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HomeMy WebLinkAbout11-8149MEMO MONEY ORDER ORDER COMPANY, INC. PLAINTIFF V. Mohammed Alkasas Individually, jointly and severally, DEFENDANT and Rim Boubes Individually, jointly and severally, DEFENDANT and York Laundromat, LLC doing business as York Laundry Limited Liability Company DEFENDANT 2011 No. /-- ?-/ / ! C" Ur( 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: $ 5,174.19 Interest: $ 0.00 Lost Fee Income: $ 1,676.70 Attorney Fees: $ 2,260.79 Total: $ 9,111.68 COURT OF COMMON PLEAS, CUMBERLAND COUNTY Kevin Lutkins, Esq. Attorney for Defendants r,)-7 d ay ?Us? MEMO MONEY ORDER ORDER COMPANY, INC. PLAINTIFF V. Mohammed Alkasas Individually, jointly and severally, DEFENDANT and Rim Boubes Individually, jointly and severally, DEFENDANT and York Laundromat, LLC doing business as York Laundry Limited Liability Company DEFENDANT COURT OF COMMON PLEAS, CUMBERLAND COUNTY 2011 No. l ' ?? yrJ C?°?/ NOTICE NOTICE IS GIVEN THAT A JUDGMENT IN THE ABOVE-CAPTIONED MATTER HAS BEEN ENTERED AGAINST YOU. izis If you have any questions concerning the above, please contact: Kevin M. Lutkins, Esq. Merchants Express Money Order Company 1029 Mumma Road P.O. Box 8863 Camp Hill, PA 17001-8863 (800) 543-8207 MEMO MONEY ORDER COURT OF COMMON PLEAS, ORDER COMPANY, INC. CUMBERLAND COUNTY PLAINTIFF V. Mohammed Alkasas , 2011 Individually, jointly and severally, DEFENDANT and -- Rim Boubes ; No. M ° ' Individually, jointly and severally cnr - N) - , DEFENDANT C7 and rs -? York Laundromat, LLC doing business as ?J York Laundry Limited Liability Company DEFENDANT COMPLAINT IN CONFESSION OF JUDGMENT FOR MONEY COUNT I - CONFESSION OF JUDGMENT (MEMO V. YORK, ALKASAS AND BOUBES) 1. Plaintiff is MEMO Money Order Company, Inc., hereinafter "MEMO"), a Pennsylvania corporation wholly owned by Merchants Express Money Order Company, Inc., that engages in the issuance and sale of money orders and whose address is 1029 Mumma Road, Wormleysburg, Pennsylvania, 17043. 2. Defendant York Laudromat, LLC. (hereinafter "YORK"), is a limited liability company located at 321 York Street, West Haven, Connecticut 06516 and doing business as York Laundry. 3. Defendant Mohammed Alkasas (hereinafter "Alkasas"), is an individual residing at 60 Springside Avenue, Apartment 1, New Haven, Connecticut 06515. 4. Defendant Rim Boubes (hereinafter "Boubes"), is an individual residing at 60 Springside Avenue, Apartment 1, New Haven, Connecticut 06515. 5. Defendants Alkasas and Boubes are the owners and/or operators of Defendant YORK and entered into the Trust Agreement on behalf of said Defendant YORK and themselves on or about June 1, 2008. A true and correct copy of the Trust Agreement under which Defendants Alkasas, Boubes and YORK are confessing judgment is attached hereto as Exhibit "A". 6. Defendant Alkasas and Boubes, with the intent to induce MEMO to enter into a Trust Agreement with Defendant YORK, agreed to personally guaranty the obligations of Defendant YORK. A true and correct copy of the Personal Indemnity and Guaranty under which Defendant Alkasas and Boubes is confessing judgment is part of the Trust Agreement attached hereto as Exhibit "A". 7. The forgoing judgment against Defendants Alkasas and Boubes and YORK, is not being entered by confession against a natural person in connection with a consumer credit transaction. 8. The Plaintiff has not assigned the Trust Agreement and Personal Indemnity and Guaranty under which judgment is being confessed. 9. The Plaintiff has not entered judgment against Defendants in any jurisdiction for the unpaid sum of $9,111.68 or any additional amount for a total of the debt demanded here. 10. The Defendants jointly and severally acted as selling agents for Plaintiff from May 16, 2011 until October 17, 2011. 11. 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. 12. The Plaintiff attempted to collect the trust funds from Defendants on September 1, 2011 through an Automated Clearing House (hereinafter "ACH") method. 13. The Plaintiff, or its designated check-clearing banking center did not receive the payment of the trust funds on September 1, 2011, as required by the Trust Agreement. 14. The failure of Plaintiff or its designated check-clearing banking center to receive trust funds from the Defendant in accordance with the Trust Agreement constitutes an event of default allowing Plaintiff to enter judgment against Defendants. 15. Pursuant to the Trust Agreement, the Plaintiff suffered damages by the Defendants conduct as follows: Principal: $ 5,174.19 Interest: $ 0.00 Lost Fee Income: $ 1,676.70 Attorney Fees: $ 2,260.79 Total: $ 9,111.68 16. The Defendants' most recent estimated 10-week sales average equaled 17 money orders causing Plaintiff Lost Fee Income of $1,676.70 as a result of Defendants' default. 17. Plaintiff demands judgment in the aforementioned amount as authorized by the Warrant of Attorney contained in the Trust Agreement attached hereto as Exhibit A. 18. The Warrant of Attorney contained in the Trust Agreement is less than twenty (20) years old. WHEREFORE, Plaintiff demands judgment in the amount of $9,111.68, as authorized by the Warrant appearing in the attached Trust Agreement, together interest from the date of judgment and costs. COUNT II - BREACH OF CONTRACT (MEMO V. YORK, ALKASAS AND BOUBES) 19. The averments set forth in paragraphs 1 through 18 are incorporated by reference as if set forth in full herein. 20. Defendant Alkasas and Boubes signed the above referenced Trust Agreement, and the documents appended thereto, on behalf of The YORK. 21. Defendant Alkasas and Boubes also signed the above-reference Personal Indemnity and Guaranty Agreement, pursuant to which he made himself personally liable for any default by The YORK under the Trust Agreement. 22. The failure of Alkasas and Boubes to remit the trust funds is a violation of the terms and provisions of the Trust Agreement, and in addition, is a breach of the fiduciary relationship created by the Trust Agreement. WHEREFORE, Plaintiff demands judgment in the amount of $9,111.68, as authorized by the Warrant appearing in the attached Trust Agreement, together interest from the date of judgment and costs. COUNT III - BREACH OF FIDUCUARY DUTY (MEMO V. YORK. ALKASAS AND BOUBES) 23. The averments set forth in paragraphs 1 through 22 are incorporated by reference as if set forth in full herein. 24. The Trust Agreement created fiduciary obligations owed by the Defendant to the Plaintiff. 