Share Pledge Agreement Design
Purpose
This Share Pledge Agreement (the "Agreement") is made and entered into on the [Date] by and between [Pledgor's Name], a [Entity Type] organized and existing under the laws of [State/Country], with its principal office located at [Pledgor's Address] (hereinafter referred to as "Pledgor"), and [Pledgee's Name], a [Entity Type] organized and existing under the laws of [State/Country], with its principal office located at [Pledgee's Address] (hereinafter referred to as "Pledgee").
Recitals
WHEREAS, the Pledgor is the legal owner of certain shares of [Company's Name] ("Shares");
WHEREAS, the Pledgor wishes to pledge the Shares to the Pledgee as security for the obligations as described below;
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties hereto agree as follows:
Pledge of Shares
Section 1: Pledge
The Pledgor hereby pledges, assigns, and grants to the Pledgee a security interest in and to the Shares as collateral for the repayment of [Specify Obligations/Debts] of the Pledgor.
Section 2: Delivery of Shares
The Pledgor shall deliver the certificate(s) representing the Shares duly endorsed in blank, or accompanied by stock powers duly executed in blank, to the Pledgee. The Pledgee shall hold the certificate(s) in accordance with the terms set forth in this Agreement.
Section 3: Representations and Warranties
The Pledgor represents and warrants that it is the sole legal and beneficial owner of the Shares and that the Shares are free and clear of all liens and encumbrances other than those created by this Agreement.
Obligations of the Parties
Section 4: Rights and Remedies of Pledgee
Upon the occurrence of an Event of Default under this Agreement, the Pledgee shall have the right to exercise its rights and remedies with respect to the Shares, including selling the Shares and applying the proceeds to settle the obligations of the Pledgor.
Section 5: Pledgee's Duty of Care
The Pledgee shall exercise reasonable care in the custody and preservation of the Shares while held by the Pledgee pursuant to this Agreement.
Miscellaneous
Section 6: Governing Law
This Agreement shall be governed by and construed in accordance with the laws of [State/Country].
Section 7: Entire Agreement
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes any prior agreements or understandings.
Section 8: Amendments
No amendment or modification of this Agreement shall be valid or binding unless made in writing and signed by both parties.
Signatures
IN WITNESS WHEREOF, the parties have executed this Share Pledge Agreement as of the date first above written.
[YOUR NAME]
Pledgor
Pledgee
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