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Home My WebLink About05-6215 Merchants Express Money Order Company PLAINTIFF COURT OF COMMON PLEAS, CUMBERLAND COUNTY v. Jim Riviello Individually,jointIy and severally, DEFENDANT ,2005 and No. D~ - l..J..l.$ {!,:(J~L~"'"{ Jean Marie Riviello Individually, jointly and severally, DEFENDANT and Teresa Manzo Individually, jointly and severally, DEFENDANT and Vincent Manzo Individually, jointly and severally, DEFENDANT and National Check Cashing & Pawn Brokers, Inc. Corporation DEFENDANT 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: Interest: Attorney Fees: Total: $ 7,288.58 $ 242.95 $ 2,259.45 $ 9,790.98 ~~ Kevin MLutkins, Esq. Attorney for Defendants Merchants Express Money Order Company PLAINTIFF COURT OF COMMON PLEAS, CUMBERLAND COUNTY v. Jim Riviello Individually, jointly and severally, DEFENDANT ,2005 and Jean Marie Riviello Individually, jointly and severally, DEFENDANT No. {)S'- t.,.~/S CJ~~L ~ f/2..Jr\ and Teresa Manzo Individually, jointly and severally, DEFENDANT and Vincent Manzo Individually, jointly and severally, DEFENDANT and National Check Cashing & Pawn Brokers, Inc. Corporation DEFENDANT NOTICE NOTICE IS GIVEN THAT A JUDGMENT IN THE ABOVE-CAPTIONED MATTER HAS BEEN ENTERED AGAINST YOU. ~~~ PR THO .. A Y 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 Merchants Express Money Order Company PLAINTIFF COURT OF COMMON PLEAS, CUMBERLAND COUNTY v. James P. Riviello, Jr. Individually, jointly and severally, DEFENDANT ,2005 and No. 06- (,,;(fS~ (l;J ~ Jean Marie Riviello Individually, jointly and severally, DEFENDANT and Teresa Manzo Individually, jointly and severally, DEFENDANT and Vincent Manzo Individually, jointly and severally, DEFENDANT and National Check Cashing & Pawn Brokers, Inc. Corporation DEFENDANT COMPLAINT IN CONFESSION OF JUDGMENT FOR MONEY I. Plaintiff is Merchants Express Money Order Company (hereinafter "MEMO"), a Pennsylvania Corporation wholly owned by the Pennsylvania Food Merchants Association that engages in the issuance and sale of money orders and whose address is 1029 Mumma Road, Wormleysburg, Pennsylvania, 17043. 2. Defendant National Check Cashing & Pawn Brokers, Inc., (hereinafter "National"), is a corporation doing business at 267 S. 10th Street, Philadelphia, Pennsylvania 19107. 3. Defendant James P. Riviello, Jr (hereinafter "J. Riviello"), is an individual residing at 1402 Paul Boulevard, Manahawkin, NJ 08050 and is the husband of Defendant Jean Marie Riviello. 4. Defendant Jean Marie Riviello (hereinafter "JM Riviello"), is an individual residing at 1402 Paul Boulevard, Manahawkin, NJ 08050 and is the wife of Defendant J. Riviello. 5. Defendant Teresa Manzo (hereinafter "T Manzo"), is an individual residing at 759 S. 7th Street, Philadelphia, PA 19147 and is the wife of Defendant Vincent Manzo. 6. Defendant Vincent Manzo (hereinafter"V Manzo"), is an individual residing at 759 S. 7th Street, Philadelphia, PA 19147 and is the husband of Defendant T Manzo. 7. Defendants J Riviello, JM Riviello, T Manzo and V Manzo are the owners and/or operators of Defendant National, and entered into the Trust Agreement on behalf of said Defendant and themselves on or about October 21,1998. A true and correct copy of the Trust Agreement under which Defendants J Riviello, JM Riviello, T Manzo, V Manzo and National are confessing judgment is attached hereto as Exhibit "A". 8. Defendants J Riviello and JM Riviello, with the intent to induce MEMO to enter into a Trust Agreement with Defendant National, entered into the Personal Indemnity and Guaranty on or about September 30, 1998. A true and correct copy of the Personal Indemnity and Guaranty under which Defendants J Riviello and JM Riviello are confessing Judgment is attached hereto as Exhibit "B". 9. Defendants T Manzo and V Manzo, with the intent to induce MEMO to enter into a Trust Agreement with Defendant National, entered into the Personal Indemnity and Guaranty on or about September 30, 1998. A true and correct copy of the Personal Indemnity and Guaranty under which Defendants T Manzo and V Manzo are confessing Judgment is attached hereto as Exhibit "C". 10. The forgoing judgment against Defendants J Riviello, JM Riviello, T Manzo, V Manzo and National, is not being entered by confession against a natural person in connection with a consumer credit transaction. 11. The Plaintiff has not assigned the Trust Agreement and Personal Indemnity and Guaranty under which judgment is being confessed. 12. The Plaintiff has not entered judgment against Defendants in any jurisdiction for the unpaid sum of $9,790.98 or any additional amount for a total of the debt demanded here. 13. The Defendants jointly and severally acted as selling agents for Plaintiff from on or about November 23, 1998 until August 23, 2005. 