EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below), commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and All Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include any of the following, whether now owned or hereafter acquired: any copyright rights, copyright applications, copyright registrations and like protections in each work of authorship and derivative work, whether published or unpublished, any patents, patent applications and like protections, including improvements, divisions, continuations, renewals, reissues, extensions, and continuations-in-part of the same, trademarks, service marks and, to the extent permitted under applicable law, any applications therefor, whether registered or not, and the goodwill of the business of Borrower connected with and symbolized thereby, know-how, operating manuals, trade secret rights, rights to unpatented inventions, and any claims for damage by way of any past, present, or future infringement of any of the foregoing; provided, however, the Collateral shall include all Accounts, license and royalty fees and other revenues, proceeds, or income arising out of or relating to any of the foregoing. Pursuant to the terms of a certain negative pledge arrangement with Bank, Borrower has agreed not to encumber any of its copyright rights, copyright applications, copyright registrations and like protections in each work of authorship and derivative work, whether published or unpublished, any patents, patent applications and like protections, including improvements, divisions, continuations, renewals, reissues, extensions, and continuations-in-part of the same, trademarks, service marks and, to the extent permitted under applicable law, any applications therefor, whether registered or not, and the goodwill of the business of Borrower connected with and symbolized thereby, know-how, operating manuals, trade secret rights, rights to unpatented inventions, and any claims for damage by way of any past, present, or future infringement of any of the foregoing, without Bank’s prior written consent. Fax To: Date: _____________________ From Account #_______________________________ To Account # _____________________________________ (Deposit Account #) (Loan Account #) Principal $ ___________________________________ and/or Interest $ ___________________________________ Authorized Signature: _________________________ Phone Number: ___________________________________ Print Name/Title: ______________________________ Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account #_______________________________ To Account #______________________________________ (Loan Account #) (Deposit Account #) Amount of Advance $ __________________________ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: _________________________ Phone Number: _________________________ Print Name/Title: ______________________________ Deadline for same day processing is noon, E.S.T. Beneficiary Name: ___________________________ Amount of Wire: $ _______________________ Beneficiary Bank: ___________________________ Account Number: _______________________ City and State: _____________________________ Beneficiary Bank Transit (ABA) #: __________________________ Beneficiary Bank Code (Swift, Sort, Chip, etc.): ________________________________ Intermediary Bank: ________________________ Transit (ABA) #: __________________________ For Further Credit to: _______________________ Special Instruction: ________________________ Authorized Signature: ______________________ 2nd Signature (if required): ____________________________ Print Name/Title: _________________________ Print Name/Title: ___________________________________ Telephone #: ____________________________ Telephone #: _____________________________________ Borrower: Bridgeline Software, Inc. Lender: Silicon Valley Bank Commitment Amount: $1,250,000.00
Appears in 1 contract
Samples: Loan and Security Agreement (Bridgeline Software, Inc.)
EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below), commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and All all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include any of the following, whether now owned or hereafter acquired: (a) any copyright rights, copyright applications, copyright registrations and like protections in each work of authorship and derivative work, whether published or unpublished, any patents, patent applications and like protections, including improvements, divisions, continuations, renewals, reissues, extensions, and continuations-in-part of the same, trademarks, service marks and, to the extent permitted under applicable law, any applications therefor, whether registered or not, and the goodwill of the business of Borrower connected with and symbolized thereby, know-how, operating