Kitts and Nevis
	Coldwell Banker Corporation
	386
	2005/0386

	COLDWELL BANKER CB & Design
	St. Kitts and Nevis
	Coldwell Banker Corporation
	387
	2005/0387

	COLDWELL BANKER COMMERCIAL
	Venezuela
	Coldwell Banker Corporation
	Mar-99
	11041





II -66



	
					
	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Jamaica
	Coldwell Banker Corporation
	467660
	47660

	COLDWELL BANKER
	Turkmenistan
	Coldwell Banker LLC
	485
	10240

	COLDWELL BANKER CB & Design
	Turkmenistan
	Coldwell Banker LLC
	486
	10244

	COLDWELL BANKER COMMERCIAL
	Turkmenistan
	Coldwell Banker LLC
	487
	10242

	COLDWELL BANKER COMMERCIAL CB & Design
	Turkmenistan
	Coldwell Banker LLC
	488
	10243

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Turkmenistan
	Coldwell Banker LLC
	489
	10241

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Nicaragua
	Coldwell Banker LLC
	05-03745
	602020

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Dominican Republic
	Coldwell Banker Corporation
	5073399
	2005-73399

	COLDWELL BANKER
	Algeria
	Coldwell Banker Corporation
	51140
	68967

	COLDWELL BANKER COMMERCIAL
	Algeria
	Coldwell Banker Corporation
	51141
	68968

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Algeria
	Coldwell Banker Corporation
	51142
	68969

	COLDWELL BANKER CB & Design
	Algeria
	Coldwell Banker Corporation
	51143
	68970

	COLDWELL BANKER
	Denmark
	Coldwell Banker LLC
	06134/1998
	VR 1999 02179

	COLDWELL BANKER
	Benelux
	Coldwell Banker LLC
	67090
	462767

	COLDWELL BANKER COMMERCIAL & Design
	Benelux
	Coldwell Banker LLC
	67091
	463574

	COLDWELL BANKER PREVIEWS
	Peru
	Coldwell Banker LLC
	68026
	50117

	COLDWELL BANKER COMMERCIAL
	Peru
	Coldwell Banker LLC
	68027
	50118

	COLDWELL BANKER PREVIEWS
	Peru
	Coldwell Banker LLC
	68109
	16045

	COLDWELL BANKER COMMERCIAL
	Peru
	Coldwell Banker LLC
	68111
	16046

	EVERY DAY UNTIL IT'S SOLD
	Canada
	Coldwell Banker Canada Operations ULC
	810410
	473534

	WE KEEP OUR PROMISES, OR YOU DON'T KEEP US
	Canada
	Coldwell Banker Canada Operations ULC
	837396
	485716





II -67



	
					
	COLDWELL BANKER MAKELAARS & Design
	Benelux
	Coldwell Banker LLC
	980610
	692777

	COLDWELL BANKER COMMERCIAL CB & Design
	Canada
	Coldwell Banker LLC
	1007132
	562602

	COLDWELL BANKER
	Australia
	Coldwell Banker LLC
	1001041
	1001041

	COLDWELL MORTGAGE
	Australia
	Coldwell Banker LLC
	1001042
	1001042

	COLDWELL BANKER
	Spain
	Coldwell Banker LLC
	1005730
	1005730

	COLDWELL BANKER
	Spain
	Coldwell Banker LLC
	1005731
	1005731

	CB & Design
	Spain
	Coldwell Banker LLC
	1005732
	1005732

	COLDWELL BANKER PREVIEWS
	Japan
	Coldwell Banker LLC
	10-080816
	4406316

	COLDWELL BANKER COMMERCIAL
	Japan
	Coldwell Banker LLC
	10-080817
	4406317

	COLDWELL BANKER CB & Design
	Japan
	Coldwell Banker LLC
	10-080818
	4406318

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Saudi Arabia
	Coldwell Banker Corporation
	101267
	970/59

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Saudi Arabia
	Coldwell Banker Corporation
	101268
	969/84

	COLDWELL BANKER CONCIERGE
	Canada
	Coldwell Banker LLC
	1021982
	564894

	COLDWELL BANKER
	Vanuatu
	Coldwell Banker LLC
	10311
	10311

	COLDWELL BANKER COMMERCIAL
	Vanuatu
	Coldwell Banker LLC
	10312
	10312

	COLDWELL BANKER CB & Design
	Vanuatu
	Coldwell Banker Corporation
	10313
	10313

	COLDWELL BANKER CB & Design
	Bahamas
	Coldwell Banker Corporation
	10777
	10777

	CB & Design
	Bahamas
	Coldwell Banker Corporation
	10778
	10778

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Australia
	Coldwell Banker LLC
	1084094
	1084094

	COLDWELL BANKER
	BES Islands
	Coldwell Banker LLC
	1091
	 

	COLDWELL BANKER COMMERCIAL
	BES Islands
	Coldwell Banker LLC
	1092
	 

	COLDWELL BANKER CB & Design
	BES Islands
	Coldwell Banker LLC
	1093
	 

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	BES Islands
	Coldwell Banker LLC
	1094
	 





II -68



	
					
	COLDWELL BANKER
	Hong Kong
	Coldwell Banker Corporation
	10946/98
	5705

	COLDWELL BANKER COMMERCIAL
	Hong Kong
	Coldwell Banker Corporation
	10947/98
	9130

	COLDWELL BANKER CB & Design
	Hong Kong
	Coldwell Banker Corporation
	10948/98
	9131

	COLDWELL BANKER PREVIEWS
	Hong Kong
	Coldwell Banker Corporation
	10949/98
	9681

	COLDWELL BANKER PREVIEWS
	Hong Kong
	Coldwell Banker Corporation
	10950/98
	9682

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Kosovo
	Coldwell Banker Corporation
	1102
	273

	COLDWELL BANKER
	Kosovo
	Coldwell Banker Corporation
	1103
	274

	COLDWELL BANKER CB & Design
	Kosovo
	Coldwell Banker Corporation
	1104
	275

	COLDWELL BANKER COMMERCIAL
	Kosovo
	Coldwell Banker Corporation
	1105
	276

	COLDWELL BANKER
	Sweden
	Coldwell Banker LLC
	11192
	404352

	COLDWELL BANKER CB & Design
	Sweden
	Coldwell Banker LLC
	11193
	404353

	ULTIMATE RELOCATION SERVICES
	Canada
	Coldwell Banker Canada Operations ULC
	1130378
	634191

	COLDWELL BANKER
	Turks and Caicos Islands
	Coldwell Banker Corporation
	11494
	11494

	COLDWELL BANKER CB & Design
	Turks and Caicos Islands
	Coldwell Banker Corporation
	11495
	11495

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Bulgaria
	Coldwell Banker LLC
	115589
	77554

	COLDWELL BANKER
	Viet Nam
	Coldwell Banker LLC
	11559
	9887

	COLDWELL BANKER COMMERCIAL
	Bulgaria
	Coldwell Banker LLC
	115590
	77555

	COLDWELL BANKER
	Bulgaria
	Coldwell Banker LLC
	115591
	 

	COLDWELL BANKER CB & Design
	Bulgaria
	Coldwell Banker LLC
	115592
	 

	COLDWELL BANKER CB & Design
	Viet Nam
	Coldwell Banker LLC
	11560
	9888

	CB & Design
	United Kingdom
	Coldwell Banker LLC
	1177297
	1177297

	COLDWELL BANKER PREVIEWS
	Turks and Caicos Islands
	Coldwell Banker Corporation
	12312
	12312

	COLDWELL BANKER
	Turks and Caicos Islands
	Coldwell Banker Corporation
	12408
	12408

	COLDWELL BANKER CB & Design
	Turks and Caicos Islands
	Coldwell Banker Corporation
	12409
	12409

	COLDWELL BANKER
	India
	Coldwell Banker Corporation
	1241393
	1241393





II -69



	
					
	COLDWELL BANKER CB & Design
	India
	Coldwell Banker Corporation
	1241395
	1241395

	COLDWELL BANKER PREVIEWS
	Turks and Caicos Islands
	Coldwell Banker Corporation
	12475
	12475

	COLDWELL BANKER COMMERCIAL
	Israel
	Coldwell Banker LLC
	125380
	125380

	COLDWELL BANKER PREVIEWS
	Israel
	Coldwell Banker LLC
	125381
	125381

	COLDWELL BANKER
	Israel
	Coldwell Banker LLC
	125382
	125382

	COLDWELL BANKER COMMERCIAL
	Israel
	Coldwell Banker LLC
	125383
	125383

	COLDWELL BANKER PREVIEWS
	Israel
	Coldwell Banker LLC
	125384
	125384

	COLDWELL BANKER
	Israel
	Coldwell Banker LLC
	125385
	125385

	COLDWELL BANKER PREVIEWS
	Turkey
	Coldwell Banker LLC
	12673
	205807

	COLDWELL BANKER PREVIEWS
	Turkey
	Coldwell Banker LLC
	12674
	200328

	COLDWELL BANKER COMMERCIAL
	Turkey
	Coldwell Banker LLC
	12675
	202490

	COLDWELL BANKER COMMERCIAL
	Turkey
	Coldwell Banker LLC
	12676
	202269

	COLDWELL BANKER CB & Design
	Austria
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Benelux
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Bulgaria
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Cyprus, Republic of
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Czech Republic
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Denmark
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Estonia
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	European Community
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Finland
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	France
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Germany
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Greece
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Hungary
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Ireland
	Coldwell Banker LLC
	126821
	126821





II -70



	
					
	COLDWELL BANKER CB & Design
	Italy
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Latvia
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Lithuania
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Malta
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Poland
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Portugal
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Romania
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Slovakia
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Slovenia
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Spain
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	Sweden
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER CB & Design
	United Kingdom
	Coldwell Banker LLC
	126821
	126821

	COLDWELL BANKER
	United Kingdom
	Coldwell Banker LLC
	1273338
	1273338

	CB & Design
	United Kingdom
	Coldwell Banker LLC
	1273339
	1273339

	COLDWELL BANKER CB & Design
	United Kingdom
	Coldwell Banker LLC
	1273340
	1273340

	COLDWELL BANKER COMMERCIAL
	Egypt
	Coldwell Banker LLC
	127337
	127337

	COLDWELL BANKER PREVIEWS
	Egypt
	Coldwell Banker LLC
	127338
	127338

	COLDWELL BANKER
	Egypt
	Coldwell Banker LLC
	127339
	127339

	COLDWELL BANKER CB & Design
	Egypt
	Coldwell Banker LLC
	127340
	127340

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Canada
	Coldwell Banker LLC
	1276998
	723084

	COLDWELL BANKER COMMERCIAL
	India
	Coldwell Banker Corporation
	1289307
	520710

	COLDWELL BANKER COMMERCIAL & Design
	France
	Coldwell Banker LLC
	129049
	1528876

	COLDWELL BANKER CB & Design
	Morocco
	Coldwell Banker LLC
	130999
	130999

	COLDWELL BANKER
	Morocco
	Coldwell Banker LLC
	131001
	131001

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Ghana
	Coldwell Banker LLC
	1325/10
	 





II -71



	
					
	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Ghana
	Coldwell Banker LLC
	1326/10
	 

	COLDWELL BANKER CB & Design
	Ghana
	Coldwell Banker LLC
	1327/10
	 

	COLDWELL BANKER CB & Design
	Ghana
	Coldwell Banker LLC
	1328/10
	 

	COLDWELL BANKER COMMERCIAL CB & Design
	Ghana
	Coldwell Banker LLC
	1329/10
	 

	COLDWELL BANKER COMMERCIAL CB & Design
	Ghana
	Coldwell Banker LLC
	1330/10
	 

	COLDWELL BANKER COMMERCIAL
	Ghana
	Coldwell Banker LLC
	1331/10
	 

	COLDWELL BANKER COMMERCIAL
	Ghana
	Coldwell Banker LLC
	1332/10
	 

	COLDWELL BANKER
	Ghana
	Coldwell Banker LLC
	1333/10
	 

	COLDWELL BANKER
	Ghana
	Coldwell Banker LLC
	1334/10
	 

	COLDWELL BANKER
	United Kingdom
	Coldwell Banker LLC
	1346215
	1346215

	COLDWELL BANKER COMMERCIAL & Design
	United Kingdom
	Coldwell Banker LLC
	1346216
	1346216

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	India
	Coldwell Banker Corporation
	1397467
	1397467

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Turks and Caicos Islands
	Coldwell Banker Corporation
	14098
	14098

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Turks and Caicos Islands
	Coldwell Banker Corporation
	14099
	14099

	CB & Design
	United Kingdom
	Coldwell Banker LLC
	1422532
	1422532

	COLDWELL BANKER
	Greece
	Coldwell Banker Corporation
	144555
	144555

	@ HOME
	Canada
	Coldwell Banker LLC
	1480612
	794137

	COLDWELL BANKER COMMERCIAL CB & Design
	India
	Coldwell Banker Corporation
	1483272
	1483272

	COLDWELL BANKER COMMERCIAL
	India
	Coldwell Banker Corporation
	1483273
	1483273

	COLDWELL BANKER COMMERCIAL CB & Design
	India
	Coldwell Banker Corporation
	1483274
	1483274

	COLDWELL BANKER COMMERCIAL
	Pakistan
	Coldwell Banker Corporation
	150869
	150869





II -72



	
					
	COLDWELL BANKER CB & Design
	Pakistan
	Coldwell Banker Corporation
	150870
	150870

	COLDWELL BANKER PREVIEWS
	Pakistan
	Coldwell Banker Corporation
	150871
	150871

	COLDWELL BANKER
	Pakistan
	Coldwell Banker Corporation
	150872
	150872

	COLDWELL BANKER
	Mexico
	Coldwell Banker LLC
	151921
	461261

	COLDWELL BANKER
	Mexico
	Coldwell Banker LLC
	151922
	461262

	COLDWELL BANKER CB & Design
	Montenegro
	Coldwell Banker LLC
	1520/05
	51778

	COLDWELL BANKER CB & Design
	Serbia
	Coldwell Banker LLC
	1520/05
	51778

	COLDWELL BANKER
	Montenegro
	Coldwell Banker LLC
	1521/05
	51779

	COLDWELL BANKER
	Serbia
	Coldwell Banker LLC
	1521/05
	51779

	COLDWELL BANKER COMMERCIAL
	Montenegro
	Coldwell Banker LLC
	1522/05
	51780

	COLDWELL BANKER COMMERCIAL
	Serbia
	Coldwell Banker LLC
	1522/05
	51780

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Montenegro
	Coldwell Banker LLC
	1523/05
	51781

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Serbia
	Coldwell Banker LLC
	1523/05
	51781

	COLDWELL BANKER
	Libya
	Coldwell Banker LLC
	15287
	 

	COLDWELL BANKER
	Libya
	Coldwell Banker LLC
	15288
	 

	COLDWELL BANKER CB & Design
	Libya
	Coldwell Banker LLC
	15289
	 

	COLDWELL BANKER CB & Design
	Libya
	Coldwell Banker LLC
	15290
	 

	COLDWELL BANKER COMMERCIAL
	Libya
	Coldwell Banker LLC
	15291
	 

	COLDWELL BANKER COMMERCIAL
	Libya
	Coldwell Banker LLC
	15292
	 

	COLDWELL BANKER COMMERCIAL CB & Design
	Libya
	Coldwell Banker LLC
	15293
	 

	COLDWELL BANKER COMMERCIAL CB & Design
	Libya
	Coldwell Banker LLC
	15294
	 

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Libya
	Coldwell Banker LLC
	15295
	 

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Libya
	Coldwell Banker LLC
	15296
	 





II -73



	
					
	COLDWELL BANKER
	Czech Republic
	Coldwell Banker LLC
	155320
	235825

	COLDWELL BANKER COMMERCIAL
	Kiribati
	Coldwell Banker LLC
	1559
	1559

	COLDWELL BANKER CB & Design
	Kiribati
	Coldwell Banker LLC
	1560
	1560

	COLDWELL BANKER
	Kiribati
	Coldwell Banker Corporation
	1561
	1561

	COLDWELL BANKER
	Jamaica
	Coldwell Banker Corporation
	16/2432
	34052

	COLDWELL BANKER CB & Design
	Jamaica
	Coldwell Banker Corporation
	16/2433
	32897

	COLDWELL BANKER PREVIEWS
	Jamaica
	Coldwell Banker Corporation
	16/2469
	35961

	COLDWELL BANKER COMMERCIAL
	Jamaica
	Coldwell Banker Corporation
	16/2606
	35277

	COLDWELL BANKER COMMERCIAL & Design
	Mexico
	Coldwell Banker LLC
	164949
	467981

	COLDWELL BANKER PREVIEWS
	Kiribati
	Coldwell Banker LLC
	1655
	1655

	COLDWELL BANKER
	El Salvador
	Coldwell Banker LLC
	1678-98
	38 BOOK 112

	COLDWELL BANKER
	El Salvador
	Coldwell Banker LLC
	1679-98
	35 BOOK 109

	COLDWELL BANKER PREVIEWS
	El Salvador
	Coldwell Banker LLC
	1680-98
	124 BOOK 112

	COLDWELL BANKER CB & Design
	El Salvador
	Coldwell Banker LLC
	1697-98
	241 BOOK 121

