replied 4 years ago.
You're welcome...it's my pleasure to help. I'll provide these forms for no additional charge. :) I'm not allowed to email, but if you go to the bottom right of your original question box, and hover over it with your mouse, one of the options is email. Each state's secretary of state's website will have their own UCC-1 that you can complete and file online. Hillary Clinton is the U.S. Secretary of State. Each state has it's own Secretary of State website which you can find by googling your state name and "Secretary of State." The forms are below...
Borrower’s Mailing Address: ___________________
Place for Payment: _____________________
Principal Amount: ______________________
Annual Interest Rate:
A per annum rate equal to the lesser of: (i) __%, or (ii) the Maximum Rate (as hereinafter defined) with interest to be calculated on a 365 or 366 day year, as applicable.
Maturity Date: ___________________
Annual Interest Rate on Matured, Unpaid Amounts:
The lesser of: (i) the maximum per annum rate of interest permitted by applicable law (the “Maximum Rate”) or (ii) 10% per annum. For purposes hereof and _________ law, the Maximum Rate shall be the weekly ceiling rate as provided in the applicable sections of the _________ Finance Code, as currently in force and as same may be amended from time to time.
Terms of Payment:
The Principal Amount and all outstanding and all accrued unpaid interest thereon shall be due and payable in full on the Maturity Date.
Borrower promises to pay to the order of Lender the Principal Amount, together with interest on the outstanding Principal Amount from day to day remaining unpaid at the Annual Interest Rate. This Note is payable at the Place for Payment and according to the Terms of Payment. All unpaid amounts are due by the Maturity Date. After the Maturity Date, Borrower promises to pay any unpaid principal balance plus interest at the Annual Interest Rate on Matured, Unpaid Amounts. This Note may be prepaid at any time, in whole or in part, without penalty or other charge.
If Borrower shall fail, refuse or neglect to pay, or cause the payment of all sums due and payable under this Note, or under any instrument relating to or securing the payment of this Note, as the same shall become due and payable and such failure is not cured within five (5) days after receipt by Borrower of written notice from Lender of such failure, then Lender shall have the option, to the extent permit¬ted by applicable law, to declare this Note due and payable, whereupon the entire unpaid principal balance of this Note and all accrued unpaid interest thereon shall thereupon at once mature and become due and payable without presentment, demand, protest or notice of any kind (including, but not limited to, notice of intention to accelerate or notice of acceleration), all of which are hereby expressly waived by Borrower.
Borrower also promises to pay collection fees and the reasonable attorneys’ fees of Lender, in addition to all other amounts owing hereunder.
It is the intention of the parties hereto to comply with applicable usury laws; accordingly, it is agreed that notwith¬standing any provisions to the contrary in this Note, or in any document securing payment hereof or otherwise relating hereto, in no event shall this Note or such documents require the payment or permit the collection of interest in excess of the maximum amount permitted by such laws. If any such excess of interest is contracted for, charged or received, under this Note or under any of the instruments securing payment hereof or other¬wise relating hereto, or in the event the maturity of the indebt¬edness evidenced by this Note is accelerated in whole or in part, or in the event that all or part of the principal or interest of this Note shall be prepaid, so that under any of such circumstanc¬es the amount of interest contracted for, charged or received under this Note or under any of the instruments securing payment hereof or otherwise relating hereto, on the amount of principal actually outstanding from time to time under this Note, shall exceed the maximum amount of interest permitted by applicable usury laws, then in any such event (a) the provisions of this paragraph shall govern and control, (b) neither the Borrower hereof nor any other person or entity now or hereafter liable for the payment hereof shall be obligated to pay the amount of such interest to the extent that it is in excess of the maximum amount of interest permitted by applicable usury laws, (c) any such excess which may have been collected shall be either applied as a credit against the then unpaid principal amount hereof (in the inverse order of maturity) or refunded to Borrower, at the holder’s option, and (d) the effective rate of interest shall be automati¬cally reduced to the maximum lawful contract rate allowed under applicable usury laws as now or hereafter construed by the courts having jurisdiction thereof. It is further agreed that without limitation of the foregoing, all calculations of the rate of interest contracted for, charged or received under this Note or under such other documents which are made for the purposes of determining whether such rate exceeds the maximum lawful contract rate, shall be made, to the extent permitted by applicable laws, by amortizing, prorating, allocating and spreading in equal parts during the period of the full stated term of the loan evidenced hereby, all interest at any time contracted for, charged or received from Borrower or otherwise by the holder or holders hereof in connection with such loan.
