NOTICE OF DISPOSITION OF COLLATERAL
To: Printforia, Inc. (the “Debtor”) and all Interested Parties
From: Ride the Wind Investors, LLC
c/o Britta E. Warren, Esq.
Black Helterline LLP
805 S.W. Broadway, Suite 1900
Portland, OR 97205
You are hereby notified pursuant to Section 62A.9A-613 of the Uniform Commercial Code of the State of Washington (the “UCC”) that Ride the Wind Investors, LLC (the “Secured Party”) will sell all right, title and interest of the Debtor in all intellectual property including (i) all patents, patent applications, patent disclosures, and inventions and all improvements thereto (whether or not patentable or reduced to practice), and all reissues, continuations, continuations-in-part, revisions, divisional, extensions, and reexaminations in connection therewith, (ii) trademarks, service marks, domain names, trade dress, corporate names, trade names, and other indicia of source, and all registrations, applications and renewals in connection therewith, (iii) copyrights and all works of authorship (whether or not copyrightable), and all registrations, applications and renewals in connection therewith, (iv) rights to software, (v) trade secrets, know-how, technologies, databases, processes, techniques, protocols, methods, formulae, algorithms, layouts, designs, specifications and confidential information, (vi) any and all other intellectual property rights; and (vii) the rights to enforce any of the preceding rights (the “Collateral”) at public auction to the highest qualified bidder for cash, or otherwise acceptable terms, as follows:
Date: August 30, 2023
Time: 10:00 A.M. Pacific Standard Time
Place: Black Helterline LLP
805 S.W. Broadway, Suite 1900
Portland, OR 97205
The amount due to Secured Party under the applicable loan documents is $2,611,505.34. Secured Party reserves the right to credit bid any and all indebtedness secured by the applicable loan documents and become the purchaser at the Sale. Secured Party reserves the right to accept or reject any bid and shall not be obligated to make any sale pursuant to this notice (but if any such sale is made, it will be made to the highest bidder at the Sale).
THE COLLATERAL WILL BE SOLD PURSUANT TO APPROPRIATE TRANSFER DOCUMENTS (“TRANSFER DOCUMENTS”) ON AN “AS IS, WHERE IS” BASIS AND WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND OR NATURE WHATSOEVER. THERE IS NO WARRANTY RELATING TO TITLE, POSSESSION, QUITE ENJOYMENT, OR THE LIKE IN THIS DISPOSITION.
The following shall apply with respect to the Sale: Secured Party reserves the right to determine the qualifications of any bidder, including the bidder’s ability to close the transaction, in its sole and absolute discretion. All bids must be in cash or certified funds and without contingencies of any kind. Before any person shall be entitled to bid at the Sale, such bidder must execute such acknowledgments as Secured Party may require in order to acknowledge that such bidder has reviewed the Transfer Documents and is prepared to execute such acknowledgments as may be required as part of the Transfer Documents on the part of a successful bidder. The bid of any prospective purchaser who fails to tender proper payment may be rejected and Secured Party may accept the next highest bid or re-offer the Collateral for sale, at Secured Party’s option. Consummation of sale will be made immediately upon receipt of payment of the full bid price by delivery of an Assignment of Collateral, specifying the transfer “AS-IS, WHERE-IS, WITH ALL FAULTS” and without representation or warranty. The successful bidder will be responsible for payment of any taxes or additions thereto required to be paid in connection with the transfer. In the event that Secured Party is unable for any reason to consummate the sale of the Collateral to the successful bidder, its sole obligation to the bidder shall be the return of the principal amount of the bidder’s deposit, without interest. Other terms and conditions will be announced at the time of sale, and any of the foregoing may be waived or modified by Secured Party in its discretion. Secured Party may adjourn or cancel the Sale hereby advertised or cause such sale to be adjourned from time to time, without written notice or further publication, by announcement at the time and place appointed for such sale, or any adjournment, and, without further notice or publication, such sale may be made at the time or place to which the sale may have been so adjourned.
The Transfer Documents, certain information relating to the Collateral, and certain other information are available for review by a qualified prospective bidder by contacting the person named below. Potential bidders are encouraged to perform such due diligence as they deem necessary. All prospective bidders and others receiving or examining non-public information may be required to enter into a nondisclosure agreement and keep the information strictly confidential. No information provided to a prospective bidder in response to any such request shall constitute a representation or warranty of any kind with respect to such information, the Collateral or the public sale, it being expressly understood that Secured Party makes no representations or warranties of any kind with respect to the foregoing or otherwise. Prospective bidders may obtain additional information by contacting Britta E. Warren of Black Helterline LLP, 805 S.W. Broadway, Suite 1900, Portland, OR, 97205 telephone number 503-224-5560, facsimile 503-224-6148 or email britta.warren@bhlaw.com.
The Debtor, any secondary obligor or any other secured party has a right to redeem the Collateral at any time before the sale by tendering fulfillment of all obligations secured by the Collateral as well as the expenses reasonably incurred by the Secured Party in retaking, holding and preparing the Stock for disposition, in arranging the sale, and the Secured Party’s reasonable attorney’s fees and legal expenses.
Debtor is entitled to an accounting of the unpaid indebtedness secured by the Collateral that the Secured Party intends to sell. Debtor may request an accounting by calling Britta E. Warren of Black Helterline LLP at the number listed above.
Dated: August 9, 2023.
SECURED PARTY:
Wesley J. Hickey, Manager
Ride the Wind Investors, LLC
Black Helterline LLP 805 SW Broadway, Suite 1900 Portland, OR 97205 503.224.5560(p) 503.224.6148(f) www.bhlaw.com
Aug 18, 2023
