Exhibit 10.28


 


 




  





Contract#: 1158251


Sales Partner: House Account


LOAN AGREEMENT (ACH Repayment) (California)


Agreement dated      May 21 2018      between Strategic Funding Source, Inc. ("SFSI") and the borrower listed below ("Borrower").


                (Month)(Day)(Year)












BORROWER INFORMATION


 


	
Borrower's Legal Name: PURA NATURALS, INC.

	 	 	 	 	 	 
	
D/B/A: Pura Naturals

	 	 	 	
State of Incorporation / Organization: CA 


	
Type of entity: Corporation

	 	 	 	 	 	 
	
Physical Address: 23101 Lake Center Dr Ste

	 	
 City: Lake Forest

	 	
 State: CA

	 	
 Zip: 92630-2898


	
100

	 	 	 	 	 	 
	
Mailing Address:

	 	
City:

	 	
State:

	 	
Zip:


	
Date business started (mm/yy): 12/2005

	 	
Federal ID# 47-4164403

	 	 	 	 
	
Monthly Total Sales _____________

	 	
Monthly Card Sales ________

	 	
Monthly Cash Sales _________

	 	 








LOAN TERMS







For value received, Borrower hereby promises to pay to SFSI, as the lead creditor, for itself and other co-investors (collectively the Funders), the principal amount specified below ("Loan Amount"), plus interest, in lawful money of the United States. Borrower shall deliver the principal and interest amount specified below (the "Repayment Amount") to SFSI from the payment of monies from Borrower's customers' and/or other third party (the "Receipts" defined as all payments made by cash, check, electronic transfer or other form of monetary payment in the ordinary course of the Borrower's business), for the payment of Borrower's sale of goods or services.







The Repayment Amount shall be paid to SFSI by Borrower's irrevocably authorizing only one depositing account acceptable to SFSI (the "account") to remit the percentage specified below (the "Specified Percentage") of the Borrower's settlement amounts due from each transaction, until such time as SFSI receives payment in full of the Repayment Amount. Borrower hereby authorizes SFSI to ACH Debit the specified remittances from the Borrower's bank account on a daily basis and will provide SFSI with all required access codes. Borrower understands that it is responsible for ensuring that the specified percentage to be debited by SFS remains in the account and will be held responsible for any fees incurred by SFSI resulting from a rejected ACH attempt or an event of default. (See Appendix A) SFSI is not responsible for any overdrafts or rejected transactions that may result from SFSI' ACH debiting the specified amounts under the terms of this agreement. SFSI will debit the specific daily amount every business day and upon receipt of the Borrower's monthly bank statements to reconcile the Borrower's account by either crediting or debiting the difference from or back to the Borrower's bank account so that the amount debited per month equals the specified percentage. It is solely the Borrower's responsibility to send all their bank statements and a missed month forfeits all future reconciliations. SFSI may, upon Borrower's request, extend the time for any payment due under this Agreement for such time as SFSI, in its sole discretion, deems appropriate. Notwithstanding anything to the contrary in this Agreement or any other agreement between SFSI and its Funders and Borrower, upon the occurrence of an Event of Default under Section 4 of the LOAN AGREEMENT TERMS AND CONDITIONS, the Specified Percentage shall equal 100%.


 


*** Obtaining another Cash Advance or similar financing, secured or unsecured during the performance of this agreement shall constitute an


Event of Default.***








	
Loan Amount: $28,500.00

	
Repayment Amount: $40,470.00

	
Specific Daily Repayment Amount: $165.00










THE TERMS, DEFINITIONS, CONDITIONS AND INFORMATION SET FORTH IN THE "LOAN AGREEMENT TERMS AND CONDITIONS", THE "SECURITY AGREEMENT AND GUARANTY", AND "ADMINISTRATIVE FORM" ARE HEREBY INCORPORATED IN AND MADE A PART OF THIS AGREEMENT.


 


	
MERCHANT #1

	 	 
	 	 	 
	
By Robert Switzer O1_SIG

	 	 /s/ Robert Switzer 
	
(Print Name and Title)

	 	
(Signature)


	 	 	 
	
MERCHANT #2

	 	 
	
By O2_SIG

	 	 
	
(Print Name and Title)

	 	
(Signature)


	 	 	 
	
OWNER/GUARANTOR #1

	 	 
	
By Robert Switzer O1_SIG

	 	  /s/ Robert Switzer 
	
(Print Name and Title)

	 	
(Signature)


	 	 	 
	
OWNER/GUARANTOR #2

	 	 
	
By O2_SIG

	 	 
	
(Print Name and Title)

	 	
(Signature)


	 	 	 
	
STRATEGIC FUNDING SOURCE, INC.

	 	 
	
By

	 	 
	
(Company Officer)

	 	
(Signature)










Each of above-signed Borrower and Owner/Guarantor represents that he or she is authorized to sign this Agreement for Borrower and that the information provided herein and in all of SFSI's forms is true, accurate and complete in all respects. SFSI may produce a monthly statement reflecting the delivery of the Specified Percentage of Receivables from Borrower via Bank.







ANY MISREPRESENTATION MADE BY BORROWER OR ANY OWNER/GUARANTOR IN CONNECTION WITH THIS AGREEMENT MAY CONSTITUTE A SEPARATE CAUSE OF ACTION FOR FRAUDULENT INDUCEMENT TO PROVIDE FINANCING.







SFS-California ACH Loan 1-25-2016 Page 1 of 8








Page 1 of 8




















	
LOAN AGREEMENT TERMS AND CONDITIONS


	 	 	 	 	 
	
I. TERMS OF ENROLLMENT IN PROGRAM

	 	
1.8 No Liability. In no event will Bank or SFSI, nor

	 	
("Advisor"), provided such Advisor uses such


	
1.1 Borrower Deposit Agreement. Borrower shall

	 	
any of the Funders be liable for any claims asserted by

	 	
information solely for the purpose of advising


	
execute an agreement (the "Borrower Deposit

	 	
Borrower under any legal theory for lost profits, lost

	 	
Borrower and first agrees in writing to be bound by


	
Agreement") acceptable to SFS, with a Bank

	 	
revenues, lost business opportunities, exemplary,

	 	
the terms of this Section 1.13.


	
acceptable to SFS, to obtain electronic fund transfer

	 	
punitive, special, incidental, indirect or consequential

	 	
1.14 Publicity. Borrower and each Owner/Guarantor


	
services. Borrower shall provide SFS and/or its

	 	
damages, each of which is waived by Borrower and

	 	
authorizes SFSI to use its, his or her name in a listing


	
authorized agent with all of the information,

	 	
Owner/Guarantor.