14. 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. 15. On or about August 23,2005, Defendants were required to pay Plaintiff $7,288.58 by wire transmittal to Plaintiff's account but failed to do so at any time. 16. The Plaintiff, or its designated check-clearing banking center did not receive the payment of the trust funds on August 23, 2005 as required by the Trust Agreement and the Remittance by Electronic Funds Transfer agreement (hereinafter "Rider"). A true and correct copy of the Rider is attached hereto as part of the Trust Agreement in Exhibit "A". 17. The failure of Plaintiff or its designated check -clearing banking center to receive trust funds from the Defendants in accordance with the Trust Agreement and its Rider constitutes an event of default allowing Plaintiff to enter judgment against Defendants. 18. Pursuant to the Trust Agreement, the Plaintiff suffered damages by the Defendants conduct as follows: Principal: Interest: Attorney Fees: Total: $ 7,288.58 $ 242.95 $ 2,259.45 $ 9,790.98 19. Plaintiff demands judgment in the aforementioned amount as authorized by the Warrant of Attorney contained in the Trust Agreement attached hereto as Exhibit A. 20. The Warrant of Attorney contained in the Trust Agreement is less than twenty (20) years old. WHEREFORE, Plaintiff demands judgment in the amount of $9,790.98, as authorized by the Warrant appearing in the attached Trust Agreement, together with Lost Fee Income, interest from the date of judgment and costs. ~. Kevin . Lutkins, Esq. Attorney for Plaintiff Attorney ID: 76859 VERIFICATION The undersigned individual hereby states that he/she is an employee of the Pennsylvania Food Merchants Association with the authority to verify the statements contained in the foregoing complaint involving its wholly owned subsidiary, Merchants Express Money Order Company. The undersigned individual also 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 2~~ Daniel C Oliva . Merchants Express Money Order Company PLAINTIFF COURT OF COMMON PLEAS, CUMBERLAND COUNTY v. Jim Riviello Individually, jointly and severally, DEFENDANT ,2005 and Jean Marie Riviello Individually, jointly and severally, DEFENDANT No. and Teresa Manzo Individually, jointly and severally, DEFENDANT and Vincent Manzo Individually, jointly and severally, DEFENDANT and National Check Cashing & Pawn Brokers, Inc. Corporation DEFENDANT AFFIDAVIT OF ADDRESSES COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND SS: The undersigned being duly sworn according to law, deposes and states that he is an employee of the Pennsylvania Food Merchants Association with the authority to make this Affidavit on behalf of the Plaintiff, Merchants Express Money Order Company, a wholly owned subsidiary ofthe Pennsylvania Food Merchants Association. 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: James P. Riviello 1402 Paul Blvd. Manahawkin, NJ 08050 Jean Marie Riviello 1402 Paul Blvd. Manahawkin, NJ 08050 Teresa Manzo 759 S. 7th Street Philadelphia, PA 19147 Vincent Manzo 759 S. 7th Street Philadelphia, PA 19147 National Check Cashing & Pawn Brokers, Inc. 267 S. 10th Street Philadelphia, PA 19107 ~.:::::::::... - .:=~ '---- ,~'~ .-:) ~ SWORN to and subscribed before me this 2'" , day of lXCII11IJ( ,2005. ^ (~~ p qp h1Y},,--_ No P lie COMMONWEALTH OF PENNSYLVANIA Notarial Seal Jennifer R. Hamelin. Notary Public Wamleysburg BolO. Cumbel1and County My CommIssion Expires July 12. 2008 Member, Pennsylvania Association Of Notaries .( Daniel C. Oliva Merchants Express Money Order Company PLAINTIFF v. Jim Riviello Individually, jointly and severally, DEFENDANT and Jean Marie Riviello Individually, jointly and severally, DEFENDANT and Teresa Manzo Individually, jointly and severally, DEFENDANT and Vincent Manzo Individually, jointly and severally, DEFENDANT and National Check Cashing & Pawn Brokers, Inc. Corporation DEFENDANT COURT OF COMMON PLEAS, CUMBERLAND COUNTY ,2005 No. AFFIDAVIT OF NON-MILITARY SERVICE COMMONWEALTH OF PENNSYLVANIA COUNTY OF CUMBERLAND SS: The undersigned being duly sworn according to law, deposes and states that he is an employee of the Pennsylvania Food Merchants Association with the authority to make this Affidavit on behalf of the Plaintiff, Merchants Express Money Order Company, a wholly owned subsidiary of the Pennsylvania Food Merchants Association. The undersigned also states that to the best of my knowledge, information, and belief, the Defendants are not in the Military or Naval Service ofthe United States or its Allies, or otherwise within the provisions of the Soldiers' and Sailors' Civil Relief Act of Congress of 1940 as amended. ;::c- -~~S SWORN to and subscribed before me this I 'j day of (xl'i'm\:x..