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MEMO MONEY ORDER :
ORDER COMPANY, INC'.
PLAINTIFF :
V.
David Kang
Individually, jointly and severally,
DEFENDANT
and
DK Group Corporation, previously doing
business as 36 East Kwik Mart
Corporation
DEFENDANT :
COURT OF COMMON PLEAS,
CUMBERLAND COUNTY
Avi I I;P-rlh
2012
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: $ 37,492.40
Interest: $ 582.17
Lost Fee Income: $ 0
Attorney Fees: $ 11,422.37
Total: $ 49,496.94
Kevin M. Lutkins, Esq.
Attorney for Defendants
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MEMO MONEY ORDER
ORDER COMPANY, INC.
PLAINTIFF
V.
David Kang ;
Individually, jointly and severally, :
DEFENDANT :
and :
DK Group Corporation, previously doing
business as 36 East Kwik Mart
Corporation
DEFENDANT
COURT OF COMMON PLEAS,
CUMBERLAND COUNTY
2012
.l
No. J ' 3 (a 3 -S 1-,;, t ?t tn1 ?y
COMPLAINT IN CONFESSION OF JUDGMENT FOR MONEY
COUNT I - CONFESSION OF JUDGMENT
(MEMO V. DK GROUP AND KANG)
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 DK Group Corporation (hereinafter "DK GROUP"), is a corporation
located at 2328 E. Washington Street, Petersburg, VA 23803, and doing business as 36 East
Kwik Mart.
3. Defendant David Kang (hereinafter "Kang"), is an individual residing at 6551 Tartan
Vista Drive, Alexandria, VA 22312.
4. Defendant Kang is or was the owner and/or operator of Defendant DK GROUP and
entered into the Trust Agreement on behalf of said Defendant DK GROUP and himself on or
about August 29, 2005. A true and correct copy of the Trust Agreement under which Defendants
Kang and DK GROUP are confessing judgment is attached hereto as Exhibit "A".
5. Defendant Kang, with the intent to induce MEMO to enter into a Trust Agreement
with Defendant DK GROUP, agreed to personally guaranty the obligations of Defendant DK
GROUP. A true and correct copy of the Personal Indemnity and Guaranty under which
Defendant Kang is confessing judgment is attached hereto as Exhibit `B".
6. The forgoing judgment against Defendants Kang and DK GROUP, is not being
entered by confession against a natural person in connection with a consumer credit transaction.
7. The Plaintiff has not assigned the Trust Agreement and Personal Indemnity and
Guaranty under which judgment is being confessed.
8. The Plaintiff has not entered judgment against Defendants in any jurisdiction for the
unpaid sum of $49,496.94 or any additional amount for a total of the debt demanded here.
9. The Defendants jointly and severally acted as selling agents for Plaintiff from August
29, 2005 until February 16, 2012.
10. Pursuant to the Trust Agreement, Defendants are required to hold all monies received
by them from the sale of money orders, including money order fees (hereinafter "trust funds"),
separate and apart from other funds of the Defendant for collection by the Plaintiff through
electronic or other means.
11. The Plaintiff attempted to collect the trust funds from Defendants on February 9,
2012 through an Automated Clearing House (hereinafter "ACH") method.
12. The Plaintiff, or its designated check-clearing banking center did not receive the
payment of the trust funds on February 9, 2012, as required by the Trust Agreement.
13. The failure of Plaintiff or its designated check-clearing banking center to receive trust
funds from the Defendant in accordance with the Trust Agreement constitutes an event of default
allowing Plaintiff to enter judgment against Defendants.
14. Pursuant to the Trust Agreement, the Plaintiff suffered damages by the Defendants
conduct as follows:
Principal: $ 37,492.40
Interest: $ 582.17
Lost Fee Income: $ 0
Attorney Fees: $ 11,422.37
Total: $ 49,496.94
15. The Plaintiff's are not seeking lost fee income.
16. Plaintiff demands judgment in the aforementioned amount as authorized by the
Warrant of Attorney contained in the Trust Agreement attached hereto as Exhibit A.
17. The Warrant of Attorney contained in the Trust Agreement is less than twenty (20)
years old.
WHEREFORE, Plaintiff demands judgment in the amount of $49,496.94, 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. DK GROUP AND KANG)
18. The averments set forth in paragraphs 1 through 18 are incorporated by reference as if
set forth in full herein.
19. Defendant Kang signed the above referenced Trust Agreement, and the documents
appended thereto, on behalf of The DK GROUP.
20. Defendant Kang also signed the above-reference Personal Indemnity and Guaranty
Agreement, pursuant to which he made himself personally liable for any default by The DK
GROUP under the Trust Agreement.
21. The failure of Kang 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 $49,496.94, 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. DK GROUP AND KANG)
22. The averments set forth in paragraphs 1 through 22 are incorporated by reference as if
set forth in full herein.
23. The Trust Agreement created fiduciary obligations owed by the Defendant to the
Plaintiff.
