This Security Agreement (this "Agreement") is entered into as of January 19, 2004, by AURA SYSTEMS, INC.
a Delaware corporation (the "Debtor"), for the benefit of ________________ (the "Secured Party").
R E C I T A L S :
A. The Debtor has requested that the Secured Party extend a loan to the Debtor.
B. Such loan is to be evidenced by a Convertible Promissory Note dated the date hereof made by the Debtor
in favor of the Secured Party (the "Note").
C. Secured Party has required, as a condition of making such loan, that the Debtor grant a security interest in
all of its personal property to secure such loan and any other present or future obligations of the Debtor.
D. In order to induce the Secured Party to make such loan, the Debtor is willing to grant such security interest
as further provided herein.
E. Debtor has previously granted a first priority security interest in the same collateral in favor of Koyah
Leverage Partners, L.P., a Delaware limited partnership, as collateral agent (the "Koyah Collateral Agent") for
itself and Koyah Partners, L.P. a Delaware limited partnership (collectively "Koyah") to secure loans made by
NOW, THEREFORE, the Debtor hereby agrees with the Secured Party as follows:
ARTICLE I. DEFINITIONS
Unless otherwise defined herein, any terms used herein (whether or not capitalized, such as "accounts,"
"inventory" and "equipment") which are defined in the Uniform Commercial Code as enacted in the State of
Washington, as amended from time to time, shall have the meaning assigned to such term therein. Unless
otherwise defined herein, any capitalized terms used herein which are defined in the Note shall have the meaning
assigned to them therein. In addition, the following terms shall have the meaning set forth below:
"Collateral" means all of the Debtor's personal property and fixtures of every nature whether tangible or intangible
and whether now owned or hereafter acquired, wherever located