Common use of DESCRIPTION OF COLLATERAL Clause in Contracts

DESCRIPTION OF COLLATERAL. The Collateral, as defined in the Loan ------------------------- Agreement, includes, without limitation, the following items and types of collateral as well as certain other items and types of collateral in which Trustor now or at any time hereafter has any interest (the "Collateral"): all Goods (including Inventory and Equipment), General Intangibles (except as provided below), Accounts, certificates of title, fixtures, money, instruments, securities, investment property, documents, chattel paper, credit balances, deposits, deposit accounts, letters of credit, bankers' acceptances, guaranties, credits, claims, choses in action, demands, and all present and future Liens, security interests, rights, insurance, remedies, title and interest in, to and in respect of Accounts and other property of every kind and description and all other personal property, now or hereafter owned, acquired, existing, arising, held, used, sold or consumed in connection with Xxxxxxxx's Business or Secured Property and any other property, rights and interests of Borrower which at any time relate to, arise out of or in connection with the foregoing or which shall come into the possession or custody or under the control of Secured Party or any of its agents or representatives, for any purpose (including, without limitation, any Replacement Collateral); all additions and accessions thereto, substitutions therefor and replacements and improvements of or to any or all of the foregoing, all interest, income, dividends, distributions and earnings thereon or other monies or revenues derived therefrom, and all moneys which may become payable under any policy insuring any of the foregoing or otherwise required to be maintained hereunder (including the return of unearned premiums); and all products and proceeds of the foregoing. In the event and to the extent requested by the Secured Party under Section 2.13 of the Loan Agreement, Borrower shall pledge and grant a security interest in its right, title and interest in and to the Principal Agreements, then Borrower shall be deemed to hereby grant a security interest in all of its right, title and interest in and to the Principal Agreements, and all proceeds thereof.

DESCRIPTION OF COLLATERAL. The Collateral, as defined in the Loan ------------------------- Agreement, includes, without limitation, the following items and types of collateral as well as certain other items and types of collateral in which Trustor now or at any time hereafter has any interest (the "Collateral"): all Goods (including Inventory and Equipment), General Intangibles (except as provided below), Accounts, certificates of title, fixtures, money, instruments, securities, investment property, documents, chattel paper, credit balances, deposits, deposit accounts, letters of credit, bankers' acceptances, guaranties, credits, claims, choses in action, demands, and all present and future Liens, security interests, rights, insurance, remedies, title and interest in, Debtor hereby grants to and in respect of Accounts and other property of every kind and description and all other personal property, now or hereafter owned, acquired, existing, arising, held, used, sold or consumed in connection with Xxxxxxxx's Business or Secured Property and any other property, rights and interests of Borrower which at any time relate to, arise out of or in connection with the foregoing or which shall come into the possession or custody or under the control of Secured Party or any on behalf of its agents or representatives, and for any purpose (including, without limitation, any Replacement Collateral); all additions and accessions thereto, substitutions therefor and replacements and improvements of or to any or all the ratable benefit of the foregoing, all interest, income, dividends, distributions and earnings thereon or other monies or revenues derived therefrom, and all moneys which may become payable under any policy insuring any of the foregoing or otherwise required to be maintained hereunder (including the return of unearned premiums); and all products and proceeds of the foregoing. In the event and to the extent requested by the Secured Party under Section 2.13 of the Loan Agreement, Borrower shall pledge and grant a security interest in its right, title and interest in and to the Principal Agreements, then Borrower shall be deemed to hereby grant Banks a security interest in all of its rightthe Debtor's present and after acquired personal property (and hereby pledges and assigns as applicable) and agrees that Secured Party shall continue to have a security interest in (and a pledge and assignment as applicable), title in all of the Debtor's present and interest after acquired personal property, and without limiting the generality of the foregoing, in and to the Principal Agreementsfollowing property, to wit: All Accounts. All accounts, contract rights, rights to the payment of money including, but not limited to, tax refund claims, insurance proceeds, proceeds from tort claims and any rent payable due or to become due under any rent or lease contracts, now owned or existing as well as any and all that may hereafter arise or be acquired by Debtor, and all the proceeds and products thereof, including without limitation, all notes, drafts, acceptances, instruments and chattel paper arising therefrom, and all returned or repossessed goods arising from or relating to any such accounts, or other proceeds or products of any sale, lease, rental or other disposition of Debtor's inventory. All Inventory. All of Debtor's inventory, including all goods, merchandise, raw materials, goods or work in process, finished goods and other tangible personal property, wheresoever located, now owned or hereafter acquired and held for sale, rent or lease or furnished or to be furnished under contracts for service or used or consumed in Debtor's business and all additions and accessions thereto and contracts with respect thereto and all documents of title evidencing or representing any part thereof, and all products and proceeds thereof.

