GRANT OF SECURITY
INTEREST
This GRANT OF
SECURITY INTEREST, dated as of April, 2, 2009, is executed by
Bioheart, Inc., a Florida corporation (“ Grantor
”), in favor of BlueCrest Venture Finance Master Fund
Limited, a Cayman Islands limited company as successor to BlueCrest
Capital Finance, L.P. (“ Lender ”).
A. Pursuant to
that certain Loan and Security Agreement, dated as of May 31,
2007 (as amended, supplemented or otherwise modified from time to
time, the “ Loan Agreement ”), between Grantor
and Lender, Lender agreed to extend loans and other financial
accommodations to Grantor upon the terms and subject to the
conditions set forth therein.
B. Grantor owns
the letters patent, and/or applications for letters patent, of the
United States and certain foreign countries, more particularly
described on Schedules 1-A and 1-B annexed hereto and made a
part hereof (collectively, the “ Patents
”).
C. Grantor and
other entities party thereto from time to time have entered into a
Security Agreement (Intellectual Property) dated as of
April 2, 2009 (as amended, restated, supplemented or otherwise
modified from time to time, the “ Security Agreement
”) in favor of Lender.
D. Pursuant to the
Security Agreement, Grantor has assigned and granted to Lender a
security interest in all right, title and interest of Grantor in
and to the Patents, together with any reissue, continuation,
continuation-in-part
|
