HomeMy WebLinkAbout01-0571 PART~E$
Debtor name (last name first if individual) and mailing address:
HALIFAX CORPORATION
5040 Louise Drive
Suites 103 - 105
Mechanicsburg, Pennsylvania ] 7055
Debtor name (last name first if individual) and mailing address:
Debtor name (last name first if individual) and mailing address:
Secured Party(les) name(s) (last name first if individual) and address
for security interest information:
BANK OF AMERICA, N.A.
8300 Greensboro Drive
Suite 550
McLean, Virginia 22102 ~ 2
Assignee(s) of Secured Party name(s) (last name first if individual) and
address for security interest information:
COMMONWEALTH OF PENNSYLVANIA - UCC1
RNANClNG bi ATB~IEN I
Uniform Commercial Code Form UCC-I
: ~:l ~1:;:[('v:
Filing No. (stamped by filing officer):
, OI-.57/
CU/v ~:-,~,~, .~ OOUNTY
~ ,t~.0 6 PENNSYLVANrA
~ Prothonolary of Cumberland County.
lb NamberofAdditlonalSheets(ifany);.
Optional Special identification (Max. ~0 characters):
COLLATERAL
See Exhibit "A" a~ached hereto and made a part hereo£.
Date, Time( Filing Office (stampad 6~fili~bfficer):
OI 29 Ail 8:50
6
7
8
Special Types of Parties (check if applicable):
[] The terms "Debtor" and "Secured Puny" mean '*Lessee.+ and "Lessor,"
respectively.
~} The terms "Debtor" and "Secured Pony" mean "Consignee" and
U'l Debtor is a Transmitting Utility.
SECURITY PARTY SIGNATURE(S)
This statement is filed with only thc Secured ParB,'s signature to perfect
a security interest in collateral (check applicable box(es))-
a. r-I acquired after a change of name, identity or conporatc structure of
the Debtor.
b r-las to which the filing has lapsed,
c. already subject to a security inlerest in another county in Pennsylvania-
[~when the collateral was moved to this county.
~when the Debtor's residence or place of business was mov~ to
this county.
d already subJeCt to a security interest in anotherjuds~iction- 0 wher~ the collateral was moved to Pennsylvania.
[] when the Oebior's location was moved to Pennsylvania
e [] which is proceeds of thc collateral described in block 9, in which a
security interest was previously perfected (also describe proceeds in
block 9, if purchasad with cash proceeds and not adequately
described on the original financing statement).
Secured Party Signature(s)
(required only if box(es) is checked above):
2a
~ (check only if desired) Products of tile collateral are also covered. 9
Identify related real estate, if applicable: The collateral is, or includes (check appropriate box(es))-
a [] crops growing or to be grown on -
b. I~l goods which a~ or are to become fixtures on -
C. ~{ minerals or the like (including oil and gas ) as extracted on -
d [] accounts resulting from the sale otminerals or the like (including oil and gas) at the wellhead or
minehead on-
the following mai estate:
Street Address:
D,:scfib2d al: Book __ of(ckeck o~e) I--I Deeds [] Mollgages, at Page(s)
for County. Uniform Parcel Identifier
[] Described on Additional Sheet.
Name of record owner (required only if no Debtor has an interest of record):
10
DEBTOR SIGNATURE(S)
Debtor Signature(s):
HALIFAX CORPORATION
lb
RETURN RECEIPT TO:
Bank of America, N.A.
NCI-014-13-02
PO Box 31152
Charlotte, NC 28231-1152
11
t2
Debtor:
Secured Party:
Halifax Corporation
Bank of America, N.A.
EXHIBIT A
(Attachment to UCC-1 Financing Statement)
This Financing Statement covers, and the Debtor grants to the Secured Party a perfected
and a continuing security interest in, and lien on all of the following property of the Debtor: (a)
all of the Debtor's Accounts, Government Contracts, Documents, Instruments and General
Intangibles, whether now owned or existing or hereafter acquired or arising, (b) all insurance
policies relating to the lbregoing, (c) all books and records in whatever media (paper, electronic
or otherwise) recorded or stored, with respect to the foregoing and all Equipment and General
Intangibles necessary or beneficial to retain, access and/or process the information contained in
those books and records, and (d) all cash and non-cash proceeds and products of the foregoing;
provided, however, notwithstanding any provision contained herein to the contrary, the
Collateral shall not include any assets or property rights of the Borrower granted to MLC
Federal, Inc. pursuant to Section 3.01 of the Master Assigmnent Agreement dated may 17, 1999
by and between the Borrower and MLC Federal, Inc.
As used in this Financing Statement, the following capitalized terms shall have the
following meanings:
"Account" individually and "Accounts" collectively mean all presently existing or
hereafter acquired or created accounts, accounts receivable, contract fights, notes, drafts,
instruments, acceptances, chattel paper, leases and writings evidencing a monetary obligation or
a security interest in, or a lease of, goods, all rights to receive the payment of money or other
consideration under present or future contracts (including, without limitation, all rights to receive
payments under presently existing or hereafter acquired or created letters of credit), or by virtue
of merchandise sold or leased, services rendered, loans and advances made or other
considerations given, by or set forth in or arising out of any present or future chattel paper, note,
draft, lease, acceptance, writing, bond, insurance policy, instrument, document or general
intangible, and all extensions and renewals of any thereof, all rights under or arising out of
present or future contracts, agreements or general interest in merchandise which gave rise to may
or all of the foregoiug, including all goods, all claims or causes of action now existing or
hereafter arising in connection with or under any agreement or document or by operation of law
or otherwise, all collateral security of any kind (including, without limitation, real property
mortgages and deeds of trust) and letters of credit given by any Person with respect to any of the
foregoing, all books and records in whatever media (paper, electronic or otherwise) recorded or
stored, with respect to any or all of the foregoing and all equipment and general intangibles
necessary or beneficial to retain, access and/or process the information contained in those books
and records, and all proceeds (cash and non-cash) of the foregoing.
