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HomeMy WebLinkAbout08-5597MEMO Money Order Company, Inc. PLAINTIFF V. William C. Confer, Jr Individually, jointly and severally, DEFENDANT and Lorill Foods, Inc., doing business as Quality Foods Plus Corporation DEFENDANT COURT OF COMMON PLEAS, CUMBERLAND COUNTY No. CONFESSION OF JUDGMENT 2008 - 5"S9 7 ? Pursuant to the authority contained in the warrant of attorney, the original or a copy of which is attached to the compliant filed in this action, I appear for the Defendants and confess judgment in favor of the Plaintiff and against the Defendants as follows: Principal: $19,424.02 Interest: $ 602.14 Lost Fee Income: $ 3,954.60 Attorney Fees: $ 7,993.59 Total: $31,974.35 Kevin, "Lutkins, Esq. Attorney for Defendants MEMO Money Order Company, Inc. PLAINTIFF V. William C. Confer, Jr Individually, jointly and severally, DEFENDANT and No. Lorill Foods, Inc., doing business as Quality Foods Plus Corporation DEFENDANT COURT OF COMMON PLEAS, CUMBERLAND COUNTY NOTICE 2008 NOTICE IS GIVEN THAT A JUDGMENT IN THE AGAINST ATONED MATTER HAS BEEN ENTERED YOU. PROTHONOTARY 1 If you have any questions concerning the above, please contact: Kevin M. Lutl ins, Esq. Merchants Express Money Order Company 1029 Mumma Road P.O. Box 8863 Camp Hill, PA 17001-8863 (800) 543-8207 MEMO Money Order Company, Inc COURT OF COMMON PLEAS, CUMBERLAND COUNTY PLAINTIFF V. William C. Confer, Jr Individually, jointly and severally, DEFENDANT 2008 and Lorill Foods, Inc., doing business as Quality Foods Plus Corporation DEFENDANT No. COMPLAINT IN CONFESSION OF JUDGMENT FOR MONEY Plaintiff is MEMO Money Order Company, Inc. (hereinafter "MEMO"), a Pennsylvania Corporation that engages in the issuance and We of money orders and whose address is 1029 Mumma Road, Wormleysburg, Pennsylvania, 17043. MEMO Money Order Company, Inc., is a Pennsylvania corporation that is a wholly owned subsidiary of Merchants Express Money Order Company, Inc. 2. Defendant Lorill Foods, Inc., doing business as Quality Foods Plus (hereinafter "Loris), is a corporation doing business at 27 E. 71' Street, Jacksonville, Florida, 32206. 3. Defendant William C. Confer, Jr., (hereinafter "Confer"), is an individual residing at 4100 Pivte Lane, Ormond Beach, Florida, 32174 and is the President of Defendant Lorill. 4. Defendant Confer is the owner, sole shareholder, and/or operator of Defendant Lorill, and entered into the Trust Agreement on behalf of said Defendant Lorill and himself on or about November 3, 2006. A true and correct copy of the Trust Agreement under which Defendants Lorill and Confer are confessing judgment is attached hereto as Exhibit "A". 5. Defendants Confer, with the intent to induce MEMO to enter into a Trust Agreement with Defendant Lorill, entered into the Personal Indemnity and Guaranty on or about November 3, 2006. A true and correct copy of the Personal Indemnity and Guaranty under which Defendant Confer is confessing Judgment is attached hereto as Exhibit "B". 6. The forgoing judgment against Defendants Lorill and confer is not being entered by confession against a natural person in connection with a consumer credit transaction. 7. The Plaintiff has not assigned the Trust Agreement and Personal Indemnity and Guaranty under which judgment is being confessed. 8. The plaintiff has not entered judgment against Defendants in any jurisdiction for the unpaid sum of $31,974.35 or any additional amount for a total of the debt demanded here. 9. The Defendants jointly and severally acted as selling agents for Plaintiff from on or about July 27, 2006 until August 6, 2008. 10. Pursuant to the Trust Agreement, Defendants are required to hold all monies received by them from the sale of money orders, including money order fees (hereinafter "trust funds"), separate and apart from other funds of the Defendant for collection by the Plaintiff through electronic or other means. 11. The Plaintiff attempted to collect the trust funds from Defendants on July 14, 2008, through an Automated Clearing House (hereinafter "ACTT") method. 12. The Plaintiff, or its designated check-clearing banking center did not receive the payment of the trust funds on July 14, 2008 as required by the Trust Agreement and the Remittance by Electronic Funds Transfer agreement (hereinafter "Rider"). A true and correct copy of the Rider is attached hereto as part of the Trust Agreement in Exhibit "A". 13. The failure of Plaintiff or its designated check-clearing banking center to receive trust funds from the Defendant in accordance with the Trust Agreement and its Rider constitutes an event of default allowing plaintiff to enter judgment against Defendants. 14. Pursuant to the Trust Agreement, the Plaintiff suffered damages by the Defendants' conduct as follows: Principal: $19,424.02 Interest: $ 602.14 Lost Fee Income: $ 3,954.60 Attorney Fees: $ 7,993.59 Total: $31,974.35 15. The Defendants' most recent estimated 10-week sales average equaled 169 money orders causing Plaintiff Lost Fee income of $3,954.60 as a result of Defendants' default. 