DESCRIPTION OF COLLATERAL. The Collateral, as defined in the Loan ------------------------- Agreement, includes, without limitation, the following items and types Collateral consists of collateral as well as certain other items and types of collateral in which Trustor now or at any time hereafter has any interest (the "Collateral"): all Goods (including Inventory and Equipment), General Intangibles (except as provided below), Accounts, certificates of title, fixtures, money, instruments, securities, investment property, documents, chattel paper, credit balances, deposits, deposit accounts, letters of credit, bankers' acceptances, guaranties, credits, claims, choses in action, demands, and all present and future Liens, security interests, rights, insurance, remedies, title and interest in, to and in respect of Accounts and other property of every kind and description and all other personal property, now or hereafter owned, acquired, existing, arising, held, used, sold or consumed in connection with Xxxxxxxx's Business or Secured Property and any other property, rights and interests of Borrower which at any time relate to, arise out of or in connection with the foregoing or which shall come into the possession or custody or under the control of Secured Party or any of its agents or representatives, for any purpose (including, without limitation, any Replacement Collateral); all additions and accessions thereto, substitutions therefor and replacements and improvements of or to any or all of the foregoing, all interest, income, dividends, distributions and earnings thereon or other monies or revenues derived therefrom, and all moneys which may become payable under any policy insuring any of the foregoing or otherwise required to be maintained hereunder (including the return of unearned premiums); and all products and proceeds of the foregoing. In the event and to the extent requested by the Secured Party under Section 2.13 of the Loan Agreement, Borrower shall pledge and grant a security interest in its each Borrower’s right, title and interest in and to the Principal Agreementsfollowing: All goods and equipment as defined in the Uniform Commercial Code now owned or hereafter acquired, then Borrower shall be deemed to hereby grant a security including, without limitation, all machinery, fixtures, vehicles (including motor vehicles and trailers), and any interest in all any of its right, title and interest in and to the Principal Agreementsforegoing, and all proceeds attachments, accessories, accessions, replacements, substitutions, additions, and improvements to any of the foregoing, wherever located; All Inventory as defined in the Uniform Commercial Code and includes, now owned or hereafter acquired, including, without limitation, all merchandise, raw materials, parts, supplies, packing and shipping materials, work in process and finished products including such inventory as is temporarily out of Borrower’s custody or possession or in transit and including any returns upon any accounts or other Proceeds, , resulting from the sale or disposition of any of the foregoing and any documents of title representing any of the above; All contract rights and general intangibles now owned or hereafter acquired, including, without limitation, goodwill, trademarks, servicemarks, trade styles, trade names, patents, patent applications, leases, license agreements, franchise agreements, blueprints, drawings, purchase orders, customer lists, route lists, infringements, claims, computer programs, computer discs, computer tapes, literature, reports, catalogs, design rights, income tax refunds, payments of insurance and rights to payment of any kind; All Accounts as defined in the Uniform Commercial Code and includes now existing and hereafter arising accounts, contract rights, royalties, license rights and all other forms of obligations owing to Borrower arising out of the sale or lease of goods, the licensing of technology or the rendering of services by Borrower, whether or not earned by performance, and any and all credit insurance, guaranties, and other security therefore, as well as all merchandise returned to or reclaimed by Borrower; All Letter-Of-Credit Rights (whether or not the letter of credit is evidenced by a writing); All documents, cash, deposit accounts, securities, securities entitlements, securities accounts, investment property, financial assets, letters of credit, certificates of deposit, instruments and chattel paper now owned or hereafter acquired and Borrower’s Books relating to the foregoing; All copyright rights, copyright applications, copyright registrations and like protections in each work of authorship and derivative work thereof., whether published or unpublished, now owned or hereafter acquired; all trade secret rights, including all rights to unpatented inventions, know-how, operating manuals, license rights and agreements and confidential information, now owned or hereafter acquired; all mask work or similar rights available for the protection of semiconductor chips, now owned or hereafter acquired; all claims for damages by way of any past, present and future infringement of any of the foregoing; and All Supporting Obligations and all of the Borrower’s Books relating to the foregoing and any and all claims, rights and interests in any of the above and all substitutions for, additions and accessions to and Proceeds thereof. EXHIBIT B LOAN PAYMENT/ADVANCE TELEPHONE REQUEST FORM DEADLINE FOR SAME DAY PROCESSING IS 3:00 P.M., E.S.T. TO: CENTRAL CLIENT SERVICE DIVISION DATE: FAX#: (000) 000-0000 TIME: FROM: CLIENT NAME (BORROWER) REQUESTED BY: AUTHORIZED SIGNER’S NAME AUTHORIZED SIGNATURE: PHONE NUMBER: FROM ACCOUNT # TO ACCOUNT # REQUESTED TRANSACTION TYPE REQUEST DOLLAR AMOUNT PRINCIPAL INCREASE (ADVANCE) $ PRINCIPAL PAYMENT (ONLY) $ INTEREST PAYMENT (ONLY) $ PRINCIPAL AND INTEREST (PAYMENT) $

