CREATION AND DESCRIPTION OF SECURITY INTEREST; TRANSFERABILITY; ESCROW. (a) In consideration of the loan to Pledgor, Pledgor, pursuant to the Commercial Code of the State of California, hereby pledges the Shares (sometimes referred to in this Agreement as the "Collateral"). If any of the Options are exercised, the certificates representing the Shares shall be delivered immediately, duly endorsed in blank or with executed stock powers, to the Secretary of Pledgee (the "Pledgeholder"), who shall hold said certificates subject to the terms and conditions of this Security Agreement. (b) The pledged stock (together with an executed blank stock assignment for use in transferring all or a portion of the Shares to Pledgee if, as and when required pursuant to this Security Agreement) shall be held by the Pledgeholder as security for the repayment of the Note, and any extensions or renewals thereof, to be executed by Pledgor pursuant to the terms of the Secured Loan Agreement. (c) Except as required to enable Pledgee to exercise its rights as a secured party, neither the Shares pledged under this Section 1 nor the Options may be sold, transferred, pledged, hypothecated or otherwise disposed of by Pledgor. (d) To ensure the ability of Pledgee to exercise its rights as a secured party hereunder, Pledgor shall, upon any exercise of the Option, deliver and deposit with the Secretary of Pledgee, or such other person designated by Pledgee, the share certificates representing the Shares, together with a stock power, duly endorsed in blank, in the form attached hereto as Exhibit B-1. The Shares and stock power(s) shall be held by Pledgee in escrow, until such time as the Note shall have been paid in full. As a further inducement to Pledgee to loan to Pledgor the funds represented by the Note, the spouse of Pledgor, if any, shall execute and deliver to Pledgee a Consent of Spouse in the form attached hereto as Exhibit B-2.
Appears in 1 contract
CREATION AND DESCRIPTION OF SECURITY INTEREST; TRANSFERABILITY; ESCROW. (a) In consideration of the loan to PledgorPledgor evidenced by the Notes, Pledgor, pursuant to the Commercial Code of the State of California, hereby pledges all of the Shares (sometimes referred to in this Agreement as the "Collateral"). If any ) to Pledgee, as security for the repayment of the Options are exercisedNotes, and any extensions or renewals of the certificates representing the Shares shall be delivered immediatelyNotes, duly endorsed in blank or with executed stock powers, to the Secretary of Pledgee (the "Pledgeholder"), who shall hold said certificates subject to the terms and conditions of this Security Agreementby Pledgor.
(b) The None of the Shares pledged stock under this Security Agreement may be sold, transferred, pledged, hypothecated or otherwise disposed of by Pledgor except as required to enable Pledgee to exercise its rights as a secured party under this Security Agreement or any additional Security Agreement entered or to be entered into between Pledgor and Pledgee and relating to the Shares (an "Additional Security Agreement"), or as otherwise agreed to by Pledgor.
(c) To ensure the ability of Pledgee to exercise its rights as a secured party hereunder, Pledgor shall, upon execution of this Agreement or when and as requested by Pledgee, deliver and deposit with the Secretary of Pledgee or such other person designated by Pledgee, ("Pledgeholder") the share certificates representing the Shares currently held by Pledgor, and to do the same in the future at such time as Pledgor may acquire additional certificates, together with an executed blank the stock assignment power, duly endorsed in blank, in the form attached hereto as ATTACHMENT A-1 to this Security Agreement for use in transferring all or a portion of the Shares to Pledgee if, as and when required pursuant to this Security Agreement; provided, however, that Borrower shall in no case be obligated to deliver certificates to Pledgee for Collateral in excess of an aggregate of 110,000 shares of the Pledgee's Common Stock (as adjusted for subsequent stock splits, recapitalizations and the like) shall be held by the Pledgeholder as security for the repayment of the Note, and any extensions or renewals thereof, to be executed by Pledgor pursuant to the terms of the Secured Loan Agreement.
