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HomeMy WebLinkAbout09-4662A Merchants Express Money Order Company, Inc. PLAINTIFF V. Ibrahim Mohamed Individually, jointly and severally, DEFENDANT and Monteir Mohamed Individually, jointly and severally, DEFENDANT and Alawada Trading Corporation d/b/a US Cigarette - Downtown Alawada Discounters and US Cigarette - Southside Plaza. : Corporation DEFENDANT 2009 COURT OF COMMON PLEAS, CUMBERLAND COUNTY No. CONFESSION OF JUDGMENT 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: $26,740.91 Interest: $ 1,123.12 Lost Fee Income: $10,300.81 Attorney Fees: $11,449.45 Costs: To be determined Total: $49,614.29 evin . Lutkins, Esq. Attorney for Defendants Merchants Express Money Order Company, Inc. PLAINTIFF V. Ibrahim Mohamed Individually, jointly and severally, DEFENDANT and Monteir Mohamed Individually, jointly and severally, DEFENDANT and Alawada Trading Corporation d/b/a US Cigarette - Downtown Alawada Discounters and US Cigarette - Southside Plaza : Corporation DEFENDANT COURT OF COMMON PLEAS, CUMBERLAND COUNTY No. w NOTICE 2009 NOTICE IS GIVEN THAT A JUDGMENT IN THE ABOVE-CAPTIONED MATTER HAS BEEN ENTERED AGAINST YOU. Al &6 f L PROM OTARY If you have any questions concerning the above, please contact: Kevin M. Lutidns, Esq. Merchants Express Money Order Company, Inc. 1029 Mumma Road P.O. Box 8863 Camp Hill, PA 17001-8863 (800) 543-8207 Merchants Express money order Company, Inc. PLAINTIFF V. Ibrahim Mohamed Individually, jointly and severally, DEFENDANT and Monteir Mohamed Individually, jointly and severally, DEFENDANT COURT OF COMMON PLEAS, CUMBERLAND COUNTY No. and Alawada Trading Corporation d/b/a US Cigarette - Downtown Alawada Discounters and US Cigarette - Southside Plaza. : Corporation DEFENDANT 2009 COMPLAINT IN CONFESSION OF JUDGMENT FOR MONEY COUNT I - CONFESSION OF JUDGEMENT Plaintiff is Merchants Express Money Order Company, Inc. (hereinafter "MEMO"), a Pennsylvania corporation wholly owned by the Pennsylvania Food Merchants Association that engages in the issuance and sale of money orders and whose address is 1029 Mumma Road, Wormleysburg, Pennsylvania, 17043. 2. Defendant Alawada Trading Corp, (hereinafter "AlawaM ), is a corporation located at 1313 W. Broad Street, Richmond, Virginia 23220 and doing business as US Cigarette - Downtown, located at 102 North 7a' Street, Richmond, Virginia 23219; Alawada Discounters, located at 1313 W. Broad Street, Richmond, Virginia 23220; and US Cigarette - Southside Plaza, located at 4630 North Southside Plaza, Richmond, Virginia 23224. 3. Defendant Ibrahim Mohamed (hereinafter "I. Mohamed"), is an individual residing at 9612 Gregory's Charter Drive, Richmond, Virginia, 23236. 4. Defendant Monteir Mohamed (hereinafter "M. Mohamed, % is an individual residing at 9612 Gregory's Charter Drive, Richmond, Virginia, 23236. 5. Defendants I. Mohamed and M. Mohamed are the owners and/or operators of Defendant Alawada, and entered into the Trust Agreement on behalf of said Defendant and themselves on or about July 18, 2008. A true and correct copy of the Trust Agreement under which Defendants I. Mohamed, M. Mohamed and Alawada are confessing judgment is attached hereto as Exhibit "A". 6. Defendants I. Mohamed and M. Mohamed, with the intent to induce MEMO to enter into a Trust Agreement with Defendant Alawada, entered into the Personal Indemnity and Guaranty on or about July 18, 2008. A true and correct copy of the Personal Indemnity and Guaranty under which Defendants I. Mohamed and M. Mohamed are confessing Judgment is attached hereto as Exhibit "B". 7. Pursuant to the aforementioned Trust Agreement and Personal Indemnity and Guaranty, the Defendants were to act as Trustees of all money orders, money order equipment and proceeds received from the sale of money orders sold at the Defendants places of business. 8. By entering into the Trust Agreement and Personal Indemnity and Guaranty, Defendants agreed to act as Trustees and in a fiduciary capacity relative to Plaintiff with respect to all money orders, money order equipment, and all Trust Funds in Defendants possession. 9. The forgoing judgment against Defendants I. Mohamed, M. Mohamed, and Alawada, is not being entered by confession against a natural person in connection with a consumer credit transaction. Plaintiff has not assigned the Trust Agreement and Personal Indemnity and lp. The Guaranty under which judgment is being confessed. plaintiff has not entered judgment against Defendants in any jurisdiction for the 11. The sum of $49,614.29 or any additional amount for a total of the debt demanded here. unpaid 12. The Defendants jointly and severally acted as selling agents for Plaintiff from on or about October 9, 2008 until April 20, 2009. uant to the Trust Agreement, Defendants are required to hold all monies received 13. Puns the sale of money orders, including money order fees (hereinafter "Trust Funds"), by them from and apart from other funds of the Defendant for collection by the Plaintiff through separate electronic or other means. Defendants received money orders from Plaintiff and did in fact sell money orders 14. remit the Trust Funds to Plaintiff when required under the Remittance by Electronic but felled to Funds Transfer Agreement (hereinafter "Rider") to the Trust Agreement. A true and correct copy of the Rider is attached hereto as part of the Trust Agreement in Exhibit "A". 15. The Plaintiff attempted to collect the $15,629.17 in trust funds from Defendants on 09, $10865.47 in Trust Funds on April 12, 2009, and 246.27 in Trust Funds on April Apn19, 20 , 16, 2009, through an Automated Clearing House (hereinafter "ACH") method. 16. The Plaintiff, or its designated check-clearing banking center did not receive the t of the Trust Funds on April 9, 2009, April 12, 2009 or April 16, 2009 as required by the paymen Trust Agreement and the Rider. 17. 