DESCRIPTION OF COLLATERAL. The Collateral, as defined in the Loan ------------------------- Agreement, includes, without limitation, the following items and types Collateral consists of collateral as well as certain other items and types of collateral in which Trustor now or at any time hereafter has any interest (the "Collateral"): all Goods (including Inventory and Equipment), General Intangibles (except as provided below), Accounts, certificates of title, fixtures, money, instruments, securities, investment property, documents, chattel paper, credit balances, deposits, deposit accounts, letters of credit, bankers' acceptances, guaranties, credits, claims, choses in action, demands, and all present and future Liens, security interests, rights, insurance, remedies, title and interest in, to and in respect of Accounts and other property of every kind and description and all other personal property, now or hereafter owned, acquired, existing, arising, held, used, sold or consumed in connection with Xxxxxxxx's Business or Secured Property and any other property, rights and interests of Borrower which at any time relate to, arise out of or in connection with the foregoing or which shall come into the possession or custody or under the control of Secured Party or any of its agents or representatives, for any purpose (including, without limitation, any Replacement Collateral); all additions and accessions thereto, substitutions therefor and replacements and improvements of or to any or all of the foregoing, all interest, income, dividends, distributions and earnings thereon or other monies or revenues derived therefrom, and all moneys which may become payable under any policy insuring any of the foregoing or otherwise required to be maintained hereunder (including the return of unearned premiums); and all products and proceeds of the foregoing. In the event and to the extent requested by the Secured Party under Section 2.13 of the each Loan Agreement, Borrower shall pledge and grant a security interest in its Party’s right, title and interest in and to all of its personal property, wherever located, whether now owned or hereafter acquired, including the Principal Agreementsfollowing property: All goods, then Borrower Accounts (including health care receivables), Equipment, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (including Intellectual Property), commercial tort claims, documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, deposit accounts and other Collateral Accounts, all certificates of deposit, fixtures, letters of credit rights (whether or not the letter of credit is evidenced by a writing), securities, and all other investment property, supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and All Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral does not include (a) rights held under a license that are not assignable by their terms without the consent of the licensor thereof (but only to the extent such restriction on assignment is effective under Section 9-406, 9-407, 9-408 or 9-409 of the Code (or any successor provision or provisions) of any relevant jurisdiction or any other applicable law (including the Bankruptcy Code) or principles of equity); (b) property owned by any Loan Party that is subject to a purchase money Lien or a capital lease permitted by Section 7.4 if the agreement pursuant to which such Lien is granted (or in the document providing for such capital lease) prohibits or requires the consent of any Person other than such Loan Party and its Affiliates which has not been obtained as a condition to the creation of any other Lien on such property; provided, however, that upon termination of such prohibition or the obtaining of such consent, such interest shall be deemed to hereby grant immediately become Collateral without any action by such Loan Party, Collateral Agent or any Lender; (c) any interest of any Loan Party as a lessee under an Equipment lease if such Loan Party is prohibited by the terms of such lease from granting a security interest in all such lease or under which such an assignment or Lien would cause a default to occur under such lease; provided, however, that upon termination of its rightsuch prohibition, title and such interest in and to shall immediately become Collateral without any action by such Loan Party, Collateral Agent or any Lender; (d) more than 65% of the Principal Agreements, and all proceeds thereof.outstanding voting stock (or other voting equity interest) of any Foreign Subsidiary owned directly by a Loan Party; (e) any interest of Loan Party as a lessee or sublessee under a real property lease; or (f) any intent-to-use trademarks. EXHIBIT B

DESCRIPTION OF COLLATERAL. The CollateralDebtor hereby grants to Secured Party, as defined in for its benefit and the Loan ------------------------- Agreement, includes, without limitation, ratable benefit of the following items and types of collateral as well as certain other items and types of collateral in which Trustor now or at any time hereafter has any interest (the "Collateral"): all Goods (including Inventory and Equipment), General Intangibles (except as provided below), Accounts, certificates of title, fixtures, money, instruments, securities, investment property, documents, chattel paper, credit balances, deposits, deposit accounts, letters of credit, bankers' acceptances, guaranties, credits, claims, choses in action, demands, and all present and future Liens, security interests, rights, insurance, remedies, title and interest in, to and in respect of Accounts Banks and other property of every kind and description and all other personal propertySwap Providers, now or hereafter ownedif any, acquired, existing, arising, held, used, sold or consumed in connection with Xxxxxxxx's Business or Secured Property and any other property, rights and interests of Borrower which at any time relate to, arise out of or in connection with the foregoing or which shall come into the possession or custody or under the control of Secured Party or any of its agents or representatives, for any purpose (including, without limitation, any Replacement Collateral); all additions and accessions thereto, substitutions therefor and replacements and improvements of or to any or all of the foregoing, all interest, income, dividends, distributions and earnings thereon or other monies or revenues derived therefrom, and all moneys which may become payable under any policy