-, 2005. r~i}bl~ 1hrnfJn COMMONWEALTH OF PENNSYLVANIA Notarial Seal Jennifer R Hamelin. Notary Public Wonnleysburg Boro. Cumberiand County My Commlssioo Expires July 12. 2008 Member, Pennsylvania Association Of Notaries Daniel C. Oliva EXHIBIT A MERCHANTS EXPRESS MONEY ORDER COMr,\NYIMEvlO MONEY ORDER COMPANY PERSONAL MONEY ORDER TRUST AGREEMENT 1HlS AGREEMENT;' made betWeenMERaiANfS EXPRESS MONEY ORDER COMPANY 0' MEMO MONEY ORDER COMPANY, d/b/a MEMO, P~Cmpornti"", (MEMO") md the individwl(s) and! m oncities identified below, hereili" refomd to" M=h=(s). In consideration of the mut:ual promises conuined in this agreement and intending to be legally bound hereby, the parties agree as follows: 1. Agency. MEMO appoints Merchant to act as a special agent of MEMO at each of Meochanr:'s retail establishmentS approved for the sale of money orders issued by:MTh1o. Merchant. =epts such appollmnent m acconhnce with the rerms md conditions specified m this Agreernmt md m the -ruxlRider herem mea,!",,,,,ed mdmade a part hmof. 2. Trost Relationship. M=hant shall receive md hold m truSt fo, MEMO ill bLmk money 0"",,, delivered to M<dunr by MEMO md ill money receivai by M=hant from the s,Ie of money orders, including without limitation the money order fees est;]blished by lv1EMO from time to time ("trust funds"). Merchant shall hold the tnlSt funds separate and apart from other funds ofM=hant. J. Money Order Fees. In consiliracion of the secvi<es rendered to M=hant by MEMO. M=hant shall pay MEMO a f", ("Money 0nJer F"",') specified m the -ruxI ridec. Money 0nJer F"", may be modified by MEMO" anytime upon thllty (JO) days prior nocice to M=hutt. 4. Materi.Js Supplied by MEMO. Fo,the sole JlIllPO'" of ~ money 0""'" pu=ant to thisAgreanmt, MEMOwill supply M=hantwith the fallowing; A. An.J.qwre supply ofhlankmoney onlecs, serially numbem:l md coMsring of twO 0' tMe pa= The fust part bemg the money onle.c ~ ttseIf (stub/pun:haseis rereipt with 2 part); the second part bemgthe accounting (store) copy; md the thmI P'" bemgthe p~'s copy with a tMe part fonn. B. An agency instalhrion folder containing.J.qwre supplie< of money order reporting foITI1St mailing labels, lost money order daim cards, stop payment forms and various other forms necessaty for the continuous and on-going operation of a money order program. Furthennore, Agent agrees to comply with .ill Feder.t1 ..md State regulations governing currency trans:action reports and for record keeping. C. A money order imprinter of the quality necessary to imprint the money order dollar value firmly into the money order so as to inhibit the alter.ttion of any item. Money order imprinters shall be of twO different types consisting of both doctroni: money onJe.: clispens= md manual money onJe.: m.printm. ArMEMO's sole dis=rion, .;me,. type of dispm= shall be issued to agent. Manual money onJe.: clispens= shall contain m KImrifyU>g pbte whioh shall reod "MEMO" fallowed by the m=hant agent !.D. numbe... Electroruc money onle.c clispens= sh.ll be progrnmmrd by MEMO to mdicate Agent !D. numbe.. on Bnprintedmoney onle<s. Such money onle.c m.printm shall" ill cintes continue to be the sole propeny of MEMO md shall not be removed from the M=hant.s reW estabIishroent whore it ""'" originally m...ned by MEMO. Any othec money onJe.: clispens= not owned by MEMO md used by Agent to ttnprintmoneyo"",,, must be 'Pproved by MEMO. D. Such advertising material as MEMO in its sole discretion shall determine. 5. Rightoo anAccounting. NotwM..mdinganyothecprovisionofthisAgreanmt, MEMO shall have the right, "ill"""",,",lerintes, with ocwtthoutnocice, to access M=hant's p...",;,., and to inspect and perform an accounting of, or cause its employees or agents to inspect and. perform an accounting of, the cash receipts. Money Order Fees. the accounting (store) copies of moneyonhs sold md the M=hant.s mventmyofurussuedmoney oniet-s. A dmge will be ossessed ~ M=hant to recovec expenses mamed by MEMOwhen m audit;, made due to M=hant.s breochofthisAg=mentodtheauditd;scl"", a breach. (See audit fudpen3hyf",schedule). 