Common use of Pledge, Assignment and Grant of Security Clause in Contracts

Pledge, Assignment and Grant of Security. (a) The Borrower Parties hereby grant, assign and pledge a security interest in and lien on all of their right, title and interest in and to the following, whether now owned or hereafter acquired (the "COLLATERAL"): (i) all inventory in all of its forms, wherever located, now or hereafter existing including, but not limited to, goods in which the Borrower Parties have an interest in mass or a joint or other interest or right of any kind and goods which are returned to the Borrower Parties, and all accessions thereto and products thereof and documents therefor (any and all such inventory, accessions, products and documents being the "INVENTORY"); (ii) all accounts, contract rights, chattel paper, instruments, deposit accounts, general intangibles and other obligations of any kind of the Borrower Parties, 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 existing in and to all security agreements, leases, and other contracts securing or otherwise relating to any such accounts, contract rights, chattel paper, instruments, deposit accounts, general intangibles or obligations (any and all such accounts, contract rights, chattel paper, instruments, deposit accounts, general intangibles and obligations being the "RECEIVABLES"); (iii) all or a portion of the issued and outstanding capital stock owned by the Borrower Parties issued by the Borrower Parties and certain Subsidiaries, as set forth on Schedule II hereto, and all of the capital stock of any additional Subsidiary organized within the U.S. and 65% of the capital stock of any additional Subsidiary organized outside the U.S. of any of the Borrower Parties organized or acquired after the date hereof and all stock dividends granted thereon (the "PLEDGED STOCK;" each issuer of Pledged Stock is referred to herein as an "ISSUER"); (iv) all proceeds of any and all of the foregoing Collateral (including, without limitation, proceeds which constitute property of the types described in clauses (i) - (iii) of this Section 2.01(a)) and, to the extent not otherwise included, all (A) payments under insurance, or any indemnity, warranty or guaranty, payable by reason of loss or damage to or otherwise with respect to any of the foregoing Collateral, (B) cash and (C) all dividends, distributions, option or rights granted on Pledged Stock, whether in addition to, in substitution of, as a conversion of, or in exchange for such Pledged Stock, and any sums paid upon or in respect of the Pledged Stock upon the liquidation or dissolution of any Issuer. Notwithstanding anything in this Section 2.01(a) to the contrary, the grant, assignment and pledge of a security interest by the Borrower Parties hereunder of all of their respective right, title and interest in and to the Collateral is subject, pursuant to the terms and conditions of the Subordination Agreement, to the prior lien on the Collateral in favor of Chase as security for the credit facilities provided by Chase pursuant to the Chase Loan Agreements. (b) The Borrower Parties hereby covenant and agree to execute and deliver in favor of the Lender such documents (the "IMPLEMENTING AGREEMENTS") as the Lender shall reasonably determine from time to time are necessary to perfect, grant, assign and pledge a security interest in and lien on all of the Borrower Parties' right, title and interest in and to the Collateral, subject, pursuant to the terms and conditions of the Subordination Agreement, only to the prior lien on the Collateral in favor of Chase as security for the credit facilities provided by Chase pursuant to the Chase Loan Agreements.

Pledge, Assignment and Grant of Security. Pledgor hereby grants to the Secured Party a lien on and security interest in the following assets of Pledgor (the “Collateral”): (a) The Borrower Parties hereby grantAll furniture, assign and pledge a security interest in and lien on all of their rightfurnishings, title and interest in and to the following, whether now owned or hereafter acquired (the "COLLATERAL"): (i) all inventory in all of its forms, wherever located, now or hereafter existing including, but not limited to, goods in which the Borrower Parties have an interest in mass or a joint or other interest or right of any kind products and goods which are returned to the Borrower Partiesand all accessions and parts, accessories and equipment attached thereto, together with all replacements, substitutions and additions thereto and cash and non-cash proceeds thereof, and all accessions accessions, accessories and equipment attached thereto and products thereof cash and documents therefor (any non-cash proceeds thereof, and all such inventory, accessions, products and documents being the "INVENTORY")accounts receivable relating to KT Chemicals; (iia) all All accounts, accounts receivable, agreements, contracts, leases, contract rights, chattel paperrights to payment, instruments, deposit accounts, general