Form of IP Security Agreement dated December 3, 2018 between Gopher Protocol Inc. and the Investor
Exhibit 10.67
IP Security Agreement
Grant of Security Interest Agreement
in United States Patents and Trademarks
FOR GOOD AND VALUABLE CONSIDERATION, the receipt and sufficiency of which are hereby acknowledged, Gopher Protocol Inc., a Nevada corporation (“Grantor”), having its place of business at 2500 Broadway, Suite F-125, Santa Monica, CA 90404, hereby grants to Discover Growth Fund, LLC, a U.S. Virgin Islands limited liability company (“Grantee”), having its place of business at 5330 Yacht Haven Grande, Suite 206, St. Thomas, VI 00802, a security interest in all of the Grantor’s right, title and interest in, to and under the following (all of the following items or types of property being herein collectively referred to as the “Patent and Trademark Collateral”), whether presently existing or hereafter arising or acquired:
(i) each United States patent and patent application, including each patent and patent application referred to on Schedule A hereto;
(ii) each United States trademark, trademark registration and trademark application, and all of the goodwill of the business connected with the use of, and symbolized by, each trademark, trademark registration and trademark application, including each trademark, trademark registration and trademark application referred to in Schedule B hereto;
(iii) all products and proceeds of the foregoing, including any claim by the Grantor against third parties for past, present or future infringement of any Patent, or past, present or future infringement or dilution of any trademark or trademark registration, including any patent or trademark listed on Schedule A or Schedule B hereto, or for injury to the goodwill associated with any trademark or trademark registration.
THIS GRANT is granted pursuant to the security interests granted to the Grantee in the Securities Purchase Agreement between the Grantor and the Grantee dated December 3, 2018, as amended, modified or supplemented from time to time (the “Purchase Agreement”).
THIS GRANT has been granted in conjunction with the security interest granted to the Grantee under the Purchase Agreement. The rights and remedies of the Grantee with respect to the security interest granted herein are without prejudice to, and are in addition to those set forth in the Purchase Agreement, all terms and provisions of which are incorporated herein by reference as though set forth in full herein. In the event that any provisions of this Grant of Security Interest Agreement are deemed to conflict with the Purchase Agreement, the provisions of the Purchase Agreement shall govern.
THIS GRANT shall terminate and be of no force and effect immediately upon the complete fulfilment of all of the Obligations (as defined under the Purchase Agreement.
IN WITNESS WHEREOF, the undersigned have executed this Grant of Security Interest Agreement as of the date first above stated.
Grantor: | ||
GOPHER PROTOCOL INC. | ||
By: | ||
Name: Douglas Davis | ||
Title: Interim Chief Executive Officer |
Grantee: | ||
DISCOVER GROWTH FUND, LLC | ||
By: |
Name: |
Title: |
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Schedule A: Patents and Patent Applications
Title | App. No. | Country | Filing Date | Status / Deadline | Patent No. | Issue Date |
System and method for scheduling trucking service, according to demand, at the customer’s or any other location using smartphone application and/or internet web site | 62/124,320 | US | December 15, 2014 | Expired | N/A | N/A |
System and method for scheduling categorized delivery and/or service, according to demand, to customer’s location based on smartphone and web site software application | 62/176,933 | US | March 3, 2015 | Expired and Converted to Electronic Circuit Non-provisional and PCT | N/A | N/A |
System and method for finding possible bartering partners in both two-party and multi-party scenarios via smartphone/mobile device application | 14/545,577 | US | May 26, 2015 | Abandoned | N/A | N/A |
System and method for scheduling gasoline or diesel fill, according to demanding, at the customer’s location | 62/231,405 | US | July 6, 2015 | Expired and Converted to Electronic Circuit Non-provisional and PCT | N/A | N/A |
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Electronic circuit or microchip with a secured BIOS system, with ROM and RAM memory, working with smartphone software application and | 62/282,593 | US | August 6, 2015 | Expired and Converted to Electronic Circuit Non-provisional and PCT | N/A | N/A |
System and method for power saving/reduction within integrated circuits | 62/282,808 | US | August 13, 2015 | Expired | N/A | N/A |
System and method for overseeing and monitoring user’s computerized activity to define privacy level | 62/283,915 | US | September 16, 2015 | Expired | N/A | N/A |
System, method and computer program for remote disablement and enablement of mobile devices | 62/284,353 | US | September 28, 2015 | Expired and Converted to Electronic Circuit Non-provisional and PCT | N/A | N/A |
