Common use of Pledge and Grant of Security Interests Clause in Contracts

Pledge and Grant of Security Interests. (a) In order to secure the full and punctual payment of the Obligations in accordance with the terms thereof, the Pledgor hereby pledges to and with the Administrative Agent for the ratable benefit of itself, the Banks, the Syndication Agent and the Documentation Agent and grants to the Administrative Agent on behalf of itself, the Banks, the Syndication Agent and the Documentation Agent a security interest in the Collateral. (b) On any date on which the Pledgor desires to pledge Shares hereunder, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee: (i) a Supplement to this Agreement in the form of Annex A hereto identifying such Shares; and (ii) certificates representing such Shares duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such Shares to the Administrative Agent or its nominee. (c) On the First Pledge Date and at such other times as may be required under Section 3.3(c), the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Borrower duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (d) On each date, if any, on which a Parent Subsidiary Agreement shall have been executed and delivered by all of the parties thereto, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Parent Subsidiary party thereto in which the Pledgor has any right, title or interest duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (e) The Security Interests are granted as security only and shall not subject the Banks, the Syndication Agent, the Documentation Agent or the Administrative Agent to, or transfer or in any way affect or modify, any obligation or liability of the Pledgor with respect to any of the Collateral or any transaction in connection therewith.

Pledge and Grant of Security Interests. Pledgor hereby pledges, collaterally assigns, hypothecates and transfers to Lender all Pledged Stock, together with appropriate undated assignments separate from the Certificates duly executed in blank, and hereby grants to and creates in favor of Lender liens and security interests in the Pledged Stock as collateral security for (a) In order to secure the full due and punctual payment when due (whether at maturity, by acceleration or otherwise) in full of all amounts due under the Senior Notes (as the same may be amended, restated, supplemented, modified, extended or replaced from time to time) in the aggregate face amount as of the Obligations in accordance with date hereof of Twelve Million Dollars ($12,000,000) executed and delivered by Pledgor to Lender pursuant to the terms thereofLoan Agreement; (b) the due and punctual performance and observance by Pledgor of all other Borrower's Liabilities; (c) the due and punctual performance and observance by Pledgor of all of its agreements, obligations, liabilities and duties under this Pledge Agreement, the Pledgor hereby pledges Loan Agreement and the other Loan Documents; (d) all amounts due to the Lender under the Senior Notes, including any and with all modifications, extensions, renewals or refinancings thereof and including, without limitation, all principal, interest and other amounts due under the Administrative Agent for the ratable benefit of itselfSenior Notes; (e) all sums advanced by, or on behalf of, the BanksLender in connection with, or relating to, the Syndication Agent and the Documentation Agent and grants to the Administrative Agent on behalf of itselfLoan Agreement, the BanksSenior Notes or the Pledged Stock including, without limitation, any and all sums advanced to preserve the Syndication Agent and Pledged Stock, or to perfect the Documentation Agent a Lender's security interest in the Collateral. Pledged Stock; (bf) On in the event of any date on which proceeding to enforce the Pledgor desires satisfaction of the obligations, or any of them, or to pledge Shares hereunderpreserve and protect their rights under the Loan Agreement, the Pledgor shall deliver Senior Notes, this Pledge Agreement or cause to be delivered any other agreement, document or instrument relating to the Administrative Agent or its nominee: (i) a Supplement to this Agreement transactions contemplated in the form Loan Agreement, the reasonable expenses of Annex A hereto identifying such Shares; and (ii) certificates representing such Shares duly endorsed retaking, holding, preparing for sale, selling or otherwise disposing of or realizing on the Pledged Stock, or of any exercise by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor Lender of its rights, together with reasonable attorneys' fees, expenses and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such Shares to the Administrative Agent or its nominee. court costs; (cg) On the First Pledge Date and at such other times as may be required under Section 3.3(c)any indebtedness, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Borrower duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (d) On each date, if any, on which a Parent Subsidiary Agreement shall have been executed and delivered by all of the parties thereto, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Parent Subsidiary party thereto in which the Pledgor has any right, title or interest duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (e) The Security Interests are granted as security only and shall not subject the Banks, the Syndication Agent, the Documentation Agent or the Administrative Agent to, or transfer or in any way affect or modify, any obligation or liability of the Pledgor with respect to the Lender, whether direct or indirect, joint or several, absolute or contingent, now or hereafter existing, however created or arising and however evidenced; (h) any indebtedness, obligation or liability of the Collateral Pledgor under or any transaction in connection therewithwith any Interest Rate Protection Agreement; and (i) all costs incurred by Lender to obtain, perfect, preserve and enforce the liens and security interests granted by this Pledge Agreement, the Loan Agreement and the other Loan Documents, to collect the Obligations Secured Hereby (as hereinafter defined) and to maintain and preserve the Pledged Stock, with such costs including, without limitation, expenditures made by Lender for attorneys' fees and other legal expenses and expenses of collection, possession and sale of the Pledged Stock, together with interest on all such costs at the Default Rate (the foregoing subsections (a) through (i) are collectively referred to herein as the "OBLIGATIONS SECURED HEREBY"). Notwithstanding anything above in this Section 2 to the contrary, the Pledged Stock shall not be collateral security for amounts outstanding under the Subordinated Debenture that are deemed to be Tier 2 Capital of Pledgor in accordance with the rules and regulations of the FRB applicable to the capital status of the subordinated debt of bank holding companies, without giving effect to the limitation imposed by the second sentence of 12 C.F.R. ss.250.166(e), which limits the capital treatment of subordinated debt during the five years immediately preceding the maturity date of the subordinated debt.

