LITTLE BEAR SALOON HOLDINGS LLC

See description of collateral attached hereto as Exhibit B.

See Exhibit A

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.

The collateral includes the following property of Debtor wherever found and whether now owned or hereafter acquired by Debtor: (i) a specified percentage of Debtor's rights to receive payment from Debtor's customers or other third parties in the form of cash, check, credit card, electronic fund transfer or other forms of payment that arise from sales of goods or services by Debtor in the ordinary course of Debtor's business; (ii) all "accounts," "chattel paper," "documents," "general intangibles," "instruments," "records," "data," and "proceeds" (as those terms are defined in Article 9 of the Uniform Commercial Code ("UCC") as the same relate to clause (i) above. The collateral secures a sale of a aforesaid percentage of Debtor's future payment rights to Secured Party under an agreement the terms of which prohibit Debtor from transferring the future payments rights that Secured Party has purchased to any person or entity other than Secured Party, or granting any security interest in the future payment rights that Secured Party has purchased from Debtor to any person or entity other than Secured Party.

"Future Receipts" sold by Debtor to Secured Party.  "Future Receipts" means any payments received by Debtor from customers and other third-parties in exchange for Debtor's goods or services (in any form including, but not limited to, cash, check, payment card, and electronic transfers).  Debtor & Secured Party intend that the sale of Future Receipts is a sale and not an assignment for security or a financing.  Pursuant to the agreement between Secured Party and Debtor, Debtor is prohibited from transferring any Future Receipts to any other person or entity, granting any security interests in its accounts receivables, or obtaining any financing that impairs the value of the Future Receipts or Secured Party's right to collect the same until Secured Party has received all amounts due to it.

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.