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EXHIBIT 10.18
THIRD ADDENDUM TO PRIVATE LABEL VENDOR PROGRAM
MDA Capital Incorporated
THIS ADDENDUM TO PRIVATE LABEL VENDOR AGREEMENT is made as of February 12, 1997
by and between MDA CAPITAL, INC. ("Assignor"), a corporation, with its
principle place of business at 0000 XXXXXX XXXXXX XXXX XXXXX 0000, XXX XXXXX,
XX and LIGHTHOUSE CAPITAL, INC, ("Assignee") a wholly owned subsidiary of
Syracuse Supply Company, with its headquarters at 0000 Xxxxx Xxxxxx Xxxx,
Xxxxxxxx, XX 00000.
RECITALS
Assignor and Assignee are parties to a certain Private Label Vendor Agreement
dated as of the 15th day of January 1997 (the "Agreement"). The parties hereto
acknowledge that the Agreement originally identified A xxxxxx as "MDA Capital
Corp. and that the proper name of the Assignor is "MDA Capital, Inc." Any
reference in this Addendum, the Agreement, or any previous transactions under
the Agreement, to MDA Capital Corp. shall be deemed to refer to MDA Capital,
Inc.
Assignee and Assignor wish to expand the scope of the Private Label Vendor
Agreement pursuant to the terms of this Addendum.
The Parties hereby agree as follows:
Assignor may offer a 6 month noncancelable rental program ("Rental Program").
Such Rental Program shall only utilize documentation attached hereto as,
"Exhibit A". Acceptance of Rentals under the Rental Program shall be subject to
credit approval, receipt of documentation, and confirmation at the sole
discretion of Assignee.
Assignee may finance transactions under the Rental Program at an agreed upon
advance based upon a percentage of the stream of payments contracted between
Assignor and Customer. (Example: $8,100 on 6 payments of $1,500.00, first in
advance) An assignment document in the form of "Exhibit B" shall be signed by
Assignor and returned to Assignee. The assignment document shall provide for
the assignment of Assignor's rights, and interest in all the payments from the
Customer and Assignor's security interest in the Equipment for each Rental.
Assignments shall be on Assignor's letterhead.
Assignor shall provide Assignee credit information on each Customer as
required by Assignee. Assignee is not obligated to finance any transaction
unless an approval letter is provided to Assignor stating the terms and
conditions of the approval. Once approved, all documentation must be completed
and the originals returned to Assignee prior to funding by Assignee.
Documentation shall include at least the following; Rental agreement, proof of
insurance, acceptance notice, and advance payments, original invoice from
Assignor, assignment letter, any other documentation required by Assignee and
verbal verification of acceptance of the Equipment by the Customer.
Assignor shall guaranty the stream of payments from Customer to Assignee. It is
anticipated that the occurrence of one of the following is going to occur;
i) Early termination of Rental by Assignor.
ii) Early exercise of purchase by Customer.
iii) Early exercise of financed purchase or lease by Customer.
Assignor shall notify Assignee in writing of any early termination at least 10
business days prior to it's occurrence. Such notice shall include all terms and
conditions of early termination. If terminated for any reason. Assignor shall
pay Assignee all amounts due by Customer, including; rent payments, late fees,
or other amounts due.
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In the event the Equipment is returned at the end of the Rental term, Assignor
shall be responsible for the return of the Equipment to Assignor, including but
not limited to all transportation and insurance costs. Amounts that Assignor
shall provide to the Customer in the event of early purchase or termination of
the Rental, shall not affect the obligation of Customer to make Rental payments
to Assignee, unless released by Assignee in writing. Assignee shall release
it's security interest in the Equipment once all amounts due under a Rental are
paid by Customer or Assignor. If the Customer chooses to enter into a new
agreement, Assignor shall provide Assignee the right of first refusal to
provide such financing. Such new financing shall be consistent with the terms
and conditions of the Agreement.
