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HomeMy WebLinkAbout01-1394 PARTIES Debtor name (last name first if individual) and malting address: ,AMES MERCHANDISING CORPORATION 2418 Main Street Rocky ~11, CT 06067 FEIN: 04-.2398476 Debtor name (last name first if individual) end mailing address: FINANCING STATEMENT CHANGE Uniform Commercial Code Form UCC-1 IMPORTANT -- Please read instructiot~s on reverse side of page 4 before completing Filing No. (stamped by filing officer): Date, Time, Filing Office (stamped by filing officer): Debtor name (last name first if individual) and mailing address: ta lb Secured Party(iss) name(s) (last name first if individual) and address for secudty interest information; GENERAL ELECTRIC CAPITAL CORPORATION, AS AGENT FOR LENDERS 201 High Ridge Road Stamford. CT 06827 2 Assignee(s) of Secured Party name(s) (last name first if individual) and address for security interest information: This Financing Statement is presented for filing pursuant to the Uniform Commercia~ Code, and is to be filed with the (check applicable box): E~ Secretary of the Commonwealth. ~ Prothonotary of ~.~.~.,,~/~¢"~..,~..,,.~ D County, ~ Rea) Estate Records of ~ ~ Count. Number of Additional Sheets (if any): ~~ ~ ~:~ ~ 7 Optional Sp~~acter~- ~ ~2 ~ 8 Idenb~ collateral by ~tem and/or type: ~. ~ .-=- -~-+ ~ E~i~ A ~c~ h~o ~ ma~ a~f~ ~ 2b Special Types of Parties (check if applicable): [~ The terms "Debtor" and "Secured Party" meen "Lessee" and "Lessor," respectively, [~] The terms "Debtor" and "Secured Party" mean "Consignee" and "Consignor," respectively. [~ Debtor is a Transmifling Utility. 3 SECURED PARTY SIGNATURE(S) This statement is filed with only the Secured Party's signature to perfect a security interest in collateral (check appliceble box(es)) -- a. [~] acquired after a change of name, identity or corporate structure of the Debtor. b. E~ as to which the filing has lapsed. c. a~ready subject to a secudty interest in another county in PennsyJvania-- E~ when the collateral was moved to this county, E~] when the Debtor's residence or place of business was reoved to this county. d. already subject to a security interest in another jurisdiction -- [~3 when the collateral was reoved to Pennsylvania, ~ when the Debtor's Iocefion was reoved to Pennsylvania. e, [~] which is proceeds of the cctlatera~ described in b~ock 9, in which a security interest was previously perfected (also describe proceeds in block 9, if purchased with cash proceeds and not adequately described on the odgina~ financing statement), Secured Party Signat~ro(s) (required only if box(es) is checked above): GFxNER, AJ. ELECTRIC cAPrrAJ,~ CORPOf~ATION, 4 [~ (check only if desired) Products of the collateral are also covered, g Identify related real estate, if applicable: The collateral is, or includes (check appropriate box(es)) -- a. ~ crops growing or to be grown on -- b. 1~3 goods which are or are to become fixtures on -- c. [~] minerals or the like (including oil and gas) as extracted on -- d. [~] accounts resulting from the sale of minerals or the like (including oil and gas} at the wellhead or minehead on -- the following real estate: Street Address: Described at: Book __ of (check one) E~ Deeds E~ Mortgages. at Page(s) for County. Uniform Parcel Identifier ~--I Described on Additional Sheet, Name of record owner (required only if no Debtor has an interest of record): DEBTOR SiGNATURE(S) Debtor Signature(s): RETURN RECEIPT TO: FILING OFFICE ORIGINAL NOTE - This page will not be returned by the Department of State. 10 tt 12 EXHIBIT A TO FINANCING STATEMENT Debtor: Ames Merchandising Corporation c/o Ames Department Stores, Inc. 2418 Main Street Rocky Hill, Connecticut 06067 FEi'N: 04-2398476 Secured Party: General Electric Capital Corporation, as Agent 800 Connecticut Avenue, Two North N or~v~lk~ ~C o~e~:~..~uI t06854 FE~: Ig~ ~00~60 This Financing Statemen3tca~rs all of Debtor's right, title and interest in, to and under the following property, whether n~'dw~ by or owing to, or hereafter acquired by or arising in favor of Debtor (including under any trade names, styles or derivations thereof), and whether owned or consigned by or to, or leased from or to, Debtor, and regardless of where located (all of which being hereinafter collectively referred to as the "Collateral"), including all accounts, chattel paper, contracts, documents, equipment, fixtures, general intangibles, goods, instruments, inventory, investment property, all deposit and other bank accounts and all deposits therein, all money, cash or cash equivalents and to the extent not otherwise included, all proceeds and products of the foregoing and all accessions to, substitutions and replacements for, and rents and profits of, each of the foregoing, as more fully described below: (i) All "accounts," as such term is defined in the Code (as such term is defined below), now owned or hereafter acquired by Debtor and, in any event, including (a) all accounts receivable, other receivables, book debts and other forms of obligations (other than forms of obligations evidenced by chattel paper, documents or instruments) whether arising out of goods sold or services rendered by it or from any other transact/on (including any such obligations that may be characterized as an account or contract right under the Code), (b) all of Debtor's rights in, to and under all purchase orders or receipts for goods or services, (c) all of Debtor's rights to any goods represented by any of the foregoing (including unpaid sellers' rights of rescission, replevin, reclamation and stoppage in transit and rights to returned, reclaimed or repossessed goods), (d) all monies due