Common use of Xxxxxxxx’s Grant of Security Interest Clause in Contracts

Xxxxxxxx’s Grant of Security Interest. Borrower hereby reconfirms its grant of a Lien for the benefit of the Secured Parties in the “Borrower Collateral” under, and as defined in, the Existing Receivables Funding Agreement, and confirms that such Lien has been granted to secure the Borrower Obligations, which include the “Borrower Obligations” under, and as defined in, the Existing Receivables Funding Agreement. Furthermore, to secure the prompt and complete payment, performance and observance of all Borrower Obligations, and to induce the Administrative Agent and the Lenders to enter into this Agreement and perform the obligations required to be performed by them hereunder in accordance with the terms and conditions hereof, the Borrower hereby grants, assigns, conveys, pledges, hypothecates and transfers to the Administrative Agent, for the benefit of the Secured Parties a Lien upon and security interest in all of the Borrower’s right, title and interest in, to and under, but none of its obligations arising from, the following property, whether now owned by or owing to, or hereafter acquired by or arising in favor of, the Borrower (including under any trade names, styles or derivations of the Borrower), and regardless of where located (all of which being hereinafter collectively referred to as the “Borrower Collateral”): (a) all Receivables; (b) the Sale Agreement, the Account Agreements and all other Related Documents now or hereafter in effect relating to the purchase, servicing, processing or collection of Receivables (collectively, the “Borrower Assigned Agreements”), including (i) all rights of the Borrower to receive moneys due and to become due thereunder or pursuant thereto, (ii) all rights of the Borrower to receive proceeds of any insurance, indemnity, warranty or guaranty with respect thereto, (iii) all claims of the Borrower for damages or breach with respect thereto or for default thereunder and (iv) the right of the Borrower to amend, waive or terminate the same and to perform and to compel performance and otherwise exercise all remedies thereunder; (c) all of the following (collectively, the “Borrower Account Collateral”): (i) the Concentration Accounts, the Lockboxes and all funds on deposit therein and all certificates and instruments, if any, from time to time representing or evidencing the Concentration Accounts, the Lockboxes or such funds, (ii) the Collection Accounts, the Lockboxes and all funds on deposit therein and all certificates and instruments, if any, from time to time representing or evidencing the Collection Accounts, the Lockboxes or such funds, (iii) the Borrower Account and all funds on deposit therein and all certificates and instruments, if any, from time to time representing or evidencing the Borrower Account or such funds, (iv) all notes, certificates of deposit and other instruments from time to time delivered to or otherwise possessed by the Administrative Agent, any Managing Agent, any Lender or any assignee or agent on behalf of the Administrative Agent, any Managing Agent or any Lender in substitution for or in addition to any of the then existing Borrower Account Collateral, and (v) all interest, dividends, cash, instruments, investment property and other property from time to time received, receivable or otherwise distributed with respect to or in exchange for any and all of the then existing Borrower Account Collateral; (d) all other property relating to the Receivables that may from time to time hereafter be granted and pledged by the Borrower or by any Person on its behalf whether under this Agreement or otherwise, including any deposit with any Lender, any Managing Agent or the Administrative Agent of additional funds by the Borrower;

Xxxxxxxx’s Grant of Security Interest. Borrower hereby reconfirms its grant of a Lien for the benefit of the Secured Parties in the “Borrower Collateral” under, and as defined in, the Existing Receivables Funding Agreement, and confirms that such Lien has been granted to secure the Borrower Obligations, which include the “Borrower Obligations” under, and as defined in, the Existing Receivables Funding Agreement. Furthermore, to secure the prompt and complete payment, performance and observance of all Borrower Obligations, and to induce the Administrative Agent and the Lenders to enter into this Agreement and perform the obligations required to be performed by them hereunder in accordance with the terms and conditions hereof, the Borrower hereby grants, assigns, conveys, pledges, hypothecates and transfers to the Administrative Agent, for the benefit of the Secured Parties a Lien upon and security interest in all of the Borrower’s right, title and interest in, to and under, but none of its obligations arising from, the following property, whether now owned by or owing to, or hereafter acquired by or arising in favor