Exhibit
10.3


 


COMMERCIAL
PLEDGE AGREEMENT


 


	Grantor:	WEST
    BANCORPORATION, INC.	Lender:	NATIONAL
    EXCHANGE BANK AND TRUST
	 	1601
    22nd St	 	SOUTH
    MAIN
	 	West
    Des Moines, IA 50266-1409	 	130
    S MAIN ST
	 	 	 	PO
    BOX 988
	 	 	 	FOND
    DU LAC, WI 54936-0988


 


THIS
COMMERCIAL PLEDGE AGREEMENT dated December 15, 2021, is made and executed between WEST BANCORPORATION, INC. (“Grantor”)
and NATIONAL EXCHANGE BANK AND TRUST (“Lender”).


 


GRANT
OF SECURITY INTEREST. For valuable consideration, Grantor grants to Lender a security interest in the Collateral to secure the
Indebtedness and agrees that Lender shall have the rights stated in this Agreement with respect to the Collateral, in addition
to all other rights which Lender may have by law.


 


COLLATERAL
DESCRIPTION. The word “Collateral” as used in this Agreement means Grantor’s present and future rights, title
and interest in and to the following described investment property, together with any and all present and future additions thereto,
substitutions therefor, and replacements thereof, together with any and all present and future certificates and/or instruments
evidencing any stock and further together with all Income and Proceeds as described herein:


 


150,000
Shares of West Des Moines State Bank n/k/a West Bank Stock


 


CROSS-COLLATERALIZATION.
In addition to the Note, this Agreement secures all obligations, debts and liabilities, plus interest thereon, of Grantor
to Lender, or any one or more of them, as well as all claims by Lender against Grantor or any one or more of them, whether now
existing or hereafter arising, whether related or unrelated to the purpose of the Note, whether voluntary or otherwise, whether
due or not due, direct or indirect, determined or undetermined, absolute or contingent, liquidated or unliquidated, whether Grantor
may be liable individually or jointly with others, whether obligated as guarantor, surety, accommodation party or otherwise, and
whether recovery upon such amounts may be or hereafter may become barred by any statute of limitations, and whether the obligation
to repay such amounts may be or hereafter may become otherwise unenforceable.


 


RIGHT
OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Grantor’s accounts with Lender
(whether checking, savings, or some other account). This includes all accounts Grantor holds jointly with someone else and all
accounts Grantor may open in the future. However, this does not include any IRA or Keogh accounts, or any trust accounts for which
setoff would be prohibited by law. Grantor authorizes Lender, to the extent permitted by applicable law, to charge or setoff all
sums owing on the Indebtedness against any and all such accounts, and, at Lender’s option, to administratively freeze all such
accounts to allow Lender to protect Lender’s charge and setoff rights provided in this paragraph.


 


REPRESENTATIONS
AND WARRANTIES WITH RESPECT TO THE COLLATERAL. Grantor represents and warrants to Lender that:


 


Ownership.
Grantor has a lawful ownership interest in the Collateral free and clear of all security interests, liens, encumbrances and
claims of others except as disclosed to and accepted by Lender in writing prior to execution of this Agreement.


 


Right
to Pledge. Grantor has the full right, power and authority, acting alone, to enter into this Agreement and to pledge the Collateral.


 


Authority;
Binding Effect. Grantor has the full right, power and authority to enter into this Agreement and, acting alone, to grant a
security interest in the Collateral to Lender. This Agreement is binding upon Grantor as well as Grantor’s successors and
assigns, and is legally enforceable in accordance with its terms. The foregoing representations and warranties, and all other
representations and warranties contained in this Agreement are and shall be continuing in nature and shall remain in full force
and effect until such time as this Agreement is terminated or cancelled as provided herein.


 


No
Further Assignment. Grantor has not, and shall not, sell, assign, transfer, encumber or otherwise dispose of any of Grantor’s
rights in the Collateral except as provided in this Agreement.


 


No
Defaults. There are no defaults existing under the Collateral, and there are no offsets or counterclaims to the same. Grantor
will strictly and promptly perform each of the terms, conditions, covenants and agreements, if any, contained in the Collateral
which are to be performed by Grantor.