	COLDWELL BANKER CB & Design
	El Salvador
	Coldwell Banker LLC
	1698-98
	167 BOOK 127

	COLDWELL BANKER COMMERCIAL
	El Salvador
	Coldwell Banker LLC
	1699-98
	125 BOOK 112

	COLDWELL BANKER PREVIEWS
	Guyana
	Coldwell Banker Corporation
	17,132A
	17,132A

	COLDWELL BANKER COMMERCIAL
	Guyana
	Coldwell Banker Corporation
	17,133A
	17,133A

	COLDWELL BANKER
	Guyana
	Coldwell Banker Corporation
	17,134A
	17,134A

	COLDWELL BANKER CB & Design
	Guyana
	Coldwell Banker Corporation
	17,135A
	17,135A

	COLDWELL BANKER COMMERCIAL
	El Salvador
	Coldwell Banker LLC
	1700-98
	135 BOOK 112

	COLDWELL BANKER PREVIEWS
	El Salvador
	Coldwell Banker LLC
	1701-98
	225 BOOK 111

	COLDWELL BANKER COMMERCIAL & Design
	Thailand
	Coldwell Banker LLC
	178611
	Khor79278

	COLDWELL BANKER & Design
	Thailand
	Coldwell Banker LLC
	179353
	Khor80061

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Egypt
	Coldwell Banker LLC
	180510
	180510





II -74



	
					
	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Egypt
	Coldwell Banker LLC
	180511
	180511

	COLDWELL BANKER
	New Zealand
	Coldwell Banker LLC
	182322
	182322

	COLDWELL BANKER COMMERCIAL
	New Zealand
	Coldwell Banker LLC
	182323
	182323

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Israel
	Coldwell Banker LLC
	184491
	184491

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Israel
	Coldwell Banker LLC
	184492
	184492

	COLDWELL BANKER CB & Design
	Israel
	Coldwell Banker LLC
	185105
	185105

	COLDWELL BANKER CB & Design
	Israel
	Coldwell Banker LLC
	185106
	185106

	COLDWELL BANKER COMMERCIAL
	Korea, Democratic People's Republic of
	Coldwell Banker LLC
	18995
	10131

	COLDWELL BANKER PREVIEWS
	Korea, Democratic People's Republic of
	Coldwell Banker LLC
	18996
	10132

	COLDWELL BANKER CB & Design
	Korea, Democratic People's Republic of
	Coldwell Banker LLC
	18997
	10133

	COLDWELL BANKER
	Korea, Democratic People's Republic of
	Coldwell Banker LLC
	18998
	10134

	COLDWELL BANKER COMMERCIAL & Design
	Korea, Republic of
	Coldwell Banker LLC
	1988-001210
	10504

	COLDWELL BANKER
	Korea, Republic of
	Coldwell Banker LLC
	1988-001212
	10506

	COLDWELL BANKER CB & Design
	Korea, Republic of
	Coldwell Banker LLC
	1990-001840
	15102

	CB & Design
	Korea, Republic of
	Coldwell Banker LLC
	1990-1839
	15101

	COLDWELL BANKER (in Korean)
	Korea, Republic of
	Coldwell Banker LLC
	1996-3371
	41-39983

	COLDWELL BANKER PREVIEWS
	Korea, Republic of
	Coldwell Banker LLC
	1998-1730
	56325

	COLDWELL BANKER COMMERCIAL & Design
	Dominica
	Coldwell Banker Corporation
	Feb-99
	Feb-99

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Macedonia
	Coldwell Banker Corporation
	2005/836
	13235

	COLDWELL BANKER COMMERCIAL
	Macedonia
	Coldwell Banker Corporation
	2005/837
	13236

	COLDWELL BANKER CB & Design
	Macedonia
	Coldwell Banker Corporation
	2005/838
	13237

	COLDWELL BANKER
	Macedonia
	Coldwell Banker Corporation
	2005/839
	13238

	COLDWELL BANKER COMMERCIAL
	Romania
	Coldwell Banker LLC
	200510241
	71666





II -75



	
					
	COLDWELL BANKER CB & Design (black on white)
	Lithuania
	Coldwell Banker LLC
	20051126
	53329

	COLDWELL BANKER
	Lithuania
	Coldwell Banker LLC
	20051127
	53330

	COLDWELL BANKER COMMERCIAL
	Lithuania
	Coldwell Banker LLC
	20051128
	53331

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Lithuania
	Coldwell Banker LLC
	20051129
	53158

	COLDWELL BANKER
	Ukraine
	Coldwell Banker LLC
	200511479
	73787

	COLDWELL BANKER CB & Design
	Ukraine
	Coldwell Banker LLC
	200511480
	73788

	COLDWELL BANKER COMMERCIAL
	Ukraine
	Coldwell Banker LLC
	200511481
	73789

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Ukraine
	Coldwell Banker LLC
	200511482
	73790

	COLDWELL BANKER
	Belarus
	Coldwell Banker LLC
	20052603
	27735

	COLDWELL BANKER CB & Design
	Belarus
	Coldwell Banker LLC
	20052604
	27736

	COLDWELL BANKER COMMERCIAL
	Belarus
	Coldwell Banker LLC
	20052605
	27737

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Belarus
	Coldwell Banker LLC
	20052606
	27738

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Russian Federation
	Coldwell Banker LLC
	2005715046
	333731

	COLDWELL BANKER
	Russian Federation
	Coldwell Banker LLC
	2005715047
	330415

	COLDWELL BANKER COMMERCIAL
	Russian Federation
	Coldwell Banker LLC
	2005715048
	330416

	COLDWELL BANKER CB & Design
	Russian Federation
	Coldwell Banker LLC
	2005715049
	330417

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Slovenia
	Coldwell Banker LLC
	200571512
	200571512

	COLDWELL BANKER
	Slovenia
	Coldwell Banker LLC
	200571513
	200571513

	COLDWELL BANKER COMMERCIAL
	Slovenia
	Coldwell Banker LLC
	200571514
	200571514

	COLDWELL BANKER CB & Design
	Slovenia
	Coldwell Banker LLC
	200571515
	200571515

	COLDWELL BANKER COMMERCIAL CB & Design
	Turkey
	Coldwell Banker LLC
	2007/17610
	2007/17610

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Turkey
	Coldwell Banker LLC
	2007/17611
	2007/17611

	COLDWELL BANKER CB & Design
	Russian Federation
	Coldwell Banker LLC
	2010724828
	 





II -76



	
					
	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Russian Federation
	Coldwell Banker LLC
	2010724831
	 

	COLDWELL BANKER COMMERCIAL
	Russian Federation
	Coldwell Banker LLC
	2010725394
	 

	COLDWELL BANKER
	Russian Federation
	Coldwell Banker LLC
	2010725395
	 

	COLDWELL BANKER PREVIEWS
	Bahamas
	Coldwell Banker Corporation
	20247
	20247

	COLDWELL BANKER COMMERCIAL
	Bahamas
	Coldwell Banker Corporation
	20763
	20763

	COLDWELL BANKER PROPERTI & CB Design
	Indonesia
	Coldwell Banker LLC
	20822-20970
	519595

	COLDWELL BANKER PREVIEWS
	Antigua and Barbuda
	Coldwell Banker LLC
	2130
	2130

	PREVIEWS
	Mexico
	Coldwell Banker LLC
	213821
	493374

	PREVIEWS
	Mexico
	Coldwell Banker LLC
	213822
	503301

	COLDWELL BANKER CB & Design
	St. Lucia
	Coldwell Banker Corporation
	214/97
	214/97

	COLDWELL BANKER PREVIEWS
	United Kingdom
	Coldwell Banker LLC
	2150397
	2150397

	COLDWELL BANKER PREVIEWS
	United Kingdom
	Coldwell Banker LLC
	2150408
	2150408

	COLDWELL BANKER CB & Design
	United Kingdom
	Coldwell Banker LLC
	2185011
	2185011

	COLDWELL BANKER COMMERCIAL
	United Kingdom
	Coldwell Banker LLC
	2185014
	2185014

	COLDWELL BANKER
	United Kingdom
	Coldwell Banker LLC
	2185020
	2185020

	COLDWELL BANKER CB & Design
	Mexico
	Coldwell Banker LLC
	219301
	544515

	COLDWELL BANKER CB & Design
	Mexico
	Coldwell Banker LLC
	220127
	495425

	COLDWELL BANKER COMMERCIAL & Design
	Antigua and Barbuda
	Coldwell Banker LLC
	2238
	2238

	COLDWELL BANKER
	Thailand
	Coldwell Banker Corporation
	227806
	Bor 18817

	COLDWELL BANKER CB & Design
	Thailand
	Coldwell Banker Corporation
	227807
	Bor 18816

	COLDWELL BANKER COMMERCIAL & Design
	Thailand
	Coldwell Banker Corporation
	227808
	Bor 18815

	CB & Design
	Thailand
	Coldwell Banker Corporation
	227809
	Bor 18814

	COLDWELL BANKER BIENES RAICES & Design
	Spain
	Coldwell Banker LLC
	2354151
	2354151

	COLDWELL BANKER BIENES RAICES & Design
	Spain
	Coldwell Banker LLC
	2354152
	2354152

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design (in series)
	Cayman Islands
	Coldwell Banker Corporation
	2405562
	2405562





II -77



	
					
	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design (in series)
	United Kingdom
	Coldwell Banker LLC
	2405562
	2405562

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Venezuela
	Coldwell Banker Corporation
	25344-05
	277582

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Venezuela
	Coldwell Banker Corporation
	25345-05
	45005

	COLDWELL BANKER
	Venezuela
	Coldwell Banker Corporation
	25462-97
	209784

	COLDWELL BANKER PREVIEWS
	Venezuela
	Coldwell Banker Corporation
	25463-97
	9309

	COLDWELL BANKER
	Venezuela
	Coldwell Banker Corporation
	25465-97
	9310

	COLDWELL BANKER PREVIEWS
	Venezuela
	Coldwell Banker Corporation
	25466-97
	209785

	COLDWELL BANKER
	Fiji
	Coldwell Banker Corporation
	268/98
	268/98

	COLDWELL BANKER CB & Design
	Fiji
	Coldwell Banker Corporation
	269/98
	269/98

	COLDWELL BANKER PREVIEWS
	Fiji
	Coldwell Banker Corporation
	270/98
	270/98

	COLDWELL BANKER COMMERCIAL
	Fiji
	Coldwell Banker Corporation
	271/98
	271/98

	COLDWELL BANKER
	New Zealand
	Coldwell Banker LLC
	272215
	272215

	COLDWELL BANKER CB & Design
	New Zealand
	Coldwell Banker LLC
	272216
	272216

	COLDWELL BANKER CB & Design
	New Zealand
	Coldwell Banker LLC
	272217
	272217

	COLDWELL BANKER
	Trinidad and Tobago
	Coldwell Banker LLC
	27277
	27277

	COLDWELL BANKER CB & Design
	Trinidad and Tobago
	Coldwell Banker LLC
	27278
	27278

	COLDWELL BANKER CB & Design
	Trinidad and Tobago
	Coldwell Banker LLC
	27279
	27279

	COLDWELL BANKER
	Trinidad and Tobago
	Coldwell Banker LLC
	27280
	27280

	COLDWELL BANKER
	Paraguay
	Coldwell Banker LLC
	27311
	291782

	COLDWELL BANKER PREVIEWS
	Paraguay
	Coldwell Banker LLC
	27312
	356214

	COLDWELL BANKER CB & Design
	Paraguay
	Coldwell Banker LLC
	27313
	280547

	COLDWELL BANKER CB & Design
	Paraguay
	Coldwell Banker LLC
	27314
	344638

	COLDWELL BANKER PREVIEWS
	Paraguay
	Coldwell Banker LLC
	27315
	347457

	COLDWELL BANKER COMMERCIAL
	Paraguay
	Coldwell Banker LLC
	27316
	347455





II -78



	
					
	COLDWELL BANKER
	Paraguay
	Coldwell Banker LLC
	27317
	347454

	COLDWELL BANKER COMMERCIAL
	Paraguay
	Coldwell Banker LLC
	27318
	347453

	COLDWELL BANKER
	Monaco
	Coldwell Banker LLC
	27749
	726256

	COLDWELL BANKER COMMERCIAL
	Monaco
	Coldwell Banker LLC
	27750
	726257

	COLDWELL BANKER COMMERCIAL CB & Design
	Monaco
	Coldwell Banker LLC
	27751
	726258

	COLDWELL BANKER CB & Design
	Monaco
	Coldwell Banker LLC
	27752
	726259

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Monaco
	Coldwell Banker LLC
	27753
	726260

	COLDWELL BANKER PREVIEWS
	Trinidad and Tobago
	Coldwell Banker LLC
	27946
	27946

	Coldwell Banker Commercial CB & Design
	Angola
	Coldwell Banker LLC
	28.223
	 

	Coldwell Banker Commercial CB & Design
	Angola
	Coldwell Banker LLC
	28.224
	 

	Coldwell Banker CB & Design
	Angola
	Coldwell Banker LLC
	28.225
	 

	Coldwell Banker CB & Design
	Angola
	Coldwell Banker LLC
	28.226
	 

	COLDWELL BANKER
	Angola
	Coldwell Banker LLC
	28.227
	 

	COLDWELL BANKER
	Angola
	Coldwell Banker LLC
	28.228
	 

	Coldwell Banker Commercial
	Angola
	Coldwell Banker LLC
	28.229
	 

	Coldwell Banker Commercial
	Angola
	Coldwell Banker LLC
	28.23
	 

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Angola
	Coldwell Banker LLC
	28.231
	 

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Angola
	Coldwell Banker LLC
	28.232
	 

	COLDWELL BANKER CB & Design
	Argentina
	Coldwell Banker LLC
	2800741
	2269123

	COLDWELL BANKER CB & Design
	Argentina
	Coldwell Banker LLC
	2800742
	2269124

	COLDWELL BANKER
	Qatar
	Coldwell Banker LLC
	28126
	28126

	COLDWELL BANKER CB & Design
	Qatar
	Coldwell Banker LLC
	28127
	28127

	COLDWELL BANKER COMMERCIAL
	Qatar
	Coldwell Banker LLC
	28128
	28128





II -79



	
					
	COLDWELL BANKER COMMERCIAL CB & Design
	Qatar
	Coldwell Banker LLC
	28129
	28129

	COLDWELL BANKER COMMERCIAL
	Trinidad and Tobago
	Coldwell Banker Corporation
	28332
	28332

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Bahamas
	Coldwell Banker Corporation
	28828
	 

	COLDWELL BANKER
	Bermuda
	Coldwell Banker LLC
	28879
	28879

	COLDWELL BANKER
	Bermuda
	Coldwell Banker LLC
	28880
	28880

	COLDWELL BANKER CB & Design
	Bermuda
	Coldwell Banker LLC
	28881
	28881

	COLDWELL BANKER CB & Design
	Bermuda
	Coldwell Banker LLC
	28882
	28882

	COLDWELL BANKER
	Argentina
	Coldwell Banker Corporation
	2925022
	 

	COLDWELL BANKER
	Argentina
	Coldwell Banker Corporation
	2925023
	 

	COLDWELL BANKER PREVIEWS
	Bermuda
	Coldwell Banker LLC
	29302
	29302

	COLDWELL BANKER PREVIEWS
	Bermuda
	Coldwell Banker LLC
	29303
	29303

	COLDWELL BANKER COMMERCIAL
	Argentina
	Coldwell Banker LLC
	2952537
	2386226

	COLDWELL BANKER COMMERCIAL
	Argentina
	Coldwell Banker LLC
	2952538
	2386227

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Argentina
	Coldwell Banker LLC
	2952539
	2386229

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Argentina
	Coldwell Banker LLC
	2952540
	2386230

	COLDWELL BANKER PREVIEWS
	New Zealand
	Coldwell Banker LLC
	296125
	296125

	COLDWELL BANKER PREVIEWS
	New Zealand
	Coldwell Banker LLC
	296126
	296126

	COLDWELL BANKER COMMERCIAL
	New Zealand
	Coldwell Banker LLC
	296127
	296127

	COLDWELL BANKER COMMERCIAL
	Bermuda
	Coldwell Banker LLC
	29771
	29771

	COLDWELL BANKER COMMERCIAL
	Bermuda
	Coldwell Banker LLC
	29772
	29772

	COLDWELL BANKER CB & Design
	Switzerland
	Coldwell Banker LLC
	2987/1998
	454925

	COLDWELL BANKER COMMERCIAL
	Switzerland
	Coldwell Banker LLC
	2988/1998
	454942

	COLDWELL BANKER
	Switzerland
	Coldwell Banker LLC
	2989/1998
	454943





II -80



	
					
