Exhibit 10.6
INTELLECTUAL PROPERTY SECURITY AGREEMENT
This Intellectual Property Security Agreement is entered into as of
November 26, 1997, by and between SILICON VALLEY BANK, a California-chartered
bank with its principal place of business at 0000 Xxxxxx Xxxxx, Xxxxx Xxxxx, XX
00000 and with a loan production office located at Wellesley Office Park, 00
Xxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxx, XX 00000, doing business under the name
Silicon Valley East ("Bank"), and ART TECHNOLOGY GROUP, INC., a Delaware
corporation with its principal place of business at 000 Xxxxxxxxxx Xxxxxx,
Xxxxxx, Xxxxxxxxxxxxx 00000 ("Grantor").
A. Bank has agreed to make certain advances of money and to extend
certain financial accommodation to Grantor (the "Loans") in the amounts and
manner set forth in that certain Loan and Security Agreement by and between Bank
and Grantor dated of even date herewith (as the same may be amended, modified or
supplemented from time to time, the 'Loan Agreement'; capitalized terms used
herein are used as defined in the Loan Agreement). Bank is willing to make the
Loans to Grantor, but only upon the condition, among others, that Grantor shall
grant to Bank a security interest in certain Copyrights, Trademarks and Patents
to secure the obligations of Grantor under the Loan Agreement.
B. Pursuant to the terms of the Loan Agreement, Grantor has granted to
Bank a security interest in all of Grantor's right, title and interest, whether
presently existing or hereafter acquired, in, to and under all of its
Intellectual Property Collateral.
NOW, THEREFORE, for good and valuable consideration, receipt of which
is hereby acknowledged, and intending to be legally bound, as collateral
security for the prompt and complete payment when due of its obligations under
the Loan Agreement, Grantor hereby represents, warrants, covenants and agrees as
follows;
AGREEMENT
To secure its obligations under the Loan Agreement, Grantor grants and
pledges to Bank a security interest in all of Grantor's right, title and
interest in, to and under its Intellectual Property Collateral (including
without limitation those Copyrights, Patents and Trademarks listed on Schedule A
hereto), and including without limitation all proceeds thereof (such as, by way
of example but not by way of limitation, license royalties and proceeds of
infringement suits), the right to xxx for past, present and future
infringements, all rights corresponding thereto throughout the world and all
re-issues, divisions continuations, renewals, extensions and
continuations-in-part thereof.
This security interest is granted in conjunction with the security
interest granted to Bank under the Loan Agreement. The rights and remedies of
Bank with
respect to the security interest granted hereby are in addition to those set
forth in the Loan Agreement and the other Loan Documents, and those which are
now or hereafter available to Bank as a matter of law or equity. Each right,
power and remedy of Bank provided for herein or in the Loan Agreement or any of
the Loan Documents, or now or hereafter existing at law or in equity shall be
cumulative and concurrent and shall be in addition to every right, power or
remedy provided for herein and the exercise by Bank of any one or more of the
rights, powers or remedies provided for in this Intellectual Property Security
Agreement, the Loan Agreement or any of the other Loan Documents, or now or
hereafter existing at law or in equity, shall not preclude the simultaneous or
later exercise by any person, including Bank, of any or all other rights, powers
or remedies.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed as a sealed instrument as of the date first set forth above.
"Grantor" "Bank"
ART TECHNOLOGY GROUP, INC. SILICON VALLEY BANK, doing
business as SILICON VALLEY EAST
By: /s/ Xxxx Xxxxx By: /s/ Xxxxx X. Xxxxxxx
-------------------------- -----------------------------
Xxxx Xxxxx, President Xxxxx X. Xxxxxxx, SVP
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EXHIBIT A
COPYRIGHTS, PATENTS & TRADEMARKS
TRADEMARKS
Registration/ Registration/
Description Application No. Application Date
----------- --------------- ----------------
ATG 75/150643 8/15/96
DYNAMO 74/722198 8/29/95
PATENTS
Registration Registration
Description Application No. Application Date
----------- --------------- ----------------
METHOD AND APPARATUS FOR ON 08/855,379 5/13/97
THE FLY COMPILATION AND
EXECUTION OF CONTENT
DOCUMENTS WITH EMBEDDED
SOURCE PROGRAM CODE
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