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Home My WebLink About01-2371Debtor name (last name first ~f ~ndlvld~sl) and mailing address: PETsMART, INC. 19601 NORTH 27TH AVENUE PHOENIX, AZ 85027 COMMONWEALTH OF PENNSYLVANIA UCC~p'A~Cumberland ~ - co~tT- Debtor name (last name first if individual) and ma/ling address: FINANCING STATEMEN Uniform Commercial Code FormTJCC-~' IMPORTANT-Please read instructions on reverse side of page 4 before completing Filing No.(stamped by filing officer); Date, Time, Filing Office (stamped by filing offic( and is to be filed with the (check applicable box): ~ Debtor name (last name first if individual) and mailing address: ~.~ [] Secretary of the Commonwealth of Pennsylvania. ~ real estate records of ~ County. 6 Secured Ps,vi(es) namesls) (]ast name ~irst if indlviduel) and ~dress OptiOns ~c a ~deflt S~fion ~Ma~.'~'~cters); ~ 8 40 BROAD STREET All now owned or hereafter acquired accounts, BOSTON, MA 02109 2 documents, instruments, general intangibles, chattel Assignee(s) ofSecuredPa~ynames[lestnameflrstifindividual)and paper, investment property, goods, equipment and addressforsecurty nterestnformaton: inventory, fixtures, products and proceeds thereof, as further described on Rider A attached hereto and incorporated by reference herein. Special Types of Parties (check if applicable): []The terms "Debtor" and "Secured Par~y" mean "Lessee" end "Lessor," respectively. "Consignor," respectively. []Debtor is a Transmitting 3 This statement is filed with onr~ ~:l~e Secured Pa~¥'s signature to per'~ect a. [] acquired after a change of name, identity or corpor'ate structure of b.F-] as to which the firing has lapsed. d. already subject to a security interest in another jurJsdlctJom [] when the collatera~ was moved to Pennsylvania. [] when the Debtor's ~ocetion was moved to Penllsylvania. ~which Js proceeds of the collatera; described in block 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 original financing statement), Secured Party Signature(s) (required only if box(es) is checked above): E'/ (check only if desired) Products of the collateral are also covered. 9 Identify related real estate, if applicable: The collateral is, or includes (check appropriate boxfes)) a. [] crops growing or to be grown on - b. J'~ goods which are or are to become fixtures on - c. [] minerals or the like {including oll end gas) as extracted on - mi~ehead on - the following real estate: -· ~ Street Address: Described at: Sock of (check one) [] Deeds [] Mortgages, at Pagesls) for County. Uniform Parcel Identifier [] Described on Additional Sheet. Name of record owner (required only if no Debtor has an interest of record): - RETURNRECEIPTTO: ~XI$ DOCt~EN~ ~ERVIC;S INC PO BOX 2969 t0 STAN DAI~D FO~M - FORM UCC-1 Approved by Secretary Of Commonwealth of Pen~sylvenia (1) FILING OFFICE ORIGINAL DEBTOR PETsMART, INC. 19601Nodh 27~ Avenue Phoenix, AZ85027 RIDER A SECURED PARTY Fleet Retai~ Finance Inc., Collateral Agent 40 Broad Street Boston, MA 02109 TAX ID// 36-3806170 TYPE OF ORGANIZATION Corporation JURISDICTION OF ORGANIZATION ORGANIZATIONAL ID # Delaware 2098534 (e) All goods, including, without limitation, "goods" as defined in the UCC, all things movable when interest therein attaches and computer programs embedded in n~,-i. ~-~ --- with a tr:~n~,-fi,~n -~':-- · OEBTOR PETsMART, INC. 19601 North 27~ Avenue Phoenix, AZ85027 RIDER A SECURED PARTY Fleet Retail Finance Inc., Collateral Agent 40 Broad Street Boston, MA 02109 TAX ID# 36-3806170 TYPE OF ORGANIZATION Corporation JURISDICTION OF ORGANIZATION ORGANIZATIONAL ID # Delaware 2098534 The financing statement, with which this rider is filed, covers the following types (or items) of property: (a) All accounts, including, without limitation, "accounts" as defined in the UCC, and also all: accounts receivable, receivables, and rights to payment (whether or not earned by performance) for: property that has been or is to be sold, leased, licensed, assigned, or otherwise disposed of; services rendered or to be rendered; a policy of insurance issued or to be issued; a secondary obligation incurred or to be incurred; energy provided or to be provided; the use or hire of a vessel; arising out of the use of a credit or charge card or information contained on or used with that card; winnings in a lottery or other game of chance; ail Inventory which gave rise thereto, and all rights associated with such Inventory, including the right of stoppage in transit; and all reclaimed, returned, rejected