of, the Borrower (including under any trade 38 names, styles or derivations of the Borrower), and regardless of where located (all of which being hereinafter collectively referred to as the “Borrower Collateral”): (a) all Receivables; (b) the Sale Agreement, the Account Agreements and all other Related Documents now or hereafter in effect relating to the purchase, servicing, processing or collection of Receivables (collectively, the “Borrower Assigned Agreements”), including (i) all rights of the Borrower to receive moneys due and to become due thereunder or pursuant thereto, (ii) all rights of the Borrower to receive proceeds of any insurance, indemnity, warranty or guaranty with respect thereto, (iii) all claims of the Borrower for damages or breach with respect thereto or for default thereunder and (iv) the right of the Borrower to amend, waive or terminate the same and to perform and to compel performance and otherwise exercise all remedies thereunder; (c) all of the following (collectively, the “Borrower Account Collateral”): (i) the Concentration Accounts, the Lockboxes and all funds on deposit therein and all certificates and instruments, if any, from time to time representing or evidencing the Concentration Accounts, the Lockboxes or such funds, (ii) the Collection Accounts, the Lockboxes and all funds on deposit therein and all certificates and instruments, if any, from time to time representing or evidencing the Collection Accounts, the Lockboxes or such funds, (iii) the Borrower Account and all funds on deposit therein and all certificates and instruments, if any, from time to time representing or evidencing the Borrower Account or such funds, (iv) all notes, certificates of deposit and other instruments from time to time delivered to or otherwise possessed by the Administrative Agent, any Managing Agent, any Lender or any assignee or agent on behalf of the Administrative Agent, any Managing Agent or any Lender in substitution for or in addition to any of the then existing Borrower Account Collateral, and (v) all interest, dividends, cash, instruments, investment property and other property from time to time received, receivable or otherwise distributed with respect to or in exchange for any and all of the then existing Borrower Account Collateral; (d) all other property relating to the Receivables that may from time to time hereafter be granted and pledged by the Borrower or by any Person on its behalf whether under this Agreement or otherwise, including any deposit with any Lender, any Managing Agent or the Administrative Agent of additional funds by the Borrower; (e) all other personal property of the Borrower of every kind and nature not described above, including all goods (including inventory, equipment and any accessions thereto), instruments (including promissory notes), documents, accounts, chattel paper (whether tangible or electronic), deposit accounts, letter-of-credit rights, commercial tort claims, securities and all other investment property, supporting obligations, any other contract rights or rights to the payment of money, insurance claims and proceeds, and all general intangibles (including all payment intangibles); (f) to the extent not otherwise included, all proceeds and products of the foregoing and all accessions to, substitutions and replacements for, and profits of, each of the foregoing Borrower Collateral (including proceeds that constitute property of the types described in Sections 7.01(a) through (e)); and (g) to the extent not otherwise included, all “Borrower Collateral” under, and as defined in, the Existing Receivables Funding Agreement.

Xxxxxxxx’s Grant of Security Interest. As security for the prompt payment or performance in full when due, whether at stated maturity, by acceleration or otherwise, of all Obligations (including Advances, Yield, all Fees and other amounts at any time owing by the Borrower hereunder or under any other Transaction Document), the Borrower hereby reconfirms its grant of a Lien assigns and pledges to the Collateral Agent for the benefit of the Secured Parties in the “Borrower Collateral” underParties, and as defined in, the Existing Receivables Funding Agreement, and confirms that such Lien has been granted to secure the Borrower Obligations, which include the “Borrower Obligations” under, and as defined in, the Existing Receivables Funding Agreement. Furthermore, to secure the prompt and complete payment, performance and observance of all Borrower Obligations, and to induce the Administrative Agent and the Lenders to enter into this Agreement and perform the obligations required to be performed by them hereunder in accordance with the terms and conditions hereof, the Borrower hereby grants, assigns, conveys, pledges, hypothecates and transfers grants to the Administrative Agent, Collateral Agent for the benefit of the Secured Parties Parties, a Lien upon and security interest in and lien upon, all of