Pledge Agreement Securities



1. Parties. Agreement made [date] between [name] of [address] (Borrower) and [name], a [state] corporation having an office at [address] (Lender).

2. Collateral and Grant of Security Interest. Borrower grants Lender a security interest in the following stocks, bonds, and other securities, as well as the proceeds of such items (the Collateral):

[description of collateral]

3. Description of Obligation Secured. The security interest granted by this Instrument secures an indebtedness owed by Borrower to Lender in the principal sum of ........ dollars ($........) with interest at the rate of ........ percent (........%) per annum, payable on [date], evidenced by a promissory note of [date], signed by Borrower, and delivered to Lender on that date.

4. Delivery of Collateral. Borrower has, simultaneously with the signing of this Agreement, delivered the Collateral to Lender, together with stock powers signed in blank by Borrower and all other properly signed instruments that may be needed by Lender to sell or transfer the Collateral or any part of it.

[Alternative Paragraph]

4. Delivery of Collateral to Lenders. Borrower will deliver the Collateral to Lender no later than [number] days from the date of this Instrument, together with stock powers signed in blank by Borrower and all other properly signed instruments that may be needed by Lender to sell or transfer the Collateral or any part of it. Pending delivery of the Collateral, Borrower will hold the Collateral in trust for Lender, separate and distinct from Borrower's other property.

5. Borrower's Representation. Borrower owns the Collateral free of any claim by any third party. No one except Borrower and Lender has any ownership or security interest in the Collateral.

6. Borrower's Rights Prior to Default. Borrower has the right to vote the stock representing the Collateral, collect all dividends paid on the Collateral, and otherwise exercise all rights of the owner of the Collateral (except as limited by this Agreement) prior to any default under this Agreement.

7. Borrower to Help Maintain Valid Security Interest in Lender. Borrower shall do such acts as Lender may reasonably require from time to time to maintain a valid security interest in the Collateral in Lender, free of all other liens and claims, to secure payment of Borrower's indebtedness to Lender.

8. Default. Lender may dispose of the Collateral if any of the following events occur:

a. Borrower fails to pay any amount payable to Lender on the due date plus any applicable grace period; or

b. Borrower is otherwise in default under this Agreement or any agreement signed in connection with the indebtedness described in Paragraph 3.

9. Rights and Obligations After Default.

a. Notice of Disposition of Collateral. If any notification of an intended disposition of any of the Collateral is required by law, such notification shall be deemed reasonably and properly given if mailed at least [number] days before the disposition, postage prepaid, addressed to Borrower at the address shown in Paragraph 1.

b. Expenses of Disposition. Borrower agrees to pay Lender all expenses (including reasonable attorney fees) Lender incurs in disposing of the Collateral after Borrower's default.

10. Return of Collateral. Promptly after payment in full of all sums due to Lender in connection with the indebtedness described in Paragraph 3, Lender will return the Collateral to Borrower.

11. Governing Law. Borrower and Lender's rights, duties, and obligations under this Agreement shall, unless otherwise required by the laws of [state], be governed by the provisions of the Uniform Commercial Code of [state], as in effect from time to time.

[signature]

Borrower