SPECIAL TYPES OF COLLATERAL a. Company and its subsidiaries own (or have any ownership interest in) the following kinds of assets. Copyrights or copyright applications registered with the U.S. Copyright Office Yes ¨ No x Software registered with the U.S. Copyright Office Yes ¨ No x Software not registered with the U.S. Copyright Office Yes ¨ No x Patents and patent applications Yes ¨ No x Trademarks or trademark applications (including any service marks, collective marks and certification marks) Yes ¨ No x Licenses to use trademarks, patents and copyrights of others Yes ¨ No x Material licenses, permits (including environmental), authorizations, or certifications issued by federal, state, or local governments issued to Company and/or its subsidiaries or with respect to their assets, properties, or businesses Yes x No ¨ Stocks, bonds or other securities held by Company or its subsidiaries in other entities (Company or sub is the stock owner) Yes ¨ No x Promissory notes, or other instruments or evidence of indebtedness issued in favor of Company or any of its subsidiaries (Company or sub is the lender) Yes ¨ No x Leases of equipment, security agreements naming Company or its subsidiaries as secured party or other chattel paper (Company or sub is the lessor/secured party) Yes ¨ No x Aircraft Yes ¨ No x Vessels, Boats or Ships Yes ¨ No x Railroad Rolling Stock Yes ¨ No x Motor Vehicles Yes ¨ No x If the answer is “yes” to any of the above questions, attach a Schedule 4(a) listing each asset owned by Company and/or its subsidiaries (separately identified and scheduled for each entity) and identifying which party owns the asset, the relevant jurisdiction (such as IP registered in non-U.S. jurisdictions or the jurisdiction under which a motor vehicle is registered), each registration, application, or other identification number, and all other relevant information. In the cases of licenses, include the relevant parties and the specific property being licensed, and, if any licenses are material to Company’s and/or any of its subsidiaries’ business, provide copies of such licenses.
b. The following are all banks, brokerages, or financial institutions at which Company and its subsidiaries maintain deposit or securities accounts: Institution Name and Address Account Name Account Number Name of Account Owner Wxxxx Fargo Bank PX Xxx 00000 Xxxxxxx, XX 00000 Gold Business Services Package – Checking 2757703489 Discovery Energy Corp. Business Market Rate Savings 7633038422 Discovery Energy Corp. Macq...
SPECIAL TYPES OF COLLATERAL a. An updated copy of Schedule 5(a) is attached hereto as Exhibit B.
b. As of December 26, 2014 the Company no longer maintains a depository account at Bridge Bank.
SPECIAL TYPES OF COLLATERAL a. The following are all of the trademarks or trademark applications of the COMPANY and its domestic subsidiaries (including any service marks, collective marks and certification marks), together with the trademark numbers and dates of registration with the U.S. Patent and Trademark Office or similar foreign office, if applicable: Trademark Number Date If Foreign Trademark, What Country? COMPANY/ Subsidiary
b. The following are all of the patents or patent applications of the COMPANY and its domestic subsidiaries, together with the patent numbers, names of inventors and dates of registration with the U.S. Patent and Trademark Office or similar foreign office, if applicable: Patent Name Number Date Inventor If Foreign Patent, What Country? COMPANY/ Subsidiary
c. The following are all of the copyrights or copyright applications of the COMPANY and its domestic subsidiaries, together with the copyright numbers and dates of registration with the U.S. Copyright Office or similar foreign office, if applicable: Copyright Number Date If Foreign Copyright, What Country? COMPANY/ Subsidiary
d. The following are all licenses or similar agreements to use trademarks (including any service marks, collective marks and certification marks), patents, and copyrights of others of the COMPANY and its domestic subsidiaries:
e. The following are all governmental permits and/or licenses held by the COMPANY and/or its domestic subsidiaries:
f. Attached hereto as Schedule F is list of all deposit accounts, brokerage accounts, commodity accounts and similar accounts including account numbers, where the accounts are maintained and how title in such accounts is held.
g. The COMPANY and its subsidiaries own the following kinds of assets, and attached hereto is a schedule describing each such asset owned by the COMPANY or its subsidiaries and identifying by which party such asset is owned: Franchises, marketing agreements or similar agreements: Yes ___ No___ Stocks, Bonds or other securities: Yes ___ No___ Promissory notes, or other instruments or evidence of indebtedness in favor of such person: Yes ___ No___ Leases of equipment, security agreements naming such person as secured party, or other chattel paper: Yes ___ No___ Aircraft: Yes ___ No___ Vessels, Boats or Ships: Yes ___ No___ Railroad Rolling Stock: Yes ___ No___
h. The following are all letters of credit issued for the benefit of the COMPANY and its subsidiaries, together with the name of the issuer, the face amount of each l...