the Borrower’s personal property, including the Borrower’s right, title and interest inin and to the following (other than Retained Interests and Excluded Amounts), to in each case whether now or hereafter existing or in which Borrower now has or hereafter acquires an interest and under, but none of its obligations arising fromwherever the same may be located (collectively, the following property, whether now owned by or owing to, or hereafter acquired by or arising in favor of, the Borrower (including under any trade names, styles or derivations of the Borrower), and regardless of where located (all of which being hereinafter collectively referred to as the “Borrower Collateral”): (a) all ReceivablesCollateral Obligations; (b) the Sale all Related Security; (c) this Agreement, the Account Agreements Sale Agreement and all other Related Documents documents now or hereafter in effect relating to which the purchase, servicing, processing or collection of Receivables Borrower is a party (collectively, the “Borrower Assigned Agreements”), including (i) all rights of the Borrower to receive moneys due and to become due thereunder under or pursuant theretoto the Borrower Assigned Agreements, (ii) all rights of the Borrower to receive proceeds of any insurance, indemnity, warranty or guaranty with respect theretoto the Borrower Assigned Agreements, (iii) all claims of the Borrower for damages or breach with respect thereto arising out of or for breach of or default thereunder under the Borrower Assigned Agreements, and (iv) the right of the Borrower to amend, waive or terminate the same and Borrower Assigned Agreements, to perform under the Borrower Assigned Agreements and to compel performance and otherwise exercise all remedies thereunderand rights under the Borrower Assigned Agreements; notwithstanding anything contained herein to the contrary, the Collateral shall not include the right of the Borrower to terminate the Servicer or replace the Servicer hereunder; (cd) all of the following (collectively, the “Borrower Account Collateral”): (i) the Concentration Accountseach Account, the Lockboxes and all funds on deposit therein held in any Account (other than Excluded Amounts), and all certificates and instruments, if any, from time to time representing or evidencing the Concentration Accounts, the Lockboxes any Account or such funds, (ii) all investments from time to time of amounts in the Collection Accounts, the Lockboxes and all funds on deposit therein Accounts and all certificates and instruments, if any, from time to time representing or evidencing the Collection Accounts, the Lockboxes or such fundsinvestments, (iii) the Borrower Account and all funds on deposit therein and all certificates and instruments, if any, from time to time representing or evidencing the Borrower Account or such funds, (iv) all notes, certificates of deposit and other instruments from time to time delivered to or otherwise possessed by the Administrative Agent, Collateral Agent or any Managing Agent, any Lender Secured Party or any assignee or agent on behalf of the Administrative Agent, any Managing Collateral Agent or any Lender Secured Party in substitution for or in addition to any of the then existing Borrower Account Collateral, and (viv) all interest, dividends, cash, instruments, investment property instruments and other property from time to time received, receivable or otherwise distributed with in respect to of or in exchange for any and all of the then existing Borrower Account Collateral; (de) all other additional property relating to the Receivables that may from time to time hereafter be granted and pledged by the Borrower or by any Person anyone on its behalf whether under this Agreement or otherwiseAgreement; (f) all Accounts, including any deposit with any Lenderall Certificated Securities, any Managing Agent or the Administrative Agent all Chattel Paper, all Documents, all Equipment, all Financial Assets, all General Intangibles, all Instruments, all Investment Property, all Inventory, all Securities Accounts, all Security Certificates, all Security Entitlements and all Uncertificated Securities of additional funds by the Borrower; (g) each Hedging Agreement, including all rights of the Borrower to receive moneys due and to become due thereunder; (h) all of the Borrower’s other personal property; and (i) all Proceeds, accessions, substitutions, rents and profits of any and all of the foregoing Collateral (including proceeds that constitute property of the types described in subsections (a) through (h) above) and, to the extent not otherwise included, all payments under insurance (whether or not the Collateral Agent or a Secured Party or any assignee or agent on behalf of the Collateral Agent or a Secured Party is the loss payee thereof) or any indemnity, warranty or guaranty payable by reason of loss or damage to or otherwise with respect to any of the foregoing Collateral.