25. In breach of their fiduciary obligations, Defendant Alkasas and Boubes: a. Failed to hold the trust finds in trust, as property of Plaintiff; b. Deprived Plaintiff of the use and benefits of its money; c. Failed to make the required payments or dispositions of trust funds to Plaintiff; d. Commingled the trust funds with those of their own; and e. Appropriated the trust funds for their own use and benefit, or elsewhere. 26. Defendant performed all of the above actins intentionally, willfully, maliciously, and with wanton disregard for the rights of Plaintiff. 27. Defendant's actions, as enumerated above, constitute a breach of fiduciary duty to Plaintiff under the laws of the Commonwealth of Pennsylvania and the terms of the Trust Agreement. WHEREFORE, Plaintiff demands judgment in the amount of $9,111.68, as authorized by the Warrant appearing in the attached Trust Agreement, together interest from the date of judgment and costs. COUNT IV - CONVERSION (MEMO V. YORK, ALKASAS AND BOUBES) 28. The averments set forth in paragraphs 1 through 27 are incorporated by reference as if set forth in full herein. 29. Plaintiff avers, on information and belief, that Defendant Alkasas and Boubes converted the trust funds owed Plaintiff to his own personal uses. 30. Defendant Alkasas and Boubes's personal use of the trust funds and thus his intentional deprivation of the use and benefit of the trust funds properly due and owing Plaintiff, constitutes conversion under the laws of the Commonwealth of Pennsylvania. WHEREFORE, Plaintiff demands judgment in the amount of $9,111.68, as authorized by the Warrant appearing in the attached Trust Agreement, together with interest from the date of judgment and costs. COUNT V - UNJUST ENRICHMENT (MEMO v. YORK. ALKASAS AND BOUBES) 31. The averments set forth in paragraphs 1 through 30 are incorporated by reference as if set forth in full herein. 32. Plaintiff avers, upon information and belief, that Defendant wrongfully retained the trust funds. 33. Plaintiff conferred the benefit of the use of the money orders and other property upon the Defendant and said Defendant appreciated, accepted and retained such benefits. 34. The Defendant's retention of the benefits conferred by Plaintiff without paying the value of such benefits would be inequitable and unjust. 35. As a result of Defendant's retention of the trust funds and/or Plaintiff's other property, Defendant has damaged Plaintiff while unjustly enriching himself in the amount set forth above together with the value of the property retained, and the benefits conferred upon Defendant as a result of the use of the money orders and property, plus interest and costs. WHEREFORE, Plaintiff demands judgment in the amount of $9,111.68, as authorized by the Warrant appearing in the attached Trust Agreement, together with interest from the date of judgment and costs. COUNT VI - CLAIM FOR POSSESSION OF PROPERTY AND TRUST FUNDS (MEMO V. YORK. ALKASAS AND BOUBES) 36. The averments set forth in paragraphs 1 through 35 are incorporated by reference as if set forth in full herein. 37. The Trust Agreement clearly states that all money orders and trust funds are Plaintiff's property. 38. The terms of the Trust Agreement require the Defendant to segregate and hold apart, all trust funds and/or proceeds from the sale of money orders. 39. The terms of the Trust Agreement clearly state that all non-trust funds and/or property commingled with trust funds and/or proceeds are impressed with a trust for the Plaintiff's benefit. 40. By operation of law, Plaintiff is the owner and Defendant is the trustee for all assets so commingled. 41. Despite Plaintiff's demand for return of the trust funds and other property, Defendant refused to remit the trust funds and other property impressed with a trust by operation of law to Plaintiff in violation of the Trust Agreement. WHEREFORE, Plaintiff demands judgment in the amount of $9,111.68, as authorized by the Warrant appearing in the attached Trust Agreement, together interest from the date of judgment and costs. Kevin M. utkins, Esq. Attorney for Plaintiff Attorney ID: 76859 Date: 1? Z 1? VERIFICATION The undersigned individual hereby states that he/she is an employee of Merchants Express Money Order Company, Inc., with the authority to verify the statements contained in the foregoing complaint involving MEMO Money Order Company, Inc., a wholly owned subsidiary of Merchants Express Money Order Company, Inc., a Pennsylvania corporation. The undersigned individual also states that the statements made in the aforementioned complaint are true and correct to the best of his/her knowledge, information, and belief. The undersigned understands that the statements therein are made subject to the penalties of 18 Pa. Cons. Stat. §4904 relating to unsworn falsifications to authorities. C -_ Daniel C. MEMO MONEY ORDER ORDER COMPANY, INC. PLAINTIFF V. Mohammed Alkasas Individually, jointly and severally, DEFENDANT and Rim Boubes Individually, jointly and severally, DEFENDANT and York Laundromat, LLC doing business as York Laundry Limited Liability Company DEFENDANT COURT OF COMMON PLEAS, CUMBERLAND COUNTY 2011 No. 6,v _ c u,r AFFIDAVIT OF ADDRESSES COMMONWEALTH OF PENNSYLVANIA SS: COUNTY OF CUMBERLAND N rn ra r (1 r The undersigned being duly sworn according to law, deposes and states that he is an employee of Merchants Express Money Order Company, Inc., with the authority to make this Affidavit on behalf of the Plaintiff, MEMO Money Order Company, Inc. The undersigned also states that the address of the Plaintiff is: 1029 Mumma Road, Wormleysburg, Pennsylvania, 17043 and that the addresses of the Defendants are as follows: York Laundromat, LLC. 321 York Street West Haven, CT 06516 Mohammed Alkasas 60 Springside Avenue New Haven, CT 06515 Rim Boubes 60 Springside Avenue New Haven, CT 06515 Daniel C. Oliva SWORN to and subscribed before me ?iiiQoi 5 day of l?' 1. Notary Public NOTARIAL SEAL SHELLEY D HARRIS Notary Public CITY OF HARRISBURG, DAUPHIN COUNTY MV Commission Expires Apr 8, 2012 MEMO MONEY ORDER ORDER COMPANY, INC. PLAINTIFF V. Mohammed Alkasas Individually, jointly and severally, DEFENDANT and Rim Boubes Individually, jointly and severally, DEFENDANT and York Laundromat, LLC doing business as York Laundry Limited Liability Company DEFENDANT COURT OF COMMON PLEAS, CUMBERLAND COUNTY 2011 yQ C No. CO ?f ? Cn r~- CL 2-111.11 AFFIDAVIT OF NON-MILITARY SERVICE COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND SS: i CD ) lU Cn `a `; The undersigned being