insuring any of the foregoing or otherwise required to be maintained hereunder (including the return of unearned premiums); and all products and proceeds of the foregoing. In the event and to the extent requested by the Secured Party under Section 2.13 of the Loan Agreement, Borrower shall pledge and grant a security interest in (and hereby pledges and assigns as applicable), and agrees that Secured Party, for its benefit and the ratable benefit of the Banks and other Swap Providers, if any, shall continue to have a security interest in (and a pledge and assignment as applicable of), all of Debtor's right, title and interest in and to the Principal Agreementsfollowing property (the "Collateral"), then Borrower shall be deemed whether now owned or hereafter acquired, to hereby grant a security interest wit: (i) all (A) crude oil, natural gas and natural gas liquids, other hydrocarbons and ethanol (together, "Feedstocks"), (B) Feedstocks that have been partially processed or refined as isomerate, cat feed, gasoline components or naptha (together, "Intermediate Products") and (C) gasoline, diesel, aviation fuel, fuel oil, propane, ethanol, transmix and other products processed, refined or blended from Feedstocks and Intermediate Products (together "Refined Products"), in all of its righteach case wherever located, title and interest in and to the Principal Agreementsnow or hereafter existing, and all accessions to any of the foregoing, products of any of the foregoing and documents relating to any of the foregoing (any and all such inventory, accessions, products and documents herein called the "Inventory"); (ii) all accounts, contract rights, chattel paper, instruments, general intangibles and other obligations of any kind (including all rights to receive crude oil or petroleum products, to receive payments of money or to receive other value pursuant to contracts, agreements or other arrangements with other Persons, for the trading, lending, borrowing or exchanging of crude oil or petroleum products in the ordinary course of business), now or hereafter existing, whether or not arising out of or in connection with the sale or lease of goods or the rendering of services, and all rights now or hereafter relating to any such accounts, contract rights, chattel paper, instruments, general intangibles or obligations (any and all such accounts, contract rights, chattel paper, instruments, general intangibles, obligations and rights herein called the "Accounts," and any and all such leases, security agreements and other contracts herein called the "Related Contracts"); and (iii) all proceeds of any and all of the foregoing Collateral (including proceeds that constitute property of any type described in Subsections B(i) or B(ii) above) and, to the extent not otherwise included, all (a) payments under insurance (whether or not Secured Party is the loss payee thereof.), or under any indemnity, warranty or guaranty, payable by reason of loss or damage to or otherwise with respect to any of the foregoing Collateral and (b) cash. C.

DESCRIPTION OF COLLATERAL. The Collateral, as defined in All of the Loan ------------------------- Agreement, includes, without limitation, the following items and types of collateral as well as certain other items and types of collateral in which Trustor Debtor’s property now or at any time hereafter has owned by Debtor or in which the Debtor may now or at any time hereafter have any interest (the "Collateral"): all Goods (including Inventory and Equipment), General Intangibles (except as provided below), Accounts, certificates of title, fixtures, money, instruments, securities, investment property, documents, chattel paper, credit balances, deposits, deposit accounts, letters of credit, bankers' acceptances, guaranties, credits, claims, choses in action, demandsor rights, and wherever located, including, without limitation, all present and future Liens, security interests, rights, insurance, remediesof Debtor’s right, title and interest in the following types and items of property: All “accounts,” “general intangibles,” “chattel paper,” “documents,” “instruments,” “deposit accounts,” “inventory,” “farm products,” “fixtures” and “equipment,” as such terms are defined in the Nevada Uniform Commercial Code in effect on the date hereof, and all life and other insurance policies and claims, and all rights in all litigation presently or hereafter pending for any cause or claim (whether in contract, tort or otherwise), and all judgments now or hereafter arising therefrom; the foregoing include, but are not limited to, the following, whether now owned or hereafter acquired, whether now existing or hereafter arising, and wherever located: all accounts receivable; plans and specifications; building materials; option rights; all obligations for the payment of money arising out of Debtor’s sale or lease of goods or rendition of services; all moneys, securities and other property, now or hereafter held or received by, or in transit to, Secured Party from or for Debtor, whether for safekeeping, pledge, custody, transmission, collection or otherwise; all of Debtor’s deposits (general or special), balances, sums and credits with, and all claims of Debtor against Secured Party, at any time existing; all right, title and interest of Debtor, and all of Debtor’s rights, remedies, security and liens, in, to and in respect of Accounts all accounts and other property collateral, including, without limitation, rights of stoppage in transit, replevin, repossession and reclamation and other rights and remedies of an unpaid vendor, lienholder or Secured Party, and all guaranties and other contracts of suretyship with respect to any accounts and other collateral, and all deposits and other security for any accounts and other collateral, and all credit and other insurance; all other general intangibles of every kind and description description, including (without limitation) trade names and trademarks and the goodwill of the business symbolized thereby, federal, state and local tax refunds and claims of all kinds, all rights as a licensor or licensor or any kind, all customer lists, trade secrets, telephone