Common use of Grant of Security Interest in the Collateral Clause in Contracts

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured Obligations, each Grantor hereby grants to the Administrative Agent, for the benefit of the Secured Parties, a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor in and to all of the following, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “Collateral”): (a) all Accounts; (b) all cash, currency and Cash Equivalents; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); (d) all Deposit Accounts; (e) all Documents; (f) all Equipment; (g) all Fixtures; (h) all General Intangibles; (i) all Goods; (j) all Instruments; (k) all Intellectual Property; (l) all Inventory; (m) all Investment Property; (n) all Payment Intangibles; (o) all Pledged Equity; (p) all Securities Accounts; (q) all Software; (r) all Supporting Obligations; (s) all books and records pertaining to the Collateral; (t) all Accessions and all Proceeds and products of any and all of the foregoing and (u) all other personal property of any kind or type whatsoever now or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest therein.

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured ObligationsObligations (as defined in Section 3 hereof), each Grantor the Debtor hereby grants to the Administrative Agent, for the benefit of the Secured Parties, Party a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor the Debtor in and to all the personal property of the followingDebtor, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “Collateral”): ), including, without limitation, the following: (a) all Accounts; ; (b) all cash, currency cash and Cash Equivalents; currency; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); ; (d) all Deposit Accounts; ; (e) all Documents; ; (f) all Equipment; ; (g) all Fixtures; ; (h) all General Intangibles; ; (i) all Goods; ; (j) all Instruments; ; (k) all Intellectual Property; Inventory; (l) all Inventory; Investment Property; (m) all Investment Propertybooks, records, ledger cards, files, correspondence, computer programs, tapes, disks, and related data processing software that at any time evidence or contain information relating to any Collateral or are otherwise necessary or helpful in the collection thereof or realization thereupon; and (n) all Payment Intangibles; (o) all Pledged Equity; (p) all Securities Accounts; (q) all Software; (r) all Supporting Obligations; (s) all books and records pertaining to the Collateral; (t) all Accessions and extent not otherwise included, all Proceeds and products of any and all of the foregoing foregoing. The Debtor and (u) the Secured Party hereby acknowledge and agree that the security interest created hereby in the Collateral constitutes a first-priority, continuing collateral security for all other personal property of any kind or type whatsoever the Secured Obligations, whether now existing or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest thereinarising.

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured Obligations, each Grantor the Obligor hereby grants grants, pledges and assigns to the Administrative Agent, for the benefit of the Secured PartiesTrustee, a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor the Obligor in and to all of the following, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “Collateral”): ): (a) all Accounts; ; (b) all cash, currency and Cash Equivalents; Chattel Paper; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); Copyrights; (d) all Deposit Accounts; Copyright Licenses; (e) all Documents; Deposit Accounts; (f) all Equipment; Documents; (g) all Fixtures; Equipment; (h) all General Intangibles; Fixtures; (i) all Goods; General Intangibles; (j) all Instruments; ; (k) all Intellectual Property; Inventory; (l) all Inventory; Investment Property; (m) all Investment Property; Letter-of-Credit Rights; (n) all Payment Intangibles; Money; (o) all Pledged Equity; Patents; (p) all Securities Accounts; Patent Licenses; (q) all Software; Securities Accounts; (r) all Supporting Obligations; Software; (s) all books and records pertaining to the Collateral; Supporting Obligations; (t) all Trademarks; (u) all Trademark Licenses; and (v) all Accessions and all Proceeds and products of any and all of the foregoing foregoing. The Obligor and (u) the Trustee hereby acknowledge and agree that the security interest created hereby in the Collateral constitutes continuing collateral security for all other personal property of any kind or type whatsoever the Secured Obligations, whether now existing or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest thereinarising.

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured Obligations, each Grantor hereby grants to the Administrative Agent, for the benefit of the Secured Parties, a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor in and to all of the following, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “Collateral”): ): (a) all Accounts; ; (b) all cash, currency cash and Cash Equivalents; currency; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); ; (d) all Deposit Accounts; Commercial Tort Claims, including those identified on Schedule 2(d) attached hereto; (e) all Documents; Copyrights; (f) all Equipment; Copyright Licenses; (g) all Fixtures; Deposit Accounts; (h) all General Intangibles; Documents; (i) all Goods; Equipment; (j) all Instruments; Fixtures; (k) all Intellectual Property; General Intangibles; (l) all Inventory; Goods; (m) all Investment Property; Instruments; (n) all Payment Intangibles; Inventory; (o) all Pledged Equity; Investment Property; (p) all Securities Accounts; Money (q) all Software; Letter-of-Credit Rights; (r) all Supporting Obligations; Patents; (s) all books and records pertaining to the Collateral; Patent Licenses; (t) all Software; (u) all Supporting Obligations; (v) all Trademarks; (w) all Trademark Licenses; and (x) to the extent not otherwise included, all Accessions and all Proceeds and products of any and all of the foregoing and (u) all other personal property of any kind or type whatsoever now or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest thereinforegoing.