	COLDWELL BANKER PREVIEWS
	St. Lucia
	Coldwell Banker Corporation
	299/97
	299/97

	COLDWELL BANKER PREVIEWS
	Switzerland
	Coldwell Banker LLC
	2990/1998
	454944

	COLDWELL BANKER PREVIEWS
	Dominica
	Coldwell Banker Corporation
	Mar-99
	Mar-99

	COLDWELL BANKER PREVIEWS
	St. Lucia
	Coldwell Banker Corporation
	300/97
	300/97

	COLDWELL BANKER
	Uruguay
	Coldwell Banker LLC
	309085
	309085

	COLDWELL BANKER CB & Design
	Uruguay
	Coldwell Banker LLC
	309086
	309086

	COLDWELL BANKER COMMERCIAL
	Uruguay
	Coldwell Banker LLC
	309087
	309087

	COLDWELL BANKER PREVIEWS
	Uruguay
	Coldwell Banker LLC
	309088
	309088

	COLDWELL BANKER COMMERCIAL
	Malta
	Coldwell Banker Corporation
	31122
	31122

	COLDWELL BANKER PREVIEWS
	Malta
	Coldwell Banker Corporation
	31123
	31123

	COLDWELL BANKER CB & Design
	Malta
	Coldwell Banker Corporation
	31124
	31124

	COLDWELL BANKER
	Malta
	Coldwell Banker Corporation
	31125
	31125

	COLDWELL BANKER
	Ireland
	Coldwell Banker LLC
	3113/98
	210114

	COLDWELL BANKER CB & Design
	Ireland
	Coldwell Banker LLC
	3114/98
	210115

	COLDWELL BANKER COMMERCIAL
	Ireland
	Coldwell Banker LLC
	3115/98
	210116

	COLDWELL BANKER PREVIEWS
	Ireland
	Coldwell Banker LLC
	3116/98
	210117

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Lebanon
	Coldwell Banker LLC
	3245
	107129

	COLDWELL BANKER CB & Design
	Venezuela
	Coldwell Banker Corporation
	327-97
	208476

	COLDWELL BANKER CB & Design
	Venezuela
	Coldwell Banker Corporation
	328-97
	8947

	COLDWELL BANKER
	Portugal
	Coldwell Banker LLC
	330677
	330677

	COLDWELL BANKER PREVIEWS
	Portugal
	Coldwell Banker LLC
	330678
	330678

	COLDWELL BANKER COMMERCIAL
	Portugal
	Coldwell Banker LLC
	330679
	330679

	COLDWELL BANKER CB & Design
	Portugal
	Coldwell Banker LLC
	330680
	330680

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Peru
	Coldwell Banker LLC
	331256
	50397





II -81



	
					
	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Peru
	Coldwell Banker LLC
	331258
	137200

	COLDWELL BANKER COMMERCIAL CB & Design
	Peru
	Coldwell Banker LLC
	331260
	136447

	COLDWELL BANKER COMMERCIAL CB & Design
	Peru
	Coldwell Banker LLC
	331261
	50398

	COLDWELL BANKER COMMERCIAL
	Honduras
	Coldwell Banker LLC
	3467/98
	72879

	COLDWELL BANKER CB & Design
	Honduras
	Coldwell Banker LLC
	3468/98
	73346

	COLDWELL BANKER CB & Design
	Honduras
	Coldwell Banker LLC
	3469/98
	5595

	COLDWELL BANKER
	Honduras
	Coldwell Banker LLC
	3470/98
	72784

	COLDWELL BANKER
	Honduras
	Coldwell Banker LLC
	3471/98
	5039

	COLDWELL BANKER PREVIEWS
	Honduras
	Coldwell Banker LLC
	3472/98
	72783

	COLDWELL BANKER
	Georgia
	Coldwell Banker LLC
	34736
	16868

	COLDWELL BANKER COMMERCIAL
	Georgia
	Coldwell Banker LLC
	34737
	16869

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Georgia
	Coldwell Banker LLC
	34738
	16870

	COLDWELL BANKER CB & Design
	Georgia
	Coldwell Banker LLC
	34739
	16871

	COLDWELL BANKER PREVIEWS
	Honduras
	Coldwell Banker LLC
	3479/98
	5040

	COLDWELL BANKER COMMERCIAL
	Honduras
	Coldwell Banker LLC
	3480/98
	5038

	COLDWELL BANKER CB & Design
	Chile
	Coldwell Banker LLC
	361.092
	798620

	COLDWELL BANKER
	Kuwait
	Coldwell Banker Corporation
	36128
	32264

	COLDWELL BANKER CB & Design
	Kuwait
	Coldwell Banker Corporation
	36129
	32384

	COLDWELL BANKER
	Dominican Republic
	Coldwell Banker Corporation
	363968
	93287

	COLDWELL BANKER
	Chile
	Coldwell Banker LLC
	364.683
	798619

	CB & Design
	Australia
	Coldwell Banker LLC
	366321
	366321

	CB & Design
	Australia
	Coldwell Banker LLC
	366323
	366323

	COLDWELL BANKER
	Thailand
	Coldwell Banker LLC
	368287
	Khor97339

	COLDWELL BANKER PREVIEWS
	Thailand
	Coldwell Banker LLC
	368288
	Khor101571





II -82



	
					
	COLDWELL BANKER PREVIEWS
	Thailand
	Coldwell Banker LLC
	368289
	Bor8826

	COLDWELL BANKER
	Oman
	Coldwell Banker Corporation
	36879
	36879

	COLDWELL BANKER
	Oman
	Coldwell Banker Corporation
	36880
	36880

	COLDWELL BANKER COMMERCIAL
	Oman
	Coldwell Banker Corporation
	36881
	36881

	COLDWELL BANKER COMMERCIAL
	Oman
	Coldwell Banker Corporation
	36882
	36882

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Oman
	Coldwell Banker Corporation
	36883
	36883

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Oman
	Coldwell Banker Corporation
	36884
	36884

	COLDWELL BANKER CB & Design
	Oman
	Coldwell Banker Corporation
	36885
	36885

	COLDWELL BANKER CB & Design
	Oman
	Coldwell Banker Corporation
	36886
	36886

	COLDWELL BANKER COMMERCIAL
	Western Samoa
	Coldwell Banker Corporation
	3801
	3801

	COLDWELL BANKER PREVIEWS
	Western Samoa
	Coldwell Banker Corporation
	3802
	3802

	COLDWELL BANKER CB & Design
	Western Samoa
	Coldwell Banker Corporation
	3803
	3803

	COLDWELL BANKER
	Western Samoa
	Coldwell Banker Corporation
	3804
	3804

	COLDWELL BANKER
	Germany
	Coldwell Banker LLC
	398 21 061.6
	398 21 061

	COLDWELL BANKER CB & Design
	Germany
	Coldwell Banker LLC
	398 21 062.4
	298 21 062

	COLDWELL BANKER COMMERCIAL
	Germany
	Coldwell Banker LLC
	398 21 063.2
	398 21 063

	COLDWELL BANKER PREVIEWS
	Germany
	Coldwell Banker LLC
	398 21 064.0
	398 21 064

	COLDWELL BANKER COMMERCIAL CB & Design
	Bahrain
	Coldwell Banker LLC
	39877
	39877

	COLDWELL BANKER CB & Design
	Dominica
	Coldwell Banker Corporation
	Apr-99
	Apr-99

	COLDWELL BANKER
	Peru
	Coldwell Banker LLC
	40117
	40817

	COLDWELL BANKER
	Peru
	Coldwell Banker LLC
	40118
	12571

	COLDWELL BANKER CB & Design
	Peru
	Coldwell Banker LLC
	40119
	12652

	COLDWELL BANKER CB & Design
	Peru
	Coldwell Banker LLC
	40120
	41437

	COLDWELL BANKER
	Jamaica
	Coldwell Banker Corporation
	41298
	41298

	COLDWELL BANKER
	Kazakhstan
	Coldwell Banker LLC
	41452
	29047





II -83



	
					
	COLDWELL BANKER CB & Design
	Kazakhstan
	Coldwell Banker LLC
	41453
	29048

	COLDWELL BANKER COMMERCIAL
	Kazakhstan
	Coldwell Banker LLC
	41454
	29049

	COLDWELL BANKER COMMERCIAL CB & Design
	Kazakhstan
	Coldwell Banker LLC
	41455
	28866

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Kazakhstan
	Coldwell Banker LLC
	41456
	29338

	COLDWELL BANKER PREVIEWS
	Viet Nam
	Coldwell Banker LLC
	41500
	43732

	COLDWELL BANKER COMMERCIAL
	Viet Nam
	Coldwell Banker LLC
	41501
	42111

	COLDWELL BANKER UNIVERSITY
	Viet Nam
	Coldwell Banker LLC
	4-2010-19907
	 

	COLDWELL BANKER UNIVERSITY & Cap in Circle Design (in color)
	Viet Nam
	Coldwell Banker LLC
	4-2010-19908
	 

	WE NEVER STOP MOVING
	Viet Nam
	Coldwell Banker LLC
	4-2010-24877
	 

	YOUR PERFECT PARTNER
	Viet Nam
	Coldwell Banker LLC
	4-2010-24878
	 

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Viet Nam
	Coldwell Banker LLC
	4-2010-24879
	 

	COLDWELL BANKER COMMERCIAL CB & Design
	Viet Nam
	Coldwell Banker LLC
	4-2010-24880
	 

	COLDWELL BANKER
	Philippines
	Coldwell Banker LLC
	4-2011-501604
	 

	COLDWELL BANKER COMMERCIAL
	Philippines
	Coldwell Banker LLC
	4-2011-501606
	 

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Philippines
	Coldwell Banker LLC
	4-2011-501609
	 

	COLDWELL BANKER CB & Design
	Philippines
	Coldwell Banker LLC
	4-2011-501612
	 

	COLDWELL BANKER COMMERCIAL
	Yemen, Republic of
	Coldwell Banker LLC
	42182
	34249

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Yemen, Republic of
	Coldwell Banker LLC
	42183
	34250

	COLDWELL BANKER COMMERCIAL CB & Design
	Yemen, Republic of
	Coldwell Banker LLC
	42184
	34251

	COLDWELL BANKER CB & Design
	Yemen, Republic of
	Coldwell Banker LLC
	42185
	34252

	COLDWELL BANKER
	Yemen, Republic of
	Coldwell Banker LLC
	42186
	34253





II -84



	
					
	COLDWELL BANKER
	Yemen, Republic of
	Coldwell Banker LLC
	42187
	34254

	COLDWELL BANKER CB & Design
	Yemen, Republic of
	Coldwell Banker LLC
	42188
	34255

	COLDWELL BANKER COMMERCIAL CB & Design
	Yemen, Republic of
	Coldwell Banker LLC
	42189
	34256

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Yemen, Republic of
	Coldwell Banker LLC
	42190
	34257

	COLDWELL BANKER COMMERCIAL
	Yemen, Republic of
	Coldwell Banker LLC
	42191
	34258

	COLDWELL BANKER COMMERCIAL
	Chile
	Coldwell Banker LLC
	436.727
	867247

	COLDWELL BANKER COMMERCIAL
	Chile
	Coldwell Banker LLC
	436.728
	867246

	COLDWELL BANKER PREVIEWS
	Chile
	Coldwell Banker LLC
	436.729
	867245

	COLDWELL BANKER PREVIEWS
	Chile
	Coldwell Banker LLC
	436.73
	867244

	COLDWELL BANKER
	Chile
	Coldwell Banker LLC
	436.731
	867243

	COLDWELL BANKER CB & Design
	Chile
	Coldwell Banker LLC
	436.732
	867248

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Bermuda
	Coldwell Banker LLC
	45008
	45008

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Bermuda
	Coldwell Banker LLC
	45009
	45009

	COLDWELL BANKER COMMERCIAL
	Korea, Republic of
	Coldwell Banker LLC
	4520062798
	4521287

	COLDWELL BANKER COMMERCIAL CB & Design
	Korea, Republic of
	Coldwell Banker LLC
	4520062800
	4520883

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Korea, Republic of
	Coldwell Banker LLC
	4520074781
	4526152

	COLDWELL BANKER BIENES RAICES & Design
	Mexico
	Coldwell Banker LLC
	454607
	692903

	COLDWELL BANKER BIENES RAICES & Design
	Mexico
	Coldwell Banker LLC
	454608
	689478

	COLDWELL BANKER
	Austria
	Coldwell Banker LLC
	4675/98
	179094

	COLDWELL BANKER COMMERCIAL
	Austria
	Coldwell Banker LLC
	4676/98
	179095

	COLDWELL BANKER PREVIEWS
	Austria
	Coldwell Banker LLC
	4677/98
	179096

	COLDWELL BANKER CB & Design
	Austria
	Coldwell Banker LLC
	4678/98
	179097





II -85



	
					
	CB & Design
	Benelux
	Coldwell Banker LLC
	47243
	383644

	COLDWELL BANKER
	Benelux
	Coldwell Banker LLC
	47244
	383645

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Austria
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Benelux
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Bulgaria
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Cyprus, Republic of
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Czech Republic
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Denmark
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Estonia
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	European Community
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Finland
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	France
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Germany
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Greece
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Hungary
	Coldwell Banker LLC
	4725041
	4725041





II -86



	
					
	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Ireland
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Italy
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Latvia
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Lithuania
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Malta
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Poland
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Portugal
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Romania
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Slovakia
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Slovenia
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Spain
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Sweden
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	United Kingdom
	Coldwell Banker LLC
	4725041
	4725041

	COLDWELL BANKER
	Canada
	Coldwell Banker LLC
	475815
	305849

	CB & Design
	Canada
	Coldwell Banker LLC
	475816
	288117

	COLDWELL BANKER
	United Arab Emirates
	Coldwell Banker Corporation
	48337
	52794





II -87



	
					
	COLDWELL BANKER CB & Design
	United Arab Emirates
	Coldwell Banker Corporation
	48338
	52795

	COLDWELL BANKER COMMERCIAL
	United Arab Emirates
	Coldwell Banker Corporation
	48339
	59487

	COLDWELL BANKER COMMERCIAL CB & Design
	United Arab Emirates
	Coldwell Banker Corporation
	48340
	59486

	COLDWELL BANKER COMMERCIAL
	Macau
	Coldwell Banker Corporation
	4837
	4837

	COLDWELL BANKER COMMERCIAL
	Macau
	Coldwell Banker Corporation
	4838
	4838

	COLDWELL BANKER PREVIEWS
	Macau
	Coldwell Banker Corporation
	4839
	4839

	COLDWELL BANKER PREVIEWS
	Macau
	Coldwell Banker Corporation
	4840
	4840

	COLDWELL BANKER CB & Design
	Macau
	Coldwell Banker Corporation
	4841
	4841

	COLDWELL BANKER CB & Design
	Macau
	Coldwell Banker Corporation
	4842
	4842

	COLDWELL BANKER
	Macau
	Coldwell Banker Corporation
	4843
	4843

	COLDWELL BANKER
	Macau
	Coldwell Banker Corporation
	4844
	4844

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Bahrain
	Coldwell Banker LLC
	48487
	48487

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Bahrain
	Coldwell Banker LLC
	48488
	48488

	COLDWELL BANKER COMMERCIAL & Design
	Australia
	Coldwell Banker LLC
	485909
	485909

	COLDWELL BANKER
	Australia
	Coldwell Banker LLC
	485910
	485910

	COLDWELL BANKER COMMERCIAL
	Haiti
	Coldwell Banker LLC
	491
	391/162

	COLDWELL BANKER COMMERCIAL
	Haiti
	Coldwell Banker LLC
	492
	390/162

	COLDWELL BANKER PREVIEWS
	Dominican Republic
	Coldwell Banker Corporation
	49664
	95525

	COLDWELL BANKER PREVIEWS
	Dominican Republic
	Coldwell Banker Corporation
	49668
	95526

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	China (People's Republic)
	Coldwell Banker LLC
	4991660
	4991660

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	China (People's Republic)
	Coldwell Banker LLC
	4991661
	 

	COLDWELL BANKER
	Dominica
	Coldwell Banker Corporation
	May-99
	May-99

	COLDWELL BANKER
	Bahrain
	Coldwell Banker LLC
	5051
	5051





II -88



	
					
	COLDWELL BANKER CB & Design
	Bahrain
	Coldwell Banker LLC
	5052
	5052

	COLDWELL BANKER COMMERCIAL
	Bahrain
	Coldwell Banker LLC
	5053
	5053

	COLDWELL BANKER
	Cyprus, Republic of
	Coldwell Banker LLC
	50979
	50979

	COLDWELL BANKER
	Cyprus, Republic of
	Coldwell Banker LLC
	50980
	50980

	COLDWELL BANKER CB & Design
	Cyprus, Republic of
	Coldwell Banker LLC
	50981
	50981

	COLDWELL BANKER CB & Design
	Cyprus, Republic of
	Coldwell Banker LLC
	50982
	50982

	COLDWELL BANKER COMMERCIAL
	Cyprus, Republic of
	Coldwell Banker LLC
	50983
	50983

	COLDWELL BANKER COMMERCIAL
	Cyprus, Republic of
	Coldwell Banker LLC
	50984
	50984

	COLDWELL BANKER PREVIEWS
	Cyprus, Republic of
	Coldwell Banker LLC
	50985
	50985

	COLDWELL BANKER PREVIEWS
	Cyprus, Republic of
	Coldwell Banker LLC
	50986
	50986

	PREVIEWS
	Canada
	Coldwell Banker LLC
	516910
	312761

	COLDWELL BANKER
	Antigua and Barbuda
	Coldwell Banker Corporation
	5192
	5192

	COLDWELL BANKER CB & Design
	Antigua and Barbuda
	Coldwell Banker LLC
	5202
	5202

