EXISTING AND FUTURE LEASEHOLD INTERESTS IN EQUIPMENT AND FIXTURES AND
GOODWILL); STOCK AND OTHER OWNERSHIP INTERESTS IN SUBSIDIARIES AND OTHER
ENTITIES; DOCUMENTS (INCLUDING BILLS OF LADING, WAREHOUSE RECEIPTS AND OTHER
DOCUMENTS OF TITLE); INSTRUMENTS; INVESTMENT PROPERTY AND FINANCIAL ASSETS OF
EVERY KIND; INSURANCE POLICIES (INCLUDING, WITHOUT LIMITATION, THE CASH
SURRENDER VALUE OF ALL LIFE INSURANCE POLICIES); LETTERS OF CREDIT, BANKERS'
ACCEPTANCES, GUARANTIES AND LETTER OF CREDIT RIGHTS, AND ALL SUPPORTING
OBLIGATIONS AND RIGHTS TO RECEIVE PAYMENT THEREUNDER; CASH MONIES, DEPOSITS,
13
SECURITIES, BANK ACCOUNTS, DEPOSIT ACCOUNTS, RESERVES AND CREDITS; ALL PROPERTY
NOW OR HEREAFTER HELD IN ANY CAPACITY BY AGENT OR LENDERS, ANY OF THEIR
AFFILIATES OR ANY ENTITY WHICH, AT ANY TIME, PARTICIPATES IN AGENT'S OR ANY
LENDER'S FINANCING OF BORROWER OR AT ANY OTHER DEPOSITORY OR OTHER INSTITUTION;
AGREEMENTS OR PROPERTY SECURING OR RELATING TO ANY OF THE ITEMS REFERRED TO
ABOVE; ALL COMMERCIAL TORT CLAIMS OF BORROWER BASED ON OR ARISING IN CONNECTION
WITH ANY OF THE MATTERS DESCRIBED ON SCHEDULE 4.3(A), AND ALL JUDGMENTS, ORDERS
AND AWARDS ISSUED IN CONNECTION THEREWITH;
(B)
ALL NOW OWNED AND HEREAFTER ACQUIRED RIGHT, TITLE AND INTEREST OF
BORROWER IN, TO AND IN RESPECT OF ALL GOODS OF BORROWER INCLUDING, WITHOUT
LIMITATION, ALL (I) INVENTORY, WHEREVER LOCATED, WHETHER NOW OWNED OR HEREAFTER
ACQUIRED, OF WHATEVER KIND, NATURE OR DESCRIPTION, INCLUDING, WITHOUT
LIMITATION, ALL RAW MATERIALS, WORK-IN-PROCESS, FINISHED GOODS, AND MATERIALS TO
BE USED OR CONSUMED IN BORROWER'S BUSINESS; ALL RETURNED OR REPOSSESSED GOODS
AND ALL NAMES OR MARKS AFFIXED TO OR TO BE AFFIXED THERETO FOR PURPOSES OF
SELLING SAME BY THE SELLER, MANUFACTURER, LESSOR OR LICENSOR THEREOF AND
(II) EQUIPMENT AND FIXTURES WHEREVER LOCATED, WHETHER NOW OWNED OR HEREAFTER
ACQUIRED, INCLUDING, WITHOUT LIMITATION, ALL MACHINERY, MOTOR VEHICLES, AND
FURNITURE AND ANY AND ALL ADDITIONS, SUBSTITUTIONS, REPLACEMENTS (INCLUDING
SPARE PARTS) AND ACCESSIONS THEREOF AND THERETO;
(C)
WITHOUT IN ANY WAY LIMITING THE GENERALITY OF ANY OF THE
FOREGOING, ALL NOW OWNED OR HEREAFTER ACQUIRED RIGHT, TITLE AND INTEREST OF
BORROWER IN, TO AND IN RESPECT OF ALL (I) MARGIN DEPOSITS AND ACCOUNTS
MAINTAINED BY BORROWER WITH ANY PARTY (INCLUDING, WITHOUT LIMITATION, ALL
APPROVED MARGIN DEPOSITS); (II) FUTURES CONTRACTS; (III) DELIVERY CONTRACTS WITH
BORROWER'S CUSTOMERS; AND (IV) BORROWER'S CUSTOMER LIST;
(D)
ALL NOW OWNED AND HEREAFTER ACQUIRED RIGHT, TITLE AND INTERESTS OF
BORROWER IN, TO AND IN RESPECT OF ANY PERSONAL PROPERTY IN OR UPON WHICH AGENT
OR ANY LENDER HAS OR MAY HEREAFTER HAVE A SECURITY INTEREST, LIEN OR RIGHT OF
SETOFF;
(E)
ALL PRESENT AND FUTURE BOOKS AND RECORDS RELATING TO ANY OF THE
ABOVE INCLUDING, WITHOUT LIMITATION, ALL COMPUTER PROGRAMS, PRINTED OUTPUT AND
COMPUTER READABLE DATA IN THE POSSESSION OR CONTROL OF BORROWER, ANY COMPUTER
SERVICE BUREAU OR OTHER THIRD PARTY; AND
(F)
ALL PRODUCTS AND PROCEEDS OF THE FOREGOING IN WHATEVER FORM AND
WHEREVER LOCATED, INCLUDING, WITHOUT LIMITATION, ALL INSURANCE PROCEEDS AND ALL
CLAIMS AGAINST THIRD PARTIES FOR LOSS OR DESTRUCTION OF OR DAMAGE TO ANY OF THE
FOREGOING.
Without in any way limiting the generality of