Extract to table

held by SLG Holdings are pledged separately under that certain Parent Equity Pledge Agreement, dated as of September 14, 2023 (the "Parent Equity Pledge Agreement"), on a first-priority basis for the benefit of the Secured Party, and are not pledged under this Agreement; WHEREAS, the security interests granted hereunder are intended to be, and shall be, second in priority to the first-priority security interests granted to Whitmore National Bank, N

"Pledged Equity" means all equity interests in subsidiaries owned by any Grantor, including all shares of capital stock (including common stock and preferred stock) and all membership interests, partnership interests, limited liability company interests, and other ownership interests, whether certificated or uncertificated, as set forth on Schedule III hereto; provided that "Pledged Equity" shall not include the equity interests in Stonefield Logistics Group Inc

Unless otherwise defined herein, terms used herein that are defined in Articles 8 and 9 of the UCC shall have the respective meanings assigned to them therein

Without limiting the generality of the foregoing: (a) the definitions of terms herein shall apply equally to the singular and plural forms of the terms defined; (b) whenever the context may require, any pronoun shall include the corresponding masculine, feminine, and neuter forms; (c) the words "include," "includes," and "including" shall be deemed to be followed by the phrase "without limitation"; (d) the word "will" shall be construed to have the same meaning and effect as the word "shall"; (e) any definition of or reference to any agreement, instrument, or other document herein shall be construed as referring to such agreement, instrument, or other document as from time to time amended, restated, supplemented, or otherwise modified (subject to any restrictions on such amendments, restatements, supplements, or modifications set forth herein or in the Mezzanine Credit Agreement); (f) any reference herein to any person shall be construed to include such person's successors and permitted assigns; and (g) the words "herein," "hereof," and "hereunder," and words of similar import, shall be construed to refer to this Agreement in its entirety and not to any particular provision hereof

This Agreement shall be governed by the laws of the State of New York as set forth in Article VIII

All rights and remedies of the Secured Party with respect to the Collateral are, and shall at all times be, subject to and limited by the terms and conditions of the Intercreditor Agreement