Xxxxxxxx’s Grant of Security Interest. As security for the prompt payment or performance in full when due, whether at stated maturity, by acceleration or otherwise, of all Obligations (including Advances, Yield, all Fees and other amounts at any time owing hereunder), the Borrower hereby reconfirms its grant of a Lien assigns and pledges to the Collateral Agent for the benefit of the Secured Parties in the “Borrower Collateral” underParties, and as defined in, the Existing Receivables Funding Agreement, and confirms that such Lien has been granted to secure the Borrower Obligations, which include the “Borrower Obligations” under, and as defined in, the Existing Receivables Funding Agreement. Furthermore, to secure the prompt and complete payment, performance and observance of all Borrower Obligations, and to induce the Administrative Agent and the Lenders to enter into this Agreement and perform the obligations required to be performed by them hereunder in accordance with the terms and conditions hereof, the Borrower hereby grants, assigns, conveys, pledges, hypothecates and transfers grants to the Administrative Agent, Collateral Agent for the benefit of the Secured Parties Parties, a Lien upon and security interest in and lien upon, all of the Borrower’s personal property, including the Borrower’s right, title and interest inin and to the following (other than Retained Interests), to in each case whether now or hereafter existing or in which Borrower now has or hereafter acquires an interest and under, but none of its obligations arising fromwherever the same may be located (collectively, the following property, whether now owned by or owing to, or hereafter acquired by or arising in favor of, the Borrower (including under any trade names, styles or derivations of the Borrower), and regardless of where located (all of which being hereinafter collectively referred to as the “Borrower Collateral”):): USActive 31637433.35 -115- (a) all ReceivablesCollateral Obligations; (b) all Related Security; (c) the Sale Agreement, the Account Agreements Investment Management Agreement and all other Related Documents documents now or hereafter in effect relating to which the purchase, servicing, processing or collection of Receivables Borrower is a party (collectively, the “Borrower Assigned Agreements”), including (i) all rights of the Borrower to receive moneys due and to become due thereunder under or pursuant theretoto the Borrower Assigned Agreements, (ii) all rights of the Borrower to receive proceeds of any insurance, indemnity, warranty or guaranty with respect theretoto the Borrower Assigned Agreements, (iii) all claims of the Borrower for damages or breach with respect thereto arising out of or for breach of or default thereunder under the Borrower Assigned Agreements, and (iv) the right of the Borrower to amend, waive or terminate the same and Borrower Assigned Agreements, to perform under the Borrower Assigned Agreements and to compel performance and otherwise exercise all remedies thereunderand rights under the Borrower Assigned Agreements; notwithstanding anything contained herein to the contrary, the Collateral shall not include the right of the Borrower to terminate the Investment Manager or replace the Investment Manager under the Investment Management Agreement; (cd) all of the following (collectively, the “Borrower Account Collateral”): (i) the Concentration Accountseach Account, the Lockboxes and all funds on deposit therein held in any Account (other than Excluded Amounts), and all certificates and instruments, if any, from time to time representing or evidencing the Concentration Accounts, the Lockboxes any Account or such funds, (ii) all investments from time to time of amounts in the Collection Accounts, the Lockboxes and all funds on deposit therein Accounts and all certificates and instruments, if any, from time to time representing or evidencing the Collection Accounts, the Lockboxes or such fundsinvestments, (iii) the Borrower Account and all funds on deposit therein and all certificates and instruments, if any, from time to time representing or evidencing the Borrower Account or such funds, (iv) all notes, certificates of deposit and other instruments from time to time delivered to or otherwise possessed by the Administrative Agent, Collateral Agent or any Managing Agent, any Lender Secured Party or any assignee or agent on behalf of the Administrative Agent, any Managing Collateral Agent or any Lender Secured Party in substitution for or in addition to any of the then existing Borrower Account Collateral, and (viv) all interest, dividends, cash, instruments, investment property instruments and other property from time to time received, receivable or otherwise distributed with in respect to of or in exchange for any and all of the then existing Borrower Account Collateral; (de) all other additional property relating to the Receivables that may from time to time hereafter be granted and pledged by the Borrower or by any Person anyone on its behalf whether under this Agreement or otherwiseAgreement; (f) all Accounts, all Certificated Securities, all Chattel Paper, all Documents, all Equipment, all Financial Assets, all General Intangibles, all Instruments, all Investment Property, all Inventory, all Securities Accounts, all Certificated Securities, all Security Entitlements and all Uncertificated Securities of the Borrower; USActive 31637433.35 -116- (g) each Hedging Agreement, including all rights of the Borrower to receive moneys due and to become due thereunder; and (h) all Proceeds, accessions, substitutions, rents and profits of any deposit with any Lenderand all of the foregoing Collateral (including proceeds that constitute property of the types described in subsections (a) through (g) above) and, any Managing to the extent not otherwise included, all payments under insurance (whether or not the Collateral Agent or a Secured Party or any assignee or agent on behalf of the Administrative Collateral Agent or a Secured Party is the loss payee thereof) or any indemnity, warranty or guaranty payable by reason of additional funds by loss or damage to or otherwise with respect to any of the Borrower;foregoing Collateral.