(c) Except as required to enable Pledgee to exercise its rights as a secured party, neither the Shares pledged under this Section 1 nor the Options may be sold, transferred, pledged, hypothecated or otherwise disposed of by Pledgor.
(d) To ensure the ability of Pledgee to exercise its rights as a secured party hereunder, Pledgor shall, upon any exercise of the Option, deliver and deposit with the Secretary of Pledgee, or such other person designated by Pledgee, the share certificates representing the Shares, together with a stock power, duly endorsed in blank, in the form attached hereto as Exhibit B-1. The Shares and stock power(s) shall be held by Pledgee in escrow, Pledgeholder until such time as the Note Notes, or any extensions or renewals of the Notes, shall have been paid in fullbe discharged. As a further inducement to Pledgee to loan to Pledgor the funds represented by the NoteNotes, the spouse of Pledgor, if any, shall execute and deliver to Pledgee a the Consent of Spouse in the form attached hereto as Exhibit B-2ATTACHMENT A-2 to this Security Agreement.
Appears in 1 contract
Samples: Loan Agreement (Connetics Corp)
CREATION AND DESCRIPTION OF SECURITY INTEREST; TRANSFERABILITY; ESCROW. (a) In consideration of the loan to Pledgor, Pledgor, pursuant to the Commercial Code of the State of California, hereby pledges the Shares (sometimes referred to in this Agreement as the "Collateral"). If any of the Options are exercised, the certificates representing the Shares shall be delivered immediately, duly endorsed in blank or with executed stock powers, to the Secretary of Pledgee (the "Pledgeholder"), who shall hold said certificates subject to the terms and conditions of this Security Agreement.
(b) The pledged stock (together with an executed blank stock assignment for use in transferring all or a portion of the Shares to Pledgee if, as and when required pursuant to this Security Agreement) shall be held by the Pledgeholder as security for the repayment of the Note, and any extensions or renewals thereof, to be executed by Pledgor pursuant to the terms of the Secured Loan Agreement.
(c) Except as required to enable Pledgee to exercise its rights as a secured party, neither the Shares pledged under this Section 1 nor the Options may be sold, transferred, pledged, hypothecated or otherwise disposed of by Pledgor.
(d) To ensure the ability of Pledgee to exercise its rights as a secured party hereunder, Pledgor shall, upon any exercise of the OptionOptions, deliver and deposit with the Secretary of Pledgee, or such other person designated by Pledgee, the share certificates representing the Shares, together with a stock power, duly endorsed in blank, in the form attached hereto as Exhibit B-1. The Shares and stock power(s) shall be held by Pledgee in escrow, until such time as the Note shall have been paid in full. As a further inducement to Pledgee to loan to Pledgor the funds represented by the Note, the spouse of Pledgor, if any, shall execute and deliver to Pledgee a Consent of Spouse in the form attached hereto as Exhibit B-2.the
Appears in 1 contract
Samples: Secured Loan Agreement (Intermune Pharmaceuticals Inc)
CREATION AND DESCRIPTION OF SECURITY INTEREST; TRANSFERABILITY; ESCROW. (a) In consideration of the loan to Pledgor, Pledgor, pursuant to the Commercial Code of the State of California, hereby pledges the Shares (sometimes referred to in this Agreement as the "Collateral"). If any of the Options are exercised, the certificates representing the Shares shall be delivered immediately, duly endorsed in blank or with executed stock powers, to the Secretary of Pledgee (the "Pledgeholder"), who shall hold said certificates subject to the terms and conditions of this Security Agreement.
(b) The pledged stock (together with an executed blank stock assignment for use in transferring all or a portion of the Shares to Pledgee if, as and when required pursuant to this Security Agreement) shall be held by the Pledgeholder as security for the repayment of the Note, and any extensions or renewals thereof, to be executed by Pledgor pursuant to the terms of the Secured Loan Agreement.