This Note shall be governed by and construed in accordance with the laws of the State of _________ and applicable federal laws, and is intended to be performed in accordance with, and only to the extent permitted by, such laws. If any provision of this Note or the application hereof to any person or circumstance shall, for any reason and to any extent, be invalid or unenforceable, neither the remainder of this Note nor the application of such provision to any other person or circumstance shall be affected thereby, but rather same shall be enforced to the greatest extent permitted by law.
Any notice or request required or permitted to be delivered to Borrower or Lender by the terms of this Note shall be in writing and deemed to be received, whether or not actually received, three(3) business days after deposit of such notice in the U.S. Mail, postage prepaid, certified or registered mail, return receipt requested, addressed to Borrower or Lender, as the case may be, at the addresses set forth above, or at such other address as Borrower or Lender may specify in writing to the other party in accordance herewith. Notwithstanding the foregoing, actual notice, however received, shall be always be effective upon receipt thereof.
SECURITY AGREEMENT - PLEDGE
¬¬¬¬¬¬¬¬¬¬¬¬¬¬__________________, a ____________________, whose address is ____________________________, hereinafter called “Debtor,” for value received, the receipt and sufficiency of which is hereby acknowledged, hereby grants to ________________________, whose address is __________________________________, herein¬after called “Secured Party,” the security interest hereinafter set forth and agrees with Secured Party as follows:
I. SECURITY INTEREST
Debtor hereby grants to Secured Party a security interest in and agrees and acknowledges that Secured Party has and shall continue to have a security interest in the following described property, to-wit:
[Description of Property being given as security]
together with all monies, income, proceeds and benefits attributable or accruing to said property, including, but not limited to, all partnership rights, rights to subscribe, liquidating distributions, property, cash distributions, new securities or other properties or benefits of which Debtor is or may hereafter become entitled to receive on account of said property, and in the event that Debtor shall receive any such items, Debtor shall hold same as Trustee for Secured Party and will immediately deliver same to Secured Party, to be held by Secured Party in the same manner as the property specifically described above is held hereunder. All property of all kinds in which Secured Party is herein granted a security interest shall hereinafter be called the “Collateral.” The undersigned agrees to execute such assignments, endorse such instruments, or execute such additional pledge agreements or other docu¬ments as may be required by Secured Party in order to effectively grant to Secured Party the security interest in the Collateral.
The security interest granted hereby is to secure the payment of any and all indebtedness and liabilities whatsoever of ______________________, a _____________ limited partnership (“Borrower”), to Secured Party whether direct or indirect, absolute or contingent, due or to become due, and whether now existing or hereafter arising and howsoever evidenced or acquired, and whether joint or several (all of which are hereinafter sometimes called the “Obligations”).
II. WARRANTIES AND COVENANTS OF DEBTOR
Debtor warrants, covenants and agrees that:
(1) Except for the security interest granted hereby, Debtor is the owner of the Collateral free of any adverse claim, security interest or encumbrance; and Debtor will defend the Collateral against all claims and demands of all persons at any time claiming the same or interest therein;
(2) Debtor authorizes Secured Party to file, in jurisdictions where this authorization will be given effect, a Financing Statement signed only by Secured Party covering the Collateral; and at the request of Secured Party, Debtor will join Secured Party in executing one or more Financing Statements pursuant to the Uniform Commercial Code, in form satisfactory to Secured Party, and will pay the cost of filing the same or filing or recording the Security Agreement in all public offices wherever filing or recording is deemed by Secured Party to be necessary or desirable, it being further stipulated in this regard that Secured Party may also at any time or times sign any counterpart of this Security Agreement signed by Debtor and file same as a Financing Statement if Secured Party shall elect to do so;
(3) Debtor will not sell or offer to sell or otherwise transfer or encumber the Collateral or any interest therein without the written consent of Secured Party;
(4) Debtor will keep the Collateral free from any adverse lien, security interest or encumbrances;
(5) Debtor will pay to Secured Party all expenses and expenditures, including reason-able attorneys’ fees and legal expenses, incurred or paid by Secured Party in exercising or protecting its interests, rights and remedies under this Security Agreement.
