Electronic Chattel Paper. With respect to each Receivable with respect to which the related Contract constitutes Electronic Chattel Paper, all of the following are true:

Electronic Chattel Paper and Transferable Records. As of the date hereof, no amount under or in connection with any of the Pledged Collateral is evidenced by any Electronic Chattel Paper or any “transferable record” (as that term is defined in Section 201 of the Federal Electronic Signatures in Global and ​ Commerce Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction) other than such Electronic Chattel Paper and transferable records listed on [Schedule 3] hereof.

Marking of Chattel Paper. No Grantor will create any Chattel Paper without placing a legend on the Chattel Paper acceptable to the Bank indicating that the Bank has a security interest in the Chattel Paper.

all Instruments, Chattel Paper, including electronic chattel paper, and other contracts;

“Instruments” shall mean, collectively, all of each Grantor’s instruments, chattel paper, electronic chattel paper or documents, each as defined in Article 9 of the Uniform Commercial Code, together with all chattel paper or electronic chattel paper in which any Grantor is deemed by Law to have rights or the power to convey rights.

Accounts which arise from the lease or rental of Equipment Inventory and are evidenced by Chattel Paper, unless Agent’s Lien on the Chattel Paper related to such Account is, if and to the extent required by the Guaranty and Security Agreement, # perfected by possession or by the stamping of notice of Agent’s Lien on such Chattel Paper (if such Chattel Paper is tangible Chattel Paper) or # perfected by control (if such Chattel Paper is electronic Chattel Paper);

The Receivables constitute “tangible chattel paper,” “accounts,” “instruments,” “general intangibles” or “electronic chattel paper” (in each case, as defined in the UCC). .

Instruments and Tangible Chattel Paper. (i) As of the date hereof, no amounts payable to such Grantor under or in connection with any of the Pledged Collateral are evidenced by any Instrument or Tangible Chattel Paper other than Instruments and Tangible Chattel Paper listed on [Schedule 3] hereof and # each Instrument and each item of Tangible Chattel Paper listed on [Schedule 3] hereof, has been properly endorsed, assigned and delivered to Lender, accompanied by undated instruments of transfer or assignment duly executed in blank; provided that no such endorsement, assignment or delivery will be required until the aggregate value of Instruments and Tangible Chattel Paper exceeds $100,000, and then in such case all Instruments and Tangible Chattel Paper will be pledged as provided herein. If any amount then payable under or in connection with any of the Pledged Collateral shall be evidenced by any Instrument or Tangible Chattel Paper and the Grantor acquiring such Instrument or Tangible Chattel Paper shall promptly after receipt thereof by such Grantor) endorse, assign and deliver the same to Lender, accompanied by such undated instruments of transfer or assignment duly executed in blank as Lender may from time to time reasonably specify provided that no such endorsement, assignment or delivery will be required until the aggregate value of Instruments and Tangible Chattel Paper exceeds $100,000, and then in such case all Instruments and Tangible Chattel Paper will be pledged as provided herein.

“Chattel Paper” means any and all chattel paper (as that term is defined in the U.C.C.), whether tangible or electronic, of any Grantor.

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]]).