such terms in the UCC: "Account" (including health-care-insurance
receivables), "Account Debtor", "Chattel Paper" (including tangible and
electronic chattel paper), "Commercial Tort Claims", "Commodity Account",
"Deposit Account", "Documents", "Equipment" (including all accessions and
additions thereto), "Fixtures", "General Intangible" (including payment
intangibles and software), "Instrument", "Inventory" (including all goods held
for sale or lease or to be furnished under a contract of service, and including
returns and repossessions), "Investment Property" (including securities and
securities entitlements), "Letter-of-Credit Right" (whether or not the letter of
credit is evidenced by a writing), "Payment Intangibles", "Proceeds",
"Promissory Notes", "Securities Account", and "Supporting Obligations". Each of
the foregoing defined terms shall include all of such items now owned, or
hereafter acquired, by either Grantor.
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2.
GRANT OF SECURITY INTEREST. AS COLLATERAL SECURITY FOR THE FULL, PROMPT,
COMPLETE AND FINAL PAYMENT AND PERFORMANCE WHEN DUE (WHETHER AT STATED MATURITY,
BY ACCELERATION OR OTHERWISE) OF ALL THE SECURED OBLIGATIONS AND IN ORDER TO
INDUCE THE SECURED PARTIES TO CAUSE THE LOANS TO BE MADE, EACH GRANTOR HEREBY
ASSIGNS, CONVEYS, MORTGAGES, PLEDGES, HYPOTHECATES AND TRANSFERS TO THE SECURED
PARTIES, AND HEREBY GRANTS TO THE SECURED PARTIES, A SECURITY INTEREST IN ALL OF
EACH GRANTOR'S RIGHT, TITLE AND INTEREST IN, TO AND UNDER THE FOLLOWING, WHETHER
NOW OWNED OR HEREAFTER ACQUIRED, (ALL OF WHICH BEING COLLECTIVELY REFERRED TO
HEREIN AS THE "COLLATERAL"):
(A) ALL ACCOUNTS OF EACH GRANTOR;
(B) ALL CHATTEL PAPER OF EACH GRANTOR;
(C) ALL COMMERCIAL TORT CLAIMS OF EACH GRANTOR;
(D) ALL CONTRACTS OF EACH GRANTOR;
(E) ALL DEPOSIT ACCOUNTS OF EACH GRANTOR;
(F) ALL DOCUMENTS OF EACH GRANTOR;
(G) ALL EQUIPMENT OF EACH GRANTOR;
(H) ALL FIXTURES OF EACH GRANTOR;
(I) ALL GENERAL INTANGIBLES OF EACH GRANTOR, INCLUDING, WITHOUT LIMITATION,
PAYMENT INTANGIBLES, ALL COPYRIGHTS, PATENTS, TRADEMARKS, LICENSES, DESIGNS,
DRAWINGS, TECHNICAL INFORMATION, MARKETING PLANS, CUSTOMER LISTS, TRADE SECRETS,
PROPRIETARY OR CONFIDENTIAL INFORMATION, INVENTIONS (WHETHER OR NOT PATENTABLE),
PROCEDURES, KNOW-HOW, MODELS AND DATA;
(J) ALL INSTRUMENTS OF EACH GRANTOR, INCLUDING, WITHOUT LIMITATION, PROMISSORY
NOTES;
(K) ALL INVENTORY OF EACH GRANTOR;
(L) ALL INVESTMENT PROPERTY OF EACH GRANTOR;
(M) ALL LETTER-OF CREDIT RIGHTS OF EACH GRANTOR;
(N) ALL SUPPORTING OBLIGATIONS OF EACH GRANTOR;
(O) ALL PROPERTY OF EACH GRANTOR HELD BY ANY SECURED PARTY, OR ANY OTHER PARTY
FOR WHOM ANY SECURED PARTY IS ACTING AS AGENT HEREUNDER, INCLUDING, WITHOUT
LIMITATION, ALL PROPERTY OF EVERY-DESCRIPTION NOW OR HEREAFTER IN THE POSSESSION
OR CUSTODY OF OR IN TRANSIT TO ANY SECURED PARTY OR SUCH OTHER PARTY FOR ANY
PURPOSE, INCLUDING, WITHOUT LIMITATION, SAFEKEEPING, COLLECTION OR PLEDGE, FOR
THE ACCOUNT OF EITHER GRANTOR, OR AS TO WHICH EITHER GRANTOR MAY HAVE ANY RIGHT
OR POWER;
(P) ALL CAPITAL STOCK OF SUB OWNED BY BJT,
(Q) ALL OTHER GOODS AND PERSONAL PROPERTY OF EACH GRANTOR, WHEREVER LOCATED,
WHETHER TANGIBLE OR INTANGIBLE, AND WHETHER NOW OWNED OR HEREAFTER ACQUIRED,
EXISTING, LEASED OR CONSIGNED BY OR TO GRANTOR;
(R) ALL REAL PROPERTY; AND
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(S) TO THE EXTENT NOT OTHERWISE INCLUDED, ALL PROCEEDS OF EACH OF THE FOREGOING
AND ALL ACCESSIONS TO,