Best regards,

DJ Doran, Publisher

A Multimedia Company Office 310-798-3445 x208Mobile 510-318-0065Fax 310-798-3448http://www.latsandatts.com

Begin forwarded message:

From: Bob Bitchin <bob@seafaring.com>Subject: Let the fun begin...Date: August 20, 2011 9:47:28 AM PDTTo: DJ Doran <dj@bluqmagazine.com>

DJ, Will you need me down there? I have a meeting up here with a lawyer, and my editor will be here, but could cancel it if need be. Okay, let’s see how far I can get here at the mountain house. I will arrange for the financials immediately, but it will probably be Monday before they can be output. Until then, here goes... Let me know what else you need... Also, attached is our email list.. it is very important to keep this list secure...

FTWPubList…/11 (131 KB) a. Detailed description of what entities and assets are included in the sale

Latitudes & Attitudes Magazine including all copyrights and original artwork and all available digital files used in the creation of the magazine from it’s inception. This includes one-time publishing rights to all stories and photos submitted under our submission guidelines which are listed on our website. This will also include all subscribers lists, dealer lists, printing contracts, distribution contracts and employment contracts. Also included are the archives of all submitted manuscripts and photos that have not been used yet.

Living Aboard Magazine including all copyrights and original artwork and all available digital files used in the creation of the magazine from it’s inception. This includes one-time publishing rights to all stories and photos submitted under our submission guidelines which are listed on our website. This will also include all subscribers lists, dealer lists, printing contracts, distribution contracts and employment contracts. Also included are the archives of all submitted manuscripts and photos that have not been used yet.

Latitudes & Attitudes TV including ;; intellectual rights to the 65 episodes that have already been produced and aired, as well as all the inventory of video/film/digital files that have been collected for future episodes. This includes the rights to use the Eric Stone music used in past episodes.

Seafaring.com webisite which includes all created pages now on the site and all intellectual rights to the content used on the site.

Seafaring Radio which includes the contracts from the original artists and rights to play their music with no royalties as long as we offer their CD’s and music for sale on the radio player and in the magazine(s).

Share The Sail events. Rights to the name and all promotional materials including video footage and photos and promotions that are currently running.

Latitudes & Attitudes Events. The sale will include the title and rights for all of the Latitudes & Attitudes events, including, but not limited to: The Newport Int. Boat Show Party, The Norwalk Boat Show Party, The St. Pete Boat Show Party, the Miami Boat Show Party, The Oakland Boat Show Party, The NW Cruisers event, the Catalina Cruisers Weekend and the Lats&Atts New Tears event in El Cid, Mexico, as well as the semi-annual International Cruisers event.

b. Copies of business contracts, policies, agreements (including music rights), licenses, copyrights, warranties, trademarks and leases (written/verbal)

These are being prepared by our Office Manager, Cheryl McCroskey and should be available Tuesday.

c. Inventory of Furniture, Fixtures and Equipment (computers, computer equipment, software, phones, etc...)

I am doing this from memory, as I am not in the office, but after 15 years I think I know most of what is in the office... Upstairs off (unit 520) My office, A large managers desk, a credenza, 4 book-cases one managers chai and two office chairs. In the computer room (closet) are three Macintosh computers with numerous hard drives that we use as servers for the magazine and for our customer data base and advertising master file. This does not include my personal laptop computer nor the two monitors I use with them located on my desk, nor the back-up hard-drives also attached to that desk system.

In the office area we have4 desks with managerial chairs, a number of shelves and tables and3 Macintosh Computers with monitors, as well as a PC used for bookkeeping.

In the downstairs office there are two large desks with managerial chairs and two computers. One Mac and one PC, both including monitors. Also misc equipment used for packaging and shipping. There are a number of display tables, shelves and hangers for the various product also included. In the back room there are shelves for the product, as well as in all the closets and cupboards.

DJ Doran <dj@latsandatts.com>To: Peter Muzinich <PeterMuzinich@rogerssheffield.com>Cc: Bradley Hollister <bradley@rogerssheffield.com>Assets included in the sale

May 30, 2012 10:37 PM

2 Attachments, 172 KB

In the storage area located approx. 50 feet from the downstairs office are industrial Shelves and inventory of back issues as well as product for the ship’s Store.