intangibles and other obligations of any kind of the Borrower Parties, 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 existing in and to all security agreements, leases, and other contracts securing or otherwise relating to any such accounts, contract rightsdocuments, chattel paper, instrumentssecurity agreements, deposit accountsguaranties, general intangibles or obligations (any undertakings, surety bonds, insurance policies, notes and drafts, and all such accounts, contract rights, chattel paper, instruments, deposit accounts, general intangibles and forms of obligations being the "RECEIVABLES")owing to Pledgor; (iiia) All general intangibles, all or a portion tax refunds of the issued every kind and outstanding capital stock owned by the Borrower Parties issued by the Borrower Parties and certain Subsidiariesnature to which Pledgor may become entitled, as set forth on Schedule II heretohowever arising, all other refunds and all of the capital stock of any additional Subsidiary organized within the U.S. deposits, goodwill, chooses in action, trade secrets, computer programs, software, customer lists, trademarks, trade names, patents, licenses, copyrights, technology, processes, proprietary information and 65% of the capital stock of any additional Subsidiary organized outside the U.S. of any of the Borrower Parties organized or acquired after the date hereof and all stock dividends granted thereon (the "PLEDGED STOCK;" each issuer of Pledged Stock is referred to herein as an "ISSUER")insurance proceeds; (iva) all proceeds All deposit accounts of any and all of the foregoing Collateral (Pledgor, including, without limitation, proceeds which constitute property any demand, time, savings, passbook or like account maintained by Pledgor with any bank, savings and loan association, credit union or like organization, and all money, cash and cash equivalents of Pledgor; (a) All books and records, including without limitation, books of account and ledgers of every kind and nature, all electronically recorded data relating to Pledgor; (a) All goods, including, without limitation, all consumer goods, inventory, equipment, machinery, tools, molds, dies, furniture, furnishings, fixtures, trade fixtures, motor vehicles and all other goods used in connection with or in the conduct of Pledgor’s business; (a) All inventory and merchandise, including, without limitation, all present and future goods held for sale or lease or to be furnished under a contract of service, all raw materials, work in process and finished goods, all packing materials, supplies and containers relating to or used in connection with any of the types described in clauses foregoing, and all bills of lading, warehouse receipts or documents of title relating to any of the foregoing concerning Pledgor; (ia) - All leasehold improvements of Pledgor; (iiia) of this Section 2.01(a)) andAll accessions, to the extent not otherwise includedappurtenances, all (A) payments under insurancecomponents, or any indemnityreplacements, warranty or guarantysubstitutions, payable by reason of loss or damage additions, issue and/or improvements to or otherwise of or with respect to any of the foregoing Collateralforegoing; (a) All other tangible and intangible property of Pledgor; (a) All rights, remedies, powers and/or privileges of Pledgor with respect to any of the foregoing; and (Ba) cash Any and (C) all dividendsproceeds and products of any of the foregoing, distributionsincluding, option or rights granted on Pledged Stockwithout limitation, whether in addition toall accounts, in substitution ofgeneral intangibles, as a conversion ofdeposit accounts, or in exchange for such Pledged Stockdocuments, instruments, chattel paper, goods, insurance proceeds, and any sums paid other tangible or intangible property received upon the sale or in respect disposition of any of the Pledged Stock upon the liquidation or dissolution of any Issuer. Notwithstanding anything in this Section 2.01(a) to the contrary, the grant, assignment and pledge of a security interest by the Borrower Parties hereunder of all of their respective right, title and interest in and to the Collateral is subject, pursuant to the terms and conditions of the Subordination Agreement, to the prior lien on the Collateral in favor of Chase as security for the credit facilities provided by Chase pursuant to the Chase Loan Agreementsforegoing. (b) The Borrower Parties hereby covenant and agree to execute and deliver in favor of the Lender such documents (the "IMPLEMENTING AGREEMENTS") as the Lender shall reasonably determine from time to time are necessary to perfect, grant, assign and pledge a security interest in and lien on all of the Borrower Parties' right, title and interest in and to the Collateral, subject, pursuant to the terms and conditions of the Subordination Agreement, only to the prior lien on the Collateral in favor of Chase as security for the credit facilities provided by Chase pursuant to the Chase Loan Agreements.