16. Plaintiff demands judgment in the aforementioned amount as authorized by the warrant of Attorney contained in the Trust Agreement attached hereto as Exhibit A. 17. The Warrant of Attorney contained in the Trust Agreement is less than twenty (20) years old. WHEREFORE, plaintiff demands judgment in the amount of $31,974.35, as authorized by the Warrant appearing in the attached Trust Agreement, together with interest from the date of judgment and costs. Kevin M. Lutkins, Esq. Attorney for Plaintiff Attorney ID: 76859 VERIFICATION The undersigned individual hereby states that he/she is an employee of the Pennsylvania con Food Merchants Association with the authority to verify the st ttements Exptained in the Money foregoing complaint involving its wholly owned subsidiary, ed individual also states that the statements made in the Order Company . The undersign information' aforementioned complaint are true and correct to the bent of his/her therein arewmade subect to he and belief. The undersigned understands that the statements penalties of 18 Pa. Cons. Stat. §4904 relating to unsworn falsifications to authorities. Dan C. Oliva MEMO Money Order Company, Inc. PLAINTIFF V. William C. Confer, Jr Individually, jointly and severally, DEFENDANT and Lorill Foods, Inc., doing business as Quality Foods Plus Corporation DEFENDANT COURT OF COMMON PLEAS, CUMBERLAND COUNTY .2008 No. AFFIDAVIT OF NON-MILITARY SERVICE SS: COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND he is of the The undersigned being duly sworn according to law, deposes tates states he has the authority employee make this Pennsylvania Food Merchants Association. The undersigned also Affidavit on behalf of the Plaintiff, Merchants Express Money Order Company, a wholly owned subsidiary of the best of my the Pennsylvania Food Merchants Association. The undersigned also states that of the U ted States owledge, information, and belief, the Defendants are not in the Military or Naval or its Allies, or otherwise within the provisions of the Soldiers' and Sailors' Civil Relief Act of Congress of 1940 as amended. ------ -- Dan C. wa SWORN to and subs5Cribed before me s U day of 2008 lic COMMONWEAL 1. ---- - 1H OF PENNSYLVANIA Notarial S981 Public Jennifer R. Hamelin, Notary Wormleysburg Boro, Cumberland County My Commission Exofts July 12,202 mbar, Pennsylvania Association of Notaries w MEMO Money order Company, Inc. PLAINTIFF V. William C. Confer, Jr Individually, jointly and severally, DEFENDANT and Lorill Foods, Inc., doing business as Quality Foods Plus Corporation DEFENDANT COURT OF COMMON PLEAS, CUMBERLAND COUNTY .2008 No. AFFIDAVIT OF ADDRESSES SS: COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND deposes and states that he is an employee of the The undersigned being duly sworn according to law, ak hi Pennsylvania Food merchants Association. The undersigned also states hae b" the auowned subsidiary s Affidavit on behalf of the Plaintiff, Merchants Express Money order 1029 the laintiff is: the Pennsylvania Food Merchants Association. The undersigned also addresses of the Defendant Pare s Mumma Road, Wormleysburg, Pennsylvania, 17043 and that follows: Lorill Foods, Inc. 27 E. 7a` Street Jacksonville, FL 32206 William C. Confer, Jr. 4100 Pivte Lane Ormond Beach, FL 32174 SWORN to and subs?bed before me t . s day of i 2008. is N 4? COMMONWEALTH OF PENNSYLVANIA NOW N Seel jennftr R. NOW* , Son). Cumberl ry Public ar?d county My Cprtn*sion Expire: July 12.2012 Menem, PonnsYwania Association of Notaries Dan C. Oliva E,j?L,f Fl MERCHANTS EXPRESS MONEY ORDER COMPANY/MEMO MONEY ORDER COMPANY MERCHANTS EXPRESS USA, INC/ MEMO MONEY ORDER COMPANY OF NY, INC. y PERSONAL MONEY ORDERTRUST AGREEMENT THIS AGREEMENT is trade between Nimes EXPRESS MONEY ORDER COMPANY, d/b/a MEMO, MEMO MONEY ORDER COMPANY, d/b/a MEMO, MERCHANTS EXPRESS USA, INC d/b/a MEMO, Peussyh-i2 Corporadm oc MEMO MONEY ORDER COMPANY OF NEW YORK, INC, d/b/a MEMO, a New York Corpootioq or any SUbOdiny d/b/a/ MEMO CMEMO'j and the individual(s) ad/or entities identified below, hereafter referred to as Trustee(s)- In considerjbm of the mutual promises cord in this agreement and intending to be legally bound hereby, the parties agree as follows MEMO. It is expressly a 1. Agency. MEMO appoints Trustee to act as a special gm of MEMO at each of Trustees retail e>reablisturserrts approved f Pont of money venture cadeets « a1 issued ? by 1(?? than as without MEMO and Trustee shall be independent eontractons and that the relationuhip between the Patties shall not constiwoe a or the sale paw, • o which 29c th bithan m the ssly dacribed to this action, herein). Neither MEMO roc Trustee shall have the authority maim any stUCTI-I, in accordance with or h the terns corn mamerran? and of conditions any Lard, or specified talm fied any the p , and in the attached Rider hereiprice written consist of the other patty Trusts accepts such appointment incorporated and made a part bereo£ orders; delivered to Trt>soee by MEMO and all money received by Trustee from the sale of [money orders, 2 Tnut Relationship. Trustee shall receive and hold in trust for MEMO all blank money or and fiords of Tnsstee The including without limitation the money order fees established by MEMO from time to tune (`bust funds'). Trustee shall hold the trust funds separate apart from other MEMO to uste ec e ailure of Tnrstee to hold trust funds separate and apart from any other funds of the Trustee shall, at the option of MEMO, sube a breach ch other of this Agreement entitling as possession of any account or accounts tow which funds reoeived for unary order sales from consumers have been departed inclucling termination of this Agreement, are provided fa herein. Order Fees' specified in the attached rider Money Order Fees 3. Money Order: Fees. In consideration of the services rendered to Trustee by MEMO, Tnistee shall pay MEMO a fee C`Money may be modified by MEMO at any time upon thirty (A days