Common use of Pledge of Stock Clause in Contracts

Pledge of Stock. As collateral security for the punctual payment and performance of all existing and future indebtedness, obligations and other liabilities, absolute or contingent, direct or indirect, primary or secondary, of the Maker to the Payee of any nature whatsoever under this Note and Pledge Agreement (all of such indebtedness, obligations and liabilities of the Maker being hereinafter sometimes referred to collectively as the "Obligations"), the Maker hereby pledges and hypothecates to the Payee for its benefit and grants to the Payee for its benefit, and agrees that the Payee shall have a first security interest in and pledge of: (i) the 66,666 shares of the Payee's common stock to be issued by the Payee to the Maker on August 6, 2003 (the "Pledged Securities"), together with any replacements thereof and substitutions therefor, and all certificates and instruments evidencing or representing such securities, (ii) all interest and dividends, whether in cash, kind or stock, received or receivable upon or in respect of any of the Pledged Securities and all moneys or other property payable or paid on account of any return or repayment of capital in respect of any of the Pledged Securities or otherwise distributed in respect thereof or which will in any way be charged to, or payable or paid out of, the capital of the Payee on account of the Pledged Securities, (iii) all other property that may at any time be received or receivable by or otherwise distributed to the Maker in respect of, or in substitution for, or in exchange for, any of the foregoing, (iv) all cash, securities and other proceeds of the foregoing and all rights and interests of the Maker in respect thereof or evidenced thereby, including all moneys received from time to time by the Maker which are directly attributable to the sale or other disposition of any of the Pledged Securities; provided, however, that the Maker will not sell or otherwise dispose of any of the Pledged Securities, or purport to do any of the foregoing without the prior written consent of the Payee in accordance with Section C.6. below.

Pledge of Stock. As In consideration of any financial accommodation given, to be given or continued to the Pledgor, and as collateral security for the punctual payment and performance of all existing and future indebtednessdebts, obligations and other liabilitiesor liabilities now or hereafter existing, absolute or contingent, direct or indirect, primary or secondary, of the Maker Pledgor to the Payee of any nature whatsoever under this Note and Pledge Lender incurred pursuant to that certain Loan Agreement (all and as the same may be hereafter amended, supplemented, extended or modified) dated of such indebtednesseven date herewith (hereinafter the Loan Agreement), obligations and liabilities that certain Promissory Note of the Maker being Pledgor dated of even date herewith (hereinafter sometimes referred to collectively as the "Obligations"“Note”), the Maker Pledgor, hereby assigns, transfers to and pledges and hypothecates to the Payee for its benefit with and grants to Lender pursuant to the Payee for its benefit, and agrees that the Payee shall have South Carolina Uniform Commercial Code a first security interest in Pledgor’s right, title and pledge of: (i) the 66,666 interest in 1,100,000 shares of the Payee's common stock to be of First National Bank of the South (formerly known as First National Bank of Spartanburg) a national banking association (the “Bank”) as evidenced by Stock Certificate No. 001 for 1,100,000 shares issued by the Payee to the Maker on August 6, 2003 Bank (the "Pledged Securities"“Shares”), together with any replacements thereof and substitutions therefor, and all certificates and instruments evidencing or representing such securitiesstock rights, (ii) all interest and dividends, whether rights paid in cash, kind or stock, received or receivable upon or in respect of any of the Pledged Securities and all moneys new securities or other property payable properties to which the Pledgor is or paid may hereafter become entitled to receive on account of Shares, and in the event that the Pledgor receives any return such property, the Pledgor will immediately deliver it to Lender to be held by Lender hereunder in the same manner as the stock originally pledged hereunder. All property and property rights assigned, transferred to, pledged with Lender and in which Lender is granted a security interest under this paragraph is hereinafter referred to as the “Collateral”. Upon execution and delivery of this Agreement, Pledgor shall deliver to Lender certificates evidencing the Shares, accompanied by executed stock powers in blank with respect to the Shares in favor of Lender, the rights of Lender under which shall be exercisable only upon the occurrence of an Event of Default, and by such other instruments or repayment documents as Lender or its counsel may reasonably request. Pledgor represents that it is the legal and equitable owner of, and has the complete and unconditional authority to pledge, the Shares, and holds the same free and clear of capital all liens, charges, encumbrances and security interests except those in respect favor of Lender granted hereunder, and will defend its title thereto against the claims of all persons whomsoever. All of the Shares are duly authorized, validly issued, fully paid and nonassessable. The Pledgor agrees to pay prior