Common use of Collateral Granted Clause in Contracts

Collateral Granted. The Guarantor hereby grants to the Agent, for the benefit of the Banks and the Agent, to secure the payment and performance in full of all of the Obligations of the Guarantor, a security interest in and so pledges and assigns to the Agent, for the benefit of the Banks and the Agent, all of the following properties, assets and rights of the Guarantor, whether now owned or hereafter acquired or arising, and all proceeds and products thereof and all general intangibles, documents and instruments relating to any of the following (all of the same being hereinafter called the "Collateral"): (a) all inventory, including raw materials, work in progress and finished goods; (b) accounts, including accounts receivable, and chattel paper, insurance refund claims and all other insurance claims and proceeds to which the Agent is entitled pursuant to the provisions of Section 8.7 of the Credit Agreement; (c) all general intangibles (other than intellectual property), including, without limitation, all rights to the payment of money, to the extent relating to the Collateral described in (a) and (b) above; (d) all rights to all short term Investments described in section 9.3 of the Credit Agreement constituting Collateral described in (a), (b) or (c) above or proceeds thereof, and to the extent such Investments do not constitute Collateral for the Notes , together with all income therefrom and increases therein; and (e) all patents, trademarks, trade names, including without limitation, all right, title and interest of the Guarantor in and to the trademarks, service marks, registrations of trademarks and service marks and applications therefor, patents and applications for patents set forth on the attached Schedule "A" (collectively, the "Patents and Trademarks"), together with all right, title and interest of the Guarantor in and to all patents and trademarks which the Guarantor may hereinafter acquire, the right to file and prosecute applications for patents and trademarks, including the Patents and Trademarks, and similar intellectual property anywhere in the world and the good will of the business connected with the use of and symbolized by the Patents and Trademarks, together with all assets which uniquely reflect the good will of the business of the Guarantor, including but not limited to, the Guarantor's trade names, customer lists, trade secrets, corporate and other business records, license rights, advertising materials, operating manuals, methods, processes, know-how, sales literature, drawings, specifications, descriptions, inventions, name plates, catalogues, copyrights, dealer contracts, supplier contracts, distribution agreements, confidential information, consulting agreements, engineering contracts and engineering drawings (all of the foregoing described in this clause (d) collectively referred to herein as the "Intellectual Property").

Collateral Granted. The Guarantor Each Company hereby grants to the Administrative Agent, for the benefit of the Banks Lenders and the Administrative Agent, to secure the payment and performance in full of all of the Obligations of the GuarantorObligations, a security interest in and so pledges and assigns to the Administrative Agent, for the benefit of the Banks Lenders and the Administrative Agent, all of the following properties, assets and rights of the Guarantorsuch Company, as applicable, whether now owned or hereafter acquired or arising, and all proceeds (including insurance proceeds) and products thereof and all general intangibles, documents and instruments relating to any of the following (all of the same being hereinafter called the "Collateral"): (a) all inventory, including raw materials, work in progress and finished goods; (b) all deposit accounts (other than Collateral Accounts (as defined in the Pledge Intercreditor Agreement) in the name of the Trustee), accounts, including accounts receivable, and chattel paper, and insurance refund claims and all other insurance claims and proceeds to which the Administrative Agent is entitled pursuant to the provisions of Section 8.7 (S)8.7 of the Credit Agreement; (c) all general intangibles (other than intellectual property), including, without limitation, all rights to the payment of money, to the extent relating to the Collateral described in (a) and (b) above; (d) all rights to all short term Investments described in section 9.3 (S)9.3 of the Credit Agreement constituting proceeds of Collateral described in (a), (b) or (c) above or proceeds thereofb), and to the extent such Investments do not constitute Collateral for the Notes Notes, together with all income therefrom and increases therein; and; (ed) all patents, trademarks, trade names, including without limitation, all right, title and interest of the Guarantor such Company in and to the trademarks, service marks, registrations of trademarks and service marks and applications therefor, patents and applications for patents set forth on the attached Schedule "A" Exhibit A (collectively, the "Patents and Trademarks"), together with all right, title and interest of the Guarantor such Company in and to all patents and trademarks which the Guarantor such Company may hereinafter acquire, the right to file and prosecute applications for patents and trademarks, including the Patents and Trademarks, and similar intellectual property anywhere in the world and the good will of the business connected with the use of and symbolized by the Patents and Trademarks, together with all assets which uniquely reflect the good will of the business of the Guarantorsuch Company, including but not limited to, the Guarantorsuch Company's trade names, customer lists, trade secrets, corporate and other business records, license rights, advertising materials, operating manuals, methods, processes, know-how, sales literature, drawings, specifications, descriptions, inventions, name plates, catalogues, copyrights, dealer