prior notice to Trustee. MEMO will supply Trratee with the folowing 4. Materiab Supplied by MEMO. For the sole purpose of selling money orders pursuant to this Agreement? A. An adequate supply of recut' numbered blank material required to imple ment and maintain a money order age nry• C An agency installation imotint t Cof the qu ? ? to the money order dollar value flan ly into die money crier so as to inhibit the alteration of my item The money order disper= et: C A money order med by of the 9to in necessary impart orders. Such money Order irnpnntm shall at all tines continue to be the sob property of MEMO or mosey order dispensers not owned by MEMO and used by Trustee and shall be shall not be rem l not be removed from MEMO the to indicate Trustee I D. number imprinted wheerre it was as ir MEMO p'er't °?y instilled by MEMO: Any other money to imprint money orders must be promotional matemLs, all ofwhich Trustee agrees to display at all times to access Trustee's and to D. RD an Accounting. y N twitli l r windaw any ?' 9 any ? p-And rovision of this Agreement; MEMO shall have the night. at all ressarable tires, with or without noturt, premises, Right to id iounti g cal employees o o the cash receipts, money order Fees, the aecau>timg (store) copies of rnoney ragents y of to inspect and perforrn an accounting rge wib a? Trustee to recover expanses ahaured by MEMO when an audit is inspect 5 perform an amantas report n cam di its wesv or ppliad node due to Trustees breath of sales this Ageanderrmerthnt e Trusxtee's inventory of unissued money orders Aein order sold if a i4 tact' or if the audit discloses a breads. (See audit fee/penalty foe schedule). 6. Rules and ReguUtiom. Trustee shall comply with the following rules and regular, ?T?? or used in any marnset for Tmstee'sown purposes, erupt as aIl°wed by MEMO. No check or other Paper transmitted of deposited by Trustee to or for MEMO shall constitute a remittance to A. No mosey order shad be issued or sold to anyomoney ne in pordersayment of d any or obligation. B. Only cash shall be accepted as payment for MEMO until actually collect MEMO to have the ave ver the option m each case as to whether to deposit any such paper for collection' orders shall be at least as that nigard to morel all unissued money orders and the money order i[rnptinbep with the highest degree of care. The care ruoercised in regard tine evert, immediately upon discovery of shall safegafeguard to MEMO the serial number of each. mosey order stolen or missing and all other information > C Trustee ice m cue Trustee shat repot four notes price to the money ordersB presented for paw to MEMO so lira[ payment can be stopped on such missing ? the factrers. any event not later than twenty- ( Trustee shat be solely responsible for 211 kisses arising fiorn, and stall indemnify MEMO money orders Such report shat be by telephone and immediately w l as aned in c orderimparittis issued toTrustee. Fuctthcmicer Trustee shA be responsible for repair or replacement of hold misuse, any se, rnegjumoneygertcS a or otherwise. Said responsbddy and Eabdrty of Trustee shall not be limited by Trustee's any hoarders regarding any and a0 nsers stolen a d d s to en o ramag malted o as rde a er tsscuilt w of l as d set forth in this paregoph. issued money order ca-Pee 4 with the safeguarding cur, and reporting °?' wart financial infomation to MEMO as requested by MEMO. Trustee shall conduct operations so that the finds position and provide D. Trustee 4a at all times maintain a o d ? in the opinion. of a reasonable person to be in jeopardy and shall cease the issuance of mosey orders and ?Y MEMO O immediately, generated from the sale marry hose and immediately confit med in wasting 'Sound financial ?immediately, should such jeopardy arise. Notification to MEMO shall be made proagsdy by ti9ep the Trustee and that neither Trustee or airy Guuant« hat in the business, operations, condition (6nancid or otherwise) or prospects of for the bereft a creditors, ranter h a t to adverse change transaction of its business, made a general assignment ahem that these has been no material become ,generally unable pay its debts bts as they become cue, involuntarily suspasded desco. in paragri 7B or consented pro?ding described in Paragrap such order for relief; decimation, finding or relief described therein, institute a proceeding is instituted or has taken any any such official or all any substantial part of its property, whether or not any such pmoxding h 7B or co of possession steto any a therein a of a y to the taking of o n shall also induce when Ttusta fam7s to pay, on the date which the sum is any such ?d>, in die sole discretion, of MEMO, it u?on in furtherance of arty of the foregoing A lark of sound firmxial condition order conditions ? any s+an lxiyable hexcutider of fouls to pay its creditors generally or malts represesnations to MEMO or to other creditors that it must delay any such payment appears that Trustee is no longer in a sound financial condition Trustee's business, Is Tmstcc shall provide MEMO by facsimile transmittal or registered mail three (3) weeks advance notice of proposed change(s) in the ownership of either s lost s, the management of Trustee's business, the sale of fifty-one percent (51%) or more of Trustee's assets, or he entry into termination O mpany busi aspa ?? with Tutee. has Transactions included within this paragraph 6(E) include transfer of stock of Trustee, sale of partnership, interests? entered any similar transaction