24. In breach of their fiduciary obligations, Defendant Kang:
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.
25. Defendant performed all of the above actins intentionally, willfully, maliciously, and
with wanton disregard for the rights of Plaintiff.
26. 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 $49,496.94, 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. DK GROUP AND KANG)
27. The averments set forth in paragraphs 1 through 27 are incorporated by reference as if
set forth in full herein.
28. Plaintiff avers, on information and belief, that Defendant Kang converted the trust
funds owed Plaintiff to his own personal uses.
29. Defendant Kang'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 $49,496.94, 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. DK GROUP AND KANG)
30. The averments set forth in paragraphs 1 through 30 are incorporated by reference as if
set forth in full herein.
31. Plaintiff avers, upon information and belief, that Defendant wrongfully retained the
trust funds.
32. 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.
33. The Defendant's retention of the benefits conferred by Plaintiff without paying the
value of such benefits would be inequitable and unjust.
34. 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 $49,496.94, 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. DK GROUP AND KANG)
35. The averments set forth in paragraphs 1 through 35 are incorporated by reference as if
set forth in full herein.
36. The Trust Agreement clearly states that all money orders and trust funds are
Plaintiff s property.
37. 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.
38. 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.
39. By operation of law, Plaintiff is the owner and Defendant is the trustee for all assets
so commingled.
40. 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 $49,496.94, as authorized by
the Warrant appearing in the attached Trust Agreement, together interest from the date of
judgment and costs.
revien M - utkins, Esq.
Attorney for Plaintiff
Attorney ID: 76859
Date: ?°?
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.
Daniel C. Oliva
EXHIBITA
9° 7'?C"AN-1S EXPR.-SS USA, D ;C/ M M40 MO.'`7-Y ORDER COMPANY OF ?QTY, INC.
PER301%M MONEY O RDEM TRUST YkGREEmixr
THIS AGREEMENT is made between MER(7-,4 'Inc E)?TRESS MONEY ORDER COINVAN?, d,'Va MEMO, MFA40 MO.NhE ORDER COMPANY, d/b/a MEMO, MERCHANTS
EXPRESS USA, INC d/b/a MEMO, PennsyMriia Cor3orations or MEND MONEY ORDIa CONT.",NY OF NEW YORK, ING, d/b/a MEMO, a New York Corporation, or any subsidiary
d/b/a/ MEMO (`MEMO') and the individual(s) ;uxl/or entities identifies below, hereafier refe rai to as Tnl,- (s').
In consideration of the mutual promises contained m this Weemenu and intending to be legally bound hereby, the parties agree as follows
1. Agency. MEMO appoints Trustee to ad a: a sT eiil agent of MEMO at each of Trustee's retail establishments approved for the sale of money orders issued by MEMO. It is expressly agreed
that
MEMO and Trustee shall be independent oxr¢ac ton and that the relationship between the Parties shall not constitute a partnership, pint venture or agency (other than as expressly described
herein). Neither MEMO nor Trustee shall have the authority to make arty statements, representations or commmmnnents of any bind, or take any action, which shall be bung on the otlneS
without
the prior consent of the other Party. Trustee aimcpts such appointment in accordance with the terns and conditions specified in this Agreement and in the attached Rider heron incorporated
and
made a part hereof
2 Trust Rehtiewhip. Trustee shall receive and hold in test for MEMO all blank money orders delivered to Trustee by MEMO and all money received by Trustee from the sale of mxney orders,
ind uding without limitation the money order foes established by MEMO from time to time ("trust funds'). Trustee shall hold the taut funds separate and apart from other funds of Trntsa
The
failne of Trustee m hold trust fiords separate and apart from any other funds of the Trustee shall, at the option of MEMO, be a breach of this Agreement autidung MEMO to imnmedate
possession of any account or accounts into which f ads received for money order sales from consumers have been deposited and such other remedies, including termination of this Agree
mernt as
are provided for herein.
3. Money Order Fees. In consideration of the services rendered to Tnstee by MEMO, Trustee shall pay MEMO a fee ("Money Order Fees') speafied in the attached rides Money Order Fees
may be modified by MEMO at any time upon thirty (A days prior notice to Trustee
4. Materials Supplied by MEMO. For the sole purpose of selling money orders pumuannt to this Agreement, MEMO will supply Trustee with the following
A. An adequate supply of serially numbered blank money orders.
B. An agency installation kit containing the supplies and training m ateaal required to n plenrnt and maintain a money order agency
C A noncy order imprinter of the quality necessary to =print the money order dollar value firmly into the money order so as to inhabit tine alteration of any item The money order disposer
shall be programmed by MEMO to indicate Tnstee I.D. number on imprinted trnuney orders Such money order irripmtric shall at all titres continue to be the sole property of MEMO
and shall not be removed from the Trustee's retail estabkshmnesnt where it was originally installed by MEMO. Any other money order d%pe sm not awned by MEMO and used by Trustee
to imprint money orders mast be approved by MEMO.