This Addendum must be signed by Assignor and Assignee.
MDA Capital Incorporated Lighthouse Capital, Inc.
Signed by /s/ XXXXX XXXXXXX Signed by /s/ [SIG]
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Title President Title President
------------------------ -----------------------
Date 2/12/97 Date 5/15/97
------------------------- -------------------------
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ASSIGNMENT OF RENTAL
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Customer: Rental#:
Assignor: Assignee:
Amount of Rental: Date of Rental:
Date of this Assignment:
In consideration for, and to secure repayment of, the amount advanced from
Assignee to Assignor pursuant to a certain Private Label Vendor Agreement by and
between Assignor and Assignee dated _________________ and any addendum thereto
("PLVA"), receipt and sufficiency of which are hereby acknowledged, Assignor
hereby assigns, transfers and sets over unto Assignee:
1. Assignor's right to receive rental payments pursuant to an
equipment rental agreement or schedule attached hereto ("Rental")
from the lessee of the Rental (the "Customer");
2. Assignor's right pursuant to any guaranty of payment with respect
to the Rental;
3. Assignor's security interests in any equipment leased pursuant to
the Rental (the "Equipment"), including but not limited to any
products or proceed thereof, the right to repossess the Equipment
in the event of default by the Customer, and the right to cure
defaults at the defaulting party's expense; and
4. Assignor's right, either in Assignees' own name or in the name of
Assignor to initiate, conduct, or settle any legal proceedings
under the terms and conditions set forth in the PLVA.
Assignor represents and warrants to Assignee that the information contained in
or pertaining to the Rental, including but not limited to any schedule to this
Agreement is accurate in all respects.
This Assignment has been delivered to Assignee in, and shall be construed under
the laws of the State of New York and any action or proceeding relating to this
Agreement shall be initiated in Onondaga County, New York. Assignor hereby
consents to the jurisdiction of the courts of the State of New York and situs
pursuant to this paragraph.
This Assignment shall not be modified or amended except in writing signed by
Assignee and Assignor.
A copy of the Rental and this Assignment kept in the normal course of Assignee's
business may be accepted into evidence as an original in any action related to
this transaction or the Rental.
Assignor
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By:
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Title:
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Date:
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RENTAL NUMBER:
MDA Capital, Inc.
CUSTOMER SUPPLIER
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ADDRESS ADDRESS
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CITY STATE ZIP COUNTY CITY STATE ZIP
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PERSON TO CONTACT: PHONE: SALESMAN PHONE#
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EQUIP, LOCATION IF CUSTOMER BUSINESS TYPE:
DIFFERENT THAN ABOVE: (CHECK ONE) [] Corporation [] Partnership [] Proprietorship
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DESCRIPTION OF EQUIPMENT BASE RENTAL PAYMENT
(Excluding Applicable Taxes) $1,500.00
QUANTITY (INCLUDE MAKE, MODEL NO. AND SERIAL NO.) -----------------------------------------------
--------------------------------------------------------------------------- RENTAL TERM (Months) = 6 MONTH
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PAYABLE SCHEDULE
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ADVANCE PAYMENT: $1,500.00
This represents: First Payment
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Remaining Monthly Payments 5 at $1,500.00
-
Taxes and Fees Not Included
ADMINISTRATION FEE: $50.00
OTHER: $500.00 Cleaning Fee: The Security Deposit
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END OF RENTAL OTHER (Please State): ______ NAME OF CERTIFIED USER:________________________________________________
OPTION:
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RENTAL AGREEMENT
TERMS AND CONDITIONS
DEAR CUSTOMER: We have written this user friendly Rental in plain language
because we want you to fully understand its terms. Please read your copy of
this Rental fully and feel free to ask us any questions you may have about it.
We use the words "you" and "your" to mean the Customer. The words "we" and
"our" refer to Owner.