numbers, processes, proprietary information, and purchase orders, and all rights to purchase, lease, sell, or otherwise acquire or deal with real or personal property (and all rights relating thereto); all notes, drafts, letters of credit, contract rights, and things in action; all drawings, specifications, blueprints and catalogs; and all raw materials, work in process, materials used or consumed in Debtor’s business, goods, finished goods, returned goods and all other personal propertygoods and inventory of whatsoever kind or nature, any and all wrapping, packaging, advertising and shipping materials, and all documents relating thereto, and all labels and other devices, names and marks affixed or to be affixed thereto for purposes of selling or identifying the same or the seller or manufacturer thereof; and all equipment, machinery, machine tools, motors, controls, parts vehicles, tools, dies, jigs, furniture, furnishings and fixtures; and all attachments, accessories, accessions and property now or hereafter owned, acquired, existing, arising, held, used, sold affixed to or consumed used in connection with Xxxxxxxx's Business or Secured Property any of the foregoing, and all substitutions and replacements for any of the foregoing; and all books, records, ledger cards, computer data and programs and other property, rights property and interests of Borrower which general intangibles at any time relate toevidencing or relating to any or all of the foregoing; and all products and proceeds of any or all of the foregoing, arise out of or in connection with the foregoing or which shall come into the possession or custody or under the control of Secured Party or any of its agents or representatives, for any purpose form and wherever located (including, without limitation, any Replacement Collateral); all additions and accessions thereto, substitutions therefor and replacements and improvements of or to any or all of the foregoing, all interest, income, dividends, distributions and earnings thereon or other monies or revenues derived therefrom, and all moneys which may become payable under any policy insuring any of the foregoing or otherwise required to be maintained hereunder (including the return of unearned premiums); and all products and proceeds of the foregoing. In the event and to the extent requested by the Secured Party under Section 2.13 of the Loan Agreement, Borrower shall pledge and grant a security interest in its right, title and interest in and to the Principal Agreements, then Borrower shall be deemed to hereby grant a security interest in all of its right, title and interest in and to the Principal Agreements, and all proceeds thereof.insurance

DESCRIPTION OF COLLATERAL. The Collateral, as defined in the Loan ------------------------- Agreement, includes, without limitation, the following items and types Collateral consists of collateral as well as certain other items and types of collateral in which Trustor now or at any time hereafter has any interest (the "Collateral"): all Goods (including Inventory and Equipment), General Intangibles (except as provided below), Accounts, certificates of title, fixtures, money, instruments, securities, investment property, documents, chattel paper, credit balances, deposits, deposit accounts, letters of credit, bankers' acceptances, guaranties, credits, claims, choses in action, demands, and all present and future Liens, security interests, rights, insurance, remedies, title and interest in, to and in respect of Accounts and other property of every kind and description and all other personal property, now or hereafter owned, acquired, existing, arising, held, used, sold or consumed in connection with Xxxxxxxx's Business or Secured Property and any other property, rights and interests of Borrower which at any time relate to, arise out of or in connection with the foregoing or which shall come into the possession or custody or under the control of Secured Party or any of its agents or representatives, for any purpose (including, without limitation, any Replacement Collateral); all additions and accessions thereto, substitutions therefor and replacements and improvements of or to any or all of the foregoing, all interest, income, dividends, distributions Borrower’s presently owned and earnings thereon hereafter acquired or other monies or revenues derived therefrom, and all moneys which may become payable under any policy insuring any of the foregoing or otherwise required to be maintained hereunder (including the return of unearned premiums); and all products and proceeds of the foregoing. In the event and to the extent requested by the Secured Party under Section 2.13 of the Loan Agreement, Borrower shall pledge and grant a security interest in its arising right, title and interest in and to following personal property and fixtures: All goods, Accounts (including health care insurance receivables), Equipment, fixtures, Inventory, contract rights or rights to payment of money, leases, license agreements, franchise agreements, General Intangibles (including Intellectual Property, payment intangibles, and software), commercial tort claims, [***], documents, instruments (including any promissory notes), chattel paper (whether tangible or electronic), cash, money, deposit accounts and other Collateral Accounts, all certificates of deposit, fixtures, letters of credit (whether or not the Principal Agreementsletter of credit is evidenced by a writing) and letter-of-credit rights, then Borrower investment property (including certificated securities, uncertificated securities, securities entitlements, securities accounts, commodity contracts, and commodity accounts), supporting obligations, and financial assets, whether now owned or hereafter acquired, wherever located; and All Borrower’s Books relating to the foregoing, and any and all claims, rights and interests in any of the above and all substitutions for, additions, attachments, accessories, accessions and improvements to and replacements, products, proceeds and insurance proceeds of any or all of the foregoing. Notwithstanding the foregoing, the Collateral shall not include: (i) any