Common use of Further Collateral Clause in Contracts

Further Collateral. As further security for the prompt satisfaction of all Obligations of Borrower, Borrower hereby assigns, transfers and sets over to Agent on behalf of the Bank all of its right, title and interest in and to, and grants to Agent on behalf of the Banks a lien on and security interest in, all of its right, title and interest in and to the following, wherever located, whether now owned or hereafter acquired or arising, together with all replacements therefor, proceeds, including insurance proceeds, thereof and products thereof: (A) Accounts; (B) Inventory; (C) Equipment; (D) rights as seller of goods and rights to returned, rejected or repossessed goods; (E) General Intangibles, including those described on Schedule 4; (F) all Stock of any Subsidiary of Borrower, whether now existing or hereafter formed or acquired, other than any foreign Subsidiary of Borrower; (G) as to any foreign Subsidiary of Borrower (whether now existing or hereafter formed or acquired), the maximum percentage of the Stock of such Subsidiary which may be pledged from time to time without causing Borrower to be subject to U.S. income tax on the earnings and profits of such Subsidiary; provided; however, that in the case of Avemarau, Borrower shall pledge 49% of the Stock thereof to the Agent until December 31, 2001 and thereafter, the maximum percentage of the Stock thereof which may be pledged from time to time without causing Borrower to be subject to U.S. income tax on the earnings and profits of Avemarau; and (H) all books and records pertaining to any of the foregoing. In addition and as further security, Borrower will execute and deliver to Agent on behalf of the Banks security agreements and such other documents, including financing statements, in connection herewith as shall be required by Agent.

Further Collateral. As further security for the prompt satisfaction ------------------- of all Obligations of Borrower, Borrower hereby assigns, transfers and sets over to Agent on behalf of the Bank all of its right, title and interest in and to, and grants to Agent on behalf of the Banks a lien on and security interest in, all of its right, title and interest in and to the following, wherever located, whether now owned or hereafter acquired or arising, together with all replacements therefor, proceeds, including insurance proceeds, thereof and products thereof: (A) Accounts; (B) Inventory; (C) Equipment; (D) rights as seller of goods and rights to returned, rejected or repossessed goods; (E) General Intangibles, including those described on Schedule 4;; ---------- (F) all Stock of any Subsidiary of Borrower, whether now existing or hereafter formed or acquired, other than any foreign Subsidiary of Borrower; (G) as to any foreign Subsidiary of Borrower (whether now existing or hereafter formed or acquired), the maximum percentage of the Stock of such Subsidiary which may be pledged from time to time without causing Borrower to be subject to U.S. income tax on the earnings and profits of such Subsidiary; provided; however, that in the case of Avemarau, Borrower shall pledge 49% of the Stock thereof to the Agent until December 31, 2001 and thereafter, the maximum percentage of the Stock thereof which may be pledged from time to time without causing Borrower to be subject to U.S. income tax on the earnings and profits of Avemarau; and (H) all books and records pertaining to any of the foregoing. In addition and as further security, Borrower will execute and deliver to Agent on behalf of the Banks security agreements and such other documents, including financing statements, in connection herewith as shall be required by Agent.