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Belize
	Coldwell Banker LLC
	5230
	5230.08

	COLDWELL BANKER COMMERCIAL
	Belize
	Coldwell Banker LLC
	5231
	5231.08

	COLDWELL BANKER COMMERCIAL CB & Design
	Belize
	Coldwell Banker LLC
	5232
	5232.08

	COLDWELL BANKER
	Belize
	Coldwell Banker LLC
	5233
	5233.08

	COLDWELL BANKER COMMERCIAL CB & Design
	Belize
	Coldwell Banker LLC
	5234
	5234.08

	COLDWELL BANKER
	Belize
	Coldwell Banker LLC
	5235
	5235.08

	COLDWELL BANKER COMMERCIAL CB & Design
	European Community
	Coldwell Banker LLC
	5237029
	5237029

	COLDWELL BANKER CB & Design
	Canada
	Coldwell Banker LLC
	524800
	348510

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Haiti
	Coldwell Banker LLC
	541-A
	112-148

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Haiti
	Coldwell Banker LLC
	542-A
	113-148





II -89



	
					
	COLDWELL BANKER COMMERCIAL
	Jordan
	Coldwell Banker LLC
	55484
	55484

	COLDWELL BANKER PREVIEWS
	Jordan
	Coldwell Banker LLC
	55485
	55485

	COLDWELL BANKER CB & Design
	Jordan
	Coldwell Banker LLC
	56185
	56185

	COLDWELL BANKER
	Jordan
	Coldwell Banker LLC
	56186
	56186

	COLDWELL BANKER COMMERCIAL
	Kuwait
	Coldwell Banker Corporation
	57402
	59879

	COLDWELL BANKER COMMERCIAL & Design
	Australia
	Coldwell Banker LLC
	574980
	574980

	CB & Design
	Australia
	Coldwell Banker LLC
	574981
	574981

	COLDWELL BANKER COMMERCIAL
	Australia
	Coldwell Banker LLC
	574982
	574982

	COLDWELL BANKER
	Australia
	Coldwell Banker LLC
	574983
	574983

	COLDWELL BANKER CB & Design
	Australia
	Coldwell Banker LLC
	575125
	575125

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Slovakia
	Coldwell Banker LLC
	5801-2005
	214570

	COLDWELL BANKER COMMERCIAL
	Slovakia
	Coldwell Banker LLC
	5802-2005
	214571

	COLDWELL BANKER
	Slovakia
	Coldwell Banker LLC
	5803-2005
	214572

	COLDWELL BANKER CB & Design
	Slovakia
	Coldwell Banker LLC
	5804-2005
	214573

	COLDWELL BANKER
	Hong Kong
	Coldwell Banker Corporation
	5842/92
	4023

	COLDWELL BANKER COMMERCIAL
	Hong Kong
	Coldwell Banker Corporation
	5843/92
	4024

	COLDWELL BANKER COMMERCIAL & Design
	Hong Kong
	Coldwell Banker Corporation
	5844/92
	4025

	COLDWELL BANKER CB & Design
	Hong Kong
	Coldwell Banker Corporation
	5845/92
	3511

	CB & Design
	Hong Kong
	Coldwell Banker Corporation
	5846/92
	3512

	PREVIEWS
	Japan
	Coldwell Banker LLC
	59-133140
	2111528

	EXPECT THE BEST
	Canada
	Coldwell Banker LLC
	597708
	387686

	COLDWELL BANKER COMMERCIAL CB & Design
	Kuwait
	Coldwell Banker Corporation
	61814
	55596

	COLDWELL BANKER COMMERCIAL
	Canada
	Coldwell Banker LLC
	628871
	397708

	COLDWELL BANKER
	France
	Coldwell Banker LLC
	631430
	1205213

	PREVIEWS
	Canada
	Coldwell Banker LLC
	641461
	405992

	BLUE RIBBON AWARD
	Canada
	Coldwell Banker LLC
	653358
	403169





II -90



	
					
	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Puerto Rico
	Coldwell Banker LLC
	66733
	 

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Puerto Rico
	Coldwell Banker LLC
	66734
	 

	COLDWELL BANKER CB & Design
	Turkey
	Coldwell Banker LLC
	6728
	185408

	COLDWELL BANKER CB & Design
	Turkey
	Coldwell Banker LLC
	6729
	187757

	COLDWELL BANKER
	Turkey
	Coldwell Banker LLC
	6730
	187775

	COLDWELL BANKER
	Turkey
	Coldwell Banker LLC
	6731
	187815

	COLDWELL BANKER
	Papua New Guinea
	Coldwell Banker LLC
	68023
	A68023

	COLDWELL BANKER CB & Design
	Papua New Guinea
	Coldwell Banker LLC
	68024
	A68024

	COLDWELL BANKER PREVIEWS
	Austria
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Benelux
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Bulgaria
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Cyprus, Republic of
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Czech Republic
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Denmark
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Estonia
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	European Community
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Finland
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	France
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Germany
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Greece
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Hungary
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Ireland
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Italy
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Latvia
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Lithuania
	Coldwell Banker LLC
	685040
	685040





II -91



	
					
	COLDWELL BANKER PREVIEWS
	Malta
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Poland
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Portugal
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Romania
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Slovakia
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Slovenia
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Spain
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	Sweden
	Coldwell Banker LLC
	685040
	685040

	COLDWELL BANKER PREVIEWS
	United Kingdom
	Coldwell Banker LLC
	685040
	685040

	INTERNATIONAL RESORT PROPERTY NETWORK
	Canada
	Coldwell Banker LLC
	700189
	466679

	BEST SELLER
	Canada
	Coldwell Banker LLC
	700941
	458215

	COLDWELL BANKER
	Australia
	Coldwell Banker LLC
	726957
	726957

	COLDWELL BANKER
	Australia
	Coldwell Banker LLC
	727940
	727940

	COLDWELL BANKER
	Turkish Republic of Northern Cyprus
	Coldwell Banker LLC
	7420
	7420

	COLDWELL BANKER COMMERCIAL
	Turkish Republic of Northern Cyprus
	Coldwell Banker LLC
	7421
	7421

	COLDWELL BANKER CB & Design
	Turkish Republic of Northern Cyprus
	Coldwell Banker LLC
	7422
	7422

	COLDWELL BANKER COMMERCIAL CB & Design
	Turkish Republic of Northern Cyprus
	Coldwell Banker LLC
	7423
	7423

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Turkish Republic of Northern Cyprus
	Coldwell Banker LLC
	7435
	7435

	COLDWELL BANKER CB & Design
	India
	Coldwell Banker Corporation
	744349
	744349

	COLDWELL BANKER
	India
	Coldwell Banker Corporation
	744350
	744350

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Mexico
	Coldwell Banker LLC
	747841
	915747

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Mexico
	Coldwell Banker LLC
	747843
	915748

	CELEBRATE CANADA WITH COLDWELL BANKER & Design
	Canada
	Coldwell Banker LLC
	760138
	476847





II -92



	
					
	COLDWELL BANKER CB & Design
	Puerto Rico
	Coldwell Banker LLC
	76260
	 

	COLDWELL BANKER
	Puerto Rico
	Coldwell Banker LLC
	76261
	 

	BEST BUYER HOME FACTS
	Canada
	Coldwell Banker LLC
	766627
	458949

	COLDWELL BANKER
	Taiwan
	Coldwell Banker LLC
	77020887
	41372

	COLDWELL BANKER & Design
	Taiwan
	Coldwell Banker LLC
	77020889
	41936

	SUPPORT YOU CAN COUNT ON & Design
	Canada
	Coldwell Banker LLC
	776074
	497604

	SUPPORT YOU CAN COUNT ON
	Canada
	Coldwell Banker LLC
	776075
	497595

	COLDWELL BANKER
	Saudi Arabia
	Coldwell Banker LLC
	77790
	708/72

	COLDWELL BANKER CB & Design
	Saudi Arabia
	Coldwell Banker LLC
	77791
	708/73

	COLDWELL BANKER COMMERCIAL
	Saudi Arabia
	Coldwell Banker LLC
	77792
	708/74

	COLDWELL BANKER COMMERCIAL CB & Design
	Saudi Arabia
	Coldwell Banker LLC
	77793
	688/94

	COLDWELL BANKER PREVIEWS
	Saudi Arabia
	Coldwell Banker LLC
	77794
	708/75

	COLDWELL BANKER PREVIEWS
	Australia
	Coldwell Banker LLC
	784897
	784897

	COLDWELL BANKER CB & Design
	Jordan
	Coldwell Banker LLC
	78571
	78571

	COLDWELL BANKER
	Jordan
	Coldwell Banker LLC
	78572
	78572

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Jordan
	Coldwell Banker LLC
	78573
	78573

	COLDWELL BANKER COMMERCIAL
	Jordan
	Coldwell Banker LLC
	78574
	78574

	COLDWELL BANKER CB & Design
	Taiwan
	Coldwell Banker LLC
	79021407
	49508

	CB Design
	Taiwan
	Coldwell Banker LLC
	79021408
	49072

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Jordan
	Coldwell Banker LLC
	79149
	79149

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Bulgaria
	Coldwell Banker LLC
	79649
	59662

	COLDWELL BANKER CB & Design
	Bulgaria
	Coldwell Banker LLC
	79650
	59663

	COLDWELL BANKER
	Bulgaria
	Coldwell Banker LLC
	79651
	59664

	COLDWELL BANKER COMMERCIAL
	Bulgaria
	Coldwell Banker LLC
	79652
	59665

	COLDWELL BANKER PREVIEWS
	Barbados
	Coldwell Banker LLC
	81/10083
	81/10083





II -93



	
					
	COLDWELL BANKER PREVIEWS
	Barbados
	Coldwell Banker LLC
	81/10084
	81/10084

	COLDWELL BANKER CB & Design
	Barbados
	Coldwell Banker LLC
	81/11687
	81/11687

	COLDWELL BANKER CB & Design
	Barbados
	Coldwell Banker LLC
	81/11688
	81/11688

	COLDWELL BANKER COMMERCIAL
	Barbados
	Coldwell Banker LLC
	81/13146
	81/13146

	COLDWELL BANKER COMMERCIAL
	Barbados
	Coldwell Banker LLC
	81/13147
	81/13147

	COLDWELL BANKER
	Barbados
	Coldwell Banker LLC
	81/8844
	81/8844

	COLDWELL BANKER
	Barbados
	Coldwell Banker LLC
	81/8845
	81/8845

	COLDWELL BANKER
	Japan
	Coldwell Banker LLC
	8-126344
	4234028

	COLDWELL BANKER CB & Design
	Japan
	Coldwell Banker LLC
	8-126345
	4234029

	COLDWELL BANKER
	Brazil
	Coldwell Banker LLC
	819804479
	819804479

	COLDWELL BANKER CB & Design
	Brazil
	Coldwell Banker LLC
	819804487
	819804487

	COLDWELL BANKER
	Brazil
	Coldwell Banker LLC
	819804495
	819804495

	COLDWELL BANKER CB & Design
	Brazil
	Coldwell Banker LLC
	819804509
	819804509

	COLDWELL BANKER COMMERCIAL
	Brazil
	Coldwell Banker LLC
	821405527
	821405527

	COLDWELL BANKER COMMERCIAL
	Brazil
	Coldwell Banker LLC
	821405535
	821405535

	COLDWELL BANKER PREVIEWS
	Brazil
	Coldwell Banker LLC
	821405543
	821405543

	COLDWELL BANKER PREVIEWS
	Brazil
	Coldwell Banker LLC
	821405551
	821405551

	COLDWELL BANKER CB & Design
	Brazil
	Coldwell Banker LLC
	824021550
	824021550

	COLDWELL BANKER
	Brazil
	Coldwell Banker LLC
	824021568
	824021568

	ULTIMATE SERVICE & Design
	Canada
	Coldwell Banker LLC
	837397
	493322

	ULTIMATE SERVICE
	Canada
	Coldwell Banker LLC
	837398
	493320

	ULTIMATE SERVICE & Color Design
	Canada
	Coldwell Banker LLC
	837399
	493319

	COLDWELL BANKER CB & Design
	Panama
	Coldwell Banker LLC
	84324
	84324

	COLDWELL BANKER CB & Design
	Panama
	Coldwell Banker LLC
	84325
	84325

	COLDWELL BANKER
	Panama
	Coldwell Banker LLC
	85644
	85644

	COLDWELL BANKER
	Panama
	Coldwell Banker LLC
	85645
	85655





II -94



	
					
	COLDWELL BANKER COMMERCIAL
	Taiwan
	Coldwell Banker LLC
	87042618
	154261

	COLDWELL BANKER PREVIEWS
	Taiwan
	Coldwell Banker LLC
	87042619
	154262

	COLDWELL BANKER COMMERCIAL & Design
	Canada
	Coldwell Banker LLC
	873439
	539972

	COLDWELL BANKER
	Malaysia
	Coldwell Banker Corporation
	88-02130
	88-02130

	COLDWELL BANKER COMMERCIAL & Design
	Malaysia
	Coldwell Banker Corporation
	88-02131
	88-02131

	COLDWELL BANKER COMMERCIAL
	China (People's Republic)
	Coldwell Banker LLC
	8903351
	508583

	COLDWELL BANKER COMMERCIAL
	Austria
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Benelux
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Bulgaria
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Cyprus, Republic of
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Czech Republic
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Denmark
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Estonia
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	European Community
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Finland
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	France
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Germany
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Greece
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Hungary
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Ireland
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Italy
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Latvia
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Lithuania
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Malta
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Poland
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Portugal
	Coldwell Banker LLC
	896621
	896621





II -95



	
					
	COLDWELL BANKER COMMERCIAL
	Romania
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Slovakia
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Slovenia
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Spain
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	Sweden
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER COMMERCIAL
	United Kingdom
	Coldwell Banker LLC
	896621
	896621

	COLDWELL BANKER
	Haiti
	Coldwell Banker LLC
	898
	82/160

	COLDWELL BANKER
	Haiti
	Coldwell Banker LLC
	899
	83/160

	COLDWELL BANKER CB & Design
	Haiti
	Coldwell Banker LLC
	900
	84/160

	COLDWELL BANKER CB & Design
	Haiti
	Coldwell Banker LLC
	901
	85/160

	COLDWELL BANKER PREVIEWS
	Benelux
	Coldwell Banker LLC
	904394
	621373

	COLDWELL BANKER PREVIEWS
	Ecuador
	Coldwell Banker LLC
	92100
	68

	COLDWELL BANKER PREVIEWS
	Ecuador
	Coldwell Banker LLC
	92101
	67

	COLDWELL BANKER
	Ecuador
	Coldwell Banker LLC
	92102
	66

	COLDWELL BANKER
	Ecuador
	Coldwell Banker LLC
	92103
	65

	COLDWELL BANKER CB & Design
	Ecuador
	Coldwell Banker LLC
	92104
	64

	COLDWELL BANKER CB & Design
	Ecuador
	Coldwell Banker LLC
	92105
	63

	COLDWELL BANKER COMMERCIAL
	Ecuador
	Coldwell Banker LLC
	92106
	61

	COLDWELL BANKER COMMERCIAL
	Ecuador
	Coldwell Banker LLC
	92107
	62

	COLDWELL BANKER CB & Design
	Gibraltar
	Coldwell Banker LLC
	9286
	9286

	COLDWELL BANKER COMMERCIAL & Design
	Gibraltar
	Coldwell Banker LLC
	9287
	9287

	COLDWELL BANKER
	Gibraltar
	Coldwell Banker LLC
	9288
	9288

	COLDWELL BANKER
	Gibraltar
	Coldwell Banker LLC
	9290
	9290

	COLDWELL BANKER CB & Design
	Gibraltar
	Coldwell Banker LLC
	9291
	9291

	COLDWELL BANKER COMMERCIAL
	Gibraltar
	Coldwell Banker LLC
	9292
	9292

	COLDWELL BANKER
	Singapore
	Coldwell Banker LLC
	9294/96
	T96/09294A





II -96



	
					
	COLDWELL BANKER
	Singapore
	Coldwell Banker LLC
	9295/96
	T96/09295Z

	COLDWELL BANKER CB & Design
	Singapore
	Coldwell Banker LLC
	9296/96
	T96/09296H

	COLDWELL BANKER CB & Design
	Singapore
	Coldwell Banker LLC
	9297/96
	T96/09297F

	COLDWELL BANKER CB & Design
	China (People's Republic)
	Coldwell Banker LLC
	9306842
	779264

	COLDWELL BANKER
	China (People's Republic)
	Coldwell Banker LLC
	93068431
	779263

	COLDWELL BANKER COMMERCIAL
	Singapore
	Coldwell Banker LLC
	9313/98
	T98/09313I

	COLDWELL BANKER COMMERCIAL
	Singapore
	Coldwell Banker LLC
	9314/98
	T9809314G

	COLDWELL BANKER PREVIEWS
	Singapore
	Coldwell Banker LLC
	9315/98
	T98/09315E

	COLDWELL BANKER PREVIEWS
	Singapore
	Coldwell Banker LLC
	9316/98
	T98/09316C

	COLDWELL BANKER
	China (People's Republic)
	Coldwell Banker LLC
	940002713
	508584