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. Pursuant to the Trust Agreement, the plaintiff suffered damages by the Defendants 18. conduct as follows: Principal: Interest: Lost Fee Income: Attorney Fees: $26,740.91 $ 1,123.12 $10,300.81 $11,449.45 Costs: To be determined Total: $49,614.29 19. The Defendants' most recent estimated 10-week sales average equaled 59 money orders causing plaintiff Lost Fee Income of $10,300.81 as a result of Defendants' default. 20. Plaintiff demands judgment in the aforementioned amount as authorized by the Warrant of Attorney contained in the Trust Agreement attached hereto as Exhibit A. 21. The Warrant of Attorney contained in the Trust Agreement is less than twenty (20) years old. WHEREFORE, Plaintiff demands judgment in the amount of $49,614.29, as authorized by the Warrant appearing in the attached Trust Agreement, together with Lost Fee Income, interest from the date of judgment and costs. COUNT II - BREACH OF CONTRACT 22. The averments contained in paragraphs 1 through 21 are incorporated herein by reference as if set forth in full herein. 23. Defendants I. Mohamed and M. Mohamed signed the aforementioned Trust Agreement on behalf of themselves and Defendant Alawada. 24. Defendants I. Mohamed and M. Mohamed signed the aforementioned Personal indemnity and Guaranty thereby making themselves personally liable for any default by Defendant Alawada under the Trust Agreement- 25. The Defendants failure to remit all Trust Funds in their possession derived from the f mone orders is a violation of the terms and conditions of said Trust Agreement and thus sale o y constitutes a beach of the Trust Agreement and the fiduciary relationship created pursuant thereto. in the amount of $49,614.29, as authorized by , plaintiff demands judgment yiTIiEREFORE the Warrant appearing in the attached Trust Agreement, together with Lost Fee Income, interest from the date of judgment and costs. COUNT III - BREACH OF FIDUCIARY DUTY 26. The averments contained in paragraphs 1 through 25 are incorporated herein by reference as if set forth in full herein. 27. The aforementioned Trust Agreement created fiduciary duties Defendants owed to Plaintiff. 28. Defendants, jointly and severally, breached their fiduciary duties to Plaintiff by: a. failing to hold the Trust Funds separate and apart from other funds of the Defendant; thus commingling Trust Funds with Defendants other funds; b. failing to hold the Trust Funds as property belonging to Plaintiff, c. failing to remit all Trust Funds to plaintiff as required under the Trust Agreement; d. appropriated the Trust Funds for Defendants own use and benefit; e. deprived plaintiff of the use and benefits of the Trust Funds. 2 9. Defendants intentionally, willfully, maliciously, and with wanton disregard for Plaintiff s rights, engaged in the conduct described above. duty B engaging in the aforementioned actions, Defendants breached the fiduciary 30. Y they owed to plaintiff under the terms of the Trust Agreement- WHEREFORE, plaintiff demands judgment in the amount of $49,614.29, as authorized by he warrant appearing in the attached Trust Agreement, together with Lost Fee Income, interest t from the date of judgment and costs. COUNT IV - CONVERSION 31. The averments contained in paragraphs 1 through 30 are incorporated herein by reference as if set forth in full herein. 32. Plaintiff avers, upon information and belief, that Defendants used the Trust Funds properly due and owing plaintiff for their own purposes. 33. The Defendants use of the Trust Funds for their own purposes deprived the Plaintiff f he use and benefit of the Trust Funds and constitutes conversion of those Trust Funds under of the laws of the Commonwealth of Pennsylvania. WHEREFORE, plaintiff demands judgment in the amount of $49,614.29, as authorized by the Warrant appearing in the attached Trust Agreement, together with Lost Fee income, interest from the date of judgment and costs. COUNT V - UNJUST ENRICHMENT 34. The averments contained in paragraphs 1 through 33 are incorporated herein by reference as if set forth in full herein. 35. BY failing to remit the Trust Funds to plaintiff, Defendants wrongfully retained the Trust Funds properly belonging to Plaintiff. and Plaintiff conferred the benefits of the use of money orders and other property 36. which Defendants accepted, retained and enjoyed. 37. Defendants' failure to remit the Trust Funds and other property of plaintiff has ed Plaintiff in the amount of the Trust Funds, value of the property and interests and costs. harm Defendants are unjustly enriched as a result of their retention of the Trusts Funds and 38. other property properly belonging to the Plaintiff. BEFORE, plaintiff demands judgment in the amount of $49,614.29, as authorized by WHE Warrant appearing in the attached Trust Agreement, together with Lost Fee Income, interest the from the date of judgment and costs. COUNT VI - CLAIM FOR POSSESSION OF PROPERTY AND TRUST FUNDS 39. The averments contained in paragraphs 1 through 38 are incorporated herein by reference as if set forth in full herein. 40. Pursuant to the Trust Agreement, all money orders, Trust Funds and money order equipment are Plaintiff's property. 41. Pursuant to the Trust Agreement, Defendants were required to segregate and hold all Trust Funds apart from other funds. 42. Pursuant to the Trust Agreement, a trust is impressed upon all funds that are commingled with Trust Funds. 43. Plaintiff is, by operation of law, the owner of and Defendant is the trustee for all assets commingled with the Trust Funds. 