SECURITY AGREEMENT

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Exhibit 10.21

SECURITY AGREEMENT

         THIS SECURITY AGREEMENT dated as of April 14, 2005 (" Security Agreement "), is made by APTAS, INC. , a Delaware corporation (" Grantor "), in favor of YP WEB PARTNERS, LLC , a Louisiana limited liability company (" Secured Party ").

RECITALS

        Pursuant to that certain Asset Purchase Agreement dated as of March 31, 2005 (as the same may be amended, modified or supplemented from time to time, the " Purchase Agreement ") among Grantor, Secured Party, YPSolutions.com, Inc., a Nevada corporation, and The Hammack-Jones Group, LLC, a Louisiana limited liability company (collectively, the " Members "), Grantor has agreed to purchase from Secured Party the Assets (as defined in the Purchase Agreement). At the Closing (as defined in the Purchase Agreement) the Grantor will pay to Secured Party, in cash, a total of $10,000,000, and will issue to Secured Party a promissory note in the face amount of $10,000,000, subject to conversion, adjustment and offset upon the terms thereof, substantially in the form attached to the Purchase Agreement as Exhibit B (the " Consideration Note "). At closing Grantor will also assume the Assumed Liabilities (as defined in the Purchase Agreement) by delivering to the Secured Party an Assumption Agreement in substantially the form of Exhibit C to the Purchase Agreement.

AGREEMENT

         NOW, THEREFORE , for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, and intending to be legally bound, Grantor hereby represents, warrants, covenants and agrees as follows:

         1.    DEFINED TERMS .    When used in this Security Agreement the following terms shall have the following meanings (such meanings being equally applicable to both the singular and plural forms of the terms defined):

        " Assets " has the meaning ascribed to such term in the Purchase Agreement.

        " Closing Date " has the meaning ascribed to such term in the Purchase Agreement.

        " Collateral " shall have the meaning assigned to such term in Section 2 of this Security Agreement.

        " Event of Default " means any "Event of Default" as defined in the Consideration Note.

        " Disclosure Schedule " shall mean the Disclosure Schedule as defined in and attached to the Purchase Agreement.

        " Intellectual Property " means algorithms, APIs, apparatus, IP cores, net lists, databases, data collections, diagrams, formulae, inventions (whether or not patentable), know-how, logos, marks (including brand names, product names, logos, and slogans), methods, network configurations and architectures, processes, proprietary information, protocols, schematics, specifications, software, software code (in any form, including source code and executable or object code), subroutines, techniques, user interfaces, URLs, web sites, works of authorship and other forms of technology (whether or not embodied in any tangible form and including all tangible embodiments of the foregoing, such as instruction manuals, laboratory notebooks, prototypes, samples, studies and summaries).

        " Intellectual Property Rights " means all past, present, and future rights of the following types, which may exist or be created under the laws of any jurisdiction in the world: (A) rights associated with works of authorship, including exclusive exploitation rights, copyrights, moral rights and mask works; (B) trademark and trade name rights and similar rights; (C) trade secret rights; (D) patent and industrial property rights; (E) other proprietary rights in Intellectual Property; and (F) rights in or

relating to registrations, renewals, extensions, combinations, divisions, and reissues of, and applications for, any of the rights referred to in clauses "(A)" through "(E)" above.

        " Lien " means any mortgage, lien, deed of trust, charge, pledge, security interest or other encumbrance.

        " Permitted Lien " means: (a) any Liens existing on the Closing Date created by Secured Party or any Member; (b) Liens for taxes, fees, assessments or other governmental charges or levies, either not delinquent or being contested in good faith by appropriate proceedings; (c) the claims or demands of landlords, carriers, warehousemen, mechanics, laborers, materialmen, and other like Persons arising by operation of law in the ordinary course of business, either not delinquent or being contested in good faith by appropriate proceedings; (d) licenses or sublicenses granted to others in the ordinary course of Grantor's business; (e) any right, title or interest of a licensor under a license; (f) Liens incurred or deposits made in the ordinary course of business in connection with workers' compensation, unemployment insurance and other types of social security; (g) Liens incurred or deposits made to secure the performance of tenders, bids, leases, statutory or regulatory obligations, surety and appeal bonds, government contracts, performance and return-of-money bonds, and other obligations of like nature (but not securing debt for borrowed money or the deferred purchase price of property), in each case in the ordinary course of business; and (h) Liens arising from judgments, decrees or attachments that have been stayed or bonded within fifteen (15) days after notice thereof.

