Common use of Secured Obligations Clause in Contracts

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on pursuant to the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ ' fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of the Note, the Purchase Agreement Note and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the The obligations of the Grantor Borrower from time to time arising under the Note, the Purchase Loan Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and any interest accrued on any amount payable under the Note Loan Agreement (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding) (collectively, the “Payment Obligations”), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, primary or secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Borrower under or in respect of the Note, the Purchase Loan Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Borrower and/or the Pledgor under or in respect of the Note, the Purchase Loan Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given by the Borrower and/or the Pledgor in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, primary or secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loan (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ ' fees (including at trial and on appeal) and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement Note and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase AgreementNotes, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement Notes and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase AgreementNotes, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loan (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, primary or secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of the Note, the Purchase this Agreement and this Agreementor any other Loan Documents; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoingLoan Documents, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, primary or secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase AgreementFactoring Agreements, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) any amounts due pursuant to the principal Factoring Agreements from failure of and premium, if any, and the Grantor to comply with the terms of the Factoring Agreements or interest on the Note thereon (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement Factoring Agreements and this Agreement; and; (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase AgreementFactoring Agreements, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”); and (c) It is the intent of the Grantor and Secured Party that the Secured Party is purchasing Accounts referenced in the Factoring Agreements and therefore the term “Secured Obligations” does not include purchased Accounts or any amounts due to Secured Party pursuant to any of the purchased Accounts unless there is a breach by the Grantor of any of its obligations under the Factoring Agreements or unless there is a judicial determination that Secured Party’s purchase of Accounts under any Factoring Agreement is not a purchase, but is deemed to be a loan secured by Accounts.

Secured Obligations. The Collateral secures This Agreement is made by each Assignor for the due and prompt payment and performance ofbenefit of the Secured Creditors to secure: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due full and prompt payment when due (whether at the stated maturity, by acceleration or otherwise) of all obligations, liabilities and indebtedness (i) the principal of and including, without limitation, principal, premium, if anyinterest, fees and indemnities (including, without limitation, all interest on that accrues after the Note (including interest accruing during the pendency commencement of any case, proceeding or other action relating to the bankruptcy, insolvency, receivership reorganization or other similar proceedingproceeding of any Assignor at the rate provided for in the respective documentation, regardless of whether or not a claim for post-petition interest is allowed or allowable in any such proceeding)) of such Assignor to the Lender Creditors (provided, when in respect of the Lender Creditors which are Lenders, such aforementioned obligations, liabilities and as dueindebtedness shall arise only for such Lenders (in such capacity) in respect of Loans), whether now existing or hereafter incurred under, arising out of, or in connection with, the Credit Agreement and the other Credit Documents to which such Assignor is a party (including, in the case of each Assignor that is a Subsidiary Guarantor, all such obligations, liabilities and indebtedness of such Assignor under the Subsidiaries Guaranty) and the due performance and compliance by such Assignor with all of the terms, conditions and agreements contained in the Credit Agreement and in such other Credit Documents; (b) the full and prompt payment when due (whether at the stated maturity, by accelerationacceleration or otherwise) of all obligations, upon one liabilities and indebtedness (including, without limitation, all interest that accrues after the commencement of any case, proceeding or more dates set other action relating to the bankruptcy, insolvency, reorganization or similar proceeding of any Assignor at the rate provided for prepayment in the respective documentation, whether or not a claim for post-petition interest is allowed in any such proceeding) owing by such Assignor to the Other Creditors under, or with respect to (including, in the case of each Assignor that is a Subsidiary Guarantor, all such obligations, liabilities and indebtedness of such Assignor under the Subsidiaries Guaranty) any Interest Rate Protection Agreement or Other Hedging Agreement, whether such Interest Rate Protection Agreement or Other Hedging Agreement is now in existence or hereafter arising, and the due performance and compliance by such Assignor with all of the terms, conditions and agreements contained therein; (c) any and all sums advanced by the Assignee in order to preserve the Collateral (as hereinafter defined) or preserve its security interest in the Collateral; (d) in the event of any proceeding for the collection or enforcement of any indebtedness, obligations or liabilities of such Assignor referred to in clauses (a) and (b) above, after an Event of Default shall have occurred and be continuing, the reasonable out-of-pocket expenses of retaking, holding, preparing for sale or lease, selling or otherwise and (ii) all other monetary obligationsdisposing of or realizing on the Collateral, including feesor of any exercise by the Assignee of its rights hereunder, commissions, costs, together with reasonable attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement and this Agreementcourt costs; and (be) all other covenants, duties, debts, obligations and liabilities amounts paid by any Secured Creditor as to which such Secured Creditor has the right to reimbursement under Section 8.01 of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (; all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in clauses (a) through (e) of this Section 3 2.01 being herein collectively called the “Secured Obligations”),” it being acknowledged and agreed that the “Obligations” shall include extensions of credit of the types described above, whether outstanding on the date of this Agreement or extended from time to time after the date of this Agreement.

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Grantors and the Guarantors from time to time arising under the Note, the Purchase Agreement, this Agreement, Agreement and under the other Transaction Documents Loan Documents, or otherwise with respect to (i) the due and prompt payment of (i) the principal of and premium, if any, and interest on the Purchase Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Grantors under or in respect of the Note, the Purchase Agreement Loan Documents and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Grantors and the Guarantors to Secured Party under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Loan Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures This Agreement is made and given to secure, and shall secure, the due and prompt payment and performance of: of (a) all “Secured Obligations,” as such term is defined in the obligations Credit Agreement, in each case whether now existing or hereafter arising (and whether arising before or after the filing of a petition in bankruptcy and including all interest, costs, fees, and charges after the entry of an order for relief against the Borrower or any Guarantor in a case under Title 11 of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents United States Bankruptcy Code or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether or not such interest, costs, fees and charges would be an allowed claim against such Borrower or allowable Guarantor in such proceeding), when and as due or to become due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due and howsoever evidenced, held or to become dueacquired and (b) any and all expenses and charges, now existing or hereafter arising, fixed legal or otherwise (including monetary obligations reasonable attorney’s fees awarded in an appellate court and reasonable attorney’s fees incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such a bankruptcy proceeding), suffered or incurred by the Secured Creditors, and any of them individually, in collecting or enforcing any of such indebtedness, obligations, and liabilities or in realizing on or protecting or preserving any security therefor, including the Lien and security interest granted hereby (all of the Grantor under or in respect of the Noteindebtedness, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums expenses, and expenses charges set forth in this Section 3 being herein collectively called hereinafter referred to as the “Secured Obligations”). Notwithstanding anything in this Agreement to the contrary, the right of recovery against each Grantor under this Agreement shall not exceed $1.00 less than the lowest amount that would render such Grantor’s obligations under this Agreement void or voidable under Applicable Law, including fraudulent conveyance law.

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Borrower and/or the Pledgor from time to time arising under the Secured Promissory Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if anyof, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Borrower and/or the Pledgor under or in respect of the Note, the Purchase Agreement Secured Promissory Note and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Borrower and/or the Pledgor under or in respect of the Secured Promissory Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “”Secured Obligations”).

Secured Obligations. The Collateral secures This Agreement is made and given to secure, and shall secure, the due and prompt payment and performance of: of (a) all “Obligations,” “Hedging Liability,” and “Bank Product Obligations,” as such terms are defined in the Credit Agreement, including, without limitation, all obligations with respect to Loans made and to be made under the Credit Agreement (whether or not evidenced by Notes issued thereunder), all obligations of the Grantor from time Borrower to time arising reimburse the Secured Creditors for the amount of all drawings on all Letters of Credit issued pursuant to the Credit Agreement and all other obligations of the Borrower under all Applications for Letters of Credit, all other obligations of the Borrower and the other Debtors under the NoteLoan Documents, all obligations of the Purchase AgreementDebtors, this Agreementand of any of them individually, the other Transaction Documents or otherwise with respect to any Hedging Liability and the due and prompt payment agreements relating thereto, all obligations of (i) the principal of and premium, if anyDebtors, and interest on the Note (including interest accruing during the pendency of any bankruptcyof them individually, insolvencywith respect to any Bank Product Obligation and the agreements relating thereto, receivership and all obligations of the Debtors, and of any of them individually, arising under any guaranty issued by it relating to the foregoing or other any part thereof, in each case whether now existing or hereafter arising (and whether arising before or after the filing of a petition in bankruptcy and including all interest, costs, fees, and charges after the entry of an order for relief against a Debtor in a case under Title 11 of the United States Bankruptcy Code or any similar proceeding, regardless of whether or not such interest, costs, fees and charges would be an allowed or allowable claim against such Debtor in such proceeding), when and as due or to become due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due and howsoever evidenced, held or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement acquired and this Agreement; and (b) any and all other covenantsexpenses and charges, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification legal or otherwise, suffered or incurred by the Secured Creditors, and whether primaryany of them individually, secondaryin collecting or enforcing any of such indebtedness, direct obligations, and liabilities or indirectin realizing on or protecting or preserving any security therefor, absolute or contingentincluding, due or to become duewithout limitation, now existing or hereafter arising, fixed or otherwise the lien and security interest granted hereby (all such of the indebtedness, obligations, covenants, duties, debts, liabilities, sums expenses, and expenses set forth in this Section 3 charges described above being herein collectively called hereinafter referred to as the “Secured Obligations”). Notwithstanding anything in this Agreement to the contrary, the right of recovery against any Debtor under this Agreement (other than the Borrower to which this limitation shall not apply) shall not exceed $1.00 less than the lowest amount that would render such Debtor’s obligations under this Agreement void or voidable under applicable law, including fraudulent conveyance law.

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Issuer and the Grantor from time to time arising under the Note, the Purchase Note Agreement, this Agreement, Agreement and the other Transaction Note Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, Redemption Price and interest on under the Note Agreement (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Issuer or the Grantor under or in respect of the NoteNote Agreement, the Purchase this Agreement and this Agreementthe other Note Documents; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor hereunder or the Issuer under or in respect of the Note, the Purchase Note Agreement, this Agreement, the other Transaction Note Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 4 being herein collectively called the “Secured Obligations”); provided, however, as to any portion of the amounts payable to Secured Party under the Note Agreement that is not converted in conjunction with a Qualified Transaction (as defined in such Note Agreement) pursuant to Section 4.1(a) of the Note Agreement, upon the consummation of such Qualified Transaction, the obligations of the Issuer under such Note Agreement shall cease to constitute Secured Obligations hereunder, the security interest in the Collateral granted pursuant to this Agreement shall no longer secure the Note Agreement, and all of the Issuer’s obligations under the Note Agreement shall be unsecured.

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase AgreementNotes, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding) and Mandatory Default Amount (as defined in the Notes), if any, on the Notes when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement Notes and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase AgreementNotes, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 ‎3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Issuer and the Grantor from time to time arising under the Note, the Purchase Agreement, the Notes, this Agreement, the Agreement or other Transaction Note Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, Redemption Price and interest on the Note Notes (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Issuer or the Grantor under or in respect of the Note, the Purchase Agreement and this Agreementor the Notes or other Note Documents; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor hereunder or the Issuer under or in respect of the Note, the Purchase Agreement, this Agreementthe Notes, the other Transaction Note Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 4 being herein collectively called the “Secured Obligations”); provided, however, as to any portion of a Series 2 Note (as defined in the Purchase Agreement) that is not converted in conjunction with a Qualified Transaction (as defined in such Series 2 Note) pursuant to Section 4.1(a) of the Series 2 Note, upon the consummation of such Qualified Transaction, the obligations of the Issuer under such Series 2 Note shall cease to constitute Secured Obligations hereunder, the security interest in the Collateral granted pursuant to this Agreement shall no longer secure Series 2 Note, and all of the Issuer’s obligations under such Series 2 Note shall be unsecured.