	COLDWELL BANKER COMMERCIAL
	Panama
	Coldwell Banker LLC
	95108
	95108

	COLDWELL BANKER COMMERCIAL
	Panama
	Coldwell Banker LLC
	95111
	95111

	COLDWELL BANKER PREVIEWS
	Panama
	Coldwell Banker LLC
	95119
	95119

	COLDWELL BANKER PREVIEWS
	Panama
	Coldwell Banker LLC
	95120
	95120

	COLDWELL BANKER
	Morocco
	Coldwell Banker Corporation
	95826
	95826

	COLDWELL BANKER CB & Design
	Morocco
	Coldwell Banker Corporation
	95827
	95827

	COLDWELL BANKER
	Colombia
	Coldwell Banker LLC
	96 058578
	201244

	COLDWELL BANKER
	Colombia
	Coldwell Banker LLC
	96 058579
	200927

	COLDWELL BANKER CB & Design
	Colombia
	Coldwell Banker LLC
	96 058580
	200951

	COLDWELL BANKER CB & Design
	Colombia
	Coldwell Banker LLC
	96 058581
	200508

	COLDWELL BANKER CB & Design
	South Africa
	Coldwell Banker LLC
	9615594
	9615594

	COLDWELL BANKER CB & Design
	South Africa
	Coldwell Banker LLC
	9615595
	9615595

	COLDWELL BANKER
	South Africa
	Coldwell Banker LLC
	9615596
	9615596

	COLDWELL BANKER
	South Africa
	Coldwell Banker LLC
	9615597
	9615597

	COLDWELL BANKER COMMERCIAL
	Morocco
	Coldwell Banker Corporation
	96356
	96356

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Morocco
	Coldwell Banker Corporation
	96357
	96357





II -97



	
					
	COLDWELL BANKER PREVIEWS
	South Africa
	Coldwell Banker LLC
	9718988
	9718988

	COLDWELL BANKER PREVIEWS
	South Africa
	Coldwell Banker LLC
	9718989
	9718989

	COLDWELL BANKER PREVIEWS
	France
	Coldwell Banker LLC
	97703392
	97703392

	COLDWELL BANKER PREVIEWS
	France
	Coldwell Banker LLC
	97703397
	97703397

	COLDWELL BANKER COMMERCIAL
	Colombia
	Coldwell Banker LLC
	98 075970
	226225

	COLDWELL BANKER COMMERCIAL
	Colombia
	Coldwell Banker LLC
	98 075971
	226236

	COLDWELL BANKER PREVIEWS
	Colombia
	Coldwell Banker LLC
	98 075972
	226235

	COLDWELL BANKER PREVIEWS
	Colombia
	Coldwell Banker LLC
	98 075973
	226234

	COLDWELL BANKER
	Nicaragua
	Coldwell Banker Corporation
	98-00950
	39641

	COLDWELL BANKER
	Nicaragua
	Coldwell Banker LLC
	98-00951
	39849

	COLDWELL BANKER COMMERCIAL
	Nicaragua
	Coldwell Banker LLC
	98-00952
	39861

	COLDWELL BANKER COMMERCIAL
	Nicaragua
	Coldwell Banker LLC
	98-00953
	40325

	COLDWELL BANKER PREVIEWS
	Nicaragua
	Coldwell Banker Corporation
	98-00954
	39850

	COLDWELL BANKER PREVIEWS
	Nicaragua
	Coldwell Banker LLC
	98-00955
	39862

	COLDWELL BANKER CB & Design
	Nicaragua
	Coldwell Banker LLC
	98-00956
	40289

	COLDWELL BANKER CB & Design
	Nicaragua
	Coldwell Banker Corporation
	98-00957
	40271

	COLDWELL BANKER CB & Design
	Malaysia
	Coldwell Banker Corporation
	98011330
	 

	COLDWELL BANKER
	Estonia
	Coldwell Banker LLC
	9801766
	31481

	COLDWELL BANKER CB & Design
	Estonia
	Coldwell Banker LLC
	9801767
	31482

	COLDWELL BANKER COMMERCIAL
	Estonia
	Coldwell Banker LLC
	9801768
	31483

	COLDWELL BANKER PREVIEWS
	Estonia
	Coldwell Banker LLC
	9801769
	31484

	COLDWELL BANKER
	Norway
	Coldwell Banker LLC
	9803109
	193419

	COLDWELL BANKER PREVIEWS
	Norway
	Coldwell Banker LLC
	9803110
	193420

	COLDWELL BANKER COMMERCIAL
	Norway
	Coldwell Banker LLC
	9803111
	193421

	COLDWELL BANKER CB & Design
	Norway
	Coldwell Banker LLC
	9803112
	193422

	COLDWELL BANKER CB & Design
	Malaysia
	Coldwell Banker LLC
	98-11342
	98-11342





II -98



	
					
	COLDWELL BANKER PREVIEWS
	Malaysia
	Coldwell Banker LLC
	98-11343
	98-11343

	COLDWELL BANKER PREVIEWS
	Malaysia
	Coldwell Banker LLC
	98-11344
	98-11344

	COLDWELL BANKER COMMERCIAL
	Malaysia
	Coldwell Banker LLC
	98-11345
	98-11345

	COLDWELL BANKER COMMERCIAL
	Malaysia
	Coldwell Banker LLC
	98-11346
	98-11346

	COLDWELL BANKER COMMERCIAL
	South Africa
	Coldwell Banker LLC
	9815096
	9815096

	COLDWELL BANKER COMMERCIAL
	South Africa
	Coldwell Banker LLC
	9815097
	9815097

	COLDWELL BANKER CB & Design
	Guatemala
	Coldwell Banker LLC
	98-1619
	106206

	COLDWELL BANKER CB & Design
	Guatemala
	Coldwell Banker LLC
	98-1620
	106207

	COLDWELL BANKER PREVIEWS
	Guatemala
	Coldwell Banker LLC
	98-1621
	106208

	COLDWELL BANKER PREVIEWS
	Guatemala
	Coldwell Banker LLC
	98-1622
	106209

	COLDWELL BANKER COMMERCIAL
	Guatemala
	Coldwell Banker LLC
	98-1623
	106210

	COLDWELL BANKER COMMERCIAL
	Guatemala
	Coldwell Banker LLC
	98-1624
	106211

	COLDWELL BANKER
	Guatemala
	Coldwell Banker LLC
	98-1625
	118092

	COLDWELL BANKER
	Guatemala
	Coldwell Banker LLC
	98-1626
	106212

	COLDWELL BANKER
	Sweden
	Coldwell Banker LLC
	98-2806
	335804

	COLDWELL BANKER PREVIEWS
	Sweden
	Coldwell Banker LLC
	98-2807
	363102

	COLDWELL BANKER COMMERCIAL
	Sweden
	Coldwell Banker LLC
	98-2809
	335805

	COLDWELL BANKER CB & Design
	Sweden
	Coldwell Banker LLC
	98-2810
	363103

	COLDWELL BANKER COMMERCIAL
	France
	Coldwell Banker LLC
	98765497
	98765497

	COLDWELL BANKER COMMERCIAL
	China (People's Republic)
	Coldwell Banker LLC
	9900020454
	1487631

	COLDWELL BANKER PREVIEWS
	China (People's Republic)
	Coldwell Banker LLC
	9900020455
	1487632

	COLDWELL BANKER CB & Design
	Dominican Republic
	Coldwell Banker Corporation
	99146747
	93286

	COLDWELL BANKER COMMERCIAL
	Papua New Guinea
	Coldwell Banker Corporation
	A61875
	A61875

	COLDWELL BANKER PREVIEWS
	Papua New Guinea
	Coldwell Banker Corporation
	A61876
	A61876

	COLDWELL BANKER
	Papua New Guinea
	Coldwell Banker Corporation
	A61877
	A61877

	COLDWELL BANKER CB & Design
	Papua New Guinea
	Coldwell Banker Corporation
	A61878
	A61878





II -99



	
					
	COLDWELL BANKER
	Albania
	Coldwell Banker LLC
	AL-M-05-00353
	10833

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Albania
	Coldwell Banker LLC
	AL-M-05-00354
	10837

	COLDWELL BANKER COMMERCIAL
	Albania
	Coldwell Banker LLC
	AL-M-05-00355
	10838

	COLDWELL BANKER CB & Design
	Albania
	Coldwell Banker LLC
	AL-M-05-00356
	10839

	COLDWELL BANKER
	Bosnia and Herzegovina
	Coldwell Banker LLC
	BAZ059310A
	BAZ059310

	COLDWELL BANKER CB & Design
	Bosnia and Herzegovina
	Coldwell Banker LLC
	BAZ059311A
	BAZ059311

	COLDWELL BANKER COMMERCIAL
	Bosnia and Herzegovina
	Coldwell Banker LLC
	BAZ059312A
	BAZ059312

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Bosnia and Herzegovina
	Coldwell Banker LLC
	BAZ059313A
	BAZ059313

	COLDWELL
	Germany
	Coldwell Banker LLC
	C41 447/36Wz
	2021170

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Indonesia
	Coldwell Banker LLC
	D05-26944
	IDM000130452

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Curacao
	Coldwell Banker LLC
	D-600060
	11910

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	St. Maarten
	Coldwell Banker LLC
	D-600060
	11910

	COLDWELL BANKER
	Curacao
	Coldwell Banker LLC
	d-700505
	13093

	COLDWELL BANKER
	St. Maarten
	Coldwell Banker LLC
	d-700505
	13093

	COLDWELL BANKER COMMERCIAL
	Curacao
	Coldwell Banker LLC
	D-700506
	13094

	COLDWELL BANKER COMMERCIAL
	St. Maarten
	Coldwell Banker LLC
	D-700506
	13094

	COLDWELL BANKER CB & Design
	Curacao
	Coldwell Banker LLC
	D-700507
	13095

	COLDWELL BANKER CB & Design
	St. Maarten
	Coldwell Banker LLC
	D-700507
	13095

	COLDWELL BANKER & Design
	Indonesia
	Coldwell Banker LLC
	D98-06222
	IDM000199247

	COLDWELL BANKER PREVIEWS
	Indonesia
	Coldwell Banker LLC
	D98-14056
	IDM000183166

	COLDWELL BANKER PREVIEWS
	Indonesia
	Coldwell Banker LLC
	D98-14057
	 IDM000216375

	COLDWELL BANKER
	Indonesia
	Coldwell Banker LLC
	D98-14058
	IDM000159048

	COLDWELL BANKER COMMERCIAL & Design
	Indonesia
	Coldwell Banker LLC
	D98-15684
	IDM000025909





II -100



	
					
	COLDWELL BANKER CB & Design
	Tunisia
	Coldwell Banker LLC
	EE050057
	EE050057

	COLDWELL BANKER
	Tunisia
	Coldwell Banker LLC
	EE050058
	EE050058

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Tunisia
	Coldwell Banker LLC
	EE050778
	EE050778

	COLDWELL BANKER COMMERCIAL
	Tunisia
	Coldwell Banker LLC
	EE050779
	EE050779

	COLDWELL BANKER
	European Community
	Coldwell Banker LLC
	129197
	129197

	COLDWELL BANKER
	Nigeria
	Coldwell Banker LLC
	F/TM/2010/11246
	 

	COLDWELL BANKER CB & Design
	Nigeria
	Coldwell Banker LLC
	F/TM/2010/11247
	 

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Nigeria
	Coldwell Banker LLC
	F/TM/2010/11248
	 

	COLDWELL BANKER COMMERCIAL CB & Design
	Nigeria
	Coldwell Banker LLC
	F/TM/2010/11249
	 

	COLDWELL BANKER COMMERCIAL
	Nigeria
	Coldwell Banker LLC
	F/TM/2010/11250
	 

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Nigeria
	Coldwell Banker LLC
	F/TM/2010/11251
	 

	COLDWELL BANKER CB & Design
	Nigeria
	Coldwell Banker LLC
	F/TM/2010/11252
	 

	COLDWELL BANKER
	Nigeria
	Coldwell Banker LLC
	F/TM/2010/11253
	 

	COLDWELL BANKER COMMERCIAL CB & Design
	Nigeria
	Coldwell Banker LLC
	F/TM/2010/11254
	 

	COLDWELL BANKER COMMERCIAL
	Nigeria
	Coldwell Banker LLC
	F/TM/2010/11999
	 

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Indonesia
	Coldwell Banker LLC
	J05-26943
	IDM000130451

	COLDWELL BANKER
	Indonesia
	Coldwell Banker LLC
	J96-25793
	IDM000087139

	COLDWELL BANKER CB & Design
	Indonesia
	Coldwell Banker LLC
	J96-25794
	IDM000087138

	COLDWELL BANKER COMMERCIAL
	Indonesia
	Coldwell Banker LLC
	J98-15117
	IDM000216376

	COLDWELL BANKER
	Romania
	Coldwell Banker LLC
	M 2005 10239
	71644

	COLDWELL BANKER CB & Design
	Romania
	Coldwell Banker LLC
	M 2005 10240
	71665

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Romania
	Coldwell Banker LLC
	M 2005 10242
	71664





II -101



	
					
	COLDWELL BANKER COMMERCIAL CB & Design
	Romania
	Coldwell Banker LLC
	M200608817
	79530

	COLDWELL BANKER
	Ukraine
	Coldwell Banker LLC
	M200819165
	123222

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Ukraine
	Coldwell Banker LLC
	M200819166
	123223

	COLDWELL BANKER CB & Design
	Ukraine
	Coldwell Banker LLC
	M200819168
	123224

	COLDWELL BANKER COMMERCIAL
	Ukraine
	Coldwell Banker LLC
	M200819171
	123225

	COLDWELL BANKER
	Latvia
	Coldwell Banker LLC
	M981682
	M44821

	COLDWELL BANKER CB & Design
	Latvia
	Coldwell Banker LLC
	M981683
	M44822

	COLDWELL BANKER COMMERCIAL
	Latvia
	Coldwell Banker LLC
	M981684
	M44823

	COLDWELL BANKER PREVIEWS
	Latvia
	Coldwell Banker LLC
	M981685
	M44824

	COLDWELL BANKER CB & Design
	Uzbekistan
	Coldwell Banker LLC
	MGU20080002
	MGU 17220

	COLDWELL BANKER COMMERCIAL CB & Design
	Uzbekistan
	Coldwell Banker LLC
	MGU20080003
	MGU 17476

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design
	Uzbekistan
	Coldwell Banker LLC
	MGU20080004
	MGU 17477

	COLDWELL BANKER
	Uzbekistan
	Coldwell Banker LLC
	MGU20080005
	MGU 17273

	COLDWELL BANKER COMMERCIAL
	Uzbekistan
	Coldwell Banker LLC
	MGU20080006
	MGU 17478

	COLDWELL BANKER CB & Design
	Antigua and Barbuda
	Coldwell Banker LLC
	NA
	51/05

	COLDWELL BANKER CB & Design
	Antigua and Barbuda
	Coldwell Banker LLC
	NA
	2446

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design (in series)
	Singapore
	Coldwell Banker LLC
	T05/21302C
	T05/21302C

	COLDWELL BANKER PREVIEWS INTERNATIONAL & Sunburst Design (in series)
	Singapore
	Coldwell Banker LLC
	T05/21304Z
	T05/21304Z

	COLDWELL BANKER
	Finland
	Coldwell Banker LLC
	T199802570
	214283

	COLDWELL BANKER CB & Design
	Finland
	Coldwell Banker LLC
	T199802571
	216563

	COLDWELL BANKER COMMERCIAL
	Finland
	Coldwell Banker LLC
	T199802572
	214284

	COLDWELL BANKER PREVIEWS
	Finland
	Coldwell Banker LLC
	T199802573
	214285





II -102



	
					
	COLDWELL BANKER
	Italy
	Coldwell Banker LLC
	VI98C 000302
	1319921

	COLDWELL BANKER CB & Design
	Italy
	Coldwell Banker LLC
	VI98C 000303
	1319940

	COLDWELL BANKER PREVIEWS
	Italy
	Coldwell Banker LLC
	VI98C 000304
	1319941

	COLDWELL BANKER COMMERCIAL
	Italy
	Coldwell Banker LLC
	VI98C 000305
	1319942

	COLDWELL BANKER CB & Design
	Poland
	Coldwell Banker LLC
	Z-174261
	122326

	COLDWELL BANKER
	Poland
	Coldwell Banker LLC
	Z-174262
	122325

	COLDWELL BANKER COMMERCIAL
	Poland
	Coldwell Banker LLC
	Z191810
	132539

	COLDWELL BANKER PREVIEWS
	Poland
	Coldwell Banker LLC
	Z-191811
	132802

	COLDWELL BANKER
	Croatia
	Coldwell Banker LLC
	Z20051853A
	Z20051853

	COLDWELL BANKER CB & Design
	Croatia
	Coldwell Banker LLC
	Z20051854A
	Z20051854

	COLDWELL BANKER COMMERCIAL
	Croatia
	Coldwell Banker LLC
	Z20051855A
	Z20051855

	COLDWELL BANKER PREVIEWS INTERNATIONAL
	Croatia
	Coldwell Banker LLC
	Z20051856A
	Z20051856










*Coldwell Banker Corporation converted its corporate entity type and name to Coldwell Banker LLC on July 2, 2007.  The recordal of that change is being made as renewals or other actions are taken in countries.