(c) Except as required to enable Pledgee to exercise its rights as a secured party, neither the Shares pledged under this Section 1 nor the Options may be sold, transferred, pledged, hypothecated or otherwise disposed of by Pledgor.
(d) To ensure the ability of Pledgee to exercise its rights as a secured party hereunder, Pledgor shall, upon any exercise of the OptionOptions, deliver and deposit with the Secretary of Pledgee, or such other person designated by Pledgee, the share certificates representing the Shares, together with a stock power, duly endorsed in blank, in the form attached hereto as Exhibit B-1. The Shares and stock power(s) shall be held by Pledgee in escrow, until such time as the Note shall have been paid in full. As a further inducement to Pledgee to loan to Pledgor the funds represented by the Note, the spouse of Pledgor, if any, shall execute and deliver to Pledgee a Consent of Spouse in the form attached hereto as Exhibit B-2.
Appears in 1 contract
CREATION AND DESCRIPTION OF SECURITY INTEREST; TRANSFERABILITY; ESCROW. (a) In consideration of the loan to PledgorPledgor under the Secured Loan Agreement, Pledgor, pursuant to the Commercial Code of the State of California, hereby (i) grants to the Pledgee a security interest in the Property (subordinate only to any mortgage indebtedness incurred in connection with the purchase or refinance thereof) and (ii) pledges the Shares (sometimes referred to in this Agreement as the "Collateral"). If any of the Options are exercised, represented by the certificates representing the Shares shall be delivered immediatelytherefor, duly endorsed in blank or with executed stock powers, and herewith delivers such certificates existing as of the date hereof, and agrees to deliver such certificates as Pledgor may acquire in the future, to the Secretary of Pledgee (the "PledgeholderPLEDGEHOLDER"), who shall hold said certificates subject to the terms and conditions of this Security Agreement.
(b) The pledged stock (together with an executed blank stock assignment for use in transferring all or a portion of the Shares to Pledgee if, as and when required pursuant to this Security Agreement) shall be held by the Pledgeholder as security for the repayment of the Note, and any extensions or renewals thereof, to be executed by Pledgor pursuant to the terms of the Secured Loan Agreement.
(c) Except as required to enable Pledgee to exercise its rights as a secured party, neither none of the Shares pledged under this Section 1 nor the Options may be sold, transferred, pledged, hypothecated or otherwise disposed of by Pledgor.
(d) To ensure the ability of Pledgee to exercise its rights as a secured party hereunder, Pledgor shall, upon any exercise execution of the Optionthis Agreement, deliver and deposit with the Secretary Transfer Agent of Pledgee, or such other person designated by Pledgee, the share certificates representing the SharesShares currently held by Pledgor, and to do the same in the future at such time as Pledgor may acquire additional certificates, together with a stock power, duly endorsed in blank, in the form attached hereto as Exhibit B-1. The Shares and stock power(s) shall be held by Pledgee in escrow, until such time as the Note shall have been paid in full. As a further inducement to Pledgee to loan to Pledgor the funds represented by the Note, the spouse of Pledgor, if any, shall execute and deliver to Pledgee a the Consent of Spouse attached hereto as Exhibit B-2.
(e) The Property shall be secured pursuant to a deed of trust made by Pledgor, in the form attached hereto as Exhibit B-2C (the "DEED OF TRUST"), encumbering the Property, which Pledgor occupies as his principal place of residence.
Appears in 1 contract
CREATION AND DESCRIPTION OF SECURITY INTEREST; TRANSFERABILITY; ESCROW. (a) In consideration of the loan to PledgorPledgor under the Secured Loan Agreement, Pledgor, pursuant to the Commercial Code of the State of CaliforniaNevada, hereby pledges the such Shares (herein sometimes referred to in this Agreement as the "CollateralCOLLATERAL"). If any of the Options are exercised, ) represented by the certificates representing the Shares shall be delivered immediatelytherefor, duly endorsed in blank or with executed stock powers, and herewith delivers such certificates existing as of the date hereof, and agrees to deliver such certificates as Pledgor may acquire in the future in order to bring the Collateral to the desired share level, to the Secretary of Pledgee or the Secretary's designee (the "PledgeholderPLEDGEHOLDER"), who shall hold said certificates subject to the terms and conditions of this Security Agreement.