	 	
of clients and in advertising and marketing materials.


	
authorizations and passwords necessary for verifying

	 	
1.9 Reliance on Terms. Section 1.1, 1.7, 1.8, 2.5, and

	 	
1.15 D/B/A's. Borrower hereby acknowledges and


	
Borrower's receivables, receipts and deposits into the

	 	
4.6 of this Agreement are agreed to for the benefit

	 	
agrees that SFSI may be using "doing business as" or


	
account. Borrower shall authorize SFS and/or it's

	 	
of Borrower, SFSI and its Funders and Bank, and

	 	
"d/b/a" names in connection with various matters


	
agent to deduct the amounts owed to SFS for the

	 	
notwithstanding the fact that Bank is not a party

	 	
relating to the transaction between SFSI and


	
Receipts as specified herein from settlement amounts

	 	
of this Agreement, Bank may rely upon their terms

	 	
Borrower, including the filing of UCC-1 financing


	
which would otherwise be due to Borrower from

	 	
and raise them as a defense in any action.

	 	
statements and other notices or filings.


	
electronic check transactions and to pay such amounts

	 	
1.10 Savings Clause. In no event shall the aggregate

	 	
II. REPRESENTATIONS, WARRANTIES AND


	
to SFS by permitting SFS to withdraw the specified

	 	
amount of interest charged or collected hereunder

	 	
COVENANTS Borrower and each Owner/Guarantor


	
percentages by ACH debiting of the account. The

	 	
exceed the highest rate permissible at law. In the

	 	
represents, warrants and covenants that as of this date


	
authorization shall be irrevocable without the written

	 	
event that a court determines that SFSI has charged or

	 	
and during the term of this Agreement:


	
consent of SFS.

	 	
received interest hereunder in excess of the highest

	 	
2.1 Financial Condition and Financial Information.


	
1.2 Term of Agreement. This Agreement shall have a

	 	
applicable rate, the rate in effect hereunder shall

	 	
Its financial statements, copies of which have been


	
term of one year. Upon the expiration of the term, this

	 	
automatically be reduced to the maximum rate

	 	
furnished to SFSI, and future statements which will be


	
Agreement shall automatically renew for successive

	 	
permitted by applicable law and SFSI shall promptly

	 	
furnished hereafter at the request of SFSI, fairly


	
one-year terms, provided, however, that during the

	 	
refund to Borrower any interest received by SFSI in

	 	
represent the financial condition of Owner/Guarantor


	
renewal term(s) Borrower may terminate this

	 	
excess of the maximum lawful rate, it being intended

	 	
and Borrower at such dates, and since those dates


	
Agreement upon ninety days' prior written notice

	 	
that Borrower not pay or contract to pay, and that

	 	
there has been no material adverse change, financial


	
(effective upon receipt) to SFSI. The termination of

	 	
SFSI not receive or contract to receive, directly or

	 	
or otherwise, in such condition, operation or


	
this Agreement shall not affect Borrower's

	 	
indirectly in any manner whatsoever, interest in excess

	 	
ownership of Borrower. Borrower has a continuing,


	
responsibility to satisfy all outstanding obligations

	 	
of that which may be paid by Borrower under

	 	
affirmative obligation to advise SFSI of any material


	
(including the Loan Amount and accrued interest) to

	 	
applicable law.

	 	
adverse change in its financial condition, operation or


	
SFSI at the time of termination.

	 	
1.11 Power of Attorney. Borrower irrevocably appoints

	 	
ownership. Borrower's failure to do so is a material


	
1.3 Additional Loans. SFSI reserves the right to

	 	
SFSI as its agent and attorney-in-fact with full

	 	
breach of this Agreement.


	
rescind the offer to make additional loans hereunder,

	 	
authority to take any action or execute any instrument

	 	
2.2 Governmental Approvals. Borrower is in


	
in its sole discretion.

	 	
or document to settle all obligations due to SFSI from

	 	
compliance and shall comply with all laws and has


	
1.4 Bridge Account. Borrower may be required to open

	 	
Bank, or upon the occurrence of an Event of Default

	 	
valid permits, authorizations and licenses to own,


	
a new bank account into which the Specified

	 	
under Section 4 hereof, to settle all obligations due to

	 	
operate and lease its properties and to conduct the


	
Percentage of the settlement amounts will be

	 	
SFSI from Borrower, under this Agreement, including

	 	
business in which it is presently engaged.


	
deposited (the "Bridge Account"). Borrower

	 	
without limitation (i) to obtain and adjust insurance;

	 	
2.3 Authorization. Borrower, and the person(s) signing


	
appoints SFSI as "Acting Agent" over the Bridge

	 	
(ii) to collect monies due or to become due under or in

	 	
this Agreement on behalf of Borrower, have full


	
Account, and shall instruct the Bank to designate

	 	
respect of any of the Collateral (as defined in the

	 	
power and authority to execute this Agreement and to


	
the Bridge Account as the depository account for

	 	
Security Agreement and Guaranty); (iii) to receive,

	 	
incur and perform the obligations under this


	
all transactions. Borrower assumes all

	 	
endorse and collect any checks, notes, drafts,

	 	
Agreement, all of which have been duly authorized.


	
responsibility for all fees, costs, charge-backs or

	 	
instruments, documents or chattel paper in connection

	 	
2.4 Insurance. Borrower will maintain businessinterruption


	
suspicious items processed through the Bridge

	 	
with clause (i) or clause (ii) above; (iv) to sign

	 	
insurance naming SFSI as loss payee and


	
Account (see "Miscellaneous Service Fees"

	 	
Borrower's name on any invoice, bill of lading, or

	 	
additional insured in amounts and against risks as are


	
paragraph 3.7) Borrower agrees to maintain a

	 	
assignment directing customers or account debtors to

	 	
satisfactory to SFSI and shall provide SFSI proof of


	
minimum balance in the Bridge Account (the

	 	
make payment directly to SFSI; and (v) to file any

	 	
such insurance upon request.