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the such Grantor from time to time arising under the Note, the Purchase Agreement, the Note, this Security Agreement, the any other Transaction Loan Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the such Grantor under or in respect of the Purchase Agreement, the Note, the Purchase Agreement and this Security Agreement, or any other Loan Documents; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the such Grantor under or in respect of the Note, the Purchase Agreement, the Note, this Security Agreement, the or any other Transaction Loan Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The This Agreement secures, and the Collateral secures is collateral security for, the due and prompt payment and or performance of: in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand, or otherwise (a) including the obligations payment of amounts that would become due but for the operation of the Grantor from time to time automatic stay under Section 362(a) of the Bankruptcy Code, 11 U.S.C. Section 362(a)) of, all Obligations of the Pledgor now existing or hereafter arising under or in connection with the NoteCredit Agreement or any other Loan Document, all Obligations of the Purchase AgreementPledgor now existing or hereafter arising under or in connection with the Currency Hedge Agreements, this Agreementall Obligations of the Pledgor now existing or hereafter arising in connection with the Cash Management Services, and any and all extensions or renewals thereof, whether for principal, interest (including interest that, but for the other Transaction Documents or otherwise filing of a petition in bankruptcy with respect to the due and prompt payment of (i) the principal of and premiumPledgor, if any, and interest would accrue on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceedingObligations), when and as duereimbursements of amounts drawn under Letters of Credit, fees, expenses, indemnities, or otherwise, whether at maturity, by acceleration, upon one voluntary or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondaryinvoluntary, direct or indirect, absolute or contingent, due liquidated or unliquidated, whether or not jointly owed with others, whether or not from time to become duetime decreased or extinguished and later increased, now existing created, or hereafter arisingincurred, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document madeportion of such Obligations that are paid, delivered to the extent all or given in connection with any part of such payment is avoided or recovered directly or indirectly from the foregoingAgent or any Secured Lender as a preference, in each case whether evidenced by a note or other writingfraudulent transfer, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, any and all Obligations of the Pledgor now existing or hereafter arisingexisting under this Agreement, fixed whether for advances, costs, fees, expenses, or otherwise (all such obligationscollectively, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “'Secured Obligations”')."

Secured Obligations. The This Agreement secures, and the Collateral secures is collateral security for, the due and prompt payment and or performance of: in full when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand, or otherwise (a) including the obligations payment of amounts that would become due but for the operation of the Grantor from time to time automatic stay under Section 362(a) of the Bankruptcy Code, 11 U.S.C. Section 362(a)) of, all Obligations of the Parent Guarantor, the Company, and their respective Subsidiaries, whether now existing or hereafter arising under or in connection with the NoteCredit Agreement or any other Loan Document, all Obligations of the Purchase AgreementCompany now existing or hereafter arising under or in connection with the Currency Hedge Agreements, this Agreementall Obligations of the Company now existing or hereafter arising in connection with the Cash Management Services, and any and all extensions or renewals, thereof, whether for principal, interest (including interest that, but for the other Transaction Documents or otherwise filing of a petition in bankruptcy with respect to the due and prompt payment Parent Guarantor, the Company or any of (i) the principal of and premiumtheir respective Subsidiaries, if any, and interest would accrue on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceedingObligations), when and as duereimbursements of amounts drawn under Letters of Credit, fees, expenses, indemnities, or otherwise, whether at maturity, by acceleration, upon one voluntary or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondaryinvoluntary, direct or indirect, absolute or contingent, due liquidated or unliquidated, whether or not jointly owed with others, whether or not from time to become duetime decreased or extinguished and later increased, now existing created, or hereafter arisingincurred, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document madeportion of such Obligations that are paid, delivered to the extent all or given in connection with any part of such payment is avoided or recovered directly or indirectly from the foregoingAgent or any Secured Lender as a preference, in each case whether evidenced by a note or other writingfraudulent transfer, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, any and all Obligations of any Pledgor now existing or hereafter arisingexisting under this Agreement, fixed whether for advances, costs, fees, expenses, or otherwise (all such obligationscollectively, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “'Secured Obligations”')."

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor from time to time arising under the Note, the Purchase Loan Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loan (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, primary or secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of the Note, the Purchase Loan Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor under or in respect of the Note, the Purchase Loan Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, primary or secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Security Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including including, without limitation, fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including including, without limitation, monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement Note and this Security Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Security Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 4 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Debtors from time to time arising under the Note, the Purchase Agreement, this Agreement, Agreement and under the other Transaction Documents Documents, or otherwise with respect to (i) the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ ' fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Debtors under or in respect of the Note, the Purchase Agreement Transaction Documents and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Debtors to Secured Party under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The Collateral secures the due For good and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Notevaluable consideration, the Purchase Agreementreceipt and sufficiency of which are hereby acknowledged, this AgreementAracruz hereby unconditionally and irrevocably, jointly and severally, guarantees the other Transaction Documents or otherwise with respect to the due full and prompt punctual payment of (i) the all principal of and premiumall Loans outstanding under the Credit Agreement, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all interest (including any interest that accrues after the commencement of any case, proceeding or other monetary obligationsaction relating to the bankruptcy, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes insolvency or reorganization of action, expenses and indemnitiesAracruz Trading (or would accrue but for the operation of applicable bankruptcy or insolvency laws, whether primaryor not such interest is allowed or allowable as a claim in any such proceedings) on such Loans and (iii) all other amounts now or hereafter payable by Aracruz Trading pursuant to the Credit Agreement and any other agreement related to it (collectively, secondarythe “Loan Documents”) when due (whether at stated maturity, upon acceleration or otherwise), and performance of all obligations (of any nature whatsoever) of Aracruz Trading under the Loan Documents, as primary obligor and not merely as surety and with respect to all such obligations howsoever created, arising or evidenced, whether direct or indirect, absolute or contingent, now or hereafter existing, or due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency . This is a guarantee of payment and not merely of collection. If Aracruz Trading fails to pay any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become Secured Obligation punctually when due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums Aracruz agrees that it will forthwith on demand pay the amount not so paid at the place and expenses set forth in the manner specified in this Section 3 being herein collectively called the “Secured Obligations”)Guaranty.

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loan (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement Note and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 5 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ ' fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The 3.1 This Agreement secures, and the Pledged Collateral secures is collateral security for, the due and prompt payment and performance of: in full when due, whether at stated maturity, by acceleration or otherwise (a) including, without limitation, the obligations payment of interest and other amounts which would accrue and become due but for Pledgor or any property or assets of Pledgor becoming the Grantor from time to time arising subject of a bankruptcy or similar proceeding under the NoteBankruptcy and Insolvency Act (Canada) or the Companies Creditors' Arrangement Act (Canada) or any other applicable insolvency or bankruptcy legislation, or Pledgor becoming a party to any bankruptcy, insolvency, moratorium or similar proceeding which gives rise to a stay which has the Purchase Agreementeffect of preventing Trustee from enforcing its rights hereunder), this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) all Obligations of Pledgor now existing or hereafter arising under or in respect of the Indenture, its Guarantee and the Notes (including, without limitation, the obligation of Pledgor to pay principal of and of, premium, if any, and interest on the Note (including interest accruing during Notes when due and payable) and all other charges, fees, expenses, commissions, reimbursements, premiums, indemnities and all other amounts due or to become due and owing by Pledgor under or in connection with the pendency of any bankruptcyIndenture, insolvencythe Guarantee, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when the Notes and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise the Additional Secured Indebtedness and (ii) without duplication of the amounts described in clause (i), all other monetary obligations, including fees, commissions, costs, attorneys’ fees indebtedness and disbursements, reimbursement obligations, contract causes liabilities of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, Pledgor now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor arising under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) , including, without limitation, with respect to all charges, fees, expenses, commissions, reimbursements, premiums, indemnities and other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under payments related to or in respect of the Noteobligations contained in this Agreement (the obligations described in clauses (i) and (ii) of this Section 3, collectively, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Company from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Company under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Company under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 0 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor or the Company from time to time arising under the Note, the Purchase SPA, the Security Agreement, this Agreement, the any other Transaction Documents Document, or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, primary or secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of the Note, the Purchase Agreement and SPA, the Security Agreement, this Agreement, any other Transaction Document; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor or the Company under or in respect of the Note, the Purchase Agreement, this Agreement, the other any Transaction Documents Document or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, primary or secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase AgreementNotes, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding) and Mandatory Default Amount (as defined in the Notes), if any, on the Notes when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement Notes and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase AgreementNotes, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures This Mortgage, and all rights, titles, interests, liens, security interests, powers, privileges and remedies created hereby or arising hereunder or by virtue hereof, are given to secure the due and prompt payment and performance of: (a) the of all indebtedness, obligations of the Grantor from time to time and liabilities arising under the NoteNotes, the Purchase Agreement, this Agreement, the Mortgage and any other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if anyLoan Document, and interest on the Note (including interest accruing during the pendency of any bankruptcyrenewals, insolvencyextensions, receivership amendments, amendments and restatements, supplements or other similar proceedingmodifications thereof or thereto, regardless of whether allowed howsoever created, arising or allowable in such proceeding), when and as dueevidenced, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, now or hereafter existing or due or to become due, now existing and any and all fees, costs or hereafter arisingexpenses incurred by Mortgagee or the other Secured Parties, fixed including, but not limited to, interest accruing at the then applicable rate provided in the Agreement after the maturity of the Loans and interest accruing at the then applicable rate provided in the Agreement or otherwise (including monetary obligations incurred during other applicable agreement after the pendency filing of any petition in bankruptcy, or the commencement of any insolvency, receivership reorganization or other similar like proceeding, regardless of whether allowed or allowable in such proceeding), relating to the Mortgagor on the Loans and on all other obligations of the Grantor under or Mortgagor to the Secured Parties, taxes, recording expenses and attorneys' fees in respect connection with the execution and delivery of any of the Noteaforesaid, and the consummation of the transactions contemplated thereby, the Purchase Agreement administration thereof, and, after default, the administration and this Agreement; and (b) collection thereof, all costs incurred of whatever nature by Mortgagee in the exercise of any rights hereunder or under any Loan Document and all other covenants, duties, debtsamounts payable by Mortgagor under this Mortgage (all of the foregoing indebtedness, obligations and liabilities of any kind of being referred to herein as the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) a. the obligations of the Grantor from time to time Pledgor arising under the Note, the Purchase Agreement, Note and this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise otherwise, and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of the Note, the Purchase Agreement Note and this Agreement; and (b) b. all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor under or in respect of the Note, the Purchase Agreement, Note or this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note note, allonge or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor from time to time arising under the Note, the Purchase Agreement, this Loan Agreement, the other Transaction Documents Guaranty (as defined herein), this Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of the NoteLoan Agreement, the Purchase Agreement Guaranty and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor under or in respect of the Note, the Purchase Agreement, this Loan Agreement, the other Transaction Documents Guaranty, this Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor from time to time arising under the Note, the Purchase AgreementSecurities, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premiumdividends, if anyliquidation preferences, redemptions, and any interest thereon or otherwise due on the Note Securities (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, primary or secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of the Note, the Purchase Agreement Securities and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor under or in respect of the Note, the Purchase AgreementSecurities, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, primary or secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums sums, and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral lien and security interest in the Encumbered Property granted hereunder secures the due full and prompt punctual payment and performance when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise of: (a) The Secured Obligations under and as defined in the Guaranty. (b) Each Trustor’s obligations to the Lender (and any Affiliate of the Grantor Lender pursuant to any Lender Provided Hedging Agreement or any Lender Provided Financial Service Product, in each case as provided in the Credit Agreement), now or hereafter existing or arising, under or in connection with this Instrument now or hereafter existing or arising under or in connection with the Credit Agreement, the Note, and each other Loan Document to which such Trustor either is or may from time to time become a party, whether for principal, interest, fees, expenses or otherwise (including all such amounts which would become due but for the operation of the automatic stay under Section 362(a) of the United States Bankruptcy Code, 11 U.S.C. §362(a), and the operation of Sections 502(b) and 506(b) of the United States Bankruptcy Code, 11 U.S.C. §502(b) and §506(b) and any other similar provisions arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Applicable Law. (c) Any sums advanced or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note expenses or costs incurred (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursementsother legal, reimbursement obligationsmanagement and consulting expenses) by the Trustee or the Beneficiary (or any receiver appointed hereunder) which are made or incurred pursuant to, contract causes or permitted by, the terms hereof, plus interest thereon at the rate specified or otherwise agreed upon, from the date of action, such advances or the incurring of such expenses or costs until reimbursed and indemnitiesany other amounts owed by the Trustors to the Beneficiary under any other Security Document. (d) Any extensions or renewals of all such obligations described in clause (a) through (c) above, whether primary, secondary, direct or indirect, absolute not each Trustor executes any extension agreement or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary renewal instruments. All the above obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or Trustors are hereinafter collectively referred to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called as the “Secured Obligations”).