interest of a Loan Party as a lessee under an Equipment lease if such Loan Party is prohibited by the terms of such lease from granting a security interest in such lease or under which such an assignment or Lien would cause a default to occur under such lease; provided, however, that upon termination of such prohibition, such interest shall immediately become Collateral without any action by any Loan Party or Lender, (ii) Equipment that is subject to a Permitted Lien in connection with the financing of such Equipment if the holder of such Lien has prohibited in writing the applicable Loan Party from granting Liens on such property in favor of third parties; provided that immediately upon the ineffectiveness, lapse or termination of any such provision, the term “Collateral” shall automatically include, and the applicable Loan Party shall be deemed to hereby grant have granted a security interest in, all of its rights, title and interests in all and to such property as if such provision had never been in effect, (iii) any Excluded Accounts, (iv) the equity interests in any joint venture where the pledge of such equity interests would be prohibited by any applicable contractual requirement pertaining to any such joint venture, or (v) any leases, licenses, permits or agreements to which Borrower is a party, or any of its right, title and or interest in and thereunder, to the Principal Agreementsextent that, and for so long as, a grant of a security interest therein would, under the express terms of such lease, license, permit or agreement, result in a breach of the terms of, constitute a default under or create a right of termination in favor of any party thereto (other than Borrower) under, such lease, license, permit or agreement (other than to the extent that any such term (a) has been waived or (b) would be rendered ineffective pursuant to Sections 9-406, 9-407, 9-408, 9-409 of the UCC or other applicable provisions of the UCC of any relevant jurisdiction or any other applicable law or principles of equity); provided, however, that (x) the Collateral shall include (and such security interest shall attach) immediately upon the ineffectiveness, lapse, termination or waiver of such provision and (y) the Collateral shall include all proceeds thereof.arising under or from any such lease, license, permit or contract. 302497102 v2 SCHEDULE 6.13 LIQUIDITY COVENANT [***]

DESCRIPTION OF COLLATERAL. The Collateral, as defined in the Loan ------------------------- Agreement, includes, without limitation, Collateral includes all of the following items and types of collateral as well as certain other items and types of collateral in which Trustor now or at any time hereafter has any interest (the "Collateral"): all Goods (including Inventory and Equipment)personal property and, General Intangibles (except as provided below), Accounts, certificates of title, wherever located fixtures, money, instruments, securities, investment property, documents, chattel paper, credit balances, deposits, deposit accounts, letters of credit, bankers' acceptances, guaranties, credits, claims, choses in action, demands, and all of the leasehold interests and other property described in paragraph 3.(j) below wherever located: all goods now or hereafter comprising part of the inventory of the Debtor and all interests, rights and benefits, both present and future Liens, security interests, rights, insurance, remedies, title and interest in, of the Debtor in or to and in respect of Accounts and other property of every kind and description and all other personal property, now or hereafter owned, acquired, existing, arising, held, used, sold or consumed in connection with Xxxxxxxx's Business or Secured Property and any other property, rights and interests of Borrower which at any time relate to, arise out of or in connection with the foregoing or which shall come into the possession or custody or under the control of Secured Party or any of its agents or representatives, for any purpose (inventory including, without limitation, any Replacement Collateral)goods now or hereafter held for sale or lease or furnished or to be furnished under a contract of service or that are raw materials, work in process or materials used or consumed in a business or profession or finished goods; all additions equipment now or hereafter owned by the Debtor and accessions theretoall interests, substitutions therefor rights and replacements benefits, both present and improvements future, of the Debtor in or to any equipment including, without limitation, office, warehouse and other furniture, fixtures, machinery, tools, rolling stock, vehicles, accessories, spare parts, supplies and other tangible personal property; all fixtures now or hereafter owned by the Debtor and all interests, rights and benefits, both present and future, of the foregoingDebtor in or to fixtures; all chattel paper now or hereafter owned or held by the Debtor and all interests, all interestrights and benefits, incomeboth present and future, dividendsof the Debtor in, distributions under or to chattel paper; each and earnings thereon every document now or other monies hereafter owned by the Debtor or revenues derived therefromof which the Debtor is or becomes a holder, whether negotiable or non-negotiable, including, without limitation, each and every warehouse receipt and bxxx of lading, and all moneys interests, rights and benefits, both present and future, of the Debtor in, under or to each and every document of title; each and every instrument now or hereafter owned by the Debtor or of which the Debtor is or becomes a holder, and all interests, rights and benefits, both present and future, of the Debtor in, under or to each and every instrument; all investment property now or hereafter owned by the Debtor or of which the Debtor is or becomes a holder including, without limitation, all shares, stock, warrants, bonds, debentures, debenture stock or the like issued by a corporation or other person, or a partnership, association or government, and all securities accounts and security entitlements and all interests, rights and benefits, both present and future, of the Debtor