duly sworn according to law, deposes and states that he is an employee of Merchants Express Money Order Company, Inc., with the authority to make this Affidavit on behalf of the Plaintiff, MEMO Money Order Company, Inc. The undersigned also states that to the best of my knowledge, information, and belief, the Defendants are not in the Military or Naval Service of the United States or its Allies, or otherwise within the provisions of the Soldiers' and Sailors' Civil Relief Act of Congress aniel C. Oliva SWORN to and s bscribed before me this ` , dly of (,(U011. Notary Public NOTARIAs SEAL SHELLEY D HARRIS Notary Public CITY OF HARRISBURG, DAUPHIN COUNTY My Commisslon Expires Apr 8, 2012 EXHIBIT A Elm MERCHANTS EXPRESS MONEY ORDER COMPANY, INC. AND SUBSIDIARIES 1029 Mumma Rd, P.O. Box 8863 Camp Hill, PA 17001- 8863 (800) 922 - 8079 Fax (717) 214 - 5989 www.memoco.com MONEY ORDERS Trustee Agreement for: Corporation Name: York Laundromat LLC Store Name: York Laundrv # of Locations: Address: 321 York St. City: New Haven State: CT Zip Code: 06516 Telephone Number: 203 6918597 Fax Number: A 03 _ 4? 9Ja-$7372-52- E-Mail Address: Website Address: Legal Entity: ? Corporation ? LLC ? Partnership Products: ? Money Orders 14 Fax: x103 -,("?/ A ., K t?z ce f` t 4 Instructions: ? Sole Proprietorship ? EmaiL• If you are an officer or the owner of 10% or more of the business you will need to sign at one of the red numbered signature areas on the Trust Agreement and the Electronic Funds Transfer. If married, your spouse will need to sign at the corresponding blue numbered spouse signature areas, if not married please notate by affixing N/A in the corresponding blue numbered spouse signature areas. Please attach a voided check for the account MEMO or its designated representative will be drafting. Please provide copies of photo ID's of all individuals who sign these documents. If you have any questions please feel free to contact your sales representative or the Sales and Marketing Department at (800) 922 - 8079. FOR IIVTERNAL USE ONLY MERCHANTS EXPRESS MONEY ORDER COMPANY, INC. MEMO MONEY ORDER COMPANY, .INC. MERCHANTS EXPRESS USA, INC. MEMO MONEY ORDER COMPANY OF NEW YORK, INC. BY Sales Representative Money Orders lead # 24242 Trustee # r 510 Marline Type VedFone Electra If Madune Type Is Electra: Star Printer? _Yes No Send Manual To: Sales Rep Warehouse M MERCHANTS EXPRESS MONEY ORDER COMPANY, INC., MEMO MONEY ORDER COMPANY, INC., MERCHANTS IIO'RESS USA, INC., MEMO MONEY ORDER COMPANY OF NEW YORK, INC., MONEY ORDER TRUST AGREEMENT THIS TRUST AGREEMENT is made between MERCHANTS EXPRESS MONEY ORDER COMPANY, INC., MEMO MONEY ORDER COMPANY, INC., MERCHANTS EXPRESS USA, INC., Pennsylvania Corporations or MEMO MONEY ORDER COMPANY OF NEW YORK, INC., a New York Corporation, of any subsidiary (Collectively "MEMO'S and the individual(s) and/or entities identified below, hereafter referred to as Trustee(s). In consideration of the mutual promises contained in this Trust Agreement and intending to be legally bound hereby, the parties agree as follows: Ram. A MEMO is engaged in the issuance and distribution of money orders and gift certificates (herein MEMO products) through electronic Td..in& B. Trustee desires to sell MEMO products utilizing an electronic Terminal pursuant to the terms of this Taut Agreement 1. Trtostee. MEMO appoints Trustee to act as an agent of MEMO at each of Trustee's retail establishments approved for the sale of MEMO products and that the relationship between the Parties shall not constitute a partnership, joint venture or agency (other than as expressly described herein). Neither MEMO nor Tnhstee shad have the anfority to make any statements, representations or commitments of any kind, or take any action, which shall be bundfmg on the other; without the prior written consent of the other Party. Trustee accepts such appointment in accordance with the term and conditions specified in this Trust Agreement 2 Trust Relationship. Trustee shad receive and hold in trust for MEMO all blank money orders delivered to Trustee by MEMO and all money received by Tmsuee farm the sale of money orders, including without Inottation the money order fives established by MEMO from time to time ("must funds'). Trustee shall hold the trust funds separate and apart from other fiords of Tnmtee. The failure of Tmsoee to hold trust funds separate and apart from any other fiords of the Trustee shall, at the option of MEMO, be a breach of tins Agreement entitling MEMO to immediate possession of any account or accounts into which Rinds received for money order sales from consumers have been deposited and such other remedies, including termination of this Agreement, as are provided for herein. 3. Materials Supplied by MEMO. For the sole purpose of selling MEMO products pursuant to this Trust Agreement, MEMO will supply Trustee with the following A. An adequate supply of serially numbered blank money orders and/or gift certificates. B. An agency installation kit containing the supplies and training material required to implement and maintain a MEMO agency relationship. C. Equipment of the quality necessary to am Trustee to execute all types of t ansaarons governed by the Trost Agreement The equipment MEMO will provide, mdudes, Such equipment that will imprint the money order and/or gift certificate dollar value and Trustee ID number firmly into the money order orgift certificate so as to inhibit the alteration of such items. Ad equipment provided to Trustee shad at all times continue to be the sole property of MEMO and shad not be removed from the Trustee's retail esta66shmentwhereit was originally installed by MEMO, unless approved by MEMO in writing. Any other equipment not owned by MEMO and used by Trustee to sell MEMO products must be approved by MEMO. D. Regulatory postings, signs, posters, window decals and other promotional materials, all of wh ich Trustee agrees to display at ad times, in a conspicuous kxation on the premises 3. Right to an Accounting. Notwithstanding any other provision of this Trust Agreement, MEMO shad have the right, at all reasonable times, with or without notidr, to access Trustee's premises and to inspect and perform an accounting of, or cause its employees or agents to inspect and perform an accounting of, the cash receipts, fees, the accounting (stone) wanes of money orders and gift eertifimim sold if appiica* daily sales reports, the Trost ee's irh ra" of unissued money orders and/or gift certificates.. A charge will be