 


No
Violation. The execution and delivery of this Agreement will not violate any law or agreement governing Grantor or to which
Grantor is a party, and its certificate or articles of incorporation and bylaws do not prohibit any term or condition of this
Agreement.


 


Financing
Statements. Grantor authorizes Lender to file a UCC financing statement, or alternatively, a copy of this Agreement to perfect
Lender’s security interest. At Lender’s request, Grantor additionally agrees to sign all other documents that are necessary to
perfect, protect, and continue Lender’s security interest in the Property. Grantor will pay all filing fees, title transfer fees,
and other fees and costs involved unless prohibited by law or unless Lender is required by law to pay such fees and costs. Grantor
irrevocably appoints Lender to execute documents necessary to transfer title if there is a default. Lender may file a copy of
this Agreement as a financing statement.


 


LENDER’S
RIGHTS AND OBLIGATIONS WITH RESPECT TO THE COLLATERAL. Lender may hold the Collateral until all Indebtedness has been paid
and satisfied. Thereafter Lender may deliver the Collateral to Grantor or to any other owner of the Collateral. Lender shall have
the following rights in addition to all other rights Lender may have by law:


 


Maintenance
and Protection of Collateral. Lender may, but shall not be obligated to, take such steps as it deems necessary or desirable
to protect, maintain, insure, store, or care for the Collateral, including paying of any liens or claims against the Collateral.
This may include such things as hiring other people, such as attorneys, appraisers or other experts. Lender may charge Grantor
for any cost incurred in so doing. When applicable law provides more than one method of perfection of Lender’s security interest,
Lender may choose the method(s) to be used. If the Collateral consists of stock, bonds or other investment property for which
no certificate has been issued, Grantor agrees, at Lender’s request, either to request issuance of an appropriate certificate
or to give instructions on Lender’s forms to the issuer, transfer agent, mutual fund company, or broker, as the case may be, to
record on its books or records Lender’s security interest in the Collateral. Grantor also agrees to execute any additional documents,
including but not limited to, a control agreement, necessary to perfect Lender’s security interest as Lender may desire.


 


Income
and Proceeds from the Collateral. Lender may receive all Income and Proceeds and add it to the Collateral. Grantor agrees
to deliver to Lender immediately upon receipt, in the exact form received and without commingling with other property, all Income
and Proceeds from the Collateral which may be received by, paid, or delivered to Grantor or for Grantor’s account, whether as
an addition to, in discharge of, in substitution of, or in exchange for any of the Collateral.


 


Application
of Cash. At Lender’s option, Lender may apply any cash, whether included in the Collateral or received as Income and
Proceeds or through liquidation, sale, or retirement, of the Collateral, to the satisfaction of the Indebtedness or such portion
thereof as Lender shall choose, whether or not matured. 





     


     


    



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PLEDGE AGREEMENT	 
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Transactions
with Others. Lender may (1) extend time for payment or other performance, (2) grant a renewal or change in terms or conditions,
or (3) compromise, compound or release any obligation, with any one or more Obligors, endorsers, or Guarantors of the Indebtedness
as Lender deems advisable, without obtaining the prior written consent of Grantor, and no such act or failure to act shall affect
Lender’s rights against Grantor or the Collateral.


 


All
Collateral Secures Indebtedness. All Collateral shall be security for the Indebtedness, whether the Collateral is located
at one or more offices or branches of Lender. This will be the case whether or not the office or branch where Grantor obtained
Grantor’s loan knows about the Collateral or relies upon the Collateral as security.


 


Collection
of Collateral. Lender at Lender’s option may, but need not, collect the Income and Proceeds directly from the Obligors. Grantor
authorizes and directs the Obligors, if Lender decides to collect the Income and Proceeds, to pay and deliver to Lender all Income
and Proceeds from the Collateral and to accept Lender’s receipt for the payments.