6. Rules and Regubtions. M=hant shall complywith the foIlowmg rules md regulations, A No money order shaI1 be issued or sold. to anyone in payment of anyobligarion ofMercham arused in any manner for Merdmtt.'s own pwposes. B. Only cash shall be accep<ed" payment fo, money 0"",,, issued 0' sold. No check 0' ache,- pap,nr.u1smitted 0' deposited by M=hant to 0' fo, MEMO shall constitute a """""= to MEMO until =>al1y coIIecud, MEMOto have the option m each case "to whethecto deposit any such p'p"'fo,coIIeclion. C. M=hant shall safeguanl ill urussued moneyo"",,, md the money onJe.: ttnprintecwith the highesc degree of <= The "" exenised m regmI to money onhs shall be" least" that applicable tn C:l~h. Mercb<tm sh:U1 report to 11EMO the $f'n.11 numher of each money order stolen or missing, and all other infonmtion relating to the event, immediately upon <liscove.y of the fact, bur m any event not btenhan twenty-fowc (24) houn; prio,to the money oniet-s bemg preseuted fo, payment to MEMO '" that payment can be stopp<d on such nsisting 0' stolen money oniet-s. Such report shall be by telephone md Unmed;,tely confumed m ~ M=hant shall be solely responsiliIe fo, ill 10= arismg from, md shall mdmmify MEMO md hold hannless regan!ing any md ill stolen 0' missing money oniet-s " well " any money onJe.: ttnpriote<s ;".,ed to Agent. Furthennon; Agent sh.ll be responsible fo, reparr 0' repbcement of my issued money onle.c clispens= stolen 0' dunaged " a result of misuse, negligence, abuse, fue 0' othenv;se. S.ud responsibili1y md fuohility ofM=hant shall not be limited bym=hant.s compliance with the safeguanJ;ng. <= md reporongohligations set fonhin this par.>grnph. D. M=hant shall" all cintes mallttain a sound financial pnsiriou md provide cunent financi,) infonminn 00 MEMO" requested by MEMO. M=hant shall conduct opernrions so that the funds genernted from the sale of money orders 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 md notify MEMO Unmed;,tely, should such i""panIy arise. Notificarion to MEMO shall be made promptly by telephone md immediatelyconfumedin ~ E. M=hant shall provide MEMO by bcsttnile ~ 0' registered maa tMe (J) weeks ~ nocice of propnsed change(s) m the ownedUp of .;me,. M=hant.s bnsiness. The management of Mercham's business, the sale of frlty-one percent (51%) or more of Merchant's assets, or the entry into or rennination of businesses affiliated with Merchant. No assignment, d&ussed m the subpar.>grnph. shall be effective wtthout the prio,written approval of MEMO. Any attempt by M=hant shall be void, ,j, initio. If M=hant fails to give suchnotificarion, ~ "well" its su=so'. shall n<nsinI;,ble fo,the payment of ill sums md the psafonnance of ill duties required by this Agreement. F. ArM=hant's reW establishment whore money 0"",,, "" sold, M=hant shall sell only MEMO money 0"",,,. G. M=hant shill sell MEMO money oniet-s only"M=hant.s specifically appmved pbces ofbnsiness 0' future place of bruiness" approved by MEMO. H. M=hant shall mmin open duriogthe cowse of uonna1 bnsiness houn; fo,the durnrion of this ogreernent. F,;Jureto do '" shall constitute a bmch of this ogreernent. 7. Term of Agreement. The term of this agreement shill run fo, a period of twO (2) year.; from the date of this Agreernmt md shall renew automlticaIly foe successive twO (2) y= periods. Afte.:the iniriaI two-y=term of this Agreanmt, M=hantmaytenninate this Agreement upon';' (6) months priocwritten notice to MEMO. md MEMO maytenninate this Agreement up'Jn sixty (60) days prior written norice to Merchant. In the event Merchant does not provide proper tennimtion notice, Merchant shall be responsible for lost fee income to Mat10 for the duration of the contraCt in effect. Fee income shall be calrolated using Men:hants most recent. 10 week sales average. NotWithstanding the foregoing. MElvIO maytenninate this Agreement at any time, imma:liatdy 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 DC its desigtuted check.cJ~ i>anl<Ulg ceum does not rereive the o:counriog doannenrntion 0' payment of truSt funds (mduding money onJe.: sales proceeds md Money 0nJer F"",), witlUn the time period md on thererms specified m the RKler to this Agreanmt, B. The non-perl'onnance by M=hant of any obligations ofM=hant pu=ant to this Agreement. C. Merchant or any Guarantor commits any affinmcive act of insolvency, or upon the filling by rnerchmt or any Guarantor of any pecicion under any bankruptcy, reoq;anizarion, insolvency, or morntorium law, or any law for the relief or, or relating to debtors; or the filling of any involunt.aI)' petirion against Men::hant: tUlder any bankruf<<y scmte, or the appointment of a receiver ortruStee to tlke possession of the property or assets of Merchant; arme subjection of any Men:hant's property or assets to any levy, seizure. assignment or sale for or by any creditor or govemment:li. <l{!;ency. 9. T ennination. Upon the expir.1tion or rennlnation of this Agroonent, Men:hant: immediately sMll deliver to NIEMO all cash ~ from the sale of money orders, money ~rder fees due MEMO, ""'UnOnj] (~ore) copies 01 money om.", issued, the money mder imprinter and any ",d,u marerials