Free Amended Complaint - District Court of Delaware - Delaware

Case 1:08-cv-00273-JJF

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UNITED STATES DISTRICT COURT FOR THE DISTRICT OF DELAWAR

AUTISM SOCIETY OF AMERICA, INC.,

Plaintiff
v.

AUTISM SOCIETY OF DELAWAR, Lisa Albany, Karen Bashow, Yolanda
Flangan, Robert Gilsdorf, Michael Graci,

.. Case No. 08-cv-273-JJF

John Hupp, Arie Kempner, Marcy Kempner, Deborah Markwood, Patrick Murhy and Barry Sipple
Defendants

AMENDED COMPLAINT AND JURY DEMAND
The Autism Society of America, Inc. ("Plaintiff' or "Autism Society of
America"), by its undersigned attorneys, files this Amended Complaint against the Autism
Society of

Delaware ("ASD") and the individual defendants identified herein (collectively, the

"Defendants") alleging the following:

The Parties
1. The Autism Society of America is a Distrct of Columbia not for profit

corporation having an offce at 7910 Woodmont Avenue, Bethesda, MD 20817. It also operates
through a network of chapters throughout the United States.
2. Defendant Autism Society of

Delaware is, upon information and belief, a

Delaware not for profit corporation having an office at 5572 Kirkwood Highway, Wilmington,
DE 19808.

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3. Defendant Lisa Albany is, upon information and belief, a U.S. citizen

residing at 7 Crown Ct, Wilmington, DE 19810.
4. Defendant Karen Bashow is, upon information and belief, a U.S. citizen

residing at 154 North Hunter Forge Road, Newark, DE 19713-1112.
5. Defendant Yolanda Flangan is, upon information and belief, a U.S.

citizen residing at 155 West Chestnut Ridge Drive, Magnolia, DE 19962-1674.
6. Defendant Robert Gilsdorf

is, upon information and belief, a U.S. citizen

residing at 8 Wheatland Circle, Middletown, DE 19709-9015.
7. Defendant Michael Graci is, upon information and belief, a U.S. citizen

residing at 6 Rita Cour, Newark, DE 19702-8618.
8. Defendant John Hupp is, upon information and belief, a U.S. citizen

residing at 10 Deer Path Lane, Newark, DE 19711-4393.
9. Defendants Arie Kempner and Marcy Kempner are, upon information and

belief, U.S. citizens residing at 118 Rockland Circle, Wilmington, DE 19803-4542.
10. Defendant Deborah Markwood is, upon information and belief, a U.S.

citizen residing at 28 Woods Way, Wilmington, DE 19809-2474.
11. Defendant Patrck Murhy is, upon information and belief, a U.S. citizen

residing at 107 Elma Drive, Newark, DE 19711-8523.
12. Defendant Bary Sipple is, upon information and belief, a U.S. citizen

residing at 22226 Reynolds Pond Rd, Ellendale, DE 19941.
13. Upon information and belief, defendants Lisa Albany, Karen Bashow,
Yolanda Flangan, Robert Gilsdorf, Michael Graci, John Hupp, Arie Kempner, Marcy Kempner,

Deborah Markwood, Patrck Murhy and Bar Sipple (collectively, "the ASD Board") are

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members of

the board of directors ofthe Autism Society of

Delaware and have direct
Delaware complained of

responsibility for the actions of

the Autism Society of

herein.

Jurisdiction and Venue
14. This is an action for trademark infrngement, unfair competition, and false

designation of origin under federal

law in violation of

the Lanam Act, 15 U.S.c. §§1051-1127.

15. This Cour has original subject matter jursdiction over federal Lanham
Act claims pursuant to 15 U.S.c. §1125 and 28 U.S.c. §§1331 and 1338.
16. Venue of this case and this proceeding is proper in this distrct pursuant to

28 U.S.c. § 1391 because the Defendant ASD is a non-profit corporation that does substantial

business in this distrct using the intellectual property that is the subject ofthis action.
Defendants ASD Board are residents of the State of

Delaware and their actions alleged herein are

believed to have taken place within this District.

Facts

A. Plaintiff Autism Society of America's Activities and Ri!!hts
17. The Autism Society of America exists to improve the lives ofthose

affected by autism by increasing public awareness of autism, advocating for appropriate services for those with autism, and providing the latest information regarding treatment, education,

research and advocacy. The Autism Society of America's website is one ofthe most visited
web

sites on autism in the world and its quarerly joural, Autism Advocate, has a broad national

readership. The Autism Society of America also hosts the most comprehensive national
conference on autism, attended by approximately 2000 people each year.

18. The Autism Society of America has more than 120,000 members and

supporters connected through a working network of nearly 200 chapters nationwide. The Autism

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Society of America works to ensure that every chapter is a successful chapter, sustained by a collaborative relationship between the national office and chapters to realize mutual benefit and
to protect the interests of

both. Through this strong chapter network, the Autism Society of

America has spearheaded numerous pieces of state and local

legislation, including the 2006

Combating Autism Act, the first federal autism-specific law.

19. All chapters of

the Autism Society of America have names which are in
X" or "Autism Society of

one of

two forms: "Autism Society of America of

X", where "X"

would be replaced by a geographic indicator of a state or region, such as Delaware, Metro New
York, or similar terms.

20. The Autism Society of America has 339 members in Delaware. Prior to

the actions complained of

herein, individuals residing in Delaware who became members of

the

Autism Society of America automatically became members of

the Autism Society of

Delaware

as the local chapter of

the Autism Society of America.

21. The Autism Society of America obtains the majority of

its fuding from

public donations. The Autism Society of American relies heavily on public support to fud its
programs and services and uses its trademarks in materials distrbuted to the public in association
with fudraising activities. Accordingly, the income derived through the goodwill of the

organization's trademarks is invaluable to the organzation's success.
22. The Autism Society of America uses the fuds raised to disseminate

information and education to the public about autism, to raise public awareness about autism and to advocate for legislative support for autism research and educational initiatives.

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23. The Autism Society of America is the owner of

the following trademarks

registered on the Principal Register of

the U.S. Patent and Trademark Office ("USPTO"):

AUTISM SOCIETY OF AMERICA, Registration No. 2,094,267 dated September 9,1997; ASA
THE VOICE OF AUTISM AUTISM SOCIETY OF AMERICA & DESIGN, Registration No. 3,339,431 dated November 20, 2007; and THE VOICE OF AUTISM, Registration No.
3,396,131 dated March 11, 2008 (the "ASA Marks"). Copies of

the registration certificates for

the ASA Marks are attached hereto as Exhibit A.
B. Defendant Autism Society of Delaware

24. ASD was originally chartered on October 30, 1998 as the Delaware

chapter of the Autism Society of America. On information and belief, ASD has used the name
and mark "Autism Society of

Delaware" since it was charered.

25. Upon information and belief, the ASD Board is the curent board of

directors of ASD.
26. Upon information and belief, the ASD Board has been responsible and is
responsible for the actions of ASD complained of

herein, at least since December of2007.

C. Assi!!nment of Trademark Ri!!hts
27. ASD registered the following trademarks on the Principal Register of

the

USPTO: AUTISM SOCIETY OF DELAWAR, Registration No. 3,123,398 dated August 1,
2006; AUTISM SOCIETY OF DELAWAR & DESIGN, Registration No. 3,173,563 dated
November 21,2006 and Registration No. 3,290,933 dated September 11,2007; and AUTISM
SOCIETY OF DELAWAR THE DRIE FOR AUTISM RESEARCH CELEBRITY-AM
GOLF OUTING & DESIGN, Registration No. 3,120,312 dated July 25,2006 (the "ASD

Marks"). Copies of the registration certificates are attached hereto as Exhibit B.

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28. The ASD Marks were registered without the knowledge of

the Autism

Society of America. Once the Autism Society of America realized that the ASD Marks were
registered, the Autism Society of America requested that the Autism Society of

Delaware

transfer the ASD Marks to the Autism Society of America.
29. On June 18,2007 and upon the request of

the Autism Society of America,

ASD assigned all of ASD's right, title and interest, goodwill, the application and/or registrations
thereof, and the right to sue for past and future infrngement of

the ASD Marks to the Autism

Society of America. The June 2007 trademark assignent agreement ("Assignent"), provided

for a separate license back to ASD for the use of

the ASD Marks, however, no license agreement

was ever entered into between the paries. A copy of the Assignent is attached hereto as
Exhibit C.