44. Plaintiff has made numerous demands for the return of the Trust Funds and other in Defendants' possession and Defendants have failed or otherwise refused to remit the property Trust funds and other property to Plaintiff. WHEBEFORE, plaintiff demands judgment in the amount of $49,614.29, as authorized by he Warrant appearing in the attached Trust Agreement, together with Lost Fee income, interest t from the date of judgment and costs. Kevin M. utkins, Esq. Attorney for Plaintiff Attorney ID: 76859 (% A Ii MERCHANTS I ESS MONEY ORDER COMPANY, INC./ MEMO MU -YAORDER CCOIN ANY+INC. USA, MEMO MONEY L_ - _JER COMPANY OF NEW YORE,INC. / MERCHANT PERSONAL MONEY ORDER TRUST AGREEMENT veer 1IERCHANTS EXPRESS MONEY ORDER COMPANY, INC d/b/a vfEbtO, i11Fr4I0 ION NRD??CS U?? INC d/b/a NT MEMO, is made bet` a hfEMO, a New York Corporation TI-IIS AGREEMENT IN Pennsylvania Corporations o \[EMO MONEY ORDER COMPANY OF NEW YORY, e? to as Trustee(s). any subsidiary d/b/a/ \?i0 (tiIEbIQ') and the individual(s) and/or entities Angled below, hereafter bound hereby, the patties agree as fo]Irnvs Inconsideration of the nnrtual promises cotuained in this agreement anti in legally, 1. Agency. MEMO a that of MEMO at each of Trustee's retail establishments approved for the sale of money orders issued by hfEMO. It is expressly de appoints Tn ee act t as -a o special agent and that the relationship between the parties shall not constitute a partnership, joint venture o Which agency (shallobteter binding ng as on the other, her, without here ed that MEMO and Trustee shall r iTndepa erusteendenshall t hmnacontractors theactors statan ots, repres rttations or commitments; of any Lind, or take airy action, in). Neithernor accepts rr such a appointment this Agreement and in the attached Rider herein in accordance with the perms and conditions specnficd in . the poor written consent of the other Patty. TTrustee tee received by Trustee from the sale of money orders, incorporated and made a part hereof orders delivered to Trustee by MEMO and all money received 2 Trust Reladorsbip. Trustee shall receive and hold in trust for MEbfO all blank money tryst founds„}. Trustee shall hold the trust funds separate and apart from other Curds of Trustee The Failur Truste lto hold the money order to a established by MEMO from time to times "tiding malt to immediate money money erey order sales from consumers have been dep funds the Trustee shall at the option posited MEMO, anO,d be a such other breach remedies, ofedthisies, A indtudirhg t termirighorl, of this Agreement, as failure of Trustee to hold trust funds separate and apart eany for other possession of any account or accounts into which Chords received the attached rider. Money Omer Fees am provk1ed herein. 3. Money Order f Feels. in consideration of the services rendered to Trustee by MEMO, Trustee shall pay MEMO a fee (ivloney Order Fees' specified in may be modified by MEMO at any time upon thirty (30) days prior notice to Trustee to this Agreement, MEMO will supply Trustee with the following 4. Materials Supplied by MEMO. For the sole purpose of selling money orders pursuant lerrient mid A. AA Ari. ague y?'ns???«r kit contg die ? and ' ?? req orb to value frnrily into the money order order as ? to ? inhibit the alteration of any item The money order dispenser arrioney and shall not A money order imed. by of the quality rate T m i I.D. n ? m1O? order Such money order imparters shall at all times continue to be the sole property Of MOVIO shall be veMEMO to indicate I D. number irrhprinted money trilled by MEMO. Any other money order dispenses not owned by MEMO and used by Trustee ?rarhovd from the Trustees Ts retail establishment wheerre it was origin* • to imprint money orders must be approved by MEMO. of which Trustee agrees to display at all times and no materials, 21 D. Regulatory Postings, sgF1% Posters' window decals and other promotional MEMO shall have the right, at all reasonable times, with or without notice, to access Trustee's promses an oilier provision of this Agreement M prder Fees the accounting (store) copies of rmne9 one 5. ? to Accounting. ca its employes or agents to inspect and perform an amounting o? ec receiTpts, to remover Fees, the i ccrred by MEMO ESO when an audit is against expn inters sold if applicable, dandy sales report and the Trustee's inventory of unissued money orders. A charge if the audit discloses a bench. (See audit fee/penalty fee sc will be hedule). made due to Trustees breath of this Agreement or t as aIlrnved by MEMO. EMO. Rules aril Regulations. Trust- shall amply with the following tiles and regulations ?? for Trustee's own purposes, except A. No money order shall be issued or sold to anyone in payment of any obligation of Tnistee or used in any Trustee s, or for MEMO shall constitute a rsrntianc?e to B. Only cash shall be accepted as payment for money orders usucd or sold No check or other paper uat>salitted or deposited MEMO until actually collected, MEMO to have the option in each case as to whether to deposit any such paper for collection. orders shall be at ]east as that orders and the money of care The care mrased in regard to money or G Trus licable to tee shall cash. Tri all shall report to money MEMO the sesral number oil of older each utter with the highest degree and all other information relating to the event, immediately upon discovery of ustre app money oiler stolen or missinfi)r payment g, to MEMO so trot can be stopped on such missing or stolen yment the fact, but in any event later not than twenty-four and i hours prior tothe Q? in wn orders ? ? be Ie for all losses arising from, and shall Erin-14 MEMO?nC 1d solely money orders Such report rt shall ll be o telephone missing and ordediatelY order anprinten issued to Trustee. Furt>ermore, Trustee shall be responsb repair rep of kss ed regarding erne and all stolen o money d o ss well as any money abuse, fire of otherwise. Said zespons?'ty and liability of Trustee shall not be limited by Trustee's hanm ly issu issu money 9 order dispensers stolen f n of damaged as a result of misuse, negls8ence, compliance with the wfegu' care, and reporting c,bhp=ls sat forth in this pam graph MEMO. Trustee shall conduct operations so that the funds D. Trustee shall at all times maintain a sound financial position and provide current financial mfornation to MEMO as requested by of money orders arid ruotify MEMO nor seen in the opinion of a reasonable person to be in jeopardy and shall cease the issuance o tip„ spell generated from toe sale money orders will not be in jeopardy and immediately confirmed in writing 'Sound MEMO utxrtediately, should such jeopardy arse Notification to MEMO shall be mode promptY by telephone or prospects of the Trustee and that neither Trustee or any