 


Power
of Attorney. Grantor irrevocably appoints Lender as Grantor’s attorney-in-fact, with full power of substitution, (a) to demand,
collect, receive, receipt for, sue and recover all Income and Proceeds and other sums of money and other property which may now
or hereafter become due, owing or payable from the Obligors in accordance with the terms of the Collateral; (b) to execute, sign
and endorse any and all instruments, receipts, checks, drafts and warrants issued in payment for the Collateral; (c) to settle
or compromise any and all claims arising under the Collateral, and in the place and stead of Grantor, execute and deliver Grantor’s
release and acquittance for Grantor; (d) to file any claim or claims or to take any action or institute or take part in any proceedings,
either in Lender’s own name or in the name of Grantor, or otherwise, which in the discretion of Lender may seem to be necessary
or advisable; and (e) to execute in Grantor’s name and to deliver to the Obligors on Grantor’s behalf, at the time and in the
manner specified by the Collateral, any necessary instruments or documents.


 


Perfection
of Security Interest. Upon Lender’s request, Grantor will deliver to Lender any and all of the documents evidencing
or constituting the Collateral. When applicable law provides more than one method of perfection of Lender’s security interest,
Lender may choose the method(s) to be used. Upon Lender’s request, Grantor will sign and deliver any writings necessary to perfect
Lender’s security interest. If any of the Collateral consists of securities for which no certificate has been issued, Grantor
agrees, at Lender’s option, either to request issuance of an appropriate certificate or to execute appropriate instructions on
Lender’s forms instructing the issuer, transfer agent, mutual fund company, or broker, as the case may be, to record on its books
or records, by book-entry or otherwise, Lender’s security interest in the Collateral. Grantor hereby appoints Lender as Grantor’s
irrevocable attorney-in-fact for the purpose of executing any documents necessary to perfect, amend, or to continue the security
interest granted in this Agreement or to demand termination of filings of other secured parties. This is a continuing Security
Agreement and will continue in effect even though all or any part of the Indebtedness is paid in full and even though for a period
of time Grantor may not be indebted to Lender.


 


LENDER’S
EXPENDITURES. If any action or proceeding is commenced that would materially affect Lender’s interest in the Collateral or
if Grantor fails to comply with any provision of this Agreement or any Related Documents, including but not limited to Grantor’s
failure to discharge or pay when due any amounts Grantor is required to discharge or pay under this Agreement or any Related Documents,
Lender on Grantor’s behalf may (but shall not be obligated to) take any action that Lender deems appropriate, including but not
limited to discharging or paying all taxes, liens, security interests, encumbrances and other claims, at any time levied or placed
on the Collateral and paying all costs for insuring, maintaining and preserving the Collateral. All such expenditures incurred
or paid by Lender for such purposes will then bear interest at the rate charged under the Note from the date incurred or paid
by Lender to the date of repayment by Grantor. All such expenses will become a part of the Indebtedness and, at Lender’s option,
will (A) be payable on demand; (B) be added to the balance of the Note and be apportioned among and be payable with any installment
payments to become due during either (1) the term of any applicable insurance policy; or (2) the remaining term of the Note; or
(C) be treated as a balloon payment which will be due and payable at the Note’s maturity. The Agreement also will secure payment
of these amounts. Such right shall be in addition to all other rights and remedies to which Lender may be entitled upon the occurrence
of any Event of Default.


 


LIMITATIONS
ON OBLIGATIONS OF LENDER. Lender shall use ordinary reasonable care in the physical preservation and custody of the Collateral
in Lender’s possession, but shall have no other obligation to protect the Collateral or its value. In particular, but without
limitation, Lender shall have no responsibility for (A) any depreciation in value of the Collateral or for the collection or protection
of any Income and Proceeds from the Collateral, (B) preservation of rights against parties to the Collateral or against third
persons, (C) ascertaining any maturities, calls, conversions, exchanges, offers, tenders, or similar matters relating to any of
the Collateral, or (D) informing Grantor about any of the above, whether or not Lender has or is deemed to have knowledge of such
matters. Except as provided above, Lender shall have no liability for depreciation or deterioration of the Collateral.


 


DEFAULT.
Each of the following shall constitute an Event of Default under this Agreement:


 


Payment
Default. Grantor fails to make any payment when due under the Indebtedness.


 


Other
Defaults. Grantor fails to comply with or to perform any other term, obligation, covenant or condition contained in this Agreement
or in any of the Related Documents or to comply with or to perform any term, obligation, covenant or condition contained in any
other agreement between Lender and Grantor.