"Copyrights" means and includes, in each case whether now existing or hereafter arising, all
of the Debtor's rights, title and interest in and to (a) all copyrights, rights and interests in copyrights,
works protectable by copyright, copyright registrations, copyright applications, and all renewals of
#97470 vl ~ BA/Halifax Fin St Exhibit
December 8, 2000 9:17 AM
any of the foregoing, (b) all income, royalties, damages and payments now or hereafter due and/or
payable under any of the foregoing, including, without limitation, damages or payments for past,
current or future infringements of any of the foregoing, (c) the right to sue for past, present and
future infringements of,any of the foregoing, and (d) all rights corresponding to any of the foregoing
throughout the world.
"Documents" means all documents of title, whether now existing or hereafter acquired or
created, and all proceeds (cash and non-cash) of the foregoing.
"Equipment" means all equipment, machinery, computers, chattels, tools, parts, machine
tools, furniture, furnishings, fixtures and supplies of every nature, presently existing or hereafter
acquired or created and wherever located, whether or not the same shall be deemed to be affixed to
real property, and all of such types of property leased by the Debtor and all of the Debtor's rights
and interests with respect thereto under such leases (including, without limitation, options to
purchase), together with all accessions, additions, fittings, accessories, special tools, and
improvements thereto and substitutions therefor and all parts and equipment which may be attached
to or which are necessary or beneficial for the operation, use and/or disposition of such personal
property, all licenses, warranties, franchises and general intangibles related thereto or necessary or
beneficial for the operation, use and/or disposition of the same, together with all Accounts, Chattel
Paper, Instruments and other consideration received by the Debtor on account of the sale, lease or
other disposition of all or any part of the foregoing, and together with all rights under or arising out
of present or future Documents and contracts relating to the foregoing and all proceeds (cash and
non-cash) of the foregoing.
"General Intangibles" means all general intangibles of every nature, whether presently
existing Or hereafter acquired or created, and without implying any limitation of the foregoing,
further means all books and records, claims (including without limitation all claims for income tax
and other refunds), choses in action, claims, causes of action in tort or equity, contract rights,
judgments, customer lists, Patents, Trademarks, licensing agreements, rights in intellectual property,
goodwill (including goodwill of the Debtor's business symbolized by and associated with any and
all trademarks, trademark licenses, Copyrights and/or service marks), royalty payments, licenses,
contractual rights, rights as lessee under any lease of real or personal property, literary rights,
Copyrights, service names, service marks, logos, trade secrets, amounts received as an award in or
settlement of a suit in damages, deposit accounts, interests in joint ventures, general or limited
parmerships, or limited liability companies or partnerships, rights in applications for any of the
foregoing, books and records in whatever media (paper, electrohic or otherwise) recorded or stored,
with respect to any or all of the foregoing and all equipment and general intangibles necessary or
beneficial to retain, access and/or process the information contained in those books and records, and
all proceeds (cash and non-cash) of the foregoing..
"Government Contracts" means any contract with the United States or with any state or
political subdivision thereof or any department, agency or instrumentality of the United States, or
any state or political subdivision thereof.
"Governmental Authority" means any nation or govemment, any state or other political
subdivision thereof and any entity exercising executive, legislative, judicial, regulatory or
#97470 vl - BA/Halifax Fin St Exhibit
December 8, 2000 9:17 AM
administrative fimctions of or pertaining to government and any department, agency or
instrumentality thereof.
"Patents" means and includes, in each case whether now existing or hereafter arising, all of
the Debtor's rights, title and interest in and to (a) any and all patents and patent applications, (b) any
and all inventions and improvements described and claimed in such patents and patent applications,
(c) reissues, divisions, continuations, renewals, extensions and continuations-in-part of any patents
and patent applications, (d) income, royalties, damages, claims and payments now or hereafter due
and/or payable under and with respect to any patents or patent applications, including, without
limitation, damages and payments for past and future infringements, (e) rights to sue for past,
present and future infringements of patents, and (0 all riglits corresl~onding to any of the foregoing
throughout the world.
"Person" means and includes an individual, a corporation, a partnership, a joint venture, a
limited liability company or partnership, a trust, an mn. incorporated association, a Governmental
Authority, or any other organization or entity.
"State" means the Commonwealth of Virginia.
"Trademarks" means and includes in each case whether now existing or hereafter arising, all
of the Debtor's rights, title and interest in and to (a) any and all tradenmrks (including service
marks), trade names and trade styles, and applications for registration thereof and the goodwill of
the business symbolized by any of the foregoing, Co) any and all licenses of trademarks, service
marks, trade names and/or trade styles, whether as licensor or licensee, (c) any renewals of any and
all trademarks, service marks, trade names, trade styles and/or licenses of any of the fbregoing, (d)
income, royalties, damages and payments now or hereafter due and/or payable with respect thereto,
including, without limitation, damages, claims, and payments for past, present and future
infringements thereof, (e) rights to sue for past, present and future infringements of any of the
foregoing, including the right to settle suits involving claims and demands for royalties owing, and
(t) all rights corresponding to any of the tbregoing throughout the world.
"Uniform Commercial Code" means, unless otherwise provided in this Agreement, the
Uniform Commercial Code as adopted by and in effect from time to time in the State or in any other
jurisdiction, as applicable.
#97470 vl - BA/Halifax Fin St Exhibit
December 8, 2000 9:17 AM
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