SECURITY AGREEMENT
Exhibit
10.9
October
15, 2008
PQH
WIRELESS, INC., a Nebraska corporation (“Grantor”),
for
valuable consideration hereby grants to ________________ (“Secured
Party”),
a
security interest in the following property at the locations identified in
Schedule
1
and any
and all additions, accessions and substitutions thereto or therefore and all
proceeds therefrom (the “Collateral”):
(a)
all of Grantor’s goods, including but not limited to, equipment, furniture,
fixtures and inventory; and (b) all accounts, chattel paper, instruments,
investment properties, cash proceeds, commercial tort claims, deposit accounts,
encumbrances, letter of credit rights, letters of credit, documents, leases,
money, software and general intangibles. For clarity, the Collateral does not
include any property held at locations other than those identified in
Schedule
1.
The
security interest hereby granted is to secure payment of the indebtedness
evidenced by a promissory note of even date herewith payable by Western Capital
Resources, Inc., a Minnesota corporation, 0000 Xxxx Xxxxxxxx, Xxxxx 0, Xxxxxxx
Xxxxxx, Xxxx 00000 (“WCR”),
to
Secured Party, or order, in principal amount of $__________, and any and all
extensions or renewals of said note.
GRANTOR
SHALL BE IN DEFAULT under this agreement upon the happening of any of the
following events or conditions:
(a)
default in the payment or performance of any obligation, covenant or liability
contained or referred to herein or in any note evidencing the same and the
continuation of such default for ten (10) days following written notice to
Grantor c/o WCR from Secured Party; and
(b)
any
warranty, representation or statement made or furnished to Secured Party by
or
on behalf of Grantor proves to have been false in any material respect when
made
or furnished.
UPON
SUCH
DEFAULT and at any time thereafter, Secured Party may declare all obligations
secured hereby immediately due and payable and shall have the remedies of a
secured party under the Nebraska Uniform Commercial Code. Secured Party will
give Grantor c/o WCR reasonable notice of the time and place of any public
sale
thereof or of the time after which any private sale or any other intended
disposition thereof is to be made. The requirements of reasonable notice shall
be met if such notice is mailed, postage prepaid, to Grantor c/o WCR at the
address of WCR shown at the second paragraph of this agreement at least ten
days
before the time of the sale or disposition. Secured Party may purchase the
Collateral at such sale. The proceeds of the sale shall be applied first to
pay
the expenses of conducting such sale, including reasonable legal fees incurred
in connection therewith, and then to pay any sums due from WCR to Secured Party
under the promissory note. Any surplus then remaining shall be paid to Grantor.
Upon payment in full of the promissory note, Secured Party shall terminate
all
security interests held by Secured Party in connection with such promissory
note. So long as Grantor is not in default under this security agreement and
WCR
is not in default in the payment obligations of the promissory note, Grantor
shall exercise and enjoy all the rights accruing from the ownership of the
Collateral.
No
waiver
by Secured Party of any default shall operate as a waiver of any other default
or of the same default on a future occasion.
All
rights of Secured Party hereunder shall inure to the benefit of his heirs,
legal
representatives, successor and assigns; and all promises and duties of Grantor
shall bind its legal representatives, successors and assigns.
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Grantor:
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PQH WIRELESS, INC.,
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a Nebraska corporation
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By:
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XXXX XXXXXXXX
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President
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2
SCHEDULE
1
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1.
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0000
Xxxxxxxx Xxx., Xxxxxx Xxxx, Xxxxxxxx
00000
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2.
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0000
Xxxxxxxx Xxx., Xxxxxx Xxxx, Xxxxxxxx
00000
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3.
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0000
Xxxxx Xxx., Xxxxxx Xxxx, Xxxxxxxx
00000
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4.
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0000
X. 00xx
Xxxxxx, Xxxxx, Xxxxxxxx 00000
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5.
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0000
Xxxxx Xxxxxx, Xxxxx, Xxxxxxxx 00000
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6.
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000
X. 00xx
Xxxxxx, Xxxxxxx, Xxxxxxxx 00000
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7.
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00000
Xxxxxx Xxxxxx Xx., Xxx Xxxxxxx, Xxxxx
00000
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8.
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0000
Xxxxxxxxxxxxx Xx., Xxx Xxxxxxx, Xxxxx
00000
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9.
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0000
Xxxxxxx Xx., Xxxxx # 00, Xxx Xxxxxxx, Xxxxx
00000
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3
