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1. Parties: Identification of the lender and borrower/pledgor with their full legal names and addresses
2. Background: Context of the loan arrangement and purpose of the pledge agreement
3. Definitions: Definitions of key terms used throughout the agreement, including 'Pledged Assets', 'Secured Obligations', 'Event of Default'
4. Loan Terms: Principal amount, interest rate, repayment schedule, and other basic loan terms
5. Pledge and Security: Creation of the pledge, description of pledged assets, and nature of the security interest
6. Delivery and Control: Provisions regarding the delivery or control of pledged assets
7. Representations and Warranties: Statements of fact by the pledgor regarding ownership, authority, and status of pledged assets
8. Covenants: Ongoing obligations of the pledgor regarding the pledged assets and maintenance of the security
9. Events of Default: Circumstances constituting default and consequences thereof
10. Enforcement Rights: Lender's rights and remedies upon default, including power of sale
11. Notices: Requirements for giving formal notices under the agreement
12. Governing Law and Jurisdiction: Specification of Hong Kong law as governing law and jurisdiction for disputes
1. Income and Distributions: Required when pledged assets generate income or distributions (e.g., pledged shares paying dividends)
2. Further Assurance: Required for complex assets requiring additional documentation or registration
3. Security Agent Provisions: Required in syndicated loans where a security agent holds the pledge on behalf of multiple lenders
4. Currency Provisions: Required when loan and pledged assets are in different currencies
5. Tax Provisions: Required when pledge arrangement has significant tax implications
6. Registration Requirements: Required when pledge must be registered with authorities
1. Schedule 1 - Pledged Assets: Detailed description and/or list of all assets subject to the pledge
2. Schedule 2 - Form of Notice of Pledge: Standard form for notifying relevant third parties of the pledge
3. Schedule 3 - Loan Terms: Detailed terms of the loan including repayment schedule
4. Schedule 4 - Condition Precedent Documents: List of documents required before pledge becomes effective
5. Appendix A - Registration Forms: Forms required for registering the pledge with relevant authorities
6. Appendix B - Powers of Attorney: Standard form powers of attorney for enforcement purposes
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