CBCG Enterprises, Inc.

All personal property of the Debtor(s), now owned or hereafter acquired, including but not limited to the Accounts as defined in the UCC, accounts receivables, inventory, instruments, fixtures, equipment, general intangibles, and the proceeds and products of the foregoing. Debtor has agreed not to encumber this collateral or permit any new liens or security interest to be imposed on such assets.

All inventory, equipment, accounts (including but not limited to all health-care-insurance receivables), chattel paper, instruments (including but not limited to all promissory notes), letter-of-credit rights, letters of credit, documents, deposit accounts, investment property, money, other rights to payment and performance, and general intangibles (including but not limited to all software and all payment intangibles); all oil, gas and other minerals before extraction; all oil, gas, other minerals and accounts constituting as-extracted collateral; all fixtures; all timber to be cut; all attachments, accessions, accessories, fittings, increases, tools, parts, repairs, supplies, and commingled goods relating to the foregoing property, and all additions, replacements of and substitutions for all or any part of the foregoing property; all insurance refunds relating to the foregoing property; all good will relating to the foregoing property; all records and data and embedded software
relating to the foregoing property, and all equipment, inventory and software to utilize, create, maintain and process any such records and data on electronic media; and all supporting obligations relating to the foregoing property; all whether now existing or hereafter arising, whether now owned or hereafter acquired or whether now or hereafter subject to any rights in the foregoing property; and all products and proceeds (including but not limited to all insurance payments) of or relating to the foregoing property.

See Attachement

All assets of the Debtor, whether now owned or  hereafter acquired or arising

To secure payment and performance of all the Obligation, Debtor hereby grants to Secured Party a continuing security interest in all inventory, equipment, and goods manufactured by or distributed by Secured Party, delivered or sold, to or for the benefit of Debtor by Secured Party.  This description of Collateral includes, but is not limited to, all "Salomon", "Bonfire", "Atomic", "Koflach", "Dynamic", "Volant", "Oxygen", "Suunto", "Mavic", "ENVE", "Armada" and "CONFORM'ABLE" branded goods, including any accessories and supplies, repossessions and returns.  Collateral also includes all proceeds and supporting obligations from the sale of the Collateral and all existing or subsequently arising, accounts, promissory notes, installment contracts, contract rights, documents, instruments, general intangibles, chattel paper and accounts receivable which may, from time to time hereafter, come into existence during the term of this Security Agreement.

"Accounts, chattel paper, general intangibles, and instruments.    Secured Party has purchased future receivables and/or sale proceeds from Debtor. The sale of the future receivables and/or sale proceeds of the Debtor is intended to be a sale and not an assignment for security. Debtor is prohibited from incurring any debt, transferring future receivables or sale proceeds to any other person or granting any security interests in its accounts receivable or other assets until Secured Party has received all amounts due under this Agreement."         The secured party named in this record is acting in a representative capacity for purposes of forwarding notices & inquiries regarding this record.  For more information, please contact the secured party at the address listed above or at [UCCSPREP@CSCINFO.COM].

Security interest in and to all of Merchant's present and future accounts, chattel paper, deposit accounts, personal property, assets and fixtures, general intangibles, instruments, equipment, inventory wherever located, and proceeds now or hereafter owned or acquired by Merchant.

All inventory; Chattel Paper; Accounts, including but not limited to all Receivables, Equipment, General Intangibles; Furniture; Fixtures; whether any of the foregoing is owned now or acquired later; all accessions, additions, replacements, and substitutions relating to any of the foregoing; all records of any kind relating to any of the foregoing; all proceeds relating to any of the foregoing (including insurance, general intangibles and other account proceeds).