Guarantor has Uy unable material to ad pay its verse dechm1W bts a debts as in the business, le, op, invohurh ors tanly condition (financial or otherwise) g? y??uent for the benefit of creditors, instituted a mean that there has been they become due, ir>c suspended transaction of its business, made a aragraph 7B or consented become ng team, scribed in Paragraph to any such order for relief; dedmation, finding of relief described therein, institute a proceeding described in is Pargei d. or has taken any anY such official or all or any suhstantial part of its property, whether or not any such pro?g proceeding appointment in ragraph 7 ariin consented to any such ppmice of a or to the tang of possession by condition shall also include when Trustee Carts if) pay, on the date which the same is due, any sum payable hercunder or action in pay y its creditors of any the fo akes A lack sound financial that it must delay any such PaYm'ant under conditions whidh, in the sole discretion of MEMO, it far7s to pay its editors generally or makes representations to MEMO or to other creditors appears that Trustee is no longer in a sound financial condition weeks advance notice of proposed change(s) in the ownership of either Trustee's business, E Trustee shall provide MEMO by facsimile transmittal or registered mail three {3) termination the management of Trustee's business, the h 6(. of ftyaon fer of stock of Trust of ale of partnership, inter ts, Limited Liability Company o partnership's or (? in Transactions inducted within this rap any similar transaction which effects ts a a change in ownership or control of Trustee. No such transaction shall be approved until any successor entity, if any, has enter into appropriate documentation, including a trust agreement No transaction, discussed in this subparagraph, shall be effective without the prior written approval ofMEMO. pproval notifi give Trust shall be void, ab initio as to ortother rus Any attempt by Trustee to shall effect liable for r rtthe payment of all sumsO and the performance o all duties requireddby the Agreement t Any change of owcatinerson, well as its successor, , notice of this assignment within the meaning en this paragraph shall bind Trustee's successor ee assignee t the MO conditions money T?tm must proms MEMO with at lease 90 days t newly opened or acquired, Trustee shall sell only F. At all of Trustee's retail establishmhen including those another location. and /o offer its intent to dose its a3rrent retail location and to reopen at an approved places of business of future place of business as approved by MEMO. Trustee shall not appoint G. Trustee shall sell MEMO money order only at Trustee's specifically the services at or to any entity not a party to this agreement shall constitute a breach of this agrh rhhent H. Trustee shall remain open during the averse of normal business haws for the duration of this agmerrie t Faalnae to do so t for the benefit reMEMO. 1. No finds received by Trustee shall be subject to attachment, levy of execution, or sequestration by oilier of any court, acceP Trustee is prohibited & am unicuthorized use of MEMO s tame, logo, trademark mid/or service mark without MFrMO's prior written consent for successive five (5) year pericxis :?ftEs J Agreement The teen of this Agreanaht shall nth for a period of five (5) years fiom ire date of this Agreement and shall renew automatically 7. Term of Agre ear to Truste may tcnmimate this Agreement ? six months p? written notice to MEMO, and MEMO may terminate this Agreement upon sixty, (G(r) the initial five year temp of this Agreerrnernt, Y tern --boar notice, Trustee shall be responsible for lost fee income to MEMO for the duration of the contract in days prior written notice to Trustee. In the event Trustee does not provide proper foregoing, MFrtiiib may tamimt this :lgreerrrart at any nrrr, or any location coward effect Fee imcomme shall be calculated using Trustees most recent to-week sales average. Notwithstanding die of any of the fonow any timing eh the by this 4 immediately and without notice, and/or enter iudgmart a°c°rdingto inO`isions of Paragraph 11 hereof; upon the happening of trust funds (including monkey order sales proceeds and moncl orici A MEMO or its designated check-clearing banking center does not receive the accounting doaumenmm or payment o fees), within the time period and on ire terms spedfied in the Rider to this AgreemeTrustee nt or anGuarantor of any petition under any bankruptcy, rcYUrgaruzation msoh anry, or mxatnrirun or nsomor the at. upon. n of the any filling by involuntary petition aYgainst Truster intro any banknupicy statute, or the appointment of a rLcm cr or tnusKe to take B. Trite or any Guarantor f o o, or rr, or rentianYng act to o df insolvency, or -emmemtdagcrncy hnv, or any law for the relief possession of the property or assets of Trustee; or the subjection of any ? ?Pn?'y levy, seizure, assignment or sale for or by any creditor governmental or assets toan itncnts of'I'nrsttx and/or happening The norp of by Trustee of any obligations of Trustee greem nt C. Trustees guaranmm{s) "it h any onus eh-ents shall be a default under this Agreernent mid, without any notice firom \IEN1 1O, constiaute a default k under r a and for all a ec ri cries o for the and/c r lost The tees gu. f any tun other foregoing mlatcd eorr>(yany. In the event ME -rut due to a default, Trustee shall be responsible termr»nates this agrctirrhr. of the contract in effect. .Visaed Nl Fla1 ea6•I1VCT eV avlL'D1V all 1,i1J,l lC?.eatlu uVl1a tide J'.YG ua uavucy vaueaa, ,uVU..y wuu u... tins. nu .na?I, s. .1 emiinatton. upcm me e`Y'rancm or termination or trvs o Lily sal i report tries Yorder imprinter and any and all mate r doc a ie nts provided to,rmstee by bIEMO pursuant to this lial sales report ironer liabilities, and utdccnnities Of '1. _e ltereurhdi? shall survive the cxpiration or temvnation of this accounting (store) copies of money orders issued if app f• All obligation, covenants, of t?Je?g any Agreement, including, but not limited to, all blank money reason other than