D. Trademarks at Issue

30. The ASA Marks and the ASD Marks and the registrations thereof are valid
and subsisting.

31. ASA Marks and the ASD Marks are highly distinctive and valuable

trademarks protected under federal trademark and unfair competition laws, and represent
valuable assets of the Autism Society of America.
32. The Autism Society of America spends signficant resources marketing

and promoting ASA Marks throughout the United States, and the ASA Marks provide significant

financial support for the organization's projects and services. Within Delaware and the
surounding area, the ASD Marks provide support for the Autism Society of America's

activities. The goodwil associated with the ASA Marks and the ASD Marks is accomplished
through considerable effort and expense.

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E. Defendant's Infrin!!in!! Activities
33. ASD's Bylaws adopted on October 19, 1998 provide in section 9.10
thereof

that in the event of dissolution, "The Chapter shall cease using the name 'Autism Society

of

Delaware,' the ASA's logo, and any statement of affiliation with the ASA (Autism Society

of

America) as of

the termination date." A copy ofthe Bylaws of ASD is attached hereto as

Exhibit D.
34. On or about December 19,2007, ASD's Executive Director, Theda Ellis,
sent a letter to Lee Grossman, President and Chief Executive Offcer of

the Autism Society of

America, advising that Defendant planed to terminate its affliation with the Autism Society of
America, effective March 31, 2008. A copy of this letter is attached as Exhibit E.
35. On or about January 4,2008, ASD's Executive Director, Theda Ellis sent
an email blast to individuals in and out of

Delaware, notifying the recipients, on information and

belief

primarily members ofthe Autism Society of America, that Defendant planed to terminate

its affiliation with the Autism Society of America, effective March 31, 2008. A notice of this
decision was also placed on the Defendant's website. Copies of

the emaIl and the web site notice

are attached hereto as Exhibit F.
36. The email blast stated that the Autism Society of

Delaware would

"maintain (its) name and logo so there wil be no substantive changes for (its) members at this
time. "
37. Upon information and belief, the actions of

Ms. Ells alleged herein were

at the direction of the ASD Board.

38. Upon information and belief, according to its website and press releases,
ASD continues to use the ASA Marks and the ASD Marks in connection with its operations even

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though it has terminated its affliation with the Autism Society of America. This is in violation
of the Autism Society of America's trademark rights and in contravention of

Defendant's

bylaws. A copy of

Defendant's website posting a letter from Theda M. Ellis, Executive Director

of

the Autism Society of

Delaware, is attached as Exhibit G. The letter posted on the website
Delaware's intent to maintain the use of

states that the Autism Society of

its name and logo

notwithstanding the termination of its affiiation with the Autism Society of America. Also
attached are copies of

Defendant's website posting upcoming fudraisers also using the ASA

Marks and ASD Marks as Exhibit H.
39. Upon information and belief, the decision to terminate the relationship

between the Autism Society of Delaware and the Autism Society of America was made and acted upon by the ASD Board and not by a vote or decision of the Autism Society of America
members residing in Delaware.
40. The Autism Society of America has not granted consent, either wrtten or

otherwise, to Defendant for it to operate its business, and has affrmatively advised Defendant to
cease using ASA Marks and ASD Marks after March 31, 2008.
41. Upon information and belief, the acts of infrnging the ASA Marks and the

ASD Marks have been and are being directed and controlled by the ASD Board in violation of
their fiduciar duty to the Autism Society of

Delaware.

42. Upon information and belief, the ASD Board is separately infrnging the

ASA Marks and the ASD marks.

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COUNT I

TRAEMA INFRNGEMENT, FALSE DESIGNATION
OF ORIGIN AND UNFAIR COMPETITION IN VIOLATION OF § 1125(a) OF THE LANHAM ACT
43. Plaintiff

repeats and incorporates by reference the allegations of

paragraphs 1 through 42 as if fully set forth herein.
44. Plaintiff owns a protectable interest in the ASA Marks and ASD Marks.

45. The use of

the ASA Marks and ASD Marks by Defendants constitutes

trademark infrngement, false designation of origin, or false or misleading description of fact that

is likely to cause confusion among relevant consumers, or to cause mistake, or to deceive as to
the affiiation, connection, or association of the Autism Society of

Delaware with the Autism

Society of America, or as to the origin, sponsorship, or approval of the Autism Society of
Delaware's goods and services in commercial activities by the Autism Society of America, in
violation of

Section 43(a) ofthe Lanam Trademark Act of 1946, as amended, 15 U.S.C. §

1125(a).
46. Upon information and belief, Defendants used the ASA Marks and the

ASD Marks to raise money and solicit donations and support for ASD between January 1, 2008

and March 31, 2008, without providing notice that ASD would not be affiiated with the Autism
Society of America after March 31, 2008.
47. Upon information and belief, Defendants continue to use the ASA Marks

and the ASD Marks to raise money and solicit donations and support for ASD since March 31,

2008 without providing notice that ASD was no longer affiliated with Autism Society of
America.

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48. Upon information and belief, Defendants have used and continue to use
the ASA Marks and the ASD Marks on or in association with fudraising activities and have
received fuds from third paries through the use of

the ASA Marks and the ASD Marks.

49. Defendants' infrnging acts complained of

herein are willful and with

blatant disregard for the rights of

the Autism Society of America in the ASA Marks and the ASD

Marks.
50. By reason of

Defendants' acts as alleged above, the Autism Society of

America has suffered and wil continue to suffer damage and injur to its business, reputation
and goodwill, including its ability to raise fuds to support the organization and its services.
51. Unless enjoined by this Court, Defendants wil continue to do the acts

complained of

herein and cause said damage and injur, all to the irreparable har of

the Autism

Society of America. The Autism Society of America has no adequate remedy at law.

COUNT II

TRAEMA INFRINGEMENT IN VIOLATION
OF § 1114(a) OF THE LANHAM ACT
52. Plaintiff repeats and incorporates by reference the allegations of

paragraphs 1 through 42 and 44 and 51 as if fully set forth herein.
53. Defendants continue to use the ASA Marks and ASD Marks, without the

consent of the Autism Society of America, in connection with their nonprofit organization and

fudraising activities notwithstanding the termination ofthe affliation between the Autism
Society of Delaware and the Autism Society of America.
54. Defendants' use of

the ASA Marks and ASD Marks is likely to cause

confusion or mistake, or to deceive the public as to the programs and services which Defendants

wil provide through their fundraising activities.

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55. Defendants' acts as alleged above have caused and wil continue to cause

the Autism Society of America to suffer damage and injur to its business, reputation, and
goodwilL.

COUNT III

UNFAIR COMPETITION IN VIOLATION OF DELAWAR COMMON LAW
56. Plaintiff

repeats and incorporates by reference the allegations of
fully set forth herein.

paragraphs 1 through42, 44 through 51, and 53 through 55 as if

57. Defendants continue to use the ASA Marks and ASD Marks in the State of

Delaware, without the consent ofthe Autism Society of America, in connection with their
nonprofit organzation and fundraising activities notwithstanding the termination of

the

affliation between the Autism Society of

Delaware and the Autism Society of America.

58. Defendants' use of

the ASA Marks and ASD Marks in the State of

Delaware is likely to cause confusion or mistake, or to deceive the public as to the programs and

services which Defendants will provide through their fudraising activities.
59. Defendants' acts as alleged above have caused and will continue to cause

the Autism Society of America to suffer damage and injur to its business, reputation, and
goodwIll.
60. Defendants' acts are in violation of Section 3315 of Title 6 of

the Laws of

Delaware.

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COUNT iv

FRAUD IN VIOLATION LAW OF DELAWAR
61. Plaintiff repeats and incorporates by reference the allegations of

paragraphs 1 through 42,44 through 51,53 through 55, and 57 through 60 as if

fully set forth

herein.