Pledge and Grant of Security Interests. Pledgor hereby pledges, assigns, hypothecates and transfers to Bank all Pledged Stock, together with appropriate undated assignments separate from the Certificates duly executed in blank, and hereby grants to and creates in favor of Bank liens and security interests in the Pledged Stock as collateral security for (ai) In order to secure the full due and punctual payment when due (whether at maturity, by acceleration or otherwise) in full of all amounts due under the Obligations in accordance with the terms thereof, the Pledgor hereby pledges to and with the Administrative Agent for the ratable benefit of itself, the Banks, the Syndication Agent and the Documentation Agent and grants to the Administrative Agent on behalf of itself, the Banks, the Syndication Agent and the Documentation Agent a security interest Term Promissory Note in the Collateral. aggregate amount of Fifteen Million Dollars (b$15,000,000.00) On any date on which the Pledgor desires to pledge Shares hereunder, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee: (i) a Supplement to this Agreement in the form of Annex A hereto identifying such Shares; and (ii) certificates representing such Shares duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such Shares to the Administrative Agent or its nominee. (c) On the First Pledge Date and at such other times as may be required under Section 3.3(c), the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Borrower duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (d) On each date, if any, on which a Parent Subsidiary Agreement shall have been executed and delivered by all of the parties thereto, the Pledgor shall deliver or cause Borrower to be delivered Bank pursuant to the Administrative Agent or its nominee certificates representing all Loan Agreement; (ii) the due and punctual performance and observance by the Obligors of their respective agreements, obligations, liabilities and duties under the issued Loan Documents, including, without limitation the Loan Agreement and outstanding shares of the capital stock of Guaranty; (iii) the Parent Subsidiary party thereto in which the Pledgor has any right, title or interest duly endorsed due and punctual performance and observance by the Pledgor of all of its agreements, obligations, liabilities and duties under this Collateral Assignment Agreement; (iv) all debts, obligations or accompanied liabilities of every kind and description of any one or more of the Obligors to Bank, now due or to become due, direct or indirect, absolute or contingent, presently existing or hereafter arising, joint or several, secured or unsecured, whether for payment or performance, regardless of how the same arise or by undated stock powers duly executed in blank what instrument, agreement or book account they may be evidenced, or whether evidenced by any instrument, agreement or book account, including, without limitation, all loans (including any loan by renewal or extension), all overdrafts, all guarantees and all other evidences of indebtedness, howsoever owned, held or acquired by the Pledgor Bank; and in form appropriate in (v) all costs incurred by Bank to obtain, perfect, preserve and enforce the judgment liens and security interests granted by this Collateral Assignment Agreement, to collect the Obligations Secured Hereby (as hereinafter defined) and to maintain and preserve the Pledged Collateral, with such costs including but not limited to expenditures made by Bank for reasonable attorneys' fees and other legal expenses and expenses of collection, possession and sale of the Administrative Agent Pledged Collateral, together with interest on all such costs at the Default Rate (the foregoing subsections (i), (ii), (iii), (iv), and (v) are collectively referred to transfer record ownership of such shares to herein as the Administrative Agent or its nominee"Obligations Secured Hereby"). (e) The Security Interests are granted as security only and shall not subject the Banks, the Syndication Agent, the Documentation Agent or the Administrative Agent to, or transfer or in any way affect or modify, any obligation or liability of the Pledgor with respect to any of the Collateral or any transaction in connection therewith.