 


False
Statements. Any warranty, representation or statement made or furnished to Lender by Grantor or on Grantor’s behalf under
this Agreement or the Related Documents is false or misleading in any material respect, either now or at the time made or furnished
or becomes false or misleading at any time thereafter.


 


Defective
Collateralization. This Agreement or any of the Related Documents ceases to be in full force and effect (including failure
of any collateral document to create a valid and perfected security interest or lien) at any time and for any reason.


 


Insolvency.
The dissolution or termination of Grantor’s existence as a going business, the insolvency of Grantor, the appointment of a
receiver for any part of Grantor’s property, any assignment for the benefit of creditors, any type of creditor workout, or the
commencement of any proceeding under any bankruptcy or insolvency laws by or against Grantor.


 


Creditor
or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help,
repossession or any other method, by any creditor of Grantor or by any governmental agency against any collateral securing the
Indebtedness. This includes a garnishment of any of Grantor’s accounts, including deposit accounts, with Lender. However, this
Event of Default shall not apply if there is a good faith dispute by Grantor as to the validity or reasonableness of the claim
which is the basis of the creditor or forfeiture proceeding and if Grantor gives Lender written notice of the creditor or forfeiture
proceeding and deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined
by Lender, in its sole discretion, as being an adequate reserve or bond for the dispute. 





     


     


    



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PLEDGE AGREEMENT	 
	 	(Continued)	Page 3





 



 


Events
Affecting Guarantor. Any of the preceding events occurs with respect to any guarantor, endorser, surety, or accommodation
party of any of the Indebtedness or guarantor, endorser, surety, or accommodation party dies or becomes incompetent or revokes
or disputes the validity of, or liability under, any Guaranty of the Indebtedness.


 


Adverse
Change. A material adverse change occurs in Grantor’s financial condition, or Lender believes the prospect of payment or performance
of the Indebtedness is impaired.


 


Insecurity.
Lender in good faith believes itself insecure.


 


RIGHTS
AND REMEDIES ON DEFAULT. If an Event of Default occurs under this Agreement, at any time thereafter, Lender may exercise any
one or more of the following rights and remedies:


 


Accelerate
Indebtedness. Declare all Indebtedness, including any prepayment penalty which Grantor would be required to pay, immediately
due and payable, without notice of any kind to Grantor.


 


Collect
the Collateral. Collect any of the Collateral and, at Lender’s option and to the extent permitted by applicable law, retain
possession of the Collateral while suing on the Indebtedness.


 


Sell
the Collateral. Sell the Collateral, at Lender’s discretion, as a unit or in parcels, at one or more public or private sales.
Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized
market, Lender shall give or mail to Grantor, and other persons as required by law, notice at least ten (10) days in advance of
the time and place of any public sale, or of the time after which any private sale may be made. However, no notice need be provided
to any person who, after an Event of Default occurs, enters into and authenticates an agreement waiving that person’s right to
notification of sale. Grantor agrees that any requirement of reasonable notice as to Grantor is satisfied if Lender mails notice
by ordinary mail addressed to Grantor at the last address Grantor has given Lender in writing. If a public sale is held, there
shall be sufficient compliance with all requirements of notice to the public by a single publication in any newspaper of general
circulation in the county where the Collateral is located, setting forth the time and place of sale and a brief description of
the property to be sold. Lender may be a purchaser at any public sale.


 


Sell
Securities. Sell any securities included in the Collateral in a manner consistent with applicable federal and state securities
laws. If, because of restrictions under such laws, Lender is unable, or believes Lender is unable, to sell the securities in an
open market transaction, Grantor agrees that Lender will have no obligation to delay sale until the securities can be registered.
Then Lender may make a private sale to one or more persons or to a restricted group of persons, even though such sale may result
in a price that is less favorable than might be obtained in an open market transaction. Such a sale will be considered commercially
reasonable. If any securities held as Collateral are “restricted securities” as defined in the Rules of the Securities
and Exchange Commission (such as Regulation D or Rule 144) or the rules of state securities departments under state “Blue
Sky” laws, or if Grantor or any other owner of the Collateral is an affiliate of the issuer of the securities, Grantor agrees
that neither Grantor, nor any member of Grantor’s family, nor any other person signing this Agreement will sell or dispose of
any securities of such issuer without obtaining Lender’s prior written consent.