which effects a change in ownership or control of Trustee. No such transaction shall be bapproved e effective without any succ the poor written apps veil of MEMO. appropriate documentation including a trust agreement N transaction, discussed in this , ab subparagraph, lb of ownership or other Any attempt by Trustee to effect such a transaction without t MEMO approval shall be void, ab utio as to MEMO. If Trustee fails to give such notification, Trustee, as well as its successor, shall retrain liable for the payment of all sums and the performance of all ? and coby hethis A? anAn assignment within the meaning of this paragraph shall bind Trustee's successor or assignee the terms ? Ts of nA provide MEMO with at ]ease 90 days F. At all of Trustee's retail stablish:r>erst Any chi ? other those newly opened or aaquited, Trustee stall sell only MEMO money inchxiing d /or offer its intent to dose its cuuent retail location and to reopen at another location ]aces of business or future place of business as approved by MEMO. Trustee shall not appoint an G. Trustee slid sell MEMO money orders only at Trustee's specifically approved p the services at or to any entity not a party to this agmement. shall eorstidme a breach of tins ageanme:rt H Trustee shall retrain open during the cease of noaral business haws for die duration of this agreement Failure to do so for the a r MEMO. I. No finds received by Trustee shall be subject to amdunent, levy of execution, or sequestration by order of arty court, accept benefit of m consent Trustee is prohibit horn unautmrized use of MEMO's name, logo, trxiemark 2nd/or servic e mark without ME 40'sspp ? 1wrid e for successive five (5) year periods. After ar ter The ter' rethis Agreement shall run for a period ee five (5) years (6from ) the date of this Agreerzient vvrmer notice to MEMO, and MEMO may terminate this Agreement upon sixty (60) months price the initial five-year term of this Agernthe Trustee may terminate 7. Team of Agreement. no that d proper t nniration notice, Trustee shall be responmble for lost fee income to MEMO for the duration of the contract in days prior written immediately be Trustee In the event Trustee dos not provide proper the foregoing, MEMO may terminate this Agreement at any time, or any location covered n to effect. Fee income shall di rely and using without tiTnotice, stces and/mostor enter recent ju udgadgmeennt mks according ordaveunng average. the Notwithstanding of Paragraph it hereof; upon the happening of any of the following eves ated by this 'S A. MEMO or its ts d funds; Cnxlxbng money order sods proceeds and money cinder A. designated trite-clearing banking rester does not receive the accounting documentation or payment of trust fin A fees), within the time period and on the rears specified in the Rider to this Agtee me nt petition. under any bankruptcy, rthorgu»zatim4 insolvency, or nnO rs t or upon the any fifing Trustee or any Trustee Guarantor o? statute, or the appovurrxnt of a receiver or trustee to take commim or, or r any g t of insolvency, B. lawTrustee , or or a? Guarantor law, or any law for the relief or or, elating to debtors; o or r the ? of any involuntary petition against nst t or sale for or by any creditor or Bove agency- possession of the property or assets of TnusteG or the subjection of any Trustees tee's property or assets to arty levy, seizure, assignment Trustee of any of Trustee pursuant to this Agreement of Trustee and/or TCrustee's The nng frn o the by and, without any notice from MEMO, constitute a dc&ult under any and all agreements Th tees guing of any with antsfy other foregoing; events shall be a default under this ermirate mates this agreement due to a defauk Trustee shall be responsible for lost fee income to MEMO for the duration related company. In the event MEMO terminates wit wompts from the sale of money orders, minty order f"' due MEMO' Upon the expwiabn or tearination of this Agreement, Trustee inut.diwriy shad deliver to MEMO ad cash to Trustee by MEMO pursuant to this mgerib or documents provided B ) C*- of money orders sued if applicable, d* sales repozS the money -d- impi-bel ? any M ? o survive the expiration of a=nin Lion of this Tenninstim accourifing liabaitics, Agreement, includirig, but not Lnnted tn, ad blank rhahey order foams other thari the c4imfim obligating covenants, of this Agreement shad be effective as of the happening of any such event ralmng termination A& teammatio n notice provided by MEMO for any reason whichever fast occurs' this under paragraph 7 hereof or upon the entry of con5ssed Judgment, w to the r, MEMO may imm mcdiatdy teaninate this location or any bcaoon covered by agreement in A. In its sole discretion and notwithstanding any other P-ViSi ' of the agteamhent to airy ]oral, state or federal law or regulation of any court the event MEMO determines that compliance with this agreement would cause MEMO or any of its a?liates to vinhte or potehtiady ordec or Cleric of any court of record, upon or after the occurrence of any 9. Confession of Judgm ent. Trustee hereby irrevocably authorizes and empowers any atte Trustee fix the fam amount of an money ordm sold pursuant to this Agreement, the enter Irdg against /?), and for any ogre sumacs due 1?10 under dm Agreement, event described in paragraph 7, to appear for Bud to confess Or r applicable Money Order Fees, accrued interest thereon, mtet?t erpeose not to exceed eighteen pima (?