Pledge and Grant of Security Interests. The Pledgor hereby pledges, collaterally assigns, hypothecates and transfers to the Lender all Pledged Stock, together with appropriate undated assignments separate from the Certificates duly executed in blank, and hereby grants to and creates in favor of the Lender liens and security interests in the Pledged Stock as collateral security for (a) In order to secure the full due and punctual payment when due (whether at maturity, by acceleration or otherwise) in full of all amounts due under the Senior Notes (as the same may be amended, restated, supplemented, modified, extended or replaced from time to time) in the aggregate face amount as of the Obligations in accordance with date hereof of Twelve Million Dollars ($12,000,000) executed and delivered by the terms thereofBorrower to the Lender pursuant to the Loan Agreement; (b) the due and punctual performance and observance by the Borrower of all other Borrower’s Liabilities; (c) the due and punctual performance and observance by the Borrower of all of its agreements, obligations, liabilities and duties under the Loan Agreement and the other Loan Documents and the Pledgor under this Pledge Agreement; (d) all amounts due to the Lender under the Senior Notes, including any and all modifications, extensions, renewals or refinancings thereof and including, without limitation, all principal, interest and other amounts due under the Senior Notes; (e) all sums advanced by, or on behalf of, the Pledgor hereby pledges to and with the Administrative Agent for the ratable benefit of itselfLender in connection with, or relating to, the BanksLoan Agreement, the Syndication Agent Senior Notes or the Pledged Stock including, without limitation, any and all sums advanced to preserve the Documentation Agent and grants Pledged Stock, or to perfect the Administrative Agent on behalf of itself, the Banks, the Syndication Agent and the Documentation Agent a Lender’s security interest in the Collateral. Pledged Stock; (b1) On in the event of any date on which proceeding to enforce the Pledgor desires satisfaction of the obligations, or any of them, or to pledge Shares hereunderpreserve and protect their rights under the Loan Agreement, the Pledgor shall deliver Senior Notes, this Pledge Agreement or cause to be delivered any other agreement, document or instrument relating to the Administrative Agent or its nominee: (i) a Supplement to this Agreement transactions contemplated in the form Loan Agreement, the reasonable expenses of Annex A hereto identifying such Shares; and (ii) certificates representing such Shares duly endorsed retaking, holding, preparing for sale, selling or otherwise disposing of or realizing on the Pledged Stock, or of any exercise by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor Lender of its rights, together with reasonable attorneys’ fees, expenses and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such Shares to the Administrative Agent or its nominee. court costs; (cg) On the First Pledge Date and at such other times as may be required under Section 3.3(c)any indebtedness, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Borrower duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (d) On each date, if any, on which a Parent Subsidiary Agreement shall have been executed and delivered by all of the parties thereto, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Parent Subsidiary party thereto in which the Pledgor has any right, title or interest duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (e) The Security Interests are granted as security only and shall not subject the Banks, the Syndication Agent, the Documentation Agent or the Administrative Agent to, or transfer or in any way affect or modify, any obligation or liability of the Pledgor with respect to the Lender, whether direct or indirect, joint or several, absolute or contingent, now or hereafter existing, however created or arising and however evidenced; (h) any indebtedness, obligation or liability of the Collateral Pledgor under or in connection with any interest rate swap, cap, collar or other hedging or derivative agreement, to which the Lender or any transaction affiliate of the Lender is the counterparty, intended to mitigate interest rate risk, along with any other related agreement or instrument executed in connection therewith; and (i) all costs incurred by the Lender to obtain, perfect, preserve and enforce the liens and security interests granted by this Pledge Agreement, the Loan Agreement and the other Loan Documents, to collect the Obligations Secured Hereby (as defined below) and to maintain and preserve the Pledged Stock, with such costs including, without limitation, expenditures made by the Lender for attorneys’ fees and other legal expenses and expenses of collection, possession and sale of the Pledged Stock, together with interest on all such costs at the Default Rate (the foregoing subsections (a) through (h) are collectively referred to herein as the “Obligations Secured Hereby”). Notwithstanding anything above in this Article H to the contrary, (a) the Pledged Stock shall not be collateral security for amounts outstanding under the Subordinated Debenture that are deemed to be Tier 2 Capital of the Borrower in accordance with the rules and regulations of the FRB applicable to the capital status of the subordinated debt of bank holding companies, without giving effect to the limitation imposed by the second sentence of 12 C.F.R. 250.166(e)(1), which limits the capital treatment of subordinated debt during the five years immediately preceding the maturity date of the subordinated debt, and (b) the “Obligations Secured Hereby” shall not include amounts outstanding under the Subordinated Debenture.