1. RENTAL: We Rent to you and you Rent from us the Equipment described above on
this Rental and or any equipment schedule that references and incorporate the
terms and conditions of this Rental (collectively and individually the "Rent"
or "Rental").
2. NO WARRANTIES: WE RENT THE EQUIPMENT TO YOU "AS IS". YOU AGREE THAT YOU HAVE
SELECTED THE SIZE, MODEL, DESIGN AND BRAND OF THE EQUIPMENT USING YOUR OWN
JUDGMENT WITHOUT ANY RELIANCE ON US. WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED,
CONCERNING THE EQUIPMENT, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF FITNESS
FOR A PARTICULAR PURPOSE, ORDINARY USE OR MERCHANTABILITY. YOU AGREE THAT
REGARDLESS OF CAUSE, YOU WILL NOT MAKE ANY CLAIM OF ANY KIND AGAINST US OR
ANYONE TO WHOM WE MAY ASSIGN THIS RENTAL FOR LOSS OF EXPECTED PROFITS OR ANY
OTHER DIRECT, SPECIAL OR INDIRECT DAMAGES OR EXPENSE CAUSED BY THE FAILURE OF
THE EQUIPMENT. As long as you are not in default under any of the terms of this
Rental, we transfer to you any of the warranties made to us by the manufacturer
of the Equipment. Your only remedy for the breach of any of these warranties is
against the manufacturer of the Equipment, not against us. Such a breach shall
not have any effect at all on the rights and obligations of us and you under
this Rental.
3. IMPORTANT. PLEASE DO NOT SIGN THIS RENTAL UNTIL YOU READ AND UNDERSTAND ALL
OF ITS TERMS AND CONDITIONS (INCLUDING THOSE ON THE REVERSE SIDE), BECAUSE ONLY
THOSE TERMS ARE ENFORCEABLE, NO TERMS OR ORAL PROMISES OTHER THAN THOSE
CONTAINED IN THIS RENTAL MAY BE LEGALLY ENFORCED. YOU AGREE TO BE BOUND BY TERMS
AS STATED IN THIS RENTAL. THIS RENTAL IS NOT CANCELABLE. THIS RENTAL WILL NOT
BECOME EFFECTIVE OR BINDING ON US UNTIL WE SIGN IT.
4. TERMS: This Rental is for the number of months stated in the box labeled
"Rental Term" and cannot be canceled by you during its term. We may cancel this
Rental at any time and you are required to return the Equipment to us under the
conditions of paragraph "14" of this Rental. The rights and obligations of you
and us shall commence upon our acceptance of this Rental. At the expiration of
the term, in the event that you fail to return the Equipment as stated in
paragraph "14", then this Rental shall continue and we shall continue invoicing
you and you shall continue to pay us the monthly payment on a month to month
basis until the Equipment is returned to us by you. All of the terms and
conditions of this Rental remain in full force and effect until this Rental is
terminated as provided herein.
5. PAYMENT: You agree to pay to us all Renal payments stated in this Rental.
We shall xxxx you with an invoice for Rental payments at your address as stated
on the front side of this Rental. You shall send all Rental payments to us at
the address stated on the invoice. All of the terms and conditions of this
Rental remain in effect until it is terminated. Under no circumstances are you
excused or relieved from making Rental payments under this Rental.
6. ASSIGNMENT: You may not assign, Sublease, lend, transfer, or pledge this
Rental or the Equipment without our prior written approval. Any such transaction
without our written approval shall be void. This Rental and its covenants and
obligations are binding upon any approved assignee, successor, representative or
transferee of yours. We may assign transfer, pledge or sell our interest in the
Rental or the Equipment without notice to or approval from you. Our Assignee
shall have the opinion to xxxx you under our name or under its name. If our
Assignee bills under our name, that Assignee retains all rights, including the
enforcement of remedies, under the terms and conditions of the Rental. If our
Assignee bills under its own name, then upon notice of this assignment, you
shall send your payments directly to the address on the notification. In no
event shall our Assignee be obligated to perform any duty, condition or promise
under this Rental but we will remain fully obligated under this Rental.