D. Regulatory postings, signs, posters, window decals and other promotional materials, all of which Trustee agues to display at all tines.
5. Right to an Achooumt i ng. Notwithstanding any other provision of this Ageeerne t, MEMO shall have the right at all reasomable times, with or without notice, to access Trustee's premises
and to
inspect and perform anamounting of or cause its employees or agents to inspect and pezformn an accounting of; the cash receipts, Money Order Fees, theaccaauing (store) oopies of money
orders sold and the Trustee 's irrventony of unissued money orders. A charge will be assessed against Trustee to recover expenses incurred by MEMO when an audit is made due to Trustees
breach of this Ageenent or if the audit discloses a breach (Sm audit fee/penalty fee sdhe alt).
6. Rues and Regulations. Trustee shall corrrply with the following rubs and regtilations
A. No runny order shall be issued or sold to anyone in payment of any obligation of Tnustee or used in any m art ner for Tnstees own purposes, except as slowed by MEMO.
B. Only mash shall be accepted as payment for money orders issued or sold. No check or other paper transmitted or deposited by Trustee to or for MEMO shall emstitutea remtlarnce to
MEMO until acdmlly collected, MEMO to have the option in each case as to whether to deposit any such paper for collection.
C Trustee shag safeguard all unissued money orders and the nxxy-y order imprinter with the highest degree of care The rte exercised in regard to marry orders shall be at least as that
applicable to cash Tnstm shall report to MEMO the serial number of each money order stolen or nussmg and all other mfomation relating to the event; irumedia* upon discovery of
the fact; but in any event not later than twenty-four (24) haul prior to the money orders being presented for payment to MEMO so that payment can be stopped on such missing or stolen
money odes. Such report shall be by telephone and irxnuediately canfimned in writing Trustee shag be solely responsible for all losses arising from and shall indemnify MEMO and hold
harmless regarding any and all stolen or missing money orders as well as any mommy order imprinter issued to Trustee_ Further ore, Trustee shall be responsble for repair or replacement
of
any issued money order dispensers stolen or damaged as a result of misuse, neghgencr, abuse, fire or otherwise Said responsibility and liability of Trustee shall not be knrited by Trustee's
cornphan ce with the safeguarding care, and reporting obligations set forth in this paragraph
D. Tnstm shall at all times nnintain a sound f harm al position and provide current fear coal information to MEMO as requested by MEMO. Trust= shall conduct operations so that the fiends
generated from the sale of money orders will not be m jeopardy nor seem in the opinion of a reasonable person to be in jeopardy and shall cease the issuance of money orders and notify
MEMO inarrediately, should such jeopardy anise. Notification to MEMO shah be made promptly by t elephome and mxrhediately confirmed in writing "Sand Faancol Condition" shall
mean that there has been no natenal adverse change irk the business, operations, condition (faarncial or otherwise) or pry of the Trustx and that neither Trustee or any Guarantor has
became insolvent, gerheally unable m pay its debts as they become due, involuntarily suspended transaction of its business, made a general assignment for the besnefit of creditors, instituted
a
proceeding desmbed in Paragrph 7B or consented to any such order for relief; declaration, finding or relief described therm institute a proceeding described in Paragraph 7B or consented
to any such appointin a nt or to the taking of possession by any such offKzd or all or any su}hsunbal part of its property, whether or not any such proceeding is institmed, or has taken
arty
action in fiutherarua of any of the forego4 A lack of sound financial condition shall also incbude when Truster fails to pay, on the date which the same is due, any sum payabk hereunder
or Earls to pay its creditors generally or makes representations to MEMO or to other creditors that it mist delay any such payment under conditions which, in the sole discretion of MEMO,
it
appears that Trustee is no longer in a sand financial condition
E. Trustee shall provide MEMO by facsimile transmittal or registered mail three (3) weeps advance notice of proposed change(s) in the ownership of citherTnustee's business,
the management of Trustee's business, the sale of fifty-one percent (511/6) or more of Trustees assets, or the entry into or temmination of business affiliated with Trustee.
Transactions included within this paragraph 6(E) include transfer of stock of Trustee, 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 test agreement 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 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 Agreement
R At all of Tnswe's retail establishment including those newly opened or acquired, Trustee shall sell only MEMO money orders. Trustee must provide MEMO with at lease 90 days notice of
its intent to dose its current retail location and to reopen at another locatic rat
G. Trustee shag sell MEMO money orders only at Trustee's specifically approved p]aas of busiress or future plate 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 agreement
R Tnstm shall remain open during the cause of normal business hoes for the duration of this ageenhent Failure to do so shall constitute a breach of this agtxrnent
1. No hunts received by Tr st m shall be snbjext to attachment levy of won, or sequestration by order of any court, except for the benefit of MEMO.
