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EXHIBIT 10.6
INTELLECTUAL PROPERTY
SECURITY AGREEMENT SUPPLEMENT
This INTELLECTUAL PROPERTY
SECURITY AGREEMENT SUPPLEMENT (this “ IP Security
Agreement Supplement ”) dated May 30, 2008, is
made by the business entities listed on the signature page hereof
(the “ Grantor ”) in favor of Prides
Capital Fund I, L.P., as lender (the “
Purchaser ”).
WHEREAS, the Purchaser has
purchased notes issued by the Company pursuant to a Note Purchase
Agreement dated May 30, 2008 between the Company and the
Purchaser (said notes, as they may hereafter be amended, amended
and restated, replaced, substituted, supplemented or otherwise
modified from time to time, being the “ Notes
”).
WHEREAS, pursuant to the
Notes, the Grantor and certain other business entities have
executed and delivered that certain Security Agreement dated
May 30, 2008 made by the Grantor and such other parties to the
Purchaser (as amended, amended and restated, supplemented or
otherwise modified from time to time, the “ Security
Agreement ”) and that certain Intellectual Property
Security Agreement dated May 30, 2008 (as amended, amended and
restated, supplemented or otherwise modified from time to time, the
“ IP Security Agreement ”).
WHEREAS, under the terms of
the Security Agreement, the Grantor has granted to the Purchaser a
security interest in the Additional Collateral (as defined in
Section 1 below) of the Grantor and has agreed as a condition
thereof to execute this IP Security Agreement Supplement for
recording with the U.S. Patent and Trademark Office, the United
States Copyright Office and other governmental
authorities.
NOW, THEREFORE, for good and
valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the Grantor agrees as follows:
SECTION 1. Grant of
Security . Each Grantor hereby grants to the Purchaser a
security interest in all of such Grantor’s right, title and
interest in and to the following (the “
Collateral ”):
(i) the patents and patent
applications set forth in Schedule A hereto (the “
Patents ”);
(ii) the trademark and
service mark registrations and applications set forth in Schedule B
hereto (provided that no security interest shal
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