“Excluded Property” means, with respect to any Loan Party,

“Excluded Property”: as defined in the Guarantee and Collateral Agreement.

“Excluded Property” has the meaning specified in the Security Agreement.

“CIS Assets” means assets of Holdings and its Subsidiaries consisting of racking, materials handling equipment and Intellectual Property other than Excluded Intellectual Property, together with other assets mutually agreed to by the Lead Borrower and the Administrative Agent, but in any event shall exclude # any assets subject to the Borrowing Base and # any Excluded Intellectual Property.

Other assets shall be deemed to be “Excluded Property” if the Administrative Agent and the Borrower reasonably agree in writing that the cost of obtaining or perfecting a security interest in such assets is excessive in relation to the value of such assets as Collateral. Further, no actions shall be required in order to create or perfect any security interest in any assets located outside of the United States and no foreign law security or pledge agreements, foreign law mortgages or deeds or foreign intellectual property filings or searches shall be required. Notwithstanding anything herein or the Collateral Documents to the contrary, Excluded Property shall not include any Proceeds (as defined in the UCC), substitutions or replacements of any Excluded Property (unless such Proceeds, substitutions or replacements would otherwise constitute Excluded Property referred to above).

“Excluded Property” shall have the meaning set forth in [Section 1.02] hereof.

Excluded Interests. Notwithstanding the foregoing, the Property shall not include, and there is excepted, reserved and excluded from the sale and conveyance of the Property the non-participating royalty interest in and to any and all minerals of any kind and character in, upon or under the Property as reserved by the State of Wyoming, Board of Land Commissioners in Patent Number [[Identifier]], dated as of April 4, 2014, and filed of record as Document No. 626189 in the records of Crook County, Wyoming (the “Excluded Interests”).

Customer Actions excluded from Scope. The Parties acknowledge that the tasks enumerated below in this [Article 4.0] fall outside the scope of the Work under this Contract and therefore are not required to be performed by the Contractor but shall be performed or arranged for by the Customer at its sole discretion:

Intellectual Property. Each of the Borrower and its Subsidiaries owns, or is licensed to use, all trademarks, tradenames, copyrights, patents and other intellectual property material to its business, and the use thereof by the Borrower and its Subsidiaries does not infringe upon the rights of any other Person, except for any such infringements that, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

Intellectual Property. The Administrative Agent shall have received security agreements duly executed by the applicable Credit Parties for all federally registered copyrights, copyright applications, patents, patent applications, trademarks and trademark applications included in the Collateral, in each case in proper form for filing with the U.S. Patent and Trademark Office or U.S. Copyright Office, as applicable.