BY AND AMONG
OCEAN BIO-CHEM, INC.,
STAR-BRITE DISTRIBUTING, INC.,
STAR BRITE AUTOMOTIVE, INC.,
STAR BRITE DISTRIBUTING (CANADA), INC.
AND KINPACK INC.
DATED AS OF JULY 1, 2002
THIS INSTRUMENT PREPARED BY
JOHN F. ANDREWS
CAPELL & HOWARD, P.C.
P. O. BOX 2069
MONTGOMERY, AL 36102-2069
THIS SECURITY AGREEMENT dated as of July 1, 2002, is entered into by and among OCEAN BIO-
CHEM, INC. ("Ocean"), STAR-BRITE DISTRIBUTING, INC.
("Distributing"), STAR BRITE AUTOMOTIVE, INC. ("Automotive") and STAR BRITE DISTRIBUTING
(CANADA), INC. ("Canada"), corporations organized and existing under the laws of the State of Florida,
KINPAK INC., ("KINPAK") a corporation organized and existing under the laws of the State of Alabama and
REGIONS BANK, an Alabama banking corporation (the "Bank"). Ocean, Distributing, Automotive, Canada
and KINPAK are herein sometimes referred to as the "Borrowers."
R E C I T A L S:
The Borrowers have requested that the Bank provide to the Borrowers the following credit facilities (the "Credit
Facilities"): (i) a direct-pay irrevocable letter of credit (the "Substitute Letter") securing the payment of
$4,000,000 Industrial Refunding Revenue Bonds (KINPAK INC. Project) Series 1997 currently outstanding in
the principal amount of $3,280,000 (the "1997 Bonds") issued by The Industrial Development Board of the City
of Montgomery (the "Board"), (ii) a direct-pay irrevocable letter of credit (the "Letter of Credit") securing the
payment of $3,500,000 Industrial Development Revenue Bonds (KINPAK INC. Project) Series 2002 (the
"2002 Bonds") to be issued by the Board, and (iii) a revolving working capital line of credit (the "Revolving Line
of Credit") in the maximum amount outstanding at any time of $5,000,000.
The 1997 Bonds were issued pursuant to a Trust Indenture dated as of December 1, 1996, as amended and
supplemented by First Supplemental Trust Indenture dated as of March