ENFORCE ANY RIGHTS IN RESPECT OF THE
COLLATERAL, EXCEPT THROUGH THE COLLATERAL AGENT AND IN ACCORDANCE WITH THIS
AGREEMENT.
14.13
DEFINITIONS; INTERPRETATION.
(A)
UNLESS OTHERWISE DEFINED HEREIN, CAPITALIZED TERMS USED HEREIN
SHALL HAVE THE RESPECTIVE MEANINGS ASCRIBED THERETO IN ANNEX A OR, IF NOT
DEFINED HEREIN OR IN ANNEX A, AS DEFINED IN THE CREDIT AGREEMENT.
(B)
THE DEFINITIONS SET FORTH HEREIN (INCLUDING THOSE SET FORTH IN
ANNEX A) SHALL BE EQUALLY APPLICABLE EQUALLY APPLICABLE TO BOTH THE SINGULAR AND
PLURAL FORMS OF THE DEFINED TERMS.
IN THE COMPUTATION OF PERIODS OF TIME FROM A
SPECIFIED DATE TO A LATER SPECIFIED DATE, THE WORD "FROM" MEANS "FROM AND
INCLUDING" AND THE WORDS "TO" AND "UNTIL" EACH MEAN "TO BUT EXCLUDING."
THE
WORDS "HEREIN," "HEREOF" AND WORDS OF SIMILAR IMPORT AS USED IN THIS AGREEMENT
SHALL REFER TO THIS AGREEMENT AS A WHOLE AND NOT TO ANY PARTICULAR PROVISION IN
THIS AGREEMENT.
REFERENCES TO "ARTICLES", "SECTIONS", "PARAGRAPHS", "EXHIBITS"
AND "SCHEDULES" IN THIS AGREEMENT SHALL REFER TO ARTICLES, SECTIONS, PARAGRAPHS,
EXHIBITS AND SCHEDULES OF THIS AGREEMENT UNLESS OTHERWISE EXPRESSLY PROVIDED;
REFERENCES TO PERSONS INCLUDE THEIR RESPECTIVE PERMITTED SUCCESSORS AND ASSIGNS
OR, IN THE CASE OF GOVERNMENTAL PERSONS, PERSONS SUCCEEDING TO THE RELEVANT
FUNCTIONS OF SUCH PERSONS; AND ALL REFERENCES TO STATUTES AND RELATED
REGULATIONS SHALL INCLUDE ANY AMENDMENTS OF SAME AND ANY SUCCESSOR STATUTES AND
REGULATIONS.
UNLESS OTHERWISE EXPRESSLY PROVIDED HEREIN, REFERENCES TO
CONSTITUTIVE AND ORGANIZATIONAL DOCUMENTS AND TO AGREEMENTS (INCLUDING THE LOAN
DOCUMENTS) AND OTHER CONTRACTUAL INSTRUMENTS SHALL BE DEEMED
41
TO INCLUDE SUBSEQUENT AMENDMENTS, RESTATEMENTS, EXTENSIONS, SUPPLEMENTS AND
OTHER MODIFICATIONS THERETO, BUT ONLY TO THE EXTENT THAT SUCH AMENDMENTS,
RESTATEMENTS, EXTENSIONS, SUPPLEMENTS AND OTHER MODIFICATIONS ARE NOT PROHIBITED
BY ANY LOAN DOCUMENT..
14.14
CONFLICTS WITH THE CREDIT AGREEMENT.
TO THE EXTENT OF ANY CONFLICT
BETWEEN ANY PROVISION OF THIS AGREEMENT AND ANY PROVISION OF THE CREDIT
AGREEMENT, THE CREDIT AGREEMENT SHALL GOVERN TO THE EXTENT OF SUCH
INCONSISTENCY.
14.15
REFERENCES TO THIS AGREEMENT IN OTHER DOCUMENTS.
THIS AGREEMENT IS
(A) THE "FIRST PRIORITY SECURITY AGREEMENT" AND THE "SECOND PRIORITY SECURITY
AGREEMENT", EACH AS DEFINED IN THE SENIOR SECURED NOTES INDENTURE, (B) THE
"SECURITY AGREEMENT" AS DEFINED IN THE CREDIT AGREEMENT AND (C) THE "SECURITY
AGREEMENT" AS DEFINED IN THE INTERCREDITOR AGREEMENT.
[SIGNATURE PAGES FOLLOW]
42
IN WITNESS WHEREOF, the parties hereto have caused this Collateral Security
Agreement to be executed on their behalf as of the date first referred to above.
DEUTSCHE BANK AG NEW YORK BRANCH,
as Collateral Agent,
By:
/s/ Marguerite Sutton
Name: Marguerite Sutton
Title: Director
DEUTSCHE BANK AG NEW YORK BRANCH, as
Administrative Agent
By:
/s/ Marguerite Sutton
Name: Marguerite Sutton
Title: Director
DEUTSCHE BANK AG NEW YORK BRANCH,
as UK Security Trustee
By:
/s/ Marguerite Sutton
Name: Marguerite Sutton
Title: Director
Signature Page to Collateral Security Agreement
HUNTSMAN INTERNATIONAL LLC,
as an Assignor
By:
/s/ Sean Douglas
Name: Sean Douglas
Title: Vice President and Treasurer
Signature Page to Collateral Security Agreement
HUNTSMAN FUELS, L.P.
By: Petrostar Fuels LLC, its General Partner