III. GENERAL COVENANTS
(1) The security interest granted hereby shall in no way be affected by any indulgence or indulgences, extension or extensions, change or changes in the form, evidence, maturity, rate of interest or otherwise of any of the Obligations hereby secured, nor by want of presentment, notice, protest, suit or indulgence upon any of such Obligations, nor shall any release of any security for or of any of the parties liable for the payment of any of the Obligations secured hereby in any manner affect or impair this pledge, and same shall continue in full force and effect in accordance with the terms until all of the Obligations have been fully paid.
(2) Secured Party shall have the power to endorse and is hereby appointed Debtor’s agent for the purpose of endorsing in the name of Debtor any instrument, assignment or document consti¬tuting Collateral or which may be received in payment of or on account of the Collateral.
IV. EVENTS OF DEFAULT
Debtor shall be in default under this Security Agreement upon the happening of any of the following events or conditions:
(1) Default in the payment or performance of any liability or obligation of Borrower or of any maker, endorser or guarantor of any liability or obligation of Borrower to the holder of the Obligations, including, but not by way of limitation, default in the payment of any principal or interest on any of the Obligations when due;
(2) The levy of any attachment, execution or other process against Debtor or any of the Collateral;
(3) Dissolution, termination of existence, insolvency or business failure of Debtor, Borrower or any endorser, guarantor or surety of any of the Obligations, or the commission of the act of bankruptcy by, or the appointment of receiver or other legal representative for any part of the property of, assignment for the benefit of creditors by, or the commencement of any pro-ceedings under any bankruptcy or insolvency law by or against, Debtor, Borrower or any endorser, guaran¬tor or surety for any of the Obligations; or
(4) Default in the performance of any other covenant or agreement of Debtor or Borrower to Secured Party, whether under this Security Agreement or otherwise.
In the event of the default in the payment of any of the Obligations or any principal, interest or other amount payable thereunder, when due, or upon the happening of any of the events of default specified herein, and at any time thereafter, at the option of the holder thereof, any or all of the Obligations shall become immediately due and payable without presentment or demand or any notice to Debtor or any other person obli¬gated thereon and Secured Party shall have and may exercise with reference to the Collateral and Obligations any and all of the rights and remedies of a secured party under the Uniform Commercial Code as adopted in the State of _____________, and as otherwise granted herein or under any other applicable law or under any other agreement executed by Debtor, including, without limita¬tion, the right and power to sell, at public or private sale or sales, or otherwise dispose of or utilize the Collateral and any part or parts thereof in any manner authorized or permitted under this Security Agreement or under the Uniform Commercial Code after default by Debtor, and to apply the proceeds thereof toward payment of any costs and expenses and attorneys’ fees and legal expenses thereby incurred by Secured Party and toward payment of the Obligations, in such order or manner as Secured Party may elect. To the extent permitted by law, Debtor expressly waives any notice of sale or other disposition of the Collateral and any other rights or remedies of Debtor or formalities prescribed by law relative to sale or disposition of the Collateral or exercise of any other right or remedy of Secured Party existing after default hereunder; and to the extent any such notice is required and cannot be waived, Debtor agrees that if such notice is mailed, postage prepaid, to Debtor at the address shown hereinabove at least ten (10) days before the time of the sale or disposition, such notice shall be deemed reasonable and shall fully satisfy any requirement for giving of said notice.