System, method and computer program for real time emergency communication, beacon, location identification and tracking for mobile devices | 62/284,458 | US | October 1, 2015 | Expired and Converted to Electronic Circuit Non-provisional and PCT | N/A | N/A |
System, method and a computer program for automatic and motion activity detection, activation or deactivation airplane mode for mobile devices | 62/284,744 | US | October 8, 2015 | Expired and Converted to Electronic Circuit Non-provisional and PCT | N/A | N/A |
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Monolithic multi-dimensional integrated circuits (ICs) on both sides of electronic board including utilization of all package’s planes | 62/284,880 | US | October 13, 2015 | Expired | N/A | N/A |
System, method and software for mobile database manage and sharing over private, secured network, in real time | 62/284,884 | US | October 13, 2015 | Expired | N/A | N/A |
Method, system and computer software for advertisement using symbols as characters interface | 62/285,055 | US | October 19, 2015 | Expired | N/A | N/A |
Monolithic, multi-dimensional, multi-plane, memory structure for integrated circuits | 62/285,443 | US | October 30, 2015 | Expired | N/A | N/A |
Automatic, characterized and prioritized consolidation of different credit cards into one card method, point of sale, smartphone applications and computer software | 62/285,996 | US | November 26, 2015 | Expired | N/A | N/A |
Electronic circuit within a sticky patch package for global tracking that is working with mobile software application and other electronic circuits on a separate, secured, private network | 62/387,789 | US | January 6, 2016 | Expired and Converted to Tracking Devices Non-provisional and PCT | N/A | N/A |
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ELECTRONIC CIRCUITS FOR SECURE COMMUNICATIONS AND ASSOCIATED SYSTEMS AND METHODS | 15/015,441 | US | February 4, 2016 | Pending | N/A | N/A |
ELECTRONIC CIRCUITS FOR SECURE COMMUNICATIONS AND ASSOCIATED SYSTEMS AND METHODS | PCT/US2016/016522 | PCT | February 4, 2016 | Expired and Entered National Phase in Europe | N/A | N/A |
SYSTEM AND METHOD FOR POWER SAVING/REDUCTION WITH INTEGRATED CIRCUITS | 62/360,525 | US | July 11, 2016 | Expired | N/A | N/A |
ELECTRONIC CIRCUITS FOR SECURE COMMUNICATIONS AND ASSOCIATED SYSTEMS AND METHODS | 16759244.3 | EP | September 29, 2017 | Pending | N/A | N/A |
TRACKING DEVICES, SYSTEMS AND METHODS USING PATCH PACKAGES WITH EMBEDDED ELECTRONIC CIRCUITS | 15/344,619 | US | November 7, 2016 | Granted | 10,021,522 | July 10, 2018 |
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TRACKING DEVICES, SYSTEMS AND METHODS USING PATCH PACKAGES WITH EMBEDDED ELECTRONIC CIRCUITS | PCT/US16/060763 | PCT | November 7, 2016 | Expired and Entered National Phase in Europe | N/A | N/A |
TRACKING DEVICES, SYSTEMS AND METHODS USING PATCH PACKAGES WITH EMBEDDED ELECTRONIC CIRCUITS | 16884138.5 | EP | July 3, 2018 | Pending | N/A | N/A |
TRACKING DEVICES, SYSTEMS AND METHODS USING PATCH PACKAGES WITH EMBEDDED ELECTRONIC CIRCUITS | 16/028,449 | US | July 6, 2018 | Pending | N/A | N/A |
GOPHER RADIO TOKEN | 62/631,007 | US | February 15, 2018 | Pending and Converted to GRT Non-provisional | N/A | N/A |
SYSTEMS AND METHOD OF CONVERTING ELECTRONIC TRANSMISSIONS INTO DIGITAL CURRENCY | 16/008,069 | US | June 14, 2018 | Pending | N/A | N/A |
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System, method and software application for mobile database management and sharing over private, secured network, in real time | 62/676,393 | US | May 25, 2018 | Pending and Converted to Mobile Database Sharing Non-provisional | N/A | N/A |
SYSTEMS AND METHODS OF MOBILE DATABASE MANAGEMENT AND SHARING | 16/155,093 | US | October 9, 2018 | Pending | N/A | N/A |
MONOLITHIC, MULTI-DIMENSIONAL, MULTI-PLANE, MEMORY STRUCTURE FOR INTEGRATED CIRCUITS | 62/732,026 | US | September 17, 2018 | Pending | N/A | N/A |
MONOLITHIC MULTI-DIMENSIONAL INTEGRATED CIRCUITS (ICS) ON BOTH SIDES OF ELECTRONIC BOARD INCLUDING UTILIZATION OF ALL PACKAGE’S PLANES | 62/732,023 | US | September 17, 2018 | Pending | N/A | N/A |
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Schedule B: Trademarks
Mark | App. No. | Country | Filing Date | Status / Deadline | Goods/Services/Classes | Reg. No. / Reg. Date |
GOPHERINSIGHT | 86/737,146 | US | August 26, 2015 | Pending | Chip carriers, etc., in Class 9 | N/A |
FRIENDINME | 86/755,543 | US | September 14, 2015 | Pending | Software from mobile phones, etc., in Class 9 | N/A |
GOPHERNET | 86/811,422 | US | November 5, 2015 | Pending | Communications software for connecting microchips, etc., in Class 9 | N/A |
PUZPIX | 87/12,1137 | US | July 29, 2016 | Registered | Game software, etc., in Class 9 | 5,356,006 / December 12, 2017 |
GOPH GOPHER PROTOCOL (and Design) | 87/927,131 | US | May 18, 2018 | Pending | Software for mobile phones, microchips, etc., in Class 9 | N/A |
G-MONEY | 88/132,574 | US | September 26, 2018 | Pending | Providing digital currency or digital token, in Class 36 | N/A |
G-CASH | 88/132,592 | US | September 26, 2018 | Pending | Providing digital currency or digital token, in Class 36 | N/A |
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