in connection with this Supplement, including
the reasonable fees, other charges and disbursements of counsel for the
Administrative Agent.
3
IN WITNESS WHEREOF, each Grantor and the Administrative Agent have duly executed
this Supplement to the Security Agreement as of the day and year first above
written.
[GRANTOR],
By
Name:
Title:
CREDIT SUISSE AG,
CAYMAN ISLANDS BRANCH,
as Administrative Agent
By
Name:
Title:
By
Name:
Title:
4
SCHEDULE I
TO SUPPLEMENT NO.
TO THE
SECURITY AGREEMENT
COPYRIGHT LICENSES
SCHEDULE II
TO SUPPLEMENT NO.
TO THE
SECURITY AGREEMENT
COPYRIGHTS AND COPYRIGHT APPLICATIONS
Registered Owner/Grantor
Title
Registration
Number
SCHEDULE III
TO SUPPLEMENT NO.
TO THE
SECURITY AGREEMENT
PATENT LICENSES
SCHEDULE IV
TO SUPPLEMENT NO.
TO THE
SECURITY AGREEMENT
PATENTS AND PATENT APPLICATIONS
Title
Application
No.
Filing Date
Patent No.
Issue Date
SCHEDULE V
TO SUPPLEMENT NO.
TO THE
SECURITY AGREEMENT
TRADEMARK LICENSES
SCHEDULE VI
TO SUPPLEMENT NO.
TO THE
SECURITY AGREEMENT
TRADEMARKS AND TRADEMARK APPLICATIONS
Registered
Registration
Application
Owner/Grantor
Trademark
No.
No.
EXHIBIT 1
TO SECURITY AGREEMENT
FORM OF TRADEMARK SECURITY AGREEMENT
This TRADEMARK SECURITY AGREEMENT, dated as of February 10, 2011 (as it may be
amended, restated, supplemented or otherwise modified from time to time, this
"Agreement"), is made by the entities identified as grantors on the signature
pages hereto (collectively, the "Grantors") in favor of CREDIT SUISSE AG, as
administrative agent for the Secured Parties (in such capacity, together with
its successors and permitted assigns, the "Administrative Agent").
WHEREAS, the Grantors are party to a Security Agreement dated as of February 10,
2011 (the "Security Agreement") between each of the Grantors and the other
grantors party thereto and the Administrative Agent pursuant to which the
Grantors granted a security interest to the Administrative Agent in the
Trademark Collateral (as defined below) and are required to execute and deliver
this Agreement.
NOW, THEREFORE, in consideration of the foregoing and for other good and
valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the Grantors hereby agree with the Administrative Agent as
follows:
SECTION 1.
Defined Terms
Unless otherwise defined herein, terms defined in the Security Agreement and
used herein have the meaning given to them in the Security Agreement.
SECTION 2.
Grant of Security Interest in Trademark Collateral
SECTION 2.1
Grant of Security.
Each Grantor hereby bargains, sells,
conveys, assigns, sets over, mortgages, pledges, hypothecates and transfers to
the Administrative Agent, and hereby grants to the Administrative Agent, for the
ratable benefit of the Secured Parties, as collateral security for the prompt
and complete payment and performance when due (whether at the stated maturity,
by acceleration or otherwise) of the Obligations, a security interest in all of
the following property now owned or hereafter acquired by such Grantor or in
which such Grantor now has or at any time in future may acquire any right, title
or interest (collectively, the "Trademark Collateral"):
(i) all trademarks, service marks, trade names, corporate names, company names,
business names, fictitious business names, trade styles, trade