Secured Obligations. The Secured Parties’ security interest in the Collateral secures shall secure the due and prompt payment and performance of:of the following (all such obligations, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”): (a) the obligations of the Grantor from time to time arising under the Note, the Purchase AgreementSenior Notes, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt punctual payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirectdirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the NoteSenior Notes, this Agreement, the Purchase Agreement and this Agreementother Transaction Documents or otherwise; and (b) all other covenantsagreements, duties, debtsindebtedness, obligations and liabilities of any kind of the Grantor under under, out of, or in respect of connection with the Note, the Purchase AgreementSenior Notes, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether now existing or hereafter arising, whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing primary or hereafter arisingsecondary, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”)joint or several.

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loan (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ ' fees (including at trial and on appeal) and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement Note and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 4 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The Collateral secures pledge, security interest, and collateral assignment hereby granted is to secure the due prompt and prompt full payment and complete performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect all Obligations to the due and prompt payment of Administrative Agent or any Lender (i) of Pledgor and Holding arising under or in connection with the principal of and premium, if any, and interest on the Note Credit Agreement (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceedingLicensing), when the promissory notes and all other Loan Documents (as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise defined in the Credit Agreement (Licensing)) executed in connection with the Credit Agreement (Licensing) and (ii) of Pledgor and the Legacy Borrowers arising under or in connection with the Credit Agreement (Legacy), the promissory notes and all other monetary Loan Documents (as defined in the Credit Agreement (Legacy)) executed in connection with the Credit Agreement (Legacy). “Obligations” means, as to any Person, all loans, debts, principal, interest (including any interest that, but for the commencement of an insolvency proceeding, would have accrued), premiums, liabilities (including all amounts charged to Pledgor’s account pursuant hereto), obligations (including indemnification obligations), fees (including feesany fees provided for in any Credit Agreement), commissionscharges, costs, attorneys’ expenses (including any fees or expenses that, but for the commencement of an insolvency proceeding would have accrued), lease payments, guaranties, covenants, and disbursements, reimbursement obligations, contract causes duties of action, expenses any kind and indemnitiesdescription owing such Person to the Administrative Agent or any Lender and irrespective of whether for the payment of money, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed and including all interest not paid when due and all expenses that any such Person is required to pay or otherwise (including monetary obligations incurred during the pendency of any bankruptcyreimburse, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), all of the Grantor under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given foregoing arising in connection with any Credit Agreement, by law, or otherwise. The absence of the foregoing, in each case whether evidenced by a note or other writing, whether allowed any reference to this Agreement in any bankruptcydocuments, insolvency, receivership instruments or other similar proceeding, whether arising from an extension agreements evidencing or relating to any Obligation secured hereby shall not limit or be construed to limit the scope or applicability of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”)Agreement.

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premiumpremium and interest, if any, and interest on the Note Loan (including any interest accruing during the pendency of any bankruptcy, insolvency, receivership receivership, or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment prepayment, or otherwise otherwise, and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement Note and this Agreement; and (b) all other covenants, duties, debts, obligations obligations, and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered delivered, or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership receivership, or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification indemnification, or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein are collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other any Transaction Documents Document or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement Note and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document madedocument, delivered or commitment, indebtedness, guaranty of debtor, performance, and any indemnity given in connection with any of to the foregoingLender, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all All such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being are herein collectively called referred to as the “Secured Obligations”).

Secured Obligations. The Collateral secures security interests hereby granted shall secure all of the due and prompt payment and performance of:following (the “Secured Obligations”): (a) the obligations Borrower’s payment of the Grantor aggregate principal sums outstanding from time to time arising under the NoteLoans, together with interest, fees, and other charges thereon as provided in the Purchase Loan Agreement and the Notes evidencing the Loans; (b) The Borrower’s and each Guarantor’s payment or performance of its obligations under the Loan Agreement and under the other Loan Documents (as defined, described and identified in the Loan Agreement, hereinafter the “Loan Documents”), as the same may be amended, modified, extended, renewed, replaced or restated; Citizens Bank New Hampshire Security Agreement – Micronetics et al. (c) The payment of all other sums with interest and charges thereon advanced in accordance herewith to protect the validity, security, and priority of this Agreement, the other Transaction Documents Loan Agreement, or otherwise the Loan Documents; (d) Any and all obligations of the Borrower arising under any letter of credit, foreign exchange contracts, interest rate swap, cap, floor or hedging agreements, interest rate protection products, or similar agreements with respect the Secured Party or any affiliate of the Secured Party; any and all obligations of the Borrower to the due Secured Party arising under any credit cards issued by the Secured Party to the Borrower; and prompt payment any and all obligations of the Borrower to the Secured Party out of or in connection with any Automated Clearing House (i“ACH”) Agreements relating to the principal processing of ACH transactions, together with all fees, expenses, charges and premiumother amounts owing by or chargeable to the Borrower under all such contracts, if anyagreements, and interest on the Note credit cards; and (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when e) Any and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees indebtedness of Borrower and disbursements, reimbursement obligations, contract causes each Guarantor to Secured Party of action, expenses every kind and indemnities, whether primary, secondarydescription, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become duehow they arose, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures This Deed of Trust secures, and the due Mortgaged Property is collateral security for, the performance of the covenants and agreements of the Trustor and the other Principal Property Subsidiaries contained in the Indenture, this Deed of Trust, the other Notes Documents and related documents, and, among other obligations, the prompt and complete payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), full when and as due, whether at stated maturity, by required prepayment, declaration, acceleration, upon one or more dates set for prepayment repurchase, redemption, demand or otherwise (including the payment of amounts that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Law (and any successor provision thereof)) of the following: (iii) all of the obligations and liabilities of the Trustor and the other monetary obligationsPrincipal Property Subsidiaries to the Trustee, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnitiesthe Collateral Agent or any Secured Party, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, or now existing or hereafter arisingincurred, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcywhich may arise under, insolvencyout of, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Noteconnection with, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this AgreementIndenture, the other Transaction Notes Documents and related documents to which Trustor or any other document such Principal Property Subsidiary is party, made, delivered or given in connection with any of the foregoing, in each case whether evidenced such obligations and liabilities are on account of principal, interest, penalties, fees, indemnifications, reimbursements, damages and other liabilities payable (including, without limitation, all fees and disbursements of counsel to the Collateral Agent or to the Secured Parties) that are required to be paid by the Co-Issuers pursuant to the terms of any of the foregoing agreements; (ii) all covenants and agreements, obligations, liabilities and other obligations of any kind (including, without limitation, principal, interest, fees, reimbursement obligations, administrative costs and indemnities) of Trustor or any other Principal Property Subsidiary, or combination thereof, now existing or arising in the future from time to time under or in respect of this Deed of Trust, the Indenture and the other Notes Documents and related documents as to which any Principal Property Subsidiary is a note party; (iii) any and all other amounts, liabilities, and obligations for which or for the performance of which Trustor or any other writingPrincipal Property Subsidiary or any combination thereof is or may become indebted or obligated under the terms of this Deed of Trust, the Indenture and the other Notes Documents and related documents to which Trustor or any other Principal Property Subsidiary is a party; (iv) any and all renewals, increases, rearrangements, modifications, supplements, restatements and extensions of the foregoing items of indebtedness and obligations; and (v) costs and expenses of collection (including, without limitation, reasonable attorneys’ fees and expenses), actually incurred by Beneficiary in obtaining performance of, or in collecting any payments due under, the Indenture and the other Notes Documents and related documents to which Trustor or any of the Principal Property Subsidiaries is a party, commissions, expenses, charges, reimbursement obligations, indemnification obligations, reasonable fees and expenses due and payable to any Secured Party under the Indenture and the other Notes Documents and such related documents. Each and every such indebtedness, liability and obligation of any kind of Trustor or any Principal Property Subsidiary described and included in this Deed of Trust, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, such item is absolute or contingent, due or to become not due, liquidated or unliquidated, arising under or in connection with the Indenture, this Deed of Trust and the other Notes Documents or any of them (including, without limitation, the foregoing) is intended to be fully secured by the liens, assignments, and security interests created under and by virtue of this Deed of Trust, and all such items so secured (now or hereafter existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth ) plus the other items described in this Section 3 being 13.5 hereof are hereinafter collectively referred to herein collectively called as the “Secured Obligations.”).

Secured Obligations. The Subject to PMC’s First Priority, the Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, Note, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the NotePurchase Agreement, the Purchase Agreement Note and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, Note and this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures shall secure, in such order of priority as Lenders may elect, the due and prompt payment and performance of:following (collectively, the "Secured Obligations"): (a) the payment and performance of all obligations of the Grantor from time to time arising Borrower under the terms of the Amended and Restated Loan and Stock Pledge Agreement, of even date herewith (the "Loan Agreement"), between Borrower and Lenders, together with all extensions, modifications, substitutions or renewals thereof, or other advances made thereunder; (b) payment and performance of all obligations of Borrower under the terms of the Amended and Restated Consolidated Multiple Advance Non-Revolving Note, of even date herewith (the Purchase Agreement"Note"), in the original principal amount of $700,000, executed by Borrower in favor of Lenders, together with all extensions, modifications, substitutions or renewals thereof, or other advances made thereunder; (c) payment and performance of every obligation, covenant and agreement of Borrower contained in this Agreement, together with all extensions, modifications, substitutions or renewals hereof; (d) payment and performance of every obligation, covenant and agreement of Borrower contained in each of the other Transaction Loan Documents or otherwise with respect to (as defined in the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceedingLoan Agreement), when together with all extensions, modifications, substitutions or renewals thereof; and (e) payment and as performance of all other obligations and liabilities of Borrower to Lenders, whether now existing or hereafter incurred or created, whether voluntary or involuntary, whether due or not due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing whether incurred directly or hereafter arising, fixed acquired by Lenders by assignment or otherwise. Unless Borrower shall have otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable agreed in such proceeding), of the Grantor under or in respect of the Notewriting, the Purchase Agreement and this Agreement; and (b) all other covenantsSecured Obligations, duties, debts, obligations and liabilities for purposes of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, shall not include "consumer credit" subject to the other Transaction Documents disclosure requirements of the Federal Truth in Lending Act or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”)regulations promulgated thereunder.