Pledge and Grant of Security Interests. Pledgor hereby pledges, collaterally assigns, hypothecates and transfers to Lender all Pledged Stock, together with appropriate undated assignments separate from the Certificates duly executed in blank, and hereby grants to and creates in favor of Lender liens and security interests in the Pledged Stock as collateral security for (a) In order to secure the full due and punctual payment when due (whether at maturity, by acceleration or otherwise) in full of all amounts due under the Senior Notes (as the same may be amended, restated, supplemented, modified, extended or replaced from time to time) in the aggregate face amount as of the Obligations in accordance with date hereof of Sixty-Five Million Dollars ($65,000,000) executed and delivered by Pledgor to Lender pursuant to the terms thereofLoan Agreement; (b) the due and punctual performance and observance by Pledgor of all other Borrower’s Liabilities; (c) the due and punctual performance and observance by Pledgor of all of its agreements, obligations, liabilities and duties under this Pledge Agreement, the Pledgor hereby pledges Loan Agreement and the other Loan Documents; (d) all amounts due to the Lender under the Senior Notes, including any and with all modifications, extensions, renewals or refinancings thereof and including, without limitation, all principal, interest and other amounts due under the Administrative Agent for the ratable benefit of itselfSenior Notes; (e) all sums advanced by, or on behalf of, the BanksLender in connection with, or relating to, the Syndication Agent and the Documentation Agent and grants to the Administrative Agent on behalf of itselfLoan Agreement, the BanksSenior Notes or the Pledged Stock including, without limitation, any and all sums advanced to preserve the Syndication Agent and Pledged Stock, or to perfect the Documentation Agent a Lender’s security interest in the Collateral. Pledged Stock; (bf) On in the event of any date on which proceeding to enforce the Pledgor desires satisfaction of the obligations, or any of them, or to pledge Shares hereunderpreserve and protect their rights under the Loan Agreement, the Pledgor shall deliver Senior Notes, this Pledge Agreement or cause to be delivered any other agreement, document or instalment relating to the Administrative Agent or its nominee: (i) a Supplement to this Agreement transactions contemplated in the form Loan Agreement, the reasonable expenses of Annex A hereto identifying such Shares; and (ii) certificates representing such Shares duly endorsed retaking, holding, preparing for sale, selling or otherwise disposing of or realizing on the Pledged Stock, or of any exercise by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor Lender of its rights, together with reasonable attorneys’ fees, expenses and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such Shares to the Administrative Agent or its nominee. court costs; (cg) On the First Pledge Date and at such other times as may be required under Section 3.3(c)any indebtedness, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Borrower duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (d) On each date, if any, on which a Parent Subsidiary Agreement shall have been executed and delivered by all of the parties thereto, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Parent Subsidiary party thereto in which the Pledgor has any right, title or interest duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (e) The Security Interests are granted as security only and shall not subject the Banks, the Syndication Agent, the Documentation Agent or the Administrative Agent to, or transfer or in any way affect or modify, any obligation or liability of the Pledgor to the Lender, whether direct or indirect, joint or several, absolute or contingent, now or hereafter existing, however created or arising and however evidenced; (h) any indebtedness, obligation or liability of the Pledgor under or in connection with any Interest Rate Protection Agreement; and (i) all costs incurred by Lender to obtain, perfect, preserve and enforce the liens and security interests granted by this Pledge Agreement, the Loan Agreement and the other Loan Documents, to collect the Obligations Secured Hereby (as hereinafter defined) and to maintain and preserve the Pledged Stock, with such costs including, without limitation, expenditures made by Lender for attorneys’ fees and other legal expenses and expenses of collection, possession and sale of the Pledged Stock, together with interest on all such costs at the Default Rate (the foregoing subsections (a) through (i) are collectively referred to herein as the “Obligations Secured Hereby”). Notwithstanding anything above in this Section 2 to the contrary, (i) the Pledged Stock shall not be collateral security for amounts outstanding under the Subordinated Debenture that are deemed to be Tier 2 Capital of Pledgor in accordance with the rules and regulations of the FRB applicable to the capital status of the subordinated debt of bank holding companies, without giving effect to the limitation imposed by the second sentence of 12 C.F.R. §250.166(e), which limits the capital treatment of subordinated debt during the five years immediately preceding the maturity date of the subordinated debt, and (ii) the pledge, collateral assignment, hypothecation, transfer, grant and creation to and in favor of Lender contemplated in the first sentence of this Section 2 with respect to any the outstanding capital stock of Piedmont Bank shall be of no force and effect until the consummation of the Collateral or any transaction in connection therewithPiedmont Merger.”

Pledge and Grant of Security Interests. Pledgor hereby pledges, collaterally assigns, hypothecates and transfers to Lender all of the Pledged Stock, together with appropriate undated assignments separate from the Certificates duly executed in blank, and hereby grants to and creates in favor of Lender liens and security interests in the Pledged Stock as collateral security for: (a) In order to secure the full due and punctual payment when due (whether at maturity, by acceleration or otherwise) in full of all amounts due under the Senior Notes (as the same may be amended, restated, supplemented, modified, extended or replaced from time to time) in the aggregate face amount as of the date hereof of THIRTY MILLION FIVE HUNDRED THOUSAND DOLLARS ($30,500,000) executed and delivered by Pledgor to Lender pursuant to the Loan Agreement; (b) the due and punctual performance and observance by Pledgor of all other Pledgor’s Liabilities; (c) the due and punctual performance and observance by Pledgor of all of its agreements, obligations, liabilities and duties under this Pledge Agreement, the Loan Agreement and the other Loan Documents; (d) all amounts due to Lender under the Senior Notes, including any and all modifications, extensions, renewals or refinancings thereof and including, without limitation, all principal, interest and other amounts due under the Senior Notes; (e) all sums advanced by, or on behalf of, Lender in connection with, or relating to, the Loan Agreement, the Senior Notes or the Pledged Stock including, without limitation, any and all sums advanced to preserve the Pledged Stock, or to perfect Lender’s security interest in the Pledged Stock; (f) in the event of any proceeding to enforce the satisfaction of