Audiovox 2011 Annual Report Download - page 321

(au) “Pledged Companies” means each Person listed on Schedule 6 as a “Pledged Company”, together with each other Person, all or
a portion of whose Stock is acquired or otherwise owned by a Grantor after the Closing Date.
(av) “Pledged Interests” means all of each Grantor's right, title and interest in and to all of the Stock now owned or hereafter acquired
by such Grantor, regardless of class or designation, including in each of the Pledged Companies, and all substitutions therefor and replacements
thereof, all proceeds thereof and all rights relating thereto, also including any certificates representing the Stock, the right to receive any certificates
representing any of the Stock, all warrants, options, share appreciation rights and other rights, contractual or otherwise, in respect thereof and the
right to receive all dividends, distributions of income, profits, surplus, or other compensation by way of income or liquidating distributions, in cash
or in kind, and all cash, instruments, and other property from time to time received, receivable, or otherwise distributed in respect of or in addition to,
in substitution of, on account of, or in exchange for any or all of the foregoing.
(aw) “Pledged Interests Addendum” means a Pledged Interests Addendum substantially in the form of Exhibit C.
(ax) “Pledged Operating Agreements” means all of each Grantor's rights, powers, and remedies under the limited liability company
operating agreements of each of the Pledged Companies that are limited liability companies.
(ay) “Pledged Partnership Agreements” means all of each Grantor's rights, powers, and remedies under the partnership agreements of
each of the Pledged Companies that are partnerships.
(az) “Proceeds” has the meaning specified therefor in Section 2.
(ba) “PTO” means the United States Patent and Trademark Office.
(bb) “Real Property” means any estates or interests in real property now owned or hereafter acquired by any Grantor or any
Subsidiary of any Grantor and the improvements thereto.
(bc) “Records” means information that is inscribed on a tangible medium or which is stored in an electronic or other medium and is
retrievable in perceivable form.
(bd) “Rescission” has the meaning specified therefor in Section 6(k).
(be) “Secured Obligations” means each and all of the following: (a) all of the present and future obligations of each of the Grantors
arising from, or owing under or pursuant to, this Agreement, the Credit Agreement, or any of the other Loan Documents (including any Guaranty),
(b) all Bank Product Obligations, and (c) all Obligations of Grantors (including, in the case of each of clauses (a), (b) and (c), reasonable attorneys
fees and expenses and any interest, fees, or expenses that accrue after the filing of an Insolvency Proceeding, regardless of whether allowed or
allowable in whole or in part as a claim in any Insolvency Proceeding).
(bf) “Securities Account” means a securities account (as that term is defined in the Code).
(bg) “Security Interest” has the meaning specified therefor in Section 2.
(bh) “Stock” has the meaning specified therefor in the Credit Agreement.
(bi) “Supporting Obligations” means supporting obligations (as such term is defined in the Code), and includes letters of credit and
guaranties issued in support of Accounts, Chattel Paper, documents, General Intangibles, instruments or Investment Related Property.
(bj) “Trademarks” means any and all trademarks, trade names, registered trademarks, trademark applications, service marks,
registered service marks and service mark applications, including (i) the trade names, registered trademarks, trademark applications, registered service
marks and service mark applications listed on Schedule 5, (ii) all renewals thereof, (iii) all income, royalties, damages and payments now and
hereafter due or payable under and with respect thereto, including payments under all licenses entered into in connection therewith and damages and
payments for past or future infringements or dilutions thereof, (iv) the right to sue for past, present and future infringements and dilutions thereof, (v)
the goodwill of each Grantor's business symbolized by the foregoing or connected therewith, and (vi) all of each Grantor's rights corresponding
thereto throughout the world.
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