MDA CAPITAL CORD CUSTOMER TO COMPLETE
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COMPANY NAME DATE
ACCEPTED BY OWNER ON:------------------------ X
(DATE) --------------------------------------------------------------------
AUTHORIZED SIGNATURE TITLE
(INDICATE CORP., OFFICER, PARTNER, OWNER, ETC.)
--------------------------------------------- --------------------------------------------------------------------
BY: TITLE PRINT NAME
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7. USE OF THE EQUIPMENT. You shall not permit the Equipment to be used by
anyone except a duly licensed physician who has been adequately trained and is
properly certified to use the Equipment and is familiar with the procedures for
use thereof. You shall not permit the Equipment to be used improperly or in a
manner inconsistent with its labeling specifications or instructions. You shall
comply with all laws, rules and regulations, and all manufacturer's or
supplier's suggested guidelines, relating to the use, handling, storage,
maintenance, possession and repair of the Equipment. You shall only permit the
Equipment to be located and used at your location set forth on this Rental, and
except for the return of the Equipment pursuant to this Rental, you shall not
relocate the Equipment without our prior written consent. Provided that you are
not in default under the terms and conditions of this Rental, you shall have
the right to peaceful possession of the Equipment.
8. REPAIRS: You, at your own expense, shall keep the Equipment in good repair,
condition, and working order. It shall be your responsibility to: (a) furnish
any labor, parts, mechanisms, and devices required and (b) not make any
alterations, additions or improvements to the equipment without our prior
written consent. You shall have a maintenance agreement at your own expense
throughout the term of this Rental.
9. INSURANCE: The Equipment must be insured against all risks of loss, theft,
damage, or destruction for its full replacement value until you have met all of
your obligations under this Rental. You shall provide us with a certificate of
insurance which shall name us as "Additional Insured and Loss Payee". You must
also carry Public Liability Insurance of no less than $1,000,000 combined
Single-limit coverage naming us as "Additional Insured" and containing an
endorsement that this insurance is primary and any other insurance covering us
is excess. Each policy is not subject to cancellation except on thirty (30)
days prior written notice. You must furnish us with a certificate showing that
the insurance required is in effect prior to commencement.
10. NET RENTAL: All Rental payments made under this Rental shall be net to us.
This means that you shall pay all taxes, tax pass along, fees and charges
resulting from the ownership, possession, or use of this Rental or the
Equipment during the term of this Rental. If the Equipment is subject to
personal tax, we shall have the option to xxxx and collect these charges when
assessed or to establish a personal property tax account ("PPTA"). If a PPTA is
established, we shall xxxx you and you shall pay us a monthly assessment based
on the average annual assessment charges in the State in which the Equipment is
located. We shall have the right to change the monthly assessment based on the
actual annual assessment. At the expiration of this Rental, you shall pay us
for any deficiency in the PPTA. If, at the expiration of this Rental, there are
any excess funds in the PPTA we shall pay that amount to you.
11. OWNERSHIP: You are not the owner and do not have title to the Equipment.
The only right and interest you shall have in the Equipment shall be under the
terms of this Rental. This is a rental of personal property and you agree to do
everything necessary or reasonably requested by us to ensure that the Equipment
shall be considered and remain personal property. You shall, at your own
expense, keep the Equipment free and clear of all liens, charges, claims and
other encumbrances.
12. INSPECTION: You will allow us to inspect the Equipment during your regular
business hours. You shall give us immediate notice of any legal action,
attachment or judicial process affecting the Equipment or our ownership
interest in the Equipment.
13. RISK OF LOSS: You are responsible for any damage to or loss of the
Equipment from any cause at any time after you receive the Equipment. Even if
the Equipment is damaged, lost or stolen you agree to fulfill all your
obligations under this Rental including the duty to make all Rental payments
subject to paragraph 5 of this Rental.