Pledge, Assignment and Grant of Security. (a) The Borrower Parties Each Pledgor hereby grantgrants, assign pledges and pledge assigns to the Secured Party, a security interest in in, and lien on on, all of their such Pledgor's right, title and interest in and to the following, whether now owned or existing or hereafter acquired or arising, and wherever located (collectively, the "COLLATERAL"): (a) all of the issued and outstanding Equity Interests (the "PLEDGED EQUITY INTERESTS") in each of such Pledgor's Subsidiaries (the "PLEDGED ENTITIES"), any options, warrants and other rights in respect of the Pledged Equity Interests and all rights and benefits under the certificate of formation, limited liability company agreement and any other organization document of each of the Pledged Entities (collectively, the "ORGANIZATIONAL DOCUMENTS"), including (i) all inventory of such Pledgor's interest in the capital of the Pledged Entities and all rights of its formssuch Pledgor to receive distributions, wherever locatedcash, now instruments and other property from time to time receivable or hereafter existing otherwise distributable in respect of the Pledged Equity Interests or pursuant to the Organizational Documents, (ii) all other payments due or to become due to such Pledgor in respect of the Pledged Equity Interests or pursuant to the Organizational Documents, including, but not limited to, goods in which the Borrower Parties have an interest in mass or a joint or other interest or right all rights of such Pledgor to receive proceeds of any kind and goods which are returned insurance, indemnity, warranty or guaranty with respect to the Borrower PartiesPledged Equity Interests or the Organizational Documents, (iii) all rights of such Pledgor, as owner of the Pledged Equity Interests, to all property and all accessions thereto and products thereof and documents therefor assets of the Pledged Entities (any and all such whether real property, inventory, accessions, products and documents being the "INVENTORY"); (ii) all accountsequipment, contract rights, chattel paperaccounts, receivables, general intangibles, securities, instruments, deposit accounts, general intangibles and other obligations of any kind of the Borrower Parties, 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 existing in and to all security agreements, leases, and other contracts securing or otherwise relating to any such accounts, contract rights, chattel paper, instrumentsdocuments, deposit accountschoses in action, general intangibles licenses, permits or obligations (any and all such accounts, contract rights, chattel paper, instruments, deposit accounts, general intangibles and obligations being the "RECEIVABLES"otherwise); (iii) all or a portion of the issued and outstanding capital stock owned by the Borrower Parties issued by the Borrower Parties and certain Subsidiaries, as set forth on Schedule II hereto, and all of the capital stock of any additional Subsidiary organized within the U.S. and 65% of the capital stock of any additional Subsidiary organized outside the U.S. of any of the Borrower Parties organized or acquired after the date hereof and all stock dividends granted thereon (the "PLEDGED STOCK;" each issuer of Pledged Stock is referred to herein as an "ISSUER"); (iv) all proceeds of certificates or instruments evidencing any and ownership interest in the Pledged Entities or their assets; (b) all of the foregoing Collateral (includingownership interests, without limitationsecurities, proceeds which constitute moneys or property of the types described in clauses (i) - (iii) of this Section 2.01(a)) and, to the extent not otherwise included, all (A) payments under insurance, or any indemnity, warranty or guaranty, payable by reason of loss or damage to or otherwise with respect to representing a distribution on any of the foregoing Collateral, (B) cash and (C) all dividends, distributions, option or rights granted on Pledged Stock, whether in addition to, in substitution of, as a conversion ofEquity Interests, or in exchange for such Pledged Stock, and any sums paid representing a return of capital upon or in respect of the Pledged Stock upon Equity Interests or resulting from a split-up, revision, reclassification or other like change of the liquidation Pledged Equity Interests or dissolution otherwise received in exchange for any Pledged Equity Interests, and all certificates or instruments representing or evidencing such ownership interests or securities; (c) all balances, credits, deposits, "deposit accounts" (as defined in the UCC), "securities accounts" (as defined in the UCC), or monies whether now existing or hereafter held in the name or on behalf of such Pledgor, whether in the possession or control of such Pledgor or held by third parties, together with all cash, cash equivalents, securities, investments, financial assets, security entitlements, payments, other amounts, and all other items of property from time to time held, maintained or carried in, or credited or deposited to, any such deposit account or securities account, including Permitted Investments, and all rights, claims and causes of action, if any, that such Pledgor may have against any Person in respect of the foregoing; (d) all contracts, leases, licenses and agreements entered into by such Pledgor and all instruments and documents executed and delivered with respect to the foregoing contracts, leases, licenses and agreements (all of such contracts, leases, licenses and agreements, as amended, supplemented or otherwise modified from time to time in accordance with the terms thereof and of this Agreement, being the "ASSIGNED AGREEMENTS"), including all rights of such Pledgor (i) to receive moneys due and to become due under or pursuant to the Assigned Agreements, (ii) to compel performance and otherwise to exercise all remedies thereunder, including all rights to make determinations, to exercise any election or option contained in such agreements (including, but not limited to, termination thereof), (iii) to give or receive any notice or consent, (iv) to demand and receive any property that is the subject of any Issuer. Notwithstanding anything in this Section 2.01(aof the Assigned Agreements, (v) to file any claims and generally to take any action which (in the contraryreasonable opinion of the Secured Party) may be necessary or advisable in