INTELLECTUAL PROPERTY SECURITY AGREEMENT
Exhibit
10.2
This
INTELLECTUAL PROPERTY SECURITY AGREEMENT, dated as of August 8, 2007, (the
"Agreement") between BRIDGE BANK, NATIONAL ASSOCIATION ("Lender"), on the
one
hand, and TELANETIX, INC. (“Telanetix”), AVS INSTALLATIONS, LLC (“AVS”) and
UNION LABOR FORCE ONE, LLC (“ULF,” which, collectively with Telanetix and AVS
are herein collectively referred to as "Grantor") on the other hand, is made
with reference to the Loan and Security Agreement, dated as of August 8,
2007
(as amended from time to time, the "Loan Agreement'), between Lender and
Grantor. Terms defined in the Loan Agreement have the same meaning
when used in this Agreement.
For
good
and valuable consideration, receipt of which is hereby acknowledged, Grantor
hereby covenants and agrees as follows:
To
secure
the Obligations under the Loan Agreement, Grantor grants to Lender a security
interest in all right, title, and interest of Grantor in any of the following,
whether now existing or hereafter acquired or created in any and all of the
following property (collectively, the "Intellectual Property
Collateral"):
(a) copyright
rights, copyright applications, copyright registrations and like protections
in
each work or authorship and derivative work thereof, whether published or
unpublished and whether or not the same also constitutes a trade secret,
now or
hereafter existing, created, acquired or held (collectively, the "Copyrights"),
including the Copyrights described in Exhibit A;
(b) trademark
and
servicemark rights, whether registered or not, applications to register and
registrations of the same and like protections, and the entire goodwill of
the
business of Borrower connected with and symbolized by such trademarks
(collectively, the "Trademarks"), including the Trademarks described in Exhibit
B;
(c) patents,
patent applications and like protections including without limitation
improvements, divisions, continuations, renewals, reissues, extensions and
continuations-in-part of the same (collectively, the "Patents"), including
the
Patents described in Exhibit C;
(d) mask
work or
similar rights available for the protection of semiconductor chips or other
products (collectively, the "Mask Works");
(e) trade
secrets, and any and all intellectual property rights in computer software
and
computer software products;
(f) design
rights;
(g) claims
for damages
by way of past, present and future infringement of any of the rights included
above, with the right, but not the obligation, to xxx for and collect such
damages for said use or infringement of the intellectual property rights
identified above;
(h) licenses
or
other rights to use any of the Copyrights, Patents, Trademarks, or Mask Works,
and all license fees and royalties arising from such use to the extent permitted
by such license or rights;
(i) amendments,
renewals and extensions of any of the Copyrights, Trademarks, Patents, or
Mask
Works; and
(j) proceeds
and
products of the foregoing, including without limitation all payments under
insurance or any indemnity or warranty payable in respect of any of the
foregoing.
Grantor
shall indicate the Grantor entity owning or holding title to each item of
Intellectual Property Collateral when setting it forth or describing it as
provided for herein.
The
rights and remedies of Lender with respect to the security interests granted
hereunder are in addition to those set forth in the Loan Agreement, and those
which are now or hereafter available to Lender as a matter of law or
equity. Each right, power and remedy of Lender provided for herein or
in the Loan Agreement, 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 Lender of any one or more
of
such rights, powers or remedies does not preclude the simultaneous or later
exercise by Lender of any other rights, powers or remedies.
IN
WITNESS WHEREOF, the parties have executed this Agreement as of the date
first
written above.
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GRANTOR:
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LENDER:
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TELANETIX,
INC., a California corporation
By
Name:
Title:
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BRIDGE
BANK, NATIONAL ASSOCIATION
By
Name:
Title:
|
|
UNION
LABOR FORCE ONE LIMITED LIABILITY COMPANY, a New Jersey Limited
Liability
Company,
By: Telanetix,
Inc., its sole member
By
Name:
Title:
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|
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AVS
INSTALLATION LIMITED LIABILITY COMPANY, a New Jersey Limited Liability
Company,
By: Telanetix,
Inc., its sole member
By
Name:
Title:
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|
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Address
for Notices:
0000
Xxxxxxxxxxx Xx. X, Xxxxx 000
Xxx
Xxxxx, XX 00000
Attn:
Xx. Xxxx Xxx
Tel:
(000) 000-0000
Fax:
(858) _________
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Address
for Notices:
Attn:
Xxxxxxx Xxxxx
00
Xxxxxxx
Xxxx.
Xxx
Xxxx, XX 00000
Tel:
(000) 000-0000
Fax:(000)
000-0000
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EXHIBIT
A
COPYRIGHTS
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Description
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Registration/
Application
Number
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Registration/
Application
Date
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EXHIBIT
B
TRADEMARKS
|
Description
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Registration/
Application
Number
|
Registration/
Application
Date
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EXHIBIT
C
PATENTS
|
Description
|
Registration/Application
Number
|
Registration/
Application
Date
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