to delinquency all taxes, charges, liens and assessments against the Collateral, and upon the failure of the Pledgor to do so, Lender at its option may pay any of them and shall be the Pledged Securities sole judge of the legality or otherwise distributed in respect validity thereof or which will in any way be charged toand the amount necessary to discharge the same. All advances, or payable charges, costs and expenses, including reasonable attorneys’ fees, incurred or paid out ofby Lender in exercising any right, the capital of the Payee on account of the Pledged Securities, (iii) all other property that may at any time be received power or receivable remedy conferred by or otherwise distributed to the Maker in respect ofthis Agreement, or in substitution forthe enforcement thereof, or in exchange for, any shall become a part of the foregoing, (iv) all cash, securities indebtedness secured hereunder and other proceeds of the foregoing and all rights and interests of the Maker in respect thereof or evidenced thereby, including all moneys received from time shall be paid to time Lender by the Maker which are directly attributable to Pledgor immediately upon demand therefor, with interest thereon until paid in full at the sale or other disposition of any of the Pledged Securities; provided, however, that the Maker will not sell or otherwise dispose of any of the Pledged Securities, or purport to do any of the foregoing without the prior written consent of the Payee rate as set forth in accordance with Section C.6. belowsaid Note.

Pledge of Stock. As collateral Pledgor shall concurrently deliver to Silicon the stock certificates and other securities listed on Exhibit A hereto, together with duly executed instruments of assignment thereof to Silicon (which, together with all replacements and substitutions therefor are hereinafter referred to as the "Securities"). Pledgor hereby pledges to Silicon and grants Silicon a security for interest in the punctual Securities, and all rights and remedies relating to, or arising out of any and all of the foregoing, and all proceeds thereof (collectively, the "Collateral") to secure the payment and performance of all existing and future indebtednessdebts, obligations and other duties, obligations, liabilities, absolute representations, warranties and guaranties of Pledgor to Silicon, heretofore, now, or contingenthereafter made, direct incurred or indirect, primary or secondarycrested, of the Maker to the Payee of any every kind and nature whatsoever under this Note and Pledge Agreement (all of such indebtednesscollectively, obligations and liabilities of the Maker being hereinafter sometimes referred to collectively as the "Obligations"), including, but not limited to, those arising under the Maker hereby pledges Loan and hypothecates to the Payee for its benefit and grants to the Payee for its benefit, and agrees that the Payee shall have a first security interest in and pledge of: (i) the 66,666 shares Security Agreement of the Payee's common stock to be issued by the Payee to the Maker on August 6, 2003 even date (the "Pledged SecuritiesLoan Agreement"). Any and all stock dividends, rights, warrants, options, puts, calls, conversion rights and other securities and any and all property and money distributed or delivered with respect to the Securities or issued upon the exercise of any puts, calls, conversion rights, options, warrants or other rights included in or pertaining to the Securities shall be included in the term "Securities" as used herein and shall be subject to this Pledge Agreement, and Pledgor shall deliver the same to Silicon immediately upon receipt thereof together with any replacements thereof and substitutions therefor, and all certificates and necessary instruments evidencing or representing such securities, (ii) all interest and dividends, whether in cash, kind or stock, received or receivable upon or in respect of any of the Pledged Securities and all moneys or other property payable or paid on account of any return or repayment of capital in respect of any of the Pledged Securities or otherwise distributed in respect thereof or which will in any way be charged to, or payable or paid out of, the capital of the Payee on account of the Pledged Securities, (iii) all other property that may at any time be received or receivable by or otherwise distributed to the Maker in respect of, or in substitution for, or in exchange for, any of the foregoing, (iv) all cash, securities and other proceeds of the foregoing and all rights and interests of the Maker in respect thereof or evidenced thereby, including all moneys received from time to time by the Maker which are directly attributable to the sale or other disposition of any of the Pledged Securitiestransfer; provided, however, that until an Event of Default (as hereinafter defined) shall occur, Pledgor may retain any dividends paid in cash or its equivalent, with respect to any stock included in the Maker will Securities and any interest paid with respect to any bonds, debentures or other evidences of indebtedness included in the Securities. Pledgor hereby acknowledges that the acceptance of the pledge of the Securities by Silicon shall not sell or otherwise dispose constitute a commitment of any of the Pledged Securities, or purport kind by Silicon to do any of the foregoing without the prior written consent of the Payee in accordance with Section C.6. belowpermit Pledgor to incur Obligations.

