COPYRIGHT FILINGS. Within 60 days after the date hereof, Borrower shall (i) execute and deliver to Silicon an Intellectual Property Security Agreement between Borrower and Silicon (the "Intellectual Property Agreement") on Silicon's standard form, (ii) cause all of its computer software and copyrights, the licensing of which results in Accounts, or which is material to its business to be registered with the United States Copyright Office, (ii) complete the Exhibits to the Intellectual Property Agreement with all of the information called for with respect to such software and other intellectual property, (iii) cause the Intellectual Property Agreement to be recorded in the United States Copyright Office, and (iv) provide evidence of such recordation to Silicon.
COPYRIGHT FILINGS. Concurrently, Borrower is executing and delivering to Silicon a Collateral Assignment, Patent Mortgage and Security Agreement between Borrower and Silicon (the "Intellectual Property Agreement"). Within 90 days after the date hereof, Borrower shall (i) cause all of its computer software, the licensing of which results in Receivables, to be registered with the United States Copyright Office, (ii) complete the Exhibits to the Intellectual Property Agreement with all of the information called for with respect to such software, (iii) cause the Intellectual Property Agreement to be recorded in the United States Copyright Office, and (iv) provide evidence of such recordation to Silicon. Borrower: Silicon: XXXXXXXX.XXX SILICON VALLEY BANK By /s/ Xxxxxx X. Xxxxxx By /s/ Xxxxxxxxxxx Xxxx President or Vice President Title Vice President By /s/ Xxxxxx X. Xxxxxxx Secretary or Asst Secretary SILICON VALLEY BANK AMENDMENT TO LOAN DOCUMENTS BORROWER: XXXXXXXX.XXX ADDRESS: 0000 X. XXXXXX XXXXX XXXX XXXX, XXXXXXXXXX 00000 DATE: JANUARY 27, 2000 THIS AMENDMENT TO LOAN DOCUMENTS is entered into between SILICON VALLEY BANK (" Silicon") and the borrower named above (the "Borrower"), with reference to the various loan and security agreements and other documents, instruments and agreements between them, including but not limited to that certain Loan and Security Agreement dated March 26, 1999 (as amended, if at all, the "Existing Loan Agreement"; the Existing Loan Agreement and all related documents, instruments and agreements may be referred to collectively herein as the "Existing Loan Documents"). The Parties agree to amend the Existing Loan Documents, as follows:
COPYRIGHT FILINGS. Within 30 days after the date hereof, Borrower shall request authorization from the Federal Aviation Administration ("FAA") permitting Borrower to register with the United States Copyright Office all of its unregistered software, the licensing of which results in Receivables. If the FAA authorizes such registration, Borrower shall then (i) execute and deliver to Silicon a Collateral Assignment, Patent Mortgage and Security Agreement between Borrower and Silicon (the "Intellectual Property Agreement") on Silicon's standard form identifying such Copyrights, (ii) cause the Intellectual Property Agreement to be filed in the Copyright Office, and (iii) provide evidence of such recordation to Silicon. If the FAA does not authorize such registration in writing due to the software being "sensitive security information" (as defined in 14 CFR Part 191), Borrower and Silicon shall then enter into an escrow agreement, license agreement and other related documents, all in form and substance satisfactory to Silicon, pursuant to which, among other things, Borrower will deposit in escrow the Borrower's unregistered copyrights to which Silicon shall have access and the right to utilize under the circumstances set forth in the escrow agreement, license agreement or other related documents.
COPYRIGHT FILINGS. Borrower agrees that in the event that it ----------------- registers the copyrights to its software with the United States Copyright Office, it will promptly notify Borrower of such registration and will at its expense execute and cause to be filed with the United States Copyright Office such instruments or documents as Lender may reasonably request to perfect and maintain Lender's security interest in such copyrights.
COPYRIGHT FILINGS. To the knowledge of the Borrowers, all notices, ----------------- statements of account, supplements and other documents required under Section 111 of the Copyright Revision Act of 1976, as amended, and under the rules of the Copyright Office with respect to the carriage of broadcast station signals by the CATV Systems (the "Copyright Filings") owned or to be owned by the ----------------- Borrowers and their Subsidiaries (after giving effect to the consummation of the Broadband Acquisitions) have been duly filed, and the proper amount of copyright fees have been paid on a timely basis, and each such CATV System qualifies for the compulsory license under Section 111 of the Copyright Act of 1976, except to the extent that the failure to so file or pay could not (either individually or in the aggregate) reasonably be expected to have a Material Adverse Effect. To the knowledge of the Borrowers, there is no pending claim, action, demand or litigation by any other Person with respect to the Copyright Filings or related royalty payments made by the CATV Systems.