/. of said amount and sums, for collection as provided heein together with cgxmm and cost of suit and reasonable aunmLy?s fees and said lees not to exceed *uty? verified by a?? by T? or on behalf of Trustee by said ? to with &C including an legal fees incurred in any Bankruptcy o'Trustm For such p O and the warranu Obtained herein 'shall be eaforced in accordance attorney, protl?ooomry or Clerk shall be sufficient waaant?' taB? at the sole d?? of MEMO and as ohm as occasim dm=fae shall occur. terms of this Agreement and may sy be e porsocd singly, &me& The at?orgy and power to appear for and confess or enter meat against h iver °r relnse necessary and desirable, and tis e w the any such right or remedy shall in no event be construed 89 wa the initial exercise &=4 aid same may be aracleed, ft° m time to time, of often as MEMO shall deem counties for all or part of the Tnsttx shop not be adairted by One or more judgments may be confessed err entered in the same err different Agreement of a copy hereof shall be a sufficient Warrant tlydefore is stricken nt upon application by or on Trustee's behalf for any reason in this paragraph. In the event any judgment entered against Tnstec hereunder ' openied to for and confess or enter Judgment against sums described, whatsoever, then any attorney or the Prothonotary or Cleric of any court of record is hereby authorized and again appear e prior a and to the be do= to core my m in proceedings, d only Trusw,. subjrxr, however, to the limitation that such subsequent entry or confession of 1r>dl?t may .dent that such eras are subject to cure in the late proc=dings. 10. liability. Trustee, regard- of Tnutees freedom frorn negligence or other fault, shall be absohtdy liable: orders sold, the applicable Morey Order Fees, and all other monies due MEMO raider this Agreement, regardless of the To mak A. my ten Term none ys MEMO of rise ace or loss of n money reason of the honest or dishonest act of any person, act of God, cc otherwise. .t., to all rystrrious or ran nmrysteriaus d?PP or bas off funds Cram Trustee's led by or by orders delivered by MEMO to Trstee that are subsegmern..J of sd sums of matey that may be aPa'do by or for MEMO in paying arty matey order as to which Trustee shall have fully performed not MEMO is ?Y b able remit to MEMO the total whether bable to pay the same. Tis h subparagraph shad not apply to any money pressure d f or payment, whether o or amount prr Trustee's dames under this Agreement. and an losses, datnages, habe7ms, saints, actions, suits, P?° from cc ansing o M fir S, ti. Indemnity. Trustee shad andemense defend and hold harmless MEMO from and and against any fns susi.wied by MEMO resulting of oanatad kiclud? but not ltmmhtred to, settlement Cost t a acrd reasonable legal and aO00co ) whether within or without dish scope Pert . Pte' costs, interest, mid ( neftent or otherwise by Trustee or Trustee's a rnployees, agents, associates or reprewritairo. oamnissarn to a act, whether honest, dishonest, from carverstorn, Trustee hereby gram to MEMO a continuing security perfect 12 Security. As further consideration of appotntmmet by MEMO as its agent, and in order to protect MFMO's property interest in Trustee's bank account Itlwetcry accounts receivable' 'assignment Of k? and Icmrs at ad Trustee bcations. Trustee agrees to aceaute al documents necessary to create or p Fsnarncial Statermhmt (UCCJ(s)) sings F-dicsmore, MEMO reserves the right to req- additional such security interest, sucbudir g but not knited to, recorded Utufoan Commercial Codebusiness in any tranmaachorn similar to those set approval and for the duration of the Agreecnnnt In the evert Trsree changes ownership Trustees businesany such transaction anal such time et collateral as it deems necessary for ongoing MEMO as set forth there %Trustee hereby grants a security interest in Tt the p roceedi; of fort}' in paragraph 6P hereof; without poor notice and approval by an approved trust account is ie-Csttb? Agreement shall be in writing and addressed as follows: 13. Notices. Except as otherwise stated, all notices, correspondence, and communications tinder this IF TO MEMO: MEMO IF TO TRUSTEE: See attached Rider P.O. Bar 8%3 Camp Hill, PA 17001-W3 __,,?? rules relating to the ethnics oc con9tct of hays. 14. Choice of Law Thisagrarnet shad bexmstruedunder and nh=or& a wy h the laws of the C the Case f M ofEMO' (Ys c altratila,of disrgard rrdaQril l l h_o m any other Dart of record Cumbedand County, Pennsylvu-, or, in the rase of Mh Tbe parties exhrset to veraue Old personal jurisducoorm rahle to Trustees busirw?s 2M dsewhere ) ad federal, state and local laws and reguhtiens appli 15 in pcnmyh-Ania Crimpiance co or with ?' are to indudede but am not ( kited to (a) State Licensing laws, (b) the Bank Secrecy Act and its =gulataxhs; (c) Federal cash reporting requmamerta and regulations; (d) State services provided 9 reTirernents; (e) Federal and/or State: anttnnaley laundering laws and an rids and reguhtiom (f) ad appk.U. state --y bei sfer or sale of deck laws and regulation; (g) all C,irrencyreportirig federal and state privacy laws and wgi&fions; the USA Patriot Act a waiver or any breach or of airy _ ?) or its f nl<re to dacare a default unnder this Agreeet shad not constitute 16 N ? of tits Agreement std shall not w6udice ? o /f this foesA?ea EMO to proceed as f Ay as if it had not farted to ahforoe any provisnn of dris of In the ever of defauk under the terns of this Agreemhernt, nt ta ogres that MEMO shah in addition to an nglrs it ffi& haw under !be law, have t ??? enf orcement 