	
"Minimum Balance") equal to the per-month

	 	
claims or take any action or institute any proceeding

	 	
2.5 Borrower Processing Agreement and


	
average of all fees charged to Borrower by Bank,

	 	
which SFSI may deem necessary for the collection of

	 	
Arrangements. Without SFSI's prior written consent,


	
averaged over a six-month period.

	 	
any of the unpaid Repayment Amount from the

	 	
Borrower will not (i) change the card Bank through


	
1.5 Financial Condition. Owner/Guarantor and

	 	
Collateral, or otherwise to enforce its rights with

	 	
which the major cards are settled from Bank to


	
Borrower authorize SFSI, its agents and

	 	
respect to payment of the Repayment Amount.

	 	
another card Bank; (ii) permit any event to occur that


	
representatives and any credit reporting agency

	 	
1.12 Protection of Information. Borrower and each

	 	
could cause diversion of any of Borrower's card


	
engaged by SFSI, to investigate their creditworthiness,

	 	
person signing this Agreement on behalf of Borrower

	 	
transactions from Bank to another Bank; (iii) change


	
financial responsibility and history, and they agree to

	 	
and/or as Owner/Guarantor, in respect of himself or

	 	
its arrangements with Bank or amend the Borrower


	
provide SFSI any financial statements, tax returns,

	 	
herself personally, authorizes SFSI to disclose to any

	 	
Processing Agreement in any way that is adverse to


	
references, or other financial information, as SFSI

	 	
third party information concerning Borrower's and

	 	
SFSI; (iv) add card processing terminals; (v) use


	
deems necessary prior to or after execution of this

	 	
each Owner's/Guarantor's credit standing (including

	 	
multiple card processing terminals; (vi) change its


	
Agreement. A photocopy of this authorization will be

	 	
credit bureau reports that SFSI obtains) and business

	 	
financial institution or bank account(s) (including the


	
deemed as acceptable for release of credit and

	 	
conduct. Borrower and each Owner/Guarantor hereby

	 	
Bridge Account); (vii) take any other action that could


	
financial information. Borrower and Owner/Guarantor

	 	
waives to the maximum extent permitted by law any

	 	
have any adverse effect upon Borrower's obligations


	
authorize SFSI to update their credit and financial

	 	
claim for damages against SFSI or any of its affiliates

	 	
under this Agreement; or (viii) take any action, fail to


	
profile from time to time in the future, as SFSI deems

	 	
and Funders relating to any (i) investigation

	 	
take any action, or offer any incentive—economic or


	
appropriate. An investigative or consumer report may

	 	
undertaken by or on behalf of SFSI as permitted by

	 	
otherwise—the result of which will be to discourage


	
be made in connection with this Agreement.

	 	
this Agreement or (ii) disclosure of information as

	 	
the use of cards that are settled through Bank, or to


	
1.6 Transactional History. Borrower authorizes their

	 	
permitted by this Agreement.

	 	
induce any customers to pay for Borrower's services


	
Bank to provide SFSI with Borrower's banking

	 	
1.13 Confidentiality. Borrower understands and agrees

	 	
with any means other than cards that are settled


	
history.

	 	
that the terms and conditions of the products and

	 	
through Bank, or permit any event to occur that could


	
1.7 Indemnification. Borrower and each

	 	
services offered by SFSI, including this Agreement,

	 	
have an adverse effect on the use, acceptance, or


	
Owner/Guarantor jointly and severally indemnify and

	 	
the Security Agreement and Guaranty and any other

	 	
authorization of cards for the purchase of Borrower's


	
hold harmless Bank, its officers, directors and

	 	
SFSI documents (collectively, "Confidential

	 	
services and products. Any such change, action or


	
shareholders against all losses, damages, claims,

	 	
Information") are proprietary and confidential

	 	
inaction shall be a material breach of this Agreement.


	
liabilities and expenses (including reasonable

	 	
information of SFSI. Accordingly unless disclosure is

	 	
2.6 Change of Name, Location or Jurisdiction of


	
attorney's fees) incurred by Bank resulting from (a)

	 	
required by law or court order, Borrower shall not

	 	
Organization. Borrower will not conduct Borrower's


	
claims asserted by SFSI for monies owed to SFSI

	 	
disclose Confidential Information to any person other

	 	
businesses under any name other than as disclosed to


	
from Borrower and (b) actions taken by Bank in

	 	
than an attorney, accountant, financial advisor or

	 	
the Bank and SFSI, change any of its places of


	
reliance upon information or instructions provided by

	 	
employee of Borrower who needs to know such

	 	
business, or change its jurisdiction of organization.


	
SFSI.

	 	
information for the purpose of advising Borrower

	 	 





 


 



Page 2 of 8










 













	
2.7 Daily Batch Out. Borrower will batch out receipts

	
2.18 Use of Proceeds. Borrower will conduct its

	
Court and execute thereon; and (v) SFSI may exercise


	
with the Bank on a daily basis.

	
business and use the Loan Amount in the ordinary

	
its rights under the Assignment of Lease. All rights,


	
2.8 Estoppel Certificate. Borrower will at any time,

	
course of its business, consistent with past practice.

	
powers and remedies of SFSI in connection with this


	
and from time to time, upon at least one (1) day's

	
2.19 Accuracy of Information. All information

	
Agreement and the Security Agreement and Guaranty


	
prior notice from SFSI to Borrower, execute,

	
provided by Borrower and each Owner/Guarantor to

	
may be exercised at any time by SFSI after the


	
acknowledge and deliver to SFSI and/or to any other

	
SFSI herein, in the Security Agreement and Guaranty,

	
occurrence of an Event of Default, are cumulative and


	
person, firm or corporation specified by SFSI, a

	
and in all other SFSI forms is true, accurate and

	
not exclusive, and shall be in addition to any other


	
statement certifying that this Agreement is unmodified

	
complete in all respects.

	
rights, powers or remedies provided by law or equity.


	
and in full force and effect (or, if there have been

	
III. EVENTS OF DEFAULT AND REMEDIES

	
3.3 Costs. Borrower and Owner/Guarantor shall pay to


	
modifications, that the same is in full force and effect

	
3.1 Events of Default. The occurrence of any of the

	
SFSI all reasonable costs associated with (a) a breach


	
as modified and stating the modifications) and stating

	
following events shall constitute an "Event of

	
by Borrower or Owner/Guarantor of the


	
the dates which the Repayment Amount or any portion

	
Default" hereunder: (a) Borrower or Owner/Guarantor

	
representations, warranties and covenants in this


	
thereof has been repaid.

	
violates any term, covenant or condition in this

	
Agreement and the Security Agreement and Guaranty


	
2.9 No Bankruptcy or Insolvency. As of the date of

	
Agreement or the Security Agreement and Guaranty;

	
and the enforcement thereof, and (b) the enforcement


	
this Agreement, Borrower. and Guarantors represent

	
(b) any representation or warranty by Borrower or

	
of SFSI's remedies set forth in Section 3.2 above,


	
that they are not Insolvent and have not filed any

	
Owner/Guarantor in this Agreement or the Security

	
including but not limited to court costs and attorneys'


	
petition for bankruptcy protection under Title 11 of

	
Agreement and Guaranty shall prove to have been

	
fees.


