S
E
C
U
R
I
T
Y
A
G
R
E
E
M
E
N
T ****************
Reg. Date: MAY 18, 2006
Reg. Length: 7 YEARS
Reg. Time; 18:11:50
Expiry Date: MAY 18, 2013
Base Reg. #: 013758D
Control #: B7343333
Block#
S0001
Secured Party:
CIT BUSINESS CREDIT CANADA INC.
207 QUEEN'S QUAY WEST, STE 700
TORONTO ON M5J 1A7
=D0001
Base Debtor:
ZELLSTOFF CELGAR LIMITED PARTNERSHIP
(Business)
925 WEST GEORGIA ST., STE 1000
VANCOUVER BC V6C 3L2
D0002
Bus. Debtor:
ZELLSTOFF CELGAR LIMITED
925 WEST GEORGIA ST., STE 1000
VANCOUVER BC V6C 3L2
General Collateral:
ALL OF THE DEBTOR'S PRESENT AND FUTURE ACCOUNTS, CHATTEL PAPER, CONTRACTS,
DOCUMENTS OF TITLE, INSTRUMENTS, INTANGIBLES, INTELLECTUAL PROPERTY RIGHTS,
INVENTORY, MONEY, PERMITS AND EQUITY SECURITIES {INCLUDING ALL SUCH PROPERTY AT
ANY TIME OWNED, LEASED OR LICENSED BY THE DEBTOR, OR IN WHICH THE DEBTOR AT ANY
TIME HAS ANY INTEREST OR TO WHICH THE DEBTOR IS OR MAY AT ANY TIME BECOME
ENTITLED) AND ALL PROCEEDS THEREOF AND DIVIDENDS OR DISTRIBUTIONS THEREON,
WHEREVER LOCATED AND BOOKS AND RECORDS RELATED TO THE FOREGOING.
IN THIS REGISTRATION, "ACCOUNTS", "CHATTEL PAPER", "DOCUMENTS OF TITLE",
"INSTRUMENTS", "INTANGIBLES", "INVENTORY", "MONEY" AND "PROCEEDS" HAVE THE
MEANING GIVEN TO THEM IN THE PERSONAL PROPERTY SECURITY ACT (BRITISH COLUMBIA).
IN THIS REGISTRATION:
"CONTRACTS" MEANS ALL CONTRACTS, LICENCES AND AGREEMENTS TO WHICH THE DEBTOR
IS AT ANY TIME A PARTY OR PURSUANT TO WHICH THE DEBTOR HAS AT ANY TIME ACQUIRED
RIGHTS RELATING TO THE SALE OF INVENTORY OR THE COLLECTION OF ACCOUNTS, AND
INCLUDES (I) ALL. RIGHTS OF THE DEBTOR TO RECEIVE MONEY DUE AND TO BECOME DUE TO
IT IN CONNECTION WITH ANY SUCH CONTRACT, LICENCE OR AGREEMENT, (II) ALL RIGHTS
OF THE DEBTOR TO DAMAGES ARISING OUT OF, OR FOR BREACH OR DEFAULT IN RESPECT OF,
ANY SUCH CONTRACT, LICENCE OR AGREEMENT, AND (III) ALL RIGHTS OF THE DEBTOR TO
PERFORM AND EXERCISE ALL REMEDIES IN CONNECTION WITH ANY SUCH CONTRACT, LICENCE
OR AGREEMENT;
Continued on Page 2
Search Criteria: ZELLSTOFF CELGAR LIMITED PARTNERSHIP
Page: 2
"EQUITY SECURITIES" MEANS ANY AND ALL SHARES, INTERESTS, PARTICIPATIONS,
RIGHTS IN, OR OTHER EQUIVALENTS (HOWEVER DESIGNATED AND WHETHER VOTING AND
NON-VOTING) HELD BY THE DEBTOR IN THE CAPITAL OF ANY CREDIT PARTY, WHETHER
OUTSTANDING ON THE DATE HEREOF OR ISSUED AFTER THE DATE HEREOF, INCLUDING ANY
INTEREST IN A PARTNERSHIP, LIMITED PARTNERSHIP OR OTHER SIMILAR PERSON AND ANY
BENEFICIAL INTEREST IN A TRUST, AND ANY AND ALL RIGHTS, WARRANTS, DEBT
SECURITIES, OPTIONS OR OTHER RIGHTS EXCHANGEABLE FOR OR CONVERTIBLE INTO ANY OF
THE FOREGOING;
"INTELLECTUAL PROPERTY RIGHTS" MEANS ALL TRADE-MARKS, TRADE NAMES AND OTHER
INTELLECTUAL PROPERTY RIGHTS THAT MAY BE UTILIZED OR RELIED UPON FROM TIME TO
TIME, IN CONNECTION WITH THE SALE OF INVENTORY;
"PERMITS" MEANS ALL PERMITS, LICENCES, AUTHORIZATIONS, APPROVALS, FRANCHISES,
RIGHTS-OF-WAY, EASEMENTS AND ENTITLEMENTS THAT THE DEBTOR HAS, REQUIRES OR IS
REQUIRED TO HAVE, TO MARKET, SELL OR TRANSPORT INVENTORY OR COLLECT ACCOUNTS;
AND
"BOOKS AND RECORDS" MEANS ALL BOOKS, RECORDS, FILES, PAPERS, DISKS, DOCUMENTS
AND OTHER REPOSITORIES OF