MASTER SECURITY AGREEMENT
dated as of November 12, 2003 (“Agreement”)
THIS AGREEMENT is between General Electric Capital Corporation (together with its successors and assigns, if any,
“Secured Party”) and Inspire Pharmaceuticals, Inc. (“Debtor”). Secured Party has an office at 401 Merritt 7, Suite 23, Norwalk,
CT 06851-1177. Debtor is a corporation organized and existing under the laws of the state of Delaware (“the State”). Debtor’s
mailing address and chief place of business is 4222 Emperor Boulevard, Suite 470, Durham, NC 27703.
1. CREATION OF SECURITY INTEREST.
Debtor grants to Secured Party, its successors and assigns, a security interest in and against all property listed on any
collateral schedule now or in the future annexed to or made a part of this Agreement (“Collateral Schedule”), and in and against
all additions, attachments, accessories and accessions to such property, all substitutions, replacements or exchanges therefor,
and all insurance and/or other proceeds thereof (all such property is individually and collectively called the “Collateral”). This
security interest is given to secure the payment and performance of all debts, obligations and liabilities of any kind whatsoever
of Debtor to Secured Party, now existing or arising in the future, including but not limited to the payment and performance of
certain Promissory Notes from time to time identified on any Collateral Schedule (collectively “Notes” and each a “Note”), and
any renewals, extensions and modifications of such debts, obligations and liabilities (such Notes, debts, obligations and
liabilities are called the “Indebtedness”).
2. REPRESENTATIONS, WARRANTIES AND COVENANTS OF DEBTOR.
Debtor represents, warrants and covenants as of the date of this Agreement and as of the date of each Collateral Schedule
(a) Debtor’s exact legal name is as set forth in the preamble of this Agreement and Debtor is, and will remain, duly
organized, existing and in good standing under