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Home My WebLink About01-2899 PARTIES I:~bt~nan~(lastnamefl~ifi~du~)andmaJli~address: CTG Services, Inc. 800 Delawa=e Avenue Buffalo, NY 14209 COMMONWEALTH OF PENNSYLVANIA - UCC1 FINANCING STATEMENT Uniform Commercial Code Form UCC-1 Dd~cr reme (last name first if indvidual) and rMiing address: [~a~- ~ (fast ~ ~rst if incividuaJ) and m~ling address: Seared Party(les) reme(s) (last name first if inclvidu~) and adctess f~ seo~ ty interast ir f~rmatJc~ The Chase Manhattan Bank, as Agent One Chase Sc~uare, CS-5 Rochester, NY 14643 Aesigrm(s) d Secu'ed Pafly mine(s) (last name first if inclviduaJ) and address fc~ sea.nty interest inf~rn'~c~: ~oastM Types cf Parties (check *f al:~dicat:le): I'-I The tarns "Dd~o¢' ard *'~cu~d ,:~r~' rr~n *'LessM' ard "Lessor," "cor~gnor," msp~y, SECURITY PARTY SiGNATURE{Si ~]~$ stat~nent is filed v~th only ~e Sectxed Par~s signak~e D pefect a ~i~i~ in ~l~ (~ ~i~e~)~ A ~ac~ i~ ~ed b. c. ~r~ ~ a ~i~i~ in ~ ~in ~ ~ ~1~ ~ to~is~, ~s~. d. gr~ ~ to a ~ri~ i~ in e ~ ~ch is~l~ ~i~ in ~9, in ~ a ~9, if~~ ~y ~ri~ m~i~ fl~i~ ~). ~ Party S~,~re(s) (requred only if bc~as) is checked above): Filim I~ (stamped by filing ~cer): Dat~ "lime, Rli~ C~fies/~ ~!(~k~er): l~is Firmncin~ Slai~rent is pre~nt~d for filing pursuant to the LI~ form Co:rrne-cial Cod~ la and is to be fil~d with the (check applicable box): [] ~0~c~ C-mherland Oaunty. COLLATERAL Ail ~oods, inventory, equipment, merchandise, furniture, fixtures, machinery, accounts, accounts 2 receivable, contract rights, general intangibles, documents, instruments, investment property and chattel paper of the Debtor now owned or hereafter acquired or arising, and all products and proceeds of the foregoing, including without limitation those items described on Exhibit A attached hereto and incorporated herein by reference. 2fl 3 4 308 Approved by the Secretary of the CommonweaJth of Pennsy/venia ~ (checkonlyifde~red) Products of~ecdlateral arealso covered. Identify related resJ estate, if alc¢licabie: T~e ccdrstefal is, c~ indudas (check al~propfiate bo~as))- a. [] cro~growing~tobegrow~n- b. ~ g~dswhirh~e~-aretobecomefixtur~o~. c, [] miner~sor thelil~(inciudingdlandgas )asedracted<:~- d. E~ accour~sr~sul~ng frornthe~/eof rrinerelsc~thelihe(including~l andgas)atthev~llheador rrind~ad o~- the f~Jo~ng real estate Street Addr~s: I:~scrit~atl~:k__ o~(checko~e) [] D~ds [] ~atPa~(s) [] Described ~n .N~difl~ Sheet, Narne ~f rec~'d O,M'~' (requred oriy if no Debtc~ ~-as a~ jrterest ~f rectal): DEBTOR SIGNATURE{Si D~r Sight,re(s): CTG Services, Inc. ~Oop ~o Syste .... ~'ederaJ St, eel, oulte° 3uO~n 6 7 9 10 12 Exhibit A to FinancinR Statement Debtor: CTG Services, Inc. 800 Delaware Avenue Buffalo, NY 14209 Secured Party: The Chase Manhattan Bank, as Agent One Chase Square, CS-5 Rochester, NY 14643 Ail of the tangible and intangible personal property and fixtures of such Debtor, including without limitation the property described below, whether now owned or existing or hereafter acquired or arising, together with any and all additions thereto and replacements therefor and proceeds and products thereof (hereinafter referred to collectively as the "Collateral"): (a) all tangible personal property, including without limitation all present and future goods, inventory (including, without limitation, all printed materials, merchandise, raw materials, work in process, finished goods and supplies), equipment, merchandise, furniture, fixtures, office supplies, motor vehicles, machinery, paper, tools, computers, computer software and associated equipment now owned or hereafter acquired, including, without limitation, the tangible personal property used in the operation of the businesses of such Debtor; (b) all rights under all present and future authorizations, permits, licenses and franchises issued, granted or licensed to such Debtor for the operation of its business; (c) all patents issued or assigned to and all patent applications made by such Debtor and, to the extent that the grant ora security interest does not cause a breach or termination thereof, all exclusive and nonexclusive licenses to such Debtor from third parties or rights to use patents owned by such third parties, along with any and all (1) inventions and improvements described and claimed therein, (2) reissues, divisions, continuations, extensions and continuations-in-part thereof, (3) income, royalties, damages, claims and payments now and hereafter due and/or payable under and with respect thereto, including, without limitation, damages and payments for past or future infringements thereof, (4) rights to sue for past, present and future infringements thereof, and (5) any other rights corresponding thereto throughout the world (collectively, "Patents"); (d) all trademarks (including service marks), federal and state trademark reg/strations and applications made by such Debtor, cormnon law trademarks and trade names owned by or assigned to such Debtor, all registrations and applications for the foregoing and all exclusive and nonexclusive licenses from third'parties of the right to use trademarks of such third parties, along with any and all (1) renewals thereof, (2) income, royalties, damages and payments now and hereafter due and/or