assessed against Trustee to recover expenses incurred by MEMO when an audit is conducted due to Trustee's breach of this Trost Agreement or if the audit discloses a breach. i. Rules and Regulations. Trustee shall comply with the following Hiles and regulations. A. Trustee shad not sell or issue a MEMO product until Trustee has collected a dash payment in an amount equal to the face amount of the sale or issu'and:e of the MEMO product plus any additional amount determined by the retail fee except as otherwise set forth herein Thistee will only accept cash as payment for an MEMO products. No check or other paper transmitted or deposited by Trustee to or for MEMO shad constitute a remittance to MEMO until actually collected. MEMO has the option in each case to deposit any strh paper for dodection. B. Trustee shad safeguard all unissued inventories of an products and MEMO provided equipment with the highest degree of care The dare exercised in regard to MEMO products shall be at least as that applicable to cash. Trustee shad report to MEMO the serial number of each money order stolen or missing, and all other information nY.bating to the event, immediately upon discovery of the fact, but in any event not later than twenty-four (24) hours prior to the money orders being presented for payment to MEMO so that payment can be stopped on such missing or stolen money orders. Such report shall be by telephone and immediately confirmed in writing. Trustee shall be solcly responsible for all losses acting from, and shad indannify and hold MEMO haanless regarding any and all stolen or missing items as well as any MEMO equipment issued to Trustee. Furthermore, Trustee shall be responsible for repair or rephacement of any MEMO issued equ pment stolen or damaged as a result of misuse, negligence, abuse, fire or otherwise. Said responsilAty and hab ley of Trustee shall not be limited by Trustee's compliance with the safeguarding, case, and reporting options set forth in this paragraph. C. Trustee shall at ad times maintain a sound finantial position and provide current financial information to MEMO as requested by MEMO. Trustee shall conduct options so that the funds generated from the sale or issuance of money orders and/or gift certificates, will not be in jeopardy nor seem in the opinion of a reasonable person to be in jeopardy. Tnstee shall cease the issuance and sale of money orders and/or, gift certificates and notify MEMO immediately, shodd such jeopardy arise. Notification to MEMO shall be made promptly by telephone and immediately confirmed in writing. `Sound Frnancial Condition" shall mean that there has been no material adverse charge in the business, operations, condition (financial or othherwise) or prospects of the Trustee and that neither Trustee or any Guarantor has become insolvent, generaly unable to pay its debts as they became due, involuntarily suspended transaction of its business, made a general assignment for the benefit of creditors, instituted a proceeding described in Paragraph 7B or consented to any such order for relief any appointment or to the taking of possession by any such official of all or any substantial part of its property, declaration, finding or relief desm'bed therein, whether or not any such proceedi%ffi instituted, or has taken any action in fimtherance of any of the foregoing. A lack of sand financial condition shall also indude when Trustee fails to pay, onthe date which the same is due, any sum payable hereunder or farts to pay its creditors genecady or makes representations to MEMO or to other creditors that it must delay any such payment under conditions which, in the sole discretion of MEMO, it appears that Trustee is no longer in a sound financial condition. D. Trustee shall provide MEMO by facsimile transmittal or registered mail 30 days advance notice of proposed change(s) in the ownership of either Trustee's business, the management of Trustee's business, the sale of fifty-one percent (51%) or more of Trustee's assets, or the entry into or termination of business affiliated with Trustee. Transactions included within this paragraph 5(D) include transfer of stock of Trustees, sale of partnership, interests, Limited Liability Company or partnership's interest or any similar transaction which effects a change in ownership or control of Trustee. No such transaction shall be approved until any successor entity, if any, has entered into appropriate documentation, including a trust agreement with MEMO. No transaction, discussed in this subparagraph, shall be effective without the prior written approval of MEMO. Any attempt by Trustee to effect such a transaction without MEMO approval shall be void ab initio as to MEMO. If Trustee fails to give such notification, Trustee, as well as its successor, shall remain liable for the payment of all sums and the performance of all duties required by the Trust Agreement Any change of ownership or other assignment within the meaning of this paragraph shall bind Trustee's successor or assignee to the terms and conditions of this Trust Agreement E. During the tern of this Trust Agreement, including any renewals hereof; Tmstee shad sell only MEMO products at an of Trustee's retail establishments including those newly opened or acquired. Trustee must provide MEMO with at least 30 days notice of its intent to dose its business operations or current retail location and to reopen at another location. Trustee shall not utdlize MEMO equipment for any other purpose than selling MEMO producs. F. Trustee shad sell MEMO products only at Trustee's specifically approved places of business or future place of business as approved by MEMO. Trustee shall not appoint and/or offer the services at or to any entity not a party to this Trost Agreement G. Trustee must stand ready to complete all transactions contemplated by this Trust Agreement at all times when the Trustee's business is open. Failure to do so shall constitute a breach of this Tmst Agreement No fiords received by Trustee shall be subject to attachment, levy of execution, or sequestration by order of any doutt, except for the benefit of MEMO. H. Trustee is prohibited from unauthorized use of MEMO's name, logo, trademark and/or service mark without MEMO s prior written consent I. No MEMO products shad be issued or sold to anyone in payment of any obligation of Tnstee, owner or guarantor or used in any manner for Trustee, owner or guarantor's own purposes, except as allawed by MEMO. J. Trustee shad sell money orders in strict