J. Trustee is prohibited fiom unauthorized use of MEMO s name, logo, trademark: and/or se rvioe mask without NCEM 's prior written consent
7. Tema of Agreement The term of this Agreement shall run for a period of five (5) yeas fxan the date of this Agme lent and shall renew automatically for successive five (5) year pmcxl
. After
the initial five-pear terra of this Agrccrnent Trustee may term am this Agreement upon sac (h) months prior wriurn notice to MEMO, and MEMO may terminate this Agreement upon sixty (69)
days prior written notice to Trustee In the event Trustee does not provide proper t•amnation notice, Trustee shall be responsible for lost fee income to MEMO for the duration of the
contract in
effect Fee inane shall be calculated using Trustees most recirrt 10-week saes average. Notwithstanding the foregoing; MEMO may temrmmate this Agreement at any time, or any location covered
by this agreement; immediately and without notice, and/or enter judgment according to the provisions of Paragraph 11 hereof; upon the happening of any of the following events:
A. MEMO or its designated check hg banking center does not receive the accenting doauneruation or payment of trust funds (including money order sales proceeds and money order
fees), within the time period and on the tern s specified in the Rider to this Agreement
B. Trustx or any Guarantor comamrits any act of insolvency, or upon the fiIlng by Tnstte or any Guarantor of any petition under any bankrmptry, reorganization, insodvenry, or moatorimun
law, or any law for the relief or; or relating to debtors, or the filling of any involuntary petition against Trustee under any bankruptcy statute, or the appaentment of a receiver or
trustre to take
possession of the property or assets of Trustee,- or the subjection of any Trustee's property or assets to any levy, semir , assig trent or sale for or by any creditor or govemmental
agency.
C The norrpe donnance by Trustee of any obligations of Trustee pursuant to this Agreement.
The happening of any of the foregoing events shall be a default under this Agreement and, without any notice from MEMO, constitute a default under any and all agreements of Tmstae and/or
Tnu-tee's guarantor(s) with any other related company. In the event MEMO terminates this agreement due to a default Tnpstee shag be responsible for lost fee inure to MEMO for the duration
of the contract in effect
8 Termination Upon the expiration or termination of this Agtement Trustee immediately shall deliver to MEMO all cash receipts from the sale of money ardes, money order fees citz MEMO,
accounting (store) copies of money orders issued, the money order imprinter and any and all materials or documents provided to Tnstee by MEMO pursuant to this Agreement including but
rot
lirwrd.to' an blank sec Ora FOrc Abl O',fiaz!iO.n, co?enints, habiltties, and indcrrmities O`Tnw='ierec cer s1 r the *nn c- -- nc '
,?,...."?„n.. . r-r.s A.yn: A zanT2.'ior7
notice provided by MEMO for any reason other han the expiration of this Agneeanert shad be effective as of die hi<TTavng :.f my sl- c l i e ,rift cmusing urmirzhtion under paragaph 7
hereof or
upon the entry of confessed judgrne t; whichever ;irst occur&
A In its sole discretion and not withs rg any other provision of de agreement to the contrary, IvIEMO may imnxxfi e y teaniiate tt as location or any loaticm cock by this agreement in
the evert MF240 deumrvnes that compliance with this agreement would cause MEMO or any of its aft to violate or pouaitiii'ly vic k to :my loch), sutw or fe 6=d law or regulation or any
snot
ordm
Confession of Judgment Trustee hereby irrevocably andiarQes and empowers my atromey or the Prothonotary or Clerk of any oaurt of record, Upolr or after the occurrence of any
event described in paragraph 7, to appear for and to confess or enter judgment against Trustee for the bce amount of all raonry orders sold pursuant to this Agreement, the
applicable Money Order Fees, accrued interest thereon, interest expense not to exceed eightern parent Orle), area for any other sums due MEMO under this Agreemcn4
together with expenses and cost of am and reasonable attorney's fees and said fees not to exceed thirty percent (301/6) of said amount and sums, for colfeetion as provided herein
itryhdng all legal fees incurred many Banlmrporyt[Trusoee. For such purpose, this Agreement or a copy hereof verified by affidavit by Trustee or on behalf of Trustee by said
attor»ey, Prothonotary or Clerk, shall be sufficient warrant. The remedies of MEMO as provided harm anti the warrants obtained herein shall be enforced in accordance with the
terms of this Agreement and may be pursued singly, successively, or tugether at the sole discretion of MEMO and as often as oc asim therefore shad occur. The firbae to
exercise any such right or remedy shall in no event be construed as a waiver or release theereoE The auuthonty and power to appear for and confess or enter judgment against
Trustee shall not be exhausted by the initial exercise thereof, and the same may be mercised, firm time to time, as often as MEMO shall dccm necessary and deBbable, and this
Agreement or a copy hereof shall be a s u6ciew Warrant therefore One or more pud®memts may be confessed or entered in the same or ciiSerent counties for all or part of the
toms desarbed in this paragraph In the event any judgment entered against Trustee hereunder a strirlten or opened upon application by or on Trustee's behalf for any mason
whatntoevv, then any anomry or the Prothonotary or Cleric of any court of record is hereby authorized and empowered to again appear for and confess or enter judgment against
Trustee; aurbject, however, to the ration that such subsequent entry or confession of judgment may only be done to cure any errors in prior proceedings, and only and to the
extort that such errors are subject to sae in the late proceedings.