62. Upon information and belief, since at least as early as January 1, 2008,
Defendants have solicited fuds from individuals and companies inside and outside of the State
of

Delaware utilizing the ASA Marks and the ASD Marks, without providing any notice

associated with such solicitations that Defendants were not going to be affiiated with the Autism
Society of

Delaware.
63. Upon information and belief, Defendants have continued to solicit fuds

from individuals and companies inside and outside of

the State of

Delaware utilizing the ASA

Marks and the ASD Marks, without providing any notice associated with such solicitations that
Defendants were no longer affiliated with the Autism Society of Delaware.
64. Upon information and belief, such individuals and companes who have

provided funds to Defendants have done so in the mistaken belief that such fuds would be
contributed to the Autism Society of America for disbursement in accordance with Plaintiffs
programs.
65. Defendants' acts are in violation of Sections 2513 of

Title 6 ofthe Laws of

Delaware.

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COUNT V

DECEPTIVE TRAE PRACTICES IN VIOLATION OF DELAWAR LAW
66. Plaintiff repeats and incorporates by reference the allegations of

paragraphs 1 through 42,44 through 51,53 through 55,57 through 60, and 62 through 65 as if
fully set forth herein.
67. Defendants' acts are in violation of Sections 2532 of Title 6 of

the Laws of

Delaware.

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WHEREFORE, the Autism Society of America demands judgment for preliminar and
permanent injunction against the Autism Society of Delaware's use of

the ASA Marks and the

ASD Marks, that the Autism Society of

Delaware be required to change its corporate name, for

an accounting of the fuds raised by Defendants using the ASA Marks and the ASD Marks so
that such fuds may be awarded to the Autism Society of America as a form of damages, that the

cour find this an exceptional case and treble the amount of damages to be awarded to the Autism
Society of America, and for any such relief as the Cour deems just and proper, including costs
and attorneys' fees.

PLAINTIFF HEREBY DEMADS A TRIAL BY JURY.
Dated: June 12,2008
OMERY, McCRACKEN, , KER & RHOADS, LLP

----~

R. Montgo ery Donaldson (#4367) James G. McMilan, III (#3979) Lisa Zwally Brown (#4328) 1105 Market Street, 15th Floor Wilmington, DE 19801-1607
Telephone: (302) 504-7800
- and -

CURTIS, MALLET-PREVOST, COLT & MOSLE LLP
Michael J. Brown
Turer P. Smith

Brian C. Tong 101 Park Avenue New York, New York 10178 Telephone: (212) 696-6000
Counsel for the Autism Society of America, Inc.

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EXHIBIT A

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It
Int. CIs.: 16 and 41

.

Page 2 of 34

Prior U.S. CIs.: 2, 5, 22, 23, 29, 37, 38, 50, 100,

101, 107 and 200 094 267
Reg. NQ. 2, ,.

United States Pátent and Trademark Office Registered Sep. 9, 1997
TRADEMARK SERVICE MARK COLLECTIVE MEMBERSHIP
PRINCIPAL REGISTER

AUTISM SOCIETY OF AMERICA

AUTISM SOCIETY OF AMERICA, INC. (D.C.
CORPORATION) 7910 WOODMONT A VENUE, SUITE 650 BETHESDA, MD 208143015

AUTISTIC CHILDREN AND ADULTS, IN
CLASS 41 (U.S. CLS. 100, 101 AND 107).
12-11-1987.

FOR: EDUCATION SERVICES, NAMELY, CONDUCTING CONFERENCES CONCERNING

FIRST USE 12-11-1987; IN COMMERCE

FOR: PUBLICATIONS, NAMELY, NEWSLETTERS, MANUALS, BOOKLETS, BROCHURES

POSTERS, MEMORANDUM PADS, AND
LECTION CANS SOLD SEPARATELY, IN
FIRST USE 12-11-1987; IN COMMERCE
12-11-1987.

AND PAMPHLETS, ALL CONCERNING AUTISTIC CHILDREN AND ADULTS; MEETING REPORTS, ANNUAL REPORTS, AND MEETING PROGRAMS CONCERNING AUTISTIC CHILDREN AND ADULTS DISTRIBUTED TO PERSONS OUTSIDE THE ORGANIZATION;

FOR: INDICATING MEMBERSHIP IN AN ORGANIZATION WHICH is AN ORGANIZATION OF PEOPLE INTERESTED IN AUTISM,
IN CLASS 200 (U.S. CL. 200).

FIRST USE 12-IJ-1987; IN COMMERCE
12-1I-1987.
OWNER OF U.S. NO CLAIM IS MADE TO THE

REG. NO. 1,475,878.

. CARDBOARD OR PAPER COVERS FOR COL-

RIGHT TO USE "SOCIETY", APART FROM
THE MARK AS SHOWN.
SEC. 2(F).

EXCLUSIVE

CLASS 16 (U.S. CLS. 2, 5, 22, 23, 29, 37, 38 AND
.50)..

SER. NO. 75-08,327, FILED 1-25-1996.

SOPHIA F. KIM, EXAMINING ATTORNEY

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Int. Cis.: 16, 35, and 41

Prior U.S. Cis.: 2, 5, 22, 23, 29, 37, 38, 50, 100, 101,
102, and 107
Reg. No. 3,396,131

United States Patent and Trademark Office
SERVICE MAK
PRICIPAL REGISTER

Registered Mar. 11,2008

TRAEMA

THE VOICE

OF

AUTISM

AUTISM SOCIETY OF AMERICA, INC. (D.C.
NON-PROFIT CORPORATION)
SUIE 300

FOR: EDUCATION SERVICES, NAMELY, CONDUCTING CONFERENCES, CLASSES, SEMINARS, WORKSHOPS AN MEETINGS CONCERNING AU-

7910 WOODMONT AVENUE BETHESDA, MD 20814

TISTIC CHILDREN AND ADULTS, AND CONCERNING AUTSM AWARENESS, IN CLASS 41
(U.S. CLS. 100, 101 AND 107).

FOR: PUBLICATIONS, NAMELY, NEWSLETTERS, MANUALS, BOOKLETS, BROCHURES AND PAMPHLETS, ALL CONCERNIG AUTSTIC CHIL-

FIRST USE 7-31-2006; IN COMMERCE 7-31-2006.

DREN AND ADULTS; MEETING REPORTS, ANNUAL REPORTS, AND MEETING PROGRAMS

CONCERNING AUTISTIC CHILDREN AND
ADULTS DISTRIBUTED TO PERSONS OUTSIDE THE ORGANIZATION; POSTERS, MEMORANDUM

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAI TO ANY PARTICULAR FONT, STYLE, SIZE, OR COLOR.
OWNER OF U.S. REG. NO. 2,473,689.

PADS, AND CARDBOARD OR PAPER COVERS
FOR COLLECTION CANS SOLD SEPARATELY, IN CLASS 16 (U.S. CLS. 2,5,22,23,29,37,38 AND 50).
FIRST USE 9-30-2005; IN COMMERCE 9-30-2005.

NO CLAIM IS MADE TO THE EXCLUSIVE RIGHT TO USE "AUTSM", APART FROM THE
MARK AS SHOWN.
SN 78-779,893, FILED 12-22-2005.

FOR: PROMOTING PUBLIC AWARENESS OF AUTSM AND DEVELOPMENTAL DISABILITIES,
IN CLASS 35 (U.S. CLS. 100, 101 AND 102).

FIRST USE 9-30-2005; IN COMMERCE 9-30-2005.

BENJAMIN OKEKE, EXAINIG ATTORNEY

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Int. Cl.: 41
Priór U.S. CI.: 100, 101 and 107

. Reg. No. 2,758,184

United States Patent and Trademark Office Regitered Sep. 2, 203

SERVICE MA
PRINCIPAL REGISTER

AUTISM SOCIETY OF AMERICA, INC. (D.C.
CORPORATION) . 7910 WOODMONT AVENUE SUITE 650
BETHESDA, MD 208143015

FIRST USE 1-0-200; IN COMMERCE 1-0-2000.

