INTELLECTUAL PROPERTY SECURITY AGREEMENT

Exhibit 10.20

INTELLECTUAL PROPERTY SECURITY AGREEMENT

This Intellectual Property Security Agreement is entered into as of July 18, 2013, between COMERICA BANK (“Bank”) and VIOLIN MEMORY, INC., a Delaware corporation (“Grantor”).

RECITALS

A. Bank has agreed to make certain advances of money and to extend certain financial accommodations 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.

B. 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.

C. 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 the 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 the Obligations, Grantor hereby represents, warrants, covenants and agrees as follows:

AGREEMENT

To secure the Obligations, 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 Exhibits A, B and C hereto), and including without limitation (with respect to Intellectual Property Collateral owned by Grantor), 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.

Grantor represents and warrants that Exhibits A, B, and C attached hereto set forth any and all intellectual property rights that, as of the date hereof, Grantor has registered or filed an application with either the United States Patent and Trademark Office or the United States Copyright Office, as applicable.

[Signatures on following page]

IN WITNESS WHEREOF, the parties have caused this Intellectual Property Security Agreement to be duly executed by its officers thereunto duly authorized as of the first date written above.

Address of Grantor:				GRANTOR:
Violin Memory, Inc. 000 Xxxxx Xxx. Xxxxxxxx Xxxx, XX 00000				VIOLIN MEMORY, INC.
Attn: CFO Fax: 0-000-000-0000		By:		/s/ Xxxxxx Xxxxxx
		Name:		Xxxxxx Xxxxxx
		Title:		CEO
Address of Bank:				BANK:
Comerica Bank M/C 7578				COMERICA BANK
00000 Xxx Xxxx Xx. Xxxxxxx, XX 00000 Attn: National Documentation Services		By:		/s/ Xxxx Xxx
		Name:		Xxxx Xxx
with a copy to:		Title:		VP
Comerica Bank 000 Xxxxxxx Xxxxxxx, Xxxxx 000 Xxx Xxxx, XX 00000 Attn: Xxxx Xxx Fax: (000) 000-0000

[Signature Page to Intellectual Property Security Agreement (Violin Memory, Inc.)]

EXHIBIT A

Copyrights

Title		Reg. No.		Reg. Date
HH		TXu001804728		4/05/12
SMC		TXu001804753		4/5/12

EXHIBIT B

Patents

Title		App. No.		Filing Date		Reg. No.		Date Granted
Method and system for storage of data in non-volatile media		12/273410		11/18/08		8,452,929		5/28/13
Efficient reloading of data into cache resources		12/889732		9/24/10		8,443,150		5/14/13
Storage proxy with virtual ports configuration		12/855651		8/12/10		8,442,059		5/14/13
System for maintaining coherency during offline changes to storage media		12/794057		6/4/10		8,417,895		4/9/13
System for increasing storage media performance		12/759604		4/13/10		8,417,871		4/9/13
Alignment adjustment in a tiered storage system		12/869604		8/26/10		8,402,246		3/19/13
Mapping engine for a storage device		12/790255		5/28/10		8,402,198		3/19/13
Efficient use of hybrid media in cache architectures		12/650966		12/31/09		8,397,016		3/12/13
Dynamic performance virtualization for disk access		12/616705		11/11/09		8,285,961		10/9/12
Storage device prefetch system using directed graph clusters		12/605119		10/23/09		8,214,599		7/3/12
Fibre channel proxy		12/568612		9/28/09		8,160,070		4/17/12
Mesosynchronous data bus apparatus and method of data transmission		12/245349		10/3/08		8,112,655		2/7/12
Skew management in an interconnection system		12/946164		11/15/10		8,090,973		1/13/12
Skew management in an interconnection system		11/975269		10/17/07		8,028,186		9/27/11
Method and apparatus for efficient TCP connection handoff		11/966811		12/28/07		7,877,490		1/25/11

Title		App. No.		Filing Date		Reg. No.		Date Granted
Method for efficient delivery of clustered data via adaptive TCP connection migration		11/845679		8/27/07		7,565,446		7/21/09
Scalable parallel processing on shared memory computers		10/293791		11/12/02		7,454,749		11/18/08
Memory Management System and Method		12/079364		3/26/08		8,200,887		6/12/12
Method and System for Processing Data Having a Pattern of Tepeating Bits		10/956377				7,554,464		6/30/09
Fast Compression Method for Scientific Data		12/485873		3/15/2011		7,907,069		3/15/11
Behavioral Monitoring of Storage Systems		12/605160		10/23/09		8,214,608		7/3/12
System and method for correcting errors in data using a compound code		13/624282		9/21/12		n/a		n/a
Interconnection system		13/443324		4/10/12		n/a		n/a
RAIDed memory system		13/546346		7/11/12		n/a		n/a
Flash disk array and controller		13/546179		7/11/12		n/a		n/a
Reliable and fast method and system to broadcast data		12/957967		12/1/10		n/a		n/a
Skew management in an interconnection system		13/305373		11/28/11		n/a		n/a
Configurable interconnection system		12/976735		12/22/10		n/a		n/a
Cluster control protocol		12/619609		11/16/09		n/a		n/a
Memory power management		12/199386		8/27/08		n/a		n/a
Method and apparatus for providing high-performance and highly-scalable storage acceleration		11/365474		2/28/06		n/a		n/a
Interconnection system		11/405083		4/17/06		n/a		n/a

EXHIBIT C

Trademarks

Xxxx		App. No.		Filing Date		Reg. No.		Reg. Date
MEMCUBE		85/748211		10/8/12		n/a		n/a
INODE		85/599745		4/17/12		n/a		n/a
ONEAPPLIANCE		85/599743		4/17/12		n/a		n/a
FLASH FORWARD		85/242430		2/15/11		n/a		n/a
VSHARE		85/228844		1/28/11		n/a		n/a
VCACHE		85/192451		12/7/10		n/a		n/a
TURBOVIEW		77/864342		11/3/09		3,958,851		5/10/11
SMARTSSD		77/809268		8/20/09		3,932,934		3/15/11
GRIDIRON		77/662396		2/3/09		3,926,201		3/1/11
FLASHCUBE		77/658830		1/28/09		4,276,013		1/15/13
VIOLIN (and Design)		77/158280		4/17/07		3,554,757		12/30/08
VIOLIN		77/158276		4/17/07		3,554,756		12/30/08
VIOLIN MEMORY		77/158269		4/17/07		3,825,490		7/27/10
CACHEFX		77/043013		11/13/06		3,436,846		5/27/08
GEAR6		78/843600		3/22/06		3,366,994		1/8/08