numerical sequence in accordance with the number printed on each blank money order The face amount of any money order sold by Trustee shall not exceed the sum of $ 500.00 . MEMO may deliver blank money orders to Trustee, or to any agent, employee or representative of Trustee, by whatever means MEMO deems appropriate, and MEMO is authorized to receive and issue a receipt for blank money orders on behalf of Trustee. Ad voided money orders must be voided duo* 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 IIVTENDED^ on the backside of the original money order and deposit the money order into Taustee'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 older 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 properly connected to a dear telephone line during electronic polling]o-Axismisson times 6. Money Order Fees. Inconsideration of the products provided to Trustee by MEMO, Trustee shall pay MEMO a fee as specified in this paragraph. Money Order fees shall be based upon the average weekly volume of 4_ Money Orders sold by Tnstee Trustee's Money Order fee shall be $ 345 per item at maximum retail selling price of = 69 Additionally, a money order disperser fee off 5.50 per week/monfhshall apply plus applicable tares For Trustees paying a weekly money order dispenser flee the money order dispenser flee shall be included with one of the Trustee's regularly scheduled ACH draft(s) determined by MEMO. For Trustees paying a monthly money order dispenser fee, the monthly money order dispenser Sees shall be included on the not regularly scheduled ACH draft following the last calendar day of a particular month. The minimum monthly revenue generated by Trustee's account must equal $ 50.00 per month beghnnirhg with the fist full month's money order sales period following money order agency installation. The difference between the minimum monthly revenue and a combination of per item money order Sees/money order dispenser fees will be calculated monthly, reported via debit transmittal notice appea rimatdy three weeks fallowing the dose of a calendar month, and will be drafted one week thereafter as part of Trustee's regular ACH draft Morey Order fees may be modified by at any time upon thirty (39) days written notice to Trustee or when MEMO's ten week sales analysis indicates per item weekly volume not consistent with MEMO s fee rate schedule. 7. Trust Funds Remittance by Electronic Funds Transfer. Any Trustee utilizing electronic money order dispensing equipment will be forwarded a money order Sales Summary Report MEMO may, at any time upon thirty M days written notice to Trustee, alter or change the Tnhstee's Reporting Day, number of Repotting Days, the AM /Wire day and/or the number of ACH/Wire days, prior to the dose of the sales reporting day. The money order Sales Summary Report will reflect money order sales for the applicable reporting period. SALES PERIOD BEGINNING DAY ENDING DAY REPORTING DAY Atli / WIRE May mot Tin Friday Trustee will be provided all pertinent reporting information on the money order Sales Summary Report As indicated above, MEMO will initiate an electronic transfer of funds due MEMO, including the Care 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 Tnustee's money order Test Aunt to the designated MEMO bank deposit account prior to 200 PM on the designated remittance day. All funds due MEMO must be included with the remittance when due as identified as above. AD outstanding statement balances due at this time must be included with remittance, including debits due MEMO. If Trustee changes banks and/or bank accounts as identified in the Trustee's EFT agreement, Tnstee shall immediately inform MEMO of such change by telephone and promptly confirm m writing. This arrangement shall not be revoked unless all funds due MEMO are paid in full. If Tnnstm did not sell any money orders during the Sales Period, the Trustee must sell remit payment for outstanding balances as notified by MEMO. On g and Male ft of each week MEMO wolf cakulate a money order sales total from daily data obtained from Tnstee via electronic polling transmission of the money order dispenser. MEMO will forward the Money Order Sales Summary Report to Trustee as stated above Trustee shall reconcile the Money Order Sales Summary Repot with its records and inform MEMO of any differences. Trustee must retain the accounting (store) copies if appficaw at its location for a period of three months form the reporting period. Trustee shall forward the amounting (store) tapes, if applica* to the MEMO office upon request If the accounting (store) copies ace not requested during the three month retention period, Trustee shall discard the accounting (store) copes at its own discretion. & Tenn ofAgreement The tern of this Trust Agreement shall run for a period of five (5) yeas from the date of this Trust Agreement and shall renew automatically for succiessm five (5) year periods After the initial five (5) year team of this Trust Agreement, Trustees may temrinate this Trust Agreement upon six (6 months prior written notice to MEMO, and MEMO may terminate this Trust Agreement upon sixty (60) days prior written notice to Trustees. In the event Trustee does not provide proper termination notice, Trustee shall be responsible for lost fee income to MEMO for the duration of the contract in effect Fee income shall be calculated using Trustee's most recent 10-week sales avenge, for all MEMO products. Nomt>smndimg the foregoing, MEMO may terminate this Trust Agreement at any time, or any location covered by this Trust Agreement, immediately and without notice, and/or enter judgcnert according to the provisions of Parageaph 11 heeof, upon the happening of any of the following events: A. MEMO and/or its designated banking center or its designated representative does not receive the accounting documentation or payment of trust fiords and applicable fees, within the time period and on the terms specified in this Trust Agreement B. Trustee or any Guarantor commits; any act of insolvency, or upon the filling by Trustee or any Guarantor of any petition under any banknrptcy, reorganization, insolvency, or moratorium law, or any law for the relief of? or relating to debtors; or the filling of any involuntary petition against Trustee under any bankruptcy statute, or the appointment of a receiver or Trustee to take possession of the property or assets of Trustee;, or the subjection of the Tnstee's property or assets to arty levy, seizure, assignment or sale for or by any creditor or governmental agency. C. The non-performance by Trustee of any obligations of Trustee pursuant to this Trust Agreement D. Tnstees misepieiienration of any MEMO product of service The happening of any foregoing events shall be a default under this Trust Agreement and, without notce from MEMO, constitute a default under any and all other agreements MEMO may have with Trustee, Trustee's guarantor, and any entity controlled by Tnstee or Trustee's guarantor. In the event MEMO terminates this Trust Agreement due to a default, Trustee shall be responsible for lost fee income to MEMO for the duration of the contract in effect, in accordance with the terms; of this paragraph. 