(b) The pledged stock (together with an executed blank stock assignment for use in transferring all or a portion of the Shares to Pledgee if, as and when required pursuant to this Security Agreement) shall be held by the Pledgeholder as security for the repayment of the Note, and any extensions or renewals thereof, to be executed by Pledgor pursuant to the terms of the Secured Loan Agreement.
(c) Except as required to enable Pledgee to exercise its rights as a secured party, neither none of the Shares pledged under this Section 1 nor the Options may be sold, transferred, pledged, hypothecated or otherwise disposed of by Pledgor.
(d) To ensure the ability of Pledgee to exercise its rights as a secured party hereunder, Pledgor shall, upon any exercise execution of the Optionthis Agreement, deliver and deposit with the Secretary of Pledgee, or such other person designated by Pledgee, the share certificates representing the SharesShares currently held by Pledgor, and to do the same in the future at such time as Pledgor may acquire additional certificates, together with a stock power, duly endorsed in blank, in the form attached hereto as Exhibit EXHIBIT B-1, provided, however, that Pledgor shall in no case be obligated to deliver certificates to Pledgee for Collateral in excess of the original aggregate number of shares of the Company's Common Stock constituting the Collateral hereunder, plus any additional shares relating thereto resulting from any stock splits, stock dividends or recapitalizations. The Shares and stock power(s) shall be held by Pledgee in escrow, until such time as the Note shall have been paid in fullfull or defaulted upon. As a further inducement to Pledgee to loan to Pledgor the funds represented by the Note, the spouse of Pledgor, if any, shall execute and deliver to Pledgee a Consent of Spouse in the form attached hereto as Exhibit EXHIBIT B-2, agreeing to the terms of this Agreement with respect to any community property interest she may or may not have in the pledged Shares.
Appears in 1 contract
Samples: Secured Loan Agreement (Igo Corp)
CREATION AND DESCRIPTION OF SECURITY INTEREST; TRANSFERABILITY; ESCROW. (a) In consideration of the loan to Pledgor, Pledgor, pursuant to the Commercial Code of the State of CaliforniaNevada, hereby pledges the Shares (herein sometimes referred to in this Agreement as the "CollateralCOLLATERAL"). If any of the Options are exercised, ) represented by the certificates representing the Shares shall be delivered immediatelytherefor, duly endorsed in blank or with executed stock powers, and herewith delivers such certificates existing as of the date hereof, and agrees to deliver such certificates as Pledgor may acquire in the future in order to bring the Collateral to the pledged Share level, to the Secretary of Pledgee or the Secretary's designee (the "PledgeholderPLEDGEHOLDER"), who shall hold said certificates subject to the terms and conditions of this Security Agreement. With such pledge, Pledgor hereby grants to Pledgee an unconditional, first priority security interest in the Shares.
(b) The pledged stock (together with an executed blank stock assignment for use in transferring all or a portion of the Shares to Pledgee if, as and when required pursuant to this Security Agreement) shall be held by the Pledgeholder as security for the repayment of the Note, and any extensions or renewals thereof, to be executed by Pledgor pursuant to the terms of the Secured Loan Agreement.
(c) Except as required to enable Pledgee to exercise its rights as a secured party, neither none of the Shares pledged under this Section 1 nor the Options may be sold, transferred, pledged, hypothecated or otherwise disposed of by Pledgor.
