THUNDER RIDE INC.

All personal property of Debtor, whether such property or Debtor's right , title or interest therein or thereto is now owned or existing or hereafter acquired or arising, and wherever located, including, without limitation, all Accounts, Inventory, Equipment, other Goods, General Intangibles (including, without limitation, Payment Intangibles), Chattel Paper (whether tangible or electronic), Instruments  (including, without limitation, Promissory Notes), Deposit Accounts, Investment Property, Letter-of-Credit Rights and Documents, and all Fixtures of Debtor, and all products and Proceeds (including, without limitation, insurance proceeds) of the foregoing, and all accessions to, substitutions for and all replacements of any of the foregoing. Without limiting the foregoing, Collateral includes Debtor's right to any price protection payments, rebates, discounts, credits, factory holdbacks, incentive payments, warranty service reimbursements or other amounts which at any time are due from a vendor. Similarly, Collateral includes, without limitation, all books and records, electronic or otherwise, which evidence or otherwise relate to any of the foregoing property, and all computers, disks, tapes, media, and other devices in which such records are stored. For purposes of this paragraph, capitalized terms have the meanings given to them in Division 9 of the California Uniform Commercial Code.

All personal property of Debtor, wherever located, whether now existing or owned or hereafter arising or acquired, whether or not affixed to any realty, including, without limitation, (i) all accounts, chattel paper, investment property, deposit accounts, documents, goods, fixtures, equipment, general intangibles (including trademarks, service marks, trade names, patents, copyrights, licenses and franchises, customer lists, patents, and all rights under any license agreements for use of the same, as well as all domain names, domain rights, information to access and maintain information stored within third party managed servers, social media  accounts, social media advertising accounts, electronic files and websites hosting the same), instruments, inventory, money, letter of credit rights, causes of action (including tort claims) and other personal property(including agreements and instruments not constituting chattel paper or a document, general intangible or instrument); (ii) all additions to, accessions to, substitutions for, replacements of and supporting obligations of the foregoing; (iii) all proceeds and products of the foregoing, including, without limitation, insurance proceeds; and (iv) all business records and information relating to any of the foregoing and any programs for accessing and manipulating such information.

All assets of Debtor whether now owned or hereafter acquired or arising.

All Debtors assets and properties wherever located, including without limitation all equipment of any kind or nature, all vehicles, vehicle parts and inventory now owned or hereafter acquired, without limitation, purchase money inventory, the purchase of which was financed or floorplanned by NextGear Capital, Inc. for Debtor of whatever kind or nature, and all returns, repossessions, exchanges, substitutions, attachments, additions, accessions, accessories, replacements, and proceeds thereof; all accounts, accounts receivable, chattel paper, and general intangibles now owned or hereafter acquired by Debtor together with the proceeds thereof; all of Debtors documents, books and records relating to the forgoing.

ACCOUNTS RECEIVABLE, CASH, CASH PROCEEDS, ACCOUNTS, CHATTEL PAPER, EQUIPMENT, GENERAL INTANGIBLES, INVENTORY, INSTRUMENTS RELATED TO THE RECEIPTS, INSTRUMENTS RELATED TO THE FUTURE RECEIVABLES.

All personal property of every kind and nature, including, without limitation, all accounts, contract rights, rights to the payment of money, insurance claims and proceeds, chattel paper, electric chattel paper, documents, instruments, securities and other investment property, deposit accounts, supporting obligations of every nature, and general intangibles, including without limitation, customer lists, and all books and records related thereto, and all recorded data of any kind and any nature, regardless of the medium of recording; together with, to the extent not listed above as the original collateral, all substitutions and replacements for and products of any of the foregoing property, and together with proceeds of any and all of the foregoing property.

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 l. Proceeds and Products of the foregoing. NOTICE: Pursuant to an agreement between the 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 rights by such encumbrances. In the event that any entity is granted a security interest in 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.

Merchant's now owned and hereafter acquired accounts and payment intangibles, and their respective proceeds, as those terms are defined in the Uniform Commercial Code

All now owned and hereafter acquired accounts; chattel paper; deposit accounts; contract rights;letter of credit rights; instruments; payment and general intangibles; goods; inventory; equipment and fixtures; investment property; and all books and records relating to all of the foregoing property, including, without limitation, all computer programs; and all proceeds 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 ENCUMBERING OF WHICH MAY CONSTITUTE THE TORTIOUS INTERFERENCE WITH THE SECURED PARTY'S RIGHT BY SUCH ENCUMBRANCES.  IN THE EVENT THAT ANY ENTITY IS GRANTED A SECURITY INTEREST IN DEBTORS ACCOUNTS, CHATTEL PAPER OR GENERAL INTANGIBLES CONTRARY TO THE ABOVE, THE SECURED PARTY ASSERTS A CLAIM TO ANY PROCEEDS THEREOF RECEIVED BY SUCH ENTITY.

ALL PRESENTLY OWNED AND HEREINAFTER ACQUIRED ACCOUNTS AND GENERAL INTANGIBLES, AND ALL PROCEEDS THEREOF. 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.