Trademarks
Grantor
Description of Trademark
Registration Number
Issue Date
(F)
Trademark Licenses
Grantor
Description of Trademark Licence
Registration Number
of underlying Trademark
Name of Licensor
(G)
Copyright Licences
III.
COMMERCIAL TORT CLAIMS
Grantor
Commercial Tort Claims
IV.
LETTER OF CREDIT RIGHTS
Grantor
Description of Letters
of Credit
SCHEDULE 5.2-3
V.
WAREHOUSEMAN, BAILEES AND OTHER THIRD PARTIES IN POSSESSION OF COLLATERAL
Grantor
Description of Property
Name and Address of Third Party
V1. MATERIAL CONTRACTS
Grantor
Description of Material
Contract
SCHEDULE 5.2-4
SCHEDULE 5.4
TO U.S. PLEDGE AND SECURITY AGREEMENT
FINANCING STATEMENTS:
Grantor
Filing Jurisdiction(s)
SCHEDULE 5.4-1
SCHEDULE 5.5
TO U.S. PLEDGE AND SECURITY AGREEMENT
Grantor
Location of Inventory
SCHEDULE 5.5-1
EXHIBIT A
TO U.S. PLEDGE AND SECURITY AGREEMENT
PLEDGE SUPPLEMENT
This PLEDGE SUPPLEMENT, dated [mm/dd/yy], is delivered by [NAME OF GRANTOR] a
[NAME OF STATE OF INCORPORATION] [Corporation] (the "Grantor") pursuant to the
U.S. Pledge and Security Agreement, dated as of [mm/dd/yy] (as it may be from
time to time amended, restated, modified or supplemented, the "Security
Agreement"), among the other Grantors named therein, and GOLDMAN SACHS CREDIT
PARTNERS L.P., as the Collateral Agent. Capitalized terms used herein not
otherwise defined herein shall have the meanings ascribed thereto in the
Security Agreement.
Grantor hereby confirms the grant to the Collateral Agent set forth in the
Security Agreement of, and does hereby grant to the Collateral Agent, a security
interest in all of Grantor's right, title and interest in and to all Collateral
to secure the Secured Obligations, in each case whether now or hereafter
existing or in which Grantor now has or hereafter acquires an interest and
wherever the same may be located. Grantor represents and warrants that the
attached Supplements to Schedules accurately and completely set forth all
additional information required to be provided pursuant to the Security
Agreement and hereby agrees that such Supplements to Schedules shall constitute
part of the Schedules to the Security Agreement.
THIS AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE
GOVERNED BY, AND SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF
THE STATE OF NEW YORK, WITHOUT REGARD TO ITS CONFLICTS OF LAW PRINCIPLES INSOFAR
AS SUCH PRINCIPLES WOULD DEFER TO THE SUBSTANTIVE LAWS OF SOME OTHER
JURISDICTION (OTHER THAN ANY MANDATORY PROVISIONS OF THE UCC RELATING TO THE LAW
GOVERNING PERFECTION AND THE EFFECT OF PERFECTION OF THE SECURITY INTEREST).
IN WITNESS WHEREOF, Grantor has caused this Pledge Supplement to be duly
executed and delivered by its duly authorized officer as of [mm/dd/yy].
[NAME OF GRANTOR]
By: ___________________________
Name:
Title:
EXHIBIT A-1
SUPPLEMENT TO SCHEDULE 5.1
TO U.S. PLEDGE AND SECURITY AGREEMENT
Additional Information:
GENERAL INFORMATION
(A)
Full Legal Name, Type of Organization, Jurisdiction of
Organization, Chief Executive Office/Sole Place of Business (or Residence if
Grantor is a Natural Person) and Organizational Identification Number of each
Grantor:
Chief Executive
Office/Sole Place of
Business (or
Full Legal
Type of
Jurisdiction of
Residence if Grantor
Name
Organization
Organization
is
a Natural Person)
Organization