or to become due to Debtor, under all purchase orders and contracts for the sale of goods or the performance of services or both by Debtor or in connection with any other transaction (whether or not yet earned by performance on the part of Debtor), including the right to receive the proceeds of said purchase orders and contracts, (e) all health care receivables, if any, and (f) all collateral security and guaranties of any kind, given by any account debtor or any other person with respect to any of the foregoing. (ii) All "chattel paper," as such term is defined in the Code, including electronic chattel paper, now owned or hereafter acquired by Debtor, wherever located. (iii) All ~'contracts," as such term is defined in the Code, now owned or hereafter acquired by Debtor, in any event, including all contracts, undertakings, or agreements (other than rights evidenced by chattel paper, documents or instruments) in or under which Debtor may now or hereafter have any right, title or interest, including any agreement relating to the terms of payment or the terms of performance of any account. $52029.1 (iv) All "documents," as such term is defined in the Code, now owned or hereafter acquired by Debtor, wherever located. (v) All "equipment," as such term is defined in the Code, now owned or hereafter acquired by Debtor, wherever located and, in any event, including all of Debtor's machinery and equipment, including processing equipment, conveyors, machine tools, data processing and computer equipment, including embedded software and peripheral equipment and all engineering, processing and manufacturing equipment, office machinery, furniture, materials handling equipment, tools, attachments, accessories, automotive equipment, trailers, trucks, forklifts, molds, dies, stamps, motor vehicles (including, without limitation, all trucks and any trailers attached thereto), rolling stock and other equipment of every kind and nature, trade fixtures and fixtures not forming a part of real property, together with all additions and accessions thereto, replacements therefor, all parts therefor, all substitutes for any of the foregoing, fuel therefor, and all manuals, drawings, instructions, warranties and rights with respect thereto, and all products and proceeds thereof and condemnation awards and insurance proceeds with respect thereto. (vi) All "fixtures," as such term is defined in the Code, now owned or hereafter acquired by Debtor, and wherever located. (vii) All "general intangibles," as such term is defined in the Code, now owned or hereafter acquired by Debtor, including all right, title and interest that Debtor may now or hereafter have in or under any contract, all payment intangibles, customer lists, Licenses, Copyrights, Trademarks, Patents, and all applications therefor and reissues, extensions or renewals thereof, fights in intellectual property, interests in partnerships, joint ventures and other business associations, licenses, permits, copyrights, trade secrets, proprietary or confidential information, inventions (whether or not patented or patentable), technical information, procedures, designs, knowledge, know-how, software, data bases, data, skill, expertise, experience, processes, models, drawings, materials and records, goodwill (including the goodwill associated with any Trademark or Trademark License), all rights and claims in or under insurance policies (including insurance for fire, damage, loss and casualty, whether covering personal property, real property, tangible rights or intangible rights, all liability, life, key man and business interruption insurance, and all unearned premiums), uncertificated securities, choses in action, deposit, checking and other bank accounts, rights to receive tax refunds and other payments, rights to receive dividends, distributions, cash, instruments and other property in respect of or in exchange for pledged shares or other equity interests, rights of indemnification, all books and records, correspondence, credit files, invoices and other papers, including without limitation all tapes, cards, computer runs and other papers and documents in the possession or under the control of Debtor or any computer bureau or service company from time to time acting for Debtor. (viii) All "goods," as such term is defined in the Code, now owned or hereafter acquired by Debtor, including embedded software. (ix) All "instruments," as such term is defined in the Code, now owned or hereafter acquired by Debtor, wherever located, and, in any event, including all certificated securities, all certificates of deposit, and all notes and other, without limitation, evidences of 42- indebtedness, other than instruments that constitute, or are a part of a group of writings that constitute, chattel paper. (x) All "inventory," as such term is defined in the Code, now owned or hereafter acquired by Debtor, wherever located, and in any event including inventory, merchandise, goods and other personal property that are held by or on behalf of Debtor for sale or lease or are furnished or are to be furnished under a contract of service, or that constitute raw materials, work in process, finished goods, returned goods, or materials or supplies of any kind, nature or description used or consumed or to be used or consumed in Debtor's business or in the processing, production, packaging, promotion, delivery or shipping of the same, including other supplies and embedded software. (xi) All "investment property," as such term is defined in Section 9-115 of the Code, now owned or hereafter acquired by Debtor, wherever located, including (i) all securities, whether certificated or uncertificated, including