Characterization of Receivables. Each Receivable constitutes “tangible chattel paper,” “accounts,” “instruments,” “general intangibles,” or “electronic chattel paper” (in each case, as defined in the UCC).

There is only one single Authoritative Copy of each electronic “record” constituting or evidencing a Contract that is Electronic Chattel Paper, the record or records composing the Electronic Chattel Paper are created, stored and assigned in such a manner that # a single authoritative copy of the record or

Schedule #(d)(ii) Electronic Chattel Paper & Letter-of-Credit Rights

Each Grantor will maintain all # Electronic Chattel Paper so that Lender has Control of the Electronic Chattel Paper and # all transferable records so that Lender has Control of the transferable records. The requirement in the preceding sentence will not apply to the extent such amount does not exceed, in the aggregate for all Grantors, $100,000; provided that at such time such amount exceeds $100,000 the requirement in the preceding sentence will apply to all Electronic Chattel Paper.

all Accounts Receivable (for purposes of this Agreement, “Accounts Receivable” consists of all accounts; general intangibles; chattel paper (including without limit electronic chattel paper and tangible chattel paper); contract rights; deposit accounts; documents; instruments; rights to payment evidenced by chattel paper, documents or instruments; health care insurance receivables; commercial tort claims; letters of credit; letter of credit rights; supporting obligations; and rights to payment for money or funds advanced or sold),

Instruments. Each Grantor agrees that if any Intercompany Obligations, Accounts or other Collateral in excess of $300,000, individually, is at any time evidenced by a promissory note, chattel paper, electronic chattel paper or other Instrument or Letter of Credit, any such promissory note, chattel paper, electronic chattel paper or other Instrument or Letter of Credit shall be in form suitable for transfer by delivery (or the granting of “control”). To the extent amounts thereof exceed $750,000 in the aggregate at any one time, such promissory notes, chattel paper, electronic chattel paper or other Instruments or Letter of Credits shall be promptly delivered to the Administrative Agent to be held as Collateral hereunder, together with appropriate endorsements or other necessary instruments of registration, transfer or assignment, duly executed and in form and substance reasonably satisfactory to the Administrative Agent, and in each case together with such other instruments or documents as the Administrative Agent may reasonably request from time to time.

Unless otherwise defined herein, the following terms are used herein as defined in the UCC: Accounts, Account [[Organization E:Organization]], Certificated Security, Chattel Paper, Commercial Tort Claims, Deposit Accounts, Documents, Electronic Chattel Paper, Equipment, Farm Products, Fixtures, General Intangibles, Goods, Health-Care-Insurance Receivables, Instruments, Inventory, Letter-of-Credit Rights, Proceeds, Supporting Obligations and Tangible Chattel Paper.

“Electronic Chattel Paper” shall have the meaning specified in [Article 9] of the UCC.

accounts, chattel paper (including electronic chattel paper), goods (including inventory and equipment and any accessions thereto), instruments (including promissory notes), documents, investment property, general intangibles (including payment intangibles and software) in each case related to the Purchased Assets; and

Documents, Instrument, and Tangible Chattel Paper. Set forth on [Schedule 5.21(c)], as of the Effective Date and as of the last date such Schedule was required to be updated in accordance with [Section 6.02], is a description of all Documents, Instruments, and Tangible Chattel Paper of the Loan Parties (including the [[Loan Party:Organization]] owning such Document, Instrument and Tangible Chattel Paper and such other information as reasonably requested by the [[Administrative Agent:Organization]]).