the obligations, or any of them, or to preserve and protect their rights under the Loan Agreement, the Senior Notes, this Pledge Agreement or any other agreement, document or instrument relating to the transactions contemplated in the Loan Agreement, the reasonable expenses of retaking, holding, preparing for sale, selling or otherwise disposing of or realizing on the Pledged Stock, or of any exercise by Lender of its rights, together with reasonable attorneys’ fees, expenses and court costs; (g) any indebtedness, obligation or liability of Pledgor to Lender, whether direct or indirect, joint or several, absolute or contingent, now or hereafter existing, however created or arising and however evidenced; (h) any indebtedness, obligation or liability of Pledgor under or in connection with any Interest Rate Protection Agreement; and (i) all costs incurred by Lender to obtain, perfect, preserve and enforce the liens and security interests granted by this Pledge Agreement, the Loan Agreement and the other Loan Documents, to collect the Obligations Secured Hereby (as hereinafter defined) and to maintain and preserve the Pledged Stock, with such costs including, without limitation, expenditures made by Lender for attorneys’ fees and other legal expenses and expenses of collection, possession and sale of the Pledged Stock, together with interest on all such costs at the Default Rate (the foregoing subsections (a) through (i) are collectively referred to herein as the “Obligations Secured Hereby”). Notwithstanding anything above in this Section 2 to the contrary, the Pledged Stock shall not be collateral security for amounts outstanding under the Subordinated Debenture that are deemed to be Tier 2 Capital of Pledgor in accordance with the terms thereof, rules and regulations of the Pledgor hereby pledges to and with the Administrative Agent for the ratable benefit of itself, the Banks, the Syndication Agent and the Documentation Agent and grants FRB applicable to the Administrative Agent on behalf capital status of itselfthe subordinated debt of bank holding companies, the Banks, the Syndication Agent and the Documentation Agent a security interest in the Collateral. (b) On any date on which the Pledgor desires to pledge Shares hereunder, the Pledgor shall deliver or cause to be delivered without giving effect to the Administrative Agent or its nominee: (i) a Supplement to this Agreement in the form of Annex A hereto identifying such Shares; and (ii) certificates representing such Shares duly endorsed limitation imposed by the Pledgor or accompanied by undated stock powers duly executed in blank by second sentence of 12 C.F.R. §250.166(e), which limits the Pledgor and in form appropriate in capital treatment of subordinated debt during the judgment five years immediately preceding the maturity date of the Administrative Agent to transfer record ownership of such Shares to the Administrative Agent or its nomineesubordinated debt. (c) On the First Pledge Date and at such other times as may be required under Section 3.3(c), the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Borrower duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (d) On each date, if any, on which a Parent Subsidiary Agreement shall have been executed and delivered by all of the parties thereto, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Parent Subsidiary party thereto in which the Pledgor has any right, title or interest duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (e) The Security Interests are granted as security only and shall not subject the Banks, the Syndication Agent, the Documentation Agent or the Administrative Agent to, or transfer or in any way affect or modify, any obligation or liability of the Pledgor with respect to any of the Collateral or any transaction in connection therewith.

Pledge and Grant of Security Interests. Pledgor hereby pledges, collaterally assigns, hypothecates and transfers to Lender all Pledged Stock, together with appropriate undated assignments separate from the Certificates duly executed in blank, and hereby grants to and creates in favor of Lender liens and security interests in the Pledged Stock as collateral security for (a) In order to secure the full due and punctual payment when due (whether at maturity, by acceleration or otherwise) in full of all amounts due under the Notes evidencing the Senior Loans (as such Notes may be amended, restated, supplemented, modified, extended or replaced from time to time) in the aggregate face amount as of the Obligations in accordance with date hereof of Forty Million Dollars ($40,000,000) executed and delivered by Pledgor to Lender pursuant to the terms thereofLoan Agreement; (b) the due and punctual performance and observance by Pledgor of all other Borrower’s Liabilities; (c) the due and punctual performance and observance by Pledgor of all of its agreements, obligations, liabilities and duties under this Pledge Agreement, the Pledgor hereby pledges Loan Agreement and the other Loan Documents; (d) all amounts due to the Lender under the Senior Notes, including any and with all modifications, extensions, renewals or refinancings thereof and including, without limitation, all principal, interest and other amounts due under the Administrative Agent for the ratable benefit of itselfSenior Notes; (e) all sums advanced by, or on behalf of, the BanksLender in connection with, or relating to, the Syndication Agent and the Documentation Agent and grants to the Administrative Agent on behalf of itselfLoan Agreement, the BanksSenior Notes or the Pledged Stock including, without limitation, any and all sums advanced to preserve the Syndication Agent and Pledged Stock, or to perfect the Documentation Agent a Lender’s security interest in the Collateral. Pledged Stock; (bf) On in the event of any date on which proceeding to enforce the Pledgor desires satisfaction of the obligations, or any of them, or to pledge Shares hereunderpreserve and protect their rights under the Loan Agreement, the Pledgor shall deliver Senior Notes, this Pledge Agreement or cause to be delivered any other agreement, document or instrument relating to the Administrative Agent or its nominee: (i) a Supplement to this Agreement transactions contemplated in the form Loan Agreement, the reasonable expenses of Annex A hereto identifying such Shares; and (ii) certificates representing such Shares duly endorsed retaking, holding, preparing for sale, selling or otherwise disposing of or realizing on the Pledged Stock, or of any exercise by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor Lender of its rights, together with reasonable attorneys’ fees, expenses and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such Shares to the Administrative Agent or its nominee. court costs; (cg) On the First Pledge Date and at such other times as may be required under Section 3.3(c)any indebtedness, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Borrower duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (d) On each date, if any, on which a Parent Subsidiary Agreement shall have been executed and delivered by all of the parties thereto, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Parent Subsidiary party thereto in which the Pledgor has any right, title or interest duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (e) The Security Interests are granted as security only and shall not subject the Banks, the Syndication Agent, the Documentation Agent or the Administrative Agent to, or transfer or in any way affect or modify, any obligation or liability of the Pledgor with respect to the Lender, whether direct or indirect, joint or several, absolute or contingent, now or hereafter existing, however created or arising and however evidenced; (h) any indebtedness, obligation or liability of the Collateral Pledgor under or any transaction in connection therewithwith any Interest Rate Protection Agreement; and (i) all costs incurred by Lender to obtain, perfect, preserve and enforce the liens and security interests granted by this Pledge Agreement, the Loan Agreement and the other Loan Documents, to collect the Obligations Secured Hereby (as hereinafter defined) and to maintain and preserve the Pledged Stock, with such costs including, without limitation, expenditures made by Lender for attorneys’ fees and other legal expenses and expenses of collection, possession and sale of the Pledged Stock, together with interest on all such costs at the Default Rate (the foregoing subsections (a) through (i) are collectively referred to herein as the “Obligations Secured Hereby”). Notwithstanding anything above in this Section 2 to the contrary, the Pledged Stock shall not be collateral security for amounts outstanding under the Subordinated Debenture that are deemed to be Tier 2 Capital of Pledgor in accordance with the rules and regulations of the FRB applicable to the capital status of the subordinated debt of bank holding companies, without giving effect to the limitation imposed by the second sentence of 12 C.F.R. §250.166(e), which limits the capital treatment of subordinated debt during the five years immediately preceding the maturity date of the subordinated debt.”

Pledge and Grant of Security Interests. Pledgor hereby pledges, collaterally assigns, hypothecates and transfers to Administrative Agent, for the benefit of Lenders, all Pledged Stock, together with appropriate undated assignments separate from the Certificates duly executed in blank, and hereby grants to and creates in favor of Administrative Agent, for the benefit of Lenders, Liens and security interests in the Pledged Stock as collateral security for: (a) In order to secure the full due and punctual payment payment, performance and observance by Pledgor of all Obligations; (b) the due and punctual performance and observance by Pledgor of all of its agreements, obligations, liabilities and duties under this Pledge Agreement, the Credit Agreement and the other Loan Documents; (c) all sums advanced by, or on behalf of, Administrative Agent and Lenders in connection with, or relating to, the Credit Agreement, this Pledge Agreement, the other Loan Documents or the Pledged Stock including, without limitation, any and all sums advanced to preserve the Pledged Stock, or to perfect Administrative Agent’s Lien in the Pledged Stock; (d) in the event of any proceeding to enforce the satisfaction of the Obligations Obligations, or any of them, or to preserve and protect their rights under the Credit Agreement, this Pledge Agreement or any other agreement, document or instrument relating to the transactions contemplated in accordance with the terms thereofCredit Agreement, the Pledgor hereby pledges reasonable expenses of retaking, holding, preparing for sale, selling or otherwise disposing of or realizing on the Pledged Stock, or of any exercise by Administrative Agent of its rights, together with reasonable attorneys’ fees, expenses and court costs; and (e) all costs incurred by Administrative Agent to obtain, perfect, preserve and enforce the Liens and security interests granted by this Pledge Agreement, the Credit Agreement and the other Loan Documents, to collect the Obligations Secured Hereby (as hereinafter defined) and to maintain and preserve the Pledged Stock, with the such costs including, without limitation, expenditures made by Administrative Agent for the ratable benefit attorneys’ fees and other legal expenses and expenses of itselfcollection, the Banks, the Syndication Agent possession and the Documentation Agent and grants to the Administrative Agent on behalf of itself, the Banks, the Syndication Agent and the Documentation Agent a security interest in the Collateral. (b) On any date on which the Pledgor desires to pledge Shares hereunder, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee: (i) a Supplement to this Agreement in the form of Annex A hereto identifying such Shares; and (ii) certificates representing such Shares duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment sale of the Administrative Agent to transfer record ownership of Pledged Stock, together with Default Interest on all such Shares to amounts (the Administrative Agent or its nominee. foregoing subsections (ca) On the First Pledge Date and at such other times as may be required under Section 3.3(c), the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Borrower duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (d) On each date, if any, on which a Parent Subsidiary Agreement shall have been executed and delivered by all of the parties thereto, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Parent Subsidiary party thereto in which the Pledgor has any right, title or interest duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. through (e) The Security Interests are granted collectively referred to herein as security only and shall not subject the Banks, the Syndication Agent, the Documentation Agent or the Administrative Agent to, or transfer or in any way affect or modify, any obligation or liability of the Pledgor with respect to any of the Collateral or any transaction in connection therewith“Obligations Secured Hereby”).