or docummts provided ro Men:hmr.by MEMO punumt to this Agreement, induding, bur not Jimired ro, ,u blank money order lonns. All ob1iJ\arion, =_ liabiliries, and indmmities 01 Merchant hereunder shall SUMve the expmmon or r,"""""on 01 this Agreenrenr. Confession of Judgment. Merclw1t hereby irrevocably authorizes and cmpnwers any attorney or the Prothonotary or Otrk 01 any cow! 01 record, upon or aft<r the occurrence of any event described in paragraph 7. to appear for and to confess or enter judgment against Merchant fer the face amount of all money c:rders sold pursuant to this Agreement, the applicable Money Order Fees, accrued interest thereon, imrest expense not to exceed eighteen percent (18%), and for any ether sums due MEMO under this Agreement, together with expenses and cost of suit and reasonable attorney's fees and said fees not to exceed thirty percent (30%) of said amount and sums, for ooUection as provided herein. For such purpose, this Agreement or . copy hereol verified by affidavit by Merclw1t or on behalf of Merclunt by said att<xney, Prothonotary or de:k, shall be sufficient warrant. The mnedies of MEMO as provided herein and the warr:wts obtained herein shaD be enfaced in .accordance with the terms of this Agreement and may be pursued singly. successively, cr together at the sole discretion of MEMO and as often as occasion therefore shall occur. The failure to exercise any such right cc remedy shall in no event be construed as a waiver a release thereof. The authority and power to appear for and confess or enter judgment ~st Merchant shall not be exhausted. by the initial exercise thereof, and the same may be exercised, frcm time to time. as often as MEMO shall deem necessary and desirable, and this Agreement cr a copy hereof shall be a sufficient Wanant therefore. One cr more judgments lluy be confessed or entered in the same or different counties for all cr part of the swns described m this paragnph. In the event any judgment entered against Merclw1t hereunder is 5lricken oc opened upon appficatioo by or on Merclw1t's behalf fur any reason whatsoever, then any att<xney or the Prothonotary or Clerl< of any cow! of record is hereby authmized and empowered to agoin appear lor and confess oc enter judgment againstMercbant; subject, however, to the lisniution that such subsequent enttyocconfession ofjudgmentnuy only be done to cure any <mrs in pia' proceeding~ and only and to the extent that such emrs are subject to cure in the bte proceedings. 10. Liabilitr. Merchmt, regan!less oIM=!"m, &e.dom fromnegligmce or other fau1t, shill be 3brolurely liable, A To maire remittance to 1.1B.rIO of the face amount of all money<JIders sdd, the app1ic.ilile Money 0rde1' Fet's,. and all other monies due NJ.R.I0 under this Agreement. regardless of the mysterious or non-mysterious disappear.mce or loss of any funds from Merchant's possession by reason of the honest or dishonest act of any person, act of God, or otherwise. 8. B. To ...rut to MEMO the rotal omount 01 ,u sums 01 money tb,r may be expended by or fur MEMO in P'}'ing any money onJers delivered by MEMO to Merchant that are subsequenrly presented lor f"')'ffi<nt, whaber or not MEMO;' logaJ1y 1iabIe to P'Y the some. This subparagraph shill not wJyto my money order" co which M=hmt shill have fullypedonnaiM=hmt.s duries underchis Agroonent, 11. Indemnity. Men:hmr shill mdenuUfy, defend and bold hannIess MEMO from and ,g-.Unst my and,u loss"" damages.liabiliries, clams, accions, sWts, proceOOings, judgmmts, """'"'_ fines, perudries. costs. interest, and ""I"""" (including, bur not!imited ro, settlemmt co~ md reasonable legol ",d occouming loes sustainod by MEMO resulting from ororisingoucol myacc or omission to act, whether honest:, dishonest, negligent or otherwise by Merchant or Men::ham's employees, agents, associates or representatives (whether within or without their scope of pedonnance). 12. Securily. As further consUlmtion 01 appoUmnenr by MEMO " its agm, and in mder to p= MEMO's property from convemon, Men:hmr hereby grmts to MEMO . continuing securily interest inMen:hants bank accounr, inventmy, accountS recciv.ilile ",d fixtures at all Men:hmr I""""",. Men:hmr agrees ro <=ute all docummts necessatyto create orp<tf<cr such securily interest, including, but not Jimired to, recorded Unifonn CDmrnezci,j Gxk.Financi.U S_ (UCCl(s)) 1i!Iings. Furthermore, MEMO tesetV<S the right to requlle addicioruol colbteral as it deems nece5Saly for ongoing approval and for the duracion of the agreetnent 13. Notices. Except as otherwise stated, all notices, correspondence, and communications under this Agreement shall be in writing and addressed as follows: IF TO MEMO, MEMO 1029MummaRoad P.O. Box 8863 CompHl1,PA 17001-8863 See =chedRider IF TOMERCHANf, 14. Choice of Law. This agroen- shill be constnred under and in accon:lance with the hlws 01 the Commonwe..kh 01 Ponnsy1vani>, &sr.g.nJing my rules relating ro the choice or conflict 01 I.... The pan;.. consent to vonue and JiC'OruU jurisdiction m Cmnberland CountJ, Penn.syIwrua, or, in the "'" olMEMO's =cis< 01 righu under P""1PPh 11 h.teol, in my other COU1t 01 record in PonnsyIvania or elsewhere. 