 


Rights
and Remedies with Respect to Investment Property, Financial Assets and Related Collateral. In addition to other rights and
remedies granted under this Agreement and under applicable law, Lender may exercise any or all of the following rights and remedies:
(1) register with any issuer or broker or other securities intermediary any of the Collateral consisting of investment property
or financial assets (collectively herein, “investment property”) in Lender’s sole name or in the name of Lender’s broker,
agent or nominee; (2) cause any issuer, broker or other securities intermediary to deliver to Lender any of the Collateral consisting
of securities, or investment property capable of being delivered; (3) enter into a control agreement or power of attorney with
any issuer or securities intermediary with respect to any Collateral consisting of investment property, on such terms as Lender
may deem appropriate, in its sole discretion, including without limitation, an agreement granting to Lender any of the rights
provided hereunder without further notice to or consent by Grantor; (4) execute any such control agreement on Grantor’s behalf
and in Grantor’s name, and hereby irrevocably appoints Lender as agent and attorney-in-fact, coupled with an interest, for the
purpose of executing such control agreement on Grantor’s behalf; (5) exercise any and all rights of Lender under any such control
agreement or power of attorney; (6) exercise any voting, conversion, registration, purchase, option, or other rights with respect
to any Collateral; (7) collect, with or without legal action, and issue receipts concerning any notes, checks, drafts, remittances
or distributions that are paid or payable with respect to any Collateral consisting of investment property. Any control agreement
entered with respect to any investment property shall contain the following provisions, at Lender’s discretion. Lender shall be
authorized to instruct the issuer, broker or other securities intermediary to take or to refrain from taking such actions with
respect to the investment property as Lender may instruct, without further notice to or consent by Grantor. Such actions may include
without limitation the issuance of entitlement orders, account instructions, general trading or buy or sell orders, transfer and
redemption orders, and stop loss orders. Lender shall be further entitled to instruct the issuer, broker or securities intermediary
to sell or to liquidate any investment property, or to pay the cash surrender or account termination value with respect to any
and all investment property, and to deliver all such payments and liquidation proceeds to Lender. Any such control agreement shall
contain such authorizations as are necessary to place Lender in “control” of such investment collateral, as contemplated
under the provisions of the Uniform Commercial Code, and shall fully authorize Lender to issue “entitlement orders”
concerning the transfer, redemption, liquidation or disposition of investment collateral, in conformance with the provisions of
the Uniform Commercial Code.


 


Foreclosure.
Maintain a judicial suit for foreclosure and sale of the Collateral.


 


Transfer
Title. Effect transfer of title upon sale of all or part of the Collateral. For this purpose, Grantor irrevocably appoints
Lender as Grantor’s attorney-in-fact to execute endorsements, assignments and instruments in the name of Grantor and each of them
(if more than one) as shall be necessary or reasonable.


 


Other
Rights and Remedies. Have and exercise any or all of the rights and remedies of a secured creditor under the provisions of
the Uniform Commercial Code, at law, in equity, or otherwise.


 


Application
of Proceeds. Apply any cash which is part of the Collateral, or which is received from the collection or sale of the Collateral,
to reimbursement of any expenses, including any costs for registration of securities, commissions incurred in connection with
a sale, attorneys’ fees and court costs, whether or not there is a lawsuit and including any fees on appeal, incurred by Lender
in connection with the collection and sale of such Collateral and to the payment of the Indebtedness of Grantor to Lender, with
any excess funds to be paid to Grantor as the interests of Grantor may appear. Grantor agrees, to the extent permitted by law,
to pay any deficiency after application of the proceeds of the Collateral to the Indebtedness.


 


Election
of Remedies. Except as may be prohibited by applicable law, all of Lender’s rights and remedies, whether evidenced by
this Agreement, the Related Documents, or by any other writing, shall be cumulative and may be exercised singularly or concurrently.
Election by Lender to pursue any remedy shall not exclude pursuit of any other remedy, and an election to make expenditures or
to take action to perform an obligation of Grantor under this Agreement, after Grantor’s failure to perform, shall not affect
Lender’s right to declare a default and exercise its remedies.