	
the United States Code and there has been no

	
incorrect, incomplete, false or misleading in any

	
3.4 Required Notifications. Borrower and


	
involuntary petition brought or pending against

	
material respect when made; (c) Borrower or

	
Owner/Guarantor are required to give SFSI


	
Borrower. Borrower further warrants that it does not

	
Owner/Guarantor admits its inability to pay its debts,

	
written notice within 24 hours of any filing by


	
anticipate filing any such bankruptcy petition and it

	
or makes a general assignment for the benefit of

	
Borrower or Owner/Guarantor under Title 11 of


	
does not anticipate that an involuntary petition will be

	
creditors; or any proceeding shall be instituted by or

	
the United States Code. Borrower is required to


	
filed against it.

	
against Borrower or Owner/Guarantor seeking to

	
give SFSI seven days' written notice prior to the


	
2.10 Other Financing . Borrower shall not enter into

	
adjudicate it bankrupt or insolvent, or seeking

	
closing of any sale of all or substantially all of the


	
any arrangement, agreement or commitment that

	
reorganization, arrangement, adjustment, or

	
Borrower's assets or stock. Borrower is required


	
relates to or involves Receipts, whether in the form of

	
composition of it or its debts; (d) Owner/Guarantor

	
to give SFSI fourteen days' written notice prior to


	
a purchase (such as a merchant cash advance) or a

	
sends a notice of termination of the Security

	
the suspension, dissolution or terminations its


	
loan against, or the sale or purchase of credits against,

	
Agreement and Guaranty; (e) Borrower suspends,

	
business.


	
any Receipts, cash deposits or future card or mobile

	
dissolves or terminates its business; (f) Borrower sells

	
3.5 Default Fee. Upon the Occurrence of any Event of


	
payment sales with any party other than SFSI without

	
all or substantially all of its assets; (g) Borrower

	
Default, and written notice to Borrower thereof,


	
its written permission.

	
makes or sends notice of any intended bulk sale or

	
Borrower shall pay to SFSI a default fee ("Default


	
2.11 Unencumbered Receipts. Borrower has good and

	
transfer by Borrower; (h) Borrower performs any act

	
Fee") of $2,500. This Default Fee shall be payable on


	
marketable title to all Receipts, free and clear of any

	
that encumbers the cash flow of the business placing

	
demand and stand in addition to any other fees or


	
and all liabilities, liens, claims, changes, restrictions,

	
undue stress on the viability of the operations and

	
penalties outlined within this Agreement, the Security


	
conditions, options, rights, mortgages, security

	
reduces the value of the Collateral or the security

	
Agreement or Guaranty.


	
interests, equities, pledges and encumbrances of any

	
interest granted in the Collateral under the Security

	
3.6 Bank Change Fee. Borrower shall pay to SFSI


	
kind or nature whatsoever or any other rights or

	
Agreement and Guaranty;; (i) Owner/Guarantor

	
$5,000.00 in the event that Borrower (i) uses multiple


	
interests that may be inconsistent with the transactions

	
performs any act that reduces the value of the

	
Bank accounts for deposits without the prior written


	
contemplated with, or adverse to the interests of,

	
Additional Collateral (as defined in the Security

	
consent of SFSI, or (ii) changes its Bank without the


	
SFSI.

	
Agreement and Guaranty) or the security interest

	
prior written consent of SFSI. Such Bank Change Fee


	
2.12 Business Purpose. Borrower is a valid business in

	
granted in the Additional Collateral under the Security

	
(i) shall be due and payable to SFSI on demand, (ii) is


	
good standing under the laws of the jurisdictions in

	
Agreement and Guaranty; (j) Borrower or

	
not exclusive of, and is cumulative with, any other fee


	
which it is organized and/or operates, and Borrower is

	
Owner/Guarantor performs any act that reduces the

	
or amount paid or payable to SFSI by Borrower


	
entering into this Agreement for business purposes

	
value of the Cross-Collateral (as defined in the

	
pursuant to this Agreement or the Security Agreement


	
and not as a consumer for personal, family or

	
Security Agreement and Guaranty); (k) Borrower or

	
and Guaranty; and (iii) shall not be construed as a


	
household purposes.

	
any Owner/Guarantor files any petition for bankruptcy

	
waiver of any Event of Default hereunder or under the


	
2.13 Default Under Other Contracts. Borrower's

	
under the United States code or an involuntary

	
Security Agreement and Guaranty or as otherwise


	
execution of or performance under this Agreement

	
petition for bankruptcy has been brought or is pending

	
operating to reduce or limit SFSI's rights or remedies


	
will not cause or create an event of default by

	
against Borrower or any Owner/Guarantor; or (l)

	
provided for hereunder, under the Security Agreement


	
Borrower under any contract with another person or

	
Borrower or Owner/Guarantor defaults under any of

	
and Guaranty or at law or in equity.


	
entity.

	
the terms, covenants and conditions of any other

	
3.7 Miscellaneous Service Fees. Borrower shall pay


	
2.14 Delivery of Confession of Judgment. Upon

	
agreement with SFSI including those with affiliated /

	
certain fees for services related to the origination and


	
execution of this Agreement, Borrower shall deliver to

	
associated businesses.

	
maintenance of accounts which may include but not


	
SFSI an executed Confession of Judgment, in the

	
3.2 Remedies. Upon the occurrence of an Event of

	
be limited to: Borrowers funding is done


	
form provided by SFSI, in favor of SFSI and its

	
Default that is not waived pursuant to Section 4.4

	
electronically to their designated bank account and


	
Funders in the amount of the Loan Amount.

	
hereof, SFSI may proceed to protect and enforce its

	
charged a fee of $35.00 for a Fed Wire or $15.00 for


	
2.15 Delivery of Assignment of Lease. Borrower and

	
rights or remedies by suit in equity or by action at law,

	
an ACH. The fee for underwriting and origination is


	
Owner/Guarantor authorize SFSI to receive pertinent

	
or both, whether for the specific performance of any

	
paid from the funded amount in accordance with the


	
information regarding the commercial lease for the

	
covenant, agreement or other provision contained

	
schedule below. If Borrower is utilizing a Bridge /


	
physical location of Borrower's business (the

	
herein, or to enforce the discharge of Borrower's and

	
Control Account, there is an upfront fee of $395.00


	
"Premises") from any applicable leasing company and

	
Owner's/Guarantor's obligations hereunder, under the

	
for the bank fees and administrative costs of


	
or agent. Upon execution of this Agreement,

	
Security Agreement and Guaranty, or pursuant to any

	
maintaining such account for each financing


	
Borrower shall deliver to SFSI an executed

	
other legal or equitable right or remedy. Upon SFSI's

	
agreement with Borrower. Fund transfers from


	
Assignment of Lease covering the Premises in favor

	
notice to Borrower of any Event of Default, the entire

	
Bridge / Control Accounts to Borrower's operating


	
of SFSI.

