EXHIBIT 10.29
TRADEMARK SECURITY AGREEMENT
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As of the 26th day of March, 2001, in connection with the execution
and delivery of that certain 15% Convertible Promissory Note of even date (as
amended, restated, supplemented or otherwise modified from time to time, the
"Note") by TELEHUBLINK CORPORATION, a Delaware corporation (the "Company"), to
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CFE, INC. (the "Holder"), which Note evidences a loan made by the Holder to the
Company in the aggregate amount of $2,500,000, the Company hereby grants to
Holder a continuing first priority security interest in all of such Grantor's
right, title and interest in, to and under the following, whether presently
existing or hereafter created or acquired (collectively, the "Trademark
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Collateral"):
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(a) all of its (i) trademarks, trade names, corporate names,
business names, trade styles, service marks, logos, other source or
business identifiers, prints and labels on which any of the foregoing have
appeared or appear, designs and general intangibles of like nature (whether
registered or unregistered), now owned or existing or hereafter adopted or
acquired, all registrations and recordings thereof, and all applications in
connection therewith, including registrations, recordings and applications
in the United States Patent and Trademark Office or in any similar office
or agency of the United States, any state or territory thereof, or any
other country or any political subdivision thereof; (ii) reissues,
extensions or renewals thereof; and (iii) all goodwill associated with or
symbolized by any of the foregoing ("Trademarks") party including those
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referred to on Schedule I hereto;
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(b) all of its rights relating to any Trademarks under any
written agreement now owned or hereafter acquired ("Trademark Licences") to
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which it is a party including those referred to on Schedule I hereto;
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(c) all reissues, continuations or extensions of the foregoing;
(d) all goodwill of the business connected with the use of, and
symbolized by, each Trademark and Trademark License; and
(e) all products and proceeds of the foregoing, including,
without limitation, any claim by Grantor against third parties for past,
present or future (i) infringement or dilution of any Trademark or any
Trademark licensed under any Trademark License or (ii) injury to the
goodwill associated with any Trademark or any Trademark licensed under any
Trademark License.
The security interests granted pursuant to this Trademark Security
Agreement are granted in conjunction with the security interests granted to
Holder pursuant to that certain Security Agreement, dated of even date herewith
between Grantor and Holder (the "Security Agreement"). Grantor hereby
acknowledges and affirms that the rights and remedies of Holder with respect to
the security interest in the Trademark Collateral made and granted hereby are
more fully set forth in the Security Agreement, the terms and provisions of
which are incorporated by reference herein as if fully set forth herein.
[signature page follows]
2
IN WITNESS WHEREOF, Grantor has caused this Trademark Security
Agreement to be executed and delivered by its duly authorized officer as of the
date first set forth above.
TELEHUBLINK CORPORATION
By:
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Name:
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Title:
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ACCEPTED AND ACKNOWLEDGED BY:
CFE, INC.
By:
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Name:
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Title:
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ACKNOWLEDGMENT OF GRANTOR
STATE OF )
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COUNTY OF )
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On this ____ day of ______________, ____ before me personally appeared
___________________, proved to me on the basis of satisfactory evidence to be
the person who executed the foregoing instrument on behalf of
_____________________, who being by me duly sworn did depose and say that he is
an authorized officer of said corporation, that the said instrument was signed
on behalf of said corporation authorized by its Board of Directors and that he
acknowledged said instrument to be the free act and deed of said corporation.
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{seal}Notary Public