Secured Obligations. The Collateral secures This Agreement is made and given to secure, and shall secure, the due and prompt payment and performance of: when due of (a) any and all indebtedness, obligations, and liabilities of the Debtors, and of any of them individually, to the Secured Creditors, and to any of them individually, under or in connection with or evidenced by the Credit Agreement, any other Loan Document, the Senior Notes or the Senior Note Agreements, including, without limitation, all obligations evidenced by the Notes of the Borrowers heretofore or hereafter issued under the Credit Agreement, all obligations evidenced by the Senior Notes of the Borrowers heretofore or hereafter issued under the Senior Note Agreements, all obligations of the Grantor from time Borrowers to time arising reimburse the Bank Creditors for the amount of all drawings on all Letters of Credit issued pursuant to the Credit Agreement and all other obligations of the Borrowers under all Applications for Letters of Credit, all obligations of the NoteDebtors, the Purchase Agreementand of any of them individually, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if anyany Hedging Liability, and interest on all obligations of the Note (including interest accruing during the pendency Debtors, and of any bankruptcyof them individually, insolvencyarising under any guaranty issued by it relating to the foregoing or any part thereof, receivership in each case whether now existing or other similar proceeding, regardless hereafter arising (and whether arising before or after the filing of whether allowed or allowable a petition in such proceedingbankruptcy and including all interest accrued after the petition date), when and as due or to become due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due and howsoever evidenced, held or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement acquired and this Agreement; and (b) any and all other covenantsreasonable expenses and charges, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification legal or otherwise, suffered or incurred by the Secured Creditors, and whether primaryany of them individually, secondaryin collecting or enforcing any of such indebtedness, direct obligations, and liabilities or indirectin realizing on or protecting or preserving any security therefor, absolute or contingentincluding, due or to become duewithout limitation, now existing or hereafter arising, fixed or otherwise the lien and security interest granted hereby (all such of the indebtedness, obligations, covenants, duties, debts, liabilities, sums expenses, and expenses set forth charges described above being hereinafter referred to as the "SECURED OBLIGATIONS"). Notwithstanding anything in this Section 3 being herein collectively called Agreement to the “Secured Obligations”)contrary, the right of recovery against any Debtor under this Agreement (other than the Borrowers to which this limitation shall not apply) shall not exceed $1.00 less than the lowest amount which would render such Debtor's obligations under this Agreement void or voidable under applicable law, including fraudulent conveyance law.

Secured Obligations. The Collateral secures This Deed of Trust, and all rights, titles, interests, liens, security interests, powers, privileges and remedies created hereby or arising hereunder or by virtue hereof, are given to secure the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time all indebtednesses, obligations and liabilities arising under the NoteNotes, the Purchase Agreement, this Agreement, the Deed of Trust and any other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if anyLoan Document, and interest on the Note (including interest accruing during the pendency of any bankruptcyrenewals, insolvencyextensions, receivership amendments, amendments and restatements, supplements or other similar proceedingmodifications thereof or thereto, regardless of whether allowed howsoever created, arising or allowable in such proceeding), when and as dueevidenced, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, now or hereafter existing or due or to become due, now existing and any and all fees, costs or hereafter arisingexpenses incurred by Beneficiary or Trustee, fixed including, but not limited to, interest accruing at the then applicable rate provided in the Agreement after the maturity of the Loans and interest accruing at the then applicable rate provided in the Agreement or otherwise (including monetary obligations incurred during other applicable agreement after the pendency filing of any petition in bankruptcy, or the commencement of any insolvency, receivership reorganization or other similar like proceeding, regardless of whether allowed or allowable in such proceeding), relating to the Trustor on the Loans and on all other obligations of the Grantor under or Trustor to the Secured Parties, taxes, recording expenses and attorneys' fees in respect connection with the execution and delivery of any of the Noteaforesaid and the consummation of the transactions contemplated thereby, the Purchase Agreement administration thereof, and, after default, the administration and this Agreement; and (b) collection thereof, all costs incurred of whatever nature by Beneficiary and Trustee in the exercise of any rights hereunder or under any Loan Document and all other covenants, duties, debtsamounts payable by Trustor under this Deed of Trust (all of the foregoing indebtedness, obligations and liabilities of any kind of being referred to herein as the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The Collateral secures This Deed of Trust, and all rights, titles, interests, liens, security interests, powers, privileges and remedies created hereby or arising hereunder or by virtue hereof, are given to secure the due and prompt payment and performance of: (a) the of all indebtedness, obligations of the Grantor from time to time and liabilities arising under the NoteNotes, the Purchase Agreement, this Agreement, the Deed of Trust and any other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if anyLoan Document, and interest on the Note (including interest accruing during the pendency of any bankruptcyrenewals, insolvencyextensions, receivership amendments, amendments and restatements, supplements or other similar proceedingmodifications thereof or thereto, regardless of whether allowed howsoever created, arising or allowable in such proceeding), when and as dueevidenced, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, now or hereafter existing or due or to become due, now existing and any and all fees, costs or hereafter arisingexpenses incurred by Beneficiary or Trustee or the other Secured Parties, fixed including, but not limited to, interest accruing at the then applicable rate provided in the Agreement after the maturity of the Loans and interest accruing at the then applicable rate provided in the Agreement or otherwise (including monetary obligations incurred during other applicable agreement after the pendency filing of any petition in bankruptcy, or the commencement of any insolvency, receivership reorganization or other similar like proceeding, regardless of whether allowed or allowable in such proceeding), relating to the Trustor on the Loans and on all other obligations of the Grantor under or Trustor to the Secured Parties, taxes, recording expenses and attorneys' fees in respect connection with the execution and delivery of any of the Noteaforesaid and the consummation of the transactions contemplated thereby, the Purchase Agreement administration thereof, and, after default, the administration and this Agreement; and (b) collection thereof, all costs incurred of whatever nature by Beneficiary and Trustee in the exercise of any rights hereunder or under any Loan Document and all other covenants, duties, debtsamounts payable by Trustor under this Deed of Trust (all of the foregoing indebtedness, obligations and liabilities of any kind of being referred to herein as the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The Collateral secures This Deed of Trust, and all rights, titles, interests, liens, security interests, powers, privileges and remedies created hereby or arising hereunder or by virtue hereof, are given to secure the due and prompt payment and performance of: (a) the of all indebtedness, obligations of the Grantor from time to time and liabilities arising under the NoteNotes, the Purchase Agreement, this Agreement, the Deed of Trust and any other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if anyLoan Document, and interest on the Note (including interest accruing during the pendency of any bankruptcyrenewals, insolvencyextensions, receivership amendments, amendments and restatements, supplements or other similar proceedingmodifications thereof or thereto, regardless of whether allowed howsoever created, arising or allowable in such proceeding), when and as dueevidenced, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, now or hereafter existing or due or to become due, now existing and any and all fees, costs or hereafter arisingexpenses incurred by Beneficiary or the other Secured Parties or Trustee, fixed including, but not limited to, interest accruing at the then applicable rate provided in the Agreement after the maturity of the Loans and interest accruing at the then applicable rate provided in the Agreement or otherwise (including monetary obligations incurred during other applicable agreement after the pendency filing of any petition in bankruptcy, or the commencement of any insolvency, receivership reorganization or other similar like proceeding, regardless of whether allowed or allowable in such proceeding), relating to the Trustor on the Loans and on all other obligations of the Grantor under or Trustor to the Secured Parties, taxes, recording expenses and attorneys' fees in respect connection with the execution and delivery of any of the Noteaforesaid and the consummation of the transactions contemplated thereby, the Purchase Agreement administration thereof, and, after Default, the administration and this Agreement; and (b) collection thereof, all costs incurred of whatever nature by Beneficiary and Trustee in the exercise of any rights hereunder or under any Loan Document and all other covenants, duties, debtsamounts payable by Trustor under this Deed of Trust (all of the foregoing indebtedness, obligations and liabilities of any kind of being referred to herein as the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Loan and Collar Agreement or otherwise with respect to the due and prompt punctual payment of (i) the principal of and premium, if any, and interest on the Note Loan (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligationsobligations of the Pledgor under the Loan and Collar Agreement and this Agreement, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirectdirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Noteeach case, the Purchase Agreement and this Agreementif applicable; and (b) all other covenantsagreements, duties, debtsindebtedness, obligations and liabilities of any kind of the Grantor Pledgor under the Loan and Collar Agreement or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether now existing or hereafter arising, whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing primary or hereafter arisingsecondary, fixed or otherwise joint or several (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor from time to time arising under the NoteLoan Agreement by and between Borrower and Lender in the original principal amount of Six Hundred Million Japanese Yen (¥600,000,000), dated as of December 27, 2017 (the “New Loan Agreement”), the Purchase Loan Agreement by and between Borrower and Lender in the original principal amount of Six Hundred Million Japanese Yen (¥600,000,000), dated as of June 30, 2017 (the “Existing Loan Agreement”), the Loan Agreement (if any), the Guaranty, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of the NoteLoan Agreement (if any), the Purchase Existing Loan Agreement (if any), the New Loan Agreement, the Guaranty and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor under or in respect of the NoteLoan Agreement (if any), the Purchase AgreementExisting Loan Agreement (if any), this the New Loan Agreement, the other Transaction Documents Guaranty, this Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).”.

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership receivership, or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment prepayment, or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses expenses, and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership receivership, or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement Note and this Agreement; and (b) all other covenants, duties, debts, obligations obligations, and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered delivered, or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership receivership, or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification indemnification, or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums sums, and expenses set forth in this Section 3 2 being herein collectively called the “Secured Obligations”).. ​ ​

Secured Obligations. The This Agreement secures, and the Pledged Collateral secures is collateral security for, the due and prompt payment and performance of: in full when due, whether at stated maturity, by acceleration or otherwise (a) including, without limitation, the obligations payment of interest and other amounts which would accrue and become due but for the filing of a petition in bankruptcy or the operation of the Grantor from time to time arising automatic stay under Section 362(a) of the NoteBankruptcy Code, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment 11 U.S.C. ss. 362(a)) of (i) all Obligations of Pledgor under the principal of Guarantee (including, without limitation, Pledgor's obligation provided for therein to pay principal, interest and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligationscharges, including fees, expenses, commissions, costsreimbursements, attorneys’ fees premiums, indemnities and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or other payments related to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the NoteObligations contained in the Guarantee, (ii) all Obligations of the Purchase Borrower now existing or hereafter arising under the Credit Agreement and this Agreement; and all Interest Rate Obligations of the Borrower now existing or hereafter arising under any Interest Rate Agreement (b) including, without limitation, Pledgor's obligation provided for therein to pay principal, interest and all other covenantscharges, dutiesfees, debtsexpenses, obligations commissions, reimbursements, premiums, indemnities and liabilities of any kind of the Grantor under other payments related to or in respect of the NoteObligations contained in the Credit Agreement and the obligations contained in any Interest Rate Agreement), the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any and (iii) without duplication of the foregoingamounts described in clauses (i) and (ii), in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension all obligations of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, Pledgor now existing or hereafter arisingarising under this Agreement or any other Security Document, fixed including, without limitation, with respect to all charges, fees, expenses, commissions, reimbursements, premiums, indemnities and other payments that Pledgor is obligated to pay under this Agreement or otherwise any other Security Document (all such obligationsthe obligations described in clauses (i), covenants(ii) and (iii), dutiescollectively, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The This Agreement secures, and the Pledged Collateral secures is collateral security for, the due and prompt payment and performance of: in full when due, whether at stated maturity, by acceleration or otherwise (a) including, without limitation, the obligations payment of interest and other amounts which would accrue and become due but for the filing of a petition in bankruptcy or the operation of the Grantor from time to time arising automatic stay under SECTION 362(A) of the NoteBankruptcy Code, the Purchase Agreement11 U.S.C. SS. 362(a)), this Agreement, the other Transaction Documents or otherwise of (i) with respect to the due and prompt payment of (i) the principal of and premiumBorrower, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, Obligations oF Borrower now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor arising under or in respect of the NoteCredit Agreement and all Swap Obligations of Borrower now existing or hereafter arising under or in respect of any Secured Swap Contract (including, without limitation, the Purchase obligations of Borrower to pay principal, interest and all other charges, fees, expenses, commissions, reimbursements, premiums, indemnities and other payments related to or in respect of the Obligations contained in the Credit Agreement and this Agreement; and the obligations contained in any Secured Swap Contract), (bii) with respect to each Guarantor, all other covenants, duties, debts, obligations and liabilities Obligations of any kind of the Grantor such Guarantor now existing or hereafter arising under or in respect of the NoteCredit Agreement (including, without limitation, the Purchase obligations of such Guarantor to pay principal, interest and all other charges, fees, expenses, commissions, reimbursements, premiums, indemnities and other payments related to or in respect of the Obligations contained in the Credit Agreement) and (iii) without duplication of the amounts described in clauses (i) and (ii), all Obligations of the Pledgors now existing or hereafter arising under or in respect of this Agreement, the other Transaction Documents Agreement or any other document madeSecurity Document, delivered including, without limitation, all charges, fees, expenses, commissions, reimbursements, premiums, indemnities and other payments related to or given in connection with any respect of the foregoingObligations contained in this Agreement or in any other Security Document, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension the regular course of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed business or otherwise (all such obligationsthe obligations described in clauses (i), covenants(ii) and (iii) of this SECTION 2, dutiescollectively, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”"SECURED OBLIGATIONS").