	
Repayment amount and unpaid fees not already paid

	
bank account will be charged $10.95 per month via


	
2.16 Sale of Business. Borrower shall not sell, dispose,

	
to SFSI shall become immediately due and payable to

	
ACH. This fee will continue if the bridge account


	
transfer or otherwise convey its business or assets

	
SFSI. In addition, upon an Event of Default (i) SFSI

	
remains open after the RTR is paid. Borrower will be


	
without (i) the express prior written consent of SFSI,

	
may enforce the provisions of the Security Agreement

	
charged $50.00 for each change of its operating bank


	
and (ii) the written agreement of any purchaser or

	
and Guaranty against the Borrower and

	
account once active with SFSI. Any administrative


	
transferee assuming all of Borrower's obligations

	
Owner/Guarantor; (ii) SFSI may enforce its security

	
adjustments associated with changes to the Specified


	
under this Agreement pursuant to documentation

	
interest in the Collateral, the Additional Collateral and

	
Percentage will incur a fee of $75.00 per occurrence.


	
satisfactory to SFSI.

	
the Cross-Collateral; (iii) SFSI may debit Borrower's

	
(All fees are subject to change)


	
2.17 Bridge Account. Borrower will not take any

	
depository accounts wherever situated by means of

	 
	
action to cause the Specified Percentage of the

	
ACH debit or facsimile signature on a computergenerated

	 
	
settlement amounts to be settled or delivered to any

	
check drawn on Borrower's bank account or

	
INITIALS:  RS


	
account other than the Bridge Account. Borrower will

	
otherwise; (iv) SFSI may enter the Confession of

	 
	
maintain a Minimum Balance in the Bridge Account.

	
Judgment as a judgment with the appropriate Clerk of

	
IV. MISCELLANEOUS
















Page 3 of 8


















	
4.1 Modifications; Agreements. No modification,

	 	
Agreement and Guaranty with or without prior written

	 	
AND SHALL BE INTERPRETED IN THE


	
amendment, waiver or consent of any provision of this

	 	
notice to Borrower and Owner/Guarantor. SFSI's

	 	
BROADEST WAY THE LAW WILL ALLOW.


	
Agreement or the Security Agreement and Guaranty

	 	
Funders shall be third party beneficiaries of all such

	 	
Covered claims


	
shall be effective unless the same shall be in writing

	 	
agreements. This Agreement and the Security

	 	
· You or we may arbitrate any claim, dispute or


	
and signed by SFSI.

	 	
Agreement and Guaranty shall be governed by and

	 	
controversy between you and us arising out of or


	
4.2 Assignment. Borrower acknowledges and

	 	
construed in accordance with the laws of the State of

	 	
related to your account, a previous related account


	
understands that SFSI is acting on its own behalf and

	 	
California, without regards to any applicable

	 	
or our relationship (called "Claims").


	
as the administrator and lead investor for a group of

	 	
principals of conflicts of law. Any suit, action or

	 	
· If arbitration is chosen by any party, neither


	
independent co- investors a list of which can be

	 	
proceeding arising hereunder or under the Security

	 	
you nor we will have the right to litigate that


	
provided to Borrower after funding and upon written

	 	
Agreement and Guaranty, or the interpretation,

	 	
Claim in court or have a jury trial on that


	
notice to SFSI. SFSI may assign, transfer or sell its

	 	
performance or breach hereof or thereof, shall, if SFSI

	 	
Claim.


	
rights to receive the Loan Amount and any accrued but

	 	
so elects, be instituted in any court sitting in Los

	 	
· Except as stated below, all Claims are subject to


	
unpaid interest or delegate its duties hereunder, either

	 	
Angeles County, State of California (the "Acceptable

	 	
arbitration, no matter what legal theory they're


	
in whole or in part.

	 	
Forums"). Borrower and Owner/Guarantor agree that

	 	
based on or what remedy (damages, or injunctive


	
4.3 Notices. All notices, requests, consent, demands and

	 	
the Acceptable Forums are convenient to them, and

	 	
or declaratory relief) they seek, including Claims


	
other communications hereunder and under the

	 	
submits to the jurisdiction of the Acceptable Forums

	 	
based on contract, tort (including intentional tort),


	
Borrower Security Agreement and Guaranty shall be

	 	
and waives any and all objections to jurisdiction or

	 	
fraud, agency, your or our negligence, statutory or


	
delivered by ordinary mail, effective upon mailing, to

	 	
venue. Should such proceeding be initiated in any

	 	
regulatory provisions, or any other sources of law;


	
the respective parties to this Agreement and the

	 	
other forum, Borrower and Owner/Guarantor waive

	 	
Claims made as counterclaims, cross-claims, thirdparty


	
Security Agreement and Guaranty at the addresses set

	 	
any right to oppose any motion or application made

	 	
claims, interpleaders or otherwise; Claims


	
forth in this Agreement and shall become effective

	 	
by SFSI to transfer such proceeding to an Acceptable

	 	
made regarding past, present, or future conduct;


	
only upon receipt. The Parties hereto may also send

	 	
Forum.

	 	
and Claims made independently or with other


	
such notices, requests, consent, demands and other

	 	
4.8 Survival of Representation, etc. All

	 	
claims. This also includes Claims made by or


	
communications via facsimile ("FAX") or electronic

	 	
representations, warranties and covenants herein and

	 	
against anyone connected with us or you or


	
mail ("Email") at such FAX numbers and email

	 	
in the Security Agreement and Guaranty shall survive

	 	
claiming through us or you, or by someone making


	
addresses communicated by the parties hereto in

	 	
the execution and delivery of this Agreement and the

	 	
a claim through us or you, such as a co-applicant,


	
writing.

	 	
Security Agreement and Guaranty and shall continue

	 	
authorized user, employee, agent, representative or


	
4.4 Waiver Remedies. No failure on the part of SFSI to

	 	
in full force until all obligations under this Agreement

	 	
an affiliated/parent/subsidiary company.


	
exercise, and no delay in exercising, any right under

	 	
and the Security Agreement and Guaranty shall have

	 	
Arbitration limits


	
this Agreement or the Security Agreement and

	 	
been satisfied in full and this Agreement and the

	 	
· Individual Claims filed in a small claims court are


	
Guaranty shall operate as a waiver thereof, nor shall

	 	
Security Agreement and Guaranty shall have

	 	
not subject to arbitration, as long as the matter


	
any single or partial exercise of any right under this

	 	
terminated.

	 	
stays in small claims court.


