Common use of Security Interest and Lien Clause in Contracts

Security Interest and Lien. (a) The term “Collateral” shall mean (i) any or all of Counterparty’s Accounts with any of the DB Entities; (ii) any cash, securities, commodity contracts, general intangibles, investment property, financial assets and instruments (as such terms are defined in the Uniform Commercial Code, as in effect in the State of New York (the “NYUCC”)and other property, whether fully paid or otherwise, which may from time to time be deposited, credited, held or carried in any such Account, that is due to Counterparty, or that is delivered to or in the possession or control of any of the DB Entities or any of the DB Entities’ agents and all security entitlements with respect to any of the foregoing; (iii) all of Counterparty’s rights, title or interest in, to or under any Contract with any of the DB Entities, including, without limitation, any amounts payable by any DB Entity to Counterparty upon the close-out, termination, liquidation or acceleration of such Contract (after giving effect, in each case to the extent enforceable, to any netting, offset and recoupment rights thereunder or under this Agreement); (iv) any property of Counterparty in which a DB Entity is granted a security interest under any Contract or otherwise (howsoever held); (v) the Control Account and any other account established and maintained pursuant to the Account Control Agreement; (vi) any property maintained by the Control Account Custodian pursuant to the Account Control Agreement; and (vii) all proceeds (as defined in the NYUCC) of or distributions on any of the foregoing, including, but not limited to, all income and profits, all dividends, interest and other payments and distributions with respect to any of the foregoing, all other rights and privileges appurtenant to any of the foregoing, including any voting rights and any redemption rights, and any substitutions for any of the foregoing and any proceeds of any of the foregoing, in each case whether now existing or hereafter arising (together with the accounts in which such property and financial assets are held).