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The Pledge and Security Agreement is a fundamental document in secured financing transactions under Hong Kong law, used when a party (pledgor) needs to provide security over specific assets to secure its obligations to another party (pledgee). This document is commonly used in various financing arrangements, including loan facilities, bond issuances, and other credit arrangements. The agreement details the creation of security interests over various types of assets (such as bank accounts, shares, receivables, or other property), specifies the secured obligations, and outlines the rights and remedies available to the security taker in case of default. The document must comply with Hong Kong legal requirements, including registration requirements under the Companies Ordinance where applicable, and incorporates specific provisions for enforcement under Hong Kong law.

1. Parties: Identification of the pledgor/security provider and the pledgee/security taker

2. Background: Context of the security arrangement, including reference to any underlying facility or principal agreement

3. Definitions and Interpretation: Definitions of key terms and interpretation rules, including specific Hong Kong law references

4. Grant of Security Interest: Core provision creating the security interest, specifically describing the pledge and charge being created

5. Secured Obligations: Definition and scope of the obligations being secured by the agreement

6. Representations and Warranties: Pledgor's representations regarding ownership, authority, and status of the collateral

7. Covenants: Ongoing obligations of the pledgor regarding maintenance and preservation of the collateral

8. Perfection Requirements: Actions required to perfect the security interest, including registration requirements under Hong Kong law

9. Events of Default: Circumstances constituting default under the agreement

10. Enforcement: Rights and remedies of the pledgee upon default, compliant with Hong Kong enforcement procedures

11. Power of Attorney: Appointment of the pledgee as attorney-in-fact for enforcement purposes

12. Notices: Requirements for giving notices under the agreement

13. Governing Law and Jurisdiction: Specification of Hong Kong law as governing law and jurisdiction

14. General Provisions: Standard boilerplate provisions including amendments, waivers, and severability