THE MARK CONSISTS OF A RIBBON FOLDED OVER ITSELF AND DEPICTING THE DESIGN OF A

FOR: EDUCATION SERVICES, NAMELY, CONDUCfING CONFERENCES, WORKSHOPS, SEMINARS,CLASSES, AN MEETINGS IN THE FIELDS

PLURALIT OF INRCONNCTED PUZZLE PIECES.

OF AUTISM AND ADVOCACY ON BEHALF OF
AUTISTIC CHILDREN AND ADULTS, IN CLASS 41 (U.S. CLS. 100, 101 AND 107).

SER. NO: 76-384,137, FILED 3-13-2002.

ANNE MADDEN, EXAMINING ATTORNY

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Int. Cis.: 16, 35, 36 and 41

Prior U.S. CIs.: 2, 5, 22, 23, 29, 37, 38, 50, 100, 101,
102, 107 and 200
Reg. No. 3,339,431
Regstered Nov. 20, 2007

United States Patent and Trademark Office
SERVICE MAK

TRAEMA

COLLECTI MEMBERSIDP
PRICIPAL REGISTER

The Voice of Autism.

Autism. Society of America
AUTISM SOCIETY OF AMERICA, INC. (D.C.
NON-PROFIT CORPORATION)
SUIE 300

CATIONAL INFORMATION ON AUTSM AND INFORMATION ABOUT RESOURCES AVAILABLE FOR INDMDUALS WITH AUTISM, IN CLASS 41
(U.S. CLS. 100, 101 AND 107).

7910 WOODMONT AVENUE BETHESDA, MD 20814

FOR: PUBLICATIONS, NAMELY, NEWSLETTERS, MANALS, BOOKLETS, BROCHURES AN PAMHLETS, ALL CONCERNIG AUTSTIC CHILDREN AND ADULTS; MEETING REPORTS, ANNUAL REPORTS, AND MEETING PROGRAMS

FIRST USE 8-1-2005; IN COMMERCE 8-1-2005.

FOR: INDICATING MEMBERSHIP IN AN ORGANIZATION WHICH IS AN ORGANIZATION OF PEOPLE INTERESTED IN AUTISM, IN CLASS 200
(U.s. CL. 200).

CONCERNING AUTISTIC CHILDREN AND
ADULTS DISTRIBUTED TO PERSONS OUTSIDE THE ORGANIZATION; POSTERS, MEMORAUM

FIRST USE 8-1-2005; IN COMMERCE 8-1-2005.

PADS, AND CARBOARD OR PAPER COVERS
FOR COLLECTION CANS SOLD SEPARATELY, IN CLASS 16 (U.S. CLS. 2, 5,22, 23, 29, 37, 38 AND 50).
FIRST USE 8-1-2005; IN COMMERCE 8-1-2005.

OWNER OF U.S. REG. NOS. 2,094,267, 2,473,689 AND OTHERS.

NO CLAIM IS MADE TO THE EXCLUSIVE RIGHT TO USE "AUTSM", APART FROM THE
MARK AS SHOWN.

FOR: PROMOTING PUBLIC AWARENESS OF AUTSM AND DEVELOPMENTAL DISABILmES ,
IN CLASS 35 (U.S. CLS. 100, 101 AND 102).

THE COLOR(S) RED, WHITE AND BLUE IS/ARE CLAIMED AS A FEATURE OF THE MARK.

FIRST USE 8-1-2005; IN COMMERCE 8-1-2005.
RASING, IN CLASS FOR: CHARTABLE FUND 36 (U.S. CLS. 100,101 AND 102).

THE COLOR BLUE APPEARS IN THE BACKGROUND OF THE DESIGN, RED IN THE LETTERING AND THE REST IS WHITE.

FIRST USE 8-1-2005; IN COMMERCE 8-1-2005.

SEC. 2(F) AS TO "AUTSM SOCIETY OF AMERICA".
SER. NO. 78-779,951, FILED 12-22-2005.

FOR: EDUCATION SERVICES, NAMELY, CONDUCTING CONFERENCES, CLASSES, SEMINARS, WORKSHOPS AND MEETINGS CONCERNING AU-

TISTIC CHILDREN AND ADULTS, AND AUTSM AWARENESS; PROVIDING A WEBSITE WIH EDU-

IRENE D. WILLIAMS, EXAING ATTORNEY

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EXHIBIT B

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Int. Cis.: 16, 35, 36 and 41
Prior U.S. CIS.: 2, 5, 22, 23, 29, 37, 38,50,100,101,102
and 107
Reg. No. 3,123,398

United States Patent and Trademark Office
SERVICE MAK
PRICIPAL REGISTER

Regitered Aug. 1, 2006

TRAEMA

AUTISM SOClETY OF

DELA WAR
THE AUTISM SOCIETY OF DELAWARE (DELAWARE NON-PROFIT ORGANIZATION)
5572 KIRKWOOD HIGHWAY WILMINGTON, DE 19808
FOR: BOOKLETS IN THE FIELD OF AUTISM; BROCHURES ABOUT AUTISM; NEWSLETTERS IN

FOR: EDUCATIONAL SERVICES, NAMELY,
CONDUCTING CLASSES, MEETIGS, AND COURSES IN THE FIELD OF AUTSM AND DISTRIBUT-

ING COURSE MATERIALS IN CONNECTION
THEREWIT, IN CLASS 41 (U.S. CLS. 100, 101 AND
107).

THE FIELD OF AUTSM; PAMPHLETS IN THE FIELD OF AUTSM, IN CLASS 16 (U.S. CLS. 2, 5, 22,
23,29, 37, 38 AND 50).
FIRST USE 9-0-1997; IN COMMERCE 9-0-1997.

FIRST USE 9-0-1997; IN COMMERCE 9-0-1997.

THE MARK CONSISTS OF STANDARD CHARACTERS WITHOUT CLAI TO ANY PARTICULAR FONT, STYLE, SIZE, OR COLOR.

FOR: ASSOCIATION SERVICES, NAMELY, PROMOTING THE INTERESTS OF AUTSM AND PUBLIC AWARENESS OF AUTSM, IN CLASS 35 (U.S. CLS. 100, 101 AN 102).
FIRST USE 9-0-1997; IN COMMERCE 9-0-1997.

NO CLAIM IS MADE TO THE EXCLUSIVE
RIGHT TO USE "SOCIETY", APART FROM THE MARK AS SHOWN.
SEC. 2(F).

FOR: CHARITABLE FUN RASING, IN CLASS
36 (U.S. CLS. 100, 101 AND 102).

SER. NO. 78-684,957, FILED 8-3-2005.

FIRST USE 9-0-1997; IN COMMERCE 9-0-1997.

KIMBERLY FRYE, EXAINIG ATTORNEY

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Int. Cl.: 16
Prior U.S. as.: 2, 5, 22, 23, 29, 37, 38 and 50

Reg. No. 3,290,933

United States Patent and Trademark Office

Regtered Sep. 11, 2007

TRAEMAK
PRICIPAL REGISTER

THE AUTISM SOCIETY OF DELAWARE (DELAWARE NON-PROFIT ORGANIZATION) 5572 KIRKWOOD HIGHWAY
WILMINGTON, DE 19808

OWNER OF U.S. REG. NOS. 3,120,312, 3,123,398,
AND 3,173,563.

THE MARK CONSISTS OF PUZZLE PIECE.

FOR: BOOKLETS IN THE FIELD OF AUTSM;
BROCHURES ABOUT AUTISM; NEWSLETTERS IN

SEC. 2(F) AS TO "AUTSM SOCIETY OF DELAWARE".
SER. NO. 78-915,238, FILED 6-23-2006.

THE FIELD OF AUTSM; PAMPHLETS IN THE FIELD OF AUTSM, IN CLASS 16 (U.S. CLS. 2, 5,
22,23, 29, 37, 38 AND 50).
FIRST USE 9-0-1997; IN COMMERCE 9-0-1997.

