SECURITY AGREEMENT EQUIPMENT

This Security Agreement is entered into this 30th day of September, 2009, between GEOFFREY C. WEBER, as Trustee of the Pak-It Members’ Trust, 221 Turner Street, Clearwater, Florida 33756, hereinafter referred to as "Secured Party", and PAK-IT, LLC and DICKLER CHEMICAL LABORATORIES, INC ., both of 221 Turner Street, Clearwater, Florida 33756 hereinafter referred to, individually and collectively, as "Debtor".  The parties agree as follows:

1.  To secure the payment of indebtedness evidenced by a promissory note or notes executed by 310 Holdings, Inc. to Secured Party and any all extensions and renewals thereof and any and all liabilities or obligations of 310 Holdings, Inc. or Debtor to Secured Party, direct or indirect, absolute or contingent, now existing or hereafter arising, now due or hereafter to become due, Debtor does hereby grant a continuing security interest in the collateral described in Paragraph 2 hereof.

2.  Collateral.  The collateral is all furniture, furnishings, machinery and other equipment of the Debtor together with all replacements, repairs, additions and accessions to the property and all other furniture, furnishings, machinery and other equipment in which Debtor may acquire an interest subsequent to this security agreement.  As further security, Debtor grants to Secured Party a security interest in all property of Debtor which is or may hereafter be in Secured Party's possession in any capacity, including all monies owed or to be owed by Secured Party to Debtor and with respect to all of such property, Secured Party shall have the same rights as it has with respect to the Collateral.

3.  Debtors Covenants.  Debtor shall:

(a) keep and maintain the collateral in good condition and repair and not misuse or abuse it, waste or allow it to deteriorate except for ordinary wear and tear;

(b)  insure the collateral (until this security agreement is terminated) against fire and all other expected risks to which it is exposed and those which the Secured Party may designate, with policies and amounts acceptable to the Secured Party and payable to both Debtor and the Secured Party, as their interests appear, and with duplicate policies deposited with the Secured Party;

(c)  keep the collateral at the Debtors’ existing places of business where the Secured Party may inspect it at any time, and not remove it unless Debtor notifies the Secured Party in writing and the Secured Party consents in writing in advance of its removal to another location;

(d) Debto