Xxxxxxxx’s Grant of Security Interest. Borrower hereby reconfirms its grant of a Lien for the benefit of the Secured Parties in the “Borrower Collateral” under, and as defined in, the Existing Receivables Funding Agreement, and confirms that such Lien has been granted to secure the Borrower Obligations, which include the “Borrower Obligations” under, and as defined in, the Existing Receivables Funding Agreement. Furthermore, to secure the prompt and complete payment, performance and observance of all Borrower Obligations, and to induce the Administrative Agent and the Lenders to enter into this Agreement and perform the obligations required to be performed by them hereunder in accordance with the terms and conditions hereof, the Borrower hereby grants, assigns, conveys, pledges, hypothecates and transfers to the Administrative Agent, for the benefit of the Secured Parties a Lien upon and security interest in all of the Borrower’s right, title and interest in, to and under, but none of its obligations arising from, the following property, whether now owned by or owing to, or hereafter acquired by or arising in favor of, the Borrower (including under any trade names, styles or derivations of the Borrower), and regardless of where located (all of which being hereinafter collectively referred to as the “Borrower Collateral”): (a) all Receivables; (b) the Sale Agreement, the Account Agreements and all other Related Documents now or hereafter in effect relating to the purchase, servicing, processing or collection of Receivables (collectively, the “Borrower Assigned Agreements”), including (i) all rights of the Borrower to receive moneys due and to become due thereunder or pursuant thereto, (ii) all rights of the Borrower to receive proceeds of any insurance, indemnity, warranty or guaranty with respect thereto, (iii) all claims of the Borrower for damages or breach with respect thereto or for default thereunder and (iv) the right of the Borrower to amend, waive or terminate the same and to perform and to compel performance and otherwise exercise all remedies thereunder; (c) all of the following (collectively, the “Borrower Account Collateral”): (i) the Concentration Accounts, the Lockboxes and all funds on deposit therein and all certificates and instruments, if any, from time to time representing or evidencing the Concentration Accounts, the Lockboxes or such funds, (ii) the Collection Accounts, the Lockboxes and all funds on deposit therein and all certificates and instruments, if any, from time to time representing or evidencing the Collection Accounts, the Lockboxes or such funds, (iii) the Borrower Account and all funds on deposit therein and all certificates and instruments, if any, from time to time representing or evidencing the Borrower Account or such funds, (iv) all notes, certificates of deposit and other instruments from time to time delivered to or otherwise possessed by the Administrative Agent, any Managing Agent, any Lender or any assignee or agent on behalf of the Administrative Agent, any Managing Agent or any Lender in substitution for or in addition to any of the then existing Borrower Account Collateral, and (v) all interest, dividends, cash, instruments, investment property and other property from time to time received, receivable or otherwise distributed with respect to or in exchange for any and all of the then existing Borrower Account Collateral; (d) all other property relating to the Receivables that may from time to time hereafter be granted and pledged by the Borrower or by any Person on its behalf whether under this Agreement or otherwise, including any deposit with any Lender, any Managing Agent or the Administrative Agent of additional funds by the Borrower; (e) all other personal property of the Borrower of every kind and nature not described above, including all goods (including inventory, equipment and any accessions thereto), instruments (including promissory notes), documents, accounts, chattel paper (whether tangible or electronic), deposit accounts, letter-of-credit rights, commercial tort claims, securities and all other investment property, supporting obligations, any other contract rights or rights to the payment of money, insurance claims and proceeds, and all general intangibles (including all payment intangibles); (f) to the extent not otherwise included, all proceeds and products of the foregoing and all accessions to, substitutions and replacements for, and profits of, each of the foregoing Borrower Collateral (including proceeds that constitute property of the types described in Sections 7.01(a) through (e)); and (g) to the extent not otherwise included, all “Borrower Collateral” under, and as defined in, the Existing Receivables Funding Agreement.