JIM RIGLE, EXAINNG ATTORNEY

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Int. Cis.: 35, 36 and 41

Prior U.S. CIs.: 100, 101, 102 and 107

United States Patent and Trademark Office
SERVICE MAK
PRICIPAL REGISTER

Reg. No. 3,173,563 Registered Nov. 21, 20

THE AUTISM SOCIETY OF DELAWARE (DELAWARE NON-PROFIT ORGANIZATION)
5572 KIRKWOOD HIGHWAY WILMINGTON, DE 19808

FIRST USE 9-0-1997; IN COMMERCE 9-0-1997.

NO CLAIM IS MADE TO THE EXCLUSIVE
RIGHT TO USE "SOCIETY", APART FROM THE MAR AS SHOWN.

FOR: ASSOCIATION SERVICES, NAMELY, PRO-

MOTIG THE INERESTS OF AUTSTIC INM.
DUALS AND THEIR FAMILIES AN PROMOTING PUBLIC AWARENESS OF AUTSM, IN CLASS 35
(U.S. CLS. 100, 101 AND 102).

THE COLOR(S) BLUE, WHITE AND BLACK IS/ ARE CLAIED AS A FEATURE OF THE MARK.

FIRST USE 9-0-1997; IN COMMERCE 9-0-1997.

THE WORDING OF THE MARK IS IN BLACK WITH WHITE OUTLINNG. THE PUZZLE PIECE
DESIGN IS IN BLUE WITH BLACK SHADOWIG.

FOR: CHARITABLE FUN RASING, IN CLASS 36 (U.s. CLS. 100, 101 AND 102).
FIRST USE 9-0-1997; IN COMMERCE 9-0-1997.

SEC. 2() AS TO AUTSM SOCIETY OF DELAWARE.
SER. NO. 78-685,022, FILED 8-3-2005.

FOR: EDUCATIONAL SERVICES NAMELY CONDUCTNG PROGRAS IN THE FIELD OF AUTISM

AND DISTRIBUTING COURSE MATERIALS IN CONNECTION THEREWITH, IN CLASS 41 (U.S.
CLS. 100, 101 AND 107).

STEVEN PEREZ, EXAINNG ATTORNEY

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Int. Cl.: 36
Prior U.S. CIs.: 100, 101 and 102
Reg. No. 3,120,312
Regitered July 25, 2006

United States Patent and Trademark Office
SERVICE MAK
PRICIPAL REGISTER

THE AUTISM SOCIETY OF DELAWARE (DELAWARE NON-PROFIT ORGANIZATION) 5572 KIRKWOOD HIGHWAY
WILMINGTON, DE 19808

ENCIRCLED BY A

THE COLOR BLUE APPEARS IN PUZZLE PIECES BLACK OUTLINE SUGGESTIG

A GOLF BALL; ALSO IN BLACK ARE THE TEXT AUTSM SOCIETY OF DELAWARE, THE DRIE

FOR AUTSM RESEARCH, AND CELEBRI-AM GOLF OUTNG, AS WELL AS OUTLINES OF A
GOLF TEE IN A PATCH OF GRASS. THE GOLF TEE

FOR: CHARITABLE FUN RASING, IN CLASS 36 (U.s. CLS. 100,101 AND 102).
FIRST USE 2-0-2004; IN COMMERCE 2-0-2004.

IS COLORED IN RED AND THE GRASS IS COLORED IN GREEN

NO CLAIM IS MADE TO THE EXCLUSIVE
RIGHT TO USE AUTSM SOCIETY, DELAWARE,

AUTSM RESEARCH, OR CELEBRI-AM GOLF
OUTNG, APART FROM THE MARK AS SHOWN.

THE MARK CONSISTS OP A CIRCLE WITH BLUE PUZZLE PIECES ON TOP OF A RED TEE, WITH GREEN GRASS
SER. NO. 78-685,051, PILED 8-3-2005.

THE APPLICANT CLAIMS COLOR AS A FEATURE OP THE MARK, NAMELY, BLUE, RED,

GREEN AND BLACK. REBECCA EISINGER, EXAINING ATTORNEY

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EXHIBIT C

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TRADEMA ASSIGNMENT
WHREAS, The Autism Societ of Delawar, a Delawar non~profit organi7.ation having an
offce at 5572 Kirkwood Highway, Wilmington, DE 19808 ("Assignor")~ has adopted, used and is
using in commerce the lraemak(s) identified on the attached Schedule A (the 'Vfraemarks"); and

WHERES, The Auti Society of Am.erica, Inc., a District of Columbia not for profit
corporation having an offce at 7910 Woodmont Avenue, Betesda, MD 20817 ("Assignee"),

desires to acquire said Trademarks, the goodwî1 of the business associated therewith, and the
applications and/or registrtions thereof;

NOW THEREFORE, in consideraon of and in exchage for the sum of Ten Dollars

($10.00) and other good and valuable considcratíon, including a license back to Assignor as
separtely documented, the receipt and suciency of

which is hereby acknuwledged, the assignor

does hereby sell, assign~ transfer and set over unto the assignee the enti right, title, and interest in
and to the Trademarks in the United States of America, the goodwill of

the business associated with

said mar, the application and/or reistrtions therof, an the right to sue for past and futu
in:gement theref.
This assignment is effective as of ~\ ii

, 2007.

The Autim Society of Delaware
Dated:\JOfU ri ,2007

DY:~~ ~ Name: "The Autism Society of America

Title: E "'e:wtt~ IJ i rec fo

Da: 'l Is

, 2007

By:kr
Name: Title;

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SCHEDULE A

Trademark
AUTISM SOCIETY OF DELAWARE AUTISM SOCIETY OF DELAWARE
& Design

Serial No.

Filing Date
Aug. 3, 2005
Aug. 3, 2005

Reg. No.

Reg. Date

78684957
78685022
78685051

3123398
3173563
3120312

Aug. 1, 2006

Nov. 2',2006
July 25, 2006

AUTISM SOCIET OF DELAWARE THE ORNE FOR AUTISM RESEARCH CELEBRITY-AM GOLF OUTING & DèSign
AUTISM SOCIETY OF DELAWARE
& Design

Aug. 3, 2005

78/915238

June 23, 2006

': '

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EXHIBIT D

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BYLAWS
of the

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AUTISM SOCIETY OF DELAWARE A Chapter of the Autism Society of America

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1. MEMBERSHIP ASSOCIATION
The Autism Society of Delaware (the" ASD" or the" Chapter") shall be a membership association established as the state society and local chapter for the State of Delaware of the Autism Society of America (the" ASA").

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2. PURPOSES
The puroses of the ASD are:

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A. to promote and advocate for the general welfare of persons with autism;
B. to fuher the advancement of all ameliorative and preventive study,

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research, therapy, care, and cure of persons with autism;
C. to develop a better understanding of the problems of

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persons with autism

by the public in Delaware;

D. to promote the education and training of persons with autism and to foster
the development of integrated care on their behalf;

E. to promote the establishment of adequate diagnostic, therapeutic,
educational, and recreational facilities for persons with autism;
F. to further the education and training of parents and professional personnel

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for trainng, educating, and caring for persons with autism;
G. to serve as a clearng house for gathering and disseminating information

regarding persons with autism; and

H. to solicit and receive fuds for the accomplishment of the above puroses.

3. MEMBERSHI
3.1. Eligibilty. Any person who is a member of the ASA and subscribes to the
puroses of

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the ASA and ASD shall be eligible for membership in the ASD.

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3.2. Admission to Membership. Any eligible person may be admtted to membership in

the ASD upon proper application and payment of the curent national and, if
applicable, local Chapter dues.

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3.3. Classes of Members. There shall be four classes of members in the ASD

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(" Members") as follows:
A. Individual Member;

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B. Husband and Wife Members;

C. Agency/Organzation Member;

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D. Student Member.