Realogy Corporation
Trademark Applications and Registrations
	
					
	Trademark
	Country Name
	Owner Name
	Application No.
	Registration No.

	REALOGY
	Australia
	Realogy Corporation
	1217725
	1217725

	REALOGY: THE BUSINESS OF REAL ESTATE
	Australia
	Realogy Corporation
	1217727
	1217727

	REALOGY
	European Community
	Realogy Corporation
	007044597
	007044547

	REALOGY: THE BUSINESS OF REAL ESTATE
	European Community
	Realogy Corporation
	007044548
	007044548









II -103



NRT Utah LLC
Trademark Applications and Registrations**
	
				
	Trademark
	Owner Name
	Application No.
	Registration 
No.

	UTAH REAL ESTATE SCHOOL NRT and Design
	NRT Utah LLC
	78883366
	3222469




** On August 21, 2008, NRT Utah LLC assigned any common law rights it had to the roofline in the design mark listed above and the words “Utah Real Estate School” to The Lund Group, Inc. in connection with an asset purchase.  However, this registration was not assigned since the mark contains the term “NRT”.  The registration will either be voluntarily withdrawn by NRT Utah or eventually be cancelled by the PTO for failure to file a Section 8 Affidavit when it is due.
Burnet Realty LLC
Trademark Applications and Registrations
	
					
	Trademark
	Country Name
	Owner Name
	Application No.
	Registration No.

	DISTINCTIVE HOMES
	United States
	Burnet Realty LLC
	74085862
	1712157

	MAKING DREAMS COME HOME
	United States
	Burnet Realty LLC
	78486327
	3127865








World Real Estate Marketing LLC 
Trademark Applications and Registrations 


	
					
	Trademark
	Country Name
	Owner Name
	Application No.
	Registration No.

	AdvisorRE (stylized)
	United States
	World Real Estate Marketing LLC
	85103801
	3999675

	AdvisorRE & Connect to the Best. (stylized)
	United States
	World Real Estate Marketing LLC
	85104151
	4037290






COPYRIGHT AND COPYRIGHT APPLICATIONS
U.S. Copyright Registrations	
			
	Owner/Claimant
Name
	Title
	Registration
No.

	Burnet Realty LLC
	Real estate times - v. 78, no. 1.
	TX-61-249

	Burnet Realty LLC
	Real estate times - v. 78, no. 2.
	TX-71-213

	Burnet Realty LLC
	Real estate times - v. 79, no.1
	TX-204-670

	Burnet Realty LLC
	Real estate times - v. 79, no. 2.
	TX-276-031

	Burnet Realty LLC
	Real estate times - v. 79, no. 3.
	TX-336-681





II -104



	
			
	 
	 
	 

	Century 21 Real Estate LLC
	Century 21 sales performance system:  coaches video ser.
	PA-530-364

	Century 21 Real Estate LLC
	Century 21 sales performance system: sales associate video ser.
	PA-530-367

	Century 21 Real Estate LLC
	2 & 1 Training Program
	SR-132-952

	Century 21 Real Estate LLC
	Century 21 Sales Performance System
	SR-133-677

	Century 21 Real Estate LLC
	Gold market analysis certificate
	TX-1-570-001

	Century 21 Real Estate LLC
	21 Ways to Purchase Property
	TX-1-570-002

	Century 21 Real Estate LLC
	Action Warranty
	TX-1-570-003

	Century 21 Real Estate LLC
	21 Questions that Help Make a House Sell Faster
	TX-1-570-004

	Century 21 Real Estate LLC
	Success Starts with a Super Image
	TX-1-570-005

	Century 21 Real Estate LLC
	VIP Buyer Referral
	TX-1-588-502

	Century 21 Real Estate LLC
	VIP Seller Referral
	TX-1-664-218

	Century 21 Real Estate LLC
	Twenty-One
	TX-2-229-537

	Century 21 Real Estate LLC
	VIP Training:  Broker Overview
	TX-2-647-998

	Century 21 Real Estate LLC
	Twenty-One
	TX-2-300-041

	Century 21 Real Estate LLC
	Twenty-One
	TX-2-304-240

	Century 21 Real Estate LLC
	Twenty-One
	TX-2-333-788

	Century 21 Real Estate LLC
	The Century 21 Complete Home Guide
	TX-2-337-742

	Century 21 Real Estate LLC
	Getting Ready Pre-Installation Guide
	TX-2-349-485

	Century 21 Real Estate LLC
	Training Manual for Management.
	TX 2-349-490

	Century 21 Real Estate LLC
	Training Manual for Administration
	TX-2-349-491

	Century 21 Real Estate LLC
	CenturyNet Sales & Listing
	TX-2-379-842

	Century 21 Real Estate LLC
	CenturyNet Management: Sales & Listing
	TX-2-379-848

	Century 21 Real Estate LLC
	Twenty-One
	TX-2-402-614

	Century 21 Real Estate LLC
	The Century 21 Complete Home Guide
	TX-2-402-615

	Century 21 Real Estate LLC
	Twenty-One
	TX-2-481-623

	Century 21 Real Estate LLC
	Twenty-One
	TX-2-481-624

	Century 21 Real Estate LLC
	Twenty-One
	TX-2-586-280

	Century 21 Real Estate LLC
	Twenty-One
	TX-2-586-286

	Century 21 Real Estate LLC
	Twenty-One
	TX-2-595-091

	Century 21 Real Estate LLC
	The Century 21 Complete Home Guide
	TX-2-595-542

	Century 21 Real Estate LLC
	Business and Financial Planning
	TX-2-637-007

	Century 21 Real Estate LLC
	Helping Yourself Through Effective Public Relations:  Guidelines for Brokers.
	TX-2-637-008

	Century 21 Real Estate LLC
	International Management Academy
	TX-2-637-009

	Century 21 Real Estate LLC
	Century 21 Sales Performance System Coach's Guide
	TX-2-637-051

	Century 21 Real Estate LLC
	Century 21 Military Relocation Network Sales Associates Training Program
	TX-2-647-995

	Century 21 Real Estate LLC
	Century 21 Recruiting Presentation:  User's Guide
	TX-2-648-166

	Century 21 Real Estate LLC
	Listing Presentation Manual:  Instructions
	TX-2-652-844





II -105



	
			
	Century 21 Real Estate LLC
	Principles of Sales Management
	TX-2-652-986

	Century 21 Real Estate LLC
	VIP Sales Associates Training
	TX-2-652-988

	Century 21 Real Estate LLC
	Property Management Support System
	TX-2-652-992

	Century 21 Real Estate LLC
	Listing Presentation Manual
	TX-2-652-994

	Century 21 Real Estate LLC
	Managers as Leaders
	TX-2-655-497

	Century 21 Real Estate LLC
	Management Development Course
	TX-2-655-498

	Century 21 Real Estate LLC
	Century 21 Investment Practices Course
	TX-2-655-509

	Century 21 Real Estate LLC
	Investment Specialist Course
	TX-2-655-724

	Century 21 Real Estate LLC
	Investment Marketing Course
	TX-2-655-725

	Century 21 Real Estate LLC
	Investment Qualification Course
	TX-2-655-732

	Century 21 Real Estate LLC
	Twenty-One
	TX-2-657-200

	Century 21 Real Estate LLC
	The Century 21 Complete Home Guide
	TX-2-657-251

	Century 21 Real Estate LLC
	VIP Relocation Director's Training Course: No. 520
	TX-2-662-352

	Century 21 Real Estate LLC
	Twenty-One
	TX-2-668-404

	Century 21 Real Estate LLC
	The Century 21 Complete Home Guide
	TX-2-668-405

	Century 21 Real Estate LLC
	CenturyWriter
	TX-2-680-420

	Century 21 Real Estate LLC
	CenturyNet Guide
	TX-2-684-378

	Century 21 Real Estate LLC
	Administrative Guide
	TX-2-684-379

	Century 21 Real Estate LLC
	Quick Reference-Closing a Transaction-Management Sales & Listing
	TX-2-684-414

	Century 21 Real Estate LLC
	Steps to Success:  Regional Overview
	TX-2-701-125

	Century 21 Real Estate LLC
	Steps to Success:  Management
	TX-2-707-972

	Century 21 Real Estate LLC
	CenturyNet 4.0 Conversion Training Manual
	TX-2-707-973

	Century 21 Real Estate LLC
	Steps to Success: System Set-up
	TX-2-707-974

	Century 21 Real Estate LLC
	VIP Referral/Relocation Training:  Course 101
	TX-2-728-452

	Century 21 Real Estate LLC
	Steps to Success:  Sales Associate Overview
	TX-2-729-751

	Century 21 Real Estate LLC
	Steps to Success:  Sales Tools
	TX-2-729-752

	Century 21 Real Estate LLC
	Century 21 Presentation Flipchart Instruction Booklet
	TX-2-732-090

	Century 21 Real Estate LLC
	Century 21 Investment Training: Investment Practices Course
	TX-2-732-091

	Century 21 Real Estate LLC
	The Century 21 Complete Home Guide
	TX-2-747-278

	Century 21 Real Estate LLC
	Twenty-One
	TX-2-747-279

	Century 21 Real Estate LLC
	Property Management Support System
	TX-2-789-745

	Century 21 Real Estate LLC
	Breaking Through: Recruiting Presentation, Flipchart Instructional Guide Booklet
	TX-2-792-651

	Century 21 Real Estate LLC
	Managers as Leaders
	TX-2-792-652

	Century 21 Real Estate LLC
	Century 21 Investment Training:  Investment Specialist Course
	TX-2-792-653

	Century 21 Real Estate LLC
	Century 21 Management Development Course
	TX-2-792-668

	Century 21 Real Estate LLC
	Twenty-One
	TX-2-865-201

	Century 21 Real Estate LLC
	Twenty-One
	TX-2-865-202





II -106



	
			
	Century 21 Real Estate LLC
	Operation orbit chartbook and market share intelligence
	TX 2-869-323

	Century 21 Real Estate LLC
	Operation orbit notebook of sessions topics
	TX 2-892-959

	Century 21 Real Estate LLC
	CenturyNet FMP Installation and Utilities Guide
	TX-2-997-372

	Century 21 Real Estate LLC
	Setup Guide
	TX-2-997-373

	Century 21 Real Estate LLC
	Twenty-One
	TX-3-011-037

	Century 21 Real Estate LLC
	Twenty-One
	TX-3-011-041

	Century 21 Real Estate LLC
	Twenty-One
	TX-3-025-275

	Century 21 Real Estate LLC
	Century 21 Sellers Service Pledge
	TX-3-079-622

	Century 21 Real Estate LLC
	CenturyNet Financial Management Package:  User's Guide
	TX-3-086-254

	Century 21 Real Estate LLC
	Twenty-One
	TX-3-088-127

	Century 21 Real Estate LLC
	Twenty-One
	TX-3-092-347

	Century 21 Real Estate LLC
	Century 21 Buyer Service Pledge
	TX-3-104-464

	Century 21 Real Estate LLC
	Century 21 Sales Performance System:  Sales Associate Workbook
	TX-3-110-976

	Century 21 Real Estate LLC
	VIP Referral/Relocation Training:  Course 201 Relocation Director Referral Coordinator
	TX-3-110-977

	Century 21 Real Estate LLC
	Century 21 Sales Performance System:  Sales Associate Guide
	TX-3-110-978

	Century 21 Real Estate LLC
	VIP Referral/Relocation Training:  Course 301 Broker/Manager
	TX-3-110-979

	Century 21 Real Estate LLC
	CenturyNet Financial Management Package, Version 2.2:  FMP Installation & Utilities Guide
	TX-3-133-457

	Century 21 Real Estate LLC
	CenturyNet Financial Management Package:  Accounting User Guide
	TX-3-137-445

	Century 21 Real Estate LLC
	Twenty-One
	TX-3-197-652

	Century 21 Real Estate LLC
	Twenty-One
	TX-3-197-653

	Century 21 Real Estate LLC
	Twenty-One
	TX-3-200-633

	Century 21 Real Estate LLC
	VIP Referral/Relocation Training:  Course 102
	TX-3-701-774

	Century 21 Real Estate LLC
	Recruiting Flipchart Coach's Guide
	TX-3-788-291

	Century 21 Real Estate LLC
	1982 Centurion Lapel Pin
	VA-339-820

	Century 21 Real Estate LLC
	Centurion Statue
	VA-355-168

	Century 21 Real Estate LLC
	Centurion, 1987
	VA-355-169

	Century 21 Real Estate LLC
	1988 Centurion Lapel Pin
	VAu-168-301

	 
	 
	 

	Century 21 Real Estate LLC 
& Meredith Corporation
	At home with Century 21. (winter 04)
	TX 6-025-339

	Century 21 Real Estate LLC 
& Meredith Corporation
	At home with Century 21
	TX-6-231-001

	 
	 
	 

	Coldwell Banker Real Estate LLC
	Fast start / produced by Multi-Media Presentations, Inc.
	PA-135-639

	Coldwell Banker Real Estate LLC
	Foundation for Success
	TX-6-196-069





II -107



	
			
	Coldwell Banker Real Estate LLC
	Coldwell Banker Real Estate Corporation Personal retriever dog sign rider
	VA-1-134-268

	 
	 
	 

	Coldwell Banker Real Estate, Inc. Coldwell Banker Real Estate, Inc. changed its name to Coldwell Banker Real Estate Services, Inc. in January 1991 and then dissolved and was replaced by Coldwell Banker Real Estate Services LLC.
	The Action plan
	TX-1-783-795

	 
	 
	 

	Coldwell Banker Residential Real Estate LLC
	Fast start training manual (instructor's guide) : pt. II
	TX-2-079-881

	Coldwell Banker Residential Real Estate LLC
	Masterscourse Farming: MS-501
	TX-2-081-904

	Coldwell Banker Residential Real Estate LLC
	MS-201-technicalskills Workshops
	TX-2-082-769

	Coldwell Banker Residential Real Estate LLC
	Fast Start Sales Associate Workbook
	TX-2-083-845

	Coldwell Banker Residential Real Estate LLC
	Fast start training manual (instructor's guide) : pt. I
	TX-2-083-909

	Coldwell Banker Residential Real Estate LLC
	SuccessTrack
	TX-2-084-735

	Coldwell Banker Residential Real Estate LLC
	The Home price comparison index : Jan. 1987
	TX-2-408-262

	Coldwell Banker Residential Real Estate LLC
	First quarter 1988 quotables
	TX-2-595-842

	Coldwell Banker Residential Real Estate LLC
	Home price comparison index : a guide for comparing home prices across the nation.
	TX-2-628-430

	Coldwell Banker Residential Real Estate LLC
	Coldwell Banker makes real estate a black tie affair.
	TX-2-711-365

	Coldwell Banker Residential Real Estate LLC
	Homeowners compu-tax delight / by Jack D. Gravis.
	TXu-130-810

	Coldwell Banker Residential Real Estate LLC
	Homebuyers compu-tax delight.
	TXu-168-442

	 
	 
	 

	Electronic Realty Associates, Inc. Electronic Realty Associates, Inc.'s assets were purchased by ERA Acquisition Co. which was formed in January 1996 and then changed its name to ERA Franchise Systems, Inc. on February 26, 1996.  ERA Franchise Systems, Inc. changed its name to ERA Franchise Systems LLC in July 2007.
	Mortgage Watch
	VAu-79-570

	 
	 
	 

	ERA Franchise Systems LLC
	ERA management manual; 13-week action program
	A451958

	ERA Franchise Systems LLC
	Methods of management
	A564564

	ERA Franchise Systems LLC
	Operations manual
	A564991

	ERA Franchise Systems LLC
	Buyers protection plan maintenance-service agreement
	A845644





II -108



	
			
	ERA Franchise Systems LLC
	Application buyers protection plan
	A852707

	ERA Franchise Systems LLC
	ERA sales training program; cassette text, filmstrips no. 1-13
	A869381

	ERA Franchise Systems LLC
	Agent training manual
	A877902

	ERA Franchise Systems LLC
	Buyers protection plan agreement
	A903945

	ERA Franchise Systems LLC
	Residential seller's warranty agreement
	A903946

	ERA Franchise Systems LLC
	Buyers protection plan sellers assignment
	A903947

	ERA Franchise Systems LLC
	Home sellers protection plan application
	A906702

	ERA Franchise Systems LLC
	ERA guaranteed sales plan sales and equity advance program
	JP20364