15. Non-Waiver. The:failure of MEMO to enforce my provision of chis Agreement or its faiJure to dedare a default under this Agreernmt shall not constirur.e a waiver or aI:o/ breach or of <lro/ provision olchis agreement and shill not prejudice the right and! orpow<r olMEMOro pm<=! " fully'" if;,!".j not fuiIed ro enfon:e any provision 01 this agreement. 16. Enf~ement. In the event 01 default under the tenns 01 this agre<m<>m, Men:hmr agrees that MEMO shail, in oddition to all rights ;, n>gbt have underrhe law, have the right 01 seeking specified performance in the coutt of equity. ~re, Merchant agrees to consent to the jurisdiction of a cowt of equilr regarding the enforcement of this agreemertt and / or the enfot=nent oIMEMO(s) rights in the event 01 anydef.rulc byMen:hants. 17. Cost nl Enforcement. Men:hmr ~ulll'o/, on demond by MEMO, ,u costs and expenses including reasoruilile attorney's loes inamed by MEMO in connection with the enfot=nent 01 this Agreernmt in . CO\Ut 01 equity. 18. Comtruction. All reIeren= in this Agreernmt in the singu1" shill be constnred to include the p1=1 where 'PplicohIe and the masculine shill include all c<ber gerui=. All coverumrs. agreements md oblill"ions m this Agreement assumed by Men:hmr sball be, md shill be deemed to be, joint and severn! convenanrs. &.dings 01 the parngr.lpbs 01 chis Agreernmt are lor convenience only and do not limit, expand, or otherwise construe the provisions or contents of this Agreement. By 19. Entire Agreement, This Agreement. togerherwith all ~ md ridets, rdated security docummts and such rules md reguhIions "may be promulgored by MEMO for the issuant. 01 money om.", from rime '" time, sball constitute the entire agreement between the pan;.. hereto. There are not other agreements or undetsrandings, writtm or oral, between the patties with respect to the subject matter 01 this agreement. There shill be no modUitations, omendm_ or alrernrions ro this agreement unless agreed to in wriring, signed by ,u ponies. This agreement shill bind and inure to the benefit 01 rhe patties. their respective beU" sua:esso", rep~ves and properossigns. ~~., Timeof(r..the'A.~/1enc ,e7. bttne,';Olrhe",senceinthisAgreemenrandrheRider. . ~,) J ~ . ,,~ (/(d-( (.f 1RUSfEE /v~t Cri,,,-t Cr;~'~~~l,\ok;"T;~f I" fI Iii' MERCEANfSEXPRESSMONEYORDERaJMP.ANY1 c,<pornte9fS",reN..g,e !.fJJ.1 '71. fl;r./t:.t/,c./. IL \:.. MEMOMONEYORDERaJMPANY . \ \. /- ., ' . I II .. X Signature .0' . 'J.Lj\ Tde [;\,,1'. r/'-o.)......U..J ,tXPLf, ItcH ~!,' /Trosree~ ~ c' ~ ~/T~&~ C.I, ."M . /1.." b J~;# :.,,?~<2t__, ~...'4I~''''' (j , (, /;;)1;: A." all..., l ' ~I " -, / r.- .I h I Tttle -','_1 YTrosree(rndividual) XTrosree(rndividual) ~.' /,t ~20.1998 './' .~ MERCHANTS EXPRESS MONEY ORDER COMPANY MEMO MONEY ORDER COMPANY PERSONAL MONEY ORDER TRUST AGREEMENT .---.-- ! ': \,~ REMmANCE BY ELECIRONIC FUNDS TRANSFER This Rider is an integral part of the Personal Money Order Trust Agreement being executed by the parties simultaneously herewith. Arrj changes to this Rider shall selVe as an authorized addendum to the original Trust Agreement if properly executed by both parties. MERCHANT: Business Name /1' ,__7/1(' } fl,\;LFrlt:X, . ~ \:...\,.[ \.,.1'1 I~I' 'r. (9/7 :; Agent Number 1780 Telephone Numberdl F 9;))- 1-(17. 5- Legal Entity: ~ COlporation . Q LLC Q Partnership Q Sole Proprietorship MONEY ORDER FEES: _ < ~- Money Order fees shall be based upon the weekly ):;olume of ,;-LO_? Money Orders sold by Merchant. Merch\'llts_ Money order fee shall be $ I,.,L,.) per item at a maximum retail selling price of $ . ,:;.2 ') . Money order fees may be modified by MEMO at any time upon thirty (30) days notice to Merchant 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: Merchant shall sell money orders strictly pursuant to the following procedures: A. Merchant shall sell only MEMO money orders in each retail establishment. Merchant 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. Merchant shall sell money orders in strict numerical sequence in accordance with the number printed on each blank money order. C. The face amount of any money order sold by Merchant shall not exceed the sum of $ jr/f.7 ~ D. Merchant shall not issue a money