connection with any of the foregoing, (vi) to receive the grantproceeds of any claim for damages arising out of or for breach of any Assigned Agreement and the proceeds of any insurance, assignment indemnity, warranty or guaranty with respect to the Assigned Agreements, and pledge (vii) to any warranties, performance bonds or letters of a security interest by credit of any manufacturer, contractor or subcontractor or any other Person pursuant to or relating to the Borrower Parties hereunder of Assigned Agreements; (e) all "accounts" (as defined in the UCC), including all of their respective such Pledgor's rights to receive payments for goods sold or leased, or services performed, by such Pledgor, whether now in existence or arising from time to time hereafter, and all rights to payment of any kind evidenced by or arising under or with respect to an account, contract, security agreement, or other evidence of indebtedness or security, together with (i) all security pledged, assigned, hypothecated or granted to or held by such Pledgor to secure the foregoing, (ii) all of such Pledgor's right, title and interest in and to any goods, general intangibles or other Collateral, the Collateral is subjectsale of which gave rise thereto, pursuant (iii) all guarantees, credit support agreements, endorsements and indemnifications on, or of, any of the foregoing, (iv) all powers of attorney for the execution of any evidence of indebtedness or security or other writing in connection therewith, (v) all books, correspondence, credit files, records, ledger cards, invoices, and other papers relating thereto, including all similar information stored on a magnetic medium or other similar storage device and other papers and documents in the possession or under the control of such Pledgor or any other Person, (vi) all credit information, reports and memoranda relating thereto, and (vii) all other writings related in any way to the terms and conditions of the Subordination Agreement, to the prior lien on the Collateral in favor of Chase as security for the credit facilities provided by Chase pursuant to the Chase Loan Agreements. (b) The Borrower Parties hereby covenant and agree to execute and deliver in favor of the Lender such documents (the "IMPLEMENTING AGREEMENTS") as the Lender shall reasonably determine from time to time are necessary to perfect, grant, assign and pledge a security interest in and lien on all of the Borrower Parties' right, title and interest in and to the Collateral, subject, pursuant to the terms and conditions of the Subordination Agreement, only to the prior lien on the Collateral in favor of Chase as security for the credit facilities provided by Chase pursuant to the Chase Loan Agreements.foregoing;

Pledge, Assignment and Grant of Security. (a) The Borrower Parties hereby grant, assign and pledge a security interest in and lien on all of their right, title and interest in and to the following, whether now owned or hereafter acquired (the "COLLATERAL"): (i) all inventory in all of its forms, wherever located, now or hereafter existing including, but not limited to, goods in which the Borrower Parties have an interest in mass or a joint or other interest or right of any kind and goods which are returned to the Borrower Parties, and all accessions thereto and products thereof and documents therefor (any and all such inventory, accessions, products and documents being the "INVENTORY"); (ii) all accounts, contract rights, chattel paper, instruments, deposit accounts, general intangibles and other obligations of any kind of the Borrower Parties, 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 existing in and to all security agreements, leases, and other contracts securing or otherwise relating to any such accounts, contract rights, chattel paper, instruments, deposit accounts, general intangibles or obligations (any and all such accounts, contract rights, chattel paper, instruments, deposit accounts, general intangibles and obligations being the "RECEIVABLES"); (iii) all or a portion of the issued and outstanding capital stock owned by the Borrower Parties issued by the Borrower Parties and certain Subsidiaries, as set forth on Schedule II hereto, and all of the capital stock of any additional Subsidiary organized within the U.S. Virgin Islands and 65% of the capital stock of any additional Subsidiary organized outside the U.S. Virgin Islands of any of the Borrower Parties organized or acquired after the date hereof and all stock dividends granted thereon (the "PLEDGED STOCK;" each issuer of Pledged Stock is referred to herein as an "ISSUER"); (iv) all proceeds of any and all of the foregoing Collateral (including, without limitation, proceeds which constitute property of the types described in clauses (i) - (iii) of this Section 2.01(a)) and, to the extent not otherwise included, all (A) payments under insurance, or any indemnity, warranty or guaranty, payable by reason of loss or damage to or otherwise with respect to any of the foregoing Collateral, (B) cash and (C) all dividends, distributions, option or rights granted on Pledged Stock, whether in addition to, in substitution of, as a conversion of, or in exchange for such Pledged Stock, and any sums paid upon or in respect of the Pledged Stock upon the liquidation or dissolution of any Issuer. Notwithstanding anything in this Section 2.01(a) to the contrary, the grant, assignment and pledge of a security interest by the Borrower Parties hereunder of all of their respective right, title and interest in and to the Collateral is subject, pursuant to the terms and conditions of the Subordination Agreement, to the prior lien on the Collateral in favor of Chase as security for the credit facilities provided by Chase pursuant to the Chase Loan Agreements. (b) The Borrower Parties hereby covenant and agree to execute and deliver in favor of the Lender such documents (the "IMPLEMENTING AGREEMENTS") as the Lender shall reasonably determine from time to time are necessary to perfect, grant, assign and pledge a security interest in and lien on all of the Borrower Parties' right, title and interest in and to the Collateral, subject, pursuant to the terms and conditions of the Subordination Agreement, only to the prior lien on the Collateral in favor of Chase as security for the credit facilities provided by Chase pursuant to the Chase Loan Agreements.