     


     


    



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PLEDGE AGREEMENT	 
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FUTURE
ADVANCES. In addition to the Note, this Commercial Pledge Agreement secures all future advances made by Lender to Grantor
whether or not the advances are made pursuant to a commitment. Specifically, without limitation, this Commercial Pledge Agreement
secures, in addition to the amounts specified in the Note, all future amounts Lender in its discretion may loan to Grantor, together
with all interest thereon.


 


MISCELLANEOUS
PROVISIONS. The following miscellaneous provisions are a part of this Agreement:


 


Amendments.
This Agreement, together with any Related Documents, constitutes the entire understanding and agreement of the parties as
to the matters set forth in this Agreement. No alteration of or amendment to this Agreement shall be effective unless given in
writing and signed by the party or parties sought to be charged or bound by the alteration or amendment.


 


Attorneys’
Fees; Expenses. Grantor agrees to pay upon demand all of Lender’s costs and expenses, including Lender’s attorneys’ fees and
Lender’s legal expenses, incurred in connection with the enforcement of this Agreement. Lender may hire or pay someone else to
help enforce this Agreement, and Grantor shall pay the costs and expenses of such enforcement. Costs and expenses include Lender’s
attorneys’ fees and legal expenses whether or not there is a lawsuit, including attorneys’ fees and legal expenses for bankruptcy
proceedings (including efforts to modify or vacate any automatic stay or injunction), appeals, and any anticipated post-judgment
collection services. Grantor also shall pay all court costs and such additional fees as may be directed by the court.


 


Caption
Headings. Caption headings in this Agreement are for convenience purposes only and are not to be used to interpret or define
the provisions of this Agreement.


 


Governing
Law. This Agreement will be governed by federal law applicable to Lender and, to the extent not preempted by federal law, the
laws of the State of Wisconsin without regard to its conflicts of law provisions. This Agreement has been accepted by Lender in
the State of Wisconsin.


 


Choice
of Venue. If there is a lawsuit, Grantor agrees upon Lender’s request to submit to the jurisdiction of the courts of Fond
du Lac County, State of Wisconsin.


 


No
Waiver by Lender. Lender shall not be deemed to have waived any rights under this Agreement unless such waiver is given in
writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of
such right or any other right. A waiver by Lender of a provision of this Agreement shall not prejudice or constitute a waiver
of Lender’s right otherwise to demand strict compliance with that provision or any other provision of this Agreement. No prior
waiver by Lender, nor any course of dealing between Lender and Grantor, shall constitute a waiver of any of Lender’s rights or
of any of Grantor’s obligations as to any future transactions. Whenever the consent of Lender is required under this Agreement,
the granting of such consent by Lender in any instance shall not constitute continuing consent to subsequent instances where such
consent is required and in all cases such consent may be granted or withheld in the sole discretion of Lender.


 


Notices.
Any notice required to be given under this Agreement shall be given in writing, and shall be effective when actually delivered,
when actually received by telefacsimile (unless otherwise required by law), when deposited with a nationally recognized overnight
courier, or, if mailed, when deposited in the United States mail, as first class, certified or registered mail postage prepaid,
directed to the addresses shown near the beginning of this Agreement. Any party may change its address for notices under this
Agreement by giving formal written notice to the other parties, specifying that the purpose of the notice is to change the party’s
address. For notice purposes, Grantor agrees to keep Lender informed at all times of Grantor’s current address. Unless otherwise
provided or required by law, if there is more than one Grantor, any notice given by Lender to any Grantor is deemed to be notice
given to all Grantors.


 


Severability.
If a court of competent jurisdiction finds any provision of this Agreement to be illegal, invalid, or unenforceable as to
any circumstance, that finding shall not make the offending provision illegal, invalid, or unenforceable as to any other circumstance.
If feasible, the offending provision shall be considered modified so that it becomes legal, valid and enforceable. If the offending
provision cannot be so modified, it shall be considered deleted from this Agreement. Unless otherwise required by law, the illegality,
invalidity, or unenforceability of any provision of this Agreement shall not affect the legality, validity or enforceability of
any other provision of this Agreement.


 


Successors
and Assigns. Subject to any limitations stated in this Agreement on transfer of Grantor’s interest, this Agreement shall
be binding upon and inure to the benefit of the parties, their successors and assigns. If ownership of the Collateral becomes
vested in a person other than Grantor, Lender, without notice to Grantor, may deal with Grantor’s successors with reference
to this Agreement and the Indebtedness by way of forbearance or extension without releasing Grantor from the obligations of this
Agreement or liability under the Indebtedness.