Secured Party is hereby granted the right, after default in payment of any of the Obligations or in the performance of any covenants secured hereby, to transfer at any time to itself or its nominee the partnership interests hereby pledged, or any part thereof, and to there-after exercise all voting rights with respect to such security so trans¬ferred and to receive the proceeds, payments, moneys, income or benefits attributable or accruing thereto and to hold the same as security for the Obligations hereby secured, or at Secured Party’s election, to apply such amounts to the Obligations, whether or not then due, in such order as Secured Party may elect, or, Secured Party may, at its option, without transferring such partner¬ship interests to its nominee, exercise all voting rights with respect to the partnership interests pledged here¬under and vote all or any part of such partnership interests at any meeting of partners, and the under¬signed does hereby name, constitute and appoint as a proxy of the undersigned the President or any Vice President of Secured Party, in the undersigned’s name, place and stead to vote any and all such partnership interests, as said proxy may elect, for and in the name, place and stead of the undersigned, such proxy to be irrevocable and deemed coupled with an interest.
Debtor hereby agrees to cooperate fully with Secured Party in order to permit Secured Party to sell, at foreclosure or other private sale, the Collateral pledged hereunder. Specifically, Debtor agrees to fully comply with the Securities Laws of the United States and of the State of _____________ and to take such action as may be necessary to permit Secured Party to sell or otherwise transfer the securities pledged hereunder in compliance with such laws.
Secured Party may, at its option, whether or not the Obligations are due, demand, sue for, collect or make any compromise or settlement it deems desirable with reference to the Collateral. Secured Party shall not be obligated to take any steps necessary to preserve any rights in the Collateral against prior parties, which Debtor hereby assumes to do.
No delay or omission on the part of Secured Party in exercising any rights hereunder shall operate as a waiver of any such right or any other right. A waiver on any one or more occa¬sions shall not be construed as a bar to or waiver of any right or remedy on any future occasion.
It is the intention of the parties hereto to comply with the usury laws of the State of _____________; accordingly, it is agreed that notwithstanding any provision to the contrary in the Security Agreement, or in any of the documents evidencing the Obligations or otherwise relating thereto, no such provision shall require the payment or permit the collection of interest in excess of the maximum permitted by law. If any excess of interest in such respect is provided for, or shall be adjudicated to be so provided for, in this Security Agreement, or in any of the documents evi¬dencing the Obligations or otherwise relating thereto, then in such event (a) the provisions of this paragraph shall govern and control, (b) neither Debtor hereof nor his heirs, legal representatives, successors or assigns or any other party liable for the payment hereof, shall be obligated to pay the amount of such interest to the extent that it is in excess of the maximum amount permitted by law, (c) any such excess which may have been collected shall be, at the option of the holder of the instrument evidencing the Obligations, either applied as a credit against the then unpaid prin¬cipal amount thereof or refunded to the Maker thereof, and (d) the effective rate of interest shall be automatically subject to reduction to the maximum lawful contract rate allowed under the usury laws of the State of _____________ as now or hereafter construed by the courts having jurisdiction.
Debtor hereby covenants and agrees that in the event of default by Debtor (an event of default shall be any one of those events of default stated above) that Secured Party shall have the absolute and unconditional right, without the prior notice and/or any prior hearing of any kind whatsoever, to seize and take possession of the Collateral, and furthermore Debtor does hereby expressly waive any right to any prior notice and/or any prior hearing prior to seizure and taking possession of the Collateral and/or property by Secured Party in the event of default by Debtor.
All rights of Secured Party hereunder shall inure to the benefit of its successors and assigns; and all obligations of Debtor shall bind his heirs, executors or administrators and his or its successors or assigns. The rights and remedies of Secured Party hereunder are cumulative, and the exercise of any one or more of the remedies provided herein shall not be construed as a waiver of any of the other remedies of Secured Party.
Any provision found to be invalid under the laws of the State of _____________, or any other state having jurisdiction, shall be invalid only with respect to the offending provision. All words used herein shall be construed of such gender or number as the circumstances require. If this Security Agreement is executed by more than one debtor, the Obligations of all such debtors shall be joint and several. The law of the State of _____________ shall apply to this Security Agreement and its con¬struction and interpretation.
EXECUTED on this ____ day of _______, ____.
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