What changed in this filing

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Item 3. Legal Proceedings

2021-12-23 compared with 2020-05-14 · 24 added, 77 removed, 3 unchanged (97% of the section changed)

LEGAL PROCEEDINGS

time-to-time, we may be involved in litigation or be subject to claims arising out of our operations or content appearing on our

websites in the normal course of business.

Although the results of litigation and claims cannot be predicted with certainty, we

currently believe that the final outcome of these ordinary course matters will not have a material adverse effect on our business.

Regardless of the outcome, litigation can have an adverse impact on our company because of defense and settlement costs, diversion

of management resources and other factors.

connection with the matt ers

which lead to our termination

for cause of former officers

of our Daily Engage Media subsidiary, in July

2018 we filed a Verified Complaint

for injunctive relief and

against Messrs.

Harry Pagoulatos

and George Rezitis in

the Circuit Court of the 15th

Judicial Circuit

in and for Palm

Beach County,

Florida (case number 502018CA008972)

alleging their failure, among

other things, to provide us with

certain login codes and passwords

as well as reporting

other current information about

Media’s business .

was removed to the Southern District

of Florida, United

States District

Court and ultimately

stayed and closed

pending a determination

of jurisdiction

by the pending New Jersey action

described b e low.

July of 2018, Messrs.

and Rezitis ,

along with a third party

a minority owner in Daily

Engage Media prior to our acquisition

of that company, filed a Complaint in

District Court, District

of New Jersey

8-cv-11357-ES-SCM) against our

company and our Chief Executive Officer, seeking

compensatory and punitive

damages and attorneys’

other items, and alleging , among

other items , fraud

and breach of

vehemently deny

all allegation s

complaint and

believe them to

be without merit.

for a multitude

including, but not

restricted to, failure to state

action and jurisdictional and

venue arguments as

the acquisition

and employment agreements

provides that

any di s pute

heard in either

the state or local

courts of Palm

Beach County, Florida.

to Dismiss has been pending and ripe for a decision since October 2018.

appropriate juncture ,

we also intend

to serve a Rule 11 Motion for

Sanctions based upon

the fact that the Complaint

contains frivolo us

arguments or arguments with no

evidentiary support.

time-to-time, we may be involved in litigation or be subject to claims arising out of our operations or content appearing on our websites

in the normal course of business.

Although the results of litigation and claims cannot be predicted with certainty, we currently believe

that the final outcome of these ordinary course matters will not have a material adverse effect on our business.

Regardless of the outcome,

litigation can have an adverse impact on our company because of defense and settlement costs, diversion of management resources and other

2020, Synacor, Inc commenced an action against MediaHouse, LLC, Inform, Inc.

and the Company, alleging the sum of approximately $230,000

was owed based on invoices provided in 2019 in respect to that certain Content Provider & Advertising Agreement with MediaHouse.

This is recorded as an accrued liability as of December 31, 2020.

There was an understanding reached in principle with MediaHouse,

subject to finalization and execution of a definitive agreement, in or about December 1, 2021.

former employee of the Company filed a suit against the Company, MediaHouse, Inc., and Gregory A.

Peters, a former Executive, (the “Defendants”)

alleging two counts of defamation.

Any potential losses associated with this matter cannot be estimated at this time.

Encoding.com,

(“Encoding”) was a former digital media customer of MediaHouse.

Encoding had a long overdue outstanding receivable from

MediaHouse’s predecessor company, Inform, Inc.

MediaHouse did not assume the liability at acquisition.

In 2020, the Company and

Encoding agreed to settle the overdue receivable through the issuance of 175,000 warrants to purchase Company stock with a $1.00 exercise

This is recorded as an accrued liability as of December 31, 2020 and the warrants were issued in May of 2021.

MINE SAFETY DISCLOSURES

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 3. Legal Proceedings