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured Obligations, each Grantor hereby grants to the Administrative Agent, for the benefit of the Secured PartiesParty, a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor in and to all of the following, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “Collateral”): (a) all Accounts; (b) all cash, currency and Cash Equivalents; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); (d) those certain Commercial Tort Claims set forth on Schedule A (as updated from time to time); (e) all Deposit Accounts; (ef) all Documents; (fg) all Equipment; (gh) all Fixtures; (hi) all General Intangibles; (ij) all Goods; (jk) all Instruments; (kl) all Intellectual Property; (lm) all Inventory; (mn) all Investment Property; (no) all Letter-of-Credit Rights; (p) all Payment Intangibles; (oq) all Pledged Equity; (pr) all Securities Accounts; (qs) all Software; (rt) all Supporting Obligations; (su) all Vehicles; (v) all books and records pertaining to the Collateral; (tw) all Accessions and all Proceeds and products of any and all of the foregoing and (ux) all other personal property of any kind or type whatsoever now or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest therein. The Grantors and the Secured Party hereby acknowledge and agree that the security interest created hereby in the Collateral (a) constitutes continuing collateral security for all of the Obligations, whether now existing or hereafter arising and (b) is not to be construed as an assignment of any Intellectual Property.

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured Obligations, each Grantor hereby grants to the Administrative Collateral Agent, for the benefit of the Secured Partiesholders of the Obligations, a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor in and to all of the followingfollowing property of such Grantor, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “Collateral”): ): (a) all Accounts; ; (b) all cash, currency cash and Cash Equivalents; currency; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); ; (d) those Commercial Tort Claims identified on Schedule 10 to the Perfection Certificate; (e) all Copyright Licenses; (f) all Copyrights; (g) all Deposit Accounts; (e) all Documents; (f) all Equipment; (g) all Fixtures; ; (h) all General Intangibles; Documents; (i) all Goods; Equipment; (j) all Instruments; Fixtures; (k) all Intellectual Property; General Intangibles; (l) all Inventory; Instruments; (m) all Investment Property; Inventory; (n) all Payment Intangibles; Investment Property; (o) all Pledged Equity; Letter-of-Credit Rights; (p) all Securities Accounts; Patent Licenses; (q) all Software; Patents; (r) all Supporting Obligations; Software; (s) all books and records pertaining to the Collateral; Supporting Obligations; (t) all Trademark Licenses; (u) all Trademarks; (v) all Intercompany Notes; and (w) all Accessions and all Proceeds and products of any and all of the foregoing and (u) all other personal property of any kind or type whatsoever now or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest thereinforegoing.

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured Obligations, each Grantor Obligor hereby grants to the Administrative Agent, for the benefit of the Secured PartiesLenders, a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor Obligor in and to all of the following, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “"Collateral”): "): (a) all Accounts; ; (b) all cash, currency and Cash Equivalents; Chattel Paper; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); Copyrights; (d) all Deposit Accounts; Copyright Licenses; (e) all Documents; Deposit Accounts; (f) all Equipment; Documents; (g) all Fixtures; Equipment; (h) all General Intangibles; Fixtures; (i) all Goods; General Intangibles; (j) all Instruments; ; (k) all Intellectual Property; Inventory; (l) all Inventory; Investment Property (excluding for purposes hereof any Capital Stock of Serta, Inc. and any Capital Stock of a foreign subsidiary of an Obligor to the extent the granting of such a security interest would result in adverse tax consequences); (m) all Investment Property; Patents; (n) all Payment Intangibles; Patent Licenses; (o) all Pledged Equity; Trademarks; (p) all Securities Accounts; Trademark Licenses; (q) all Softwarebooks, records, ledger cards, files, correspondence, computer programs, tapes, disks, and related data processing software (owned by such Obligor or in which it has an interest) that at any time evidence or contain information relating to any Collateral or are otherwise necessary or helpful in the collection thereof or realization thereupon; and (r) all Supporting Obligations; (s) all books and records pertaining to the Collateral; (t) all Accessions and extent not otherwise included, all Proceeds and products of any and all of the foregoing and (u) all other personal property of any kind or type whatsoever now or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest thereinforegoing.

