Pledge Sale of Business

Agreement made this _____ day of ______, 20 __ by and between _______________ ("Debtor") and _______________ ("Secured Party").

The parties agree that :

1. The Debtor acknowledges receipt of _____________ ( $ _________ ) Dollars as a purchase money loan from the Secured Party, evidenced by a certain promissory note of even date, given as payment in the purchase of _________________ from said Secured Party.

2. The Debtor hereby pledges, assigns, transfers, and sets over to the Secured Party all his/her rights, title, and interest in _________________ as collateral security for the repayment of the loan. Said collateral is delivered herewith to be held by said Secured Party in pledge.

3. In the event of a default in the payment of the loan, the Secured Party is fully authorized and empowered, without notice to, and without demand for payment from, the Debtor, to sell the collateral at public or private sale provided, however, that should the proceeds from the sale of the collateral exceed the value of the then outstanding loan balance plus reasonable attorney fees and costs, then the excess value of the proceeds shall be remitted to the Debtor.

Dated: ______________.


Secured Party