0. Liabt3ty. Trustee, regardless of Trustees freedcn from negligence or other famk shall be absobutdy liable
A To make remittance to MEMO of the face amount of all money orders sold, the applcable Money Order Fees, and all other monies due MEMO under this Agreement; regardless of the
mysterious or rasa rrrystErious disappearance or loss of am fiends from Trustee's po se ion by reason of the honest or dishonest act of any person, as of God, or otherwise
B. To remit to MEMO tie torah amount of A sums of money that may be expended by or for MEMO in paying any money orders delivered by MEMO to Trustee that are srbsequc ndy
prme red for payrmhen; whether or not MEMO is legally liable to pay the same. This subparagraph shall not apply to any money order as to which Trusom shall have fully performed
Tnstee's dunes under this Agreement
Indemnity. Tnsnm shall rKknmify, defend and hold hanniesc MEMO fiom and against any and all losses, damages, liabilities, darns, actions, surits, proceedings, pxdgrnerts, assasmherrts,
fines,
Peres, costs, interest, and expenm (including but not lin it e d h), se ale ent cost and reasonable legal and amounting fees) sustained by MEMO resukrig hum or adsing out of any act
or
moron to act, wheeler honesS dishonest negligent or rherwise by Trustee or Tnrstre's employees, agents, associates or representatives (whether within or without their scope of pafoatrmce).
Security. As further consideration of appeintmart by MEMO as its agmi, and in order to pnxttt MEMUs property from conversion, Thrums hereby grams to MEMO a soma n ing security
interest in Trustee's hank accamt; ion etoy accounts rexavahk, assigra>ert of lease, and lvcnues at all Tnstee locations. Tnstm agrees to execute aD doctunents necessary to sate or perfect
such security interest, uhduding, but rot linrited ter, recorded Uniform Conhmaoah Code-Financial Stair mot (UCC1(s)) fiffimg. Furthermore, MEMO reserves the right to require additional
collateral as it deerns necessary for ongoing approval and fa the dcaation of the Agneemnt In the event Tnrstte changes ownership in Tnstee's business in any truusactioru scnnlar to,
those sex
fords in paragraph 6(E) hereof; without poor notice and approval by MEMO as set forth tlhercin, Trustee hereby gnats a security interest in the proceeds of any such oeamactionn until
such time as
an approved trust account is re-established.
Notices. Except as otherwise stated, all notices, correspondence, and comrrnrrications under this Agreement shall be in writing and addressed as follows:
IF TO MEMO: MEMO IF TO TRUSTEE See attached Rider
P.O. Box 8863
Camp Hill, PA 17o(ri-8863
4. Choice of Law. This agmrmrt shall be co nsmed under and uh accordance with the laws of the Commonwealth ofPaanrylvauq disregarding any rules relating to the choice or em9ict of laws
The parties cosset to venue and personal jurisdiction in Cutnbedand Canty, Pennsylvania, or, in the case of MEMO's exercise of rights under Paragraph 11 hereof; in any other court of
record
in Pennsylvania or dsewhrn.
5. Compliance with law Tnrstre shall shreds by (and curse its officers, principals and employees to abide by) all federal, state and local laws and regulations applicable to, Trustees
business and
saviors provided. They are to indnde but are not lianited oar (a) `'state licensing Incas, (b) die Bank Seamy Act and its regulations, (c) Federal cash reporting requirements and regulations;
(d) State
Cuarncy reporting -+---is; (e) Federal and/err State anli-rrorsry laundering hors and ahb rules and regthh-]s; (f) all applicable state rnoney tantfa or sale of check laws and regulation:
W all
fedeiral and state privacy laws and regukitions, (h) the USA Patriot. Act
6. Non-Waiver. The fi sh of MEMO to enforce any provision of this Agreement or its furl ro declare a defauk under this Agreearre t shall not cmsw ?* a waiver or any breach or of arty
provision of this 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 Agree rsent
7. Enforcement In the event of defark under the terror of this Agrearrent, Tnstm agrees that MEMO shall, in addition to e.0 rights it might have under the law, have the right of seeking
specified
pedarrnnce in the court of eclat ty. Furtharrrore, Trustee agrees to consort to the jurisdiction of a cart of equity regarding the anforarie t of this Agreement and/or the enforcement
of
MEMC1(s) rights in the event of any default by Truuees
8 Cost of Enforcement Tnseee shall pay, on demand by MEMO, d costs and egsehses inidkicitrig reasormbk attoaey's fees incurred by MEMO in connection with the enforcement: of this
Agreaneht
.9. Construction All references in this Agrrxmmnt in the s rVAw anal be oonstrum! to include the plumb where applicable and the masculine shad arxdude all other genders. An covenants;
agreements and obligations in this Agraermt assured by Tnstee shall be, and shall be cleared to be, Joint and several co nvrnazits Headings of the
paragraphs of this Agrarrent are for
oonveriar¢ only and do not limit, egmxl, or otherwise oorshur: de provisions or contents of Chris Agreement
D Baum Agreement This Agreement, t ogetha with an attachments and rides mlaned smarty dxuinerts and such rules and regulations as may be pmanilgpted by MEMO for the issuance: of
money orders from time to tint, shin continue die ermre agFeamt between the parties }ereta There are not other agreements or tadetstanding% written at eral, between the parties with
respect to the subject natter of this Agreement There shall be no modifications, amendments, or ahmadons to this Agrarmt unless agreed to in wotir>g, signed by an parties. Tfsis Agrr
a et
shall bind and care trn the beefit of the parties, ttrir respective'haQ suwessoa, representatives and proper asigm MEMO and Trustee undershand that a eorripicted trlefar Signature is
as valid
as the original.