Secured Obligations. The This Agreement secures, and the Collateral secures is collateral security for, the due and prompt payment and performance of: (a) the obligations of the covenants and agreements of each Grantor from time to time arising under contained in the Note, the Purchase AgreementIndenture, this Agreement, the other Transaction Notes Documents or otherwise with respect to and related documents, and, among other obligations, the due prompt and prompt complete payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable performance in such proceeding), full when and as due, whether at stated maturity, by required prepayment, declaration, acceleration, upon one or more dates set for prepayment repurchase, redemption, demand or otherwise (including the payment of amounts that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Law (and any successor provision thereof)) of the following: (iia) all other monetary obligationsof the obligations and liabilities of each of the Grantors to the Trustee, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnitiesthe Collateral Agent or any Secured Party, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, or now existing or hereafter arisingincurred, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcywhich may arise under, insolvencyout of, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Noteconnection with, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this AgreementIndenture, the other Transaction Notes Documents or and related documents to which any other document Grantor is party, made, delivered or given in connection with any of the foregoing, in each case whether evidenced such obligations and liabilities are on account of principal, interest, penalties, fees, indemnifications, reimbursements, damages and other liabilities payable (including, without limitation, all fees and disbursements of counsel to the Collateral Agent or to the Secured Parties) that are required to be paid by the Co-Issuers pursuant to the terms of any of the foregoing agreements; (b) all covenants and agreements, obligations, liabilities and other obligations of any kind (including, without limitation, principal, interest, fees, reimbursement obligations, administrative costs and indemnities) of each Grantor, or combination thereof, now existing or arising in the future from time to time under or in respect of this Agreement, the Indenture and the other Notes Documents and related documents to which any Grantor is a note party; (c) any and all other amounts, liabilities, and obligations for which or for the performance of which any Grantor or any combination thereof is or may become indebted or obligated under the terms of this Agreement, the Indenture and the other writingNotes Documents and related documents to which any Grantor is a party; (d) any and all renewals, increases, rearrangements, modifications, supplements, restatements and extensions of the foregoing items of indebtedness and obligations; and (e) costs and expenses of collection (including, without limitation, reasonable attorneys’ fees and expenses), actually incurred by the Collateral Agent in obtaining performance of, or in collecting any payments due under, the Indenture and the other Notes Documents and related documents to which any Grantor is a party, commissions, expenses, charges, reimbursement obligations, indemnification obligations, reasonable fees and expenses due and payable to any Secured Party under the Indenture and the other Notes Documents and such related documents. Each and every such indebtedness, liability and obligation of any kind of any Grantor described and included in this Agreement, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, such item is absolute or contingent, due or to become not due, liquidated or unliquidated, arising under or in connection with the Indenture, this Agreement and the other Notes Documents or any of them (including, without limitation, the foregoing) is intended to be fully secured by the liens, assignments, and security interests created under and by virtue of this Agreement, and all such items so secured (now or hereafter existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being ) are hereinafter collectively referred to herein collectively called as the “Secured Obligations.”).

Secured Obligations. The With respect to each Pledgor, this Agreement secures, and the Pledged Collateral secures is collateral security for, the due and prompt payment and or performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), full when and as due, whether at stated maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed acceleration or otherwise (including monetary obligations incurred during the pendency payment of any bankruptcyamounts which would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Code, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding11 U.S.C. Section 362(a)), of the Grantor all Obligations now or hereafter existing under or in respect of the NoteCredit Agreements (the "OBLIGATIONS"), the Purchase Agreement notes which evidence Indebtedness under the Credit Agreements (the "NOTES"), all Interest Rate Obligations and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Currency Obligations now or hereinafter existing under or in respect of the NoteInterest Rate Agreements and the Currency Agreements, the Purchase Agreementall Foreign Lender Obligations, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any all obligations of the foregoingCompany now or hereafter existing under the Senior Debenture Indenture and the Senior Debentures issued thereunder, and all Commercial Paper Obligations, in each case whether evidenced by for principal, premium or interest (including, without limitation, interest which, but for the filing of a note or other writing, whether allowed petition in any a bankruptcy, insolvency, receivership reorganization or other similar proceedingproceeding with respect to the Company, whether arising from an extension would accrue on such obligations), payments for early termination, fees, expenses or otherwise and all obligations of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, each Pledgor now existing or hereafter arising, fixed or otherwise existing under this Agreement and the Loan Guaranty and under the Senior Debenture Guaranty executed by such Pledgor (all such obligationsobligations being the "SECURED OBLIGATIONS"); provided that the pledge made and security interest granted in Section 1 and any other provisions of this Agreement shall be effective as to any obligations in respect of any Successor Credit Agreements, covenantsInterest Rate Agreements, dutiesCurrency Agreements and Foreign Lender Guaranties only if the holders of such obligations or their representatives shall have executed and delivered to the Collateral Agent a counterpart of the Intercreditor Agreement or an acknowledgement to the Intercreditor Agreement (in the form attached thereto) acknowledged by each Pledgor; provided, debtsfurther that the pledge made and security interest granted by any Pledgor in Section 1 and any other provisions of this Agreement with respect to such pledge made and security interest granted by such Pledgor shall be effective as to any obligations in respect of the Senior Debenture Indenture, liabilitiesthe Senior Debentures issued thereunder and any Senior Debenture Guaranties only if the Senior Debenture Trustee shall have executed and delivered to the Collateral Agent a counterpart of the Intercreditor Agreement; provided, sums further that the pledge made and expenses set forth security interest granted in Section 1 and any other provisions of this Agreement shall be effective as to any Commercial Paper Obligations in respect of any Commercial Paper only if the Commercial Paper Representative in respect of such Commercial Paper shall have executed and delivered to the Collateral Agent an acknowledgment to the Intercreditor Agreement (in the form attached thereto) acknowledged by each Pledgor; and provided, further that the pledge made and security interest granted by any Pledgor in Section 3 being herein collectively called 1 shall be released, and any other provisions of this Agreement with respect to such pledge made and security interest granted by such Pledgor shall cease to be effective, in each case with respect to the “obligations of the Company under the Senior Debenture Indenture and the Senior Debentures issued thereunder and the obligations of the Pledgors (including such Pledgor) under their respective Senior Debenture Guaranties, from and after such time, if any, as such Pledgor is released from its obligations under its Senior Debenture Guaranty in accordance with the terms of Section 9 thereof. For purposes of determining the amount of Secured Obligations”Obligations of any Pledgor relating to any obligation with respect to which a Person other than such Pledgor is the direct or primary obligor and with respect to which such Pledgor is a guarantor (including by way of providing security), the total amount of such Secured Obligations shall be calculated without duplication of the amount of such direct or primary obligation secured by the Pledged Collateral of such Pledgor and the related guaranty obligations of such Pledgor secured by such Pledged Collateral.

Secured Obligations. The Secured Parties’ security interest in the Collateral secures shall secure the due and prompt payment and performance of:of the following (all such obligations, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the "Secured Obligations"): (a) the obligations of the Grantor from time to time arising under the Senior Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt punctual payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ ' fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirectdirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under the Senior Note or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenantsagreements, duties, debtsindebtedness, obligations and liabilities of any kind of the Grantor under the Senior Note or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether now existing or hereafter arising, whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing primary or hereafter arisingsecondary, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”)joint or several.

Secured Obligations. The Collateral secures This Agreement is made and given to secure, and shall secure, the due and prompt payment and performance of: when due of (a) any and all indebtedness, obligations, and liabilities of the Pledgors, and of any of them individually, to the Secured Creditors, and to any of them individually, under or in connection with or evidenced by the Credit Agreement or any other Loan Document, including, without limitation, all obligations evidenced by the Notes of the Borrower heretofore or hereafter issued under the Credit Agreement, all obligations of the Grantor from time Borrower to time arising reimburse the Secured Creditors for the amount of all drawings on all Letters of Credit issued pursuant to the Credit Agreement and all other obligation of the Borrower under any and all Applications for Letters of Credit delivered thereunder, all obligations of the NotePledgors, the Purchase Agreementand of any of them individually, this Agreement, the other Transaction Documents or otherwise with respect to any Hedging Liability, all obligations of the due and prompt payment of (i) the principal of and premium, if anyPledgors, and interest on the Note (including interest accruing during the pendency of any bankruptcyof them individually, insolvencywith respect to any Funds Transfer and Deposit Account Liability, receivership and all obligations of the Pledgors, and of any of them individually, arising under any guaranty issued by any of them relating to the foregoing or other similar proceedingany part thereof, regardless in each case whether now existing or hereafter arising (and whether arising before or after the filing of whether allowed or allowable a petition in such proceedingbankruptcy and including all interest accrued after the petition date), when and as due or to become due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due and howsoever evidenced, held or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement acquired and this Agreement; and (b) any and all other covenantsexpenses and charges, dutieslegal or otherwise, debtssuffered or incurred by the Secured Creditors, and any of them individually, in collecting or enforcing any of such indebtedness, obligations and liabilities of or in realizing on or protecting or preserving any kind security therefor, including, without limitation, the lien and security interest granted hereby (all of the Grantor under or in respect of the Noteindebtedness, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums expenses and expenses set forth charges described above being hereinafter referred to as the "SECURED OBLIGATIONS"). Notwithstanding anything in this Section 3 being herein collectively called Agreement to the “Secured Obligations”)contrary, the right of recovery against any Pledgor under this Agreement (other than the Borrower to which this limitation shall not apply) shall not exceed $1.00 less than the lowest amount which would render such Pledgor's obligations under this Agreement void or voidable under applicable law, including fraudulent conveyance law.

