Common use of Collateral Granted Clause in Contracts

Collateral Granted. The Borrowers hereby grant to the Agent, for the benefit of the Agent and the Holders, to secure the prompt payment and performance in full when due of the Notes and of all other obligations of the Borrowers under the Indenture, a second priority security interest in, and so pledges and assigns to the Agent, for the benefit of the Agent and the Holders, all assets of the Borrowers, including without limitation, the following properties, assets and rights of the Borrowers, wherever located, whether now owned or hereafter acquired or arising, and all Proceeds and products thereof (all of the same being hereinafter called the “Collateral”): All of the Borrowers’: (a) Accounts, including Health-Care-Insurance Receivables; (b) Certificated Securities; (c) Chattel Paper, including Electronic Chattel Paper; (d) Computer Hardware and software and all rights with respect thereto, including, any and all licenses, options, warranties, service contracts, program services, test rights, maintenance rights, support rights, improvement rights, renewal rights and indemnifications, and any substitutions, replacements, additions or model conversions of any of the foregoing; (e) Commercial Tort Claims; (f) Deposit Accounts; (g) Documents; (h) Financial Assets; (i) General Intangibles; (j) Goods (including all of its Equipment, Fixtures and Inventory), and all embedded software, accessions, additions, attachments, improvements, substitutions and replacements thereto and therefor; (k) Instruments; (l) Intellectual Property; (m) Letter of Credit Rights (n) money (of every jurisdiction whatsoever); (o) Security Entitlements; (p) Supporting Obligations; (q) Uncertificated Securities; (r) all of the Borrowers’ right, title and interest of every kind and character now owned or hereafter acquired in and to or arising out of or in connection with agreements, contracts and leases and any Instruments related thereto, between any Borrower and any other person or entity for the use of personal or real property by any Borrower or for the management, operation or use of parking facilities by any Borrower (collectively, the “Contracts”) and all rights, remedies, powers, and privileges vested in any Borrower under the Contracts, except to the extent that (A) any such Contract is not capable of being encumbered as a matter of law or under the terms of such Contract applicable thereto (but solely to the extent that any such restriction shall be enforceable under the UCC and other applicable law) without the consent of the applicable party or parties to such Contract other than the Borrower and (B) such consent has not been obtained (collectively, the “Excluded Contracts”); provided, however, that the foregoing grant of security interest shall extend to, and the term “Contracts” shall include, (1) any and all Proceeds of such Contracts except to the extent that the assignment or encumbering of such Proceeds is so restricted (but solely to the extent that any such restriction shall be enforceable under the UCC and other applicable law) and (2) upon obtaining the consent of the party or parties to any such Contracts other than the Borrower with respect to any such otherwise Excluded Contracts, thereafter such Contracts as well as any and all Proceeds thereof that might have theretofore have been excluded from such grant of a second priority security interest and the term “Contracts”; and

Collateral Granted. The Each of the Borrowers (a) hereby ratifies and affirms the grant of security interests made pursuant to the Prior Security Agreement, and (b) to the extent not covered under clause (a), further grants to the Administrative Agent, for the benefit of the Agent Lenders and the HoldersAdministrative Agent, to secure the prompt payment and performance in full when due of all of the Notes and of all other obligations of the Borrowers under the IndentureObligations, a second priority security interest in, in and so pledges and collaterally assigns to the Administrative Agent, for the benefit of the Agent Lenders and the Holders, all assets of the Borrowers, including without limitationAdministrative Agent, the following properties, assets and rights of the Borrowerssuch Borrower, wherever located, whether now owned or hereafter acquired or arising, and all Proceeds proceeds and products thereof (all of the same being hereinafter called the “"Collateral”"): All personal and fixture property of the Borrowers’: every kind and nature including without limitation all furniture, fixtures, equipment (a) Accountsincluding all titled or registered equipment and rental equipment), including Health-Care-Insurance Receivables; (b) Certificated Securities; (c) Chattel Paperraw materials, including Electronic Chattel Paper; (d) Computer Hardware and software motor vehicles, trucks, trailers, tractors, cranes, and all rights related equipment, parts and accessions and additions with respect thereto, inventory, other goods, accounts, contract rights, rights to the payment of money, insurance refund claims and all other insurance claims and proceeds, tort claims, chattel paper, documents, instruments, securities and other investment property, deposit accounts and all general intangibles including, any without limitation, all tax refund claims, license fees, patents, patent applications, trademarks, trademark applications, trade names, copyrights, copyright applications, rights to sue ▇▇▇ recover for past infringement of patents, trademarks and copyrights, computer programs, computer software, engineering drawings, service marks, customer lists, goodwill, and all licenses, options, warranties, service contracts, program services, test rights, maintenance rights, support rights, improvement rights, renewal rights and indemnifications, and any substitutions, replacements, additions or model conversions of any of the foregoing; (e) Commercial Tort Claims; (f) Deposit Accounts; (g) Documents; (h) Financial Assets; (i) General Intangibles; (j) Goods (including all of its Equipment, Fixtures and Inventory), and all embedded software, accessions, additions, attachments, improvements, substitutions and replacements thereto and therefor; (k) Instruments; (l) Intellectual Property; (m) Letter of Credit Rights (n) money (of every jurisdiction whatsoever); (o) Security Entitlements; (p) Supporting Obligations; (q) Uncertificated Securities; (r) all of the Borrowers’ right, title and interest of every kind and character now owned or hereafter acquired in and to or arising out of or in connection with agreements, contracts and leases and any Instruments related thereto, between any Borrower and any other person or entity for the use of personal or real property by any Borrower or for the management, operation or use of parking facilities by any Borrower (collectively, the “Contracts”) and all rights, remedies, powers, and privileges vested in any Borrower under the Contracts, except to the extent that (A) any such Contract is not capable of being encumbered as a matter of law or under the terms of such Contract applicable thereto (but solely to the extent that any such restriction shall be enforceable under the UCC and other applicable law) without the consent of the applicable party or parties to such Contract other than the Borrower and (B) such consent has not been obtained (collectively, the “Excluded Contracts”); provided, however, that the foregoing grant of security interest shall extend to, and the term “Contracts” shall include, (1) any and all Proceeds of such Contracts except to the extent that the assignment or encumbering of such Proceeds is so restricted (but solely to the extent that any such restriction shall be enforceable under the UCC and other applicable law) and (2) upon obtaining the consent of the party or parties to any such Contracts other than the Borrower with respect to any such otherwise Excluded Contracts, thereafter such Contracts as well as any and all Proceeds thereof that might have theretofore have been excluded from such grant of a second priority security interest and the term “Contracts”; and,