!1. Tore of the Essence. Time is of the essenoe in this Agreement ad de Ride
WARNING - BY SIGNING THIS PAPER, YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL IF YOU DO NOT PAY ON TEWF, A COURT
UDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE, AND THE POWER OF A COURT CAN BE USED TO COLLECT FROM
fOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON HIS
?ART TO COMPLY WITH AGREEMENT, OR ANY OTHER CAUSE.
3., 921_as
TRUSTEE
YffRCHAN IS EXPRESS MONEY ORDER COMPANY/
AEMO MONEY ORDER COMPANY/
%dERCHANTS EXPRESS USA, INC
vIEMO MONEY ORDER COMPANY OF NY, INC
3r, ? \( ,, - _
Cole ?/
Cumce to/st --Is6rm 11)x &P*&-? Col
/ Td,p 1'p
Tnstee
Tr sree (Irdividunl)
Tnwm (lndiviekaA
q* -b-20L2004 Tnrstm(Individiab)
v. .; C .AN'T'S EXPRESS MONNEY ORDER COMPANY
MEMO MO?11EY ORDER COMPANY
MERCHANTS EXPRESS USA, INC.
rIH t) MONEY ORDER COMPANY OF NY, INC.
FEN:SO [MAJ.. MONEY ORDER TRUST AGREEMENT
JUICTTANCE BY ELECTRONIC FUNDS TRANSFER
This Rider is an integral part of tl:e Personal Money Order Trust Agreement being executed by the parties simultaneously herewith.
Any changes to this Ride:: shall serge as an authorized addendum to the original Trust Agreement when properly executed by both
parties.
TRUSTEE:
Corporate/Business Name:.____? C-, `? '""0't' '-
Street Address a3 State Vn Zip Code Z3 8 v3
Telephone Number abr * S3 S' Fax Number Agent Number
Legal Entity: ? 6orporation
MONEY ORDER FEES:
U LLC ? Partnership ? Sole Proprietorship
;`Toney Order fees shall be b,Lsed aeon the average weekly volume of 7S Money Orders sold by Trustee. Trustee's
Money Order fee shall be I_ 7 per item at a maximum retail selling price of $ , G -P. Additionally, a
money order dispenser fee of $ per week/month shall apply plus applicable taxes. Weekly money order dispenser fees
shall be included with Trustee':i last (if applicable) regular weekly ACH draft. Monthly money order dispenser fees shall be included on
the next regular weekly ACH draft following the last calendar day of a particular month.
The minimum monthly re,7MtLe generated by Trustee's account must equal $ per month. The difference between
the minimum monthly revemue and a combination of per item money order fees/money order dispenser fees will be calculated
monthly, reported via debit transmittal notice approximately three weeks following the close of a calendar month, and will be drafted
one week thereafter as part of Trustee's regular ACH draft.
Money Order fees may be modified by MERCHANTS EXPRESS MONEY ORDER COMPANY, d/b/a MEMO, or MEMO
MONEY ORDER COMPAW, d/b/a MEMO, MERCHANTS EXPRESS USA, INC. d/b/a MEMO, Pennsylvania Corporations, or
MEMO MONEY ORDER COMPANY OF NEW YORK, INC., d/b/a/ MEMO, a New York Corporation ("MEMO'S at any time
upon thirty (30) days notice: to Trustee or when MEMO's ten week sales analysis indicates per item weekly volume not consistent with
MEMO's fee rate schedule.
PROCEDURE FOR SALE OF MONEY ORDERS:
Trustee shall sell money orders strictly pursuant to the following procedures:
A. Trustee shall sell only MEMO money orders in each retail establishment. Trustee shall ensure that the money orders are held
secure at all times, and that such money orders along with the funds generated from such sales, will not be in jeopardy, nor seem in
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 an)' money order sold by Trustce shall not exceed the sum of $ D. Trustee shall not issue a money order until such time as Trustee has imprinted the applicable
amount on the face of the money
order, utilizing only the: imprinter approved by MEMO and no other imprinter, collected from the purchaser the face amount of
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.