Pledge and Grant of Security Interests. Pledgor hereby pledges, collaterally assigns, hypothecates and transfers to Lender all Pledged Stock, together with appropriate undated assignments separate from the Certificates duly executed in blank, and hereby grants to and creates in favor of Lender liens and security interests in the Pledged Stock as collateral security for (a) In order to secure the full due and punctual payment when due (whether at maturity, by acceleration or otherwise) in full of all amounts due under the Senior Notes (as the same may be amended, restated, supplemented, modified, extended or replaced from time to time) in the aggregate face amount as of the Obligations in accordance with date hereof of Forty Million Dollars ($40,000,000) executed and delivered by Pledgor to Lender pursuant to the terms thereofLoan Agreement; (b) the due and punctual performance and observance by Pledgor of all other Borrower’s Liabilities; (c) the due and punctual performance and observance by Pledgor of all of its agreements, obligations, liabilities and duties under this Pledge Agreement, the Pledgor hereby pledges Loan Agreement and the other Loan Documents; (d) all amounts due to the Lender under the Senior Notes, including any and with all modifications, extensions, renewals or refinancings thereof and including, without limitation, all principal, interest and other amounts due under the Administrative Agent for the ratable benefit of itselfSenior Notes; (e) all sums advanced by, or on behalf of, the BanksLender in connection with, or relating to, the Syndication Agent and the Documentation Agent and grants to the Administrative Agent on behalf of itselfLoan Agreement, the BanksSenior Notes or the Pledged Stock including, without limitation, any and all sums advanced to preserve the Syndication Agent and Pledged Stock, or to perfect the Documentation Agent a Lender’s security interest in the Collateral. Pledged Stock; (bf) On in the event of any date on which proceeding to enforce the Pledgor desires satisfaction of the obligations, or any of them, or to pledge Shares hereunderpreserve and protect their rights under the Loan Agreement, the Pledgor shall deliver Senior Notes, this Pledge Agreement or cause to be delivered any other agreement, document or instrument relating to the Administrative Agent or its nominee: (i) a Supplement to this Agreement transactions contemplated in the form Loan Agreement, the reasonable expenses of Annex A hereto identifying such Shares; and (ii) certificates representing such Shares duly endorsed retaking, holding, preparing for sale, selling or otherwise disposing of or realizing on the Pledged Stock, or of any exercise by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor Lender of its rights, together with reasonable attorneys' fees, expenses and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such Shares to the Administrative Agent or its nominee. court costs; (cg) On the First Pledge Date and at such other times as may be required under Section 3.3(c)any indebtedness, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Borrower duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (d) On each date, if any, on which a Parent Subsidiary Agreement shall have been executed and delivered by all of the parties thereto, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Parent Subsidiary party thereto in which the Pledgor has any right, title or interest duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (e) The Security Interests are granted as security only and shall not subject the Banks, the Syndication Agent, the Documentation Agent or the Administrative Agent to, or transfer or in any way affect or modify, any obligation or liability of the Pledgor with respect to the Lender, whether direct or indirect, joint or several, absolute or contingent, now or hereafter existing, however created or arising and however evidenced; (h) any indebtedness, obligation or liability of the Collateral Pledgor under or any transaction in connection therewithwith any Interest Rate Protection Agreement; and (i) all costs incurred by Lender to obtain, perfect, preserve and enforce the liens and security interests granted by this Pledge Agreement, the Loan Agreement and the other Loan Documents, to collect the Obligations Secured Hereby (as hereinafter defined) and to maintain and preserve the Pledged Stock, with such costs including, without limitation, expenditures made by Lender for attorneys’ fees and other legal expenses and expenses of collection, possession and sale of the Pledged Stock, together with interest on all such costs at the Default Rate (the foregoing subsections (a) through (i) are collectively referred to herein as the “Obligations Secured Hereby”). Notwithstanding anything above in this Section 2 to the contrary, the Pledged Stock shall not be collateral security for amounts outstanding under the Subordinated Debenture that are deemed to be Tier 2 Capital of Pledgor in accordance with the rules and regulations of the FRB applicable to the capital status of the subordinated debt of bank holding companies, without giving effect to the limitation imposed by the second sentence of 12 C.F.R. §250.166(e), which limits the capital treatment of subordinated debt during the five years immediately preceding the maturity date of the subordinated debt.

Pledge and Grant of Security Interests. (a) In order to secure the full and punctual payment of the Obligations in accordance with the terms thereof, the Pledgor hereby pledges to and with the Administrative Agent for the ratable benefit of itself, the Banks, the Syndication Agent and the Documentation Agent and grants to the Administrative Agent on behalf of itself, the Banks, the Syndication Agent and the Documentation Agent a security interest in the Collateral. (b) On any date on which the Pledgor desires to pledge Shares hereunder, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee: (i) a Supplement to this Agreement in the form of Annex A hereto identifying such Shares; and (ii) certificates representing such Shares duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such Shares to the Administrative Agent or its nominee. (c) On the First Pledge Date and at such other times as may be required under Section 3.3(c), the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Borrower duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (d) On each date, if any, on which a Parent Subsidiary Agreement shall have been executed and delivered by all of the parties thereto, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Parent Subsidiary party thereto in which the Pledgor has shall have any right, title or interest duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (ed) The Security Interests are granted as security only and shall not subject the Banks, the Syndication Agent, the Documentation Agent or the Administrative Agent to, or transfer or in any way affect or modify, any obligation or liability of the Pledgor with respect to any of the Collateral or any transaction in connection therewith.