Pledge of Stock. As collateral a) To secure the full and punctual payment when due (whether at stated maturity, by acceleration or otherwise) and performance of the Short-Term Note, Buyer and Parent hereby pledge to the Seller, and grant to Seller a continuing senior security interest in, all of their right, title and interest in and to the Purchase Shares. All stock certificates representing the Purchase Shares shall be held by or on behalf of, and delivered to, Escrow Agent in suitable form for transfer by delivery or accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to Seller. Buyer shall have the right to vote the Purchased Shares and shall possess all incidents of ownership of such shares while the Purchased Shares are being held in escrow. b) Upon an Event of Default under the Short-Term Note, in addition to all other rights it may have under applicable law, the Short-Term Note or the Security Agreement, Seller may, in his sole discretion, exercise any one or more of, the following rights: i) take absolute title to the Purchase Shares of the Company by completing the assignment with respect to the Purchase Shares of the Company , in which event (A) Seller shall have the right to instruct Escrow Agent to release the Purchase Shares to Seller and Seller shall have the right to endorse, assign or otherwise transfer to or to register in the name of Seller or any of its nominees or endorse for negotiation any or all certificates evidencing the Purchase Shares of the Company, (B) Seller shall solely own the Purchase Shares of the Company, and (C) Buyer and Parent shall cooperate to smoothly and promptly transition the Business back to Seller; ii) vote the Purchase Shares of the Company on all matters and sign written consents in lieu of meeting as owner of the Purchase Shares of the Company; iii) exercise any and all rights, privileges, options or powers pertaining or relating to the Purchase Shares of the Company; and iv) sell, assign, and deliver all or any part of the Purchase Shares of the Company at any private sale or at public auction, with or without demand or advertisement of the time or place of sale or adjournment thereof or otherwise, for cash, for credit or for other property or consideration, for immediate or future delivery. c) Any transfer of the Purchase Shares to Seller by Seller pursuant to the terms of this Section 5 shall be at Parent’s and Buyer’s expense. Parent and Buyer shall jointly and severally pay and reimburse Seller on demand for all its costs and expenses, including reasonable attorneys’ fees and disbursements, that Seller incurs in properly exercising its rights to recover the Purchased Shares provided by this Amended Agreement or the Short-Term Note. Additionally, if Buyer and Parent fail to pay the Short-Term Note in full by its maturity date and applicable cure period, they shall jointly and severally pay and reimburse Seller on demand for all its reasonable attorneys’ fees and disbursements Seller incurred in connection with the Amendment No. 1 and this Amended Agreement. d) In the event that Seller elects to exercise its rights under this Section 5, Buyer and Parent irrevocably constitute and appoint Seller its proxy and attorney-in-fact with full power of substitution to exercise any and all rights, privileges, options, or powers of Buyer and Parent pertaining or relating to the Purchase Shares. e) Except as otherwise provided in this Amended Agreement, equitable title to the Purchase Shares remains vested in Buyer, and Escrow Agent holds the Purchase Shares only as security for the punctual payment repayment of the Short-Term Note. Buyer shall not encumber or dispose of the Purchase Shares, except in accordance with the provisions of this Amended Agreement. The Purchase Shares shall remain pledged to Seller until all sums due under the Short-Term Note have been paid in full and performance all obligations of Buyer and Parent thereunder and hereunder have been performed. f) Until the Short-Term Note is paid in full, except as contemplated by this Amended Agreement or the Original Agreement, Parent and Buyer, jointly and severally, agree to cause the Company to, as the case may be: i) conduct its operations according to the ordinary and usual course of the Business consistent with past practice, to preserve intact its present business organization and structure, to keep available the services of its present officers, agents and employees, to preserve and maintain its Assets and the good will of the Business and to preserve its relationships with customers and suppliers and others having business dealings with the Company; ii) maintain in the ordinary course of the Business, consistent with past practice and in accordance with all existing and future indebtednessContracts, obligations the Real Property, all its material structures, equipment, the Assets and other liabilitiestangible property in their present