GRANT OF SECURITY INTEREST (PATENTS)
Exhibit 2.4
(PATENTS)
This GRANT OF SECURITY INTEREST, dated as of April, 2, 2009, is executed by Bioheart, Inc., a
Florida corporation (“Grantor”), in favor of BlueCrest Venture Finance Master Fund Limited,
a Cayman Islands limited company as successor to BlueCrest Capital Finance, L.P.
(“Lender”).
A. Pursuant to that certain Loan and Security Agreement, dated as of May 31, 2007 (as amended,
supplemented or otherwise modified from time to time, the “Loan Agreement”), between
Grantor and Lender, Lender agreed to extend loans and other financial accommodations to Grantor
upon the terms and subject to the conditions set forth therein.
B. Grantor owns the letters patent, and/or applications for letters patent, of the United
States and certain foreign countries, more particularly described on Schedules 1-A and 1-B
annexed hereto and made a part hereof (collectively, the “Patents”).
C. Grantor and other entities party thereto from time to time have entered into a Security
Agreement (Intellectual Property) dated as of April 2, 2009 (as amended, restated, supplemented or
otherwise modified from time to time, the “Security Agreement”) in favor of Lender.
D. Pursuant to the Security Agreement, Grantor has assigned and granted to Lender a security
interest in all right, title and interest of Grantor in and to the Patents, together with any
reissue, continuation, continuation-in-part or extension thereof, and all proceeds thereof,
including any and all causes of action which may exist by reason of infringement thereof (the
“Collateral”), to secure the prompt payment, performance and observance of the Secured
Obligations, as defined in the Security Agreement;
NOW, THEREFORE, for good and valuable consideration, receipt of which is hereby acknowledged,
Grantor does hereby further assign, transfer and convey unto Lender and grant to Lender a security
interest in the Collateral to secure the prompt payment, performance and observance of the Secured
Obligations.
Grantor does hereby further acknowledge and affirm that the rights and remedies of Lender with
respect to the assignment of and security interest in the Collateral made and granted hereby are
more fully set forth in the Security Agreement, the terms and provisions of which are hereby
incorporated herein by reference as if fully set forth herein.
The Lender’s address is:
BlueCrest Venture Finance Master Fund Limited
PO Box 309, Xxxxxx House
South Church Street
Xxxxxx Town, Cayman Islands
Attention: Legal Department
PO Box 309, Xxxxxx House
South Church Street
Xxxxxx Town, Cayman Islands
Attention: Legal Department
with a copy to:
BlueCrest Venture Finance Master Fund Limited
c/o 000 Xxxx Xxxxxxxxxx Xxxxxx
Xxxxx 000
Xxxxxxx, XX 00000
Attention: Xxxxxx Xxxx
Tel. No.: (000) 000-0000
Fax No.: (000) 000-0000
c/o 000 Xxxx Xxxxxxxxxx Xxxxxx
Xxxxx 000
Xxxxxxx, XX 00000
Attention: Xxxxxx Xxxx
Tel. No.: (000) 000-0000
Fax No.: (000) 000-0000
IN WITNESS WHEREOF, Grantor has caused this Grant of Security Interest to be executed as of
the day and year first above written.
| GRANTOR | ||||||
| Bioheart, Inc., | ||||||
| a Florida corporation | ||||||
| By: | /s/Xxxxxx X. Xxxxxxxxx | |||||
| Name: | Xxxxxx X. Xxxxxxxxx | |||||
| Title: | Chairman, CEO & CTO | |||||
SCHEDULE 1-A TO GRANT OF SECURITY INTEREST
PATENTS
| Title | Jurisdiction | Serial No. | Filing Date | Patent No. | Issue date | |||||||||||||
Method of Providing
A Biological
Pacemaker |
US | 07/622,381 | 11/30/90 | 5,103,821 | 04/14/92 | |||||||||||||
Method for inducing
angiogenesis by
electrical
stimulation of
muscles |
US | 09/858,036 | 05/15/01 | 6,988,004 | 01/17/06 | |||||||||||||
Method of providing
a dynamic cellular
cardiac support |
US | 10/847,240 | 05/17/04 | 7,341,062 | 03/11/08 | |||||||||||||
Method of enhancing
myogenesis by
electrical
stimulation |
US | 11/091,554 | 03/28/05 | 7,483,749 | 01/27/09 | |||||||||||||