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured Obligations, each Grantor the Borrower hereby grants to the Administrative Agent, for the benefit of the Secured Parties, a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor the Borrower in and to all of the following, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “Collateral”): (a) all Accounts; (b) all cash, currency and Cash Equivalents; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); (d) all Deposit AccountsFarm Products; (e) all DocumentsDeposit Accounts; (f) all EquipmentDocuments; (g) all Equipment; (h) all Fixtures; (hi) all General Intangibles; (ij) all Goods; (jk) all Instruments; (kl) all Intellectual Property; (lm) all Inventory; (mn) all Investment Property; (no) all Letter-of-Credit Rights; (p) all Payment Intangibles; (o) all Pledged Equity; (pq) all Securities Accounts; (qr) all Software; (rs) all Supporting Obligations; (st) all Vehicles; (u) all books and records pertaining to the Collateral; (tv) all Accessions and all Proceeds and products of any and all of the foregoing and (uw) all other personal property of any kind or type whatsoever now or hereafter owned by such Grantor the Borrower or as to which such Grantor the Borrower now or hereafter has the power to transfer interest therein. The Borrower and the Administrative Agent, on behalf of the Secured Parties, hereby acknowledge and agree that the security interest created hereby in the Collateral (a) constitutes continuing collateral security for all of the Secured Obligations, whether now existing or hereafter arising.

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured Obligations, each Grantor hereby grants to the Administrative Agent, for the benefit of the Secured Parties, a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor in and to all of the following, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “Collateral”): ): (a) all Accounts; ; (b) all cash, currency cash and Cash Equivalents; currency; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); ; (d) all Deposit Accounts; Commercial Tort Claims, including those identified on Schedule 2(d) attached hereto; (e) all Documents; Copyrights; (f) all Equipment; Copyright Licenses; (g) all Fixtures; Deposit Accounts; (h) all General Intangibles; Documents; (i) all Goods; Equipment; (j) all Instruments; Fixtures; (k) all Intellectual Property; General Intangibles; (l) all Inventory; Domain Names; (m) all Investment Property; Goods; (n) all Payment Intangibles; Instruments; (o) all Pledged Equity; Inventory; (p) all Securities Accounts; Investment Property; (q) all Software; Letter-of-Credit Rights; (r) all Supporting Obligations; Other Intellectual Property; (s) all books and records pertaining to the Collateral; Patents; (t) all Patent Licenses; (u) all Payment Intangibles; (v) all Proprietary Databases; (w) all Proprietary Software; (x) all Software; (y) all Supporting Obligations; (z) all Trademarks; (aa) all Trademark Licenses; (bb) all Trade Secrets; (cc) all Websites; and (dd) to the extent not otherwise included, all Accessions and all Proceeds and products of any and all of the foregoing and (u) all other personal property of any kind or type whatsoever now or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest thereinforegoing.

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured Obligations, each Grantor hereby grants to the Administrative Agent, for the benefit of the Secured Parties, a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor in and to all of the following, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “Collateral”): ): (a) all Accounts; ; (b) all cash, currency cash and Cash Equivalents; currency; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); ; (d) those Commercial Tort Claims identified on Schedule 2(d) attached hereto; (e) all Copyrights; (f) all Copyright Licenses; (g) all Deposit Accounts; (e) all Documents; (f) all Equipment; (g) all Fixtures; ; (h) all General Intangibles; Documents; (i) all Goods; Equipment; (j) all Instruments; Fixtures; (k) all Intellectual Property; General Intangibles; (l) all Inventory; Goods; (m) all Investment Property; Instruments; (n) all Payment Intangibles; Inventory; (o) all Pledged Equity; Investment Property; (p) all Securities Accounts; Letter-of-Credit Rights; (q) all Software; Patents; (r) all Supporting Obligations; Patent Licenses; (s) all books and records pertaining to the Collateral; Software; (t) all Supporting Obligations; (u) all Trademarks; (v) all Trademark Licenses; and (w) to the extent not otherwise included, all Accessions and all Proceeds and products of any and all of the foregoing and (u) all other personal property of any kind or type whatsoever now or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest thereinforegoing.