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising The Pledge under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of Agreement secures (i) the principal amount of and premium, if any, and thirty two million Dollars (USD32,000,000) payable by the Pledgor in its capacity as borrower under the Loan Agreement plus interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise thereon and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees present and disbursements, reimbursement obligations, contract causes of action, expenses future obligations and indemnities, liabilities (whether primary, secondary, direct or indirect, absolute actual or contingent, due whether owed jointly or to become due, now existing severally or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of in any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), capacity whatsoever) of the Grantor Pledgor under or in respect connection with the Loan Agreement, including the payment of fees, charges, taxes, duties or other imposts, damages, losses, costs and expenses (including legal fees and court costs) including, for the avoidance of doubt, any expenses related to enforcing of the Noteprovisions of the Loan Agreement, any payments made under the Purchase Loan Agreement which are thereafter avoided or required to be restored in an insolvency, liquidation or otherwise, and this Agreement; andany obligation to indemnify the Pledgeholder. (b) The Pledge under this Agreement secures all other covenants, duties, debts, present and future obligations and liabilities of (whether actual or contingent, whether owed jointly or severally or in any kind other capacity whatsoever) of the Grantor under or in respect of the NoteSponsor, the Purchase Agreement, Shareholder and the Pledgor to the Pledgeholder under any other Financing Agreement (including this Agreement), including the payment of principal, interest, fees, charges, taxes, duties or other Transaction Documents imposts, damages, losses, costs and expenses (including legal fees and court costs), including, for the avoidance of doubt, any expenses related to retaking, holding, preparing for sale, selling or otherwise foreclosing upon, and disposing of, or realising on the Pledged Property or enforcing the provisions of this Agreement or any other document madeFinancing Agreement, delivered all amounts recoverable under a pledge in accordance with Applicable Law, any payments made under this Pledge which are thereafter avoided or given required to be restored in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, an insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification liquidation or otherwise, and whether primaryany obligation to indemnify the Pledgeholder up to the maximum aggregate amount of forty million Dollars (USD 40,000,000) (the "Secured Obligations"). (c) For the avoidance of doubt, secondary(i) the nature, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums the amount and expenses the terms and conditions of the Secured Obligations are set forth in this Section 3 being herein collectively called the “Secured Obligations”)Loan Agreement and the other Financing Agreements; (ii) the Pledge created hereunder shall remain in effect for the duration of the Security Period notwithstanding any failure by the Pledgor (in its capacity as borrower) to satisfy its payment obligations in accordance with the payment schedules set forth in the Loan Agreement.

Secured Obligations. The 3.1 This Agreement secures, and the Pledged Collateral secures is collateral security for, the due and prompt payment and performance of: in full when due, whether at stated maturity, by acceleration or otherwise (a) including, without limitation, the obligations payment of interest and other amounts which would accrue and become due but for Pledgor or any property or assets of Pledgor becoming the Grantor from time to time arising subject of a bankruptcy or similar proceeding under the NoteBankruptcy and Insolvency Act (Canada) or the Companies Creditors' Arrangement Act (Canada) or any other applicable insolvency or bankruptcy legislation, or Pledgor becoming a party to any bankruptcy, insolvency, moratorium or similar proceeding which gives rise to a stay which has the Purchase Agreementeffect of preventing Trustee from enforcing its rights hereunder), this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) all Obligations of Pledgor now existing or hereafter arising under or in respect of the Indenture and the Notes (including, without limitation, the obligation of Pledgor to pay principal of and of, premium, if any, and interest on the Note (including interest accruing during Notes when due and payable) and all other charges, fees, expenses, commissions, reimbursements, premiums, indemnities and all other amounts due or to become under or in connection with the pendency of any bankruptcyIndenture, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when the Notes and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise the Additional Secured Indebtedness and (ii) without duplication of the amounts described in clause (i), all other monetary obligations, including fees, commissions, costs, attorneys’ fees indebtedness and disbursements, reimbursement obligations, contract causes liabilities of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, Pledgor now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor arising under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) , including, without limitation, with respect to all charges, fees, expenses, commissions, reimbursements, premiums, indemnities and other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under payments related to or in respect of the Noteobligations contained in this Agreement (the obligations described in clauses (i) and (ii) of this Section 3, collectively, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The This Agreement secures, and the ---------- ------------------- Pledged Collateral secures is collateral security for, the due and prompt payment and performance of: in full when due, whether at stated maturity, by acceleration or otherwise (a) including, without limitation, the obligations payment of interest and other amounts which would accrue and become due but for the filing of a petition in bankruptcy or the operation of the Grantor from time to time arising automatic stay under Section 362(a) of the NoteBankruptcy Code, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment 11 U.S.C. (S) 362(a)) of (i) all Obligations of Pledgor under the principal of Guarantee (including, without limitation, Pledgor's obligation provided for therein to pay principal, interest and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligationscharges, including fees, expenses, commissions, costsreimbursements, attorneys’ fees premiums, indemnities and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or other payments related to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the NoteObligations contained in the Guarantee, (ii) all Obligations of the Purchase Borrower now existing or hereafter arising under the Credit Agreement and this Agreement; and all Interest Rate Obligations of the Borrower now existing or hereafter arising under any Interest Rate Agreement (b) including, without limitation, Pledgor's obligation provided for therein to pay principal, interest and all other covenantscharges, dutiesfees, debtsexpenses, obligations commissions, reimbursements, premiums, indemnities and liabilities of any kind of the Grantor under other payments related to or in respect of the NoteObligations contained in the Credit Agreement and the obligations contained in any Interest Rate Agreement), the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any and (iii) without duplication of the foregoingamounts described in clauses (i) and (ii), in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension all obligations of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, Pledgor now existing or hereafter arisingarising under this Agreement or any other Security Document, fixed including, without limitation, with respect to all charges, fees, expenses, commissions, reimbursements, premiums, indemnities and other payments that Pledgor is obligated to pay under this Agreement or otherwise any other Security Document (all such obligationsthe obligations described in clauses (i), covenants(ii) and (iii), dutiescollectively, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor from time to time arising under the NoteLoan Agreement by and between Borrower and Lender in the original principal amount of Six Hundred Million Japanese Yen (¥600,000,000), dated as of June 27, 2018 (the “New Loan Agreement”), the Purchase Loan Agreement by and between Borrower and Lender in the original principal amount of Six Hundred Million Japanese Yen (¥600,000,000), dated as of December 27, 2017 (the “Existing Loan Agreement”), this the Loan Agreement (if any) by and between Borrower and Lender in the original principal amount of Six Hundred Million Japanese Yen (¥600,000,000), dated as of June 30, 2017 (the “Second Prior Loan Agreement” and, together with the Loan Agreement, the other Transaction Documents “Prior Loan Agreements”), the Loan Agreement (if any), the Guaranty, this Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of any of the NotePrior Loan Agreements (if any), the Purchase Existing Loan Agreement (if any), the New Loan Agreement, the Guaranty and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor under or in respect of any of the NotePrior Loan Agreements (if any), the Purchase AgreementExisting Loan Agreement (if any), this the New Loan Agreement, the other Transaction Documents Guaranty, this Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).”.

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Guaranty Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership receivership, or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment prepayment, or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses expenses, and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership receivership, or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Guaranty Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations obligations, and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Guaranty Agreement, this Agreement, the other Transaction Documents or any other document made, delivered delivered, or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership receivership, or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification indemnification, or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums sums, and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Loan Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Loan Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Loan Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor from time to time arising under the NoteLoan Agreement by and between Borrower and Lender in the original principal amount of Six Hundred Million Japanese Yen (¥600,000,000), dated as of June 30, 2017 (the “New Loan Agreement”), the Purchase AgreementLoan Agreement (if any), the Guaranty, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of the NoteNew Loan Agreement, the Purchase Agreement Loan Agreement, the Guaranty and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor under or in respect of the Note, the Purchase Agreement, this New Loan Agreement, the other Transaction Documents Loan Agreement, the Guaranty, this Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).”.

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Loan Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Loan Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Loan Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures Security Interest shall secure, for the equal and ratable benefit of the Secured Parties, the due and prompt punctual payment of any and performance ofall present and future obligations and liabilities of the Pledgor of every type or description: (a) the obligations to any Secured Party, or any of the Grantor from time to time its successors or assigns, (i) whether arising under or in connection with the NoteGuaranty and this Agreement; (ii) whether for money borrowed, in respect of letters of credit, for goods and services delivered or rendered, or other amounts in connection with the Purchase AgreementGuaranty; (iii) whether for principal, interest, letter of credit or other reimbursement obligations, cash collateral cover, fees, expenses, indemnities or other amounts (including attorneys' fees and expenses) in connection with the Guaranty, including for reimbursement of amounts that may be advanced or expended by the Agent (A) to satisfy amounts required to be paid by the Pledgor under this Agreement, the Guaranty or any other Transaction Loan Document for claims and Charges, together with interest thereon to the extent provided, or (B) to maintain or preserve any Collateral or to create, perfect, continue or protect any Collateral or the Security Interest therein, or its priority; and (iv) whether or not evidenced by one or more instruments, documents, agreements or other writings; or (b) or any Person entitled to indemnification from Pledgor under this Agreement or the other Loan Documents or otherwise for amounts owing with respect to the such indemnification, in each case whether due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as not due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirectjoint and/or several, absolute or contingent, due voluntary or to become dueinvoluntary, liquidated or unliquidated, determined or undetermined, now existing or hereafter arisingexisting, fixed renewed or restructured, whether or not from time to time decreased or extinguished and later increased, created or incurred, whether or not arising after the commencement of a proceeding under the Bankruptcy Code (including post-petition interest) and whether or not allowed or allowable as a claim in any such proceeding, and whether or not recovery of any such obligation or liability may be barred by a statute of limitations or such obligation or liability may otherwise be unenforceable (all such obligations, covenants, duties, debts, liabilities, sums obligations and expenses set forth liabilities described in this Section 3 being herein 2.2. are collectively called referred to as the “Secured Obligations”"SECURED OBLIGATIONS").

Secured Obligations. The Collateral secures Security Interest secures, in accordance with the due provisions hereof, the following obligations, whether now existing or hereafter arising and prompt howsoever evidenced (collectively, the “Secured Obligations”): (i) payment and performance of:of each and every Obligation, Indebtedness, covenant and agreement of the Borrower, now or hereafter existing, contained in the Financing Agreement or any other Financing Document, in each case whether for principal, interest, premium, fees, expenses or otherwise pursuant thereto, and any amendments or supplements thereto, extensions or renewals thereof or replacements therefor; (aii) payment of all sums advanced in accordance herewith or in accordance with any other Financing Document by or on behalf of the Collateral Agent or the Administrative Agent (A) to protect, retake, hold or prepare for sale, lease, license or other disposition of, or realize upon, any of the Collateral purported to be covered hereby or thereby, including those fees and expenses described in Section 8.11 of the Financing Agreement, or (B) incurred due to the failure of the Borrower to perform or observe any provision of any Assigned Agreement or any Financing Document, with interest thereon as provided in the Financing Agreement; (iii) performance of every obligation, covenant and agreement of the Borrower contained in any agreement now or hereafter executed by the Borrower that recites that the obligations thereunder are secured by this Security Agreement or any other Security Document; and (iv) without duplication of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of amounts described in clauses (i) the principal through (iii) of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceedingthis Section 2(d), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) payment of all other monetary obligationssums, including feesinterest, commissionsas provided in the Financing Agreement or any other Financing Document, costsas applicable, attorneys’ fees that becomes due and disbursementspayable to or for the benefit of the Collateral Agent or the Administrative Agent, reimbursement obligations, contract causes of action, expenses and indemnities, in each case whether primary, secondary, direct or indirect, joint or several, absolute or contingent, due liquidated or to become dueunliquidated, now existing or hereafter arisingexisting, fixed renewed or otherwise (restructured, reinstated, created or incurred and including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), all Indebtedness of the Grantor Borrower under any instrument now or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under hereafter evidencing or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with securing any of the foregoingforegoing (including, in each case whether evidenced by a note or other writingand every case, whether allowed in any bankruptcythe payment of amounts that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Code, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”11 U.S.C. § 362(a)).