3.4. Dues. The Members shall set the dues, if any, for each class of Members. The
Members shall also determine the due date and method of collection of dues. The

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Members may also set a subscription fee for the ASD's newsletter for
nonmembers.
3.5. Suspension of Membership. Failure to pay dues withn 45 days of the due date

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wil result in suspension of membership.
3.6. Revocation of Membership. For just cause, the Members may provisionally

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revoke the ASD membership of a Member effective 30 days from the date of the decision. Within two days of the decision, the Secretar shall give the afected

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Member written notice of the decision and the reasons therefor. The affected Member may submit a written response to the Secretar. Afer consideration of the wrtten response, a final decision shall be made by the Members. The affected Member's wrtten statement shall be appended to the minutes of the meeting at which revocation is decided, a copy of which shall be submitted to the ASA national offce within 30 days. The affected Member may be reintated by the Members upon receipt of a wrtten request for reconsideration that contains additional inormation.

4. MEETINGS OF MEMBERS
4.1. Annual Meeting. An anual meeting of the Members shall be held at a time and
location within Delaware determined by the Executive Committee. The President shall make a report to the membership, and a financial report shall be available for inspection and discussion. Members may call for items to be placed on the agenda
by advising the President or Secretar at least two weeks before the meeting.

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Other items may be taen up from the floor after advance agenda items have been addressed.
4.2. Special Meetings. Special meetings of the Members may be called by the

President or a majority of the Executive Committee and must be called by the
President upon written request of one fifth of

the Members.
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4.3. Regular Meetings. Reguar meetings of the Members may be held at such times

and places within Delaware as the Members or the Executive Committee may

determie.

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1 0/98
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4.4. Notice of Meetings. Notice of the purose, time, and place of the anual and

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special meetings of the Members shall be given by the Secreta to all Members.

Such notice shall be provided to the Members not less than 30 days nor more than

60 days prior to the annual meeting and not less than 14 days prior to special meetings. Notice may be made by U.S. Mail or, if a Member so elects, by
electronic mail or facsimile transmission.
4.5. Quorum. Except as provided in section 10.2 below, a quoru for the anual

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meeting and any other meeting of the Members shall consist of ten Members or

one fourh of all Members, whichever is less.
4.6. Voting.

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A. Each Member shall be eligible to vote and entitled to one vote. Members in the Husband and Wife Membership class shall each be entitled to one vote, and each shall be counted for puroses of establishing a quoru.
B. Except as provided in section 10.2 below, voting by proxy or by mail is

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not permitted; provided that a Husband or Wife, in addition to his or her

own vote, may cast a vote on behalf of his or her spouse who is not
present.

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C. When a quorum is present at any meeting, a majority of the Members
present and voting shall decide any question uness otherwise provided by law or these bylaws. In the absence of a quorum, a majority of the Members present may vote to adjour a meeting.
4.7. Authority. Except where inconsistent with these bylaws or the laws of

the State of Delaware, meetigs of the Members shall be conducted in accordance with Robert's Riles of Order (latest revision).

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5. OFFICERS 5.1. Number. The Officers of the ASD shall be the President, Vice President,
Secretaiy, and Treasurer.
5.2. Election and Tenure. The Officers shall be elected anually by the Members at

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their anual meeting. Each Officer shall hold offce until the next anual meeting

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of the Members and until his or her successor is elected and qualified. Each
Officer may serve no more than thee consecutive terms in a single office.
5.3. President. The President shall preside at all meetings of the ASD and the
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Executive Committee. The President shall have general responsibilty for the
activities of the ASD and the powers and duties usually associated with the office of the President, and shall have such powers and perform such other duties as may be prescribed by these bylaws. The President shall be a member of all commttees and shall exercise general supervision over their work in order to assue the most effective operation of the ASD. The President shall, with the advice of the
members and consent of the Executive Committee, appoint the chairersons and
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members of all special and standing committees. The President shall present a
progress report of

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the prior year's activities at the ASD's anual meeting.

5.4. Vice President. The Vice President shall assist the President in the performance of

his or her duties and shall assume such other duties as are assigned by the

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President and approved by the Members. In the absence of the President, the Vice
President shal assume the duties of the President and shall preside at the meetings

of the ASD and Executive Commttee. If the President resigns or becomes unable
to serve, the Vice President shall succeed to the office of President for the

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remainder of the President's term.
5.5. Secretary. The Secretar shall keep an accurate record of the meetings of the

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Members and the Executive Committee. The Secretary shall be the custodian of

all the books and records of the ASD except those specifically assigned to others.
The Secretar shall maintain a curent list of ASD members.
5.6. Treasurer. The Treasurer, under the supervsion of the President, shall have the

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oversight of the receipt and deposit in the name of the ASD of all revenues received by the ASD and the disbursement of fuds. The Treasurer shall be responsible for the financial records of the ASD, shall chair the Finance Committee, and shall assist the President with the preparation of the anual
budget.
5.7. Vacancies. If an Offcer other than the President dies, resign, loses membership

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in the ASD, becomes physically unable to carr out the duties of the office, vacates the offce, or is removed, the Members shall, with sixt days and by a
majority vote, elect a person to succeed him or her for the duration of his or her
term.

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5.8. RemovaL. An Offcer may be removed from offce with or without cause by a majority vote of the ASD Members. An Offcer may be removed with cause only after reasonable notice and an opportty to be heard.

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6. EXECUTIVE COMMITEE
6.1. Composition. The. Executive Committee shall consist of the President, Vice

President, Secretar, Treasurer, and two at-large members appointed by the Members for terms until the next anual meeting of the Members.
6.2. Powers. When deemed appropriate by a majority of the members of

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the Executive

Committee, it shall exercise any and all powers of the Members between meetings

of the Members, provided that the Executive Commttee may not amend these
bylaws or elect Officers or at-large members of the Executive Committee. All
decisions of the ExecUtive Commttee shall be promptly reported to the Members
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not later than their next succeeding meeting and shall be subject to approval,
revision, or alteration by the Members; provided that no irrevocable rights of third
paries shall be affected by such revision or alteration.

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6.3. Meetings. Meetings of the Executive Committee may be called by the President

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and must be called at the request of thee members of the Executive Commttee.
Notice of every meeting shall be given to each member of the Executive

Commttee in writing at least seven days prior to the meeting, provided that any member may waive this notice requirement as to himself or herself. Meetigs of the Executive Commttee may take place by telephone conference call.
6.4. Quorum. A majority of

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the Executive Commttee shall constitute a quoru.

6.5. Voting. Except as otherwse provided by these bylaws, all actions of

the Executive Committee shall be taen by majority vote of the Committee members present at

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any meeting at which a quoru is present. In the absence of a quoru, a majority of the Committee members present may vote to adjour a meeting.
6.6. Unanimous Consent Resolutions. Any action required or permitted to be taken by the Executive Committee may be taen by a unanimous consent resolution, which

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shall be in wrting and made par of the minutes.

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7. OTHER COMMITEES
7.1. Standing Committees. In addition to the Executive Committee, the standing

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committees of the ASD shall be the Program Committee, Finance Commttee, Public Awareness Commttee, Advocacy Commttee, Adult Issues Commttee,
and Member Relations Commttee.

7.2. Program Committee. The Program Committee shall be responsible for the anual meeting, other ASD events, and awards.

7.3. Finance Committee. The Finance Committee, chaired by the Treasurer, shall be

responsible for matters concerning the business of the ASD, including payroll practices, budget and finance, fudraising, property, insurance, taxes, purchasing,
investments, money management, and audits.
7.4. Public Awareness Committee. The Public Awareness Committee shall be

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responsible for the ASD newsletter, publications, and other mean of increasing public awareness of autism and the problems of persons with autism.

7.5. Advocacy Committee. The Advocacy Committee shall be responsible for

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governent afais and relations.
7.6. Adult Issues Committee. The Adult Issues Commttee shall focus its efforts on the paricular problems and issues of adults with autism.
7.7. Member Relations Committee. The Member Relations Commttee shall be

responsible for recruiting, services to Members, and Member afai.
7.8. Special Committees. The President, with approval of the Executive Commttee or

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the Members, may from time to time appoint special committees.