	ERA Franchise Systems LLC
	Showing the home
	JP20365

	ERA Franchise Systems LLC
	Handling listing objections
	JP20366

	ERA Franchise Systems LLC
	Obtaining buyer prospects
	JP20367

	ERA Franchise Systems LLC
	Listing sources
	JP20368

	ERA Franchise Systems LLC
	Servicing the listing; filmstrip
	JP20369

	ERA Franchise Systems LLC
	Listing appointment techniques
	JP20370

	ERA Franchise Systems LLC
	Overcoming buyer objections
	JP20371

	ERA Franchise Systems LLC
	Presenting the offer
	JP20372

	ERA Franchise Systems LLC
	Counseling the buyer
	JP20373

	ERA Franchise Systems LLC
	Agent listing training
	N43818

	ERA Franchise Systems LLC
	Listing appointment techniques
	N43819

	ERA Franchise Systems LLC
	Listing sources
	N43820

	ERA Franchise Systems LLC
	Showing the home
	N43821

	ERA Franchise Systems LLC
	Career opportunity I
	N43822

	ERA Franchise Systems LLC
	Obtaining buyer prospects
	N43823

	ERA Franchise Systems LLC
	Handling listing objections
	N43824

	ERA Franchise Systems LLC
	Overcoming buyer objections
	N43825

	ERA Franchise Systems LLC
	Servicing the listing
	N43826

	ERA Franchise Systems LLC
	ERA guaranteed sales plan and equity advance program
	N43827

	ERA Franchise Systems LLC
	Counseling the buyer
	N43828

	ERA Franchise Systems LLC
	Career opportunity II
	N43829

	ERA Franchise Systems LLC
	Presenting the offer
	N43830

	ERA Franchise Systems LLC
	[EIS]
	TX 3-501-505

	ERA Franchise Systems LLC
	The Blueprint-II Program Suite
	TX-2-000-230

	ERA Franchise Systems LLC
	The Moving Experience:  ERA real estate consumer guide to relocation.
	TX-269-524

	ERA Franchise Systems LLC
	ERA sales training program; cassette text, filmstrips no. 1-13
	TX-2-949

	ERA Franchise Systems LLC.
	ERA Home Buyer Program:  Appraisal Authorization
	TX-352-806

	ERA Franchise Systems LLC
	ERA Home Buyer Program:  ERA Broker's Application for Sellers
	TX-352-807

	ERA Franchise Systems LLC.
	Workbook for Certification Training, ERA Certified Real Estate Specialist
	TX-382-801





II -109



	
			
	ERA Franchise Systems LLC
	Answers: The 91 Most Frequently Asked Questions and Answers about Buying or Selling a Home
	TX-4-331-188

	ERA Franchise Systems LLC
	ERA Affiliate Internet Manager:  User Manual
	TX-4-776-598

	ERA Franchise Systems LLC
	ERA Advertiser
	TX-70-933

	ERA Franchise Systems LLC
	The Home Sellers Guide
	TX-744-046

	ERA Franchise Systems LLC
	Blueprint for Success: Basics of Successful Real Estate Business Management
	TX-840-298

	ERA Franchise Systems LLC.
	No Down Payment (Louisiana)
	TX-929-991

	ERA Franchise Systems LLC
	Reduced Interest Rate (Louisiana)
	TX-929-992

	ERA Franchise Systems LLC
	Reduce Interest Rate
	TX-929-993

	ERA Franchise Systems LLC
	No Down Payment
	TX-929-994

	ERA Franchise Systems LLC
	No Down Payment (Louisiana)
	TX-929-995

	ERA Franchise Systems LLC
	Reduced Interest Rate (Louisiana)
	TX-929-996

	ERA Franchise Systems LLC
	No Down Payment
	TX-929-997

	ERA Franchise Systems LLC
	Reduced Interest Rate
	TX-929-998

	ERA Franchise Systems LLC
	Co-ownership Agreement (Louisiana)
	TX-929-999

	ERA Franchise Systems LLC.
	Co-ownership Agreement
	TX-930-000






 



II -110


Exhibit 10.12


Schedule III to the 
First Lien Junior Priority
Collateral Agreement
COMMERCIAL TORT CLAIMS


ERA Franchise Systems, Inc. v. TMG Real Estate Services, L.L.C., Michael Herman Levitin, Sandra Morgan Levitin, Sandra J. Holmes, and H-Towne Realty.com, L.L.C. - The amount at issue was $8,295,429, as ERA seeks past due and other fees resulting from to defendants' breaches of the Franchise Agreement. The case was venued in the United States District Court for the Southern District of Texas, Case No.: H-06-cv-02765. A settlement was reached in or around July, 2007 requiring defendants to pay $3.5 million.  A Stipulation of Settlement was filed with the court on 12/31/07.  The settlement required defendants to make one $10K payment, then monthly payments starting 1/1/08.  The first $10K payment was sent to the lock-box on 12/21/07.  Since then, Defendants have made sporadic payments.  ERA's outside counsel has sent multiple default letters, and ERA has also engaged a collection firm to pursue the amounts past due.  
Century 21 Real Estate LLC f/k/a Century 21 Real Estate Corporation v. Bic Pho, David McCain, Century 21 Su Casa and Century 21 Ruby; Su Casa Realty/Investment, Inc. Vision Quest 21, Inc. and Does 1 through 100 - The amount at issue is $1,305,480.12, as Century 21 seeks past due and other fees resulting from the  defendants' breaches of the Franchise Agreement.  The case is venued in the Superior Court of California, County of Santa Clara, Case No. 106CV067150. On April 1, 2008, the court entered judgment against David McCain in the amount of $1,940,596.82.  Mr. McCain filed for chapter 7 bankruptcy on June 11, 2008 and received a discharge on December 1, 2008, although the trustee is continuing to search for assets.  Other than the $27,487 Century 21 previously received, the trustee's final report indicated that Century 21 will receive no additional distribution from the estate.
Sotheby's International Realty Affiliates, Inc. v. Kimberly K. Poston and Poston Properties, LLC, formerly d/b/a Poston Properties Sotheby's International Realty - The amount at issue is $1,025,621.48, as Sotheby's seeks past due and other fees resulting from the defendants' breaches of the Franchise Agreement.  The case is venued in the Superior Court of New Jersey, County of Morris, Docket No: MRS-L-1535-06.  Judgment was entered in the amount of $1,190,992.26.  Kimberly Poston obtained a Chapter 7 discharge, but our judgment was deemed non-dischargeable and survived.   Aubyn Shettle, Esq. has the judgment for collection and discovery is ongoing.  The franchisee-LLC is inactive.
Century 21 Real Estate, LLC vs. Perfect Gulf Properties, Inc, Perfect Gulf Properties I, LLC, Hudson Morgan Investments, Inc., T&W Management, Inc d/b/a T&W Management, LLC, Douglas McPherson, Robert C.E. Williams, Jimmy Aviram, Michael Weber, Clifford R. Morgan, II, Arthur J. Hudson, Pam Wolters-.  On August 5, 2010, the Court entered judgment in favor of Century 21 Real Estate, LLC and against Perfect Gulf Properties I, LLC, Douglas McPherson, Robert C.E. Williams, Jimmy Aviram and Michael Weber, jointly and severally, in the amount of $35,711.73.  The court further ordered that Century 21 Real Estate, LLC shall further recover from Perfect Gulf Properties I, LLC, Douglas McPherson, Robert C.E. Williams, Jimmy Aviram and Michael Weber, jointly and severally, the additional sum of $1,352,475.40 and that Century 21 Real Estate, LLC shall further recover from Robert C.E. Williams, Jimmy Aviram and Michael Weber, jointly and severally, the additional sum of $6,959.00.  The judgment has been forwarded to collection counsel.  Douglas McPherson filed for Bankruptcy protection. 
Century 21 Real Estate LLC v. John R. Kersten and Elizabeth Kersten  - This matter was filed on September 15, 2008.  The amount at issue is $987,364.35 due under Promissory Notes on which the Defendants failed to make the required payments when they became due.  Judgment in the amount of $987,364.35 was entered in the State of Michigan in the Circuit Court for the County of Oakland, Case No. 08-094555-CK on 9/15/2008.  Collection action was undertaken against Mr. Kersten until he filed for bankruptcy protection in mid-2009.  To our knowledge, Mrs. Kersten has not yet filed for bankruptcy, and further collection action may be permitted against her.  Kersten was discharged from the bankruptcy.  However, the trustee is still attempting to liquidate assets. 
Century 21 Real Estate LLC v. Town & Country - Sterling Heights, Inc, d/b/a Century 21 Town and Country, and John Kersten, jointly and severally - This matter was filed on September 15, 2008.  The amount at issue is $4,319,866.66, plus interest, late charges, attorney's fees and other costs as Century 21 seeks collection due to breach of various franchise agreements and promissory notes and guaranties entered into between Plaintiff and Defendants'.  The case is venued in the State of Michigan, in the Circuit Court for the County of Oakland, Case No.  08-094547-CK, and a Judgment was entered against all Defendants October 15, 2008.  Collection action was 

III -1


Exhibit 10.12


initiated against Sterling Heights, Inc. until it filed for bankruptcy protection in early 2009.  Collection action was also initiated against Mr. Kersten until he filed for bankruptcy protection in mid-2009.
Coldwell Banker Real Estate Corporation v. CBD Realty, Corp d/b a Coldwell Banker Dynamic Realty; Henry Melendez; Joel Olivas d/b/a Coldwell Banker Dynamic Realty and Citywide Enterprises, Inc. - The amount at issue is $1,150,000.00 as Coldwell Banker seeks collection of a Judgment previously entered in the Superior Court of California, County of Los Angeles, East District, Case No. KC045564 J in the amount of $388,795.40 on September 20, 2005 as well as past due and other fees resulting from the defendants' breaches of the Franchise Agreement which were encompassed in a settlement agreement reached between the parties on January 31, 2008.  The case was venued in the United States District Court, Central District of California, Case No. EDCV07-00447 SGL (OPX).  Defendants breached the terms of the settlement agreement and as a result, judgment was entered in the amount of $1,150,000.00 on March 18, 2008. Coldwell Banker is currently trying to collect on this judgment.
In Re: Robert Dyson and Loraine Dyson - On October 31, 2008, Robert and Loraine Dyson (the “Dysons”) filed a voluntary chapter 7 bankruptcy proceeding with the United States Bankruptcy Court for the Southern District of California.  The Dysons along with Dyson & Dyson of California, Inc. and Dyson & Dyson of Las Vegas, Inc. are makers and co-makers under a Development Advance Promissory Note held by Sotheby's International Realty Affiliates LLC dated October 9, 2007 in the amount of $1,479,618.00.  The obligations of the borrowers are secured as set forth in the Security Agreement dated October 9, 2007.  We filed a Proof of Claim in the bankruptcy action in the amount of $11,004,094.15 which consists of outstanding royalties, lost future profits and Development Advance Promissory Note obligation. The Dysons were discharged.  However, the trustee is attempting to liquidate assets. 
Century 21 Real Estate LLC v. HT Brown Real Estate, Inc. and Hollis T. Brown - judgment obtained for $405,534.95 based on confession of judgment in promissory note for outstanding royalty fees.  On November 5, 2010, we obtained a second judgment in the amount of $3,234,019.15.  The judgment has been forwarded to collection counsel, which is still being pursued.  
Coldwell Banker Real Estate LLC v. Stucky & Associates, Inc. f/d/b/a Coldwell Banker Stucky & Associates Realtors and Franklin J. Stucky - Franklin Stucky and Stucky & Associates (collectively, “Stucky”) are indebted to Coldwell Banker the total sum of $1,110,729.24.  Judgment was entered against Stucky in New Jersey for $466,501.17.  In July, 2009, a second action was commenced in Kansas for $644,228.07, for the remaining fees and notes due and owing from Stucky.  A settlement was reached with Stucky on or about 3/7/11.  The settlement requires defendants to pay Coldwell Banker a total of $115,000 in the form of a single down payment followed by annual payments starting 11/1/11 and ending 11/1/18.  Stucky has made all payments owed to date.
NRT New York LLC d/b/a Corcoran Sunshine Marketing Group v. Turks, Ltd.  This matter relates to a termination of an exclusive marketing agreement for a new development condominium project located in the Turks and Caicos.  The amounts at issue consists of accrued and reimbursable expenses in the amount of approximately $40,000, termination fees of approximately $474,000 and progress payments on commissions in the amount of approximately $993,075.13.  The case was filed in April 2009 and is venued in the United States District Court, Southern District of New York before Justice Hellerstein.  In approximately October of 2009, a Receiver in Turks and Caicos was appointed for the Defendant.  A Consent Judgment was entered into in the amount of $2,041,890.38 (which includes NY statutory interest) and a claim was filed in said amount with the Receiver by local counsel.
Sotheby's International Realty, Inc. v. Donald Deutsch - The amount at issue is $1,800,000, resulting from Deutsch's breach of a listing agreement with Sotheby's International Realty (“SIR”).  Deutsch engaged SIR to sell his properties located in Amaganset, New York.  SIR procured a buyer for Deutsch's properties, and Deutsch closed on the sale of the properties for a purchase price of $30,000,000 to the buyer procured by SIR in October 2010.  Deutsch defaulted on his obligations to pay SIR a commission.  The Verified Complaint was filed on January 11, 2011 and the case is venued in New York State Supreme Court in New York County, Index Number 650078/2011.  SIR is seeking damages against Deutsch for breach of contract, quantum meruit and fraud.
COLDWELL BANKER REAL ESTATE LLC v. EJL Investment, a California Corporation doing business as COLDWELL BANKER PENINSULA; BERNARD LEUNG, individually and doing business as COLDWELL BANKER PENINSULA; MARLENE NABONG, individually and doing business as COLDWELL BANKER PENINSULA, and DOES 1 through 10.  On September 14, 2010, the Superior Court of California, County of San Mateo, entered Default Judgment in favor Coldwell Banker Real Estate, LLC and against Defendants EJL Investment, a California corporation doing business as Coldwell Banker Peninsula, Bernard Leung, an individual, and Marlene Nabong, an individual, jointly and severally, in the amount of $1,535,549.10.  The Judgment has been forwarded to collection counsel.  
Skyline Title, LLC and Title Resource Group Affiliates Holdings, LLC v. Liberty Agency Holdings, LLC, Liberty Title Agency, LLC, Brain H. Madden and Albert Yorio.  On or about April 1, 2009, Skyline and TRG filed its complaint against Liberty Title, Madden and Yorio.  Liberty Agency was the managing Partner of the joint 

III -2


Exhibit 10.12


venture with TRG, Skyline Title Agency.  TRG learned that Liberty Agency was misappropriating Skyline's clients and Skyline's monies totaling approximately $690,000 and that the JV was underfunded by approximately $300,000.  On or about May 1, 2009, we amended our complaint to include Elizabeth D. Madden, Brownstone Abstract, LLC, Liberty Title Agency of Westchester, LLC, and Liberty Westchester, LLC.  At the prompting of the court on a motion to dismiss, the complaint against Melissa was withdrawn because all of the known transfers to her have been recovered.  TRG dismissed its claims against Elizabeth in exchange for $25,000.  In addition to the civil complaint, TRG/Skyline simultaneously notified the Nassau County District Attorney's office.  Brian Madden was promptly indicted.  On December 14, 2010, pursuant to a plea deal, Mr. Madden pled guilty to wire fraud and insurance fraud and was eventually sentenced to 20 months in jail.  Mr. Madden filed for bankruptcy on November 17, 2011, which has stayed the civil action filed against Mr. Madden.
CENTURY 21 REAL ESTATE LLC, v.  REAL STAR REALTY LLC a/k/a REALSTAR REALTY, LLC f/d/b/a Century 21 NY Metro, IVEL REALTY LLC a/k/a IVEL LLC, METRO STAR LLC a/k/a METRO STAR REALTY LLC, CENTURY STAR REALTY LLC, ROBERT COHEN, MARC LEWIS and KEVIN B. BROWN,  Defendants.
The above complaint was file on June 21 2011 in the Superior Court of New Jersey Law Division of Morris County with a docket No. L-1799-11.  The amount at issue was $1,259,595.99, with Century 21 seeking past due and other fees from defendants' breaches of the Franchise Agreement.  Settlement agreements were executed with defendants Robert Cohen, MetroStar LLC, Ivel LLC, and Marc Lewis.  The litigation is ongoing against Brown and his entity.  
Century 21 Real Estate LLC, f/k/a Century 21 Real Estate Corporation v. San Vicente Real Estate Services, Inc. d/b/a Century 21 San Vincente, Arnold K. Fry and Helen B. Jupin -  On May 10, 2010, Century 21 was awarded a judgment against the defendants in the amount of $203,304.10 for damages, 10% interest at $55.70 per day starting on August 2, 2007 and accruing until paid as well as $10,872.50 in legal fees and costs.  This matter was venued in the United States District Court in the Southern District of California, Case No. 07-CV-1423-L (RBB). The amount at issue was for past due and other fees resulting from the defendants/ breaches of the franchise agreement. Collection efforts continue as to the judgment.  A second action entitled Century 21 Real Estate LLC, f/k/a Century 21 Real Estate Corporation v. San Vicente Real Estate Service, Inc., f/d/b/a Century 21 San Vicente; Arnold K. Fry and Helen B. Jupin  was filed.  The amount at issue is $921,826.17 as Century 21 seeks past due and other fees resulting from the defendants' breaches of the Franchise Agreement. This amount also includes damages in the amount of $166,921.52 Century 21 incurred in a vicarious lawsuit against the defendants. The matter is ongoing.   
In re Stirling International Realty, Inc. d/b/a Stirling Sotheby's International Realty - Stirling and the guarantors of Stirling, Roger Soderstrom and Tansey Soderstrom, filed for bankruptcy in 2011.  The case is venued in the United States Bankruptcy Court for the Middle District of Florida, Orlando Division, Case No. 6:11-bk-02388-KSJ.  Sotheby's filed a proof of claim with the bankruptcy court in the amount of $1,215,352.74.  Striling filed a Chapter 11 reorganization plan through which Stirling shall pay Sotheby's at total of $578,270.26 in the form of seventy-eight monthly payments, the first of which has been paid.
Sotheby's International Realty Affiliates LLC v. McNair, Inc. formerly d/b/a Sudler Sotheby's International Realty, Sergio Martinucci and Chaz Walters (collectively “Defendants”) - The amount at issue is $2,109,752.34, as Sotheby's seeks past due fees and other damages, including lost future profits, resulting from the Defendants' breaches of the Franchise Agreement.  The complaint was filed on October 3, 2011 and the case is venued in the United States District Court for the Northern District of Illinois, Case No. 11-cv-06930.
Better Homes and Gardens Real Estate LLC (“BH&G”) v. Mary Holder Agency, Inc. formerly d/b/a Better Homes and Gardens Real Estate Mary Holder and Mary Holder (collectively “Holder Defendants”) - The amount at issue is $1,275,762.17, as BH&G seeks past due fees and other damages, including lost future profits, resulting from the Defendants' breaches of the Franchise Agreement.  A complaint was filed on June 16, 2011 in the Superior Court of New Jersey, County of Morris, Docket No: MRS-L-1724-11.  BH&G obtained a judgment against the Holder Defendants in the amount of $198,562.99.  Separately, BH&G obtained a second judgment against Mary Holder individually, in the additional amount of $1,084,227.06.  The Holder Defendants each filed bankruptcy, which stayed the lawsuit and any collection efforts.  BH&G filed a proof of claim in each bankruptcy case.  The bankruptcy proceeding for Mary Holder, Inc. is venued in the United States Bankruptcy Court for the District of New Jersey, Case No. 11-34280 (MBK).  On September 30, 2011, BH&G filed a verified complaint in this case against Mary Holder, Inc., Mary Holder and certain third-party defendants seeking damages, Adv. Pro. No. 11-02437 (MBK).  Discovery is pending in this adversary proceeding.  The bankruptcy proceeding for Mary Holder individually is also venued in the United States Bankruptcy Court for the District of New Jersey, Case No. 11-41934 (MBK).  
NRT Insurance Agency, Inc. v. Liberty Mutual Insurance Company
As per the terms of an October 7, 2005 Agreement between NRT Insurance Agency Inc. and Liberty Mutual 

