Exhibit 10.6
COLLATERAL ASSIGNMENT OF PATENTS
AND PATENT APPLICATIONS
THIS COLLATERAL ASSIGNMENT OF PATENTS AND PATENT APPLICATIONS is made as of
June 11, 1999 between Xxxxxx, Inc., a Colorado corporation (the
"Assignor"), and Xxxxx Fargo Bank, National Association (the "Assignee").
W I T N E S S E T H:
WHEREAS, the Assignor is the owner of certain patents and patent
applications listed in Exhibit A attached to this document; and
WHEREAS, Assignor, Assignee and certain subsidiaries of Assignor have
entered into a Credit Agreement dated as of June 11, 1999 (as from time to
time amended, modified or supplemented, the "Credit Agreement"), pursuant
to which, upon the satisfaction of the terms and conditions contained
therein, Assignee will make loans to Assignor and the abovementioned
subsidiaries of Assignee; and
WHEREAS, pursuant to the Credit Agreement, Assignor has agreed to grant
Assignee a security interest in all of its right, title and interest in and
to the patents and patent applications described in Exhibit A as collateral
security for the Obligations as defined in the Credit Agreement; and
WHEREAS, except as noted on Exhibit A attached to this document, Assignor
is the owner of the entire right, title and interest in the patents and
patent applications being assigned hereby.
NOW, THEREFORE, in consideration of the foregoing and other good and
valuable consideration, Assignor hereby:
1. Assigns, pledges and grants to Assignee, as security for the
Obligations, a security interest in and to the patents and patent
applications listed in Exhibit A attached to this document.
2. Authorizes and requests the Commissioner of Patents and Trademarks
of the United States of America and the empowered officials of all other
governments to note in the record the existence of the security interest
granted hereunder with respect to each of the patents and patent
applications listed in Exhibit A attached to this document.
3. Acknowledges that notices and other communications shall be in
writing and given as provided in Section 8.01 of the Credit Agreement.
Communications and notices to Assignor shall be given to it at its address
set forth in Exhibit B attached to this document.
4. Agrees upon the request of Assignee and at the expense of Assignors
to take any reasonable actions and execute any documents necessary to
effectuate this assignment and the security interest created in the patents
and patent applications listed in Exhibit A to this document.
IN WITNESS WHEREOF, Assignor has caused this Assignment to be signed
by
its authorized officer as of the day and year first above written.
ASSIGNEE:
XXXXX FARGO BANK, NATIONAL
ASSOCIATION
By:
Name:
Title:
ASSIGNOR:
XXXXXX, INC.
By:
Name:
Title:
