EXHIBIT 10.10(j)
COLLATERAL ASSIGNMENT OF TRADEMARKS
This COLLATERAL ASSIGNMENT OF TRADEMARKS is effective as of the 5th day
of November, 1997, by and between I.C. Xxxxxx & Company L.P., a Delaware
Limited Partnership with its principal place of business at 0000 Xxxx Xxxxxx,
Xxxxxxxxx, Xxxxxxxx 00000 ("Assignor") and Ambra Inc., a Delaware corporation
with its principal place of business at 0000 Xxxxxx Xxxxxx, Xxxxxxxxxx,
Xxxxxxxx 00000 ("Assignee").
W I T N E S S E T H:
WHEREAS, Assignor is the owner of certain trademarks in the United
States of America constituting or containing the word "BOSS" and the
"Stylized B", including common law rights and rights in certain trademark
registrations and applications for registration listed on the "Schedule of
Trademarks" attached hereto, together with the good will of the business
associated therewith (the "Trademarks");
WHEREAS, pursuant to a secured limited recourse promissory note of even
date herewith between Assignor and Assignee (the "Secured Note"), Assignor
has granted to Assignee a security interest in and to the collateral
described therein, including, without limitation, the Trademarks;
NOW, THEREFORE, to All Whom It May Concern, be it known that for good
and valuable consideration, the receipt and adequacy of which are hereby
acknowledged, and in order to secure the performance by Assignor of the
Obligations, as that term is defined in the Secured Note, Assignor does
hereby assign, transfer and set over to Assignee, its successors and assigns,
its entire right, title and interest in and to the Trademarks (excluding any
intent-to-use applications for trademark registration) and any and all of
Assignor's right, title and interest in and to any service marks, trade
names, logos, insignias, designs, copyrights (if any) and other proprietary
interests containing or constituting the word "BOSS" or the Stylized B, the
same to be held and enjoyed by Assignee for its own use and enjoyment, and
for the use and enjoyment of its successors, assigns or other legal
representatives as fully and entirely as the same would have been held and
enjoyed by Assignor had the assignment and transfer set forth herein not been
made.
IN TESTIMONY WHEREOF, Assignor has caused these presents to be signed by
its officer thereunto duly authorized, and its corporate seal to be hereto
affixed.
I.C. XXXXXX & COMPANY L.P., a Delaware
limited partnership
By: I.G. DESIGN, INC., a Delaware
corporation, its general partner
By: /s/ Xxxxxx X. Xxxxx
-----------------------------------
Name: Xxxxxx X. Xxxxx
Title: Chairman and Co-Chief
Executive Officer
By: /s/ Xxxxxx X. Xxxx
-----------------------------------
Name: Xxxxxx X. Xxxx
Title: President and Co-Chief
Executive Officer
COUNTY OF NEW YORK :
:ss:
STATE OF NEW YORK :
On this ____ day of November, 1997, before me personally appeared Xxxxxx
X. Xxxxx and Xxxxxx X. Xxxx, to me personally known, who, being duly sworn,
did say that they are Chairman and Co-Chief Executive Officer and President
and Co-Chief Executive Officer, respectively, of I.G. Design, Inc., the
general partner of I.C. Xxxxxx & Company L.P., a Delaware limited
partnership, and that the foregoing instrument was signed and sealed on
behalf of the limited partnership by authority of its general partner, and
that they acknowledge such instrument to be the free deed and act of said
limited partnership for the purposes therein set forth and intending that
this instrument be recorded.
/s/ Xxxx Xxxxxxxxx
--------------------
Notary Public
XXXX XXXXXXXXX
NOTARY PUBLIC, State of New York
Reg. No 01MI4753246
Qualified in New York County
Commission Expires June 30, 1999
SCHEDULE OF TRADEMARKS
I.C. Xxxxxx & Company L.P.'s BOSS
U.S. Trademark Applications/Registrations
TRADEMARK REG. NO. GOODS* COUNTRY/ STATUS
APP NO. (CLASS) STATE
------------------------------------------------------------------------------------------------------
B (Stylized) 1,756,992 clothing (25) USA registered/date*
BOSS 1,023,305 work clothes (25) USA renewed
BOSS 1,933,326 golf clubs (28) USA registered
LADY BOSS 1,214,960 work clothes for women (25) USA registered
BOSS 101,509 clothing (25) California registered
BABY BOSS 74/346,231 children's flatware (8); USA applied/suspended
jewelry (14);
paper goods (16);
leather goods (18);
clothing (25);
toys/sporting goods (28)
BABY BOSS 74/801,565 linens (24); USA applied/suspended
lace and embroidery (26)
BOSS 75/013,293 machines and tools (7); USA applied/suspended
hand tools and instruments (8);
appliances (11);
vehicle parts (12);
clocks (14);
household utensils (21)
BOSS 74/323,654 golf carts and bicycles (12); USA applied/suspended
jewelry (14);
paper goods (16);
leather goods (18);
clothing (25);
toys/sporting goods (28)
* For ease of reference the description of goods in this chart is generalized.
(See registrations and applications for specific goods covered.)
U.S. Trademark Applications/Registrations (Page 2 of 3)
TRADEMARK REG. NO. GOODS* COUNTRY/ STATUS
APP NO. (CLASS) STATE
------------------------------------------------------------------------------------------------------
BOSS 74/074,962 mugs (21); USA applied/suspended
towels (24);
socks and sweatbands (25);
golf bags (28)
BOSS 74/801,552 linens (24); USA applied/suspended
lace and embroidery (26)
BOSS 74/075,953 clothing (25) USA applied/suspended
BOSS 74/326,997 clothing (25) USA applied/suspended
BOSS 74/263,623 skis and roller skates (28) USA applied/suspended
BOSS 74/269,769 toys/sporting goods (28) USA applied/suspended
BOSS AMERICA 74/346,232 golf carts and bicycles (12); USA applied/suspended
jewelry (14);
paper goods (16);
leather goods (18);
clothing (25);
toys/sporting goods (28)
BOSS AMERICA 74/801,551 linens (24); USA applied/suspended
lace and embroidery (26)
BOSS BUSINESS 74/355,226 golf carts and bicycles (12); USA applied/suspended
jewelry (14);
paper goods (16);
leather goods (18);
clothing (25);
toys/sporting goods (28)
BOSS BUSINESS 74/801,657 linens (24); USA applied/suspended
hair ornaments (26)
U.S. Trademark Applications/Registrations (Page 3 of 3)
TRADEMARK REG. NO. GOODS* COUNTRY/ STATUS
APP NO. (CLASS) STATE
------------------------------------------------------------------------------------------------------
BOSS GOLF 74/346,233 golf carts and bicycles (12); USA applied/suspended
jewelry (14);
paper goods (16);
leather goods (18);
clothing (25);
toys/sporting goods (28)
BOSS GOLF 74/801,554 linens (24); USA applied/suspended
lace and embroidery (26)
LADY BOSS 74/346,230 golf carts and bicycles (12); USA applied/suspended
jewelry (14);
paper goods (16);
leather goods (18);
clothing (25);
toys/sporting goods (28)
LADY BOSS 74/801,550 linens (24); USA applied/suspended
lace and embroidery (26)
LITTLE BOSS 74/346,234 children's flatware (8); USA applied/suspended
jewelry (14);
paper goods (16);
leather goods (18);
clothing (25);
toys/sporting goods (28)
LITTLE BOSS 74/801,545 linens (24); USA applied/suspended
lace and embroidery (26)