order until such time as Merchant 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 detennined by Merchant'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, Merchant shall immediately report such fact to MEMO Help Line at 1-800-864-5246. F. MEMO may deliver blank money orders to Merchant, or to any agent, employee or representative of Merchant, by whatever means MEMO deems appropriate, and MEMO is authorized to receive and issue a receipt for blank money orders on behalf of Merchant. TRUST FUNDS REMITTANCE: The Merchant with an electronic money order dispenser will be forwarded a weekly Money Order Sales Summai}' Report, prior to the week ending the sales reporting day. The weekly Money Order Sales Summai}' Report will reflect the money order sales for the applicable reporting period. SALES PERIOD: BEGINNING DAY l .. J (I I 1(.+.)1/-1/ .' 1./ ENDING DAY ) '\ 1'1 ./i/\\ '{j/ REPORTING DAY --,- . . i .'\,l..L,).-- ACH~ cCf(!C'.---" The Merchant will be provided all pertinent reporting information on the weekly Money Order Sales Sununaty Report, of which MEMO will initiate an electronic transfer of funds to move the face value plus fees due MEMO from Merchant's to MEMO's bank account. In the case where the Merchant is on wire payment terms, Merchant will initiate a wire transfer of the money order sales amount for the specified reporting period, from Merchants' to MEMO's bank account. All funds due MEMO must be available to MEMO at that time. Any outstanding statement balances that are due during this time will be included in the electronic transfer of funds and the wire transfer, as a debit due MEMO or a credit due Merchant. If Merchant changes banks and! or bank accounts as identified in the Merchants Credit Application and the EFT agreement, Merchant shall immediately inform MEMO of such change by telephone and promptly confum in writing. This arrangement shall not be revoked unless all funds due MEMO are paid in full. If Merchant did not sell any money orders during the Reporting Period, Merchant will not be provided documentation as such, nor will an electronic transfer of funds for money order sales be initiated by MEMO to Merchants bank. Merchant will be charged for all money orders that are electronically transmitted from the money order dispenser as an amount. Any voided money orders should be voided in the money order dispenser to avoid a charge to Merchants account. If a voided money order is not voided in the money order dispenser, Merchant shall write "NOT USED FOR PURPOSE INTENDED"; on the backside of the original money order and deposit the money order into Merchants bank account. If Merchant should write void on the face of the original money order, Merchant shall forward the original voided money order to the MEMO office and MEMO will issue a refund to Merchant in the form of a replacement money order. Merchant shall assure the electronic money order dispenser is available for MEMO to electronically transmit polling data on a daily basis. If the electronic money order dispenser is not polling consistently, Merchant must provide MEMO with the money order sales information upon MEMO's request. Merchant must have an authorized employee available to provide MEMO money order sales information by preparing the money order dispenser to transmit polled data via the telephone. If the money order dispenser is not polling consistendy on Merchants specified Sales Reporting day, Merchant must have an authorized employee available for a manual electronic polling transmission and to report money order sales to MEMO. Merchant must assure the telephone line is consistently connected to the money order dispenser and the telephone extension. Merchant shall assure the money order dispenser is never turned off, unless authorized by MEMO. WEEKLY ACCOUNTING AND REMITTANCE: anT;/" 1A.-~t~( and of each week, MEMO will calculate a weekly money order s. es total from daily data obtained from Merchant via electronic polling transmission of the money order dispense';. MEMO will forward the weekly Money Order Sales Summai}' Report to Merchant as stated above. Merchant shall reconcile the weekly Money Order Sales Sununaty Report with its records and inform MEMO of any differences. Merchant must retain the accounting (store) copies at its location for a period of three months from the reporting period. Merchant 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, Merchant shall discard the accounting (store) copies as its own discretion. .L iI I ",".) 1RUSTEE f j, \;'l1..Nr..:..t/ :-v~,':0 '-<{/.'Ivt;.;/ ,,1 /"" I ill. ,.4- -f'. _ - I','r. "" II ' Corporate or Store Name r i cU~/'I. i j-<'ii'A~:.:.Y~~ S'" n 1 <)JI ! 