the expiration of this Agnern•nt shall be cffective as of the ha an such event causing terrnnaaon Agreement. A temmination notice provided by MEMO for any whichever first occaas this ement in under paragraph 7 hereof or upon the entry of confessed judgnen4 1\,IEbIO ma irruriediatcly terrninatc this l? cation or any location covered by ague In its sole discretion and not withstanding any other provision of the agreement to the contrary' Y violate any local, state or federal law or regulation or any court the event MEMO determines that compliance with this agreement would c = MEMO or any of its affiliates to violate or poren or the Prothonotary or Cleric of arty court of record, upon or after the occurrence of any order. and empowers arty attorney orders sold ursuant to this Agreement, the 9. Confession of judgment. Trustee hereby irrevocably authorizes t Trustee for the face amount of all money p event described in paragraph 7, to appear for and to confess or enter NdgmC°t agaws hteen percent or/.), sad for any other sums dire MEMO under this Agreement, applicable Monty Otter Fees, accrued interest thereon, interest expense not to exceed eiB t of said amount and aura, for collection as provided herein exceed thirty peaces (30%) • of b Trustee or on behalf of Trustee by said together with ccperses and cost of suit and reasonable m fees and raid feet not to of Trustee. For such pnupoeer this ? or a copy hereof verified by by ierchiding aII legal fees incurred in any Banlnuptcy obtained herein shall be enforced in accordance with the and the warrants attorney, Prothonotary or Clerk shall be sufficient warrant The remedies of MEMO eo _ discretion M?O Sud as as n herein of often appear for?and therefore shall occur The failure to re or en P? ef against teats of this Agreement and may sh pursued tingly, sconstrivdy, togs I release thereof The authority and pow exercise any such right or remedy shall is no evetit be corratmed as a waiver from time to time, as often as MEMO shall do deem necessary and desirable, and this T or o different counties behalf or ? reason Trustee shall not be exhausted by the initial exercise thereof and the same maybe erects of the Agreement or a copy hereof shall be a sufficient Warrant therefore One or mT eats hereunder may is be strip Or confessed or hued entered upon in application the same or by sums described in this paragraph. In the event -Y Wgrneat entered against authorized and empowered to again appear for and confess or enter pudgment against of record is hereby be done to cure any errors in prior proceedings, and only and to the whatsoever, dies any attorney or the Prothonotary or Clerk of any court ooafeation of judgment may only Trustee; subject, however, to the limitation that such subsequent entry or extent that such errors are subject to cure in the late proceedings. s of Trustees freedom from negligence or oter h fau14 shall be absolutely liable of the 10. Liability. Trustee, regardless the applicable May Order Fees, and all other rrwraies due MEMO under this Agreertaerh4 regardless A. To make remittance to MEMO of the face amount of all money orders sold reason of the honest or dishonest ad of any person, act of God, or otherwise. mysterious or non-mysterious disappearance or loss of arty funds from Trustee's possession by any delivered by MEMO to Trustee that are subsequently oney that may be expended by or for MEMO in paying y m have fay perfoaihed B. To remit to MEMO the total amount of all sums of rrnoney h shall not apply to any money order as to which Trustee shall presented for payment, whether or not MEMO is legally liable to pay the same This subparagraP Trustee's duties under dims Agreement liabilities, claims, actions, scuts, proceedings, ?udgrnents, assessments, fines, -A Y and le all losses, and damages, accounting fees) sustartie(d by MEMO resulting fiorrh or arising out of any act or Trustee shall indanriify, defend and hold haanless MEMO facial and against an 11. Indeanniry. but not linvted to, settletraent cost t and reasonab legal whetherwithin or without their scope of performance). omissi eon costs, weer ? dsh?4 negligent or otherwise by Trustee or Trustees emp sBr' MEMO' prop shy fiorn onversion, Trustee hereby grants to MEMO a contin n securiV As finther consideration of appointment by MEMO as its agent, and in order to protect Trustee agrees to eceeute all docurnerits necessary to curate or perfect 12 Security inventory accounts receivable, assignment of lease, and fmrtures at all Trustee beaaons• F MEMO reserves due right to requse additional interest in Trustee's bank account, Code.Fn=cial Stat merit (UCCl(s)) fillings. ui Tmste, business s any the right t si eilw to those set such security interest, including, but not limited to, recorded Uniform Commercial and for the duration of doe Ageernenn Trustee hereby grants a security interest in the proceeds es any such transaction until to such time et collateral as it deems necessary for ongoing the event Trustee changes owneslvp approval forth in paragraph 6P hereof, without prior notice and approval by MEMO as set forth therein, an approved taut account is re-established 13. Notices. Except as otherwise stated, all notices, correspondence, and communications IF TO TRUSTEE: eat sSee b?ached writing Rider and addressed as follows: under this IF TO MEMO: MEMO P.O. Bea 8863 Camp Hill, PA 17001-8863 nelatirig to the choice or conflict of laws. with the laws of the Commonwealth of pm glvania, disregarding any h 11 hereof, in any other court of record 14. Choice of Law. This agreement shall be construed under and in accordance Peruisylia or, in the rase of MEMO's exercise of * s under Paragap The parties consent venue and personal jurisdiction in Curtaberland County, ons applicable to Trustees business and lia elsc ewhere and erTloyees to abide by) all federal, state and oral laws and regulatiapp re6 Ong (d) State 15. Compliance with live Trustee shall abide by (acid cause its officers, einapals the Bank Secrecy Act and its regulations (c) Federal cash reporting -Cluirernents and services provided