	
Agreement or the Security Agreement and Guaranty

	 	
4.9 Severability. In case any of the provisions in this

	 	
· We won't initiate arbitration to collect a debt from


	
preclude any other or further exercise thereof or the

	 	
Agreement or the Security Agreement and Guaranty is

	 	
you unless you choose to arbitrate or assert a


	
exercise of any other right. The remedies provided

	 	
found to be invalid, illegal or unenforceable in any

	 	
Claim against us. If you assert a Claim against us,


	
hereunder and under the Security Agreement and

	 	
respect, the validity, legality and enforceability of any

	 	
we can choose to arbitrate, including actions to


	
Guaranty are cumulative and not exclusive of any

	 	
other provision contained herein or therein shall not in

	 	
collect a debt from you. You may arbitrate on an


	
remedies provided by law or equity.

	 	
any way be affected or impaired.

	 	
individual basis Claims brought against you,


	
4.5 Solicitations. Borrower and each Owner/Guarantor

	 	
4.10 Entire Agreement. Any provision hereof and in the

	 	
including Claims to collect a debt.


	
authorizes SFSI and its affiliates to communicate

	 	
Security Agreement and Guaranty prohibited by law

	 	
· Claims brought as part of a class action, private


	
with, solicit and /or market to Borrower and each

	 	
shall be ineffective only to the extent of such

	 	
attorney general or other representative action can


	
Owner/Guarantor via regular mail, telephone, email

	 	
prohibition without invalidating the remaining

	 	
be arbitrated only on an individual basis. The


	
and facsimile in connection with the provision of

	 	
provisions hereof or thereof. This Agreement and the

	 	
arbitrator has no authority to arbitrate any claim on


	
goods or services by SFSI, its affiliates or any third

	 	
Security Agreement and Guaranty embody the entire

	 	
a class or representative basis and may award relief


	
party that SFSI shares, transfers, exchanges, discloses

	 	
agreement between Borrower, Owner/Guarantor and

	 	
only on an individual basis. If arbitration is


	
or provides information with and will hold SFSI, its

	 	
SFSI and supersede all prior agreements and

	 	
chosen by any party, neither you nor we may


	
affiliates and such third parties harmless against any

	 	
understandings relating to the subject matter hereof.

	 	
pursue a Claim as part of a class action or other


	
and all claims pursuant to the federal CAN-SPAM

	 	
4.11 JURY TRIAL WAIVER. TO THE EXTENT

	 	
representative action. Claims of 2 or more persons


	
ACT of 2003 (Controlling the Assault of Non-

	 	
PERMITTED BY APPLICABLE LAW, THE

	 	
may not be combined in the same arbitration.


	
Solicited Pornography and Marketing Act of 2003),

	 	
PARTIES HERETO WAIVE TRIAL BY JURY IN

	 	
However, applicants, co-applicants, authorized


	
the Telephone Consumer Protection Act (TCPA), and

	 	
ANY COURT IN ANY SUIT, ACTION OR

	 	
users on a single account and/or related accounts,


	
any and all other states of federal laws relating to

	 	
PROCEEDING ON ANY MATTER ARISING IN

	 	
or corporate affiliates are here considered as one


	
transmissions or solicitations by and any of the

	 	
CONNECTION WITH OR IN ANY WAY

	 	
person.


	
methods described above.

	 	
RELATED TO THE TRANSACTIONS OF

	 	
How arbitration works


	
4.6 Terminated Borrower File and Match File.

	 	
WHICH THIS AGREEMENT AND THE

	 	
· Arbitration shall be conducted by the American


	
Borrower expressly acknowledges that a Terminated

	 	
SECURITY AGREEMENT AND GUARANTY IS

	 	
Arbitration Association ("AAA") according to this


	
Borrower File ("TMF"), or any successor thereto, is

	 	
A PART OR THE ENFORECEMENT HEREOF

	 	
arbitration provision and the applicable AAA


	
maintained by MasterCard or VISA containing the

	 	
OR THEREOF. THE PARTIES HERETO

	 	
arbitration rules in effect when the claim is filed


	
business name and names and identification of

	 	
ACKNOWLEDGE THAT EACH MAKES THIS

	 	
("AAA Rules"), except where those rules conflict


	
principals of Borrowers which have been terminated

	 	
WAIVER KNOWINGLY, WILLINGLY AND

	 	
with this arbitration provision. You can obtain


	
for one or more of the reasons specified in

	 	
VOLUNTARILY AND WITHOUT DURESS, AND

	 	
copies of the AAA Rules at the AAA's website


	
MasterCard or VISA operating regulations. Such

	 	
ONLY AFTER EXTENSIVE CONSIDERATION

	 	
(www.adr.org) or by calling 800-778-7879. You or


	
reasons include, but are not limited to, fraud,

	 	
OF THE RAMIFICATIONS OF THIS WAIVER

	 	
we may choose to have a hearing, appear at any


	
counterfeit drafts, unauthorized transactions,

	 	
WITH THEIR ATTORNEYS.

	 	
hearing by phone or other electronic means, and/or


	
excessive charge-backs and retrieval requests, money

	 	
4.12. ARBITRATION. PLEASE READ THIS

	 	
be represented by counsel. Any in-person hearing


	
laundering, or where a high security risk exists.

	 	
PROVISION OF THE AGREEMENT

	 	
will be held in the same city as the U.S. District


	
4.7 Binding Effect; Governing Law, Venue and

	 	
CAREFULLY. THIS SECTION PROVIDES THAT

	 	
Court closet to your billing address.