III -3


Exhibit 10.12


Insurance Company, NRT referred prospective customers to Liberty which ultimately resulted in a Book of Business that generated approximately $7M in annual insurance premiums of which NRT was contractually entitled to receive 6% for each renewal.  As per the terms of the Agreement, NRT “owned” the policies but was prohibited from marketing the policies to other carriers for a period of five years from the inception of each policy.  NRT has determined that it can obtain a significantly higher renewal premium from other insurance carriers and is interested in beginning to market to other carriers, approximately 50% of the Book of Business that has now aged beyond the five year non-competition restriction period.  However, in order to do so, NRT needs certain information about the policyholders which Liberty has thus far refused to provide.  Liberty has offered a one-time lump sum payment of $781,134 in exchange for NRT releasing all rights in the policies.  NRT Insurance, which places a significantly higher value on the Book of Business, rejected the offer.  Liberty has expressed a willingness to continue discussions and provide limited information about each policyholder.  NRT Insurance is currently evaluating its options.   
Title Resource Guaranty Company v. Affinity Title Agency Inc. d/b/a/ ATA, et al.  This matter arises out of defalcations by TRGC's title agent, Affinity Title Agency, Inc.  Affinity stole funds from closings where TRGC, as well as two other underwriters, issued closing protection letters and issued title insurance.  TRGC paid claims totaling approximately $1.7 million.  In June, 2011, TRGC, along with one of the other underwriters, filed suit seeking to recover stolen funds from Affinity, its owner, a several other individuals believed to either be involved with the improper conduct or who improperly benefited from the improper conduct.  



III -4


Exhibit 10.12


Schedule IV to the 
First Lien Junior Priority
Collateral Agreement
FILING OFFICES	
		
	Grantor
	Location of Filing Office

	Burrow Escrow Services, Inc.
	California

	Coldwell Banker Real Estate LLC
	California

	Coldwell Banker Residential Brokerage Company
	California

	Coldwell Banker Residential Real Estate LLC
	California

	Coldwell Banker Residential Referral Network
	California

	Cornerstone Title Company
	California

	Equity Title Company
	California

	Guardian Title Company
	California

	National Coordination Alliance LLC
	California

	NRT West, Inc.
	California

	Realogy Operations LLC
	California

	Referral Network Plus, Inc.
	California

	Valley of California, Inc.
	California

	West Coast Escrow Company
	California

	Colorado Commercial, LLC
	Colorado

	Guardian Title Agency, LLC
	Colorado

	NRT Colorado LLC
	Colorado

	Referral Network, LLC
	Colorado

	Better Homes and Gardens Real Estate Licensee LLC
	Delaware

	Better Homes and Gardens Real Estate LLC
	Delaware

	Burgdorff LLC
	Delaware

	Career Development Center, LLC
	Delaware

	Cartus Asset Recovery Corporation
	Delaware

	Cartus Corporation
	Delaware

	Cartus Partner Corporation
	Delaware

	CB Commercial NRT Pennsylvania LLC
	Delaware

	CDRE TM LLC
	Delaware

	Century 21 Real Estate LLC
	Delaware

	CGRN, Inc.
	Delaware

	Coldwell Banker LLC
	Delaware

	Coldwell Banker Real Estate Services LLC
	Delaware

	Coldwell Banker Residential Brokerage LLC
	Delaware

	Domus Intermediate Holdings Corp.
	Delaware

	Equity Title Messenger Service Holding LLC
	Delaware

	ERA Franchise Systems LLC
	Delaware

	First California Escrow Corporation
	Delaware





IV -1


Exhibit 10.12


	
		
	Franchise Settlement Services LLC
	Delaware

	Global Client Solutions LLC
	Delaware

	Guardian Holding Company
	Delaware

	Gulf South Settlement Services, LLC
	Delaware

	Jack Gaughen LLC
	Delaware

	Keystone Closing Services LLC
	Delaware

	NRT Arizona Commercial LLC
	Delaware

	NRT Arizona LLC
	Delaware

	NRT Arizona Referral LLC
	Delaware

	NRT Columbus LLC
	Delaware

	NRT Commercial LLC
	Delaware

	NRT Commercial Utah LLC
	Delaware

	NRT Development Advisors LLC
	Delaware

	NRT Devonshire LLC
	Delaware

	NRT Hawaii Referral, LLC
	Delaware

	NRT LLC
	Delaware

	NRT Mid-Atlantic LLC
	Delaware

	NRT Missouri LLC
	Delaware

	NRT Missouri Referral Network LLC
	Delaware

	NRT New England LLC
	Delaware

	NRT New York LLC
	Delaware

	NRT Northfork LLC
	Delaware

	NRT Philadelphia LLC
	Delaware

	NRT Pittsburgh LLC
	Delaware

	NRT Referral Network LLC
	Delaware

	NRT Relocation LLC
	Delaware

	NRT REOExperts LLC
	Delaware

	NRT Settlement Services of Missouri LLC
	Delaware

	NRT Settlement Services of Texas LLC
	Delaware

	NRT Sunshine Inc.
	Delaware

	NRT Utah LLC
	Delaware

	ONCOR International LLC
	Delaware

	Real Estate Referral LLC
	Delaware

	Real Estate Referrals LLC
	Delaware

	Real Estate Services LLC
	Delaware

	Realogy Corporation
	Delaware

	Realogy Franchise Group LLC
	Delaware

	Realogy Global Services LLC
	Delaware

	Realogy Licensing LLC
	Delaware

	Realogy Services Group LLC
	Delaware

	Realogy Services Venture Partner LLC
	Delaware

	Secured Land Transfers LLC
	Delaware





IV -2


Exhibit 10.12


	
		
	Sotheby's International Realty Affiliates LLC
	Delaware

	Sotheby's International Realty Licensee LLC
	Delaware

	Sotheby's International Realty Referral Company, LLC
	Delaware

	Title Resource Group Affiliates Holdings LLC
	Delaware

	Title Resource Group Holdings LLC
	Delaware

	Title Resource Group LLC
	Delaware

	Title Resource Group Services LLC
	Delaware

	Title Resources Incorporated
	Delaware

	TRG Services, Escrow, Inc.
	Delaware

	World Real Estate Marketing LLC
	Delaware

	WREM, Inc.
	Delaware

	Referral Network LLC
	Florida

	St. Joe Title Services LLC
	Florida

	The Sunshine Group (Florida) Ltd. Corp.
	Florida

	Coldwell Banker Commercial Pacific Properties LLC
	Hawaii

	Coldwell Banker Pacific Properties LLC
	Hawaii

	Mid-Atlantic Settlement Services LLC
	Maryland

	NRT Insurance Agency, Inc.
	Massachusetts

	Referral Associates of New England LLC
	Massachusetts

	Sotheby's International Realty, Inc.
	Michigan

	Burnet Realty LLC
	Minnesota

	Burnet Title Holding LLC
	Minnesota

	Burnet Title LLC
	Minnesota

	Home Referral Network LLC
	Minnesota

	Market Street Settlement Group LLC
	New Hampshire

	The Sunshine Group, Ltd.
	New York

	Coldwell Banker Residential Referral Network, Inc.
	Pennsylvania

	TRG Settlement Services, LLP
	Pennsylvania

	Lakecrest Title, LLC
	Tennessee

	Alpha Referral Network LLC
	Texas

	American Title Company of Houston
	Texas

	ATCOH Holding Company
	Texas

	NRT Texas LLC
	Texas

	Processing Solutions LLC
	Texas

	TAW Holding Inc.
	Texas

	Texas American Title Company
	Texas

	Waydan Title, Inc.
	Texas







IV -3


Exhibit 10.12


ACKNOWLEDGMENT AND CONSENT
The undersigned hereby acknowledges receipt of a copy of the First Lien Junior Priority Collateral Agreement, dated as of February 2, 2012 (the “Agreement”), made by the Grantors parties thereto for the benefit of THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as collateral agent (the “Collateral Agent”).  The undersigned agrees for the benefit of the Collateral Agent and the Secured Parties as follows:
1.  The undersigned will be bound by the terms of the Agreement and will comply with such terms insofar as such terms are applicable to the undersigned.
2.  The undersigned will notify the Collateral Agent promptly in writing of the occurrence of any of the events described in the second sentence of Section 3.02(a) of the Agreement.
[NAME OF ISSUER]
By: _______________________ 
Name: 
Title:
Address for Notices:
Fax:







Exhibit 10.12

Exhibit I to the 
Collateral Agreement
SUPPLEMENT NO. [â€¢] (this “Supplement”) dated as of [â€¢], 201[â€¢] to the First Lien Junior Priority Collateral Agreement dated as of February 2, 2012 (the “Collateral Agreement”), among REALOGY CORPORATION (the “Company”), DOMUS INTERMEDIATE HOLDINGS CORP. (“Intermediate Holdings”), each Subsidiary Grantor identified therein and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined therein).
A.    Reference is made to the Indenture dated as of February 2, 2012 (as amended, restated, supplemented, waived or otherwise modified from time to time, the “Indenture”), among the Company, Intermediate Holdings, Holdings, the Subsidiaries of the Company party thereto as guarantors and The Bank of New York Mellon Trust Company, N.A., as trustee (in such capacity, the “Trustee”), pursuant to which the Company has duly authorized the issue of 9.000% Senior Secured Notes Due 2020 (as further defined in the Indenture, the “Notes”).
B.    Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Indenture or the Collateral Agreement referred to therein, as applicable.
C.    The Company, Intermediate Holdings and each of the Subsidiary Grantors have entered into the Collateral Agreement in order to induce the Holders to purchase and otherwise acquire the Notes. Section 7.16 of the Collateral Agreement provides that additional Subsidiaries of the Company may become Grantors under the Collateral Agreement by execution and delivery of an instrument in the form of this Supplement.  The undersigned Subsidiary (the “New Grantor”) is executing this Supplement in accordance with the requirements of the Indenture to become a Grantor under the Collateral Agreement.
Accordingly, the Collateral Agent and the New Grantor agree as follows:
SECTION 1. In accordance with Section 7.16 of the Collateral Agreement, the New Grantor by its signature below becomes a Grantor under the Collateral Agreement with the same force and effect as if originally named therein as a Grantor and the New Grantor hereby (a) agrees to all the terms and provisions of the Collateral Agreement applicable to it as a Grantor thereunder and (b) represents and warrants that the representations and warranties made by it as a Grantor thereunder are true and correct on and as of the date hereof.  In furtherance of the foregoing, the New Grantor, as security for the payment and performance in full of Secured Obligations, does hereby create and grant to the Collateral Agent, its successors and assigns, for the benefit of the Secured Parties, their successors and assigns, a security interest in and lien on all of the New Grantor’s right, title and interest in and to the Collateral (as defined in the Collateral Agreement) 

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of the New Grantor.  Each reference to a “Grantor” and “Guarantor” in the Collateral Agreement shall be deemed to include the New Grantor.  The Collateral Agreement is hereby incorporated herein by reference.
SECTION 2.  The New Grantor represents and warrants to the Collateral Agent and the other Secured Parties that this Supplement has been duly authorized, executed and delivered by it and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, subject to (i) the effects of bankruptcy, insolvency, fraudulent conveyance or other similar laws affecting creditors’ rights generally, (ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law) and (iii) implied covenants of good faith and fair dealing.
SECTION 3. The New Grantor is a [company] duly [incorporated] under the law of [name of relevant jurisdiction].
SECTION 4.  The New Grantor confirms that no Default has occurred or would occur as a result of the New Grantor becoming a Guarantor or a Grantor under the Collateral Agreement.
SECTION 5.  This Supplement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract.  This Supplement shall become effective when the Collateral Agent shall have received counterparts of this Supplement that, when taken together, bear the signatures of the New Grantor and the Collateral Agent. Delivery of an executed signature page to this Supplement by facsimile transmission shall be as effective as delivery of a manually signed counterpart of this Supplement.
SECTION 6. The New Grantor hereby represents and warrants that (a) set forth on Schedule I attached hereto is a true and correct schedule of (i) any and all Pledged Stock and Pledged Debt Securities now owned by the New Grantor and (ii) any and all Intellectual Property now owned by the New Grantor and (b) set forth under its signature hereto, is the true and correct legal name of the New Grantor and its jurisdiction of organization.
SECTION 7.  Except as expressly supplemented hereby, the Collateral Agreement shall remain in full force and effect.
SECTION 8. THIS SUPPLEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
SECTION 9. In case any one or more of the provisions contained in this Supplement should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein and in the Collateral Agreement shall not in any way be affected or impaired thereby (it being understood that the invalidity of a particular provision in a particular jurisdiction shall not in and of itself affect the validity of such provision in any other 

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jurisdiction).  The parties hereto shall endeavor in good-faith negotiations to replace the invalid, illegal or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the invalid, illegal or unenforceable provisions.
SECTION 10.  All communications and notices hereunder shall (except as otherwise expressly permitted by the Collateral Agreement) be in writing and given as provided in Section 15.01 of the Indenture.  All communications and notices hereunder to the New Grantor shall be given to it in care of the Company as provided in Section 15.01 of the Indenture.
SECTION 11. The New Grantor agrees to reimburse the Collateral Agent for its reasonable out-of-pocket expenses in connection with this Supplement, including the reasonable fees, other charges and disbursements of counsel for the Collateral Agent.



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Exhibit 10.12


IN WITNESS WHEREOF, the New Grantor and the Collateral Agent have duly executed this Supplement to the Collateral Agreement as of the day and year first above written.
[NAME OF NEW GRANTOR],
by
                            
Name:
Title:
Address:
Legal Name:
Jurisdiction of Formation:


Exhibit 10.12




THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Collateral Agent,
by
                            
Name:
Title:




Exhibit 10.12


Schedule I to 
Supplement No. [l] to the 
Collateral Agreement
Collateral of the New Grantor
EQUITY INTERESTS
	
					
	Issuer
	Number of  
Certificate
	Registered 
Owner
	Number and 
Class of 
Equity Interest
	Percentage 
of Equity 
Interests

	 
	 
	 
	 
	 

	 
	 
	 
	 
	 

	 
	 
	 
	 
	 

	 
	 
	 
	 
	 

	 
	 
	 
	 
	 

	 
	 
	 
	 
	 

	 
	 
	 
	 
	 








PLEDGED DEBT SECURITIES
	
				
	Issuer
	Principal Amount
	Date of Note
	Maturity Date

	 
	 
	 
	 

	 
	 
	 
	 

	 
	 
	 
	 

	 
	 
	 
	 

	 
	 
	 
	 

	 
	 
	 
	 

	 
	 
	 
	 






INTELLECTUAL PROPERTY
[Follow format of Schedule II to the 
Collateral Agreement.]




Exhibit 10.12


Exhibit II to the 
Collateral Agreement


APPLE RIDGE SECURITIZATION DOCUMENTS
[On file at Simpson Thacher & Bartlett LLP]