        " Secured Obligations " means the obligation of Grantor to repay Secured Party all of the unpaid principal amount of, and accrued interest on (including any interest that accrues after the commencement of bankruptcy), the Consideration Note.

        " Security Agreement " means this Security Agreement and all Exhibits hereto, as the same may from time to time be amended, modified, supplemented or restated.

        " UCC " means the Uniform Commercial Code as the same may from time to time be in effect in the State of Colorado; provided, however, in the event that, by reason of mandatory provisions of law, any or all of the attachment, perfection or priority of Secured Party's security interest in any Collateral is governed by the Uniform Commercial Code as in effect in a jurisdiction other than the State of Colorado, the term " UCC " shall mean the Uniform Commercial Code as in effect at such time in such other jurisdiction for purposes of the provisions hereof relating to such attachment, perfection or priority and for purposes of definitions related to such provisions.

         2.    GRANT OF SECURITY INTEREST .    As collateral security for the full, prompt, complete and final payment and performance when due (whether at stated maturity, by acceleration or otherwise) of all the Secured Obligations, Grantor hereby assigns, conveys, mortgages, pledges, hypothecates and transfers to Secured Party, and hereby grants to Secured Party, a first-priority continuing security interest in and to all of Grantor's right, title and interest in and to the following properties and assets, in each case whether now or hereafter existing, whether tangible or intangible, or in which Grantor now has or hereafter acquires an interest and wherever the same may be located (the " Collateral "):

         (a)    All inventories and work-in-progress of Grantor sold by Secured Party to Grantor;

         (b)    All equipment, materials, prototypes, tools, supplies, vehicles, furniture, fixtures and improvements sold by Secured Party to Grantor, including without limitation the tangible assets identified in Part 2.10 of the Disclosure Schedule;

         (c)    All advertising and promotional materials possessed by Grantor sold by Secured Party to Grantor;

         (d)    All Intellectual Property and Intellectual Property Rights and related goodwill of Grantor sold by Secured Party to Grantor, including without limitation the right to use the names "YPSolutions", "YPSolutions.com", and "YP Web Partners" and variations of each such name,

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including without limitation the Intellectual Property and Intellectual Property Rights identified in Part 2.12 of the Disclosure Schedule, and all modifications, improvements, new versions or other enhancements of any of the foregoing (but excluding any portion of such modifications, improvements, new versions and other enhancements that result primarily from integration of Intellectual Property sold by Secured Party with Intellectual Property of Grantor or its affiliates);

         (e)    All rights of Grantor under any contract assigned to Grantor by Secured Party, including without limitation those contracts identified in Part 2.13 of the Disclosure Schedule, and under any contract to which Grantor becomes a party after the Closing, but only if and to the extent that such Contract pertains or relates to the Intellectual Property and Intellectual Property Rights sold by Secured Party to Grantor, together with all amendments, modifications, or replacements of any of the foregoing;

         (f)     All claims (including claims for past infringement or misappropriation of Intellectual Property or Intellectual Property Rights sold by Secured Party to Grantor) and causes of action of Grantor against other persons (regardless of whether or not such claims and causes of action have been asserted by Grantor), and all rights of indemnity, warranty rights, rights of contribution, rights to refunds, rights of reimbursement and other rights of recovery possessed by Grantor (regardless of whether such rights are currently exercisable), in each case arising from or relating to the Assets, but excluding all claims and causes of action of Grantor under the Asset Purchase Agreement against Secured Party or the Members; and

         (g)