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured Obligations, each Grantor Obligor hereby grants to the Administrative Agent, for the benefit of the Secured Parties, Lender a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor Obligor in and to all assets of the following, such Obligor whether now owned or existing or owned, acquired, or arising hereafter hereafter, including, but not limited to, the following (collectively, the “Collateral”): (a) all Accounts; (b) all cash, currency and Cash EquivalentsMoney; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); (d) those certain Commercial Tort Claims set forth on Schedule 1 hereto; (e) all Deposit Accounts; (ef) all Documents; (fg) all Equipment; (gh) all Fixtures; (hi) all General Intangibles; (ij) all Goods; (jk) all Instruments; (k) all Intellectual Property; (l) all Inventory; (m) all Investment Property; (n) all Payment IntangiblesLetter-of-Credit Rights; (o) all Pledged EquitySoftware; (p) all Securities Accounts; (q) all Software; (r) all Supporting Obligations; (sq) all books and records pertaining related to the Collateral; (tr) all Rate Management Obligations, and (s) all Accessions and all Proceeds and products of any and all of the foregoing foregoing. The Obligors and (u) Lender hereby acknowledge and agree that the security interest created hereby in the Collateral constitutes continuing collateral security for all other personal property of any kind or type whatsoever the Secured Obligations, whether now existing or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest thereinarising.

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment acceleration or otherwise, of the Secured Obligations, each Grantor Obligor hereby grants to the Administrative Agent, for the benefit of the Secured PartiesLenders, a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor Obligor in and to all of the following, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “"Collateral”): "): (a) all Accounts; ; (b) all cash, currency and Cash Equivalents; Chattel Paper; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); Copyrights; (d) all Deposit Accounts; Copyright Licenses; (e) all Documents; Deposit Accounts; (f) all Equipment; Documents; (g) all Fixtures; Equipment; (h) all General Intangibles; Fixtures; (i) all Goods; General Intangibles, including, without limitation, all rights under the Contracts; (j) all Instruments; ; (k) all Intellectual Property; Inventory; (l) all Inventory; Investment Property; (m) all Investment Property; Patents; (n) all Payment Intangibles; Patent Licenses; (o) all Pledged Equity; Trademarks; (p) all Securities Accounts; Trademark Licenses; (q) all Softwarebooks, records, ledger cards, files, correspondence, computer programs, tapes, disks, and related data processing software (owned by such Obligor or in which it has an interest) that at any time evidence or contain information relating to any Collateral or are otherwise necessary or helpful in the collection thereof or realization thereupon; and (r) all Supporting Obligations; (s) all books and records pertaining to the Collateral; (t) all Accessions and extent not otherwise included, all Proceeds and products of any and all of the foregoing and (u) all other personal property of any kind or type whatsoever now or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest thereinforegoing.

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured Obligations, each Grantor Obligor hereby grants to the Administrative Agent, for the benefit of the Secured Parties, Lender a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor Obligor in and to all assets of the following, such Obligor whether now owned or existing or owned, acquired, or arising hereafter hereafter, including, but not limited to, the following (collectively, the “"Collateral”): "): (a) all Accounts; (b) all cash, currency and Cash EquivalentsMoney; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); (d) those certain Commercial Tort Claims set forth on Schedule 1 hereto; () all Deposit Accounts; (ef) all Documents; (fg) all Equipment; (gh) all Fixtures; (hi) all General Intangibles; (ij) all Goods; (jk) all Instruments; (k) all Intellectual Property; (l) all Inventory; (m) all Investment Property; (n) all Payment IntangiblesLetter-of-Credit Rights; (o) all Pledged EquitySoftware; (p) all Securities Accounts; (q) all Software; (r) all Supporting Obligations; (sq) all books and records pertaining related to the Collateral; (tr) all Rate Management Obligations, and (s) all Accessions and all Proceeds and products of any and all of the foregoing foregoing. The Obligors and (u) Lender hereby acknowledge and agree that the security interest created hereby in the Collateral constitutes continuing collateral security for all other personal property of any kind or type whatsoever the Secured Obligations, whether now existing or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest thereinarising.

