INTELLECTUAL
PROPERTY SECURITY AGREEMENT
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and derivative work thereof, whether published or unpublished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