COPYRIGHT FILINGS. (a) Except as set forth in Schedule 5.17, Seller has recorded or deposited with and paid to the United States Copyright Office all notices, statements of account, royalty fees, supplemental royalties and other documents, instruments and sums required under the Copyright Act with respect to the System for all periods prior to the Closing Date including, without limitation, all copyright fees which may be required in respect of events occurring or for periods of time prior to the Closing Date in accordance with the decision in Cablevision vs. M.P.A.A., and ------------------------ Seller is otherwise in compliance in all material respects with the Copyright Act and all applicable rules and regulations of the Copyright Office. True and correct copies of filings with the United States Copyright Office for periods from January 1, 1993 to the date hereof have been delivered to Buyer.
(b) The System complies in all material respects with the Copyright Act. In connection with the System, the Seller is entitled to hold and does now hold the compulsory copyright license described in Section 111 of the Copyright Act, which compulsory copyright license is in full force and effect and has not been revoked, cancelled, encumbered or materially adversely affected in any manner.
(c) The carriage, transmission or use of the signals of the System has not subjected and does not subject the System or the Seller to any FCC or other sanctions or any suits or actions, including, without limitation, suits or actions for copyright infringement, except those that may be applicable to the cable television industry generally.
COPYRIGHT FILINGS. Concurrently, Borrower is executing and delivering to Silicon an Intellectual Property Security Agreement SILICON VALLEY BANK SCHEDULE TO LOAN AND SECURITY AGREEMENT =============================================================================== (the "Intellectual Property Agreement"). Within 60 days after the date hereof, Borrower shall (i) cause all of its computer software, the licensing of which results in Receivables, or which is material to its business to be registered with the United States Copyright Office, (ii) complete the Exhibits to the Intellectual Property Agreement with all of the information called for with respect to such software, (iii) cause the Intellectual Property Agreement to be recorded in the United States Copyright Office, and (iv) provide evidence of such recordation to Silicon.
COPYRIGHT FILINGS. Identix Incorporated previously executed and delivered to Silicon a Collateral Assignment, Patent Mortgage and Security Agreement between Identix Incorporated and Silicon (the "Identix Intellectual Property Agreement"). Provided Borrower maintains at all times a minimum of unrestricted cash (and cash equivalents) in accounts maintained at Silicon in an amount of not less than $20,000,000 (the "Minimum Cash Deposit"), Borrower shall not be required to: (i) cause all of its copyrights and computer software, the licensing of which results in Receivables or which are necessary to operate (or which are otherwise material to) the hardware and other products manufactured and/or sold by Borrower, to be registered with the United States Copyright Office, (ii) complete the Exhibits to the Intellectual Property Agreement with all of the information called for with respect to such copyrights, software and other intellectual property, (iii) cause the Intellectual Property Agreement to be recorded in the United States Copyright Office and, if applicable, the United States Patent and Trademark Office, and (iv) provide evidence of such recordation to Silicon (items (i) through (iv) above are hereinafter referred to as the "IP Requirements"). In the event the amount of the Minimum Cash Deposit falls below $20,000,000, each Borrower shall within 30 days thereafter, comply with the IP Requirements (and, to the extent necessary, execute and deliver to Silicon an Intellectual Property Agreement in form and substance similar to the Identix Intellectual Property Agreement)."
10. MODIFIED COVENANT REGARDING IDENTICATOR TECHNOLOGY, BIOMETRIC APPLICATIONS AND TECHNOLOGY, INC. AND iTRUST, INC. Sublease (10) of Section 9 of the Schedule to Loan and Security Agreement is hereby amended in its entirety to read as follows:
COPYRIGHT FILINGS. To the knowledge of the Borrower, all notices, statements of account, supplements and other documents (collectively, the "Copyright Filings") required under Section 111 of the Copyright Act of 1976 and under the rules of the Copyright Office with respect to the carriage of broadcast station signals by the CATV Systems to be owned by the Borrower and its Subsidiaries have been duly filed, and the proper amount of copyright fees have been paid on a timely basis, and each such CATV System qualifies for the compulsory license under Section 111 of the Copyright Act of 1976, except to the extent that the failure to so file or pay could not (either individually or in the aggregate) reasonably be expected to have a Material Adverse Effect. To the knowledge of the Borrower, there is no pending claim, action, demand or litigation by any other person with respect to the Copyright Filings or related royalty payments made by such CATV Systems that, if adversely determined, could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect.
COPYRIGHT FILINGS. Concurrently, Borrowers are executing and delivering to GBC a Security Agreement in Copyrighted Works (the "Copyright Agreement"). Borrower represents and covenants as follows:
