HomeMy WebLinkAbout01-2788 PARTIES
D~btor name past name fi~ if individual) and mailing eddmss:
~Ames True Temper,Inc.
465 Railroad Avenue
Camp Hill, PA 17011
22-2q~q400
Debtor name (last name first if indlviduar) and mailing address:
Debtor name (last name first if indlvldual) and mailing address:
lb
Secured Party(les) name(s) (last name first if individual) and address
for security interest ~nformafion:
Wilmington Trust Company, as
Collateral Trustee, and VANASKE¥, David A., an
individual, as Collateral Trustee, each located
at
llOO North Market St.
Rodney square North, Wilmington, DE 19890
Assignee(s) of Secured Party(leo) name(s) (last name first if'
individual) and address for security interest information:
FINANCING STATEMENT
Uniform Commercial Code Form UCC-1
IMPORTANT - Please read instructions before completing
Filing No. (stamped by filing offiCer): Date, Time, E #ng Offi¢~i(s~mped by filing officer):
This Financing ~t~ement is p~sent~ for filing pu~uact lo the Uniform Commercial Ode,
and is to ~ fil~ ~th the (check applicable ~):
~ S~reta~ of the ~mmon~alth
~ Pmthonbta~ of Cu~erland Cou.~.
~ r~; es~le r~rds of Count.
Number of Add~ional Sheets ~ anW:
Optional Special Identification ~,lax. 10 chamctem):
COLLATERAL
IdenUfy collateral by item and/or type: , ~ .
All of the Debtor's right, title, and interest, whether now ~wned
or hereafter acquired and whether now or hereafter existing,
wherever located, in and to all equipment, fixtures, inventory,
goods, agreements, documents, cash, accounts, general
intangibles, contract rights, receivables, chattel paper,
instruments, insurance, deposit accounts, patents, copyrights,
licenses, trademarks, trade names, investment property, pledged
shares, pledged debt and any dividends thereon and obligations
related thereto, more fully described on Exhibit A attached hereto.
2u
Tial Types of parties (check if applicable):
he terms "Debtor" and "Secured Par¥' mean "Lessee" and "Lessor",
respectively.
[] The terms "Debtor" and "Secured Party" mean "Consignee" and
*Consignor,~ respectlvety.
[] Debtor is a Transmifiing Uffiity,
3
SECURED PARTY SIGNATURE(S)
This statement is flied with onry the Secured Party's signature to perfent
a security interest in cofiateral (check applicabte box(es))-
a. [] acquired after a change of name, identity or corporate structure of
the debtor.
b. [] as to which the filing has lapsed.
c. arready subject to a security interest in another county in Pennsylvania-
[]when the collateral was moved to this county.
[] when the Debtor's residence or place of business was moved to
this county.
d. already subject to a security interest in another jurisdiction-
r-I when the collateral was moved to Pennsylvania.
[]when the Debtor's location was moved to Pennsylvania.
e. [] which is proceeds of the cbtlateral described in block 9, in which a
seoudty interest was previousry per[acted (also describe proceeds in
block g, if pumhased with cash proceeds and not adequately
descdbed on the original financing statement).
Secured Party Signature(s)
(required only if box(es) is checked above):
Wilmington Trust Company, as Collateral
STANDARD FORM - FORM UCC-1 (7-8g)
Approved by Secretar~ of Commonwealth of Pennsylvania
[] (check only if desired) Products of the collateral are also covered. 9
Identify related real estate, if appticabte: The cotisterat is, or includes (check appropr}ste box(es))-
a. [] ch)ps growing or to be grown on -
b. [] goods which are or are to become rLxtures on -
c. [] minerals or the like (including oil and gas) as extracted on -
cl. [] accounts resulting from the sale of minerals or the like (JnoludJng oil and gas) at the ~ellhead or
Described at: Book _ of (check one) r-I Deeds [] Mot/gages, at Page(s)
for County. Uniform Parcel Identifier
[] Described on Additional Sheet.
DERTOR SIGNATUREIS)
Debtor Signature(s):
lb
RETURN RECEIPT TO:
10
CSC The United States Corporation
2 World Trade Center
Su/te 8746
New York, NY 10048
FILING OFFICE ORIGINAL
NOTE - This page will not be returned by the Department of State.
Exhibit A to UCC-1
Wilmington Trust Company, as Collateral Trustee,
Ames True Temper, Inc., as Debtor and VANASKEY, David A., an individual, as
Collateral Trustee, each located at
1100 North Market St., Rodney Square North
(Tax I.D. No. 22-2335400) Wilmington, DE 19890
This Financing Statement covers all of the following property and assets of the Debtor,
wherever located and whether now or hereafter existing and whether now owned or hereafter acquired or
arising (collectively, the "Collateral"):
(a) all equipment in all of its forms, all fixtures and all parts thereof and all accessions
thereto; and
Co) all inventory in all of its forms, (including, without limitation, (i) all items of
clothing, clothing accessories, raw materials and work in process therefor, finished goods thereof
and materials used or consumed in the manufacture, production, preparation or shipping thereof,
(ii) goods in which the Debtor has an interest in mass or a joint or other interest or right of any
kind (including, without limitation, goods in which the Debtor has an interest or right as
consignee) and (iii) goods that are returned to or repossessed or stopped in transit by the Debtor),
and all accessions thereto and products thereof and documents therefor; and
(c) all accounts, chattel paper, instruments, deposit accounts, general intangibles and
other obligations of any kind, whether or not arising out of or in connection with the sale or lease
of goods or the rendering of services and whether or not earned by performance, and all rights
now or hereafter existing in and to all security agreements, leases and other contracts securing or
otherwise relating to any such accounts, chattel paper, instruments, deposit accounts, general
intangibles or obligations (any and all such accounts, chattel paper, instruments, deposit accounts,
general intangibles and obligations, to the extent not referred to in clause (d) or (e) below, and
any and all such security agreements, leases and other contracts); and
(d) the following security collateral:
(i) all shares of stock of any issuer from time to time acquired by the Debtor
in any manner, and the certificates, if any, representing such shares, and all div/dends,
cash, instruments and other property from time to time received, receivable or otherwise
distributed in respect of or in exchange for any or all of such shares;
(ii) all indebtedness fxom time to time owed to the Debtor and the
instruments, if any, evidencing such indebtedness, and all interest, cash, instruments and
other property from time to time received, receivable or otherwise distributed in respect
of or in exchange for any or all of such indebtedness; and
(iii) all other investment property (including, without limitation, all (A)
securities, whether certificated or uncertificated, (B) security entitlements, (C) securities
accounts, (D) commodity contracts and (E) commodity accounts) in which the Debtor has
now, or acqu/res from time to time hereafter, any right, title or interest in any manner,
and the certificates or instruments, if any, representing or evidencing such investment
property, and all dividends, interest, distributions, value, cash, instruments and other
NYDOCS03/579142 Page 1 of 3
Exhibit A to UCC-I
Wilmington Trust Company, as Collateral Trustee,
Ames True Temper, Inc., as Debtor and VANASKEY, David A., an individual, as
Collateral Trustee, each located at
1100 North Market St., Rodney Square North
(Tax I.D. No. 22-2335400) Wilmington, DE 19890
property from time to time received, receivable or otherwise distributed in respect of or in
exchange for any or all of such investment property; and
(e) the following (collectively, the "Account Collateral"):
(i) all lockboxes and deposit accounts (the "Pledged Accounts") from time
to time maintained by the Debtor, all funds held therein and all certificates and
instruments, if any, from time to time representing or evidencing the Pledged Accounts;
(ii) all notes, certificates of deposit, deposit accounts, checks and other
instruments from time to time delivered to or otherwise possessed by the Secured Party
for or on behalf of the Debtor, including, without limitation, those delivered or possessed
in substitution for or in addition to any or all of the then existing Account Collateral; and
(iii) all interest, dividends, cash, instruments and other property from time to
time received, receivable or otherwise distributed in respect of or in exchange for any or
all of the then existing Account Collateral; and
(f) the following intellectual property collateral:
(i) all United States, international and foreign patents, patent applications
and statutory invention registrations, together with all reissues, divisions, continuations,
continuations-in-part, extensions and reexaminations thereof, all inventions therein, all
rights therein provided by international treaties or conventions and all improvements
thereto, and all other rights of any kind whatsoever of the Debtor accruing thereunder or
pertaining thereto (the "Patents");
(ii) all trademarks (including, without limitation, service marks), certification
marks, collective marks, trade dress, logos, domain names, product configurations, trade
names, business names, corporate names and other source identifiers, whether or not
registered, whether currently in use or not, including, without limitation, all common law
rights and registrations and applications for registration thereof, and all other marks
registered in the U.S. Patent and Trademark Office or in any office or agency of any State
or Territory of the United States or any foreign country (but excluding any United States
intent-to-use trademark application prior to the filing and acceptance ora Statement of
Use or an Amendment to allege use in connection therewith to the extent that a valid
security interest may not be taken in such an intent-to-use trademark application under
applicable law), and all rights therein provided by international treaties or conventions,
all reissues, extensions and renewals of any of the foregoing, together in each case with
the goodwill of the business connected therewith and symbolized thereby, and all rights
corresponding thereto throughout the world and all other rights of any kind whatsoever of
the Debtor accruing thereunder or pertaining thereto (the "Trademarks");
IqYDOCS03/579142 Page 2 of 3
Exhibit A to UCC-1
Wilmington Trust Company, as Collateral Trustee,
Ames True Temper, Inc., as Debtor and VANASKEY, David A., an individual, as
Collateral Trustee, each located at
1100 North Market St., Rodney Square North
(Tax I.D. No. 22-2335400) Wilmington, DE 19890
(iii) all copyrights, copyright applications, copyright registrations and like
protections in each work of authorship, whether statutory or common law, whether
published or unpublished, any renewals or extensions thereof, all copyrights of works
based on, incorporated in, derived from, or relating to works covered by such copyrights,
together with all rights corresponding thereto throughout the world and all other rights of
any kind whatsoever of the Debtor accruing thereunder or pertaining thereto (the
"Copyrights");
(iv) all confidential and proprietary information, including, without
limitation, know-how, trade secrets, manufacturing and production processes and
techniques, inventions, research and development information, technical data, financial,
marketing and business data, pricing and cost information, business and marketing plans
and customer and supplier lists and information (the "Trade Secrets");
(v) all computer sollware programs and databases (including, without
limitation, source code, object code and all related applications and data files), firmware,
and documentation and materials relating thereto, and all rights with respect to the
foregoing, together with any and all options, warranties, service contracts, program
services, test rights, maintenance rights, improvement rights, renewal rights and
indemnifications and any substitutions, replacements, additions or model conversions of
any of the foregoing (the "Computer Software");
(vi) all license agreements, permits, authorizations and franchises, whether
with respect to the Patents, Trademarks, Copyrights, Trade Secrets or Computer
Software, or with respect to the patents, trademarks, copyrights, trade secrets, computer
software or other proprietary right of any other Person, and all income, royalties and
other payments now or hereafter due and/or payable with respect thereto, subject, in each
case, to the terms of such license agreements, permits, authorizations and franchises, (the
"Licenses"); and
(vii) any and all claims for damages for past, present and future infringement,
misappropriation or breach with respect to the Patents, Trademarks, Copyrights, Trade
Secrets, Computer Software or Licenses, with the fight, but not the obligation, to sue for
and collect, or otherwise recover, such damages; and
(g) all proceeds of any and all of the Collateral (including, without limitation, proceeds
that constitute property of the types described in clauses (a) through (f) above and this clause (g))
and, to the extent not otherwise included, all (i) payments under insurance (whether or not the
Secured Party is the loss payee thereof), or any indemnity, warranty or guaranty, payable by
reason of loss or damage to or otherwise with respect to any of the foregoing Collateral and
(ii) cash.
NYDOCS031579142 Page 3 of 3