contracts, supplier contracts, distribution agreements, confidential information, consulting agreements, engineering contracts and engineering drawings (all of the foregoing of each Company described in this clause (d) collectively referred to herein as the "Intellectual Property"), provided, however that the Collateral shall not include any Intellectual Property consisting of such Company's patents that both (i) relate to equipment and (ii) are not Cast-Roll Intellectual Property, as defined hereinafter, provided further, however, that the Collateral shall include any of such Company's Patents that relate to any Company's processes (industrial or otherwise) or manufacturing methods; and (e) all furniture, fixtures, equipment, raw materials, inventory, or other goods associated with or used in connection with the Canton Cast-Roll Facility (all of the foregoing of each Company described in this clause (e) collectively referred to herein as the "Canton Fixed Assets"), and all insurance refund claims and all other insurance claims, tort claims, chattel paper and all general intangibles related to the Canton Fixed Assets (including, without limitation, all patents of such Company relating to equipment used exclusively at the Canton Cast-Roll Facility (all such patents of each Company collectively referred to herein as the "Cast-Roll Intellectual Property")).

Collateral Granted. The Guarantor Each of the Companies hereby grants to the ------------------ Collateral Agent, for the benefit of the Banks and the AgentNoteholders, to secure the payment and performance in full of all of the Obligations obligations of ADL, ADL International and c-quential under (i) the GuarantorNote Purchase Agreement, the Notes and the Guaranty (the "Senior Note Indebtedness"), and (ii) the Credit Agreement, Credit Note and the TIME Guaranty (the "Bank Lender Indebtedness" and, together with the Senior Note Indebtedness, the "Secured Obligations"), a security interest in and so pledges and assigns to the Agent, for the benefit of the Banks and the Agent, all of the following properties, assets and rights of the Guarantorsuch Company, wherever located, whether now owned or hereafter acquired or arising, and all proceeds and products thereof and all general intangibles, documents and instruments relating to any of the following arising (all of the same being hereinafter called the "Collateral"): (a) any and all inventoryrights to the payment of money or other forms of consideration of any kind (whether classified under the Uniform Commercial Code as accounts, contract rights, chattel paper, general intangibles, or otherwise) arising from goods sold or services rendered, including raw materialsaccounts receivable, work letters of credit and the right to receive payment thereunder, chattel paper, insurance proceeds, contract rights (being any rights under contracts not yet earned by performance and not evidenced by an instrument or chattel paper, which contracts relate to or arise out of any of the Collateral), notes, drafts, instruments, documents, acceptances, and all other debts, obligations and liabilities in progress and finished goodswhatever form from any person; (b) accountsall guarantees, including accounts receivablesecurity, and chattel paperliens, insurance refund claims and all pledges, charges, conditional sale or other insurance claims and proceeds to which the Agent is entitled pursuant title retention agreements, or other security interests, security titles or encumbrances of any kind in respect of any such right to the provisions payment of Section 8.7 of the Credit Agreementmoney; (c) all general intangibles (other than intellectual property), including, without limitation, all rights documents and instruments evidencing or pertaining to the payment any item of money, to the extent relating to the Collateral described in (a) and (b) aboveCollateral; (d) all rights files, correspondence, computer programs, tapes, discs and related data processing software which contain information identifying or pertaining to all short term Investments described in section 9.3 any of the Credit Agreement constituting Collateral described Collateral, or showing the amounts thereof or payments thereon or otherwise necessary or helpful in (a), (b) the realization thereon or (c) above or proceeds the collection thereof, and to the extent such Investments do not constitute Collateral for the Notes , together with all income therefrom and increases therein; and (e) any and all patents, trademarks, trade names, including without limitation, all right, title products and interest proceeds of the Guarantor in and to the trademarks, service marks, registrations of trademarks and service marks and applications therefor, patents and applications for patents set forth on the attached Schedule "A" (collectively, the "Patents and Trademarks"), together with all right, title and interest of the Guarantor in and to all patents and trademarks which the Guarantor may hereinafter acquire, the right to file and prosecute applications for patents and trademarks, including the Patents and Trademarks, and similar intellectual property anywhere in the world and the good will of the business connected with the use of and symbolized by the Patents and Trademarks, together with all assets which uniquely reflect the good will of the business of the Guarantor, including but not limited to, the Guarantor's trade names, customer lists, trade secrets, corporate and other business records, license rights, advertising materials, operating manuals, methods, processes, know-how, sales literature, drawings, specifications, descriptions, inventions, name plates, catalogues, copyrights, dealer contracts, supplier contracts, distribution agreements, confidential information, consulting agreements, engineering contracts and engineering drawings (all of the foregoing described in this clause (d) collectively referred to herein as the "Intellectual Property")foregoing.