17. Eaforexment. consent to the juriselietion of a cart of equity regarding performance in the cart of equity. Fmt hennore, Trsreeagreeto the enforcement MEMO(s) 40in the ever of any debark by Tn75t m >able attorney's fees itmNUed by MEMO in connection with the enfoaamt of this 18 Cost of Enforreuseat Trustee shall pay, on &-and by MEMO, all costs and expenses including reasot t this Agamesd in the singular shaft be construed to include the phial where applioble and the nmsahfnne shad of the p of this Agreement am for assumed by Tnustee shall be, and shad be deattid to be, joint and several co vm2r'ts. Headings 19. Construction. Ad ref ?? in agreements and omid dons in not this Agreanerrt or ca items of this Agreementapmd' cm%.hlz the provisions 20. Entire Agreement MEMO for the issuance of oonv Ag a only ard 1>r or e ? attachments and riders, retired soa>otY documents and such rules and regulations asmay be P oral, between the parties with parties reement Agreement, hereto. There are not other agreements or understandings, wn= or stoney orders from time to time, shall constitute the entire agreement between the endm or ahnratiom to this ? unless ?? to in writing sigrod by all part- 1 his Agreement respect to the subject nu= of tins Ag<oemrt: These shad be no moddreti°na, us>erhdttrerts, and proper - MEMO std Trustee understand that a completed telefix sgrmure is as valid shad bind and inure to the bark of the purses, their respaoe heirs, successors, MPreSentativeii as the original and the Rider. 21. Time of the Esscnm- Time is of the ssexsce in this Agseemnt IF YOU DO NOT PAY ON TD4E, A COURT WARNING - BY SIGNING THIS PAPER, YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL T CAN BE USED GOODS, , FAILURE COLLLECEC T ON FROM HIS JUDGMENT MAY BE TAKEN AGAINST yoU WITHOUT YOUR P RIO C?p? DT gpgORET[JRNED GOODS, FAULTY YOU RRr,RnI,ESS OF ANY CLAIMS OR ANY OTHER CAUSE. PART TO C L WITH AGREEMENT, Date r? o TRUSTEE MONEY ORDER COMPANY/ Caporaee/stoic MER MONEY ORDER COMPANY/ EXPRESS USA, INC. MFM NEY ORD r Tnusaee signatuae(Indivichhat) By ` Trustee Silnatuqndi6d* Tide Trustee $griab=qn&k1uA &,k„4c 2$ 2006 Trust. $gmaattue(ItndividuaT) MERCHANTS EXPRESS MONEY ORDER COMPANY MEMO MONEY EXPRESS USA, INC. MERCHANTS NY, INC. MEMO MONEY ORDER COMPANY AGREEMENT PERSONAL, MONEY ORDER TRUST REMITTANCE BY ELECTRONIC FUNDS TRANSFER executed by the parties simultaneously herewith. This Rider is an integral d r part sshaolll serve as as authorized addendum to tthemoriginal Trust Agreement when properly executed by both Any change parties. TRUSTEE: r f-l 1 Corporate/Business Name State -J?L Zip Code Street Address 7 ?? v C)/l' J J?fn /l 7Z Fax Number Agent Number Telephone Number LLC (3 Partnership ? Sole Proprietorship I,egal Entity: ? Corporation ? MONEY ORDER FEES: Money Order fees shall be based u von the average weekly volume of 1 Z40 Money Orders s ld by Trustee. Additionally, Trustee's Money Order fee shall be = per item at a maximum retail sung price of ; money order dispenser fee ee per week/ onshall apply plus applicable taxes. Weekly money order dispenser fees shall be included with Trustee's last (if applicable) regular weekly da si adrafL rticular mothnl?money order dispenser fees shall be included on the next regular weekly ACH draft following the last calendar day of particular ?- per month. The difference between money The minimum monthly revenue generated by Trustee's account must equal ; disp der ill the minimum monthly revenue and a combination of per item monkey order fees following the close of a c endar monthsaad will be drafted monthly, reported via debit transmittal notice approximately three one week thereafter as part of Trustee's regular ACH draft. Money Order fees may be modified by MERCHANTS EXPRESS MONEY ORDER COMPANY, d/b/a MEMO, or MEMO Pennsylvania Corporations, or MONEY ORDER COMPANY, d/b/a MEMO, MERCHANTS EXPRESS USA, INC. d/b/a MEMO, MEMO MONEY ORDER COMPANY OF NEW YORK, INC., d/b/a/ MEMO, a New York Corporation Cgv1EMO') at any time upon thirty (30) days notice to Trustee or when MEMO's ten week sales analysis indicates per item weekly volume not consistent with MEMO's fee rate schedule. PROCEDURE FOR SALE OF MONEY ORDERS: Trustee shall sell money orders strictly pursuant to the following procedures: money ers hem eld R. Trustee shall sell only MEMO money orders in each retail e fu bd s?erated from such sales, will not begin jeopardy, nor seem O secure at all times, and that such money orders along with th gun the opinion of a reasonable person, to be in jeopardy, and shall cease the issuance of money orders and notify ME immediately, should such jeopardy arise. B. Trustee shall sell money orders in strict numerical sequence in accordance with the number printed on each blank money order. C. The face amount of any money order sold by Trustee shall not exceed the sum of $ ble amount D. Trustee shall not issue a money order until such time as ruse has imprinted the E O and no other imprinter; collectedcfrom the purchaserethe face ameounto MEMO order, utilizing only the imprinter approved by by the money order and an additional amount determined by Trustee's retail fee; and removed and retained the accounting store copy of the money order if applicable. E. If the money 6rder imprinter is not in proper operating condition or properly inked, Trustee shall immediately report such fact to MEMO's Help Line at 1-800-8645246. b whatever means F. MEMO may deliver blank money orders to Trustee, or to any agent, employee or