CONSENT DECREE AND PERMANENT INJUNCTION

OTIS D. WRIGHT, II, District Judge.

The Court, having read and considered the Joint Stipulation re Entry of [Proposed] Consent Decree and Permanent Injunction that has been executed on behalf of Plaintiffs Disney Enterprises, Inc., Lucasfilm Ltd. LLC, and Lucasfilm Entertainment Company Ltd. LLC (collectively "Plaintiffs") on the one hand, and Defendants Plug Your Holes, LLC and Samuel A. Dean (collectively "Defendants"), on the other hand, and good cause appearing therefore, hereby:

ORDERS that this Consent Decree shall be and is hereby entered in the within action as follows:

1) This Court has jurisdiction over the parties to this action and over the subject matter hereof pursuant to 17 U.S.C. § 101 et seq., 15 U.S.C. § 1051 et seq., 28 U.S.C. §§ 1331 and 1338, and 28 U.S.C. § 1367. Service of process was properly made against Defendants.

2) Plaintiffs are the owners or exclusive U.S. licensees of all rights in and to the copyright and trademark registrations listed in Exhibits "A" through "D," attached hereto and incorporated herein by this reference ("Plaintiffs' Properties").

3) Plaintiffs have expended considerable resources in the creation and commercial exploitation of Plaintiffs' Properties on merchandise and in the enforcement of their intellectual property rights in Plaintiffs' Properties.

4) Plaintiffs have alleged that Defendants have made unauthorized uses of Plaintiffs' Properties or substantially similar likenesses or colorable imitations thereof.

5) Defendants and their agents, servants, employees and all persons in active concert and participation with them who receive actual notice of the injunction are hereby restrained and enjoined from:

a) Infringing Plaintiffs' copyrights and trademarks in Plaintiffs' Properties, either directly or contributorily, in any manner, including generally, but not limited to manufacturing, importing, distributing, advertising, selling, or offering for sale, any unauthorized product which features any of Plaintiffs' Properties ("Unauthorized Products"), and, specifically:

6) Each side shall bear its own fees and costs of suit.

7) This Consent Decree shall be deemed to have been served upon Defendants at the time of its execution by the Court.

8) The Court finds there is no just reason for delay in entering this Consent Decree and, pursuant to Rule 54(a) of the Federal Rules of Civil Procedure, the Court directs immediate entry of this Consent Decree against Defendants.

9) The above-captioned action shall be reopened should Defendants default under the terms of the Settlement Agreement or this Consent Decree.

10) The Court shall retain jurisdiction of this action to entertain such further proceedings and to enter such further orders as may be necessary or appropriate to implement and enforce the provisions of this Consent Decree.

11) This Court shall retain jurisdiction over Defendants for the purpose of making further orders necessary or proper for the construction or modification of this Consent Decree; the enforcement hereof; or the punishment of any violations hereof.

IT IS SO ORDERED.

EXHIBIT A

EXHIBIT B

DEI'S TRADEMARK Trademark Trademark Trademark International Registration No. Registration Class(es) of Date Goods DISNEY 4042815 10/18/2011 3, 14 DISNEY PRINCESS 3379422 2/5/2008 14 4645941 11/25/2014 14 4412568 10/8/2013 3, 9, 14, 16, 18, 20, 21, 24, 25, 28 3057988 2/7/2006 9,14,16,18 21,24,25,28 2891463 10/5/2004 3,9,14,16, 18,21,24,24, 25, 28 4531172 5/20/2014 3,9,14,16, 18,20,21,20,24, 25 and 28

EXHIBIT C

EXHIBIT D