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment acceleration or otherwise, of the Secured Obligations, each Grantor Obligor hereby grants to the Administrative Agent, for the benefit of the Secured Parties, a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor Obligor in and to all of the following, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “"Collateral”): "): (a) all Accounts; ; (b) all cash, currency and Cash Equivalents; Chattel Paper; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); Copyrights; (d) all Deposit Accounts; Copyright Licenses; (e) all Documents; Deposit Accounts; (f) all Equipment; Documents; (g) all Fixtures; Equipment; (h) all General Intangibles; Fixtures; (i) all Goods; General Intangibles, including, without limitation, all rights under the Contracts; (j) all Instruments; ; (k) all Intellectual Investment Property; ; (l) all Inventory; ; (m) all Investment Property; Patents; (n) all Payment Intangibles; Patent Licenses; (o) all Pledged Equity; Trademarks; (p) all Securities Accounts; Trademark Licenses; (q) all Software; books, records, ledger cards, files, correspondence, computer programs, tapes, disks, and related data processing software (owned by such Obligor or in which it has an interest) that at any time evidence or contain information relating to any Collateral or are otherwise necessary or helpful in the collection thereof or realization thereupon; (r) to the extent not otherwise included, all Supporting Obligationsother personal property of such Obligor; and (s) all books and records pertaining to the Collateral; (t) all Accessions and extent not otherwise included, all Proceeds and products of any and all of the foregoing and (u) all other personal property of any kind or type whatsoever now or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest thereinforegoing.

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured Obligations, each Grantor hereby grants to the Administrative Collateral Agent, for the benefit of the Secured Parties, a continuing security interest in, and a right to set off against, in any and all right, title and interest of such Grantor in and to all of the following, whether now owned or existing or owned, acquired, acquired or arising hereafter (collectively, the “Collateral”): ): (a) all Accounts; ; (b) all cash, currency and Cash Equivalents; Chattel Paper; (c) all Chattel Paper (Commercial Tort Claims, including Electronic Chattel Paper and Tangible Chattel Paper); those identified on Schedule 3(c) attached hereto; (d) all Deposit Accounts; Copyrights; (e) all Documents; Copyright Licenses; (f) all Equipment; Deposit Accounts; (g) all Fixtures; Documents; (h) all General Intangibles; Domain Names; (i) all Goods; Drug or Device Applications; (j) all Instruments; Equipment; (k) all Intellectual Property; Fixtures; (l) all Inventory; General Intangibles; (m) all Investment Property; Goods; (n) all Payment Intangibles; Governmental Licenses; (o) all Pledged Equity; Instruments; (p) all Securities Accounts; Inventory; (q) all Investment Property; (r) all IP Rights; (s) all Letter-of-Credit Rights; (t) all Money; (u) all Patents; (v) all Patent Licenses; (w) all Payment Intangibles; (x) all Pledged Shares; (y) Proprietary Databases; (z) all Proprietary Software; (raa) all Software; (bb) all Supporting Obligations; (scc) all books and records pertaining to the CollateralTrademarks; (dd) all Trademark Licenses; (tee) all Accessions and all Proceeds and products of any and all of the foregoing and Trade Secrets; (uff) all other personal property of any kind or type whatsoever now or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest therein.Websites;

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured Obligations, each Grantor Obligor hereby grants to the Administrative Agent, for the benefit of the Secured PartiesAgent and the Lenders, a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor Obligor in and to all of the following, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “Collateral”): ): (a) all Accounts; ; (b) all cash, currency cash and Cash Equivalents; ; (c) all Chattel Paper (Pledged Intellectual Property, including Electronic Chattel Paper all Pledged Copyrights, all Pledged Patents and Tangible Chattel Paper); all Pledged Trademarks; (d) all Deposit Accounts; other Collateral Related General Intangibles; (e) all Documents; Deposit Accounts, the Lockbox Accounts, the Cash Concentration Account and any replacement or successor accounts relating thereto; (f) all Equipment; Pledged Documents; (g) all Fixtures; Pledged Instruments; (h) all General Intangibles; Inventory, including, without limitation, all Petroleum Inventory; (i) all Goods; Investment Property, including, without limitation, all Commodity Accounts, Commodity Contracts, Securities, Security Entitlements and Securities Accounts, but excluding 120,000 common units in Partners held by Coastal Fuels Marketing, Inc. for its long-term incentive plan; (j) all Instruments; (k) all Intellectual Property; (l) all Inventory; (m) all Investment Property; (n) all Payment Intangibles; (o) all Pledged Equity; (p) all Securities Accounts; (q) all Software; (r) all Supporting Obligations; (s) all books and records pertaining to the Collateral; (t) all Accessions and all Proceeds and products of any and all of the foregoing and (u) all other personal property of any kind or type whatsoever now or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest therein.Letter-of-Credit Rights;