representative of Trustee, by MEMO deems appropriate, and MEMO is authorized to receive and issue a receipt for blank money orders on behalf of Trustee. TERMINATION: Upon termination, cancellation, or breach of the Trust Agreement by Trustee, Trustee hereby agrees to one day's written demand notice by MEMO to forthwith return by next day US mail or common mail carrier all Trust instruments in its possession, including but not limited to money order imprinting machines, all blank money order forms, the face amount and applicable money order fees due MEMO to date, and all other outstanding balances due MEMO, along with any other materials supplied to Trustee by MEMO in accordance with the Trust Agreement (hereinafter "Trust Property'). In the event that Trustee fails to return such items upon one day's written demand, Trustee hereby authorizes MEMO or its representatives or appointed designees to appear at Trustee's place of business and peaceably obtain custody of all such Trust Property listed herein. The costs of any repossession by MEMO shall be borne exclusively by the Trustee. TRUST FUNDS REMITTANCE: Any Trustee utilizing electronic money order dispensing equipment will be forwarded a weekly money order Sales Summary Report, prior to the close of the sales reporting day. The weekly money order Sales Summary Report will reflect money order sales for the applicable reporting period. SALES PERIOD: BEGINNING DAY Aa?? ?A ENDING DAY ell jv .6 A REPORTING DAY fj? ACH/WIRE ?uffv? r4 Trustee will be provided all pertinent reporting information on the weekly money order Sales Summary Report. As per predetermined schedules, MEMO will initiate an electronic transfer of funds due MEMO, including the face value of money orders sold, plus applicable fees due MEMO, from Trustee's bank account to MEMO's bank account. If Trustee's method of remittance is via wire, Trustee will initiate a wire transfer of applicable money order sales proceeds plus applicable money order fees from amount Trustee's money order Trust Account to the designated MEMO bank deposit account prior to 2:00 PM on the designated remittance day. All funds due MEMO must be included with remittance when due. All outstanding statement balances due at this time must be included with remittance, including debits due MEMO and/or credits due Trustee. If Trustee changes banks and/or bank accounts as identified in the Trustee's EFT agreement, Trustee shall immediately inform MEMO of such change by telephone and promptly confirm in writing. This arrangement shall not be revoked unless all funds due MEMO are paid in full. If Trustee did not sell any money orders during the Sales Period, Trustee must still remit payment for outstanding balances as notified by MEMO. All voided money orders must be voided through the electronic money order dispenser during the sale date only to avoid charges to Trustee's account If a voided money order is not voided in the money order dispenser, Trustee shall write, "NOT USED FOR PURPOSE INTENDED" on the backside of the original money order and deposit the money order into Trustee's bank account If Trustee should write "void" on the face of the original money order, Trustee shall forward the original voided money order to the MEMO office and MEMO will issue a refund to Trustee in the form of a replacement money order. Trustee shall ensure that the electronic money order dispenser is available for MEMO to electronically transmit polling data on a daily basis. If the electronic money order dispenser does not poll consistently, Trustee must provide MEMO with the money order sales date manually as requested. Trustee ensures that the electric money order sales dispenser is always turned on and always promptly connected to a clear telephone line during electronic polling transmission times. WEEKLY ACCOUNTING AND REMITTANCE: on ?? , j andL? of each week, MEMO will calculate a weekly money order sales total from dail-ytdata obtained from Trustee via electronic polling transmission of the money order dispenser. MEMO will forward the weekly Money Order Sales Summary Report to Trustee as stated above. Trustee shall reconcile the weekly Money Order Sales Summary Reportwith its records and inform MEMO of any differences. Trustee must retain the accounting (store) copies if applicable, at its location for a period of three months from the reporting period. Trustee shall forward the accounting (store) copies, if applicable, to the MEMO office upon request If the accounting (store) copies are not requested during the three month retention period, Trustee shall discard the accounting (store) copies at its own discretion. TRUSTEE MERCHANTS EXPRESS MONEY ORDER CO. MEMO MONEY ORDER COMPANY. MERCHANTS EXPRESS USA, INC. MERCHANTS EXPRESS MONEY ORDER COMPANY OF NY Signature Title Date ELECTRONIC: October 3, 2006 ??? ? ???? 0 MONEY ORDER CONWANY XPRESS MONEY ORDER COMPANY - MEM CAMPANY OF NY2 INC SE MER MERCHANTS EXPRESS USA, INC. -MEMO MONEY ORDER d/b/a/ MEMO, PERSONAL INDEMNIT Y AND GUARANTY EXPRESS MONEY ORDER COMPANY, aaia Intending to be legally bound hereby, and in order to induce O I E, ANTS EXPRESS USA, INC d/b/a MEMO, s PiPnn yl /a/ d/b/a/ MEMO MERC?