EX-10.9 PATENT ASSIGNMENT OF SECURITY
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EX-10.9 5 g07388exv10w9.htm EX-10.9 PATENT ASSIGNMENT OF SECURITY EX-10.9 PATENT ASSIGNMENT OF SECURITY
Exhibit 10.9
PATENT ASSIGNMENT OF SECURITY
WHEREAS, SentitO Networks, Inc., a Delaware corporation (Company), owns the patents and patent applications shown in the attached Schedule A (the Patents), for which there are recordings or applications in the United States Patent and Trademark Office under the numbers shown in the attached Schedule A; and
WHEREAS, Company entered into certain Joinder Agreement dated as of the date hereof in favor of Laurus Master Fund, Ltd. (Laurus) pursuant to which Company became obligated to Laurus pursuant to (i) a certain Security Agreement, dated as of September 20, 2006, among Verso Technologies, Inc., a Minnesota corporation (Verso), certain subsidiaries of Verso and Laurus and (ii) a certain Intellectual Property Security Agreement, dated as of September 20, 2006, among Verso, certain subsidiaries of Verso and Laurus (as each may be amended, modified, restated or supplemented from time to time, collectively, the Agreements); and
WHEREAS, pursuant to the Agreements, Company is granting to Laurus a security interest in the Patents, all proceeds thereof, all rights corresponding thereto and all reissues, divisions, continuations, renewals, extensions and continuations-in-part thereof, and the recordings and applications therefor.
NOW, THEREFORE, for good and valuable consideration, receipt of which is hereby acknowledged, Company does hereby grant to Laurus a security interest in and to the Patents and recordings and applications therefor, which security interest shall secure all the Obligations as defined in the Agreements and in accordance with the terms and provisions thereof.
Company expressly acknowledges and affirms that the rights and remedies of Laurus with respect to the security interest granted hereby are more fully set forth in the Agreements.
Dated as of: April 18, 2007
SENTITO NETWORKS, INC. | ||||||
By: | /s/ Martin D. Kidder | |||||
Name: Martin D. Kidder | ||||||
Title: CFO | ||||||
LAURUS MASTER FUND, LTD. | ||||||
By: | /s/ David Grin | |||||
Name: | David Grin | |||||
Title: | Director | |||||