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment acceleration or otherwise, of the Secured Obligations, each Grantor Obligor hereby grants to the Administrative Agent, for the benefit of the Secured PartiesLenders, a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor Obligor in and to all of the following, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “"Collateral”): "): (a) all Accounts; ; (b) all cash, currency and Cash Equivalents; Chattel Paper; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); Copyrights; (d) all Deposit Accounts; Copyright Licenses; (e) all Documents; Deposit Accounts; (f) all Equipment; Documents; (g) all Fixtures; Equipment; (h) all General Intangibles; Fixtures; (i) all Goods; General Intangibles including, without limitation, all rights under the Contracts; (j) all Instruments; ; (k) all Intellectual Property; Inventory; (l) all Inventory; Investment Property; (m) all Investment Property; Money; (n) all Payment Intangibles; Patents; (o) all Pledged Equity; Patent Licenses; (p) all Securities Accounts; Trademarks; (q) all Software; Trademark Licenses; (r) all Supporting Obligations; the Lockbox Accounts, the FUCC Account and any replacement or successor accounts relating thereto; (s) all books books, records, ledger cards, files, correspondence, computer programs, tapes, disks, and records pertaining related data processing software (owned by such Obligor or in which it has an interest) that at any time evidence or contain information relating to any Collateral or are otherwise necessary or helpful in the Collateralcollection thereof or realization thereupon; and (t) all Accessions and to the extent not otherwise included, all Proceeds and products of any and all of the foregoing and (u) all other personal property of any kind or type whatsoever now or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest thereinforegoing.

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured Obligations, each the Grantor hereby grants to the Administrative Agent, for the benefit of the Secured Parties, Lender a continuing security interest in, and a right to set off against, any and all right, title and interest of such the Grantor in and to all of the following, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “"Collateral”): "): (a) all All Accounts; ; (b) all cash, currency cash and Cash Equivalents; currency; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); ; (d) those Commercial Tort Claims identified on Schedule 2(d) attached hereto; (e) all Copyrights; (f) all Copyright Licenses; (g) all Deposit Accounts; (e) all Documents; (f) all Equipment; (g) all Fixtures; ; (h) all General Intangibles; Documents; (i) all Goods; Equipment; (j) all Instruments; Fixtures; (k) all Intellectual Property; General Intangibles; (l) all Inventory; Goods; (m) all Investment Property; Instruments; (n) all Payment Intangibles; Inventory; (o) all Pledged Equity; Investment Property; (p) all Securities Accounts; Letter-of-Credit Rights; (q) all Software; Patents; (r) all Supporting Obligations; Patent Licensee; (s) all books and records pertaining to the Collateral; Software; (t) all Accessions and all Proceeds and products of any and all of the foregoing and Supporting Obligations; (u) all other personal property of any kind or type whatsoever now or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest therein.Trademarks; (v) all Trademark Licenses;

Grant of Security Interest in the Collateral. To secure the prompt payment and performance in full when due, whether by lapse of time, acceleration, mandatory prepayment or otherwise, of the Secured Obligations, each Grantor hereby grants to the Domestic Administrative Agent, for the benefit of the Secured Parties, a continuing security interest in, and a right to set off against, any and all right, title and interest of such Grantor in and to all of the following, whether now owned or existing or owned, acquired, or arising hereafter (collectively, the “Collateral”): ): (a) all Accounts; ; (b) all cash, currency cash and Cash Equivalents; currency; (c) all Chattel Paper (including Electronic Chattel Paper and Tangible Chattel Paper); ; (d) those Commercial Tort Claims identified on Schedule 2(d) attached hereto; (e) all Copyrights; (f) all Copyright Licenses; (g) all Deposit Accounts; (e) all Documents; (f) all Equipment; (g) all Fixtures; ; (h) all General Intangibles; Documents; (i) all Goods; Equipment; (j) all Instruments; Fixtures; (k) all Intellectual Property; General Intangibles; (l1) all Inventory; Goods; (m) all Investment Property; Instruments; (n) all Payment Intangibles; Inventory; (o) all Pledged Equity; Investment Property; (p) all Securities Accounts; Letter-of-Credit Rights; (q) all Software; Patents; (r) all Supporting Obligations; Patent Licenses; (s) all books and records pertaining to the Collateral; Software; (t) all Supporting Obligations; (u) all Trademarks; (v) all Trademark Licenses; and (w) to the extent not otherwise included, all Accessions and all Proceeds and products of any and all of the foregoing foregoing. The Grantors and the Domestic Administrative Agent, on behalf of the Secured Parties, hereby acknowledge and agree that the security interest created hereby in the Collateral (ui) all other personal property of any kind or type whatsoever now or hereafter owned by such Grantor or as to which such Grantor now or hereafter has the power to transfer interest therein.constitutes continuing