ALL OF THE THEN
EXISTING ACCOUNT COLLATERAL;
(G)
THE FOLLOWING (COLLECTIVELY, THE
"INTELLECTUAL PROPERTY"):
(I)
ALL PATENTS, PATENT APPLICATIONS,
UTILITY MODELS AND STATUTORY INVENTION REGISTRATIONS, ALL INVENTIONS CLAIMED OR
DISCLOSED THEREIN AND ALL IMPROVEMENTS THERETO ("PATENTS");
(II)
ALL TRADEMARKS, SERVICE MARKS, DOMAIN
NAMES, TRADE DRESS, LOGOS, DESIGNS, SLOGANS, TRADE NAMES, BUSINESS NAMES,
CORPORATE NAMES AND OTHER SOURCE IDENTIFIERS, WHETHER REGISTERED OR UNREGISTERED
(PROVIDED THAT NO SECURITY INTEREST SHALL BE GRANTED IN UNITED STATES
INTENT-TO-USE TRADEMARK APPLICATIONS TO THE EXTENT THAT, AND SOLELY DURING THE
PERIOD IN WHICH, THE GRANT OF A SECURITY INTEREST THEREIN WOULD IMPAIR THE
VALIDITY OR ENFORCEABILITY OF SUCH INTENT-TO-USE TRADEMARK APPLICATIONS UNDER
APPLICABLE FEDERAL LAW), TOGETHER, IN EACH CASE, WITH THE GOODWILL SYMBOLIZED
THEREBY ("TRADEMARKS");
(III)
ALL COPYRIGHTS, INCLUDING, WITHOUT
LIMITATION, COPYRIGHTS IN COMPUTER SOFTWARE, INTERNET WEB SITES AND THE CONTENT
THEREOF, WHETHER REGISTERED OR UNREGISTERED ("COPYRIGHTS");
(IV)
ALL COMPUTER SOFTWARE, PROGRAMS AND DATABASES
(INCLUDING, WITHOUT LIMITATION, SOURCE CODE, OBJECT CODE AND ALL RELATED
APPLICATIONS AND DATA FILES), FIRMWARE AND DOCUMENTATION AND MATERIALS RELATING
THERETO, TOGETHER WITH ANY AND ALL MAINTENANCE RIGHTS, SERVICE RIGHTS,
PROGRAMMING RIGHTS, HOSTING RIGHTS, TEST RIGHTS, IMPROVEMENT RIGHTS, RENEWAL
RIGHTS AND INDEMNIFICATION RIGHTS AND ANY SUBSTITUTIONS, REPLACEMENTS,
IMPROVEMENTS, ERROR CORRECTIONS, UPDATES AND NEW VERSIONS OF ANY OF THE
FOREGOING ("COMPUTER SOFTWARE");
(V)
ALL CONFIDENTIAL AND PROPRIETARY
INFORMATION, INCLUDING, WITHOUT LIMITATION, KNOW-HOW, TRADE SECRETS,
MANUFACTURING AND PRODUCTION PROCESSES AND TECHNIQUES, INVENTIONS, RESEARCH AND
DEVELOPMENT INFORMATION, DATABASES AND DATA, INCLUDING, WITHOUT LIMITATION,
TECHNICAL DATA, FINANCIAL, MARKETING AND BUSINESS DATA, PRICING AND COST
INFORMATION, BUSINESS AND MARKETING PLANS AND CUSTOMER AND SUPPLIER LISTS AND
INFORMATION (COLLECTIVELY, "TRADE SECRETS"), AND ALL OTHER INTELLECTUAL,
INDUSTRIAL AND INTANGIBLE PROPERTY OF ANY TYPE, INCLUDING, WITHOUT LIMITATION,
INDUSTRIAL DESIGNS AND MASK WORKS;
(VI)
ALL REGISTRATIONS AND APPLICATIONS FOR
REGISTRATION FOR ANY OF THE FOREGOING, INCLUDING, WITHOUT LIMITATION, THOSE
REGISTRATIONS AND APPLICATIONS FOR REGISTRATION SET FORTH IN SCHEDULE II HERETO
(AS SUCH SCHEDULE II MAY BE SUPPLEMENTED FROM TIME TO TIME BY
106
SUPPLEMENTS TO THE IP SECURITY AGREEMENT, EACH SUCH SUPPLEMENT BEING
SUBSTANTIALLY IN THE FORM OF EXHIBIT G HERETO (AN "IP SECURITY AGREEMENT
SUPPLEMENT"), EXECUTED BY SUCH LOAN PARTY TO THE ADMINISTRATIVE AGENT FROM TIME
TO TIME), TOGETHER WITH ALL REISSUES, DIVISIONS, CONTINUATIONS,
CONTINUATIONS-IN-PART, EXTENSIONS, RENEWALS AND REEXAMINATIONS THEREOF;
(VII)
ALL TANGIBLE EMBODIMENTS OF THE FOREGOING, ALL
RIGHTS IN THE FOREGOING PROVIDED BY INTERNATIONAL TREATIES OR CONVENTIONS, ALL
RIGHTS CORRESPONDING THERETO THROUGHOUT THE WORLD AND ALL OTHER RIGHTS OF ANY
KIND WHATSOEVER OF SUCH LOAN PARTY ACCRUING THEREUNDER OR PERTAINING THERETO;
(VIII)
ANY AND ALL CLAIMS FOR DAMAGES AND INJUNCTIVE
RELIEF FOR PAST, PRESENT AND FUTURE INFRINGEMENT, DILUTION, MISAPPROPRIATION,
VIOLATION, MISUSE OR BREACH WITH RESPECT TO ANY OF THE FOREGOING, WITH THE
RIGHT, BUT NOT THE OBLIGATION, TO SUE FOR AND COLLECT, OR OTHERWISE RECOVER,
SUCH DAMAGES; AND
(IX)
ALL AGREEMENTS, PERMITS, CONSENTS, ORDERS
AND FRANCHISES RELATING TO THE LICENSE, DEVELOPMENT, USE OR DISCLOSURE OF ANY OF
THE FOREGOING TO WHICH SUCH LOAN PARTY, NOW OR HEREAFTER, IS A PARTY OR A
BENEFICIARY, INCLUDING, WITHOUT LIMITATION, THE MATERIAL