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NOTICE OF PUBLIC ARTICLE 9 SALE OF COLLATERAL
DATE: December 23, 2016
DEBTOR: Innovaro, Inc.
PLACE: FOLEY & LARDNER, LLP
100 North Tampa Street, Suite 2700, Tampa, Florida 33602
TIME: 10:00 A.M. EST
NOTICE IS HEREBY GIVEN that the collateral described below will be sold to the highest bidder at a PUBLIC SALE on December 23, 2016, 10:00 a.m. e.s.t. at Foley & Lardner, LLP, 100 North Tampa Street, Suite 2700, Tampa, Florida 33602, by JJJ Family Partnership LLLP (the “Secured Party”), the holder of a certain Revolving Promissory Note dated August 21, 2013 (the “Note”) executed by Innovaro, Inc. (the “Debtor”), in favor of Secured Party, secured by the security interests granted by Debtor to Secured Party by that certain Credit and Security Agreement dated August 21, 2013 (the “Security Agreement”). The property to be sold at public sale is the following assets in which Debtor owns or otherwise holds any interest:
(a) all Inventory; (b) all General Intangibles, including software; (c) all Accounts; (d) all Chattel Paper; (e) all Instruments and Documents and any other instrument or intangible representing payment for goods or services; (f) all Equipment; (g) all Investment Property; (h) all Commercial Tort Claims; and (j) all parts, replacements, substitutions, profits, products, accessions and cash and non-cash proceeds and Supporting Obligations of any of the foregoing (including, but not limited to, insurance proceeds) in any form and wherever located. The collateral covered hereby shall include all written or electronically recorded books and records relating to any such collateral and other rights relating thereto. All capitalized definitional terms used herein and not otherwise defined shall have the respective meanings ascribed to such terms in the Uniform Commercial Code presently and hereafter enacted in the State of Florida (collectively, the “Assets”).
THE ASSETS ARE BEING SOLD AS-IS, WHERE-IS, WITH ALL FAULTS, AND WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY NATURE, INCLUDING, BUT NOT LIMITED TO, THOSE EXPRESS, IMPLIED OR STATUTORY AND WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. SECURED PARTY DOES NOT REPRESENT OR WARRANT THAT DEBTOR HAS TITLE TO ALL THE ASSETS. HIGHEST BIDDER SHALL RECEIVE A BILL OF SALE FOR THE ASSETS THAT CONTAINS THE ABOVE DISCLAIMERS.
In addition to this Notice of Sale, the sale shall be governed by Additional Bid Procedures which may be obtained by contacting Mark J. Wolfson, Foley & Lardner LLP, 100 N. Tampa St., Suite 2700, Tampa, Florida 33602 by email only to [email protected]. The additional procedures include but are not limited to the following: Prospective bidders wishing to bid will be required to wire to the Foley & Lardner Trust Account c/o Mark J. Wolfson, a deposit of $25,000.00 by 2:00 p.m. e.s.t. on December 22, 2016. Any prospective purchaser who is the highest bidder, other than Secured Party, will be required to pay the purchase price less the deposit (i) within one (1) hour of the conclusion of the public sale as announced by the person conducting the sale (ii) by cashier's check or wired funds to the Foley & Lardner Trust Account. Secured Party has the right to credit bid the debt under the Note in the principal amount of $401,493.08 and accrued interest of $90,336.00, and attorneys' fees and expenses of $5000.00, for total of $496,829.08 as of December 5, 2016, plus thereafter per diem interest of $198.08, less any sums collected before the sale which amounts will be announced before the commencement of the sale (the “Secured Debt”). If Secured Party is the highest bidder at such public sale, Secured Party may pay the purchase price of the Assets, in whole or in part, by crediting the amount of such purchase price against the balance of the unpaid Secured Debt.
Secured Party reserves the right to announce additional or modified procedures governing the process of the public sale at the commencement of the sale. If the highest cash bidder fails to tender payment within one (1) hour after the conclusion of the sale (which Secured Party may extend by announcement at the sale), Secured Party reserves the right to declare the next highest bidder the successful bidder of the Assets, or reschedule the Public Sale, as determined by Secured Party. The sale may be adjourned from time to time, and notice of any adjourned sale date will be given only at the time of the scheduled sale and to those who attend the sale.
To the extent available, the Assets will be available for inspection before the sale date by appointment with an officer of Debtor and Secured Party in advance of the sale date. Neither the Debtor nor Secured Party may have physical possession of all of the Assets. For further information regarding the sale or to make arrangements to inspect the Assets, please contact Mr. Wolfson by email. Any prospective bidder is responsible for investigating the Assets, and making its own determination as to the appropriateness of bidding at the public sale, and assumes all risks associated with any inspection of the Assets or the accuracies or completeness of the Assets, including any books and records pertaining thereto.
4811-6051-3597.3
December 9, 16, 2016 16-06409H