(d) To ensure the ability of Pledgee to exercise its rights as a secured party hereunder, Pledgor shall, upon any exercise execution of the Optionthis Agreement, deliver and deposit with the Secretary of Pledgee, or such other person designated by Pledgee, the share certificates representing the SharesShares currently held by Pledgor, and to do the same in the future at such time as Pledgor may acquire additional certificates, together with a stock power, duly endorsed in blank, in the form attached hereto as Exhibit B-1ATTACHMENT C-1, provided, however, that Pledgor shall in no case be obligated to deliver certificates to Pledgee for Collateral in excess of the original aggregate number of shares of the Company's Common Stock constituting the Collateral hereunder, plus any additional shares relating thereto resulting from any stock splits, stock dividends or recapitalizations. The Shares and stock power(s) shall be held by Pledgee in escrow, until such time as the Note shall have been paid in fullfull or defaulted upon. As a further inducement to Pledgee to loan to Pledgor the funds represented by the Note, the spouse of Pledgor, if any, shall execute and deliver to Pledgee a Consent of Spouse in the form attached hereto as Exhibit B-2ATTACHMENT C-2, agreeing to the terms of this Agreement with respect to any community property interest she may or may not have in the pledged Shares.
Appears in 1 contract
Samples: Separation Agreement (Igo Corp)
CREATION AND DESCRIPTION OF SECURITY INTEREST; TRANSFERABILITY; ESCROW. (a) In consideration of the loan to PledgorBorrower, PledgorBorrower, pursuant to the Commercial Code of the State of California, hereby pledges the Shares represented by (sometimes referred i) the certificates delivered herewith and (ii) the certificates issuable to in this Agreement as the "Collateral"). If any Borrower upon exercise of Borrower's outstanding options to purchase Common Stock of the Options are exercisedCompany, the certificates representing the Shares shall be delivered immediately, each as duly endorsed in blank or with executed stock powers, to the Secretary of Pledgee Company (the "Pledgeholder"), who shall hold said certificates subject to the terms and conditions of this Security Agreement. The pledged stock shall be deemed to specifically exclude shares of the Company's Common stock issued to Borrower pursuant to the Company's 1996 Employee Stock Purchase Plan.
(b) The pledged stock (together with an executed blank stock assignment for use in transferring all or a portion of the Shares to Pledgee Company if, as and when required pursuant to this Security Agreement) shall be held by the Pledgeholder as security for the repayment of the Note, and any extensions or renewals thereof, to be executed by Pledgor Borrower pursuant to the terms of the Secured Loan Agreement.
(c) Except as required to enable Pledgee Company to exercise its rights as a secured party, neither none of the Shares pledged under this Section 1 nor the Options 2 may be sold, transferred, pledged, hypothecated or otherwise disposed of by PledgorBorrower.
(d) To ensure the ability of Pledgee Company to exercise its rights as a secured party hereunder, Pledgor Borrower shall, upon any exercise execution of the Optionthis Agreement, deliver and deposit with the Secretary of PledgeeCompany, or such other person designated by PledgeeCompany, the share certificates representing the Shares, together with a stock power, duly endorsed in blank, in the form attached hereto as Exhibit B-1. The Shares and stock power(s) shall be held by Pledgee Company in escrow, until such time as the Note shall have been paid in full. As a further inducement to Pledgee to loan to Pledgor the funds represented by the Note, the spouse of Pledgor, if any, shall execute and deliver to Pledgee a Consent of Spouse in the form attached hereto as Exhibit B-2.
Appears in 1 contract
CREATION AND DESCRIPTION OF SECURITY INTEREST; TRANSFERABILITY; ESCROW. (a) In consideration of the loan to Pledgor, Pledgor, pursuant to the Commercial Code laws of the State of CaliforniaWashington, hereby pledges the Shares (sometimes referred to in this Agreement as the "Collateral"). If any of ) represented by the Options are exercised, the certificates representing the Shares shall be ---------- certificate delivered immediatelyherewith, duly endorsed in blank or with executed stock powers, to the Secretary of Pledgee (the "Pledgeholder"), who shall hold said certificates ------------ certificate subject to the terms and conditions of this Security Agreement.
