270 Legal [Sample Agreements]

IBM and Brocade
Statement of Work
Base Agreement #ROC-P-68
SOW# 7 (Contract Number 4907015087.0)
This Statement of Work (“SOW”) #7 (Contract Number 4907015087.0) adopts and incorporates by reference the terms and conditions of Goods Agreement #ROC-P-68 (“Base Agreement”) between International Business Machines Corporation (“Buyer”) and Brocade Communications Systems, Inc. with offices at 1745 Technology Drive, San Jose, CA [...]

ALTIGEN COMMUNICATIONS INC.
DISTRIBUTION AGREEMENT
THIS DISTRIBUTION AGREEMENT (”Agreement”) is made and entered into as of this 30 day of September, 2007 (the “Effective Date”) by and between ALTIGEN COMMUNICATIONS INC., a Delaware corporation, with principal offices at 4555 Fremont Blvd., Fremont, CA 94538 (”AltiGen”) and Jenne Distributors, [...]

CONNECTIVITY SERVICE AND MARKETING AGREEMENT
This CONNECTIVITY SERVICE AND MARKETING AGREEMENT (this “Agreement”) is made as of the 26th day of December, 2007 by and between Intel Corporation (“Intel”) and LogMeIn, Inc. (“LMI”). Intel and LMI may be referred to jointly as the “Parties.”
WHEREAS, [...]

INDEMNIFICATION AGREEMENT
This Indemnification Agreement (the “Agreement”) made and entered into this 2nd day of April, 2007 by and between Broadcasting Media Partners, Inc., a Delaware corporation (the “Company”), and [Director Name] (the “Indemnitee”).
WHEREAS, it is essential that the Company be able to retain and attract as directors the most capable persons available;
WHEREAS, [...]

This EMPLOYMENT AND NON-COMPETITION AGREEMENT (this “Agreement”), dated as of March 29, 2007, by and between Broadcasting Media Partners, Inc. (formerly known as Umbrella Holdings, LLC), a Delaware corporation (the “Company”), and Ray Rodriguez (the “Executive”).
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3.4 Change in Control Payment. The Executive shall be entitled to receive from the rabbi trust funding the obligations [...]

Dear Colleen:
Reference is made to the Affiliation Agreement (“the Agreement”) between Fisher Broadcasting, as assignee and successor to Fisher Broadcasting — Washington TV, LLC, a wholly-owned subsidiary of Fisher Broadcasting Company; and Retlaw Broadcasting of Boise LLC and Retlaw Enterprises, Inc. (“Broadcaster”) and CBS, dated February 13, 1996, as amended, regarding the affiliation of [...]

TRADEMARK ASSIGNMENT AND AGREEMENT
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2. License. Assignee hereby grants to Assignor (and all of its assigns) a perpetual, non-exclusive, royalty-free license to use the MMTV Mark (the “License”); provided that the Assignor may only use the MMTV Mark in such manner as is consistent with Assignor’s past practices prior to the date hereof. Assignee, in its [...]

INTELLECTUAL PROPERTY SECURITY AGREEMENT AND COLLATERAL ASSIGNMENT
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2. COLLATERAL ASSIGNMENT OF TRADEMARKS, COPYRIGHTS AND PATENTS. To secure the prompt payment and performance of all of Borrower’s present and future indebtedness and Obligations to Lender (collectively, the “DEBT”) Borrower hereby grants to Lender a continuing security interest in, and, to the extent provided in SECTION 4 hereof, [...]

THIS PLEDGE AND SECURITY AGREEMENT, dated as of April 4, 2006 (as the same may from time to time be amended, restated, supplemented or otherwise modified, this “Agreement”), is entered into among:
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ARTICLE VII.
SPECIAL PROVISIONS CONCERNING INTELLECTUAL PROPERTY.
Section 7.1. Intellectual Property. Each Grantor represents and warrants that as of the Closing Date and, [...]

LOAN AND SECURITY AGREEMENT
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of November , 2006 by and between XYBERNAUT CORPORATION, a Delaware corporation (the “Borrower”), and EAST RIVER CAPITAL LLC, a Delaware limited liability company (the “Lender”).
RECITALS
A. The Borrower and Xybernaut Solutions, Inc., a Virginia [...]

BUSINESS LOAN AGREEMENT
THIS BUSINESS LOAN AGREEMENT (“Loan Agreement” or “Agreement”) is made on October 17, 2006 by and between Smart Commerce, Inc. (“Borrower”), a corporation organized under the laws of the State of Delaware, whose chief executive office is located at 2530 Meridian Parkway, Durham, North Carolina 27773, and Fifth Third Bank, a Michigan banking [...]

SECOND AMENDED AND RESTATED COLLATERAL ASSIGNMENT OF TRADEMARKS (SECURITY AGREEMENT)
THIS SECOND AMENDED AND RESTATED COLLATERAL ASSIGNMENT OF TRADEMARKS (SECURITY AGREEMENT) (this “Agreement”), dated August 22, 2007, is made among LERNCO, INC., a Delaware corporation (“Lernco”), and Jasmine Company, Inc., a Massachusetts corporation (“Jasmine” and together with Lernco, each individually a “Pledgeor” and collectively, “Pledgors”), each [...]

RECEIVABLES PURCHASE AND SALE AGREEMENT
This RECEIVABLES PURCHASE AND SALE AGREEMENT, dated as of March 15, 2006, is by and between GEHL RECEIVABLES II, LLC, a Delaware limited liability company (“Transferor”), and GEHL FUNDING II, LLC, a Delaware limited liability company (“Buyer”). Unless defined elsewhere herein, capitalized [...]

This Framework Agreement, together with its Schedules (which form an inseparable part hereof) (collectively, this “Agreement”) is made on ___ 2007
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Whereas:
(A) Visa Europe was a Regional Group Member of Visa International under a Regional Group Membership Agreement entered into on 1 July 2004;
(B) Visa International was a membership corporation established in [...]