14. RETURN OF EQUIPMENT: When this Rental lawfully terminates or if you are in
default under this Rental, you will, at your own expense, promptly package,
insure and transport the Equipment to us or to a location designated by us in
the same condition it was at the commencement of this Rental, except for
reasonable wear and tear. If you have the option to purchase the Equipment and
as long as you are not in default of any provision of this Rental, you may
purchase all of the Equipment for the amount indicated on the front side of
this Rental provided you give us written notice of your intention to purchase
the Equipment at least thirty (30) days prior to the expiration of the Rental
term. If you choose to return the Equipment, we shall invoice you and you shall
pay us a $500.00 cleaning fee. We may waive the fee if you provide us certified
proof that the Equipment is sterilized, clean, and safe for handling, as
defined under the Guidelines for Reusable Medical Equipment, Association for the
Advancement of Medical Instrumentation, TIR #12, 1994.
15. DEFAULT: You will be in default of this Rental if you: (a) fail to make any
Rental payment within ten (10) days after that payment is due, (b) fail to
allow us to inspect the Equipment during regular business hours, (c) fail to
maintain the Equipment in the same condition it was in when you received it or
fail to maintain a service contract on the Equipment, (d) assign or otherwise
transfer this Rental or the Equipment to anyone or any other entity without our
prior written approval, (e) move the Equipment from the location on the front
side of this Rental without our prior written approval, (f) fail to return the
Equipment to us upon termination of this Rental or any renewal period, (g) file
a petition in bankruptcy or seek similar relief from your creditors, (h)
becomes insolvent, (i) default under any other lease or Agreement between you
and us, (j) fail to observe or perform any other provision of this Rental.
16. REMEDIES: You agree with us that your default under Xxxxxxxxx 00 xxxxxxxx
(x), (x), (x), (x), (x), (x), or (j) are primary defaults and we may, upon
written notice to you, demand that you cure that default. If you fail to cure
that within five (5) days of the notice, then we may: (1) demand payment of the
entire amount of the remaining Rental payments, including those past due, and
(2) take peaceful possession of the Equipment with or without a court order.
You agree with us that your default under paragraph 15, subparts (b), (c) or
(e) are secondary defaults and we may, upon written notice to you, demand that
you cure that default. If you fail to cure that default within twenty (20) days
of the notice, then we may exercise the same remedies available to us for a
primary default. Any right or remedy given to us under this Rental does not
exclude any other right or remedy available to us under this Rental or allowed
by law. Each right and remedy shall be cumulative and may be exercised singlely
or in combination. You shall pay all expenses incurred by us to enforce our
rights and remedy including expenses for repossession, repair, storage and sale
of this equipment. Also reasonable attorneys, collection and court fees or
costs.
17. PAYMENT OF EXPENSES: You agree to pay all of the costs and expenses,
including reasonable attorney's fees in exercising our rights or remedies under
this Rental. You shall pay us late charges at the monthly rate of ten percent
(10%) of past due Rental payments to defer our lost use of the payments and to
pay for the costs of collection. You shall pay us a returned check or
insufficient funds fee in the amount of $25.00.
18. INDEMNITY. You shall defend and indemnify us against, and hold us harmless
from, any and all claims, actions, suits, proceedings, costs, expenses,
damages, and liabilities, including reasonable attorney's fees, arising out of,
connected with, or resulting from this Rental and Equipment without any
limitations. You agree to indemnify us for any act or omission made by you, or
for any inaccurate representation you may have made in connection with this
Rental, which causes a delay, loss, disallowance or recapture of any of the tax
benefits we may anticipate pursuant to this Rental.
19. NO WAIVER: Any failure by us to require you to strictly perform any
provision of this Rental shall not be a waiver of our rights under that
provision.
