LEGAL NAME - insert only one debtor name (1a
or 1b) - do not abbreviate or combine names
OR
2a. ORGANIZATION'S NAME
2b. INDIVIDUAL'S LAST NAME
FIRST NAME
MIDDLE NAME
SUFFIX
2c. MAILING ADDRESS
CITY
STATE
POSTAL CODE
COUNTRY
2d. SEE INSTRUCTIONS
ADD'L INFO RE
ORGANIZATION
DEBTOR
2e. TYPE OF ORGANIZATION
2f. JURISDICTION OF ORGANIZATION
2g. ORGANIZATION ID#, if any
NONE
3. SECURED PARTY'S NAME (or NAME of TOTAL ASSIGNEE or ASSIGNOR S/P) - insert
only one secured party name (3a or 3b)
OR
3a. ORGANIZATION'S NAME
DEUTSCHE BANK AG NEW YORK BRANCH, AS ADMINISTRATIVE AGENT
3b. INDIVIDUAL'S LAST NAME
FIRST NAME
MIDDLE NAME
SUFFIX
3c. MAILING ADDRESS
225 FRANKLIN STREET, 24TH FLOOR
CITY
BOSTON
STATE
MA
POSTAL CODE
02110
COUNTRY
USA
4. This FINANCING STATEMENT covers the following collateral:
See Schedule A attached hereto and made a part hereof.
5. ALTERNATIVE DESIGNATION [if applicable]:
LESSEE/LESSOR
CONSIGNEE/CONSIGNOR
BAILEE/BAILOR
SELLER/BUYOR
AG.
LIEN
NON-UCC FILING
6.
This FINANCING STATEMENT is to be filed [for record] (or recorded) in the REAL
ESTATE RECORDS.
Attach Addendum
[if
applicable]
7. Check to REQUEST SEARCH REPORT(S) on Debtor(s)
[ADDITIONAL FEE]
[optional]
All Debtors Debtor 1 Debtor 2
8. OPTIONAL FILER REFERENCE DATA
SOS
DELAWARE
(052529-0177)
(MEA/PMR/CF)
doc.
# 811384
FILING OFFICE COPY - NATIONAL UCC FINANCING STATEMENT (FORM UCC1) (REV.
05/22/02)
SCHEDULE A TO UCC FINANCING STATEMENT
DEBTOR:
SUNPOWER NORTH AMERICA, LLC
3939 NORTH FIRST STREET
SAN JOSE, CA 95134
SECURED PARTY:
DEUTSCHE BANK AG NEW YORK BRANCH, AS ADMINISTRATIVE AGENT
225 FRANKLIN STREET, 24TH FLOOR
BOSTON, MA 02110
This financing statement covers the following types or items of property, in
each case whether now owned or hereafter acquired and whether now existing or
hereafter arising and regardless of whether located:
All of the Debtor's right, title and interest in and to: (i) all Accounts and
Inventory of the Debtor and (ii) Contract Rights, Supporting Obligations,
General Intangibles, and Records to the extent relating to or supporting such
Accounts or Inventory of the Debtor or any Proceeds or products of either
thereof, in each case wheresoever located, and, to the extent not otherwise
included, all Proceeds and products of any of the foregoing; provided, however,
that receivables in respect of rebates from U.S. Governmental Authorities sold
pursuant to the Tech Credit Agreement, shall not constitute collateral
hereunder.
Definitions.
Capitalized terms used herein have the meanings specified below.
"Account" shall have the meaning provided therefor in the New York UCC.
"Contract Rights" shall mean all rights of the Debtor under contracts and
agreements (including those giving rise to an Account) to which the Debtor is a
party or by which it or its assets are bound, as the same may be amended,
supplemented, extended or replaced, including (a) all rights of the Debtor to
receive money or other property thereunder or in connection therewith, (b) all
rights to damages for default or other violation, and (c) all rights to make
waivers, releases, modifications, and amendments thereto and to exercise
remedies thereunder.
"Debtor" means SunPower North America,