Exhibit 10.62.2
L&W COMMENTS 3/26/03
ADDITIONAL COLLATERAL RIDER
Part of Master Security Agreement dated as of June 15, 2000 (the "Contract")
between GENERAL ELECTRIC CAPITAL CORPORATION (the "Secured Party") and
DELTAGEN, INC. (the "Debtor").
As security for the full and faithful performance by the Debtor of all of
the terms and conditions upon the Debtor's part to be performed under the
Contract and any other obligation of the Debtor to the Secured Party now or
hereafter in existence, the Debtor does hereby grant to the Secured Party a
security in the property listed below (all hereinafter collectively called the
"Additional Collateral"). The Secured Party's lien and security interest in the
Additional Collateral is subordinate to the security interest granted to Sprout
Venture Capital, L.P., Sprout CEO Fund, L.P., DLJ Capital Corporation, DLJ ESC
II, L.P., Sprout Capital VIII, L.P., Boston Millennia Partners II Limited
Partnership, Boston Millennia Partners II-A Limited Partnership, Boston
Millennia Partners GMBH & Co. KG, Boston Millennia Associates II Partnership,
Strategic Advisors Fund Limited Partnership and Stipa Investments, L.P. ("Senior
Lenders") as set forth in the Secured Promissory Note Purchase Agreement, dated
as of March __, 2003.
All of Debtor's Personal Property and Fixtures now owned or hereafter acquired
and wherever located including but not limited to the following:
1. All Machinery, Equipment, Furniture and Fixtures, now owned or hereafter
acquired and wherever located, complete with any and all attachments,
accessions, additions, replacements, improvements, modifications and
substitutions thereto and therefor and all proceeds including insurance proceeds
and products thereof and therefrom.
2. All Accounts, Accounts Receivable, Contract Rights, Instruments, General
Intangibles and Chattel Paper, now owned or hereafter acquired and wherever
located, and all proceeds thereof and therefrom, including all intellectual
property rights now owned, licensed by Debtor or hereafter owned or licensed by
Debtor, said intellectual property rights including all patents and patent
applications, service marks, trademarks and service ▇▇▇▇ and trademark
applications, copyrights and copyright applications, inventions and trade
secrets, and all rights appurtenant thereto.
3. All Inventory and any other goods, merchandise or other personal property
held by Debtor for sale or lease and all, raw materials, work or goods in
process or materials or supplies of every nature used, consumed or to be
consumed in Debtor's business, all of the foregoing now owned or hereafter
acquired and wherever located, and all proceeds, including insurance proceeds
and products of any of the foregoing.
In the event of a default by the Debtor with respect to any of the
conditions, terms, covenants and provisions under the Contract or other
agreement, Secured Party shall have the rights and remedies of a secured party
under the Uniform Commercial Code with respect to the Additional Collateral. The
Debtor shall have the same obligations with respect to the Additional Collateral
as it has under the Contract with respect to the Collateral financed.
This Agreement shall run to the benefit of the Secured Party's successors
and assigns.
Dated: __________________________
GENERAL ELECTRIC CAPITAL
CORPORATION DELTAGEN, INC.
BY:____________________ BY:______________________
TITLE:_________________ TITLE:___________________