20. SEVERABILITY: If any provision of this Rental is declared invalid, that
provision shall not apply and shall be considered omitted from this Rental. All
remaining provisions of this Rental, including the default and remedy
provisions, shall remain in full force and effect.
21. MODIFICATION AND ADDITIONAL TERMS: This Rental, shall not be modified,
amended, addended, supplemented or waived unless agreed to in writing by you
and us. This Rental does not incorporate the terms and conditions included in
any vendor packaging, invoice, catalog, brochure, technical data sheet or any
other document which attempts to carry, modify or add to the terms and
conditions stated in this Rental.
22. LAW: In the event this Rental is assigned by us, then you agree that the
rights and remedies of the parties shall be interpreted, construed and enforced
in a accordance with the laws and public policies of the State of incorporation
of the Owner or its assignee. In any legal action concerning this Rental, you
agree to personal jurisdiction and venue in the State of New York, or the state
of the Assignee's corporate headquarters. You agree that any judgment may be
entered by any court having jurisdiction.
23. CORRECTION: You authorize us to fill in dates and make minor corrections on
the front side of this Rental.
24. FILINGS AND ADMINISTRATIVE FEES: You grant us the right to file financing
statements (UCC-1's) without your signature or by signing your name to the
financing statements and amendments to (UCC-3's) as your power of attorney. You
shall pay us a one time administrative fee of $50.00.
25. SECURITY DEPOSIT: We shall retain the sum indicated on the front side of
this Rental as a security deposit ("Security Deposit") for your obligations
under this rental. At the lawful termination of this Rental, as long as you are
not in default under paragraph 15 of this Rental, the Security Deposit shall be
returned to you unless we choose to apply the Security Deposit to the cleaning
fee required under Paragraph 14 of this Rental. No interest shall be paid upon
the Security Deposit. If you are in default under Paragraph 15 of this Rental,
we may apply the Security Deposit to cure the default.
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GUARANTY In order for us to enter into this Rental with you, we require that
the party or parties signing below, together and individually, guaranty to us,
our assessors and assigns, the performance and prompt payment of all payments
due under this Rental. The parties signing below acknowledge that they: (1)
will financially benefit from this Rental, (2) agree this Guaranty is of
payment and not of collection, (3) waive any and all notices concerning this
Rental (4) agree that they shall be bound by paragraph 22 of this Rental, and
(5) understand and agree that they are signing as individuals and not on behalf
on any entity.
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SIGNATURE DATE SIGNATURE DATE
--------------------------------- ---------------------------------
PRINT NAME PRINT NAME
--------------------------------- ---------------------------------
ADDRESS (Not PO Box) HOME PHONE ADDRESS (Not PO Box) HOME PHONE
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Rental Number _________
MDA CAPITAL, INC.
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EQUIPMENT ACCEPTANCE AUTHORIZATION
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CUSTOMER INFORMATION:
Customer Name _______________________________________________ Contact _____________________
Billing Address _____________________________________________ Phone _(____)________________
Equipment Location ________________________________________________________________________
Address City County State Zip
EQUIPMENT INFORMATION
___________________________________________________________________________________________
Quantity Model No. Description
___________________________________________________________________________________________
___________________________________________________________________________________________
___________________________________________________________________________________________
___________________________________________________________________________________________
___________________________________________________________________________________________
TERM/RENTAL PAYMENT SCHEDULE
Rental Term: Months Monthly Payment $_______________
Payment frequency:
You hereby certify that all of the Equipment referred to in Rental Number _____
_______ with Us has been delivered to and has been received by You, that all
installation or other work necessary prior to the use thereof has been
completed, that the Equipment has been examined by You and is in good
operating order and condition and is in all respects satisfactory to You, and
that the Equipment is accepted by You for all purposes under the Rental.
ACCORDINGLY, YOU ACCEPT THIS RENTAL.