They are to include but are not limited to (a) State Iicerisirig all ales and regailatiomas; (E) all applicable state money transfer or sale of check laws and regulation; (g) all Currency reporting requirements; (e) Federal and/or State anti-money laundennB law, and laws and regulations (h) the USA Patriot Act shall not constitute a waiver or any breach or of any federal and state privacy of this Agreement or its fai7ute to declare a defaultundo this Agee force a vision of this Agreement iG. Noun Waiver. The failure of MEMO to enforce any provision /or power of MEMO to proceed as Culshall ii it had not failed to ennforny pro not prejudice the tight prrnasion of this Agreement and shall Trustee that MEMO shall, in addition to all rights it mtriglrt have under the law, have the right of seeking specified 17. Enforcement. In the event of default uncle the terms of this Apreecrien4 ? ? of a court of equity regarduag the enforrxttu:rit of this Agrecrrherrt and/or the erhforcaitexht of perfoaance in the covet of equity. Furtlieanore, Trustee agrees ro consent to the jauisdmcti IvfEMO(s) rights in the event of any default by Tnutees• reasomble atxomey's fees inauaed by MEMO in corinectiom with the enforcement of this 18. Coat of Enforcement Trustee shall pay, on demand by MEMO, all costs and expenses inc?hidxig t livable grad the masaline shall include all other genders. All covenants, 19. Constnuctioii in tlvs Agreement in the sirhgular shall be construed to include the plural where app of the hs of this Ageenient are for All references shall be, and shall be deemed to be, joint and several comemuamuts. Headings Pate ageerraenis and obligati d ono in this assumed Trustee Agreement or contents of this Agreement MEMO for the issuance of only and do not nee e¢ no or otherwise mrahi a the provisions and such riles and regulations as may be pronwlgated by convenience 20. Entire Agreement This Agreenheri4 together with all entre agreement between the attachments and rides, partiehereto. are not other agreements m understandurgs, written or oral, between the parties with money orders from time to time, shall constitute th shall be modifications axthethdmenis, or alteratiot>s to this Agreement unless agreed to in writing signed alll s. 'This Agicr mnalid respect to the subject ratter of this Agreement its, and proper assigns. t MEMO and Trustee understand that a completed igna? is as v shall bind and inure to due benefit of the parties, their respective heirs, successors, Smen ire as the original 21. Time of die Essence. Time is of the essence in this Agreement and the Ride. A COURT NOT PAY ON TIM[E? AGAINST YOU WITHOUT YOUR PRIOR SNOWLEDGE, AND THE POWER OF A COURT CAN BE USED TO COLLECT FROM JUDGMENT WARNING - BY SIGNING THIS PAPER, YOU GIVE UP YOUR RIGHT TO NOTICE MAY BE TAIDr AND COURT TRIAL. ?ODSM AULTY GOODS, FAILURE ON HIS YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVAGAINST THE CREDITOR, WHETHER FOR RETURNED PART TO COMPLY WTTH AGREEMENT, OR ANY OTHER CAUSE. Date: :2- TRUST EE b ' O Corporate/Store Name fN A4S I ?44 A0 n ey MERCHANTS E7fliRESS MONEY ORDER COMPANY, INC./ MEMO MONEY ORDER COMPANY, INC. / - MEMO MONEY ORDER COMPANY OF NEW YORK, INC. / j MCRCHANis ExPRFSS USA, INC. Trustee Signature(Individ`4 By P+4-45 Trustee Signtarc(Imrdividual) Title ?` " ' -mitee Sighaturondnadua]) io/21rn Trustee SV iure(lndividual) MERCHANTS EXPRESS MONEY ORDER O MANY, INC. MEN, _j MONEY ORDER COMPAN INC., MEMO MONEY ORDER COMPANY OF NC YORK, INC. MERCHANTS EXPRESS USA, -PERSONAL MONEY ORDER TRUST AGREEMENT REMITTANCE BY ELECTRONIC FUNDS TRANSFER taneous erew This Rider is to integral part the Personal Money d Order to ?morig naeing l Trust Agreementewhen prop rly ex cuted by both Any changes to this Rider shall ll serve as an authorized parties. TRUSTEE: ?? w say ' ?it?n?K Corporate/Business Name /? ?,r+x State A Zip Code-Z.. 3Zz" Street Address /.f?3 t." - 'e".. J .Sl city ,yf 7Slr-O 21-:?' Agent Number Telephone Number 77-70 Fax Number LLC Partnership Sole Proprietorship Legal Entity: Corporation MONEY ORDER FEES: /•? ?lid Money Orders sold by Trustee. Trustee's Money Order fees shall be based upon the average weekly volume of ice of $ ?g Additionally, a Money Order fee shall be $ '2 -7 per item at a maximum retail selling pr money order dispenser fee of $ ______- per week/month shall apply plus applicable taxes. Weekly money order dispenser fees shall be included with Trustee's last (if applicable) egg dar day Monthly money order dispenser fees shall be include on the next regular weekly ACH draft following the last Y of a p month. The minimum monthly revenue generated by Trustee's account must equal $ per month beginning on ite mone of a three weks following the cl/omone ees / / .The difference between the minimum d via debit transmittal notice app rose order dispenser fees will be calculated monthly, rep calendar month, and will be drafted one week thereafter as part of Trustee's regular ACH draft. orCOMEMO MPA 'HONEY ORDER?C O, or MEMO Money Order fees may be modified by MERCHANTS EXPRESS MONEY ORDER MONEY ORDER COMPANY, INC. d/b/a MEMO, Pennsylvania Corporations, EXPRESS USA, INC. d/b/a MEMO, at NEW YORK, INC., d/b/a/ MEMO, a New York Corporation ("MEMO', MERCHANTS 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: that ers mone are A. Trustee shall sell only MEMO money orders ineach ?retail a the funds generated f om such?sales, will not beein jeopardy, not seemein secure at all times, and that such money orders along the opinion of a reasonable person, to be in jeopardy, and shall cease the issuance of money orders and notify MEMO 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 $ Go" cab amount money D. Trustee shall not issue a money order o d such time O and so eother imprinted collected from the pur haser the face themount of order, utilizing only the imprinter approved by M 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 order imprinter is not in proper operating condition or properly inked, Trustee shall immediately report such fact to ,%LEMO's Help Line at 1-800-864-5246. ative