There is one other storage area which contains shelves and some inventory for the ships’ store, as well as display material for the Boat Show Ciruit. The inventory, display paraphernalia and inventory are included in this sale, but this storage area will NOT be included, as it has been a personal storage area for my for over 37 years.

d. Inventory of merchandise (Seafaring Store etc...) Janeen Arrigo, our products manager, will be able to send you a print-out of the inventory. As discussed, some of the inventory consists of my books. You will have to let me know how many copies of these books you want to remain in inventory, and we will deduct whatever copies you do not want from the inventory value. You can order from me at any time at the standard 50% discount. They are in inventory at a 60% currently.

e. Inventory of archives/past issues, books, videos, TV episodes

We have an inventory of most of the back issues, but some have sold out. They, and the books, are in the above mentioned inventory, as well as the DVD sets of the TV shows.

f. Inventory of Latitudes and Attitudes Radio & TV production equipment/assets

The principal inventory of camera gear and production consists of a professional Sony XP100 Hi-De Video camera with extra batteries and microphones which is located with producer Darren O’Brien in Washington. There are also a complete set of studio lights as well as a teleprompter with special tripod located in my home in Berry Creek. There is a small consumer digital Hi-Def video camera valued at approx. $300 which I have at my home, and would like to keep, but it is negotiable..

g. Inventory of vehicles (cars, trucks, trailers, etc...) There is a 2009 Ford E250 and a 14” tandem axel trailer used to transport the show display around the country, located at the offices currently. There is a $16,000 balance due on the truck. The trailer is free and clear.

h. List of vendors, distributors, publishers, sponsors etc...

Janeen will have to output a list of our products vendors and distributors. Our magazine is published by Brown Printing and has been for over 10 years. We have a contract with them at very good rates, and it is transferable. We also have a contract with Curtis Distributing, which is transferable. Financials: Cheryl will get you copies of the following items on Monday.. a. Federal Tax Returns (2008, 2009, 2010) b. Profit and Loss Statements (2009, 2010 and YTD 2011), Operating budgets by department or business entities c. Copies of loan documentsd. Accounting files ( Office )e. Payables/Aging Report ( Office )

We will give you the payables, but keep in mind, we are only transferring the assets, so these will not transfer with the company.

f. Payroll information ( Office )

g. Receivables ( Office )

h. Vendor files ( Office )

Human Resource: a. Employee files ( Office ) b. Copies of employee Health Insurance policies Web: a. E- Commerce information b. Web Hosting/Developer information

We are hosted by RackSpace, with dedicated server and our store is on a cloud with them.

c. Copies of web traffic stats for all businesses

Go to: http://www.seafaring.com/manage/stats/ Marketing: a. Copies of all active and inactive advertising contracts/agreements

Most ad agreements are on a month to month basis. I can get any contracts that are in force once we announce the sale to my advertising manager b. Calendar of events, Boat/Trade shows through December 2011 Sept. 15-18, 2011Newport Boat ShowNewport, RI - 401 846-1115

Sept. 22-25, 2011Norwalk Boat ShowNorwalk Cove MarinaNorwalk, CT - 212 984-7000

October 6-10, 2011U.S. Sailboat Show

Annapolis, Maryland - 410 268-8828

October 14-15, 2011So. Cal. Cruisers’ WeekendWest End, Catalina Island - 888 893-7245

Oct. 20-23, 2011Long Beach Boat ShowShoreline VillageLong Beach, CA - 888 893-7245

Nov. 11-13, 2011Texas Yacht Show & Wine FestKemah BoardwalkKemah, TX - 281. 334.2628

December 1-4, 2011St. Pete Strictly SailSt. Pete., Florida - 800 -940-7642

December 31, 2011Lats&Atts New Year’s PartyEl Cid Marina, Puerto Morelos Mexico - 800 -940-7642

c. Copies of any bartered/traded contracts for advertising or merchandise We have a bartered trade for a 1/3 pg ad each issue with Tradewinds radio in exchange for their running ads for us on the or radio show. I may have one or two other trades, which I will have to research. None that I am aware of at this time that would run past the transfer date of 1-1-12.

d. Copies of subscriber database, contact database and email database for all entities included in the sale.

Cheryl will have to get you the subscriber database. I am attaching our email data-base that we use for our eblasts. These are all managed on Constant Contact, which is transferable..

Bob BitchinFounder/PublisherLatitudes & Attitudes MagazinePublisherLiving Aboard MagazineExecutive ProducerLatitudes & Attitudes TVbob@seafaring.com(310) 798-3445 Ext. #208www.seafaring.com

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