Kodak 2011 Annual Report Download - page 355

(2) Each of the Grantors acknowledges that (i) value has been given, (ii) it has rights in the Collateral (other than after-
acquired Collateral),
(iii) it has not agreed to postpone the time of attachment of the security interests granted hereby, (iv) the security interests granted hereby in Collateral in
which it acquires an interest after the execution of this Agreement attach when it acquires such interest, and (v) it has received a duplicate copy of this
Agreement.
SECTION 2 SECURITY FOR OBLIGATIONS
This Agreement secures, in the case of each Grantor, the payment and performance of all obligations of such Grantor and the Subsidiaries of the Company
now or hereafter existing under (a) the Loan Documents, and (b) to the extent constituting Canadian Obligations, the Canadian Secured Agreements,
whether direct or indirect, absolute or contingent, and whether for principal, reimbursement obligations, interest, fees, premiums, penalties,
indemnifications, contract causes of action, costs, expenses or otherwise (all such obligations being the “ Secured Obligations ”)
owing to the Canadian
Secured Parties (collectively, the “ Secured Parties ”); provided
that the Secured Obligations shall not include any such obligations of any US Guarantor.
Without limiting the generality of the foregoing, this Agreement secures, as to each Grantor, the payment of all amounts that constitute part of the Secured
Obligations and would be owed by such Grantor or Subsidiary of the Company, as applicable, to any Secured Party under the Loan Documents or Canadian
Secured Agreements but for the fact that they are unenforceable or not allowable due to the existence of a bankruptcy, insolvency, reorganization or similar
proceeding involving any of the Loan Parties and other Subsidiaries of the Company.
SECTION 3 GRANTORS REMAIN LIABLE
any and all of the Collateral (including, without limitation, proceeds, collateral and supporting obligations that constitute property of the
types described in clauses (a) through (i) of this Section 1) and, to the extent not otherwise included, all (A) payments under insurance
(whether or not the Agent 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 (B) cash; and
(k)
all books, papers, accounts, invoices, documents and other records in any form evidencing or relating to any of the property described in
this Section 1 and all contracts, instruments and other rights and benefits in respect thereof and all replacements of, substitutions for and
increases, additions and accessions to any of the property described in this Section 1.
(a)
Anything herein to the contrary notwithstanding, (a) each Grantor shall remain liable under the contracts and agreements included in such
Grantor's Collateral to perform all of its duties and obligations thereunder to the extent set forth therein to the same extent as if this
Agreement had not been executed, (b) the exercise by the Agent of any of the rights hereunder shall not release any Grantor from any of
its duties or obligations under the contracts and agreements included in the Collateral and (c) no Secured Party shall have any obligation
or liability under the contracts and agreements included in the Collateral by reason of this Agreement
or any other Loan Document, nor shall any Secured Party be obligated to perform
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