Xxxxxxxx’s Grant of Security Interest. As security for the prompt payment or performance in full when due, whether at stated maturity, by acceleration or otherwise, of all Obligations (including Advances, Yield, all Fees and other amounts at any time owing hereunder), the Borrower hereby reconfirms its grant of a Lien assigns and pledges to the Collateral Agent for the benefit of the Secured Parties in the “Borrower Collateral” underParties, and as defined in, the Existing Receivables Funding Agreement, and confirms that such Lien has been granted to secure the Borrower Obligations, which include the “Borrower Obligations” under, and as defined in, the Existing Receivables Funding Agreement. Furthermore, to secure the prompt and complete payment, performance and observance of all Borrower Obligations, and to induce the Administrative Agent and the Lenders to enter into this Agreement and perform the obligations required to be performed by them hereunder in accordance with the terms and conditions hereof, the Borrower hereby grants, assigns, conveys, pledges, hypothecates and transfers grants to the Administrative Agent, Collateral Agent for the benefit of the Secured Parties Parties, a Lien upon and security interest in and lien upon, all of the Borrower’s personal property, including the Borrower’s right, title and interest inin and to the following (other than Retained Interests), to in each case whether now or hereafter existing or in which Borrower now has or hereafter acquires an interest and under, but none of its obligations arising fromwherever the same may be located (collectively, the following property, whether now owned by or owing to, or hereafter acquired by or arising in favor of, the Borrower (including under any trade names, styles or derivations of the Borrower), and regardless of where located (all of which being hereinafter collectively referred to as the “Borrower Collateral”): (a) all ReceivablesCollateral Obligations; (b) all Related Security; (c) the Sale Agreement, the Account Agreements Agreement and all other Related Documents documents now or hereafter in effect relating to which the purchase, servicing, processing or collection of Receivables Borrower is a party (collectively, the “Borrower Assigned Agreements”), including (i) all rights of the Borrower to receive moneys due and to become due thereunder under or pursuant theretoto the Borrower Assigned Agreements, (ii) all rights of the Borrower to receive proceeds of any insurance, indemnity, warranty or guaranty with respect theretoto the Borrower Assigned Agreements, (iii) all claims of the Borrower for damages or breach with respect thereto arising out of or for breach of or default thereunder under the Borrower Assigned Agreements, and (iv) the right of the Borrower to amend, waive or terminate the same and Borrower Assigned Agreements, to perform under the Borrower Assigned Agreements and to compel performance and otherwise exercise all remedies thereunderand rights under the Borrower Assigned Agreements; notwithstanding anything contained herein to the contrary, the Collateral shall not include the right of the Borrower to terminate the Servicer or replace the Servicer; (cd) all of the following (collectively, the “Borrower Account Collateral”): (i) the Concentration Accountseach Account, the Lockboxes and all funds on deposit therein held in any Account (other than Excluded Amounts), and all certificates and instruments, if any, from time to time representing or evidencing the Concentration Accounts, the Lockboxes any Account or such funds, (ii) all investments from time to time of amounts in the Collection Accounts, the Lockboxes and all funds on deposit therein Accounts and all certificates and instruments, if any, from time to time representing or evidencing the Collection Accounts, the Lockboxes or such fundsinvestments, (iii) the Borrower Account and all funds on deposit therein and all certificates and instruments, if any, from time to time representing or evidencing the Borrower Account or such funds, (iv) all notes, certificates of deposit and other instruments from time to time delivered to or otherwise possessed by the Administrative Agent, Collateral Agent or any Managing Agent, any Lender Secured Party or any assignee or agent on behalf of the Administrative Agent, any Managing Collateral Agent or any Lender Secured Party in substitution for or in addition to any of the then existing Borrower Account Collateral, and (viv) all interest, dividends, cash, instruments, investment property instruments and other property from time to time received, receivable or otherwise distributed with in respect to of or in exchange for any and all of the then existing Borrower Account Collateral; (de) all other additional property relating to the Receivables that may from time to time hereafter be granted and pledged by the Borrower or by any Person anyone on its behalf whether under this Agreement or otherwiseAgreement; (f) all Accounts, including any deposit with any Lenderall Certificated Securities, any Managing Agent or the Administrative Agent all Chattel Paper, all Documents, all Equipment, all Financial Assets, all General Intangibles, all Instruments, all Investment Property, all Inventory, all Securities Accounts, all Security Certificates, all Security Entitlements and all Uncertificated Securities of additional funds by the Borrower; (g) each Hedging Agreement, including all rights of the Borrower to receive moneys due and to become due thereunder; and (h) all proceeds, accessions, substitutions, rents and profits of any and all of the foregoing Collateral (including proceeds that constitute property of the types described in subsections (a) through (g) above) and, to the extent not otherwise included, all payments under insurance (whether or not the Collateral Agent or a Secured Party or any assignee or agent on behalf of the Collateral Agent or a Secured Party is the loss payee thereof) or any indemnity, warranty or guaranty payable by reason of loss or damage to or otherwise with respect to any of the foregoing Collateral.