or repossessed Inventory (if any) the sale of which gave rise to any Account; (b) All inventory, including, without limitation, "inventory" as defined in the UCC and also all: packaging, advertising, and shipping materials related to any of the foregoing, and all names or marks affixed or to be affixed thereto for identifying or selling the same; Goods held for sale or lease or furnished or to be furnished under a contract or contracts of sale or service by the Debtor, or used or consumed or to be used or consumed in the Debtor's business; Goods of said description in transit; returned, repossessed and rejected Goods of said description; and all documents (whether or not negotiable) which represent any of the foregoing; (c) All general intangibles, including, without limitation, "general intangibles" as defined in the UCC; and also all: rights to payment for credit extended; deposits; amounts due to the Borrower; credit memoranda in favor of the Borrower; warranty claims; tax refunds and abatements; insurance refunds and premium rebates; means and vehicles of investment or hedging, including, without limitation, options, warrants, and futures contracts; records; customer lists; telephone numbers; goodwill; causes of action; judgments; payments under any settlement or other agreement; literary rights; rights to performance; royalties; license and/or franchise fees; rights of admission; licenses; franchises; license agreements, including all rights of the Borrower to enforce same; permits, certificates of convenience and necessity, and similar rights granted by any governmental authority; patents, patent applications, patents pending, and other intellectual property; internet addresses and domain names; developmental ideas and concepts; proprietary processes; blueprints, drawings, designs, diagrams, plans, reports, and charts; catalogs; manuals; technical data; computer software programs (including the source and object codes therefor), computer records, computer software, rights of access to computer record service bureaus, service bureau computer contracts, and computer data; tapes, disks, semi-conductors chips and printouts; trade secrets rights, copyrights, mask work rights and interests, and derivative works and interests; user, technical reference, and other manuals and materials; trade names, trademarks, service marks, and all goodwill relating thereto; applications for registration of the foregoing; other general intangible property of the Borrower in the nature of intellectual property; proposals; and cost estimates, and reproductions on paper, or otherwise, of any and all concepts or ideas, and any matter related to, or connected with, the design, development, manufacture, sale, marketing, leasing, or use of any or all property produced, sold, or leased, by the Borrower or credit extended or services performed, by the Borrower, whether intended for an individual customer or the general business of the Borrower, or used or useful in connection with research by the Borrower; (d) All equipment, including, without limitation, "equipment" as defined in the UCC, and also all motor vehicles, rolling stock, machinery, data processing equipment, office equipment, plant equipment, tools, dies, molds, store fixtures, furniture, and other goods, property, and assets which are used and/or were purchased for use in the operation or furtherance of the Debtor's business; DEBTOR PETsMART, INC. 19601 North 27~ Avenue Phoenix, AZ85027 RIDER A SECURED PARTY Fleet Retail Finance Inc., Collateral Agent 40 Broad Street Boston, MA 02109 TAX ID# 36-3806170 TYPE OF ORGANIZATION Corporation JURISDICTION OF ORGANIZATION ORGANIZATIONAL ID # Delaware 2098534 (e) All goods, including, without limitation, "goods" as defined in the UCC, all things movable when a security interest therein attaches and computer programs embedded in goods and any supporting information provided in connection with a transaction relating to the program if (i) the program is associated with the goods in such manner that it customarily is considered part of the goods or (ii) by becoming the owner of the goods, a Person acquires a right to use the program in connection with the goods; (f) All documents of title as defined in the UCC; (g) All fixtures as defined in the UCC; (h) All chattel paper as defined in the UCC; (i) All letter-of-credit rights including, without limitation, "letter-of-credit rights" as defined in UCC 9'99 and also any right to payment or performance under