stocks, bonds, interests in limited liability companies, partnership interests, treasuries, certificates of deposit, and mutual fund shares; (ii) all securities entitlements of Debtor, including the rights of Debtor to any securities account and the financial assets held by a securities intermediary in such securities account and any free credit balance or other money owing by any securities intermediary with respect to that account; (iii) all securities accounts of Debtor; (iv) all commodity contracts of Debtor; and (v) all commodity accounts held by Debtor. (xii) All deposit and other bank accounts and all deposits therein. (xiii) All money, cash or cash equivalents of Debtor. (xiv) All Proceeds and products of the foregoing and all accessions to, substitutions and replacements for, and rents and profits of, each of the foregoing. For purposes of this Exhibit A to Financing Statement (this "Exhibit A"), the following terms have the meanings set forth below: "Code" shall mean the Uniform Commercial Code as the same may, from time to time, be enacted and in effect in the State of New York; provided, that in the event that, by reason of mandatory provisions of law, any or all of the attachment, perfection or priority of, or remedies with respect to the Secured Party's lien on any Collateral is governed by the Uniform Commercial Code as enacted and in effect in a jurisdiction other than the State of New York, the term "Code" shall mean the Uniform Commercial Code as enacted and in effect in such other jurisdiction solely for purposes of the provisions thereof relating to such attachment, perfection, priority or remedies and for purposes of definitions related to such provisions. "Copyright License" shall mean may and all rights now owned or hereafter acquired by Debtor under any written agreement granting any right to use any Copyright or Copyright registration. "Copyrights" shall mean all of the following now owned or hereafter adopted or acquired by Debtor: (a) all copyrights and general intangibles of like nature (whether registered -3- or unregistered), all registrations and recordings thereof, and all applications in connection therewith, including all registrations, recordings and applications in the United States Copyright Office or in any similar office or agency of the United States, any state or territory thereof, or any other country or any political subdivision thereof, and (b) all reissues, extensions or renewals thereof. "License" shall mean any Copyright License, Patent License, Trademark License or other license of rights or interests now held or hereafter acquired by Debtor. "Patent License" shall mean rights under any written agreement now owned or hereafter acquired by Debtor granting any right with respect to any invention on which a Patent is in existence. "Patents" shall mean all of the following in which Debtor now holds or hereafter acquires any interest: (a) all letters patent of the United States or any other country, all registrations and recordings thereof, and all applications for letters patent of the United States or of any other country, including registrations, recordings and applications in the United States Patent and Trademark Office or in any similar office or agency of the United States, any State, or any other country, and (b) all reissues, continuations, continuations-in-part or extensions thereof. "Proceeds" shall mean "proceeds," as such term is defined in the Code, including (a) any and all proceeds of any insurance, indemnity, warranty or guaranty payable to Debtor from time to time with respect to any of the Collateral, (b) any and all payments (in any form whatsoever) made or due and payable to Debtor from time to time in connection with any requisition, confiscation, condemnation, seizure or forfeiture of all or any pan of the Collateral by any governmental authority (or any person acting under color of govemmental authority), (c) any claim of Debtor against third parties (i) for past, present or future infringement of any Patent or Patent License, or (ii) for past, present or future infringement or dilution of any Copyright, Copyright License, Trademark or Trademark License, or for injury to the goodwill associated with any Trademark or Trademark License, (d) any recoveries by Debtor against third parties with respect to any litigation or dispute concerning any of the Collateral, (e) dividends, interest, distributions and instruments with respect to investment property or pledged shares, and (f) any and all other amounts from time to time paid or payable under or in connection with any of the Collateral, upon disposition or otherwise. "Trademark License" shall mean rights under any written agreement now owned or hereafter acquired by Debtor granting any fight to use any Trademark. "Trademarks" shall mean all of the following now owned or hereafter adopted or acquired by Debtor: (i) all trademarks, trade names, corporate names, business names, trade styles, service marks, logns, other source or business identifiers, prints and labels on which any of the foregoing have appeared or appear, designs and general intangibles of like nature (whether registered or unregistered), all registrations and recordings thereof, and all applications in connection therewith, including registrations, recordings and applications in the United States Patent and Trademark Office or in any similar office or agency of the United States, any state or territory thereof, or any other country or any political subdivision thereof; (b) all reissues, -4- extensions or renewals thereof; and (c) all goodwill associated with or symbolized by any of the foregoing. -5-