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8. NOMIATIONS
8.1. The Executive Committee shall nominate for election at the next anual meetig

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of the Members one person to fill the position of each Offcer and at~large
the Executive Committee. Nominations may also be made from the floor by any Member.
member of

8.2. Candidates must be members of the ASA and ASD at the time of election and must agree to serve if elected.

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9. CHAPTER OPERATIONS
9.1. Appointment of Employees. The Members, bearing in mind the activities and the

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financial resources of the ASD and whenever in their judgment such action is
desirable to promote the achievement of the purposes of the ASD as set fort in

these bylaws, may authonze appointment or employment of persons to car out

designated duties for the ASD. on a compensated basis.
9.2. Compensation of Offcers and At-Large Executive Committee Members. Officers

and at-large members of the Executive Committee shall not receive any salary or other compensation for their services in said capacities. An Officer or at-large member of the Executive Committee may, however, receive compensation for services performed in another capacity if such compensation is approved by the Members.
9.3. Acts of the Chapter. No person shall act in the name of the ASD except as

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authonzed in these bylaws or by the Executive Committee, the President, or vote of the Members. No person shall, without the approval of the President or the Executive Committee, send any letter, notice, or other wrtten communcation in

the name of the ASD to the Members or to any other person including an
association, governent agency, or public official regarding policy matters of

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the

ASD.
9.4., Fiscal Year. The fiscal year of the ASD shall commence the first day of Januar
of each year and end on the thirt-first day of December of

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the same year.

9.5. No Direct Services. The ASD shall not provide direct services to the Members or
persons with autism.

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9.6. Other Organizations. The ASD shall not become a charered chapter of an

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organization other than the ASA.
9.7. Bank

Account. The ASD shall maintain a ban account.

9.8. Taxpayer lD. Number. The ASD shall obtain a taxpayer identification number from the u.s. Internal Revenue Servce.

9.9. Financial Report. The ASD shall submit an anual financial report form to the ASA in the form requested by the ASA.

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9.10. Dissolution. In the event that membership in the ASD falls below ten members or the ASD fails to submit an anual financial report to the ASA, the ASD wil be subject to loss of chapter status in the ASA. The Chapter shall cease using the

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name" Autism Society of Delaware," the ASA's logo, and any statement of
affliation with the ASA as of the termination date.
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10. AMNDMENTS
10.1. Requirements. A proposal to alter, amend, or repeal these bylaws may be made
(A) by the Executive Committee through a majority vote, or (B) by one fift of

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the Members in a wnting addressed to the Executive Committee. Any such

proposal shall be tranmitted to the Secretar, who shall send written notice thereof to all Members.

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10.2. Quorum. A quoru for the purpose of altering, amending, repealing, or adoptig bylaws of the ASD shall consist of one half of the Members. If such quorum is
not present at two consecutive meetings of the ASD called to consider altering, amending, repealing, or adopting bylaws of the ASD, the Executive Committee

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may provide for voting on said question or questions by proxy.

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11. DISSOLUTION
In the event of the dissolution of the ASD by the surrender or forfeitue of the charr or otherise, no distribution of assets shal be made to any Officer, Member, employee, or any person or individual. All propert owned, managed, or operated by the ASD is irrevocably dedicated to chartable puroses to achieve the puroses of the ASD as defined in these bylaws. Upon the dissolution of this ASD, such propert shall not inure
to the benefit of any private person but shall go to a nonprofit fud, foundation,

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association, or corporation organzed and operated to promote the general welfare of
people with autism.
Members ofthe Autism Society of

Delaware on 19 October 1998.

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Secretar

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EXHIBIT E

Case 1:08-cv-00273-JJF
- ..I: ~_

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""NI"~t'''~~~~~:;'f~''~~,L''_'.:I'lr....:.'..I~~'lii':' ~~r,: i.

ww.delautism.org
delautism~dclaiüi8m. Ol'g
(:302) 472-26:38 (T)

(302) 4 7~-2640 (F)

Theda Ells, Executive Direetur
12/19120'6'1 VOWf! (!t Autism in IJe./,iw(wc

Lee Grossman President and CEO AutIsm Society of Ameríca

7910 WoodmontAve, Suite 300
Bethesda, MD 20814-3067
Dear Lee:

The board of the Autim Society of Delaware has decided to end its fomial relationship as an
affHated chapter of the Autism Society of America, effective March 31, 2008. With so many

capable national autism organizations on the scene today, we feel it is importnt to maintain our
independence so that we can join effort with various national organizations on specific topics

and issues.
We recognize that ASD has benefited greatly from our association with ASA, particularly from

the many personal relationships we have made. Those relationships are importnt to us and We
plan to maintain them as we work on common goals relate to autism spectrum disorders.

Sincerely,

cc: Board of Direcrs

pli

~~ --'~'''''.'''~ia::g.''~lr;;i;',il'.~":'i.~'I:i.,I...",...'1,'~'.. ,iv' "I'. I..,.. i'. : "

5572 Kirkwood Highway" Wilmi ngton n Delaware. 19808
'..

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EXHIBIT F

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To The Membership
The Board of

Delaware voted in December to end our Directors ofthe Autism Society of affiliation with the Autism Society of America, effective March 31,2008. We have notified ASA of that decision. with The primary reason for this decision is that ASD wants to be able to ally itself various national autism organizations on different issues and we feel we can best do that as a free-standing organization that is not identified with just one national organization. This means we wil continue to support ASA initiatives and stands, but we may also support other organization's initiatives and stands as welL. We are not considering becoming an affiiate of any other national organization at the present time. ASD is a 50l(c) (3) non-profit organization. We wil maintain our name and logo so there wil be no substantive changes for our members at this time. Those of you who are members have actually joined the Autism Society of America. Membership in ASD has been a "bonus" to that membership with no separate dues. That wil remain the same through March 31,2008. We are currently looking at potential membership guidelines and wil make announcements prior to the March date. We wil also honor all memberships made over the past 12 months to ASA and advise you as we always have
about renewaL.

revising our bylaws and asking members to vote on those revisions in January and February. They wil be posted on our web site soon, and you can The Sun. It has not yet been mailed, but it find a brief summary in the January edition of
We are also in the process of

is online.

Please feel free to send any questions my way, and to maintain your membership in ASA as well as ASD and other autism organizations. Theda M. Ellis, MBA, M.Ed. Executive Director Autism Society of Delaware The Voice of Autism in Delaware 5572 Kirkwood Highway Wilmington, DE 19808 (302) 472-2638 (302) 472-2640 fax

Case 1:08-cv-00273-JJF
ASDAnouncement

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http://ww.delautism.orglasdanouncement.htm

. '- - .", .....

. .. . . . ";. '," . .......-...-.. . . d, _". ..... '",.

The Voice of Autisl1IfDelåwâre.
Celebrating 10 léars of Serice to tke Autism. CoÎittiiiiiity..

1998-2008.
January 16, 2008

Dear Member of the Autism Society of Delaware,
We, the Board of Directors of the Autism Society of Delaware, recently voted to end our formal relationship with the Autism Society of America. We have done substantial work to establish ourselves as an independent, separately incorporated organization in order to give us the greatest flexibilty in serving the autism

community here in Delaware. While all our members are still free to maintain their membership with the Autism Society of America, we wil no longer require such membership in order to join the Autism

Society of Delaware. Other than that, nothing has changed. We are stil the largest membership-based
autism advocacy organization in Delaware, and in fact are stronger and better able to meet the needs of our

community than ever. Establishing POW&R, our adult service agency, is just one example of how we are

moving forward and breaking new ground in improving the lives of people with autism every day.ln
addition we are:

expanding services for familes affected by Asperger's through social skils training, teen/tween groups, and
parent mentoring providing grants to local as well as national organizations to support autism-related research and services mentoring the growing number of Delaware parents of children with autism working with other organizations to raise awareness of the impact of public policy on people with autism and

other disabilties

continuing to host and increase family social events keeping the autism community connected and updated through The Sun, our website, and listserve

(e-group)

Please do not hesitate to call our offce - 302-472-2638 - or visit our website - ww.delautism.ori: - if you have
any questions or concerns. But know that we have never been more committed to keeping the first state FIRST when it comes to our loved ones with autism.