SPECIAL TYPES OF COLLATERAL. Trademark - 5a. Number Date If Foreign, What Country Subsidiary Patent Name - 5b. Number Date If Foreign, What Country Subsidiary Inventor Patent Name - 5b. Number Date If Foreign, What Country Subsidiary Inventor
SPECIAL TYPES OF COLLATERAL a. The following are all of the trademarks or trademark applications of the Company and its subsidiaries (including any service marks, collective marks and certification marks), together with the trademark numbers and dates of registration with the U.S. Patent and Trademark Office, if applicable. If Foreign Trademark What Company Subsidiary Trademark Number Date Country? ---------- --------- ------ ---- --------
(i) (ii) _________________________________________________________________________ (iii) _________________________________________________________________________
b. The following are all of the patents and patent applications of the Company and its subsidiaries, together with the patent numbers, names of inventors and dates of registration with the U.S. Patent and Trademark Office, if applicable: If Foreign COMPANY/ Patent Patent What Subsidiary Name Number Date Inventor Country? ---------- ---- ------ ---- -------- --------
(i) (ii) ________________________________________________________________________________________________________________
c. The following are all of the copyrights and copyright applications of the Company and its subsidiaries, together with the copyright numbers and dates of registration with the U.S. Copyright Office, if applicable: If Foreign Copyright What COMPANY/ Copyright Number Date Country? Subsidiary --------- ------ ---- -------- ----------
d. The following is a list of all software of the Company which is not registered with the U.S. Copyright Office: _____________________________________________________________________________ _____________________________________________________________________________
e. The following are all of the Company's and its subsidiaries' licenses and similar agreements to use trademarks (including any service marks, collective marks and certification marks), patents and copyrights of others: Company/ Description of License Agreement Subsidiary -------------------------------- ----------
(i) (ii) _________________________________________________________________________
f. The following are all governmental permits and licenses held by the Company and its subsidiaries: Company/ Description of License Subsidiary ---------------------- ----------
(i) (ii) _________________________________________________________________________ (iii) _________________________________________________________________________
g. The following are all of the motor vehicles registered in the name of the Compan...
SPECIAL TYPES OF COLLATERAL a. The following are all of the trademarks or trademark applications of the COMPANY and its subsidiaries (including any service marks, collective marks and certification marks), together with the trademark numbers and dates of registration with the U.S. Patent and Trademark Office, if applicable: (i) . . (ii) . . (iii) . .
b. The following are all of the patents or patent applications of the COMPANY and its subsidiaries, together with the patent numbers, names of inventors and dates of registration with the U.S. Patent and Trademark Office, if applicable: (i) . . (ii) . . (iii) . .
c. The following are all of the copyrights or copyright applications of the COMPANY and its subsidiaries, together with the copyright numbers and dates of registration with the U.S. Copyright Office, if applicable: (i) . . (ii) . . (iii) . .
d. The following are all licenses or similar agreements to use trademarks (including any service marks, collective marks and certification marks), patents, and copyrights of others of the COMPANY and its subsidiaries: (i) . . (ii) . . (iii) . .
e. The following are all governmental permits and/or licenses held by the COMPANY and/or its subsidiaries: (i) . . (ii) . . (iii) . . (iv) . .
f. Attached hereto as Schedule F is list of all deposit accounts, brokerage accounts and similar accounts including account numbers, where the accounts are maintained and how title in such accounts is held. [Company to provide Schedule F].
g. The COMPANY and its subsidiaries own the following kinds of assets, and attached hereto is a schedule describing each such asset owned by the COMPANY or its subsidiaries and identifying by which party such asset is owned: Franchises, marketing agreements or similar agreements: Yes__ No__ Stocks, Bonds or other securities: Yes__ No__ Promissory notes, or other instruments or evidence of indebtedness in favor of such person: Yes__ No__ Leases of equipment, security agreements naming such person as secured party, or other chattel paper: Yes __ No __ Aircraft: Yes __ No __ Vessels, Boats or Ships (Please see attached schedule of Vessels, Boats or Ships): Yes __ No __ Railroad Rolling Stock: Yes __ No __
SPECIAL TYPES OF COLLATERAL a. The following are all of the registrations of and applications for patents, trademarks, servicemarks, and copyrights, owned by each Company or their subsidiaries: See attached Schedule 3(a)
b. Any Company owns the following kinds of assets: Stocks, bonds, or other securities (other than Cash Equivalents or its direct and indirect wholly owned subsidiaries): Yes ¨ No x Promissory notes, or other instruments or evidence of indebtedness (other than Intercompany Notes) in excess of $2,000,000 (or $5,000,000 in the aggregate) or Intercompany Notes in favor of such person: Yes x No ¨ • Master intercompany note in connection with Term Loan Agreement • Promissory Note, between Tronox Worldwide LLC and Tronox LLC as promisee in the amount of $67,326.16 maturing on Dec 31, 2013 • Between Tronox Luxembourg, S.a r.l. and Tronox LLC as promisee in the amount of $293,787.37 maturing on Dec 31, 2013 • Between Tronox Luxembourg S.a r.l. and Tronox LLC as promisee in the amount of $60,300,423.45 maturing on Dec 31, 2013 Leases of equipment, security agreements naming such person as secured party, or other chattel paper in excess of $2,000,000 (or $5,000,000 in the aggregate): Yes ¨ No x If the answer is yes to any of the above, please provide a detailed description of such assets as well as copies of any recent certificates, agreements or other documents relating thereto.