All of the following property that is now or hereafter at any time used in connection with (without regard to the duration of the period of such use), or now or at any time relates to or arises as a result of, the operation of the Debtor's business: (i) all of the Debtor's inventory, including all goods, merchandise, raw materials, supplies and other tangible personal property, now owned or hereafter acquired, and all documents now and at any times covering or representing any of said property; (ii) all of Debtor's accounts, accounts receivable, contract receivables, contract rights, notes, drafts, acceptances, instruments, chattel paper, payment intangibles and general intangibles, and all guarantees and suretyship agreements relating thereto and all security for payment thereof, now and hereafter existing or arising; and (iii) all of Debtor's equipment, including all furniture, furnishings, machinery, fixtures, storage shelves and other goods used in the conduct of Debtor's business,
including, but not limited to, all motor vehicles and rolling stock, now owned or hereafter acquired; together with (a) all increases, parts, fittings, accessories, equipment, special tools and accessions now or hereafter attached thereto or used in connection therewith, and any and all replacements of all or any part thereof; (b) any profits now or hereafter acquired from or through any of the foregoing; (c) any products now or hereafter acquired from or through any of the foregoing; (c) any products now or hereafter manufactured, processed, assembled or commingled from any of the foregoing; and (d) any and all proceeds received should any of the foregoing be sold, exchanged, collected or otherwise disposed of. All of the above described collateral falls within the scope of the Uniform Commercial Code. Notice is hereby provided that pursuant to a
contract between Debtor and Secured Party, Debtor has agreed that the collateral described herein ("Covered Collateral") will not, after the date of the filing of this UCC Financing Statement, be sold, transferred or further encumbered while this UCC Financing Statement is in effect. The sale, transfer or further encumbrance of the Covered Collateral shall constitute a breach by the Debtor of the terms of the contract between Debtor and Secured Party. Any third party that further encumbers the Covered Collateral in whole or in part, purchases the Covered Collateral in whole or in part, or otherwise takes receipt of any rights to the Covered Collateral in whole or in part and who has or should have knowledge of this Financing Statement or the restrictions in the contract between Debtor and Secured Party shall be tortiously interfering with the contract between Debtor and Secured Party and shall Be liable to Secured Party for any damages suffered as a result of the interference.

Please see the attached.

Accounts receivables and proceeds therefrom

All of the following property, except to the extent any of the following property is considered to be real property, that is now or hereafter at any time used in connection with (without regard to the duration of the period of such use), or now or at any time relates to or arises as a result of, the operation of the Debtor's business: (i) all of the Debtor's inventory, including all goods, merchandise, raw materials, supplies and other tangible personal property, now owned or hereafter acquired, and all documents now and at any times covering or representing any of said property;
(ii) all of Debtor's accounts, accounts receivable, contract receivables, contract rights, notes, drafts, acceptances, instruments, chattel paper, payment intangibles and general intangibles, and all guarantees and suretyship agreements relating thereto and all security for payment thereof, now and hereafter existing or arising; and (iii) all of Debtor's equipment, including all furniture, furnishings, machinery, fixtures, storage shelves and other goods used in the conduct of Debtor's business, including, but not limited to, all motor vehicles and rolling stock, now owned or hereafter acquired; together with (a) all increases, parts, fittings, accessories, equipment, special tools and accessions
now or hereafter attached thereto or used in connection therewith, and any and all replacements of all or any part thereof; (b) any profits now or hereafter acquired from or through any of the foregoing; (c) any products now or hereafter acquired from or through any of the foregoing; (c) any products now or hereafter manufactured, processed, assembled or commingled from any of the foregoing; and (d) any and all proceeds received should any of the foregoing be sold, exchanged, collected or otherwise disposed of. All of the above described collateral falls within the scope of the Uniform Commercial Code.
Notice is hereby provided that pursuant to a contract between Debtor and Secured Party, Debtor has agreed that the collateral described herein ("Covered Collateral") will not, after the date of the filing of this UCC Financing Statement, be sold, transferred or further encumbered while this UCC Financing Statement is in effect. The sale, transfer or further encumbrance of the Covered Collateral shall constitute a breach by the Debtor of the terms of the contract between Debtor and Secured Party. Any third party that further encumbers the Covered Collateral in whole or in part, purchases the Covered Collateral in whole or in part, or otherwise takes receipt of any rights to the Covered Collateral in whole or in
part and who has or should have knowledge of this Financing Statement or the restrictions in the contract between Debtor and Secured Party shall be tortiously interfering with the contract between Debtor and Secured Party and shall be liable to Secured Party for any damages suffered as a result of the interference.

FUTURE RECEIVABLES.

All personal property of the Debtor, tangible or intangible, whether now owned or hereafter acquired, including but not limited to: (a) accounts and accounts receivable, (b) inventory, (c) equipment, (d) investment property, (e) instruments, including promissory notes, (f) chattel paper, including electronic chattel paper, (g) documents, (h) letter of credit rights, (i) deposit accounts, (j) general intangibles, and (k) as-extracted collateral as such terms may from time to time be defined in the Uniform Commercial Code. The security interest Borrower grants includes all accessions, attachments, accessories, parts, supplies and replacements for the Collateral, all products, proceeds and collections thereof and all records and data relating thereto.

Please see attached in the collateral box.