Intellectual Property Security Agreement

This Intellectual Property Security Agreement ("Agreement") is entered into as of

by and between:

Secured Party:

Debtor:

(Each a “Party” and collectively the “Parties”).

1. Grant of Security Interest

2. Description of Collateral

3. Representations and Warranties

4. Covenants

5. Default

6. Remedies

7. Miscellaneous

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.