Secured Obligations. The Collateral secures This Mortgage secures, and the due Mortgaged Property is collateral security for, the performance of the covenants and agreements of Mortgagor and the other Principal Property Subsidiaries contained in the Indenture, this Mortgage, the other Notes Documents and related documents, and, among other obligations, the prompt and complete payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), full when and as due, whether at stated maturity, by required prepayment, declaration, acceleration, upon one or more dates set for prepayment repurchase, redemption, demand or otherwise (including the payment of amounts that would become due but for the operation of the automatic stay under Section 362(a) of the Bankruptcy Law (and any successor provision thereof)) of the following: (iii) all of the obligations and liabilities of the Mortgagor and the other monetary obligationsPrincipal Property Subsidiaries to the Trustee, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnitiesthe Collateral Agent or any Secured Party, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, or now existing or hereafter arisingincurred, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcywhich may arise under, insolvencyout of, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Noteconnection with, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this AgreementIndenture, the other Transaction Notes Documents and related documents to which Mortgagor or any other document such Principal Property Subsidiary is party, made, delivered or given in connection with any of the foregoing, in each case whether evidenced such obligations and liabilities are on account of principal, interest, penalties, fees, indemnifications, reimbursements, damages and other liabilities payable (including, without limitation, all fees and disbursements of counsel to the Collateral Agent or to the Secured Parties) that are required to be paid by the Co-Issuers pursuant to the terms of any of the foregoing agreements; (ii) all covenants and agreements, obligations, liabilities and other obligations of any kind (including, without limitation, principal, interest, fees, reimbursement obligations, administrative costs and indemnities) of Mortgagor or any other Principal Property Subsidiary, or combination thereof, now existing or arising in the future from time to time under or in respect of this Mortgage, the Indenture and the other Notes Documents and related documents as to which any Principal Property Subsidiary is a note party; (iii) any and all other amounts, liabilities, and obligations for which or for the performance of which Mortgagor or any other writingPrincipal Property Subsidiary or any combination thereof is or may become indebted or obligated under the terms of this Mortgage, the Indenture and the other Notes Documents and related documents to which Mortgagor or any other Principal Property Subsidiary is a party; (iv) any and all renewals, increases, rearrangements, modifications, supplements, restatements and extensions of the foregoing items of indebtedness and obligations; and (v) costs and expenses of collection (including, without limitation, reasonable attorneys’ fees and expenses), actually incurred by Mortgagee in obtaining performance of, or in collecting any payments due under, the Indenture and the other Notes Documents and related documents to which Mortgagor or any of the Principal Property Subsidiaries is a party, commissions, expenses, charges, reimbursement obligations, indemnification obligations, reasonable fees and expenses due and payable to any Secured Party under the Indenture and the other Notes Documents and such related documents. Each and every such indebtedness, liability and obligation of any kind of Mortgagor or any Principal Property Subsidiary described and included in this Mortgage, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, such item is absolute or contingent, due or to become not due, liquidated or unliquidated, arising under or in connection with the Indenture, this Mortgage and the other Notes Documents or any of them (including, without limitation, the foregoing) is intended to be fully secured by the liens, assignments, and security interests created under and by virtue of this Mortgage, and all such items so secured (now or hereafter existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth ) plus the other items described in this Section 3 being 12.4 hereof are hereinafter collectively referred to herein collectively called as the “Secured Obligations.”).

Secured Obligations. The Collateral secures This Agreement is made and given to secure, and shall secure, the due and prompt payment and performance of: when due of (a) any and all indebtedness, obligations, and liabilities of the Pledgors, and of any of them individually, to the Secured Creditors, and to any of them individually, under or in connection with or evidenced by the Credit Agreement or any other Loan Documents, including, without limitation, all obligations evidenced by the Notes of the Borrower heretofore or hereafter issued under the Credit Agreement, all obligations of the Grantor from time Borrower to time arising reimburse the Secured Creditors for the amount of all drawings on all Letters of Credit issued pursuant to the Credit Agreement and all other obligations of the Borrower under all Applications for Letters of Credit, all obligations of the NotePledgors, the Purchase Agreementand of any of them individually, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if anyany Hedging Liability, and interest on all obligations of the Note (including interest accruing during the pendency Pledgors, and of any bankruptcyof them individually, insolvencywith respect to any Funds Transfer and Deposit Account Liability, receivership and all obligations of the Pledgors, and of any of them individually, arising under any guaranty issued by it relating to the foregoing or other similar proceedingany part thereof, regardless in each case whether now existing or hereafter arising (and whether arising before or after the filing of whether allowed or allowable a petition in such proceedingbankruptcy and including all interest accrued after the petition date), when and as due or to become due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due and howsoever evidenced, held or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement acquired and this Agreement; and (b) any and all other covenantsexpenses and charges, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification legal or otherwise, suffered or incurred by the Secured Creditors, and whether primaryany of them individually, secondaryin collecting or enforcing any of such indebtedness, direct obligations, and liabilities or indirectin realizing on or protecting or preserving any security therefor, absolute or contingentincluding, due or to become duewithout limitation, now existing or hereafter arising, fixed or otherwise the lien and security interest granted hereby (all such of the indebtedness, obligations, covenants, duties, debts, liabilities, sums expenses, and expenses set forth in this Section 3 charges described above being herein collectively called hereinafter referred to as the “Secured Obligations”"). Notwithstanding anything in this Agreement to the contrary, the right of recovery against any Pledgor under this Agreement (other than the Borrower to which this limitation shall not apply) shall not exceed $1.00 less than the lowest amount which would render such Pledgor’s obligations under this Agreement void or voidable under applicable law, including fraudulent conveyance law.

Secured Obligations. The Collateral secures the due and prompt payment and performance of: of (ai) the all covenants, duties and obligations of the Grantor from time to time arising each Debtor under or in respect of the Note, the Purchase Agreement, the Pledge Agreement and this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premiumas applicable, if any, and interest on the Note (including interest accruing during the pendency of whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, regardless whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether allowed primary, secondary, direct or allowable in such proceeding)indirect, when and as absolute or contingent, due or to become due, whether at maturitynow existing or hereafter arising, by accelerationfixed or otherwise, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor each Debtor under or in respect of the Note, the Purchase Agreement, the Pledge Agreement and this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise as applicable (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 4 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures Security Interest shall secure, for the equal and ratable benefit of the Secured Parties, the due and prompt punctual payment and performance of: (a) the obligations of the Obligations, including without limitation any and all present and future obligations and liabilities of the Borrower and the Grantor from time of every type or description to time each Secured Party, or any of its successors or assigns, or any Person entitled to indemnification under the Credit Agreement or the other Loan Documents. 2.2.1. arising under or in connection with the Note, the Purchase Agreement, this Agreement, Credit Agreement and the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premiumLoan Documents, if anyin each case whether for principal, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursementsinterest, reimbursement obligations, contract causes fees, expenses, indemnities or other amounts (including attorneys' fees and expenses); or 2.2.2. arising under or in connection with this Agreement, including for reimbursement of actionamounts permitted to be advanced or expended by any Secured Party (i) to satisfy amounts required to be paid by the Grantor under this Agreement for claims and Charges, expenses and indemnitiestogether with interest thereon to the extent provided or (ii) to maintain or preserve any Collateral or to create, perfect, continue or protect any Collateral or the Security Interest therein, or its priority; in each case whether primary, secondarydue or not due, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirectjoint and/or several, absolute or contingent, due voluntary or to become dueinvoluntary, liquidated or unliquidated, determined or undetermined, now existing or hereafter arisingexisting, fixed renewed or restructured, whether or not from time to time decreased or extinguished and later increased, created or incurred, whether or not arising after the commencement of a proceeding under the Bankruptcy Code (including post-petition interest) and whether or not allowed or allowable as a claim in any such proceeding, and whether or not recovery of any such obligation or liability may be barred by a statute of limitations or such obligation or liability may otherwise be unenforceable (all such obligations, covenants, duties, debts, liabilities, sums obligations and expenses set forth liabilities described in this Section 3 being herein SECTION 2.2 are collectively called referred to as the “Secured Obligations”"SECURED OBLIGATIONS").

Secured Obligations. The Collateral secures This Agreement is made and given to secure, and shall secure, the due and prompt payment and performance of: when due of (a) any and all indebtedness, obligations, and liabilities of the Debtors, and of any of them individually, to the Secured Creditors, and to any of them individually, under or in connection with or evidenced by the Credit Agreement or any other Loan Documents, including, without limitation, all obligations evidenced by the Notes of the Borrower heretofore or hereafter issued under the Credit Agreement, all obligations of the Grantor from time Borrower to time arising reimburse the Secured Creditors for the amount of all drawings on all Letters of Credit issued pursuant to the Credit Agreement and all other obligations of the Borrower under all Applications for Letters of Credit, all obligations of the NoteDebtors, the Purchase Agreementand of any of them individually, this Agreement, the other Transaction Documents or otherwise with respect to any Hedging Liability and any Funds Transfer and Deposit Account Liability, all obligations of the due and prompt payment of (i) the principal of and premium, if anyDebtors, and interest on the Note (including interest accruing during the pendency of any bankruptcyof them individually, insolvencyand all obligations of the Debtors, receivership and of any of them individually, arising under any guaranty issued by it relating to the foregoing or other similar proceedingany part thereof, regardless in each case whether now existing or hereafter arising (and whether arising before or after the filing of whether allowed or allowable a petition in such proceedingbankruptcy and including all interest accrued after the petition date), when and as due or to become due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due and howsoever evidenced, held or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement acquired and this Agreement; and (b) any and all other covenantsreasonable expenses and charges, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification legal or otherwise, suffered or incurred by the Secured Creditors, and whether primaryany of them individually, secondaryin collecting or enforcing any of such indebtedness, direct obligations, and liabilities or indirectin realizing on or protecting or preserving any security therefor, absolute or contingentincluding, due or to become duewithout limitation, now existing or hereafter arising, fixed or otherwise the lien and security interest granted hereby (all such of the indebtedness, obligations, covenants, duties, debts, liabilities, sums expenses, and expenses set forth in this Section 3 charges described above being herein collectively called hereinafter referred to as the “Secured Obligations”); provided that, notwithstanding anything in this Agreement to the contrary, all rights of the Secured Creditors hereunder shall be exercised by the Agent at the direction of the Lenders and the other Secured Creditors (as provided for in the Credit Agreement). Notwithstanding anything in this Agreement to the contrary, the right of recovery against any Debtor under this Agreement (other than the Borrower to which this limitation shall not apply) shall not exceed $1.00 less than the lowest amount which would render such Debtor’s obligations under this Agreement void or voidable under applicable law, including fraudulent conveyance law.

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor from time to time arising under the NoteLoan Agreement by and between Borrower and Lender in the original principal amount of Six Hundred Million Japanese Yen (¥600,000,000), dated as of December 27, 2018 (the “New Loan Agreement”); the Loan Agreement by and between Borrower and Lender in the original principal amount of Six Hundred Million Japanese Yen (¥600,000,000), dated as of June 27, 2018 (the “Existing Loan Agreement”); each Loan Agreement (if any) by and between Borrower and Lender in the original principal amount of Six Hundred Million Japanese Yen (¥600,000,000), dated as of June 30, 2017 (the “Second Prior Loan Agreement” and dated as if December 27, 2017 (the “Third Prior Loan Agreement”, which together with the Loan Agreement, and the Second Prior Loan Agreement, shall be referred to as the “Prior Loan Agreements”), the Purchase AgreementLoan Agreement (if any), the Guaranty, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of any of the NotePrior Loan Agreements (if any), the Purchase Existing Loan Agreement (if any), the New Loan Agreement, the Guaranty and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor under or in respect of any of the NotePrior Loan Agreements (if any), the Purchase AgreementExisting Loan Agreement (if any), this the New Loan Agreement, the other Transaction Documents Guaranty, this Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).”.

