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Intellectual Property Security Agreement Between Company And Investors

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Exhibit 10.5


This Intellectual Property Security Agreement is entered into as of December 29, 2006 by and between LONGVIEW FUND, LP AND ALPHA CAPITAL ANSTALT (collectively, " Lender" ) and IRVINE SENSORS CORPORATION, a Delaware corporation (" Grantor" ). RECITALS

A. Lender has agreed to make certain advances of money and to extend certain financial accommodations to Grantor (the " Loans" ) in the amounts and manner set forth in that certain Loan and Security Agreement by and between Lender and Grantor dated of even date herewith (as the same may be amended, modified or supplemented from time to time, the " Loan Agreement" ; capitalized terms used herein are used as defined in the Loan Agreement). Lender is willing to make the Loans to Grantor, but only upon the condition, among others, that Grantor shall grant to Lender a security interest in certain Copyrights, Trademarks and Patents to secure the obligations of Grantor under the Loan Agreement. B. Pursuant to the terms of the Loan Agreement, Grantor has granted to Lender a security interest in all of Grantor' s right, title and interest, whether presently existing or hereafter acquired, in, to and under all of the Collateral.

NOW, THEREFORE, for good and valuable consideration, receipt of which is hereby acknowledged, and intending to be legally bound, as collateral security for the prompt and complete payment when due of its obligations under the Loan Agreement and all other agreements now existing or hereafter arising between Grantor and Lender, Grantor hereby represent
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