manuals, trade secret rights, rights to unpatented inventions, and any claims for damage by way of any past, present, or future infringement of any of the foregoing; provided, however, the Collateral shall include all Accounts, license and royalty fees and other revenues, proceeds, or income arising out of or relating to any of the foregoing; (b) any leasehold interest in any real property; and (c) any equity interest in any Subsidiary that is not organized under the laws of the United States or any State thereof in excess of 65% of the voting securities of such Subsidiary. Pursuant to the terms of a certain negative pledge arrangement with Bank, Borrower has agreed not to encumber any of its copyright rights, copyright applications, copyright registrations and like protections in each work of authorship and derivative work, whether published or unpublished, any patents, patent applications and like protections, including improvements, divisions, continuations, renewals, reissues, extensions, and continuations-in-part of the same, trademarks, service marks and, to the extent permitted under applicable law, any applications therefor, whether registered or not, and the goodwill of the business of Borrower connected with and symbolized thereby, know-how, operating manuals, trade secret rights, rights to unpatented inventions, and any claims for damage by way of any past, present, or future infringement of any of the foregoing, without Bank’s prior written consent. Fax To: TO:SILICON VALLEY BANK Date: _____________________ From Account #_______________________________ To Account # _____________________________________ FROM: DEMANDTEC, INC. The undersigned authorized officer of Demandtec, Inc. (Deposit Account #“Borrower”) (Loan Account #) Principal $ ___________________________________ and/or Interest $ ___________________________________ Authorized Signature: _________________________ Phone Number: ___________________________________ Print Name/Title: ______________________________ Complete Outgoing Wire Request section below if all or a portion certifies that under the terms and conditions of the funds from this loan advance Loan and Security Agreement between Borrower and Bank (the “Agreement”), (1) Borrower is in complete compliance for the period ending with all required covenants except as noted below, (2) there are for an outgoing wire. From Account #_______________________________ To Account #______________________________________ no Events of Default, (Loan Account #3) (Deposit Account #) Amount of Advance $ __________________________ All Borrower’s all representations and warranties in the Loan and Security Agreement are true, true and correct and complete in all material respects on the this date of the request for an advanceexcept as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: _________________________ Phone Number: _________________________ Print Name/Title: ______________________________ Deadline for same day processing , (4) Borrower, and each of its Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.9 of the Agreement, and (5) no Liens have been levied or claims made against Borrower or any of its Subsidiaries relating to unpaid employee payroll or benefits of which Borrower has not previously provided written notification to Bank. Attached are the required documents supporting the certification. The undersigned certifies that these are prepared in accordance with GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes. The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is noonnot in compliance with any of the terms of the Agreement, E.S.T. Beneficiary Name: ___________________________ Amount of Wire: $ _______________________ Beneficiary Bank: ___________________________ Account Number: _______________________ City and State: _____________________________ Beneficiary Bank Transit (ABA) #: __________________________ Beneficiary Bank Code (Swift, Sort, Chip, etcthat compliance is determined not just at the date this certificate is delivered. Capitalized terms used but not otherwise defined herein shall have the meanings given them in the Agreement.): ________________________________ Intermediary Bank: ________________________ Transit (ABA) #: __________________________ For Further Credit to: _______________________ Special Instruction: ________________________ Authorized Signature: ______________________ 2nd Signature (if required): ____________________________ Print Name/Title: _________________________ Print Name/Title: ___________________________________ Telephone #: ____________________________ Telephone #: _____________________________________ Borrower: Bridgeline Software, Inc. Lender: Silicon Valley Bank Commitment Amount: $1,250,000.00
Appears in 1 contract
Samples: Loan Agreement (DemandTec, Inc.)
EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below)Intangibles, commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, all certificates of deposit, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and All Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include any of the following, whether now owned or hereafter acquired: any copyright rights, copyright applications, copyright registrations and like protections in each work of authorship and derivative work, whether published or unpublished, any patents, patent applications and like protections, including improvements, divisions, continuations, renewals, reissues, extensions, and continuations-in-part of the same, trademarks, service marks and, to the extent permitted under applicable law, any applications therefor, whether registered or not, and the goodwill of the business of Borrower connected with and symbolized thereby, know-how, operating manuals, trade secret rights, rights to unpatented inventions, and any claims for damage by way of any past, present, or future infringement of any of the foregoing; provided, however, the Collateral shall include all Accounts, license and royalty fees and other revenues, proceeds, or income arising out of or relating to any of the foregoing. Pursuant to the terms of a certain negative pledge arrangement with Bank, Borrower has agreed not to encumber any of its copyright rights, copyright applications, copyright registrations and like protections in each work of authorship and derivative work, whether published or unpublished, any patents, patent applications and like protections, including improvements, divisions, continuations, renewals, reissues, extensions, and continuations-in-part of the same, trademarks, service marks and, to the extent permitted under applicable law, any applications therefor, whether registered or not, and the goodwill of the business of Borrower connected with and symbolized thereby, know-how, operating manuals, trade secret rights, rights to unpatented inventions, and any claims for damage by way of any past, present, or future infringement of any of the foregoing, without Bank’s prior written consent. Fax To: Date: _____________________ From Account #_______________________________ To Account # _____________________________________ (Deposit Account #) (Loan Account #) Principal $ ___________________________________ and/or Interest $ ___________________________________ Authorized Signature: _________________________ Phone Number: ___________________________________ Print Name/Title: ______________________________ Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account #_______________________________ To Account #______________________________________ (Loan Account #) (Deposit Account #) Amount of Advance $ __________________________ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: _________________________ Phone Number: _________________________ Print Name/Title: ______________________________ Deadline for same day processing is noon, E.S.T. Beneficiary Name: ___________________________ Amount of Wire: $ _______________________ Beneficiary Bank: ___________________________ Account Number: _______________________ City and State: _____________________________ Beneficiary Bank Transit (ABA) #: __________________________ Beneficiary Bank Code (Swift, Sort, Chip, etc.): ________________________________ Intermediary Bank: ________________________ Transit (ABA) #: __________________________ For Further Credit to: _______________________ Special Instruction: ________________________ Authorized Signature: ______________________ 2nd Signature (if required): ____________________________ Print Name/Title: _________________________ Print Name/Title: ___________________________________ Telephone #: ____________________________ Telephone #: _____________________________________ Borrower: Bridgeline Software, Inc. Lender: Silicon Valley Bank Commitment Amount: $1,250,000.00
Appears in 1 contract
EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of Borrower’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below), commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and All all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include any of the following, whether now owned or hereafter acquired: any copyright rights, copyright applications, copyright registrations and like protections in each work of authorship and derivative work, whether published or unpublished, any patents, patent applications and like protections, including improvements, divisions, continuations, renewals, reissues, extensions, and continuations-in-part of the same, trademarks, service marks and, to the extent permitted under applicable law, any applications therefor, whether registered or not, and the goodwill of the business of Borrower connected with and symbolized thereby, know-how, operating manuals, trade secret rights, rights to unpatented inventions, and any claims for damage by way of any past, present, or future infringement of any of the foregoing; provided, however, the Collateral shall include all Accounts, license and royalty fees and other revenues, proceeds, or income arising out of or relating to any of the foregoing. Pursuant to the terms of a certain negative pledge arrangement with Bank, Borrower has agreed not to encumber any of its any copyright rights, copyright applications, copyright registrations and like protections in each work of authorship and derivative work, whether published or unpublished, any patents, patent applications and like protections, including improvements, divisions, continuations, renewals, reissues, extensions, and continuations-in-part of the same, trademarks, service marks and, to the extent permitted under applicable law, any applications therefor, whether registered or not, and the goodwill of the business of Borrower connected with and symbolized thereby, know-how, operating manuals, trade secret rights, rights to unpatented inventions, and any claims for damage by way of any past, present, or future infringement of any of the foregoing, without Bank’s prior written consent. Deadline for same day processing is Noon P.S.T.