Filing 20132102357

The Collateral includes the following property of Debtor wherever found and whether now owned or hereafter acquired  by Debtor: (a) all Future Receivables arising from payments by Debtor's customers with credit cards, debit cards, charge  cards, bank cards and other payment cards ("Future Receivables"); (b) all personal property of Debtor that relates to the  Future Receivables, such as accounts, chattel paper, documents, equipment, general intangibles, instruments, inventory  (as those terms are defined in Article 9 of the Uniform Commercial Code ("UCC") in effect from time to time), trademarks,  trade names, service marks, logos and other sources of business identifiers, and all registrations, recordings and  applications with the U.S. Patent and Trademark Office ("USPTO") and all renewals, reissues and extensions thereof  (collectively "IP"), together with any written agreement granting any right to use any IP; and (c) all (i) accessions,
attachments, accessories, parts, supplies and replacements for the items described in (a) and (b) above, (ii) all products,  proceeds and collections thereof and (iii) all records and data relating thereto as those terms are defined in the UCC.  The collateral secures a sale of a specified amount of Future Receivables to Secured Party, which sale is not intended to  be an assignment of the specified amount of Future Receivables as security for a loan.
Notice:  Pursuant to an agreement between Debtor and Secured Party, Debtor is prohibited from transferring Future Receivables  to any person or entity other than Secured Party, or granting any security interest in the above-described Collateral to  any person or entity other than Secured Party, until Secured Party has received the Specified Amount of Future  Receivables and any other amounts Secured Party is entitled to receive under the above agreement. Acceptance of
Future Receivables, or of a security interest in the above-described Collateral, by anyone other than the Secured Party  may constitute tortious interference with the Secured Party's contractual or business rights.