COPYRIGHT COLLATERAL AGREEMENT AND NOTICE
Exhibit 10.5
COPYRIGHT COLLATERAL AGREEMENT AND NOTICE
This Copyright Collateral Agreement and Notice dated as of April 14, 2010, is between
Cardiovascular Systems, Inc., a Delaware corporation with its principal place of
business at 000 Xxxxxx Xxxxx, Xx. Xxxx, XX 00000 (“Assignor”) and Partners for Growth III,
L.P., 000 Xxxxxxx Xxxxxx, Xxx Xxxxxxxxx, XX 00000 (“Assignee”) pursuant to a Loan and
Security Agreement dated April 14, 2010, by and between Assignor and Assignee and pursuant to
certain other loan documents referenced therein (collectively, the “Loan Documents”).
WHEREAS, Assignor is the owner of certain copyrightable works which are the subject of United
States copyright registrations and/or copyright applications as listed on Exhibit 1 hereto
(the “Copyrights”); and
WHEREAS, Assignee has agreed to extend certain credit to Assignor on condition that the
Assignor pledge and grant to Assignee as collateral for the Obligations (as defined in the Loan
Documents) a security interest and lien in and to the Copyrights and all proceeds thereof and all
other related claims and rights as more fully described in a certain Intellectual Property Security
Agreement (the “Security Agreement”) in favor of the Assignee dated April 14, 2010, by and between
Assignor and Assignee;
NOW THEREFORE, for good and valuable consideration, as security for the due and timely payment
and performance of the Obligations, Assignor hereby pledges and grants to Assignee a security
interest and lien in and to the Copyrights and all proceeds thereof and gives notice of such
security interest and the existence of such Security Agreement providing therefor.
| Executed as of the date first above written. |
| Assignor: | Assignee: | |||||||||||
| Cardiovascular Systems, Inc. | PARTNERS FOR GROWTH III, L.P. | |||||||||||
| By | /s/ Xxxxx X. Xxxxxx | By | /s/ Xxxxxxxx Xxxxx | |||||||||
| Chief Executive Officer | Name: | Xxxxxxxx Xxxxx | ||||||||||
| Title: | Manager, Partners for Growth III, LLC Its General Partner | |||||||||||
By
|
/s/ Xxxxx X. Xxxxxxxx | |||||||||||
| Secretary | ||||||||||||