* Fax To: Date: _____________________ Loan Payment: From Account #________# _______________________ To Account # _____________________________________ (Deposit Account #) (Loan Account #) Principal $ ___________________________________ and/or Interest $ ___________________________________ Authorized Signature: _________________________ Phone Number: ___________________________________ Print Name/Title: ______________________________ Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account #_______________________________ To Account #______________________________________ (Loan Account #) (Deposit Account #) Amount of Advance $ __________________________ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: _________________________ Phone Number: _________________________ Print Name/Title: ______________________________ Deadline for same day processing is noon, E.S.T. Beneficiary Name: ___________________________ Amount of Wire: $ _______________________ Beneficiary Bank: ___________________________ Account Number: _______________________ City and State: _____________________________ Beneficiary Bank Transit (ABA) #: __________________________ Beneficiary Bank Code (Swift, Sort, Chip, etc.): ________________________________ Intermediary Bank: ________________________ Transit (ABA) #: __________________________ For Further Credit to: _______________________ Special Instruction: ________________________ Authorized Signature: ______________________ 2nd Signature (if required): ____________________________ Print Name/Title: _________________________ Print Name/Title: ___________________________________ Telephone #: ____________________________ Telephone #: _____________________________________ Borrower: Bridgeline Software, Inc. Lender: Silicon Valley Bank Commitment Amount: $1,250,000.00
Appears in 1 contract
Samples: Loan and Security Agreement (Crossroads Systems Inc)
EXHIBIT A – COLLATERAL DESCRIPTION. The Collateral consists of all of BorrowerXxxxxxxx’s right, title and interest in and to the following personal property: All goods, Accounts (including health-care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (except as provided below), commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts, certificates of deposit, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and All all Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include any of the following, whether now owned or hereafter acquired: , any copyright rights, copyright applications, copyright registrations and like protections in each work of authorship and derivative work, whether published or unpublished, any patents, patent applications and like protections, including improvements, divisions, continuations, renewals, reissues, extensions, and continuations-in-part of the same, trademarks, service marks and, to the extent permitted under applicable law, any applications therefor, whether registered or not, and the goodwill of the business of Borrower connected with and symbolized thereby, know-how, operating manuals, trade secret rights, rights to unpatented inventions, and any claims for damage by way of any past, present, or future infringement of any of the foregoing; provided, however, the Collateral shall include all Accounts, license and royalty fees and other revenues, proceeds, or income arising out of or relating to any of the foregoing. Pursuant to the terms of a certain negative pledge arrangement with Bank, Borrower has agreed not to encumber any of its copyright rights, copyright applications, copyright registrations and like protections in each work of authorship and derivative work, whether published or unpublished, any patents, patent applications and like protections, including improvements, divisions, continuations, renewals, reissues, extensions, and continuations-in-part of the same, trademarks, service marks and, to the extent permitted under applicable law, any applications therefor, whether registered or not, and the goodwill of the business of Borrower connected with and symbolized thereby, know-how, operating manuals, trade secret rights, rights to unpatented inventions, and any claims for damage by way of any past, present, or future infringement of any of the foregoing, without Bank’s prior written consent. DEADLINE FOR SAME DAY PROCESSING IS 1 P.M. E.S.T.* Fax To: Date: _____________________ LOAN PAYMENT: From Account #_______________________________ # To Account # _____________________________________ (Deposit Account #) (Loan Account #) Principal $ ___________________________________ and/or Interest $ ___________________________________ Authorized Signature: _________________________ Phone Number: ___________________________________ Print Name/Title: ______________________________ LOAN ADVANCE: Complete Outgoing Wire Request section below if all or a portion of the funds from this loan advance are for an outgoing wire. From Account #_______________________________ # To Account #______________________________________ # (Loan Account #) (Deposit Account #) Amount of Advance $ __________________________ All Borrower’s representations and warranties in the Loan and Security Agreement are true, correct and complete in all material respects on the date of the request for an advance; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date: Authorized Signature: _________________________ Phone Number: _________________________ Print Name/Title: ______________________________ OUTGOING WIRE REQUEST: Deadline for same day processing is noon1 p.m., E.S.T. Beneficiary Name: ___________________________ Amount of Wire: $ _______________________ Beneficiary Bank: ___________________________ Account Number: _______________________ City and State: _____________________________ Beneficiary Bank Transit (ABA) #: __________________________ Beneficiary Bank Code (Swift, Sort, Chip, etc.): ________________________________ (For International Wire Only) Intermediary Bank: ________________________ Transit (ABA) #: __________________________ For Further Credit to: _______________________ Special Instruction: ________________________ Authorized Signature: ______________________ 2nd Signature (if required): ____________________________ Print Name/Title: _________________________ Print Name/Title: ___________________________________ Telephone #: ____________________________ Telephone #: _____________________________________ Borrower: Bridgeline SoftwareImprivata, Inc. Lender: Silicon Valley Bank Commitment Amount: $1,250,000.004,000,000.00 ACCOUNTS RECEIVABLE
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