 


Time
is of the Essence. Time is of the essence in the performance of this Agreement.


 


DEFINITIONS.
The following capitalized words and terms shall have the following meanings when used in this Agreement. Unless specifically
stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of the United States of America. Words
and terms used in the singular shall include the plural, and the plural shall include the singular, as the context may require.
Words and terms not otherwise defined in this Agreement shall have the meanings attributed to such terms in the Uniform Commercial
Code:


 


Agreement.
The word “Agreement” means this Commercial Pledge Agreement, as this Commercial Pledge Agreement may be amended
or modified from time to time, together with all exhibits and schedules attached to this Commercial Pledge Agreement from time
to time.


 


Borrower.
The word “Borrower” means WEST BANCORPORATION, INC. and includes all co-signers and co-makers signing the Note and
all their successors and assigns.


 


Collateral.
The word “Collateral” means all of Grantor’s right, title and interest in and to all the Collateral as described
in the Collateral Description section of this Agreement.


 


Event
of Default. The words “Event of Default” mean any of the events of default set forth in this Agreement in the
default section of this Agreement.


 


Grantor.
The word “Grantor” means WEST BANCORPORATION, INC.. 




     


     


    



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PLEDGE AGREEMENT	 
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Guaranty.
The word “Guaranty” means the guaranty from guarantor, endorser, surety, or accommodation party to Lender, including
without limitation a guaranty of all or part of the Note.


 


Income
and Proceeds. The words “Income and Proceeds” mean all present and future income, proceeds, earnings, increases,
and substitutions from or for the Collateral of every kind and nature, including without limitation all payments, interest, profits,
distributions, benefits, rights, options, warrants, dividends, stock dividends, stock splits, stock rights, regulatory dividends,
subscriptions, monies, claims for money due and to become due, proceeds of any insurance on the Collateral, shares of stock of
different par value or no par value issued in substitution or exchange for shares included in the Collateral, and all other property
Grantor is entitled to receive on account of such Collateral, including accounts, documents, instruments, chattel paper, investment
property, and general intangibles.


 


Indebtedness.
The word “Indebtedness” means the indebtedness evidenced by the Note or Related Documents, including all principal
and interest together with all other indebtedness and costs and expenses for which Grantor is responsible under this Agreement
or under any of the Related Documents. Specifically, without limitation, Indebtedness includes all amounts that may be indirectly
secured by the Cross-Collateralization provision of this Agreement.


 


Lender.
The word “Lender” means NATIONAL EXCHANGE BANK AND TRUST, its successors and assigns.


 


Note.
The word “Note” means the Note dated December 15, 2021 and executed by WEST BANCORPORATION, INC. in the principal
amount of $40,000,000.00, together with all renewals of, extensions of, modifications of, refinancings of, consolidations of,
and substitutions for the note or credit agreement.


 


Obligor.
The word “Obligor” means without limitation any and all persons obligated to pay money or to perform some other
act under the Collateral.


 


Property.
The word “Property” means all of Grantor’s right, title and interest in and to all the Property as described in
the “Collateral Description” section of this Agreement.


 


Related
Documents. The words “Related Documents” mean all promissory notes, credit agreements, loan agreements, environmental
agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other instruments,
agreements and documents, whether now or hereafter existing, executed in connection with the Indebtedness.


 


GRANTOR
HAS READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS COMMERCIAL PLEDGE AGREEMENT AND AGREES TO ITS TERMS. THIS AGREEMENT IS DATED
DECEMBER 15, 2021.


 


GRANTOR:


 


WEST
BANCORPORATION, INC.


 





	By:
    	/s/
    Douglas R. Gulling	 
	 	DOUGLAS
    R. GULLING, Executive Vice President/Chief Financial Officer of WEST BANCORPORATION, INC.	 



 





 



LaserPro,
Ver. 21.3.11.003 Copr. Finastra USA Corporation 1997, 2021. All Rights Reserved. - WI C:\LaserPro\CFI\LPL\E60.FC TR-21645 PR-4