PURCHASE-MONEY SECURITY INTEREST

To secure Buyer’s prompt and complete payment and performance of any and all present and future indebtedness, obligations and liabilities of Buyer to PMAD, Buyer hereby grants PMAD a first-priority security interest, with priority over all other liens, claims and encumbrances, in all inventory of goods purchased by Buyer from PMAD, wherever located, and whether now existing or hereafter arising or acquired from time to time, and in all accessions thereto and replacements or modifications thereof, as well as all proceeds (including insurance proceeds) of the foregoing. Buyer acknowledges that the security interest granted under this Section 10 is a purchase-money security interest under California law. PMAD may file a financing statement for such security interest and Buyer shall execute such statements or other documentation necessary to perfect PMAD’s security interest in such Goods. Buyer also authorizes PMAD to execute, on Buyer’s behalf, such statements or other documentation necessary to perfect PMAD’s security interest in such Goods. PMAD shall be entitled to all applicable rights and remedies of a secured party under applicable Law.