TOP NOTCH PERSONNEL LLC

All of the following property now owned or existing or hereafter acquired by the Debtor (or by the Debtor with spouse), wherever located:all accounts;inventory;equipment;fixtures;instruments;documents;chattel paper; investment property;deposit accounts;letter of credit rights and all accessions to,replacements of and substitutions for and all supporting obligations, products and proceeds of any of the foregoing (in whatever form);and all books, records and data relating to any of the foregoing (in whatever form); together with Debtors right title and interest in and to all software required to utilize, create, maintain and process such records or data on electronic media.Other than the sale or lease of inventory in the ordinary course of Debtors business, the purchase by or pledge to another person of any of described collateral violates the rights of the Secured Party.Any receipts of proceeds of the collateral by a subordinate secured party violated the rights of the Secured Party.

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.