E. If the money order imprinter is not in proper operating condition or properly inked, Trustee shall immediately report such fact to
MEMO's Help Line at 1-800-864-5246.
F. 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.
qxn itrorinvion, cancellation, or breach of the Tnist Agreement by Trustee, Trustee hereby agrees to one day's written demand
ncti_e b y ME110 to forthwith return by next day US mail or common mail tamer all Trust instruments in its possession, including but
net lirrEed to money order imprinting machines, all blank money order forms, the face amount and applicable money order- fees due
MEEJ40 to date, and all other outstanding balances due MEMO, along with any other materials supplied to Trustee by MEMO in
acccrdamue with the Trust Agreement (hereinafter `Trust Property'). In the event that Trustee fails to return such items upon one
day's wexten demwd, Tnistee hereby authorizes MEMO or its representatives or appointed designees to appear at Trustee's place of
business and peaceably obtain custody of all such Trust Property listed herein. The costs of any repossession by MEMO shall be borne
exclusively by the Tnustee.
TRUST FUNDS REMITTANCE:
Any Trustee utilizing electronic money order dispensing equipment will be forwarded a weekly money order Sales Summary Report,
prior to the close of the sales reporting day. The weekly money order Sales Summary Report will reflect money order sales for the
applicable reporting period.
SALES PERIOD.
BEGINNING DAY ENDING DAY REPORTING DAY ACH/ WIRE
Trustee will be provided all pertinent reporting information on the weekly money order Sales Summary Report. As per predetermined
schedules, MEMO will initiate an electronic transfer of funds due MEMO, including the face value of money orders sold, plus
applicable fees due MEMO, from Trustee's bank account to MEMO's bank account. If Trustee's method of remittance is via wire,
Trustee will initiate a wire transfer of applicable money order sales proceeds plus applicable money order fees from amount Trustee's
money order Trust Account to the designated MEMO bank deposit account prior to 2:00 PM on the designated remittance day. All
funds due MEMO must be included with remittance when due. All outstanding statement balances due at this time must be included
with remittance, including debits due MEMO and/or credits due Trustee. If Trustee changes banks and/or bank accounts as identified
in the Trustee's EFT agreement, Trustee shall immediately inform MEMO of such change by telephone and promptly confirm in
writing. This arrangement shall not be revoked unless all funds due MEMO are paid in full. If Trustee did not sell any money orders
during the Sales Period, Trustee must still remit payment for outstanding balances as notified by MEMO. All voided money orders
must be voided through the electronic money order dispenser during the sale date only to avoid charges to Tnutee's account. If a
voided money order is not voided in the money order dispenser, Trustee shall write, "NOT USED FOR PURPOSE INTENDED"
on the backside of the original money order and deposit the money order into Trustee's bank account. If Trustee should write "void"
on the face of the original money order, Trustee shall forward the original voided money order to the MEMO office and MEMO will
issue a refund to Trustee in the form of a replacement money order. Trustee shall ensure that the electronic money order dispenser is
available for MEMO to electronically transmit polling data on a daily basis. If the electronic money order dispenser does not poll
consistently, Trustee must provide MEMO with the money order sales date manually as requested. Trustee ensures that the electric
money order sales dispenser is always turned on and always promptly connected to a clear telephone line during electronic polling
transmission times.
wd &A.
X. A"
WEEKLY ACCOUNTING AND REMITTANCE:
On and A-; of each week, MEMO will calculate a weekly money order
sales total from daily data obtained from Trustee via electronic polling transmission of the money order dispenser. MEMO will
forward the weekly Money Order Sales Summary Report to Trustee as stated above. Trustee shall reconcile the weekly Money Order
Sales Summary Report with its records and inform MEMO of any differences. Trustee must retain the accounting (store) copies at its
location for a period of three months from the reporting period Trustee shall forward the accounting (store) copies to the MEMO
office upon request. If the accounting (store) copies are not requested during the three month retention period, Trustee shall discard
the accounting (store) copies at its own discretion.
TRUSTEE
MERC HAN IS EXPRESS MONEY ORDER CO.
MEMO MONEY ORDER COMPANY.