-IANI? a New York Corporation, or any MEMO MONEY ORDER COMPANY, OF NEW YORK, amendments or changes thereto as maybe in Corporations, or MEMO MONEY ORDER ?? ey Order Trust Agreement, Rider and MEMO Cons, to sign that certain ") with: effect from time to time (collectively the "Agreement Corporate/Business Name State FL Zip Code City J14e? V1:i14 C -7M - 5 - rsonally guarantee and Street Address os ? severally, absolutely and unconditioria'? ay of all ' limitation the prompt and punctual P the Undersigned, )oin iincluding Without and in consideration of its so doing, performance of the Agreeme al, as and all damage, become surety for Trustees full pe s]y? indemnify and hold MEMO harmless against any ees) to and/or liability MEMO thereundsustaier, sustained and by it by reason of or related to'rrustee's failure to perform the A eemerrt, amounts becoming due from attorneys Trustee loss expense (including ed and without affecting t?' The Agreement may be modified by MEMO and Trustee without notice to the undersign rland County, Pennsylvania ? h action is the undersigned in the Court of Common Please of Cumberland diction, whether or not any uris may enforce this Guaranty against Undersigned consents), as well as in any other court jurisdiction of said Court the Trustee. ever taken by MEMO against Trustee. for nt from the except for notice of demand Payment of, or the failure to take, from time to time without notice to the The Undersigned hereby waive all notices whatsoever with respect to this Guaranty to an renewals, extensions, Undersigned. The Undersigned hereby consent to the taking mend including but not limited any es, releases, and failure to pursue or preserve rights Undersigned, any action of any nature whatsoever with respect to the Agree rovided herein, Provide compromises, indulgences, waivers, surrenders exchang of the foregoing. Except as except the defenses of (1) payment, and (2) modifications, postponements, the Undersigned shall remain fully liable hereon notwithstanding any against any person, land oever to the Undersigned s liability hereunder the undersigned hereby waive all defenses whats lack of notice as required in the Agreement or any Clerk or any attorney of hereun d hereby authorizes and empowers Irrevocably the Prothonotary rsi d for all amounts due upon default der, the Undersigrie ear for and to confess judgment against Undesigne aria or elsewhere to apps for attainst fees, releasing errors, waiving stay of any court of record of Pennsyh' date, and thirty percent (30%) added a with the Pennsyl vat Rules of Cml procedure. hereunder, plus all costs of suit, legal interest to all in accordanc b said execution, and authorizing the immediate issue of a writ of execution, d or on behalf of the Undersigned by nt ndersigne the ar for and to confess or enter judgme Th u appe o For such purpose, this Guaranty or a copy hereof verified by affidavit by shall be sufficient warrant The authority and power be exercised, from time to time, as often as Prothonotary, Clerk or attorney, exercise thereof; the same may d acknowledge that by against the Undersigned shall not be exhausted by the initial shall be a sufficient d the therefor. The Undersigns the Undersigned have waivee right to notice in a prior judicial proceeding to MEMO shall deem necessary and desirable, and this Guaranty authorizing MEMO to confess judgn?nt hereunder, determine their rights and liabilities. d to make payment in connection with a This Guaranty given and operative until such time as MEMO shall have been paid all is en in connection with and evidences the obligation of the UnTdhis ers Guaranty shall be governed by and construed in commercial transaction. This Guaranty is irrevocable and shall be binding sums owed to it under the Agreement and that may arise pursuance this Guaranty. es relating to the choice or conflict of laws. accordance with the laws of the Commonwealth of Pennsylvania, gang IF YOU DO NOT UP YOUR RIGHT TO N? AND COURT OR KN0??, AND WARNING - BY SIGNING THIS PAP) MAY BE AKEN AGAINST YOU VITHOUT YOUR OF ANY CLAIMS YOU MAY HAVE ON HIS PART TO PAY ON TIME, A COURT JUDO CI' FROM YOU REGARD FAILURE THE POWER OF A COURT CAN B T RDFO RETURNED GOODS, FAULTY GOODS, AGAIN THE CREDITOR, WHE RCA ISE. (MANY OTHE mNtP WITH AMEW : V1. - Print Guarantor s i-4aLL- ?ioo r Mme Address 0010? / State zip Code T ty ,? to Guarantor's S' Print spouse's ame Home Address State zip code City Date Date G ton's signature. rb.?r, 2002 olease indicate by affixing "N/A" online for second saran Ilk N rrry .,. i1,) ? rr?a Ail 1 ? -0 _ f`J ?3 COURT OF COMMON PLEAS, CUMBERLAND COUNTY MEMO Money Order Company, Inc. CASE NUMBER: 2008-5597 CIVIL Plaintiff, V. William C. Confer, Jr Individually, jointly and severally, DEFENDANT, and Lorill Foods, Inc., doing business as Quality Foods Plus Corporation DEFENDANT SUGGESTION OF BANKRUPTCY Comes now the Defendants WILLIAM C. CONFER JR, by and through his undersigned attorney, and would show the Court: 1. He has filed a petition for relief under Title 11, United States Code, in the United States Bankruptcy Court for the Middle District of Florida, Jacksonville, Division, which bears the Case Number of 08-05850. 2. Relief was ordered on September 24,2008. 3. The right to a discharge has not been determined by the Bankruptcy Court, nor has a discharge been denied or waived. 4. This action is founded on a claim from which a discharge would be a release or that seek to impose a charge on property of the estate. WHEREFORE, the defendants suggest that this action be stayeAl the ISAAC L. LEVIt55Q: 24 N. Market St. #405 Jacksonville, FL 32202 (904) 353-7070 Attorney for Defendant I hereby certify that a copy of the foregoing Suggestion of Bankruptcy h been Lutkins,Esquire 1029 Mumma Road, P.O. Box 8863 Camp Hill, PA 17001-86 Mail this a October, 2008. na ?