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<br />200806505
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<br />(c) all equipment, inventory, improvements, fixtures, accessions, goods, including Products
<br />owned by Mortgagor, and other personal or movable property of whatever nature (including, but not
<br />limited to, that held in connection with the operation of the Mortgaged Properties or the treating,
<br />handling, separation, stabilization, storing, processing, heating, transporting, gathering or marketing of
<br />Products), and all licenses and permits of whatever nature, including, but not limited to, that now or
<br />hereafter used or held for use in connection with the Mortgaged Properties or in connection with the
<br />operation thereof or the treating, handling, separation, stabilization, storing, processing, heating,
<br />transporting, gathering, or marketing of Products, and all renewals or replacements of the foregoing or
<br />substitutions for the foregoing;
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<br />(d) all accounts, receivables, contract rights, choses in action (i.e., rights to enforce contracts
<br />or to bring claims thereunder), commercial tort claims and other general intangibles of whatever nature
<br />(regardless of whether the same arose and/or the events which gave rise to the same occurred, on or
<br />before or after the date hereof, including, but not limited to, that related to the Mortgaged Properties, the
<br />operation thereof, or the treating, handling, separation, stabilization, storing, processing, transporting,
<br />gathering, or marketing of Products, and including, without limitation, any of the same relating to
<br />payment of proceeds thereof or to payment of amounts which could constitute Payments in Lieu);
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<br />(e) without limitation of the generality of the foregoing, any rights and interests of
<br />Mortgagor under any present or future hedge or swap agreements, cap, floor, collar, exchange, forward or
<br />other hedge or protection agreements or transactions, or any option with respect to any such agreement or
<br />transaction now existing or hereafter entered into by or on behalf of Mortgagor;
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<br />(f) all engineering, accounting, title, legal, and other teclmical or business data including, but
<br />not limited to, that concerning the Mortgaged Properties, the treating, handling, separation, stabilization,
<br />storing, processing, transporting, gathering or marketing of Products or any other item of Property (as
<br />hereinafter defined) which are now or hereafter in the possession of Mortgagor or in which Mortgagor can
<br />otherwise grant a security interest, and all books, files, records, magnetic media, software, and other
<br />forms of recording or obtaining access to such data;
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<br />(g) all money, documents, instruments, chattel paper (including without limitation, electronic
<br />chattel paper and tangible chattel paper), rights to payment evidenced by chattel paper, securities,
<br />accounts, payable intangibles, general intangibles, letters of credit, letter-of-credit rights, supporting
<br />obligations and rights to payment of money arising from or by virtue of any transaction (regardless of
<br />whether such transaction occurred on or before or after the date hereof, including, but not limited to, that
<br />related to the Mortgaged Properties, the treating, handling, separation, stabilization, storing, processing,
<br />transporting, gathering or marketing of the Products or any other item of Property);
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<br />(h) all rights, titles and interest now owned or hereafter acquired of Mortgagor in any and all
<br />goods, inventory, equipment, documents, money, instruments, intellectual property, certificated securities,
<br />uncertificated securities, investment property, letters of credit, rights to proceeds of written letters of
<br />credit and other letter~of-credit rights, commercial tort claims, deposit accounts, payment intangibles,
<br />general intangibles, contract rights, chattel paper (including, without limitation, electronic chattel paper
<br />and tangible chattel paper), rights to payment evidenced by chattel paper, software, supporting obligations
<br />and accounts, wherever located, and all rights and privileges with respect thereto (all of the properties,
<br />rights and interests described in subsections (a), (b), (c), (d), (e), (f) and (g) above and this subsection (h)
<br />being herein sometimes collectively called the "Collateral~'); and
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<br />(i) all proceeds of the Collateral, whether such proceeds or payments are goods, money,
<br />documents, instruments, chattel paper, securities, accounts, payment intangibles, general intangibles,
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<br />505901000016 DALLAS 2307301.3
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<br />[MULTI STATE MORTGAGE]
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