Secured Obligations. The Collateral secures Security Interest shall secure the ------------------- due and prompt punctual payment and performance ofof the following: (ai) liabilities, obligations, loans, advances, and indebtedness of the Company to S&P under the Note; (ii) all liabilities and obligations of the Grantor from time to time arising Pledgor under the NoteGuaranty; (iii) all interest, fees, commissions, charges, expenses, and other liabilities relating to any of the Purchase foregoing, including all advances, charges, costs, and expenses (including attorneys' fees and legal expenses) incurred in connection with the exercise of any right, power, or remedy conferred by this Agreement or by law (including attorneys' fees and legal expenses incurred by the Secured Party in the collection of instruments deposited with the Secured Party and amounts incurred in connection with the operation, maintenance, or foreclosure of any and all of the Collateral); (iv) all indebtedness, obligations, and liabilities of the Pledgor now or hereafter existing under this Agreement, including all amounts that may be advanced by the Secured Party to satisfy amounts required to be paid by the Pledgor under this Agreement, the Note, or the Guaranty or any other Transaction Documents agreement, document, or otherwise instrument executed by Pledgor as a guaranty of or security for Indebtedness (collectively, the "Armani Note Documents") or any amount secured hereby or to pay any taxes, insurance premiums, liens, claims, and charges against the Collateral, together with respect interest thereon to the due extent provided herein or therein; and (v) all amounts advanced or expended by the Secured Party for the maintenance or preservation of the Collateral or the creation, perfection, continuation and prompt payment protection of (i) the principal of Collateral and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable security interests therein; in such proceeding), when and as dueeach case, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, joint or several, absolute or contingent, due liquidated or to become dueunliquidated, now existing or hereafter arisingexisting, fixed renewed or otherwise (restructured, whether or not from time to time decreased or extinguished and later increased, created, or incurred, and including monetary obligations incurred during the pendency of any bankruptcyall indebtedness, insolvencyobligations, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of the Company and/or the Pledgor under any kind of the Grantor under instrument now or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents hereafter evidencing or any other document made, delivered or given in connection with securing any of the foregoingforegoing (all indebtedness, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwiseobligations, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums liabilities of the Pledgor and expenses set forth of the Company described in this Section 3 being herein are collectively called referred to hereinafter as the “Secured Obligations”--------- "Indebtedness").

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase AgreementLoan Agreements, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement Loan Agreements and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase AgreementLoan Agreements, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor from time to time arising under Loan Agreement by and between Borrower and Lender in the Noteoriginal principal amount of Eight Hundred Million Japanese Yen (¥800,000,000), dated as of August 30, 2016 (the “New Loan Agreement”), the Purchase Agreement, this Loan Agreement, the other Transaction Documents Guaranty, this Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of the NoteNew Loan Agreement, the Purchase Agreement Loan Agreement, the Guaranty and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor under or in respect of the Note, the Purchase Agreement, this New Loan Agreement, the other Transaction Documents Loan Agreement, the Guaranty, this Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).”.

Secured Obligations. The This Agreement secures, and the Pledged Collateral secures is collateral security for, the due and prompt payment and performance of: in full when due, whether at stated maturity, by acceleration or otherwise (a) including, without limitation, the obligations payment of interest and other amounts which would accrue and become due but for the filing of a petition in bankruptcy or the operation of the Grantor from time to time arising automatic stay under Section 362(a) of the NoteBankruptcy Code, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment 11 U.S.C. { 362(a)) of (i) all Obligations of Pledgor under the principal of Guarantee (including, without limitation, Pledgor's obligation provided for therein to pay principal, interest and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligationscharges, including fees, expenses, commissions, costsreimbursements, attorneys’ fees premiums, indemnities and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or other payments related to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the NoteObligations contained in the Guarantee, (ii) all Obligations of the Purchase Borrower now existing or hereafter arising under the Credit Agreement and this Agreement; and all Interest Rate Obligations of the Borrower now existing or hereafter arising under any Interest Rate Agreement (b) including, without limitation, Pledgor's obligation provided for therein to pay principal, interest and all other covenantscharges, dutiesfees, debtsexpenses, obligations commissions, reimbursements, premiums, indemnities and liabilities of any kind of the Grantor under other payments related to or in respect of the NoteObligations contained in the Credit Agreement and the obligations contained in any Interest Rate Agreement), the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any and (iii) without duplication of the foregoingamounts described in clauses (i) and (ii), in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension all obligations of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, Pledgor now existing or hereafter arisingarising under this Agreement or any other Security Document, fixed including, without limitation, with respect to all charges, fees, expenses, commissions, reimbursements, premiums, indemnities and other payments that Pledgor is obligated to pay under this Agreement or otherwise any other Security Document (all such obligationsthe obligations described in clauses (i), covenants(ii) and (iii), dutiescollectively, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) 3.1. the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Loan Documents or otherwise with respect to the due and prompt punctual payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirectdirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement and this AgreementLoan Documents; and (b) 3.2. all other covenantsagreements, duties, debtsindebtedness, obligations and liabilities of any kind of the Grantor under under, out of, or in respect of connection with the Note, the Purchase Agreement, this Agreement, the other Transaction Loan Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether now existing or hereafter arising, whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing primary or hereafter arisingsecondary, fixed or otherwise joint or several (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Secured Parties’ security interest in the Collateral secures shall secure the due and prompt payment and performance of:of the following (all such obligations, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the "Secured Obligations"): (a) the obligations of the Grantor from time to time arising under the Senior Note, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt punctual payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ ' fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirectdirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Senior Note, the Purchase Agreement and this Agreement, the other Transaction Documents or otherwise; and (b) all other covenantsagreements, duties, debtsindebtedness, obligations and liabilities of any kind of the Grantor under under, out of, or in respect of connection with the Senior Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether now existing or hereafter arising, whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing primary or hereafter arisingsecondary, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”)joint or several.

Secured Obligations. The Collateral secures This Unlimited Security Agreement has been executed to secure the full and punctual payment of all the amounts, whether in New Israeli Shekels, in United States Dollars or in any foreign currency, now and in future due to the Bank from the Guarantor and/or from the Affiliated Company, in any manner or way and prompt payment and performance of: (a) for any reason, whether or not the obligations amounts are due from the Affiliated Company in connection with the provision of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as dueBanking Services, whether at maturity, by acceleration, upon one due from the Affiliated Company alone or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnitiestogether with others, whether primarythe Affiliated Company has already become liable for them or becomes liable for them in the future, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or as debtor and/or guarantor and/or otherwise (including monetary obligations incurred during the pendency Affiliated Company’s liability in accordance with bills that have been or are in the future delivered to the Bank either by the Affiliated Company or by third parties for discounting or as security and/or pursuant to any other liability of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceedingthe Affiliated Company to the Bank), that are now and/or in future due, payable prior to or after realization of the Grantor under collateral hereby given, absolutely or contingently due, pursuant to the Affiliated Company’s original obligation or formulated in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification court judgment or otherwise, in an unlimited amount, plus any and whether primaryall accrued interest, secondarycommissions and all expenses whatsoever, direct including the costs of realization, advocates' professional fees, insurance fees and other payments pursuant to this Security Agreement, with the addition of any sums of any type now or indirectin the future due from the Affiliated Company to the Bank in any way in respect or as a result of linkage to any index or rate of exchange, absolute or contingentincluding, due or to become duewithout limitation, now existing or hereafter arising, fixed or otherwise any such linked principal and linked interest (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 the foregoing amounts being herein collectively called hereinafter referred to as the “"Secured Obligations”Sums").

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor from time to time arising under the Note, the Purchase Loan Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of the Note, the Purchase Loan Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor under or in respect of the Note, the Purchase Loan Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the each Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of of: (i) the principal of and premium, if any, and interest on the Note a Loan (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise otherwise; and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement a Note and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the to a Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures Security Interest shall secure the due and prompt punctual payment and performance ofof any and all present and future obligations and liabilities of Grantor of every type or description to Secured Parties, or any person entitled to indemnification under the Purchase Agreement or any other Transaction Document: (a) the obligations of the Grantor from time to time 2.2.1. arising under the Note, or in connection with the Purchase Agreement, whether for principal of or premium (if any) or interest (including Contingent Interest) on the Notes, expenses, indemnities or other amounts (including attorneys' fees and expenses); or 2.2.2. arising under or in connection with this Agreement, the Agreement or any other Transaction Documents Document, including for reimbursement of amounts permitted to be advanced or otherwise with respect to expended by the due and prompt payment of Collateral Agent (i) to satisfy amounts required to be paid by Grantor under this Agreement or any other Transaction Document, together with interest thereon to the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership extent provided or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligationsto maintain or preserve the Collateral or to create, including feesperfect, commissionscontinue or protect the Collateral or the Security Interest therein, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, or its priority; in each case whether primary, secondarydue or not due, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirectjoint and/or several, absolute or contingent, due voluntary or to become dueinvoluntary, liquidated or unliquidated, determined or undetermined, now existing or hereafter arisingexisting, fixed renewed or restructured, whether or not from time to time decreased or extinguished and later increased, created or incurred, whether or not arising after the commencement of a proceeding under the Bankruptcy Code (including post- petition interest) and whether or not recovery of any such obligation or liability may be barred by a statute of limitations or such obligation or liability may otherwise be unenforceable (all such obligations, covenants, duties, debts, liabilities, sums obligations and expenses set forth liabilities described in this Section 3 being herein 2.2. are collectively called referred to as the “"Secured Obligations”").

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loan (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement Note and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Loan Agreement, this Agreement, the any other Transaction Loan Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ ' fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the NoteLoan Agreement, the Purchase this Agreement and this Agreementany Loan Documents; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Loan Agreement, this Agreement, the any other Transaction Loan Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor NLKW from time to time arising under the Note, the Purchase Loan Agreement, this Agreement, the any other Transaction Loan Documents or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ ' fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor NLKW under or in respect of the Note, the Purchase Loan Agreement and this Agreementany Loan Documents; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor NLKW under or in respect of the Note, the Purchase Loan Agreement, this Agreement, the any other Transaction Loan Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase AgreementNotes, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Notes (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ ' fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement Notes and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase AgreementNotes, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Pledge Agreement or otherwise with respect to the due and prompt payment of (i) the principal amount of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding)Note, when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ ' fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, primary or secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of the Note, the Purchase Agreement Note and this Pledge Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor under or in respect of the Note, the Purchase Note or this Pledge Agreement, this Agreement, the other Transaction Documents or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, primary or secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding)Settlement Payment, when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of the Note, the Purchase Agreement and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoingforegoing or otherwise in connection with the principal, interest or any other claims relating to the Settlement Payment, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor Pledgor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loans (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor Pledgor under or in respect of the Note, the Purchase Agreement Note and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor Pledgor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “Secured Obligations”).

Secured Obligations. The Collateral secures the due and prompt payment and performance of: (a) the obligations of the Grantor from time to time arising under the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or otherwise with respect to the due and prompt payment of (i) the principal of and premium, if any, and interest on the Note Loan (including interest accruing during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise and (ii) all other monetary obligations, including fees, commissions, costs, attorneys’ ' fees and disbursements, reimbursement obligations, contract causes of action, expenses and indemnities, whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership or other similar proceeding, regardless of whether allowed or allowable in such proceeding), of the Grantor under or in respect of the Note, the Purchase Agreement Note and this Agreement; and (b) all other covenants, duties, debts, obligations and liabilities of any kind of the Grantor under or in respect of the Note, the Purchase Agreement, this Agreement, the other Transaction Documents Agreement or any other document made, delivered or given in connection with any of the foregoing, in each case whether evidenced by a note or other writing, whether allowed in any bankruptcy, insolvency, receivership or other similar proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether primary, secondary, direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, fixed or otherwise (all such obligations, covenants, duties, debts, liabilities, sums and expenses set forth in this Section 3 being herein collectively called the “"Secured Obligations”").