of F. MEMO may deliver blank money E deOr is authorized to receive agent, and issue a ployee or receipt fo pblanktmoney o ders on behalf of Trustee e.. s 'MEMO deems appropriate, TERMINATION: one day's Upon termination, cancellation, urn bre by w next f day the T US rust Agreement common mail carrier all Trust instruments in its possession, ? notice by 1? including but to to forthwith return not limited t to money order imprinting machines, all blank money order forms, the face amount and applicable money order fees due Ni&Ni0 to date, and all other outstanding balances due M N-10,along with any other atruerials stee supplied to Trustee such items EMOoin accordance with the "Trust agreement (hereinafter "Trust pe?? ear rustee day's written demand, Trustee hereby authorizes MEMO or its listed hereine The costs otf anyerepossession by TviEb O shall belborne business and peaceably obtain custody of all such Trust Property exclusively by the Trustee. TRUST FUNDS REMITTANCE: Re ort, Any Trustee utilizing electronic money order dispensing ?egm nement will be forwarded a order Sales Summary Report ywill reflecamoneysorde1sales foPthe prior to the close of the sales reporting day. Y applicable reporting period. SALES PERIOD: BEGINNING DAY ENDING DAY REPORTING DAY AC WIRE Trustee will be provided all pertinent reporting information on the weekly money order Sales Summary Report. As per predetermined value of mon ers schedules, MEMO will initiate an electronic transfer offunds due MEMO, moluding Trustee's method of remittance isolia wire, to MEMO's bank applicable fees due MEMO, from Trustee's bank account cab amount e's rom mone Trustee will initiate a wire transfer of applicable money baxiidkr sales paccount p priorPoh2: Ol PM on the desfignat d remittance day teall money order Trust account to the designated MEMO deposit bal must b funds due MEMO must be included with remittance when ue. All due Trustee. If Tru$ste tChanges banks and/or bankaccounts as idnclentiuded with remittance, including debits due MEMO and/or credits in the Trustee's EFT agreement, Trustee shall immediately inform MEMO of such change by telephone and promptly confirm in ot se writing. This arrangement shall not be revoked unless a)lfunds out tandingObalances as full.notifieIfd by sMO. Hall voided money orders during the Sales Period, Trustee must still remit payment to avoid must be voided through the electronic money order dispenser wig the ? writee "NOT USED FOR PURPOSErustee'INTENDEDs account. If Trustee voided money order is not voided in the money order dispenser, If T count. write on the backside of the original money order and deposit the original voided money o?rdercto the MEMO toffi eoand MEMO will mone der enser on the face of the original money order, Trustee shall forward issue a refund to Trustee in the form of a replacement money daily basis. sIf the electronichmoney Oder dispenser does not poll available for MEMO to electronically transmit polling data on uall as re queste consistently, Trustee must provide MEMO with the money always order op y aotnnemcted toys clear telephoneruline during electronic polling promptly money order sales dispenser is always turned on an Ys transmission times. WEEKLY ACCOUNTING AND REMITTANCE: and c«'7 of each week, MEMO will calculate a weekly money order On sales total from daily data obtained from Trustee via ltcTrustee as sa ed above transmission Trusteeeshall reconcile the spenseree.kly Money Order forward the weekly Money Order Sales Summary Report Sales Summary Report with its records and inform MEMO of any differences. Trustee must retain the accounting (store) copes, if accoun applicable, at its location for a period of three months from the reporting period. Trustnot ee shall fot during the th?gmonth retention applicable, to the MEMO office upon request. If the accounting (store) copies period, Trustee shall discard the accounting (store) copies at its own discretion. ER COMPANY INC. TRUSTEE /?Jl?l LJ_ Corporate/Store Name to r"'Ling G-.-r Signature Title t? ?rLC l .YL? Date d MERCHANTS EXPRESS MONEY ORD MEMO MONEY ORDER COMPANY, INC. MEMO MONEY ORDER COMPANY OF NEW YORK, INC. MEMO EXPRESS USA, INC. Signature .? Title i / Q- Date ELECTRONIC: 3/08 `? 1) MERCHANTS EXPRESS MONFORDER COMPANY,, CMP OF NE n:ORg,CER COMPANY, INC. MEMO. MONEY ORDER MERCHANTS EXPRESS USA, INC. PERSONAL INDEMNITY AND GUARANTY _ Intending to be legally bound hereby, and in order to induce b IERCI OI Pennn ?? MONEY Corporations, ? HMO I? ONEYCORDER 'iETNIO, MEMO hIONEY ORDER CO1VII'ANY, INC. d/ / / INC, a New York Corporation, MERCHANTS F.?.'1'RESS USA, INC. d/b/a 1V1ENI0, or any subsidiary CO?? ?NZ' OF NEW YORK, d/b/a/ bfEbiO (•"I??ltIO'? to sign that thnal may e e?rso h?? ?Y ? er Trust Agreement, Rider and amendments or changes ereto as be in effect from time to time (collectively gr Corporate/Business Name ,/ - Id -.717 ty ?4 f o-, -J State VA Zip Code 2 3? 3O - /,?re.s+1 Sh?-K StreetAddress / 313 ?4yr- Ci personally and and in consideration of its so doing, the Undersigned, jointly and severally, absolutely and unconditionally, p y guar become surety for Trustee's fiill performance of the Agreement, including without limitation the prompt and punctual payment of all b amounts becoming due from Trustee to IbfEMO thereunder, and shall indemnify and hold MEMO harmless against any and all damage, loss expense (including attorney's fees) and/or liability sustained by it by reason of or related to Trustee's failure to perform the 1''gTMO N'E The Agreement may be modified by MEMO and Trustee without notice to the undersigned and without affecting this h'Ito which may enforce this Guaranty against the undersigned in the Court of Common Please of Cumberland County, Pennsylvania jurisdiction of said Court the Undersigned consents), as well as in any other court an d state having jurisdiction, whether or not any action is ever taken by MEMO against Trustee. The Undersigned hereby waive all notices whatsoever with respect to this Guaranty except for notice of demand for payment from the Undersigned. The Undersigned