repair, absolute or contingentorder and condition, direct or indirectsubject to ordinary wear and tear; iii) without the approval of Seller, primary or secondary, incur any Liability (other than Liabilities incurred in the ordinary course of the Maker Business, consistent with past practice, which are not in the aggregate material thereto), nor enter into any Contract of a type required to be disclosed on any Schedule to the Payee of any nature whatsoever under this Note and Pledge Agreement (all of such indebtedness, obligations and liabilities of the Maker being hereinafter sometimes referred to collectively as the "Obligations"), the Maker hereby pledges and hypothecates to the Payee for its benefit and grants to the Payee for its benefit, and agrees that the Payee shall have a first security interest in and pledge of: (i) the 66,666 shares of the Payee's common stock to be issued by the Payee to the Maker on August 6, 2003 (the "Pledged Securities"), together with any replacements thereof and substitutions therefor, and all certificates and instruments evidencing or representing such securities, (ii) all interest and dividends, whether in cash, kind or stock, received or receivable upon or in respect of any of the Pledged Securities and all moneys or other property payable or paid on account of any return or repayment of capital in respect of any of the Pledged Securities or otherwise distributed in respect thereof or which will in any way be charged to, or payable or paid out of, the capital of the Payee on account of the Pledged Securities, (iii) all other property that may at any time be received or receivable by or otherwise distributed to the Maker in respect of, or in substitution for, or in exchange for, any of the foregoing, (iv) all cash, securities and other proceeds of the foregoing and all rights and interests of the Maker in respect thereof or evidenced thereby, including all moneys received from time to time by the Maker which are directly attributable to the sale or other disposition of any of the Pledged SecuritiesOriginal Agreement; provided, however, that the Maker will Seller hereby consents to the Company entering into a financing arrangement and any transactions related to such financing whereby the proceeds of which, in whole, or in part, are designated to pay to the Seller under the Short Term Note; iv) not sell to pay any dividend; v) without the approval of Seller, not pay, discharge or otherwise dispose satisfy any material Claim or Liability, other than the payment, discharge or satisfaction in the ordinary course of the Business of Claims or Liabilities incurred in the ordinary course of Business, consistent with past practice; vi) Not to: (1) adopt, enter into, terminate or amend any Plan; (2) increase in any manner the compensation or fringe benefit of any director, officer, employee or consultant of the Pledged SecuritiesCompany; (3) pay any benefit not required under the terms of any Plan; (4) without the approval of Seller, grant any discretionary awards under any Plan or purport other bonus, incentive, performance or other compensation plan or arrangement; (5) take any action to fund or in any other way secure the payment of compensation or benefits to any director, officer, employee or consultant of the Company or under any Plan, except to the extent required under applicable Laws; or (6) adopt, enter into or amend any contract, agreement, commitment or arrangement to do any of the foregoing foregoing; vii) fully satisfy all obligations, on a timely basis, under each Plan, including, without limitation, all contribution obligations, and to administer, operate and maintain each Plan in accordance with its terms and all applicable Laws; viii) without the approval of Seller, not to enter into, amend, modify, terminate, renew, extend, or waive any material right under, any leases, licenses, occupancy agreements or other Contracts concerning the Real Property or permit any person to occupy the Real Property, nor enter into any mortgage, pledge or other encumbrance, or other Contract affecting title to, or the use, possession, occupancy, operation and/or maintenance of the Real Property; ix) pay all Taxes and other charges required when due with respect to the Assets and materially comply with all Laws, including all Environmental Laws; x) maintain insurance coverage in the amounts and types as are currently in existence; xi) without the approval of Seller, not to make any request of any Governmental Body without the prior written consent of Buyer and to keep Buyer informed of all notices received from or any correspondence with respect to any such Governmental Body; and xii) comply with its obligations under the Payee in accordance with Section C.6. belowContracts, to which the Company is a party, and send to Buyer copies of all notices of default delivered pursuant to any of the Contracts, promptly upon receipt thereof.

