Security Agreement (Page 4 of 7) in pdf

c) All rights and remedies conferred upon Secured Party hereby are in addition to and cumulative with those granted to it in

any other agreement or by the Uniform Commercial Code or any other law. Failure or repeated failure to enforce any rights

hereunder shall not constitute an estoppel or waiver of Secured Party’s rights to exercise such rights accruing prior to or

subsequent thereof. Secured Party shall not be liable for any loss to Collateral in its possession nor shall such loss diminish

the Liabilities, even if the loss is caused or contributed to by Secured Party’s negligence.

7) Notice. Any notice or other communication to be given to either party shall be in writing and delivered personally to or by

certified mail and addressed to:

DEBTOR:

SECURED PARTY:

_______________________________________

Notice shall be deemed given upon personal delivery or forty-eight (48) hours after deposit in the United States Mail.

8) General Provisions.

a) Filing Requirements. Debtor shall join with Secured Party in executing one or more financing statements pursuant to the

Uniform Commercial Code and any other documents or instruments necessary to perfect, extend, modify, or terminate the

security interest created hereunder, as demanded by Secured Party; however, if the applicable Uniform Commercial Code so

allows, Debtor hereby appoints Secured Party, as its attorney-in-fact to execute and file in those public offices deemed

advisable or necessary by the Secured Party, all necessary Financing Statements and any other such documents or

instruments to perfect the security interest created herein, in form satisfactory to Secured Party without first obtaining

Debtor's signature; and Debtor shall pay the costs of filing and recording such documents.

b) Waiver. No waiver by Secured Party of any default shall operate as a waiver of any other default or of the same default on a

future occasion. No revision or amendment of this Agreement shall be valid unless in writing and signed by the parties.

c) Binding Effect of Agreement. This Agreement shall be binding upon, insure to the benefit of and be enforceable by the

successors, heirs and assigns of the parties; but Debtor shall not assign any interest in this Agreement without prior written

consent of Secured Party.

d) Applicable Law. This Agreement and all transactions described herein, contemplated hereby or resulting herefrom shall be

(Secured Party’s situs state) and the

governed and construed by and in accordance with the laws of the State of

Uniform Commercial Code. Debtor irrevocably agrees that, subject to Secured Party’s sole and absolute election, all

actions or proceedings, in any way, manner or respect, arising out of or from or related to this Agreement or the Collateral

shall be litigated only in courts having situs within the city of

and State of

, and Debtor hereby consents

and submits to the jurisdiction of any local, state or federal court located within said State. Debtor hereby waives any right it

may have to transfer or change the venue of any litigation brought against Debtor by Secured Party in accordance with this

paragraph.

e) Severability. If any clause or portion of a clause of this Agreement shall be held to be invalid, such clause or portion of a

clause shall be invalidated only to the extent required by such law and all remaining clauses or portions of a clause contained

herein shall continue to be in full force and effect to the maximum extent not prohibited by applicable law.

Waiver of Jury Trial. Debtor and the Secured Party, by acceptance hereof, knowingly, voluntarily and intentionally waive

any right either of them may have to a trial by jury in any litigation based upon or arising out of this Agreement or any other

document contemplated by this Agreement, or any course of conduct, dealing, statements (whether oral or written), or actions

of either of them. Neither the Debtor nor the Secured Party shall seek to consolidate, by counterclaim or otherwise, any

action in which a jury trial has been waived with any other action in which a jury trial cannot be or has not been waived.

g) Entire Contract. All prior understanding and agreement respecting the transactions here contemplated are merged in this

Agreement. There are no representations, warranties or agreements between the parties as to such transactions except as set

forth herein, and this Agreement fully and completely expresses the agreement of the parties as to such transaction.

h) To the extent permitted by the applicable state law, Debtor waives all claims, damages and demands against Secured Party

arising out of the repossession, retention or sale of Collateral.

DEBTOR

Company Name:

_____________________________________________________

Signature of Officer:

_____________________________________________________

Printed Name of Officer:

_____________________________________________________

SECURED PARTY

Company Name:

Signature of Officer:

Printed Name of Officer:

Security Agreement Page 4

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