payable with respect thereto, including, without limitation, damages, claims and payments for past or futore infringements thereof, (3) rights to sue for past, present and future infringements thereof, and (4) foreign trademarks, trademark registrations, and trade name applications for any thereof and any other rights corresponding thereto throughout the world (collectively, "Trademarks"); (e) all copyrights, whether statutory or common law, owned by or assigned to such Debtor, and all exclusive and nonexclusive licenses to such Debtor from third parties or rights to use copyrights owned by such third parties, along with any and all (1) renewals and extensions thereof, (2) income, royalties, damages, claims and payments now and hereafter due and/or payable with respect thereto, including, without limitation, damages and payments for past, present or future infringements thereof, (3) rights to sue for past, present and future infringements thereof, and (4) foreign copyrights and any other rights corresponding thereto throughout the world (collectively, "Copyrights"); (f) all websites (including without limitation, all content, HTML documents, audiovisual material, software, data, copyrights, trademarks, patents and trade secrets relating to such websites) and domain names owned by or assigned to such Debtor and all exclusive and nonexclusive licenses to such Debtor from third parties or rights to use websites or domain nanaes owned by such third parties, along with any and all (1) renewals and extensions thereof, (2) income, royalties, damages, claims and payments now mad hereafter due and/or payable under and with respect thereto, including, without limitation, damages and payments for past or future infringements thereof, (3) rights to sue for past, present and future infringements thereof, and (4) any other rights corresponding thereto throughout the world (collectively, "Websites and Domain Nanaes"); (g) the entire goodwill of such Debtor's business and other general intangibles (including know-how, trade secrets, customer lists, proprietary information, inventions, domain names, methods, procedures and formulae) connected with the use of and symbolized by any Patents, Trademarks or Copyrights of such Debtor; (h) any other intellectual property of such Debtor; (i) all rights under all present and future vendor or customer contracts and all franchise, distribution, design, consulting, construction, engineering, management and advertising and related agreements; (J) all rights under all present and future leases of real and personal property; and (k) all other personal property, including, without limitation, all present and future accounts, accounts receivable, cash, cash equivalents, deposits, deposit accounts, loss carry back, tax refunds, choses in action, commercial tort claims, investment property, securities, partnership interests, limited liability company interests, contracts, contract rights, general intangibles (including without limitation, all customer and advertiser mailing lists, trade secrets, trade names, domain names, software, payment intangibles, goodwill, customer lists, advertiser lists, catalogs and other printed materials, publications, indexes, lists, data and other documents and papers relating thereto, blueprints, designs, charts, and research and development, whether on paper, recorded electronically or otherwise), any information stored on any medium, including electronic medium, related to any of the personal property of such Debtor, all financial books and records and other books and records relating, in any mauner, to the business of such Debtor, all proposals and cost estimates and rights to performance, all instruments and promissory notes, documents and chattel paper (whether tangible or electronic), all letter~of- credit rights and all debts, obligations and liabilities in whatever form owing to such Debtor from any persom firm or corporation or any other legal entity, whether now existing or hereafter arising, now or hereafter received by or belonging or owing to such Debtor, and all guaranties and security therefor, and all letter of credit and other supporting obligations in respect of such debts, obligations and liabilities. Any of the foregoing terms which are defined in the Uniform Commercial Code shall have the meaning provided in the Uniform Commercial Code, as amended and in effect from time to time, as supplemented and expanded by the foregoing. For avoidance of doubt, it is expressly understood and agreed that, to the extent the Uniform Commercial Code is revised subsequent to the date hereof such that the definition of any of the foregoing terms included in the description of Collateral is changed, the parties hereto desire that any property which is included in such changed definitions which would not otherwise be included in the foregoing grant on the date hereof be included in such grant immediately upon the effective date of such revision. Notwithstanding the immediately preceding sentence, the foregoing grant is intended to apply immediately on the date hereof to all Collateral to the fullest extent permitted by applicable law regardless of whether any particular item of Collateral is ctm:ently subject to the Uniform Commercial Code. ~ 1 --0 --.0