Pledge and Grant of Security Interests. The Pledgor hereby pledges, collaterally assigns, hypothecates and transfers to the Lender all Pledged Stock, together with appropriate undated assignments separate from the Certificates duly executed in blank, and hereby grants to and creates in favor of the Lender liens and security interests in the Pledged Stock as collateral security for (a) In order to secure the full due and punctual payment when due (whether at maturity, by acceleration or otherwise) in full of all amounts due under the Senior Notes (as the same may be amended, restated, supplemented, modified, extended or replaced from time to time) in the aggregate face amount as of the Obligations in accordance with date hereof of Twenty Million Five Hundred Thousand Dollars ($20,500,000) executed and delivered by the terms thereofPledgor to the Lender pursuant to the Loan Agreement; (b) the due and punctual performance and observance by the Pledgor of all other Borrower’s Liabilities; (c) the due and punctual performance and observance by the Pledgor of all of its agreements, obligations, liabilities and duties under this Pledge Agreement, the Pledgor hereby pledges Loan Agreement and the other Loan Documents; (d) all amounts due to the Lender under the Senior Notes, including any and with all modifications, extensions, renewals or refinancings thereof and including, without limitation, all principal, interest and other amounts due under the Administrative Agent for the ratable benefit of itselfSenior Notes; (e) all sums advanced by, or on behalf of, the BanksLender in connection with, or relating to, the Syndication Agent and the Documentation Agent and grants to the Administrative Agent on behalf of itselfLoan Agreement, the BanksSenior Notes or the Pledged Stock including, without limitation, any and all sums advanced to preserve the Syndication Agent and Pledged Stock, or to perfect the Documentation Agent a Lender’s security interest in the Collateral. Pledged Stock; (bf) On in the event of any date on which proceeding to enforce the Pledgor desires satisfaction of the obligations, or any of them, or to pledge Shares hereunderpreserve and protect their rights under the Loan Agreement, the Pledgor shall deliver Senior Notes, this Pledge Agreement or cause to be delivered any other agreement, document or instrument relating to the Administrative Agent or its nominee: (i) a Supplement to this Agreement transactions contemplated in the form Loan Agreement, the reasonable expenses of Annex A hereto identifying such Shares; and (ii) certificates representing such Shares duly endorsed retaking, holding, preparing for sale, selling or otherwise disposing of or realizing on the Pledged Stock, or of any exercise by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor Lender of its rights, together with reasonable attorneys’ fees, expenses and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such Shares to the Administrative Agent or its nominee. court costs; (cg) On the First Pledge Date and at such other times as may be required under Section 3.3(c)any indebtedness, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Borrower duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (d) On each date, if any, on which a Parent Subsidiary Agreement shall have been executed and delivered by all of the parties thereto, the Pledgor shall deliver or cause to be delivered to the Administrative Agent or its nominee certificates representing all of the issued and outstanding shares of the capital stock of the Parent Subsidiary party thereto in which the Pledgor has any right, title or interest duly endorsed by the Pledgor or accompanied by undated stock powers duly executed in blank by the Pledgor and in form appropriate in the judgment of the Administrative Agent to transfer record ownership of such shares to the Administrative Agent or its nominee. (e) The Security Interests are granted as security only and shall not subject the Banks, the Syndication Agent, the Documentation Agent or the Administrative Agent to, or transfer or in any way affect or modify, any obligation or liability of the Pledgor with respect to the Lender, whether direct or indirect, joint or several, absolute or contingent, now or hereafter existing, however created or arising and however evidenced; (h) any indebtedness, obligation or liability of the Collateral Pledgor under or in connection with any interest rate swap, cap, collar or other hedging or derivative agreement, to which the Lender or any transaction affiliate of the Lender is the counterparty, intended to mitigate interest rate risk, along with any other related agreement or instrument executed in connection therewith; and (i) all costs incurred by the Lender to obtain, perfect, preserve and enforce the liens and security interests granted by this Pledge Agreement, the Loan Agreement and the other Loan Documents, to collect the Obligations Secured Hereby (as defined below) and to maintain and preserve the Pledged Stock, with such costs including, without limitation, expenditures made by the Lender for attorneys’ fees and other legal expenses and expenses of collection, possession and sale of the Pledged Stock, together with interest on all such costs at the Default Rate (the foregoing subsections (a) through (i) are collectively referred to herein as the “Obligations Secured Hereby”). Notwithstanding anything above in this Article II to the contrary, the Pledged Stock shall not be collateral security for amounts outstanding under the Subordinated Debenture that are deemed to be Tier 2 Capital of the Pledgor in accordance with the rules and regulations of the FRB applicable to the capital status of the subordinated debt of bank holding companies, without giving effect to the limitation imposed by the second sentence of 12 C.F.R. 250.166(e)(1), which limits the capital treatment of subordinated debt during the five years immediately preceding the maturity date of the subordinated debt.