9. Termination Upon the expiration, termination, cancellation or breach of this Trust Agreement, Trustee will return any and all, MEMO equipment and any and all materials or documents, unused products provided to Trustee by MEMO pursuant to this Trust Agreement immediately upon Trustee 's receipt of a written demand notice by MEMO. MEMO may dia%e Trustee for the cost of any and all unused, unretumed or damaged equipment, products including cost of repossession. In its sole discretion and not withstanding any other provision of the Trust Agreement to the contrary, MEMO may immediately terminate this location or any location covered by this Trust Agreement in the event MEMO Bete nines that coniphatim with this Trust Agreement would cause MEMO or any of its affmtes to violate or potentially violate any local, state or federal law or regulation or any court order or ifit appears to MEMO to be in its or the Trustee's best interest and Trustee agrees to stop selling MEMO products ion m>edistely after receiving notification of termination. Upon the expiration, temminaton, cancellation or brads of this Trust Agreement Trustee immediately shall deliver to MEMO as requested all cash receipts fire MEMO products, sold or issued fees, including any and all other outstanding balances due MEMO, amounting (store) copes of money orders issued if applica* daily mks reports for all MEMO products In the event that Trustee fads to return such items immediately, Trustee hereby authorizes MEMO or its representatives or apponted designees to appear at Trustee's place of business and peaceably obtain custody of all such properly listed herein, alternatively the costs of any repossession by MEMO shall be home exclusively by the Trustee. AD obligadons, obLgauons for transactions, covenants, Debilities, and indemnities of Tnstee hereunder shall survive the expiration or termination of this Trust Agreement Any termination notice, either orally or in waking, provided by MEMO for any reason other than the expiration of this Trost Agreement shall be effective as of the happening of any such event causing termination under paragraph 7 hereof or upon the entry of confessed judgment, whichever, fist occum MEMO make take any action legally pemvtted to prevent the unauthorized sale orissuance of MEMO products, including but no limited to, `lockdown" and/or removal of MEMO equipment and the removal of unused MEMO products and equipment 10. CONFESSION OF JUDGMENT. TRUSTEE HEREBY IRREVOCABLYAUTHOREW AND EMPOWERS ANYATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT OF RECORD, UPON ORAFTER THE OCCURRENCE OF ANY EVENT DESCRIBED IN PARAGRAPH 7, TO APPEAR FOR AND TO CONFESS OR ENTER JUDGMENT AGAINST TRUSTEE FOR THE FACE AMOUNT OF ALL MEMO PRODUCTS SOLD PURSUANT TO THIS TRUST AGREEMENT, THE APPLICABLE FEES, ACCRUED INTEREST THEREON, INTEREST EXPENSE NOT TO EXCEED EIGHTEEN PERCENT (WI.), AND FOR ANY OTHER SUMS DUE MEMO UNDER THIS TRUST AGREEMENT, TOE WITH EXPENSES AND COST OF SUIT AND REASONABLE ATTORNEY'S FEES AND SAID FEES NOT TO EXCEED THIRTY PERCEN'T' (30'/0) OF SAID AMOUNT AND SUMS, FOR COLLECTION AS PROVIDED HEREIN INCLUDING ALL LEGAL FEES INCURRED IN ANY BANKRUPTCY OF TRUSTEE. FOR SUCH PURPOSE, THIS TRUSTAGREEMENT OR A COPY HEREOF VERII4ED BYAFFIDAVIT BY TRUSTEE OR ON BEHALF OF TRUSTEE BY SAID ATTORNEY, PROTHONOTARY OR CLERK SHAI.L BE SUFFICIENT WARRANT. THE REMEDIES OF MEMO AS PROVIDED HEREIN AND THE WARRANTS OBTAINED HEREIN SHALL BE ENFORCED IN ACCORDANCE WITH THE TERMS OF THIS TRUST AGREEMEN'T' AND MAYBE PURSUED SINGLY, SUCCESSIVELY, OR TOGETHERAT THE SOLE DISCRETION OF MEMO AND AS OFTEN AS OCCASION THEREFORE SHALL OCCUR. THE FAILURE TO EXERCISE ANY SUCH RIGHT OR REMEDY SHALL IN NO EVENT BE CONSTRUED AS A WAIVER OR RRi uASu THEREOF. THE AUTHORTTYAND POWERTO APPEAR FORAND CONFESSOR ENTER JUD NT AGAINST TRUSTEE SHALL NOT BE EXHAUSTED BY THE OM AL EXERCISE THEREOF , AND THE SAME MAYBE EXERCISED, FROM TIME TO TIME, AS OFTEN AS MEMO SHALL DEEM NECESSARYAND DESIR ABTA AND THIS TRUST AGR>E 1T OR A COPY HEREOF SHALL BE A SUFFICIENT WARRANT THEREFORE. ONE OR MORE JUDGMENTS MAYBE CONFESSED OR ENTERED IN THE SAME OR DIFFERENT COUNTIES FOR AIL OR PART OF THE SUMS DESCRIBED IN THIS PARAGRAPH. IN THE EVENT ANY JUDGMENT ENTERED AGAINST MERCHANT HEREUNDER IS STRICKEN OR OPENED UPON APPLICATION BY OR ON TRUSTEE'S BEHALF FOR ANY REASON F, /h WHATSOEVER, THEN ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT OF RECORD IS HEREBYAUTHORIZED AND EMPOWERED TO AGAIN APPEAR FOR AND CONFESS OR ENTER JUDGMENT AGAINST TRUSTEE; SUBJECT, HOWEVER, TO THE LIMITATION THAT SUCH SUBSEQUENT ENTRY OR CONFESSION OF JUDGMENT MAY ONLY BE DONE TOZEM ANY ERRORS IN PRIOR PROCEEDINGS, AND ONLY TO THE EXTENT THAT SUCH ERRORS ARE SUBJECT TO CURE IN THE LATE PROCEEDINGS. TRUSTEE ACKNOWLEDGES THAT BY AUTHORIZING MEMO TO CONFESS JUDGMENT HEREUNDER, TRUSTEE WAIVES THE RIGHT TO NOTICE INA PRIOR JUDICIAL PROCEEDING TO DET'ERINIINE IT RIGHTS AND LIABILITIES. TRUSTEE FURTHER ACKNOWLEDGES THAT MEMO MAY OBTAIN A JUDGMENT AGAINST TRUS'T'EE WITHOUT ITS PRIOR KNOWLEDGE OR CONSENT AND WITHOUT TRUSTEE'S OPPORTUNITY TO RAISE ANY DEFENSE, SETOFF, COUNTERCLAIM OR OTHER CLAIM TRUSTEE MAY HAVE. TRUSTEE ERPRESSLY WAIVES SUCH RIGHTS AS AN EXPLICIT AND MATERIAL PART OF THE CONSIDERATION FOR MEMO'S TRUST AGREEMENT TO MAKE MEMO PRODUCTS AVAILABLE TO THE TRUSTEE. 