in, under or to each and every security; all money of the Debtor and all money hereafter acquired by the Debtor and each and every account, debt, claim and demand of every nature and kind which is now due, owing or accruing due or which may hereafter become payable under any policy insuring any due, owing or accruing due to the Debtor, or which the Debtor now has or may hereafter have and all interests, rights and benefits, both present and future of the foregoing Debtor in or otherwise required to be maintained hereunder (including each and every account, debt, claim and demand including, without limitation, claims against any governmental body and claims under insurance policies; all goodwill, patents, trade marks, trade names, copyrights and other intellectual property now or hereafter owned by the return of unearned premiums); Debtor and all products interests, rights and proceeds benefits, both present and future, of the foregoing. In the event and Debtor in, under or to the extent requested same; each and every lease, agreement to lease and leasehold interest of the Debtor and all interests, rights and benefits, both present and future, of the Debtor, in, under or to the same, except the last day of any term of years reserved by any such lease or agreement therefor of which reversion of one day the Debtor shall stand possessed upon trust to assign and dispose of the same as the Secured Party under Section 2.13 shall direct; each and every general intangible now or hereafter owned by the Debtor or of which the Loan Agreement, Borrower shall pledge and grant Debtor is or becomes a security interest in its right, title and interest in and to the Principal Agreements, then Borrower shall be deemed to hereby grant a security interest in all of its right, title and interest in and to the Principal Agreementsholder, and all proceeds thereof.interests, rights and benefits, both present and future, of the Debtor in, under or to each and every general intangible;

DESCRIPTION OF COLLATERAL. The CollateralAll of Debtor's current and non-current assets, as defined in the Loan ------------------------- Agreement, includes, without limitation, including but not limited to all of the following items and types of collateral as well as certain other items and types of collateral in which Trustor now or at any time hereafter has any interest (the "Collateral"): all Goods (including Inventory and Equipment), General Intangibles (except as provided below), Accounts, certificates of title, fixtures, money, instruments, securities, investment property, documents, chattel paper, credit balances, deposits, deposit accounts, letters of credit, bankers' acceptances, guaranties, credits, claims, choses in action, demandsProperty, and interests in Property, of Debtor, whether now owned and existing or hereafter acquired or arising, and wheresoever located: (a) all present personal and future Liens, security interests, rights, insurance, remedies, title and interest in, to and in respect of Accounts and other fixture property of every kind and description and nature including but not limited to all other personal propertygoods (including but not limited to inventory, now or hereafter owned, acquired, existing, arising, held, used, sold or consumed in connection with Xxxxxxxx's Business or Secured Property and any other property, rights and interests of Borrower which at any time relate to, arise out of or in connection with the foregoing or which shall come into the possession or custody or under the control of Secured Party or any of its agents or representatives, for any purpose (including, without limitation, any Replacement Collateral); all additions equipment and accessions thereto), instruments (including but not limited to promissory notes), accounts (including but not limited to all receivables), deposit accounts, documents and chattel paper (whether tangible or electronic), contract rights (including but not limited to the payment of money, insurance claims and proceeds), letter of credit rights (whether or not the letter of credit is evidenced by writing), commercial tort claims, securities and other investment property, and general intangibles (including but not limited to intellectual property and payment intangibles), together with all accessions to, substitutions therefor for and replacements and improvements of or to any or all of the foregoingreplacements, all interest, income, dividends, distributions and earnings thereon or other monies or revenues derived therefrom, and all moneys which may become payable under any policy insuring any of the foregoing or otherwise required to be maintained hereunder (including the return of unearned premiums); and all products and proceeds of thereof, all as those terms are defined in the foregoing. In the event and to the extent requested by the Secured Party under Section 2.13 of the Loan Agreement, Borrower shall pledge and grant a security interest in its Code; (b) all right, title and interest of Debtor in and to the Principal Agreementsall files, then Borrower shall be deemed to hereby grant a security interest in all surveys, certificates, correspondence, appraisals, computer programs, tapes, disks, cards, accounting records and other books, records, information and data of its right, title and interest in and Debtor relating to the Principal Agreements, Collateral as well as that as may be necessary to identify and locate the Collateral and protect or enforce Secured Parties' rights therein; (c) the proceeds of the sale or other disposition of any Collateral; and (d) any and all replacements or proceeds thereofwhether now existing or hereafter arising and wherever located, now owned or hereafter acquired by Debtor or in which Debtor has an interest or which now or hereafter are at any time in the possession or control of Secured Parties or in transit by mail or carrier to or in possession of any third party acting on behalf of Secured Parties, without regard to whether Secured Parties receives the same in pledge, for safekeeping, as agent for collection or transmission or otherwise, whether or not Secured Parties has conditionally released the same.