hereby consent to the taking of, or the failure to take, from time to time without notice is the to any but ot limited Undersigned, any action of any nature whatsoever with respect to the Agreement, incl sd? asesIIand failure to pursue o preserve rights modifications, postponements, compromises, indulgences, waivers, surrenders exchange against any person, and the Undersigned shall remain fully liable hereon notwithstanding any of the foregoing. Except ? provided herein, the Undersigned hereby waive all defenses whatsoever to the Undersigned's liability hereunder except the defenses of 1 and (2) lack of notice as required in the Agreement. Upon default hereunder, the Undersigned hereby authorizes and empowers irrevocably the Prothonotary or any Clerk or any attorney of any court of record of Pennsylvania or elsewhere to appear for and to confess judgment against the Undersigned for all amounts due plus all costs of suit, legal interest to date, and thirty percent (30%) added for attorney's fees, releasing errors, waiving y hereunder, p Rules of Civil Procedure. execution, and authorizing the immediate issue hereof verifieof execution, all in accordance with the d by affidavit by the Undersigned or on behalf o the Undersigned by said For such purpose, this Guaranty or a copy Prothonotary, Clerk or attorney, shall be sufficient b twarrant time, exercise thereof; the ame maypbeeex exercised, from time e sto or enter me, as often as against the Undersigned shall not be exhauste by shall be a sufficient warrant therefor. The Undersigned acknowledge that by MEMO shall deem necessary and desirable, and this Guaranty authorizing MEMO to confess judgment hereunder, the Undersigned have waived the right to notice in a prior judicial procee g to determine their rights and liabilities. _ with a to make y in This Guaranty is given in connection with and b evidences the obligation of the e and shall be binding and operatiiveeuntil such time as paMEMOtshall have been paid all ection commercial transaction. This Guaranty is irrevoca This Guaranty shall be governed by and construed in sums owed to it under the Agreement and that may arise pursuant to this Guaranrules relating to the choice or conflict of laws. accordance with the laws of the Commonwealth of Pennsylvania, disregarding any g COURT TRIAI- IF YOU DO NOT WARNING - BY SIGNING THIS PAPER, YOU GIVE Up AKEN ?NSTTYOU WITHOi T YOUR PRIOR KNOWLEDGE, AND PAY ON TIME, A COURT JUDGMENT MAY BE THE POWER OF A COURT CAN BE USEDF ORCOED OGOOODYOU S, REGARDLESS FAULTY GOODS, FAILURE ON HIS PART TO AGAINST THE CREDITOR, WHE'T'HER COMPLY WITH AGREEMENT, OR ANY OTHER CAUSE. Guarantor's Signature Guarantor's Signature 1 r.o ? n^ M o w? Print Spouse's Nam Print Guarantor's Name p ( ?' 161 IL ?1( -M& i.t r fiT,? G ? ? Home Address V Home Address 3 l?chm orrJ -Jk6od State Zip Code city State Zip Code City -7 l Date Date *If not married, please indicate by affixing "N/A" on line for second Guarantor's signature. 10/2(9)7 VERIFICATION The undersigned individual hereby states that he/she is an employee of the Pennsylvania Food Merchants Association with the authority to verify the statements contained in the foregoing complaint involving its wholly owned subsidiary, Merchants Express Money Order Company. The undersigned individual also abest of his/her madine in trmation, aforementioned complaint are true and correct to the and belief. The undersigned understands that the stat fts th cat oar to authors subject to the penalties of 18 Pa. Cons. Stat. §4904 relating to unsworn Dan Oliva Merchants Express Money Order Company, Inc- IFF PLAINT V. COURT OF COMMON PLEAS, CUMBERLAND COUNTY -2009 Ibrahim Mohamed Individually, jointly and severally, DEFENDANT and : Monteir Mohamed Individually, jointly and severally, DEFENDANT and Alawada Trading Corp. Corporation DEFENDANT No. AFFIDAVIT OF ADDRESSES SS: COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND The undersigned being duly sworn according c aton law, with ? the authority to make this n employee of the Pennsylvania Food Merchants Asso a wholly owned Merchants Express Money Order Company, Y Affidavit on behalf of the Plaintiff, subsidiary of the Pennsylvania Food Merchants Association. Pennsylvania, 17043 and that the address of the plaintiff is: 1029 Mumma Road, Wormleysburg, Pennsylvania, addresses of the Defendants are as follows: Ibrahim Mohamed Monteir Mohamed Alawada Trading Corp. 1313 W. Broad Street 9612 Gregorys Charter Dr. 9612 Gregorys Charter Dr Richmond, VA 23220 Richmond, VA 23236 Dan Oliva SWORN to and scribed before me this 'D day of 2009. N t lic COMMONWEALTH OF PENNSYLVANIA Notarial Seal Public Jennifer R. Hamelin, Notary) Wam19Ysburp Boro, Cumberland Our Y tJly Commission Expires July 12,2012 Member, Pennsylvania gasociation of NOtafts Merchants Express Money Order Company, Inc- PLAINTIFF V. Ibrahim Mohamed Individually, jointly and severally, DEFENDANT and Monteir Mohamed Individually, jointly and severally, DEFENDANT and Alawada Trading Corp. Corporation DEFENDANT COURT OF COMMON PLEAS, CUMBERLAND COUNTY No. 2009 AFFIDAVIT OF NON-MILITARY SERVICE • SS: COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND The undersigned being duly sworn according to law, deposes and states that he is an this employee of the Pennsylvania Food Merchants Association tion with the authority der Companyoa wholly owned Affidavit on behalf of the Plaintiff, Merchants Express Money 0 subsidiary of the Pennsylvania Food Merchants Association. The n thelso state that to Military or the Defendant are undersigned the best of my knowledge, information, and belief, Naval Service of the United States or its Allies, or otherwise within the provisions of the Soldiers' and Sailors' Civil Relief Act of Congress of 1940 as Dan Oliva SWORN to and subscribed before me this day of, 2009. No is COMMOWVEALTH OF PENNSYLVANIA Notarial seat public Jennifer R. Hamelin. Notary Wormleysburg Boro. Cumberland County My Commission Expires July 42, 2012 Member, Pennsylvania Association of Notaries ?r TE fV v fid- Ij, s-6 ,may lash rUL'?h` a379ay )Uallo