MERCHANTS EXPRESS USA, INC
MERCHANTS EXPRESS MONEY ORDER COMPANY OF NY
Signature
Title l?/-rn
Date 9-1 6'°s
ELECTRONIC August 26, 2004
EXHIBIT B
MERCHANTS EXPRESS MONEY ORDER COMPANY
MEMO MONEY ORDER COMPANY
PERSONAL INDEMNITY AND GUARANTY
Intending to be legally bound hereby, and in order to induce MERCHANTS EXPRESS MONEY ORDER COMPANY, d/b/a/ MEMO,
MEMO MONEY ORDER COMPANY, d/b/a/ MEMO, Pennsylvania Corporations, or MEMO MONEY ORDER COMPANY OF
NEW YORK, INC, a New York Corporation, or any subsidiary d/b/a/ MEMO ("MEMO'S to sign that certain Personal Money Order
Trust Agreement, Rider and amendments or changes thereto as may be in effect from time to time (collectively the "Agreement') with:
Corporate/Business Name U V. ? tom" C,01
Street Address Z3?? ?»s?" ??? S? CityState \IA- Zip Code Z32
and in consideration of its so doing, the Undersigned, jointly and severally, absolutely and unconditionally, personally guarantee and
become surety for Trustee's full performance of the Agreement, including without limitation the prompt and punctual payment of all
amounts becoming due from Trustee to MEMO 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 Agreement.
The Agreement may be modified by MEMO and Trustee without notice to the undersigned and without affecting this Guaranty. MEMO
may enforce this Guaranty against the undersigned in the Court of Common Please of Cumberland County, Pennsylvania (to which
jurisdiction of said Court the Undersigned consents), as well as in any other court and 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 to the
Undersigned, any action of any nature whatsoever with respect to the 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 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 interest 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 Guaranty 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 initial exercise thereof, the same may be exercised, from time to time, as often as
MEMO shall deem necessary and desirable, and this Guaranty shall be a sufficient warrant therefor. 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 Agreement and that may arise pursuant to this Guaranty. This Guaranty shall be governed by and construed in
accordance with the laws of the Commonwealth of Pennsylvania, disregarding any rules relating to the choice or conflict of laws.
WARNING - BY SIGNING THIS PAPER, YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT
PAY ON TIME, A COURT JUDGMEN'T' 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 CLAIMS YOU MAY HAVE
AGAINST THE DTTOR, WHETHER FOR RETURNED GOODS, FAULTY GOODS 'FAILURE ON HIS PART TO
CO EMENT, ORANY OTHER CAUSE.
X
Gu2ra or's S' cure r Guarantors Signa
-I ' 'Ale ? Ko
Print Guarantor's Name
Home Address '
City -3 l q for, State Zip Code
Date
Print Spouse's Name
Home Address
City State Zip Code
Date
MEMO MONEY ORDER
ORDER COMPANY, INC.
PLAINTIFF
V.
David Kang
Individually, jointly and severally,
DEFENDANT
and
DK Group Corporation, previously doing
business as 36 East Kwik Mart
Corporation
DEFENDANT
COURT OF COMMON PLEAS,
CUMBERLAND COUNTY
3433
No.
2012
AFFIDAVIT OF ADDRESSES
COMMONWEALTH OF PENNSYLVANIA SS:
COUNTY OF CUMBERLAND
:
_
_-T:.1 k
..
` s.
co
_-
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:
DK GROUP
2328 E Washington St:.
Petersburg, VA 23803
David Kang
6551 Tartan Vista Drive
Alexandria, VA 22312
Daniel C. Oliva SWORN to and sscribed
before me this ,
day of ,1UI1 , 2012,
-? ?t ?ll h? ?L ?1.?
Not?r Public
COMMONWEALTH OF PENNSYLVANIA
aSeal
JNotary Pubk Wory ro, umberland County
Expires July 12, 2012
Member, Pennsylvania Association of Notaries
MEMO MONEY ORDER COURT OF COMMON PLEAS,
ORDER COMPANY, INC. CUMBERLAND COUNTY
PLAINTIFF
V. /a - 3633 8vii7vm
David Kang , 2012
Individually, jointly and severally,
DEFENDANT
and No..::
DK Group Corporation, previously doing
business as 36 East Kwik: Mart t
Corporation ;
DEFENDANT (-
AFFIDAVIT OF NON-MILITARY SERVICE
COMMONWEALTH OF PENNSYLVANIA SS:
COUNTY OF CUMBERLAND
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 of 1940 as amended.
Daniel C. Oliva
SWORN to ands scribed
before m this ,
day of JI,)_, 2012.
Z
No Pu it
COMMONWEALTH OF PENNSYLVANIA
Notarlal Seal
Jennifer R. Hamelin, Notary PvW
I My Vftmil Wftrg Boro, Cumberland County
Commission Expires Jul 12, 2012
Mewbeir, Pennsylvania Association Notifies
MEMO MONEY ORDER
ORDER COMPANY, INC.
PLAINTIFF
V.
David Kang
Individually, jointly and severally,
DEFENDANT
and
DK Group Corporation, previously doing
business as 36 East Kwik Mart
Corporation
DEFENDANT
COURT OF COMMON PLEAS,
CUMBERLAND COUNTY
la- 3633 6vi l lye/
No.
NOTICE
2012
NOTICE IS GIVEN THAT A JUDGMENT IN THE ABOVE-CAPTIONED
MATTER HAS BEEN ENTERED AGAINST YOU.
w
-PROTHONOTARY
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