Collateral Granted. The Each of the Borrowers (a) hereby ratifies and affirms the grant of security interests made pursuant to the Prior Security Agreement subject to any amendment thereof pursuant to Section 2.3 hereof, and (b) to the extent not covered under clause (a), further grants to the Administrative Agent, for the benefit of the Agent Lenders and any Person who was a Lender at the time of the making of any Swap Contract (but only to the extent such indebtedness, obligations, or liabilities under such Swap Contract become due and owing during the term of the Credit Agreement) and the HoldersAdministrative Agent, to secure the prompt payment and performance in full when due of all of the Notes and of all other obligations of the Borrowers under the IndentureObligations, a second priority security interest in, in and so pledges and collaterally assigns to the Administrative Agent, for the benefit of the Agent Lenders, any Person who was a Lender at the time of the making of any Swap Contract (but only to the extent such indebtedness, obligations, or liabilities under such Swap Contract become due and owing during the term of the Credit Agreement) and the Holders, all assets of the Borrowers, including without limitationAdministrative Agent, the following properties, assets and rights of the Borrowerssuch Borrower, wherever located, whether now owned or hereafter acquired or arising, and all Proceeds proceeds and products thereof (all of the same being hereinafter called the “"Collateral”"): All personal and fixture property of the Borrowers’: every kind and nature including without limitation all furniture, fixtures, equipment (a) Accountsincluding all titled or registered equipment and rental equipment), including Health-Care-Insurance Receivables; (b) Certificated Securities; (c) Chattel Paperraw materials, including Electronic Chattel Paper; (d) Computer Hardware and software motor vehicles, trucks, trailers, tractors, cranes, and all rights related equipment, parts and accessions and additions with respect thereto, includinginventory, any and all licensesother goods, optionsaccounts, warranties, service contracts, program services, test contract rights, maintenance rights, support rights, improvement rights, renewal rights and indemnifications, and any substitutions, replacements, additions or model conversions of any of the foregoing; (e) Commercial Tort Claims; (f) Deposit Accounts; (g) Documents; (h) Financial Assets; (i) General Intangibles; (j) Goods (including all of its Equipment, Fixtures and Inventory), and all embedded software, accessions, additions, attachments, improvements, substitutions and replacements thereto and therefor; (k) Instruments; (l) Intellectual Property; (m) Letter of Credit Rights (n) money (of every jurisdiction whatsoever); (o) Security Entitlements; (p) Supporting Obligations; (q) Uncertificated Securities; (r) all of the Borrowers’ right, title and interest of every kind and character now owned or hereafter acquired in and to or arising out of or in connection with agreements, contracts and leases and any Instruments related thereto, between any Borrower and any other person or entity for the use of personal or real property by any Borrower or for the management, operation or use of parking facilities by any Borrower (collectively, the “Contracts”) and all rights, remedies, powers, and privileges vested in any Borrower under the Contracts, except to the extent that (A) any such Contract is not capable of being encumbered as a matter of law or under the terms of such Contract applicable thereto (but solely to the extent that any such restriction shall be enforceable under the UCC and other applicable law) without the consent of the applicable party or parties to such Contract other than the Borrower and (B) such consent has not been obtained (collectively, the “Excluded Contracts”); provided, however, that the foregoing grant of security interest shall extend to, and the term “Contracts” shall include, (1) any and all Proceeds of such Contracts except to the extent that the assignment or encumbering of such Proceeds is so restricted (but solely to the extent that any such restriction shall be enforceable under the UCC and other applicable law) and (2) upon obtaining the consent of the party or parties to any such Contracts other than the Borrower with respect to any such otherwise Excluded Contracts, thereafter such Contracts as well as any and all Proceeds thereof that might have theretofore have been excluded from such grant of a second priority security interest and the term “Contracts”; andpayment