11. Liabikty. Trustee, regardless of Trustees freedom from negligence or other fault, shall be absolutely liable: A To make remittance to MEMO of the hoe amount for all MEMO products sold, the applicable fees, and all other monies due MEMO under this Trost Agreement, regardless of the mysterious or non-mysterious disappearance or loss of any fimds from Trustee's possession by reason of the honest or dishonest act of any person, act of God, or otherwise. B. To remit to MEMO the total amount of all sums of money that may be expended by or for MEMO in paying any MEMO products delivered by MEMO to Trustee that are subsequently presented for payment, whether or not MEMO is legally liable to pay the same This subparagraph shall not apply to any MEMO products as to which Trustee shad have fully performed Tnistee's dudes under this Trust .Agreement. C. MEMO Liability. Except as provided in this Trust Agreement, MEMO makes no warranties whether express, implied or statutory in connection with this Trust Agreement MEMO expressly disdaims all aaaanties of merchantability and fitness for a particular purpose. MEMO shad not be responsible or liable for any lost profits, coasegaen* special or punitive, exemplary or incidental damages resulting from the failure of the Product(s). The sole and exclusive liability of MEMO to Trustee and remedy of Trustee hereunder (including negligence) shad be general monetary damages not to exceed the amount of the item that is the subject of the claim or dispute, regardless of the clon of such action. 12 INDEMNITY AND PERSONAL GUARANTY. TO INDUCE MEMO TO ENTER INTO THIS TRUST AGREEMENT, TRUSTEE AND THE UNDERSIGNED INDIVIDUAL(S) SHALL JOINTLY AND SEVERALLY, INDEMNIFY, DEFEND AND HOLD HARMLESS MEMO FROM AND AGAINST ANY AND ALL LOSSES, DAMAGES, LIABILITIES, CLAIMS, ACTIONS, SUITS, PROCEEDINGS, JUDGMENTS, ASSESSMENTS, FINES, PENALTIES, COSTS, INTEREST, AND EXPENSES (INCLUDING, BUT NOT LIMITED TO, SETTLEMENT COST AND REASONABLE LEGAL AND ACCOUNTING FEES) SUSTAINED BY MEMO RESULTING FROM OR ARISING OUT OF ANY ACT OR OMISSION TO ACT, WHETHER HONEST, DISHONEST, NEGLIGENT OR OTHERWISE BY TRUSTEE OR TRUSTEE'S EMPLOYEES, AGENTS, ASSOCIATES OR REPRESENTATIVES (WHETHER WITHIN OR WITHOUT THEIR SCOPE OF PERFORMANCE UNDER THIS TRUST AGREEMENT). THE PARTIES TO THE TRUST AGREEMENT SHALL BE RELEASED FROM LIABILITY HEREUNDER FOR FAILURE TO PERFORM ANY OF THE OBLIGATIONS HEREIN WHERE SUCH FAILURE TO PERFORM OCCURS BY REASON OF ANY ACT OF GOD, NATIONAL EMERGENCY, MECHANICAL OR ELECTRICAL BREAKDOWN, CIVIL COMMOTION OR THE ORDER, REQUISITION, REQUEST OR RECOMMENDATION OF ANY GOVERNMENTAL PROCLAMATION, REGULATION OR ANY OTHER CAUSE BEYOND EITHER PARTY'S REASONABLE CONTROL INCLUDING WEATHER. THE UNDERSIGNED INDIVIDUAL DOES PERSONALLY GUARANTEE AND BECOME SURETY FOR TRUSTEE'S FULL PERFORMANCE OF THE TRUST AGREEMENT, INCLUDING WITH LIMITATION THE PROMPT AND PUNCTUAL PAYMENT OF ALL AMOUNTS BECOMING DUE FROM TRUSTEE TO MEMO HEREUNDER. THE TRUST AGREEMENT MAY BE MODIFIED BY MEMO WITHOUT NOTICE TO THE UNDERSIGNED AND WITHOUT AFFECTING THIS PARAGRAPH. MEMO MAY ENFORCE THIS PARAGRAPH AGAINST THE UNDERSIGNED IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA, AS WELL AS IN ANY OTHER COURT AND STATE HAVING JURISDICTION, WHETHER OR NOT ANY ACTION IS EVER TAKEN BY MEMO .AGAINST TRUSTEE (AND/OR GUARANTOR). 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 TO THE UNDERSIGNED, ANY ACTION OF ANY NATURE WHATSOEVER WITH RESPECT TO THE TRUST AGREEMENT, INCLUDING BUT NOT LIMITED TO ANY RENEWALS, EXTENSIONS, MODIFICATIONS, POSTPONEMENTS, COMPROMISES, INDULGENCES, WAIVERS, SURRENDERS EXCHANGES, RELEASES, AND FAILURE TO PURSUE OR PRESERVE RIGHTS AGAINST ANY PERSON, AND THE UNDERSIGNED SHALL REMAIN FULLY LIABLE HEREON NOTWITHSTANDING ANY OF THE FOREGOING. EXCEPT AS PROVIDED HEREIN, THE UNDERSIGNED HEREBY WAIVE ALL DEFENSES WHATSOEVER TO THE UNDERSIGNED'S LIABILITY HEREUNDER EXCEPT THE DEFENSES OF (1) PAYMENT, AND (2) LACK OF NOTICE AS REQUIRED IN THE TRUST 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 HEREUNDER, PLUS ALL COSTS OF SUIT, LEGAL IIVTEREST TO DATE, AND THIRTY PERCENT (30%) ADDED FOR ATTORNEY'S FEES, RELEASING ERRORS, WAIVING STAY OF EXECUTION, AND AUTHORIZING THE IMMEDIATE ISSUE OF A WRIT OF EXECUTION, ALL IN ACCORDANCE WITH THE PENNSYLVANIA RULES OF CIVIL PROCEDURE. FOR SUCH PURPOSE, THIS TRUST AGREEMENT OR A COPY HEREOF VERIFIED BY AFFIDAVIT BY THE UNDERSIGNED OR ON BEHALF OF THE UNDERSIGNED BY SAID PROTHONOTARY, CLERK OR ATTORNEY, SHALL BE SUFFICIENT WARRANT. THE AUTHORITY AND POWER TO APPEAR FOR AND TO CONFESS OR ENTER JUDGMENT AGAINST THE UNDERSIGNED SHALL NOT BE EXHAUSTED BY THE INTI•IAL EXERCISE THEREOF; THE SAME MAY BE EXERCISED, FROM TIME TO TIME, AS OFTEN AS MEMO SHALL DEEM NECESSARY AND DESIRABLE, AND THIS TRUST AGREEMENT SHALL BE A SUFFICIENT WARRANT THEREFORE. THE UNDERSIGNED ACKNOWLEDGE THAT BY AUTHORIZING MEMO TO CONFESS JUDGMENT HEREUNDER, THE UNDERSIGNED HAVE WAIVED THE RIGHT TO NOTICE IN A PRIOR JUDICIAL PROCEEDING TO DETERMINE THEIR RIGHTS AND LIABILITIES. THIS GUARANTY IS GIVEN IN CONNECTION WITH AND EVIDENCES THE OBLIGATION OF THE UNDERSIGNED TO MAKE PAYMENT IN CONNECTION WITH A COMMERCIAL TRANSACTION. THIS GUARANTY IS IRREVOCABLE AND SHALL BE BINDING AND OPERATIVE UNTIL SUCH TIME AS MEMO SHALL HAVE BEEN PAID ALL SUMS OWED TO IT UNDER THE TRUST AGREEMENT AND THAT MAY ARISE PURSUANT TO THIS GUARANTY. 13. Security. As further consideration of appointment by MEMO as its agent, and in order to protect MEMO's property fmm conversion, Trurstee hereby is to MEMO a continuing security interest in, including but not limited to the following, Trustee's bank account, inventory, accounts realvab, assignment of lease, goodwill and fixtures ? Trustee location, Trustee agrees to amcute ad documents necessary to create or perfect such security interest, including, but not limited to, recorded Uniform Commercial Code-Financial Statement CC] s Furthermore, MEMO reserves the ' to N ()) ? tight require additional collateral as it deems necessary for ongoing approval and for the duration of due Trust Agreement. In the event Trustee changes ownership in Trustee's business in any transaction stmilm to those set forth in paragraph 5(D) hereof; without prior notice and approval by MEMO as set forth therein Trustee hereby grants a security interest in the proceeds of any such transaction until such time as an approved account is re-established. 14. Notices- Notices required or permitted under this Trust Agreement shall be deemed to have been given on personal delivery (including overnight courier service), and if by mail on the third day after the mail is deposited in the U.S. Mail, by first class mail, postage prepaid return receipt requested and addressed to MEMO at 1029 Mumma Road, P.O. Box 8863, Camp Hid, PA 17001-8863 or to Trustee at the address shown on the Application (or such subsequent address as has been provided to MEMO by Trustee). 