CHarris LLC

All accounts receivable, other rights of payment of Borrower, and payments made to Borrower, however made, including, but not limited to, payments by cash, check, ACH, wire transfer or other electronic transfer, and Payment Card Receipts, in each case, arising out of the sale of goods and services by Borrower, together with all proceeds, including cash proceeds, of such receivables, rights of payment, and payments, now existing or hereafter created.

All of Debtor\'s Goods, Inventory, Machinery, Equipment, Furniture and Fixtures (as those terms are defined under the UCC) and all of Debtor\'s Accounts Receivable, including but not limited to Credit Card and Charge Card Receivables, Cash on Hand and in Deposit in Banks, Cash Equivalents, Contracts, Real Property Leases, Notes, Bills, Acceptances, Chooses in Action, Chattel Paper, Instruments, Documents, and all other General Intangibles or other forms of obligations at any time owing to the Grantor arising out of goods sold or leased or for services rendered by Grantor, the proceeds thereof and all of Grantor\'s rights with respect to any goods represented thereby, now owned or hereafter acquired wherever located.
Debtor has contractually agreed not to pledge, mortgage, encumber or otherwise permit the Collateral to be subject to any other lien, security interest, encumbrance or charge, which shall be an Event of Default pursuant to Debtor\'s Agreement with the Secured Party. Accordingly, the acceptance of any security interest by anyone other than the Secured Party will constitute the tortious interference with the Secured Party\'s rights. In the event that any entity is granted a security interest in the Collateral contrary to the above or takes an action causing an Event of Default under Debtor\'s Agreement with the Secured Party, the Secured Party asserts a claim to any proceeds thereof received by such entity.

Secured Party has purchased certain "Future Receipts" from Debtor. "Future Receipts" means all payments made to Debtor by cash, check, ACH or other electronic transfer, credit card, debit card, bank card, charge card or other form of monetary payment in the ordinary course of Debtor's business.    Debtor and Secured Party intend that the sale of Future Receipts is a sale and not an assignment for security.    Notice:  Pursuant to the agreement between Debtor and Secured Party, Debtor is prohibited from obtaining any financing that impairs the value of the Future Receipts or Secured Party's right to collect same

To secure performance of Merchant's obligations hereunder and the Company's interest in the Purchased Receivables, and subject to all contractual and common law rights of, and the security interests granted in favor of, the credit card processor(s) and their member banks in or related to the Processor Agreement, Merchant grants to the Company a continuing security interest in the following:    Seller grants to Purchaser a continuing security interest in the following: (i) all Future Receivables, as herein defined; (ii) funds held in the Designated Account(s) or any other commercial deposit or savings account; and (iii) all products and proceeds thereof.