c. The following are all banks, savings institutions, or other institutions at which each Company maintains deposit accounts or securities accounts:
d. The following are all of the providers of credit card clearinghouse or credit card payment processing services to each Company. None.
e. The following is a true and correct list of all Commercial Tort Claims (as defined in the U.S. Security Agreement) held by each Company, including a brief description thereof:
f. The following is a true and correct list of all Letters of Credit in favor of each Company, as beneficiary thereunder. • Irrevocable Standby Letter Of Credit Number IS00010420, for $400,000 issued March 7, 2012 to Ozark Materials, LLC for the benefit of Tronox, LLC • Tiwest Sales Pty Ltd operates a Letters of Credit arrangement for settlement of mineral sands debtors on an ‘as required’ basis. Tiwest Sales Pty Ltd is a beneficiary under LCs issued by third party customers to secure revenues arising from mineral sands product sales.
g. The following is a true and correct list of all motor vehicles (covered by certificates of title or ownership)...
SPECIAL TYPES OF COLLATERAL. Except as listed on Schedule 3(a) through 3(g) attached hereto and made a part hereof:
a. Set forth in Schedule 3(a) to the Prior Perfection Certificate are all of the registrations of and applications for patents, trademarks, servicemarks, and copyrights, owned by each Company or their subsidiaries.
b. Set forth in Schedule 3(b) to the Prior Perfection Certificate are any stocks, bonds, or other securities owned by any company (other than Cash Equivalents or of its direct and indirect wholly owned subsidiaries). Set forth in Schedule 3(b) to the Prior Perfection Certificate promissory notes, or other instruments or evidence of indebtedness (other than Intercompany Notes) in excess of $2,000,000 (or $5,000,000 in aggregate) or Intercompany Notes owned by any Company in favor of such Company. Set forth in Schedule 3(b) to the Prior Perfection Certificate are any leases of equipment, security agreements naming such persons as secured party or, any other chattel paper in excess of $2,000,000 (or $5,000,000 in the aggregate) owned by any Company.
c. Set forth in Schedule 3(c) to the Prior Perfection Certification are all banks, savings institutions, or other institutions at which each Company maintains deposit accounts or securities accounts.
d. Set forth in Schedule 3(d) to the Prior Perfection Certification are all of the providers of credit card clearinghouse or credit card payment processing services to each Company.
e. Set forth in Schedule 3(e) to the Prior Perfection Certification is a true and correct list of all Commercial Tort Claims (as defined in the U.S. Security Agreement) held by each Company, including a brief description thereof.
f. Set forth in Schedule 3(f) to the Prior Perfection Certification is a true and correct list of all Letters of Credit in favor of each Company, as beneficiary thereunder.
g. Set forth in Schedule 3(g) to the Prior Perfection Certification is a true and correct list of all motor vehicles (covered by certificates of title or ownership) valued at over $250,000 individually and owned by each Company, and the owner and approximate value of such motor vehicles.
SPECIAL TYPES OF COLLATERAL. The Company owns the following kinds of assets. (If the answer is “Yes” to any of the following questions) Copyrights or copyright applications registered with the U.S. Copyright Office Yes No Software registered with the U.S. Copyright Office Yes No Software not registered with the U.S. Copyright Office Yes No Patents and patent applications Yes No Trademarks or trademark applications (including any service marks, collective marks and certification marks) Yes No Licenses to use trademarks, patents and copyrights of others Yes No Licenses, permits (including environmental), authorizations, or certifications issued by federal, state, or local governments issued to the Company Yes No Stocks, bonds or other securities Yes No Promissory notes, or other instruments or evidence of indebtedness Yes No Leases of equipment, security agreements naming such person as secured party or other chattel paper Yes No Aircraft Yes No Vessels, Boats or Ships Yes No Motor Vehicles Yes No
SPECIAL TYPES OF COLLATERAL. (A) The Company and its subsidiaries own (or have rights in) the following kinds of assets. (If the answer is “Yes” to any of the following questions, Schedule B hereto describes each such asset owned by the Company or its subsidiaries and identifying which party owns the asset Copyrights or copyright applications Yes [ ] No [ ] Patents and patent applications Yes [ ] No [ ] Trademarks or trademark applications (including any service marks, collective marks and certification marks Yes [ ] No [ ] Stocks, bonds or other securities Yes [ ] No [ ] Promissory notes, or other instruments or evidence of indebtedness Yes [ ] No [ ]
(B) The following are all institutions at which the Company and its subsidiaries maintain any deposit, securities or commodities accounts:
(C) The following is a list of letters of credit naming the Company or any subsidiary as “beneficiary” thereunder:
