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1. Parties: Identification of the Pledgor(s) and Pledgee(s) with full legal names and addresses
2. Background: Context of the pledge arrangement, including reference to any underlying facility or primary obligations
3. Definitions and Interpretation: Definitions of key terms and interpretation rules used throughout the agreement
4. Grant of Security Interest: Core provision establishing the pledge and security interest over the shares
5. Secured Obligations: Clear description of the obligations secured by the share pledge
6. Representations and Warranties: Pledgor's representations regarding ownership, authority, and status of pledged shares
7. Covenants: Ongoing obligations of the Pledgor regarding the pledged shares
8. Rights and Obligations: Respective rights and obligations of both parties during the pledge period
9. Events of Default: Circumstances constituting default under the agreement
10. Enforcement: Rights and procedures for enforcing the pledge upon default
11. Power of Attorney: Appointment of Pledgee as attorney for enforcement purposes
12. Notices: Process and requirements for formal communications between parties
13. Governing Law and Jurisdiction: Specification of Nigerian law as governing law and jurisdiction for disputes
14. Miscellaneous: Standard boilerplate provisions including severability, amendments, and counterparts
1. Dividend Rights: Specific arrangements for handling dividends during the pledge period - include when dividends are material to the transaction
2. Voting Rights: Arrangements for exercising voting rights - include when voting control is negotiated separately
3. Further Assurance: Additional obligations to perfect the security - include for complex cross-border transactions
4. Tax Provisions: Specific tax-related obligations and allocations - include when tax implications are significant
5. Additional Security: Provisions for additional security interests - include when multiple forms of security are involved
6. Share Transfer Restrictions: Additional restrictions on share transfers - include when specific transfer limitations are required
7. Multiple Pledgors: Specific provisions for multiple pledgors - include when there is more than one pledgor
1. Schedule 1 - Details of the Pledged Shares: Detailed description of pledged shares including share certificate numbers, class, and quantity
2. Schedule 2 - Form of Notice to Company: Template notice to be sent to the company whose shares are being pledged
3. Schedule 3 - Form of Acknowledgment: Template acknowledgment from the company regarding the pledge
4. Schedule 4 - Share Transfer Form: Blank share transfer form signed by Pledgor for enforcement purposes
5. Schedule 5 - Corporate Authorizations: List of required corporate approvals and resolutions
6. Schedule 6 - Secured Obligations: Detailed description of the underlying obligations being secured
7. Appendix A - Relevant Corporate Documents: Copies of relevant corporate documents including board resolutions and shareholder approvals
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