	
Jurisdiction. This Agreement and the Security

	 	
DISPUTES MAY BE RESOLVED BY BINDING

	 	
· Arbitration may be requested any time, even where


	
Agreement and Guaranty shall be binding upon and

	 	
ARBITRATION. ARBITRATION REPLACES

	 	
there is a pending lawsuit, unless a trial has begun


	
inure to the benefit of Borrower, Owner/Guarantor,

	 	
THE RIGHT TO GO TO COURT, HAVE A JURY

	 	
or a final judgment entered. Neither you nor we


	
SFSI (and it's Funders) and their respective

	 	
TRIAL OR INITIATE OR PARTICIPATE IN A

	 	
waive the right to arbitrate by filing or serving a


	
successors and assigns, except that Borrower and

	 	
CLASS ACTION. IN ARBITRATION, DISPUTES

	 	
complaint, answer, counterclaim, motion, or


	
Owner/Guarantor shall not have the right to assign

	 	
ARE RESOLVED BY AN ARBITRATOR, NOT A

	 	
discovery in a court lawsuit. To choose arbitration,


	
their rights hereunder, under the Security Agreement

	 	
JUDGE OR JURY. ARBITRATION

	 	
a party may file a motion to compel arbitration in a


	
and Guaranty or any interest herein or therein without

	 	
PROCEDURES ARE SIMPLER AND MORE

	 	
pending matter and/or commence arbitration by


	
the prior written consent of SFSI which consent may

	 	
LIMITED THAN IN COURT. THIS

	 	
submitting the required AAA forms and requisite


	
be withheld in SFSI's sole discretion. SFSI reserves

	 	
ARBITRATION PROVISION IS GOVERNED BY

	 	
filing fees to the AAA.


	
the rights to assign this Agreement and the Security

	 	
THE FEDERAL ARBITRATION ACT (FAA),

	 	 





 


 



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· The arbitration shall be conducted by a single

	 	
· We will pay your share of the

	 	
appeal is final. A final award is subject to judicial


	
arbitrator in accord with this arbitration provision

	 	
arbitration fee for an arbitration of Claims of $75,000 or

	 	
review as provided by applicable law.


	
and the AAA Rules, which may limit discovery.

	 	
less if they are unrelated to debt collection. Otherwise,

	 	
Survival and Severability of Terms


	
The arbitrator shall not apply any federal or state

	 	
arbitration fees will be allocated according to the

	 	
· This arbitration provision shall survive changes in


	
rules of civil procedure for discovery, but the

	 	
applicable AAA Rules. If we prevail, we may not

	 	
this Agreement and termination of the account or


	
arbitrator shall honor claims of privilege

	 	
recover our arbitration fees, unless the arbitrator decides

	 	
the relationship between you and us, including the


	
recognized at law and shall take reasonable steps

	 	
you Claim was frivolous. All parties are responsible for

	 	
bankruptcy of any party and any sale of your


	
to protect account information and other

	 	
their own attorney's fees, expert fees and any other

	 	
account, or amounts owed on your account, to


	
confidential information of either party if

	 	
expenses, unless the arbitrator awards such fees or

	 	
another person or entity. If any part of this


	
requested to do so. The arbitrator shall apply

	 	
expenses to you or us based on applicable law.

	 	
arbitration provision is deemed invalid or


	
applicable substantive law consistent with the FAA

	 	
The final award

	 	
unenforceable, the other terms shall remain in


	
and applicable statute of limitations, and may

	 	
· Any award by an arbitrator is final unless a party

	 	
force, except that there can be no arbitration of a


	
award damages or other relief under applicable

	 	
appeals it in writing to the AAA within 30 days of

	 	
class or representative Claim. This arbitration


	
law.

	 	
notice of the award. The arbitration appeal shall

	 	
provision may not be amended, severed or waived,


	
· The arbitrator shall make any award in writing

	 	
be determined by a panel of 3 arbitrators. The

	 	
except as provided in this Agreement or in a


	
and, if requested by you or us, may provide a brief

	 	
panel will consider all facts and legal issues anew

	 	
written agreement between you and us.


	
statement of the reasons for the award. An

	 	
based on the same evidence presented in the prior

	 	
4.13 Facsimile and PDF Acceptance. Facsimile and


	
arbitration award shall decide the rights and

	 	
arbitration, and will make decisions based on a

	 	
PDF signatures shall be deemed acceptable for all


	
obligations only of the parties named in the

	 	
majority vote. Arbitration fees for the arbitration

	 	
purposes.


	
arbitration, and shall not have any bearing on any

	 	
appeal shall be allocated according to the

	 	 
	
other person or dispute.

	 	
applicable AAA Rules. An award by a panel on

	 	
INITIALS: RS


	
Paying for arbitration fees

	 	 	 	 





 


 



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STRATEGIC FUNDING SOURCE, INC - SECURITY AGREEMENT AND GUARANTY


 


 


	
Borrower's Legal Name:  PURA NATURALS, INC.  

	 	 	 	 
	
D/B/A: Pura Naturals

	 	 	 	
State of Incorporation / Organization: CA 


	
Physical Address: 23101 Lake Center Dr Ste

	 	
 City: Lake Forest 

	 	
State: CA 

	 	
 Zip: 92630-2898


	
100

	 	 	 	 	 	 
	
Federal ID# 47-4164403 

	 	 	 	 	 	 






SECURITY AGREEMENT







Security Interest. To secure Borrower's payment and performance obligations to SFSI and its affiliates or Funders under the Loan Agreement (the "Loan Agreement"), Borrower hereby grants to SFSI a security interest in (a) all accounts, chattel paper, cash, deposit accounts, documents, equipment, general intangibles, instruments, inventory, or investment property, as those terms are defined in Article 9 of the Uniform Commercial Code of the State of California as amended (the "UCC"), now or hereafter owned or acquired by Borrower; and (b) all proceeds, as that term is defined in Article 9 of the UCC (a and b collectively, the "Collateral").







Cross-Collateral. To secure Guarantor's payment and performance obligations to SFSI (and its Funders) under this Security Agreement and Guaranty (the "Agreement"),







Guarantor hereby grants SFSI, for itself and its Funders, a security interest in ADVANCED INNOVATIVE RECOVERY TECHNOLOGIES, INC. (d/b/a AIRTech) (the "Additional Collateral"). Guarantor understands that SFSI will have a security interest in the aforesaid Additional Collateral upon execution of this Agreement. Borrower and Guarantor each acknowledge and agree that any security interest granted to SFSI under any other agreement between Borrower or Guarantor and SFSI (the "Cross- Collateral") will secure the obligations hereunder and under the Loan Agreement. Borrower and Guarantor each agrees to execute any documents or take any action in connection with this Agreement as SFSI deems necessary to perfect or maintain SFSI's first priority security interest in the Collateral, the Additional Collateral and the Cross-Collateral, including the execution of any account control agreements.







Borrower and Guarantor each hereby authorizes SFSI to file any financing statements deemed necessary by SFSI to perfect or maintain SFSI's security interest, which financing statement may contain notification that Borrower and Guarantor have granted a negative pledge to SFSI with respect to the Collateral, the Additional Collateral and the Cross-Collateral, and that any subsequent lender or lienor may be tortiously interfering with SFSI's rights. Borrower and Guarantor shall be liable for and SFSI may charge and collect all costs and expenses, including but not limited to attorney's fees, which may be incurred by SFSI in protecting, preserving and enforcing SFSI's security interest and rights.