SELECTION OF EQUIPMENT: DISCLAIMER OF WARRANTY. You have selected both the
Equipment and the supplier from whom We agree to acquire the Equipment at Your
request. YOU ACKNOWLEDGES THAT WE HAVE NO EXPERTISE OR SPECIAL FAMILIARITY
CONCERNING THE EQUIPMENT OR ITS USE. YOU AGREE THAT THE EQUIPMENT IS RENTED "AS-
IS" AND IS AS SPECIFIED BY YOU, THAT IT IS SUITABLE FOR YOUR PURPOSE, AND THAT
WE HAVE MADE NO REPRESENTATION OR WARRANTY ABOUT THE SUITABILITY OR DURABILITY
OF THE EQUIPMENT FOR THE PURPOSES AND USES OF YOU, OR ANY OTHER REPRESENTATION
OR WARRANTY, EXPRESS OR IMPLIED INCLUDING THE IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WE FURTHER DISCLAIM ANY
LIABILITY FOR LOSS, DAMAGE OR INJURY TO YOU OR THIRD PARTIES AS A RESULT OF ANY
DEFECTS, LATENT OR OTHERWISE, IN THE EQUIPMENT WHETHER ARISING FROM THE
APPLICATION OF THE LAWS OF STRICT LIABILITY OR OTHERWISE. If the Equipment is
not properly installed, does not operate as represented or warranted by the
supplier and/or manufacturer, or is unsatisfactory for any reason. You shall
make any claim only against the supplier and/or manufacturer and waive any such
claim against Us and shall, regardless of such claim, continue to pay Us all
payments under the Rental. So long as You are not in breach or default of the
Rental, We hereby assign to You any rights which We may have against the
supplier and/or manufacturer for breach of warranty or other representation
respecting any item of Equipment.
YOU ACKNOWLEDGE THAT NEITHER THE SUPPLIER, NOR ANY SALESMAN, EMPLOYEE,
REPRESENTATIVE OR AGENT OF THE SUPPLIER IS AN AGENT OR REPRESENTATIVE OF US,
AND THAT NONE OF THEM IS AUTHORIZED TO WAIVE OR CHANGE ANY TERM, PROVISION OR
CONDITION OF THE RENTAL EXCEPT AS AGREED TO IN WRITING AND APPROVED BY US, OR
MAKE ANY REPRESENTATION OR WARRANTY ABOUT THE RENTAL. We make no warranty as to
the treatment of the Rental, for tax or accounting purposes.
YOU AGREE TO ALL THE TERMS AND CONDITIONS OF THE RENTAL, AND SHALL PERFORM ALL
YOUR OBLIGATIONS UNDER THE RENTAL.
DO NO SIGN THIS EQUIPMENT ACCEPTANCE AUTHORIZATION UNTIL YOU HAVE ACTUALLY
RECEIVED ALL OF THE EQUIPMENT SET FORTH ABOVE.
CUSTOMER ______________________________________________________________________
By; ______________________________________________________________________
Title: ______________________________________________________________________
Authorized Signature
Date: ______________________________________________________________________
THE ABOVE SIGNATORY AFFIRMS THAT HE/SHE IS AUTHORIZED
TO ACCEPT ON BEHALF OF YOU.
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MDA CAPITAL, INC.
0000 Xxxxxx Xxxxxx Xxxxxxx
Xxxxx 0000
Xxx Xxxxx, XX. 89109
702/791-2910
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ASSIGNMENT OF RENTAL
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Customer: Rental #:
Assignor: Assignee:
Date of this Assignment:
In consideration for, and to secure repayment of, the amount advanced from
Assignee to Assignor pursuant to a certain Private Label Vendor Agreement by
and between Assignor and Assignee dated ___________ and any addendum thereto
("PLVA"), receipt and sufficiency of which are hereby acknowledged, Assignor
hereby assigns, transfers and sets over unto Assignee:
1. Assignor's right to receive rental payments pursuant to an equipment
rental agreement or schedule attached hereto ("Rental") from the lessee of
the Rental (the "Customer");
2. Assignor's rights pursuant to any guaranty of payment with respect to
the Rental;
3. Assignor's security interests in any equipment leased pursuant to the
Rental (the "Equipment"), including but not limited to any products or
proceeds thereof, the right to repossess the Equipment in the event of
default by the Customer, and the right to cure defaults at the defaulting
party's expense; and
4. Assignor's right, either in Assignee's own name or in the name of
Assignor to initiate, conduct, or settle any legal proceedings under the
terms and conditions set forth in the PLVA.