an L/C, whether or not the beneficiary has demanded or is at the time entitled to demand payment or performance; (j) All payment intangibles including, without limitation, "payment intangibles" as defined in UCC 9'99 and also any general intangible under which the account debtor's primary obligation is a monetary obligation; (k) All supporting obligations including, without limitation, "supporting obligations" as defined in UCC 9'99 and also any letter-of-credit right or secondary obligation which supports the payment or performance of an account, chattel paper, a document, a general intangible, an instrument, or investment property; (I) All books, records, and information relating to the Collateral and/or to the operation of the Debtor's business, and all rights of access to such books, records, and information, and all property in which such books, records, and information are stored, recorded, and maintained; (m) All investment property, instruments, documents, deposit accounts, money (respectively as defined in the UCC) policies and certificates of insurance, deposits, impressed accounts, compensating balances, cash, or other property; (n) All insurance proceeds, refunds, and premium rebates whether arising out of any of the foregoing, or otherwise; (o) All liens, guaranties, rights, remedies, and privileges pertaining to any of the foregoing, including the right of stoppage in transit; All of the above described property (a-o) whether now owned, now due, or in which the Debtor has an interest, or hereafter, at any time in the future, acquired, arising, to become due, or in which the Debtor obtains an interest; and All products, proceeds, and accessions of all of the above described property. The proceeds in which the Secured Party has been granted a security interest hereunder include, without limitation, insurance proceeds, each type of property described in (a) through and including (o), above. 2 DEBTOR PETsMART, INC. 19601 North 27~h Avenue Phoenix, AZ 85027 RIDER A SECURED PARTY Fleet Retail Finance Inc., Collateral Agent 40 Broad Street Boston, MA 02109 TAX ID# 36-3806170 TYPE OF ORGANIZATION Corporation JURISDICTION OF ORGANIZATION ORGANIZATIONAL ID # Delaware 2098534 "UCC" refers to the Uniform Commercial Code as in effect from time to time in Massachusetts. "UCC 9'99" refers to the Uniform Commercial Code, Article 9, 1999 Official Text, except that following the effectiveness in Massachusetts of the revision of Article 9 of the UCC contemplated by UCC 9'99 (with such nonuniform variations as may be enacted as part of that revision), each reference herein to "UCC 9'99" shall be to the UCC. PETsMART, INC. Name: ~' Title: ~-~--C_.,~ 3 DEBTOR PETsMART, INC. 19601No~h 27~ Avenue Phoenix, AZ85027 RIDER A SECURED PARTY Fleet Retail Finance Inc.. Collateral Agent 40 Broad Street Boston, MA 02109 TAX ID# 36-3806170 TYPE OF ORGANIZATION JURISDICTION OF ORGANb'[ATION ORGANIZATIONAL ID # Corporation Delaware 2098534 Collateral now or hereafter located in the state, including, without limitation, at the following location: ~ Store Operator 593 PETsMART, INC 570 PETsMART. INC 591 PETsMART. INC. 564 PETsMART, INC. 556 PETsMART, INC. 590 PETsMART, 582 PETsMART, INC. 584 PETsMART, INC 568 PETsMART,/NC 583 PETsMART, 586 PETsMART, INC. 560 PETsMART. INC, 573 PETsMART, INC. 569 PETsMART, iNC. 562 PETsMART, INC. 580 PETsMART. INC. 585 PETsMART, INC. 572 PETaMART, INC. 589 PETsMART, Street Address 115 Wagner Road 2940 Springflerd Rd 1717 Route 228, Suite 1010 E Lancaster Ave ICily Beaver Valley Broomall Cranberry Commons Shopping Center Downingtown (Exton) ~ Zip Code .~ ~ PA 15061 D Beaver PA 19008 D Delaware PA 16066 D Butler PA 19335 D Chester 7451 Peach Street, Store B Ene (RPL 559) PA 16509-4712 D Erie Square) Greensburg PA 15601 D Westmoreland 4200 Derry St Harrisburg PA 17111 [3 [3auphin (Staleline) Lancaster PA 17601 D Lancaster 220 Commerce Bird Langhome PA 19030 D Bucks 5900 Carlisle Pike Mechanicsburg PA 17055 D Cumberland Township 420 Home Dr (Robinson) PA 15275 D Allegheny 145 W~tchwood Drive North Wales PA 19454 D Montgomery 4640-60 E Roosevelt Bird Philadelphia PA 19124 D Philadelphia Philadelphia 7501 Horrocks St (Bustleton) PA 19152 D Philadelphia Plymouth 2100 Chemical Rd Meeting (Lease) PA 19462 [3 Montgomery Scranton 670 Commerce Bivd (Dickson City) PA 18519 D Lackawanna 3500 Mountain View Dr W W Mih~in PA 15122 D Allegheny 934 West Street Rd Warminster PA 18974 D Bucks 327 Washington Road Washington PA 15301 D Washington 636854.1 4