15. Choice of Law. This Trust Agreement shad be construed under and in accordance with the laws of the Commonwealth of Pennsylvania, disregarding any aim relating to the choice or conflict of laws. The parties consent to venue and personal jurisdiction in Cumberland County, Pennsylvania, or, in the case of MEMO's exercise of rights under Paragraphs 9 and 11 hereof in any other court of record in Pennsylvania or elsewhere 16. Compliance with law. Both MEMO and Trustee are subject to acrd shad abide by (and muse its officers, principals and employees to aide by) all federal, state and local laws and regulations applicable to their respective businesses and services provided. They are to include but are not limited to: (a) Stain licensing laws, (b) the Bank Secrecy Act and its regulations; (c) Federal rash reporting regrnrernerrts and regulations; (d) State Currency reporting requirements; (e) Federal and/or State anti-money laundering laws and all rules and regulations, (f) ad applicable state money transfer or sale of check laws regulation and administrative agency rulings and/or orders, (g) all federal and stare privacy laws and regulations; and (h) the USA Patriot Act 17. Non-Waiver. The failure of MEMO to enforce any provision of this Trust Agreement or its failure to declare a default under this Trust Agreement shad not constitute a waiver or any breach of any provision of this Trust Agreement and shall not prejudice the right and/or power of MEMO to proceed as fully as if it had not failed to enforce any provision of this Trust Agreement ?.& Enforcement In the event of default under the terms of this Trust Agreement, Trustee agrees that MEMO shall, in addition to all rights it might have under the law, have the right of seeking Tped5c: performance in the court of equity. Furthermore, Trustee agrees to consent to the juice iction of a court of equity regarding the enforcement of this Trust Agreement and/or the <rforccment of MEMO(s) rights in the event of any default by Trustees. 19. Cost of Enforcement Trustee shall pay, on demand to MEMO, all costs and expenses including reasonable attorney's fees incurred by MEMO in connection with the enforcement of this Trust Agreement 20. Construction. All references in this Trust Agreement in the singular shall be construed to include the plural where applicable and the masculine shall include all other gender All covenants, agreements and obligations in this Trust Agreement assumed by Trustee shall be, and shall be deemed to be, joint and several covenants Hea*gs of the pangraphs of this Trust Agreement are for convenience only and do not limit, expand, or otherwise continue the provisions or contents of this Trust Agreement If any part of this Trust Agmement is held to be unenforceable or invalid or prohibited by law, said pact shall be deemed to have been stricken from the Trust Agreement and the Trust Agreement shad be read and interpreted as though the strider part did not exist and shad not affect the validity or enforceabulity of any other part of the Trust Agreement The signatures of all individual(s) on this document, other than those representing MEMO, shad be construed to be on behalf of the business acting as Trustee and the individual(s) acting as both Tmnstee and Guarantor of all funds due MEMO under this Test Agreement 21. Assignments and Delegation. MEMO may assign this Trust Agreement at any time without seeldng any approval or consent of Trustee. Trustee may not assign this Trust Agreement without prior written approval of MEMO. This Trust Agreement shall be binding on the respective parties as well as their heirs, successors and assigns. 22 Entire Trust Agreement This Trust Agreement, together with any and all attachments, addendums, related security documents and such rules and regulations as may be promulgated by MEMO for the issuance of and sake of MEMO products from time to time, shad constitute the entire agreement between the parties hereto. Them are no other agreements or understandings, written or oral, between the parties with respect to the subject matter of this Trust Agreement There shad be no modifications, its, or altenrioos to this Trust Agreement unless agreed to in writing, signed by ad parties This Trust Agreement shad band and inure to the benefit of the parties, that move hcissuocessors, representatives and proper assigns MEMO and Merchant understand that a completed telefan signature is as valid as the original. 23. Time of the Essence. Time is of the essence in this Twist Agreement WARNING - BY SIGNING THIS PAPER, YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL IF YOU DO NOT PAY ON TIME, A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWER OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIM YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS PART TO COMPLY WITH TRUST AGREEMENT, OR ANY OTHER CAUSE. Corporate/Stare Name: York Laundromat LLC I Stsati`(Qucss) Mohammed 41r--,, SIGN HERE Mohammed Alkasas SIGN HERE Molfttmmcd AIIcbasi s SMM, SIGN BIKE .' 3. Signature (Individually) 4. Signature (lrndMdually) Stgmture (SFXA se) Signature (Spcwse) Please enter the date Date: you are,sieeingthe eontracts MERCHANTS EXPRESS MONEY ORDER COMPANY, INC. MEMO MONEY ORDER COMPANY, INC. MERCHANTS EXPRESS USA, INC. ME ZDRDER COMPANY OF NE YORK, INC. By Date Y -4 WA 3/31/2011 MEMO MONEY ORDER COURT OF COMMON PLEAS, ORDER COMPANY, INC. CUMBERLAND COUNTY PLAINTIFF V. Mohammed Alkasas Individually,jointly and severally, DEFENDANT . and No. 2011-8149 Rim Boubes C') E Individually,jointly and severally, .. DEFENDANT w and York Laundromat, LLC doing business as �, °� York Laundry Limited Liability Company DEFENDANT 2 rss ORDER TO MARK JUDGMENT SATISFIED To the Prothonotary: Kindly mark the above-captioned matter satisfied of record upon payment of your costs only. Kevin M. Luktins,Esq. Attorney for Plaintiff Attorney ID: 76859 Merchants Express Money Order Company 1029 Mumma Road P.O. Box 8863 Camp Hill,PA 17001-8863 (800) 543-8207 L t � CERTIFICATE OF SERVICE 1,Kevin M. Lutkins,Esquire,hereby certify that on this day of March, 2013, I served a true and correct copy of the foregoing Order to Mark Judgment Satisfied upon the following individuals and parties of record via First Class Mail,postage prepaid. York Laundromat, LLC. Mohammed Alkasas Rim Boubes 321 York Street 60 Springside Avenue 60 Springside Avenue West Haven, CT 06516 New Haven, CT 06515 New Haven, CT 06515 Kevin M. Ldfilirns,Esq. Attorney for Merchants Express Money Order Company 1029 Mumma Road P.O. Box 8863 Camp Hill, PA 17001-8863 717-760-5903