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Intellectual Property Security Agreement
"Need an Intellectual Property Security Agreement under Irish law to secure a €5M facility agreement closing March 2025, where our AI software company is using its patent portfolio (15 patents) and associated software IP as collateral for a bank loan."
1. Parties: Identification of the grantor (IP owner) and grantee (secured party), including full legal names and addresses
2. Background: Context of the security agreement, reference to any underlying obligations or facility agreements
3. Definitions: Definitions of key terms including types of IP, secured obligations, enforcement events, and other relevant terms
4. Grant of Security Interest: Express creation and grant of security interest over the specified IP assets
5. Secured Obligations: Detail of the obligations being secured by the IP assets
6. Representations and Warranties: Grantor's declarations regarding ownership, validity, and status of IP assets
7. Perfection Requirements: Requirements for registering and perfecting the security interest in relevant registries
8. Maintenance and Protection: Grantor's obligations to maintain and protect the IP assets
9. Rights and Obligations: Ongoing rights and obligations of both parties regarding the secured IP
10. Events of Default: Circumstances constituting default under the agreement
11. Enforcement: Rights and remedies of the secured party upon default
12. Release and Termination: Conditions and process for releasing the security interest
13. General Provisions: Standard boilerplate provisions including governing law, notices, amendments
1. Licensed IP Rights: Section dealing with security over licensed IP rights - include when grantor's IP portfolio includes licensed IP
2. Foreign IP Rights: Specific provisions for IP rights registered in other jurisdictions - include when portfolio includes non-Irish IP
3. Revenue Streams: Provisions dealing with security over IP-related revenue - include when royalties or other IP income are part of security
4. Further Assurance: Additional undertakings for future IP - include when expecting future IP developments
5. Competing Security Interests: Provisions addressing priority and competing security interests - include when other security interests exist
6. Step-In Rights: Rights of secured party to maintain IP registrations - include for critical IP assets
1. Schedule 1 - Secured IP Assets: Detailed list and description of all IP assets subject to security, including registration numbers
2. Schedule 2 - Existing Licenses: List of existing licenses, assignments or encumbrances affecting the IP
3. Schedule 3 - Required Registrations: List of registries where security interest must be recorded
4. Schedule 4 - Forms of Notices: Template notices for various IP registries
5. Schedule 5 - Existing Security Interests: Details of any existing security interests over the IP assets
6. Appendix A - IP Due Diligence Report: Summary of IP due diligence findings
7. Appendix B - Power of Attorney: Form of power of attorney for secured party to execute IP-related documents
Authors
Charged Assets
Collateral
Companies Registration Office
Copyright
Default
Design Rights
Encumbrance
Enforcement Event
Event of Default
Facility Agreement
Foreign IP Rights
Further Assurance
Intellectual Property
IP Licenses
IP Registries
IP Rights
Know-How
Licensed IP
Lien
Patents
Permitted Encumbrances
Proprietary Rights
Registered IP
Related Rights
Secured Obligations
Secured Parties
Security Interest
Security Period
Software
Trade Marks
Trade Secrets
Unregistered IP Rights
IP Applications
IP Registrations
Royalties
Revenue Stream
Security Documents
Priority of Security
Database Rights
Domain Names
Invention
Technical Information
Confidential Information
Intellectual Property Office
European Patent Office
EU Intellectual Property Office
Proceeds
Release Date
Secured Liabilities
Security Assets
Security Documents
Third Party IP
Perfection of Security
Representations and Warranties
Covenants
Further Assurance
Security Interest
Default
Enforcement
IP Maintenance
IP Protection
Assignment
Notices
Amendments
Severability
Entire Agreement
Governing Law
Jurisdiction
Confidentiality
Third Party Rights
Counterparts
Priority
Release and Discharge
Registration
Remedies
Powers of Attorney
Costs and Expenses
Indemnification
No Waiver
Successors and Assigns
Force Majeure
Technology
Pharmaceuticals
Biotechnology
Media and Entertainment
Manufacturing
Software Development
Research and Development
Fashion and Luxury Goods
Publishing
Gaming
Telecommunications
Medical Devices
Artificial Intelligence
Clean Technology
Consumer Products
Legal
Finance
Intellectual Property
Research and Development
Innovation
Compliance
Risk Management
Corporate Development
Technology
Commercial
Chief Legal Officer
Intellectual Property Counsel
Senior Legal Counsel
Finance Director
Chief Financial Officer
IP Portfolio Manager
Security Trustee
Corporate Lawyer
Intellectual Property Lawyer
Legal Director
Commercial Director
Chief Technology Officer
Head of Research and Development
Innovation Director
Compliance Officer
Risk Manager
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