DESCRIPTION OF COLLATERAL. The Collateral, as defined in the Loan ------------------------- Agreement, includes, without limitation, the following items and types Collateral consists of collateral as well as certain other items and types of collateral in which Trustor now or at any time hereafter has any interest (the "Collateral"): all Goods (including Inventory and Equipment), General Intangibles (except as provided below), Accounts, certificates of title, fixtures, money, instruments, securities, investment property, documents, chattel paper, credit balances, deposits, deposit accounts, letters of credit, bankers' acceptances, guaranties, credits, claims, choses in action, demands, and all present and future Liens, security interests, rights, insurance, remedies, title and interest in, to and in respect of Accounts and other property of every kind and description and all other personal property, now or hereafter owned, acquired, existing, arising, held, used, sold or consumed in connection with Xxxxxxxx's Business or Secured Property and any other property, rights and interests of Borrower which at any time relate to, arise out of or in connection with the foregoing or which shall come into the possession or custody or under the control of Secured Party or any of its agents or representatives, for any purpose (including, without limitation, any Replacement Collateral); all additions and accessions thereto, substitutions therefor and replacements and improvements of or to any or all of the foregoing, all interest, income, dividends, distributions and earnings thereon or other monies or revenues derived therefrom, and all moneys which may become payable under any policy insuring any of the foregoing or otherwise required to be maintained hereunder (including the return of unearned premiums); and all products and proceeds of the foregoing. In the event and to the extent requested by the Secured Party under Section 2.13 of the Loan Agreement, Borrower shall pledge and grant a security interest in its Borrower’s right, title and interest in and to the Principal Agreementsfollowing whether owned now or hereafter arising and whether the Borrower has rights now or hereafter has rights therein and wherever located: All goods and equipment now owned or hereafter acquired, then Borrower shall be deemed to hereby grant a security including, without limitation, all machinery, fixtures, vehicles (including motor vehicles and trailers), and any interest in all any of its right, title and interest in and to the Principal Agreementsforegoing, and all attachments, accessories, accessions, replacements, substitutions, additions, and improvements to any of the foregoing, wherever located; All inventory, now owned or hereafter acquired, including, without limitation, all merchandise, raw materials, parts, supplies, packing and shipping materials, work in process and finished products including such inventory as is temporarily out of Borrower's custody or possession or in transit and including any returns upon any accounts or other proceeds, including insurance proceeds, resulting from the sale or disposition of any of the foregoing and any documents of title representing any of the above; All contract rights and general intangibles (as such definitions may be amended from time to time according to the Code), now owned or hereafter acquired, including, without limitation, goodwill, trademarks, servicemarks, trade styles, trade names, patents, patent applications, leases, license agreements, franchise agreements, blueprints, drawings, purchase orders, customer lists, route lists, infringements, claims, computer programs, computer discs, computer tapes, literature, reports, catalogs, design rights, income tax refunds, payments of insurance and rights to payment of any kind,; All now existing and hereafter arising accounts, contract rights, royalties, license rights and all other forms of obligations owing to Borrower arising out of the sale or lease of goods, the licensing of technology or the rendering of services by Borrower (as such definitions may be amended from time to time according to the Code) whether or not earned by performance, and any and all credit insurance, insurance (including refund) claims and proceeds, guaranties, and other security therefor, as well as all merchandise returned to or reclaimed by Borrower; All documents, cash, deposit accounts, securities (including shares of wholly or partially-owned subsidiaries), securities entitlements, securities accounts, investment property, financial assets, letters of credit, letter of credit rights, certificates of deposit, instruments and chattel paper and electronic chattel paper now owned or hereafter acquired and Borrower's Books relating to the foregoing. All copyright rights, copyright applications, copyright registrations and like protections in each work of authorship and derivative work thereof, whether published or unpublished, now owned or hereafter acquired; all trade secret rights, including all rights to unpatented inventions, know-how, operating manuals, license rights and agreements and confidential information, now owned or hereafter acquired; all mask work or similar rights available for the protection of semiconductor chips, now owned or hereafter acquired; all claims for damages by way of any past, present and future infringement of any of the foregoing; and All Borrower's Books relating to the foregoing and any and all claims, rights and interests in any of the above and all substitutions for, additions and accessions to and proceeds thereof.