SECURITY AGREEMENT, dated as of October 25, 2000, between GREAT AMERICAN VENTURE, LLC, a California
limited liability company (“ Grantor ”), and GENERAL ELECTRIC CAPITAL CORPORATION, a corporation organized under the
banking laws of the State of New York (“ Lender ”).
W I T N E S S E T H :
WHEREAS, pursuant to that certain Credit Agreement dated as of the date hereof by and between Grantor and
Lender (including all annexes, exhibits and schedules thereto, as from time to time amended, restated, supplemented or
otherwise modified, the “ Credit Agreement ”), Lender has agreed to make Revolving Credit Advances and to incur Letter of
Credit Obligations on behalf of Grantor;
WHEREAS, in order to induce Lender to enter into the Credit Agreement and the other Loan Documents and to make
the Revolving Credit Advances and to incur Letter of Credit Obligations as provided for in the Credit Agreement, Grantor has
agreed to grant a continuing Lien on the Collateral to secure the Obligations;
NOW, THEREFORE, in consideration of the premises and mutual covenants herein contained and for other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
1. DEFINED TERMS . All capitalized terms used but not otherwise defined herein have the meanings given to them in the Credit
Agreement. All other undefined terms contained in this Security Agreement, unless the context indicates otherwise, have the
meanings provided for by Article 9 of the Code to the extent the same are used or defined therein.
2. GRANT OF LIEN .
2.1 To secure the prompt and complete payment, performance and observance of all of the Obligations, Grantor hereby
grants, assigns, conveys, mortgages, pledges, hypothecates and transfers to Lender a security interest in and lien upon all of
Grantor’s right, title and interest in, to and under the following property, whether now owned by or owing to, or hereafter
acquired by or arising