(b) The pledged stock (together with an executed blank stock assignment for use in transferring all or a portion of the Shares to Pledgee if, as and when required pursuant to this Security Agreement) shall be held by the Pledgeholder as security for the repayment of the Note, and any extensions or renewals thereof, to be executed by Pledgor pursuant to the terms of the Secured Loan Agreement.
(c) Except as required to enable Pledgee to exercise its rights as a secured party, neither none of the Shares pledged under this Section 1 nor the Options may be sold, transferred, pledged, hypothecated or otherwise disposed of by Pledgor.
(d) To ensure the ability of Pledgee to exercise its rights as a secured party hereunder, Pledgor shall, upon any exercise execution of the Optionthis Agreement, deliver and deposit with the Secretary of Pledgee, or such other person designated by Pledgee, the share certificates certificate representing the Shares, together with a stock power, duly endorsed in blank, in the form attached hereto as Exhibit B-1. The Shares and stock power(s) shall be held by Pledgee in escrow, ----------- until such time as the Note shall have been paid in full. As a further inducement to Pledgee to loan to Pledgor the funds represented by the Note, the spouse of Pledgor, if any, shall execute and deliver to Pledgee a Consent of Spouse in the form attached hereto as Exhibit B-2.. -----------
Appears in 1 contract
Samples: Security Agreement (Pointshare Corp)
CREATION AND DESCRIPTION OF SECURITY INTEREST; TRANSFERABILITY; ESCROW. (a) In consideration of the loan to PledgorPledgor under the Amended and Restated Secured Loan Agreement, Pledgor, pursuant to the Commercial Code of the State of California, hereby (i) grants to the Pledgee a first-priority security interest in the Property (subordinate only to any purchase-money indebtedness incurred with respect thereto) and (ii) pledges the Shares (sometimes referred to in this Agreement as the "Collateral"). If any of the Options are exercised, represented by the certificates representing the Shares shall be delivered immediatelytherefor, duly endorsed in blank or with executed stock powers, and herewith delivers such certificates existing as of the date hereof, and agrees to deliver such certificates as Pledgor may acquire in the future, to the Secretary of Pledgee (the "PledgeholderPLEDGEHOLDER"), who shall hold said certificates subject to the terms and conditions of this Amended and Restated Security Agreement.
(b) The pledged stock (together with an executed blank stock assignment for use in transferring all or a portion of the Shares to Pledgee if, as and when required pursuant to this Amended and Restated Security Agreement) shall be held by the Pledgeholder as security for the repayment of the Note, and any extensions or renewals thereof, to be executed by Pledgor pursuant to the terms of the Amended and Restated Secured Loan Agreement.
(c) Except as required to enable Pledgee to exercise its rights as a secured party, neither none of the Shares pledged under this Section 1 nor the Options may be sold, transferred, pledged, hypothecated or otherwise disposed of by Pledgor.
(d) To ensure the ability of Pledgee to exercise its rights as a secured party hereunder, Pledgor shall, upon any exercise execution of the Optionthis Agreement, deliver and deposit with the Secretary Transfer Agent of Pledgee, or such other person designated by Pledgee, the share certificates representing the SharesShares currently held by Pledgor, and to do the same in the future at such time as Pledgor may acquire additional certificates, together with a stock power, duly endorsed in blank, in the form attached hereto as Exhibit B-1. The Shares and stock power(s) shall be held by Pledgee in escrow, until such time as the Note shall have been paid in full. As a further inducement to Pledgee to loan to Pledgor the funds represented by the Note, the spouse of Pledgor, if any, shall execute and deliver to Pledgee a the Consent of Spouse in the form attached hereto as Exhibit B-2.
Appears in 1 contract