Best Regards,
Autism Society of Delaware Board of Directors

I of I

05107/2008 10:42 AM

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EXHIBIT G

Case 1:08-cv-00273-JJF
, What are Autism Spectr Disorde
~.

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http://ww.delautism.orglylaws.hti

ASD BYLAWS
WIåf'ts'Äua~ t(f)\6êUtA$t;:~~~) C.'iR~~oûicls"'~) ::'ASI)'t'átènaaf') t Y'ou:ëaìrHêtpír~ ~".'toÎwãifOs':':¡;) AsóFf6f¡r¡iifl¡

To The Membership

The Board of Directors of the Autism Society of Delaware voted in December to end our affliation with the Autism Society of America, effective March 31, 2008. We have notified ASA of that decision.
The primary reason for this decision is that ASD wants to be able to ally itself with various national autism organizations on diferent issues and we feel we can best do that as a free-standing organization that is not identifed with just one national organization. This means we will continue to support ASA initiatives and stands, but we may also support other organization's initiatives and stands as well. We are not considering becoming an

affliate of any other national organization at the present time.
ASD is a 501(c) (3) non-profit organization. We will maintain our name and logo so there wil be no substantive changes for our members at this time. Those of you who are members have actually joined the Autism Society of America. Membership in ASD has been a "bonus" to that membership with no separate dues. That wil remain the same through March 31, 2008. We are currently looking at potential membership guidelines and wil make announcements prior to the March date. We wil also honor all memberships made over the past 12
months to ASA and advise you as we always have about renewaL.

We are also in the process of revising our bylaws and asking members to vote on those revisions in January and February. You can find a brief summary in the January edition of The Sun. It has not yet been mailed, but it

is online.
Please feel free to send any questions my way, and to maintain your membership in ASA as well as ASD and
other autism organizations.

Theda M. Ells, MBA, M.Ed.

Executive Direcor Autism Society of Delaware
The Voice of Autism in Delaware
5572 Kirkwoo Highway

Wilmington, DE 19808 (302) 472-2638 (302) 472-264 fax
.........,.....-'.._..........,.:..;..,..:~....~..._._.;...;.........,..... .

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EXHIBIT H

Case 1:08-cv-00273-JJF
Autism_Society _ ot- Delaware

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htt://ww.de1autism.org/

. . .- ..

The Voice of Autism ìnDelå~ . . '- '.-:':..
Celebrating 10 Yèars of Serce to the AtitimCotJ

1998-200& .. d
cortaçl.s):¡
EGroo;¡:¡¡

\Mat is Åut,m
AS~~¥¡¡¡:;;:¡

-, ....:.~:_. ':':-:,:.:.; ::./.":.;"::.:-:::,;;.;.

ReSClés:¡:; You Can Ht1)¡¡

Abol1ASfJ ..

Announcements for May 2008 Upcoming Events

lClonafe to i.Cl I.summer Recreational ~eso:r~:s."l . . .. ,.:i';,) -UPDATED ~Sport Fitness Club -Sorry, fully
The Autism Society of Delaware "Summer 2008 Newsletter - NEW booked.
~ ASD Community Bulletin Board .. ASD Dav with the Wllmlnaton Blue

friends of people with autism Direcors "Parent Coffee Hour
and professionals who work I~ (ASD releases formal relationship with "Parent Trainina Seminar

We are family members and io Messaae from the ASD Board of Rocks

ioMessaae from our new President - RobSkils Our Mission is to Improve the Gilsdorf . Walk the Hiah Road for Autism 2008

the autism field. ASA) "Skil Streamlna Workshop - Social

lives of people with autism and io ASD Bvlaw Chanaes for 2008 THANK YOU!
their familes. .. Media/Press Releases .. The Drive for Autism 2008 "POW&R -Services for Adults with We wil educate. advocate and Autism raise public awareness In order to promote lifelong opportunity and acceptance for people with Presented by: autism in their communities.
We serve the entire State of Delaware.

POWlR
In 1995 the prcvala/1ce i,f authin was i in every 2,500 hirths

/;IØr/trfr4

Productive Opportunities for Work &. Recreation

ULTRA.
I.

~ The Unite Way of Delaware

e

DesIgnation Numbe 9234. Souheastn PA Designation Number 12598. ASD Is a Non-Pro 501(c)(3) OrganIzation
i& 1998 - 2008 The

Delawar.

Autsm Society of

All RIghts Resrved. This web site is a service provide by theAutlsm Society of Delaware.
Site last update on: 05105108

Today, it is 1 in 150

Web space and hoting donated by
JLK Consultlna
Counter Reset: 05/02108

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htt://ww.de1autism.orglthe_drve.hti

Presented by:

(ýllilícÆ4

ULTRA.
Get Involved Today, Space Is Limited!

I.
Sponsored by:

Sprint , ..,...._.

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2007 Photos & Sponsor ~""d~9~i'~tó~tdl íi~i3.~~~~~;n¡
2006 & 2007 NASCAR on Fox Videos
lf~¥irful,J~!ß~~?I!ll~~~~l¡f~rffp~~l î~d~rtÓ~¿;¥~:Ñn$.vr~tg.~'¿?ir9J~~1
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AGEy

The Drive for Autism 2008 Fundraising Goal
Contacts:
.Artie Kempner
Coordinating Director,

A letter from Artie....

NFUNASCAR Fox Sport Chair for The Drive: 302-983-621 (cell)

$60.
$550,000

we're gearing up for the 7th Annual Drive for Autism Celebrity-Am Golf Outing! This year the

Artle.KemDnerlãox.com
.Cheryi Frampton

$500,000
Event Coordinator for The Drive:
(302)472-2638, ext. 203

$525,000 $475,000

event wil be held on Thursday, May 29th and
we'n once again be teeing it up at the world-class DuPont Country Club.

$450,000 $400,000 $350,000
$300,000

$425.000
$375,000

(302) 472-264 (fax)

chervl.framotontldeiautlsm.ora

$325,000
$275,000

Last year we raised over $500,000, and we thank you all so much for your

support! We've been

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the~drive

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htt://ww.delautism.org/the_drve.htm
$25U,Uoo

putting that money to great use over the last six $200,000 months. The Autism $150,000 Society is now a certified $ 125,000 state service provider, and $100,000 our new POW&R (Productive Opportunities for Work & Recreation) program is slated to serve 10 people in its first year! We granted $250,000 overall to groups that include Autism Speaks, the Organization for Autism Research, the Parent Information Center and Practice Without Pressure. These are all organizations that serve the Autism Community both nationally and here in Dèlaware.

$225,000

I'm asking all of you to sign up early and reserve your spots now. Last year we had 50 teams and a celebrity contingent that included Jon Runyan, Donovan McNabb, David Akers, Matt Kenseth, Darrell Waltrip, Elliot Sadler, Kyle Petty, the Fox and ESPN NASCAR broadcast teams and many other NASCAR and NFL stars. For the 2008 event Troy Aikman, NASCAR 2-time champion Jimmie Johnson, Tony Stewart and Moose Johnston are slated to play.

We need to find the cause of autism and help to provide a future for our loved ones and YOUR generosity wil help us make a difference!
All the BEST,

6991
i&1999 . 2008 The Autsm Society of Delaware.

All Right Reserved. This web site Is a service
provided by the Autsm Societ of Delaware.
Site last updated on: 05105108

Artie Kempner Event Chair The Drive for Autism Celebrity-Am Golf Outing

Lead Director NFUNASCAR on Fox

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. " - - : . ;~-. ' - '-~; ..: ~ '. - . ~ J ' ". - .~' _~:. '.
AS.. '.0 O' .

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May 10, 2008
Wilmington Blue Rocks VS. Myrtle Beach Pelicans

Game Time: 6:05 p.m.
3rd Base Picnic Area

(This area will be blocked off for ASD only!)

Tickets: $15.00 per person

Includes: Tickets to the Game, Picnic Dinner (Hot dogs, Hamburgers, BBQ Chicken, Sides, Ice cream and Drinks)

Picnic wil be served from 4:45 p.m. to 6:30 p.m. so get there early!
The enclosed picnic area, at third base, offers a great space for kids