PLEDGE AGREEMENT

THIS PLEDGE AGREEMENT (the “Agreement”) is made and entered into as of the ___ day of October, 2010, by and between [INDIVIDUAL], a [STATE] resident, whose mailing address is _____________________________________ (“Pledgor”), and [COMPANY], a national banking association (“Bank”).

RECITALS

WHEREAS, concurrently with the execution of this Agreement, [COMPANY], a [STATE] limited liability company (“[COMPANY]”), [INDIVIDUAL], an [STATE] resident (“[INDIVIDUAL]”) (hereinafter [INDIVIDUAL] and [COMPANY] are sometimes collectively referred to as the “Borrowers”), Pledgor and Bank have entered into a Loan Agreement as of even date herewith (the “Loan Agreement”), pursuant to which Bank has agreed to loan funds to the Borrowers in accordance therewith (the “Term Loan”) and the Borrowers have executed and delivered to Bank the promissory note of even date herewith in the principal amount of [AMOUNT] (the “Term Note”); and

WHEREAS, Pledgor is the owner of [NUMBER] Class B units of membership interest of [ALIAS] (the “Units”); and

WHEREAS, Bank is only willing to make the Term Loan to the Borrowers, subject to and in accordance with the terms and provisions of the Loan Agreement, on the condition that Pledgor execute and deliver to Bank (i) this Agreement securing the Obligations, as hereinafter defined, of Pledgor under the Loan Documents, and (ii) the other Loan Documents; and

WHEREAS, to secure the Obligations of Pledgor under the Loan Documents, Pledgor has agreed to pledge to Bank the Units and all after-acquired ownership or other interests of Pledgor in and to [ALIAS] including, without limitation, all rights in and to all profits, proceeds and distributions of every kind and nature whatsoever due to Pledgor with respect to the Units (collectively, the “Pledged Units”); and

WHEREAS, Pledgor is willing to enter into this Agreement in order to induce Bank to provide the Term Loan to the Borrowers, in accordance with the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the above premises and the covenants contained herein, Pledgor and Bank agree as follows:

1. Definitions. All capitalized terms used in this Agreement, including its preamble and recitals, and not otherwise defined herein, shall have the meaning ascribed to them in the Loan Agreement. Unless otherwise defined herein or in the Loan Agreement, or the context otherwise requires, and whether or not capitalized, terms for which meanings are provided in the Uniform Commercial Code, as in effect from time to time in the State of [STATE], are used in this Agreement with such meaning.