19naturei\ ': c./" , __.~" .. I / I (p. I .1) .,,- _l.'\..~' j I _,:J! LL)A/.(',/i, ,of' 7.. 'f' r -' )(/ - . / MERCHANTS ~. @~~.. ORDERS Signanrre ~ /~ Tide /~f r y;. Date //-/,7- pr Tide Date ELECTRONIC! August 20, 1998 EXHIBIT B PERSONAL INDEMNITY AND GUARANTY Intending to be legally bound hereby, and in order to induce MERCHANTS EXPRESS MONEY ORDER COMPANY OR MEMO MONEY ORDER COMPANY ("MEMO") to sign that certain Personal Money Order Trust Agreement and the Rider and amendments or chang.es th ereto as !1lf'Ybe in eff~~ fr::m tim ~,.to tim.e (colir tively thai" A ~eeme.nt")W1. 'th: L I '~'! !! II J, .,[ ( I J ~[/ .' . . . :'/j /l , .' J/ ., Business Name ,'vC;C~},- V~_,'-r-~A,~x'0' ~cv:::/, /i'-4", ,.-~~t''"-'f\ i'~"'K~'/.;>'" 'ill "'--(~ " Street Address -A,'.? S~ ((ik~j 5/ . ",l/ '.. 9' ,. ,- ..'~/ I Zip Code /1/v and in consideration of its so doing, the Undersigned, jointly and severally, absolutely and unconditionally, personally guarantee and become surety for Merchant's full performance of the Agreement, including without limitation the prompt and punctual payment of all amounts becoming due from Merchant to MEMO thereunder, and shall indemnify and hold MEMO hannless against any and all damage, loss expense (including attorney's fees) and! or liability sustained by it by reason of or related to Merchant's failure to perform the Agreement. The Agreement may be modified by MEMO and Merchant 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 Ctunberland 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 Merchant. 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, rdeases, 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 derk 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 ten percent (10%) 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, derk 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 stuns 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 ~fla.'9 - \ ,!_ :'</Ii!{ Guarantor's Signature v ''J~in\.J f />(C,-,;" ll, Print Guarantor's Name He \.- e~"L I Home Address ').- ~ " . " '",;--7 #~...!1:~ G~tor>s Signature -- ,1~!' JP.4-/! 'tt./-rn.,.., Print Spouse's Name t~' - Ie;').;; ;)4L../I_ Home Address 4/. /, )k, . /?'i/Ef'..:/ /':.L/-I~_ *...-1 City /:.'" - /'f' <j-,;:;'D-; ., Date F . 'C/L !.."A .x..?~~:.kZ") / r'.Hf'/lO nl.,J , , L({Jd (I\.\!'-',Il, ,\,.J k." City r\::S State l~ ,.<' :c_'- ')..' Zip Code A'/S State (),~l.)c,-O Zip Code q~ lei -9,:: Date *If not married, please indicate by afftxing "N! A" on line for second Guarantor's signature. August 20, 1998 EXHIBIT C PERSONAL INDEMNITY AND GUARANTY Intending to be legally bound hereby, and in order to induce MERCHANTS EXPRESS MONEY ORDER COMPANY OR MEMO MONEY ORDER COMPANY ("MEMO") to sign that certain Personal Money Order Trust Agreement and the Rider and amendments or changes thereto as maybe in effect from time to time (collectively the "Agreement") with: -il-- J" -) -'/,." Business Name-f'0llc~"A .CK(.( 0. Lrc J~Uv' j- ;; " ~/ji) ~t:' -::c:v:d:vc./ Street Address ,:J C '7), (cjRS-T C/ki.~/.;I,{X2~~'i/(.( / StatellL ZipCode /1/C' 7 and in consideration of its so doing, the Undersigned, jointly and severally, absolutely and unconditionally, personally guarantee and become surety for Merchant's full performance of the Agreement, including without limitation the prompt and punctual payment of all amounts becoming due from Merchant 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 Merchant's failure to perform the Agreement. The Agreement may be modified by MEMO and Merchant 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 Merchant. 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 Prothonot:uy 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 ten percent (10%) 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 putpose, this Guaranty or a copy hereof verified by affidavit by the Undersigned or on behalf of the Undersigned by said Prothonot:uy, 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 necess:uy 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 construet accordance . the laws of the Commonwealth of Pennsylvania, disregarding any rules relating to the choice or conflict of laws ~ .~ "r" \;{ Y Guarantor's Signature Guarantor~{Jd::J1 JereH1 M AtUlO ViNU;'; ~ rllfhJZ." Prin1 ~"ftor's Ns.e 1-V" <6r prin~s;~e's ~ame I ~~ 0+ Home~ ll-- p ~ 0 I ~ 7 Hom$h:esi ^ ~ D I r( ~ i State Zip Code City Date Pn State ICIl4/ Zip Code /u-q-q::: Date "If not married, please indicate by affixing "N/ A" on line for second Guarantor's signature. August 20,1998 ('~J iQ.. 0 :;";-"\ 'C IV (,.. "A ,A - -C' .'1- ~.~, ~ \l ..() ,.,:J \ - <11 1-<'; - ~ ..:t C> ~( - - ~-:.) t/") ~ " ",,~ ~ f"- ~- -, ~, r.~ t.,''; ~ Q- 1- ~