APPLIANCE MASTER LLC

All machinery, equipment, furniture, furnishings, tools, tooling, fixtures, and accessories, and all inventory, accounts receivable, instruments, contract rights and other rights to receive the payment of money, patents, chattel paper, licenses, leases and general intangibles, including all trade names and trade styles and all additions, accessions, modifications, improvements, replacements and substitutions thereto and therefor, whether now owned or hereafter acquired or arising, and the proceeds, products, and income of any of the foregoing, including insurance proceeds.

Secured Party has purchased an interest in and was assigned accounts and proceeds from Debtor described as "Future Receipts" in the agreement between Debtor and Secured Party and, as a result, Secured Party as a security interest in such Future Receipts. "Future Receipts" means all accounts receivable and payment rights, including payments made to Debtor in cash or by 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 Debtors business. Debtor and Secured Party intend that the sale of Future Receipts is a sale and not an assignment for security.  Secured Party has been granted a security interest in all accounts and proceeds.

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.