PANZER LOGISTICS INC.

All of the following which are now owned or hereafter acquired by Debtor or in which Debtor otherwise has any rights, whether now existing or hereafter arising, and proceeds thereof: All accounts of any kind, chattel paper, documents and instruments of any kind, relating to such accounts or arising out of or in the connection with the sale or lease of goods or the rendering of services, and all rights in, to, or under all security agreements, leases, and other contracts securing or otherwise relating to any such accounts, chattel paper, documents or instruments. Notice - Pursuant to an agreement between Debtor and secured party, Debtor has agreed not to grant a security interest in the collateral described herein to any other secured party. Accordingly, the acceptance of any such security interest by anyone other than the secured party is likely to constitute tortious interference with the secured party's rights. In the event that any entity is granted a security interest in Debtor's accounts or general intangibles contrary to the above, the secured party asserts a claim to any proceeds thereof received by such entity

All Assets now owned or hereafter acquired and wherever located, including but not limited to, the following subcategories of assets: a. Accounts, including but not limited to, credit card receivables; b. Chattel Paper; c. Inventory; d. Equipment; e. Instruments, including but not limited to, Promissory Notes; f. Investment Property; g. Documents; h. Deposit Accounts; i. Letter of Credit Rights; j. General Intangibles; k. Supporting Obligations; and I. Proceeds and Products of the foregoing. Notice Pursuant to an agreement between Debtor and Secured Party, Debtor has agreed not to further encumber the collateral described herein, the further encumbering of which may constitute the tortious interference with the Secured Party's right by such encumbrancer in the event that any entity is granted a security interest in the Debtor's accounts, chattel paper or general intangibles contrary to the above, the Secured Party asserts a claim to any proceeds thereof received by such entity.