AXTIVE CORPORATION RESTRICTED ACCOUNT SECURITY AGREEMENTRestricted Account Security Agreement • October 26th, 2004 • Axtive Corp • Services-prepackaged software • New York
To secure the payment of all Obligations (as hereafter defined), Axtive Corporation, a Delaware corporation (the “Assignor”), hereby assigns and grants to Laurus Master Fund, Ltd (“Laurus”) a continuing security interest in all of the Assignor’s right, title and interest in and to that certain deposit account (Account Name: Axtive Corporation / Account Number 2704051370 (the “Restricted Account”) maintained with North Fork Bank (the “Bank”), and all contract rights, claims and privileges in respect of the Restricted Account, all cash, checks, money orders and other items of value of the Assignor now or hereafter paid to, deposited in, credited to, held (whether for collection, provisionally or otherwise) for deposit in or otherwise in the possession or under the control of, or in transit to, the Assignor or any agent, bailee or custodial thereof for deposit in the Restricted Account, and all interest and income received therefrom, all substitutions therefor and all proceeds thereof in
RESTRICTED ACCOUNT AGREEMENTRestricted Account Agreement • October 26th, 2004 • Axtive Corp • Services-prepackaged software • New York
This Restricted Account Agreement (this “Agreement”) is entered into this 30 day of July 2004, by and among NORTH FORK BANK, a New York banking corporation with offices at 275 Broadhollow Road, Melville, New York 11747 (together with its successors and assigns, the “Bank”), AXTIVE CORPORATION, a Delaware corporation with offices at 5001 LBJ Freeway, Suite 275 Dallas, TX 75244 (together with its successors and assigns, the “Company”), and LAURUS MASTER FUND, LTD., a Cayman Islands corporation with offices at 825 Third Avenue, 14th Floor, New York, New York 10022 (together with its successors and assigns, “Laurus”). Unless otherwise defined herein, capitalized terms used herein shall have the meaning provided such terms in the Purchase Agreement referred to below.