Pledge of Stock. As collateral (a) In consideration of the loan to Borrower under the Secured Loan Agreement, Borrower, pursuant to the Commercial Code of the State of California, hereby pledges the Shares to the Secretary of the Company (the "PLEDGEHOLDER"), who shall hold any certificates representing the Shares 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 the Company if, as and when required pursuant to this Security Agreement) shall be held by the Pledgeholder as security for the punctual payment and performance of all existing and future indebtedness, obligations and other liabilities, absolute or contingent, direct or indirect, primary or secondary, repayment of the Maker Notes, and any extensions or renewals thereof, to be executed by Borrower pursuant to the Payee terms of any nature whatsoever the Secured Loan Agreement. (c) None of the Shares pledged under this Note and Pledge Agreement (all Section 1 may be sold, transferred, pledged, hypothecated or otherwise disposed of such indebtednessby Borrower, obligations and liabilities of the Maker being hereinafter sometimes referred to collectively as the "Obligations"), the Maker hereby pledges and hypothecates to the Payee for its benefit and grants to the Payee for its benefit, and agrees that the Payee shall have a first security interest in and pledge of: except (i) as required to enable the 66,666 shares of the Payee's common stock Company to be issued by the Payee to the Maker on August 6, 2003 (the "Pledged Securities"), together with any replacements thereof and substitutions therefor, and all certificates and instruments evidencing or representing such securitiesexercise its rights as a secured party, (ii) all interest and dividends, whether in cash, kind for transfers to family members or stock, received or receivable upon or in respect trusts that agree to be bound by the term of any of the Pledged Securities and all moneys or other property payable or paid on account of any return or repayment of capital in respect of any of the Pledged Securities or otherwise distributed in respect thereof or which will in any way be charged to, or payable or paid out ofthis Agreement, the capital of Note and the Payee on account of the Pledged SecuritiesLoan Agreement, and (iii) all other property that may at any time be received or receivable by or otherwise distributed for the sale of Shares on the public market if the value of the remaining vested Shares pledged to the Maker in respect ofCompany on the date of such sale equals at least 50% of the amount of the Note. (d) To ensure the ability of the Company to exercise its rights as a secured party hereunder, Borrower shall, upon execution of this Agreement and until the termination of this Agreement, deliver and deposit with the Secretary of the Company, or in substitution for, or in exchange forsuch other person designated by the Company, any of share certificates representing the foregoingShares, (ivtogether with a stock power, duly endorsed in blank, in the form attached hereto as EXHIBIT B-1. The Shares and stock power(s) all cash, securities and other proceeds of the foregoing and all rights and interests of the Maker in respect thereof or evidenced thereby, including all moneys received from time to time shall be held by the Maker which are directly attributable Company in escrow, until such time as the Notes shall have been paid in full. As a further inducement to the sale or other disposition Company to loan to Borrower the funds represented by the Note, the spouse of any Borrower, if any, shall execute and deliver to the Company a Consent of Spouse in the Pledged Securities; provided, however, that the Maker will not sell or otherwise dispose of any of the Pledged Securities, or purport to do any of the foregoing without the prior written consent of the Payee in accordance with Section C.6. belowform attached hereto as EXHIBIT B-2.