Collateral Granted. The Guarantor AmeriKing (a) hereby ratifies and affirms ------------------ the grants of security interests made pursuant to the Existing Security Agreement, and (b) to the extent not covered under clause (a), further grants to the Agent, for the benefit of the Banks and the Agent, to secure the payment and performance in full of all of the Obligations and of AmeriKing's obligations set forth in the GuarantorAmeriKing Guaranty, a security interest in and so pledges and assigns to the Agent, for the benefit of the Banks and the Agent, all of the following properties, assets and rights of the GuarantorAmeriKing, wherever located, whether now owned or hereafter acquired or arising, and all proceeds and products thereof and all general intangibles, documents and instruments relating to any of the following (all of the same being hereinafter called the "Collateral"): (a) ): All personal and fixture property of every kind and nature including without limitation all inventoryfurniture, including fixtures, equipment, raw materials, work in progress and finished inventory, other goods; (b) , accounts, including accounts receivablecontract rights, and chattel paperrights 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, rights to proceeds to which the Agent is entitled pursuant to the provisions of Section 8.7 letters of the Credit Agreement; (c) credit and all general intangibles (other than intellectual property), including, without limitation, all rights to the payment of moneytax refund claims, to the extent relating to the Collateral described in (a) and (b) above; (d) all rights to all short term Investments described in section 9.3 of the Credit Agreement constituting Collateral described in (a)license fees, (b) or (c) above or proceeds thereofpatents, and to the extent such Investments do not constitute Collateral for the Notes , together with all income therefrom and increases therein; and (e) all patentspatent applications, trademarks, trademark applications, trade namesnames (other than trademarks and trade names owned by Burger King Corporation and licensed to AmeriKing), including copyrights, copyright applications, rights to ▇▇▇ and recover for past infringement of patents, trademarks and copyrights, computer programs, computer software, engineering drawings, service marks, customer lists, goodwill, and all licenses, permits, franchise agreements, agreements of any kind or nature pursuant to which AmeriKing possesses, uses or has authority to possess or use property (whether tangible or intangible) of others or others possess, use or have authority to possess or use property (whether tangible or intangible) of AmeriKing, and all recorded data of any kind or nature, regardless of the medium of recording including, without limitation, all rightsoftware, title writings, plans, specifications and interest of the Guarantor in and to the trademarks, service marks, registrations of trademarks and service marks and applications therefor, patents and applications for patents set forth on the attached Schedule "A" (collectively, the "Patents and Trademarks"), together with all right, title and interest of the Guarantor in and to all patents and trademarks which the Guarantor may hereinafter acquire, the right to file and prosecute applications for patents and trademarks, including the Patents and Trademarks, and similar intellectual property anywhere in the world and the good will of the business connected with the use of and symbolized by the Patents and Trademarks, together with all assets which uniquely reflect the good will of the business of the Guarantor, including but not limited to, the Guarantor's trade names, customer lists, trade secrets, corporate and other business records, license rights, advertising materials, operating manuals, methods, processes, know-how, sales literature, drawings, specifications, descriptions, inventions, name plates, catalogues, copyrights, dealer contracts, supplier contracts, distribution agreements, confidential information, consulting agreements, engineering contracts and engineering drawings (all of the foregoing described in this clause (d) collectively referred to herein as the "Intellectual Property")schematics.