Negative Pledge. Borrower and Guarantor each agrees not to create, incur, assume, or permit to exist, directly or indirectly, any additional cash advances, loans, lien on or with respect to any of the Collateral , the Additional Collateral or the Cross-Collateral, as applicable without written permission of SFSI..







Consent to Enter Premises and Assign Lease. SFSI shall have the right to cure Borrower's default in the payment of rent on the following terms. In the event Borrower is served with papers in an action against Borrower for nonpayment of rent or for summary eviction, SFSI may execute its rights and remedies under the Assignment of Lease. Borrower also agrees that SFSI may enter into an agreement with Borrower's landlord giving SFSI the right: (a) to enter Borrower's premises and to take possession of the fixtures and equipment therein for the purpose of protecting and preserving same; and (b) to assign Borrower's lease to another qualified Borrower capable of operating a business comparable to Borrower's at such premises.







Remedies. Upon any Event of Default, SFSI may pursue any remedy available at law (including those available under the provisions of the UCC), or in equity to collect, enforce, or satisfy any obligations then owing, whether by acceleration or otherwise.







GUARANTY







Personal Guaranty. The undersigned Guarantor(s) hereby guarantees to SFSI, and its affiliates or Funders, Borrower's payment and performance of all of the representations, warranties, covenants made by Borrower in this Agreement and the Loan Agreement, as each agreement may be renewed, amended, extended or otherwise modified (the "Guaranteed Obligations"). Guarantor's obligations are due (i) at the time of any breach by Borrower of any representation, warranty, or covenant made by Borrower in this Agreement and the Loan Agreement, and (ii) at the time Borrower admits its inability to pay its debts, or makes a general assignment for the benefit of creditors, or any proceeding shall be instituted by or against Borrower seeking to adjudicate it bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, or composition of it or its debts.







Guarantor Waivers. In the event that Borrower fails to make a payment or perform any obligation when due under the Loan Agreement, SFSI may enforce its rights under this Agreement without first seeking to obtain payment from Borrower, any other guarantor, or any Collateral, Additional Collateral or Cross-Collateral SFSI may hold pursuant to this Agreement or any other guaranty.







SFSI does not have to notify Guarantor of any of the following events and Guarantor will not be released from its obligations under this Agreement if it is not notified of: (i) Borrower's failure to pay timely any amount owed under the Loan Agreement; (ii) any adverse change in Borrower's financial condition or business; (iii) any sale or other disposition of any collateral securing the Guaranteed Obligations or any other guarantee of the Guaranteed Obligations; (iv) SFSI's acceptance of this Agreement ; and (v) any renewal, extension or other modification of the Loan Agreement or Borrower's other obligations to SFSI. In addition, SFSI may take any of the following actions without releasing Guarantor from any of its obligations under this Agreement : (i) renew, extend or otherwise modify the Loan Agreement or Borrower's other obligations to SFSI; (ii) release Borrower from its obligations to SFSI; (iii) sell, release, impair, waive or otherwise fail to realize upon any collateral securing the Guaranteed Obligations or any other guarantee of the Guaranteed Obligations; and (iv) foreclose on any collateral securing the Guaranteed Obligations or any other guarantee of the Guaranteed Obligations in a manner that impairs or precludes the right of Guarantor to obtain reimbursement for payment under this Agreement. Until the Loan Amount plus any accrued but unpaid interest and Borrower's other obligations to SFSI under the Loan Agreement and this Agreement are paid in full, Guarantor shall not seek reimbursement from Borrower or any other guarantor for any amounts paid by it under this Agreement. Guarantor permanently waives and shall not seek to exercise any of the following rights that it may have against Borrower, any other guarantor, or any collateral provided by Borrower or any other guarantor, for any amounts paid by it, or acts performed by it, under this Agreement: (i) subrogation ; (ii) reimbursement; (iii) performance; (iv) indemnification; or (v) contribution. In the event that SFSI must return any amount paid by Borrower or any other guarantor of the Guaranteed Obligations because that person has become subject to a proceeding under the United States Bankruptcy Code or any similar law, Guarantor's obligations under this Agreement shall include that amount.




  


Guarantor Acknowledgement. Guarantor acknowledges that: (i) He/She understands the seriousness of the provisions of this Agreement ; (ii) He/She has had a full opportunity to consult with counsel of his/her choice; and (iii) He/She has consulted with counsel of its choice or has decided not to avail himself/herself of that opportunity.




 



Page 6 of 8












 



Joint and Several Liability. The obligations hereunder of the persons or entities constituting Guarantor under this Agreement are joint and several.







THE TERMS, DEFINITIONS, CONDITIONS AND INFORMATION SET FORTH IN THE "LOAN AGREEMENT", INCLUDING THE "TERMS AND CONDITIONS", ARE HEREBY INCORPORATED IN AND MADE A PART OF THIS SECURITY AGREEMENT AND GUARANTY. CAPITALIZED TERMS NOT DEFINED IN THIS SECURITY AGREEMENT AND GUARANTY, SHALL HAVE THE MEANING SET FORTH IN THE LOAN AGREEMENT, INCLUDING THE TERMS AND CONDITIONS.







MERCHANTS AND OWNERS/GUARANTORS ACKNOWLEDGE THAT THIS WRITING REPRESENTS THE ENTIRE AGREEMENT BETWEEN THE PARTIES HERETO. IT IS UNDERSTOOD THAT ANY REPRESENTATIONS OR ALLEGED PROMISES BY INDEPENDENT BROKERS OR AGENTS OF ANY PARTY IF NOT INCLUDED IN THIS WRITTEN AGREEMENT ARE CONSIDERED NULL AND VOID. ANY MODIFICATION OR OTHER ALTERATION TO THE AGREEMENT MUST BE IN WRITING AND EXECUTED BY THE PARTIES TO THIS CONTRACT.







	
MERCHANT #1

	 	 
	 	 	 
	
By Robert Switzer O1_SIG

	 	 Robert Switzer
	
(Print Name and Title)

	 	
(Signature)


	 	 	 
	
MERCHANT #2

	 	 
	
By O2_SIG

	 	 
	
(Print Name and Title)

	 	
(Signature)


	 	 	 
	
OWNER/GUARANTOR #1

	 	 
	
By Robert Switzer O1_SIG

	 	 Robert Switzer
	
(Print Name and Title)

	 	
(Signature)


	 	 	 
	
OWNER/GUARANTOR #2

	 	 
	
By O2_SIG

	 	 
	
(Print Name and Title)

	 	
(Signature)


	 	 	 










 


 


 


 


 



 



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