What does the Aerus security deposit serve as security for?

--------------|-------------------------|----------|--|--| | Secretary or Assistant Secretary | Type Entity Name Here | | | | | SEAL | | | | | | WITNESS: | By: Individually Name: | , (SEAL) | | | | WITNESS: | By: Individually Name: Address of Maker: | , (SEAL) | | | | | Telephone #: Facsimile #: E Mail: | | | |

SECURITY AGREEMENT

THIS SECURITY AGREEMENT (this "Agreement"), is entered into as of the date of execution by "Secured Party" (the "Effective Date") by and between AERUS FRANCHISING, LLC, a Delaware limited liability company, having offices at 14841 Dallas Parkway, Suite 500, Dallas, Texas 75254 ("Aerus Franchising" or "Secured Party") and the individual or entity executing this Agreement as Purchaser ("Debtor").

WITNESSETH:

WHEREAS, Debtor has entered into a certain Franchise Agreement (the "Franchise Agreement") with Secured Party;

WHEREAS, Debtor has executed and delivered to Secured Party a certain Secured Promissory Note of even date herewith (including any replacement, renewal, revision or refinancing thereof, the "Note") to evidence the indebtedness of Debtor to Secured Party; and WHEREAS, as an inducement to Secured Party to extend credit as evidenced by the Note, Debtor desires to secure the Note in the manner hereinafter set forth;

NOW, THEREFORE, for and in consideration of the Debt (as hereinafter defined), and other good and valuable consideration rendered by Secured Party to Debtor, and intending to be legally bound hereby, the parties hereto covenant and agree as follows:

• 1. Definitions. In addition to the words and terms defined elsewhere in this Security Agreement, the following words and terms shall have the following meanings, respectively, unless otherwise required by the context:
• (a) Words and terms used herein which are defined in Section 9 of the Code shall, unless the context otherwise requires, have the meanings therein provided;
• (b) "Code" shall mean the Texas Uniform Commercial Code, Texas Business and Commerce Code § 1.101, et seq., as amended from time to time;
• (c) "Collateral" shall mean and include all of Debtor's now owned or hereafter acquired assets, whether tangible or intangible, including without limitation all of Debtor's right, title and interest in and to each of the following, wherever located and whether now existing or hereafter arising: (i) all accounts; (ii) all Inventory; (iii) all Equipment; (iv) all contract rights; (v) all general Intangibles, including payment Intangibles; (vi) all Intellectual Property; (vii) all deposit accounts; (viii) all investment property; (ix) all instruments, including promissory notes; (x) all Chattel Paper; (xi) all Goods; (xii) all Documents; (xiii) all insurance and certificates of insurance pertaining to any and all items of Collateral; (xiv) all files, correspondence, computer programs, tapes, disks and related data processing software which contain information identifying or pertaining to any of the Collateral or any Account Debtor or showing the amounts thereof or payments thereon or otherwise necessary or helpful in the realization thereon or the collection thereof; (xv) all cash deposited with Secured Party or any affiliate thereof, including Aerus LLC; (xvi) all property described on the Schedules of Collateral attached hereto and all attachments, accessories and parts used or intended to be used with such property (including all substitutions and replacements thereof and accessions thereto); and (xvii) any and all products and cash and

non-cash proceeds of any of the foregoing (including, but not limited to, any claims to any items referred to in this definition and any claims against third parties for loss of, damage to or destruction of any or all of the Collateral or for proceeds payable under or unearned premiums with respect to policies of insurance) in whatever form;

• (d) "Debt" shall mean (i) all the indebtedness of Debtor evidenced by the Note, both principal and interest, and any and all extensions, renewals or refinancing thereof in whole or in part, (ii) all costs and expenses incurred by Secured Party in any collection of such indebtedness, including, without limitation, reasonable attorney's fees and costs, (iii) all future advances made by Secured Party for the protection and preservation of the Collateral or any portion thereof, (iv) all other obligations and liabilities of Debtor to Secured Party from time to time arising under or pursuant to this Security Agreement, (v) all indebtedness and obligations arising under or incurred in connection with the transactions contemplated by the Franchise Agreement;

Source: Item 23 — Receipts (FDD pages 74–305)