Assignor represents and warrants to Assignee that the information contained in
or pertaining to the Rental, including but not limited to any schedule to this
Agreement is accurate in all respects.
This Assignment has been delivered to Assignee in, and shall be construed under
the laws of the State of New York and any action or proceeding relating to this
Agreement shall be initiated in Onondaga County, New York. Assignor hereby
consents to the jurisdiction of the courts of the State of New York and situs
pursuant to this paragraph.
This Assignment shall not be modified or amended except in writing signed by
Assignee and Assignor.
A copy of the Rental and this Assignment kept in the normal course of
Assignee's business may be accepted into evidence as an original in any action
related to this transaction or the Rental.
Assignor:
MDA Capital, Inc.
By: /s/ XXXXX X. XXXXXXX
------------------------
Xxxxx X. Xxxxxxx
Its: President
Dated:
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MDA CAPITAL, INC.
0000 Xxxxxx Xxxxxx Xxxxxxx
Xxxxx 0000
Xxx Xxxxx, XX. 89109
702/791-2910
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ASSIGNMENT OF RENTAL
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Customer: Rental #:
Assignor: Assignee:
Date of this Assignment:
In consideration for, and to secure repayment of, the amount advanced from
Assignee to Assignor pursuant to a certain Private Label Vendor Agreement by
and between Assignor and Assignee dated ___________ and any addendum thereto
("PLVA"), receipt and sufficiency of which are hereby acknowledged, Assignor
hereby assigns, transfers and sets over unto Assignee:
1. Assignor's right to receive rental payments pursuant to an equipment
rental agreement or schedule attached hereto ("Rental") from the lessee of
the Rental (the "Customer");
2. Assignor's rights pursuant to any guaranty of payment with respect to
the Rental;
3. Assignor's security interests in any equipment leased pursuant to the
Rental (the "Equipment"), including but not limited to any products or
proceeds thereof, the right to repossess the Equipment in the event of
default by the Customer, and the right to cure defaults at the defaulting
party's expense; and
4. Assignor's right, either in Assignee's own name or in the name of
Assignor to initiate, conduct, or settle any legal proceedings under the
terms and conditions set forth in the PLVA.
Assignor represents and warrants to Assignee that the information contained in
or pertaining to the Rental, including but not limited to any schedule to this
Agreement is accurate in all respects.
This Assignment has been delivered to Assignee in, and shall be construed under
the laws of the State of New York and any action or proceeding relating to this
Agreement shall be initiated in Onondaga County, New York. Assignor hereby
consents to the jurisdiction of the courts of the State of New York and situs
pursuant to this paragraph.
This Assignment shall not be modified or amended except in writing signed by
Assignee and Assignor.
A copy of the Rental and this Assignment kept in the normal course of
Assignee's business may be accepted into evidence as an original in any action
related to this transaction or the Rental.
Assignor:
MDA Capital, Inc.
By: /s/ XXXXX X. XXXXXXX
------------------------
Xxxxx X. Xxxxxxx
Its: President
Dated:
------------------------
9
MDA CAPITAL, INC.
0000 Xxxxxx Xxxxxx Xxxxxxx
Xxxxx 0000
Xxx Xxxxx, XX. 89109
702/791-2910
--------------------------------------------------------------------------------
ASSIGNMENT OF RENTAL
--------------------------------------------------------------------------------
Customer: Rental #:
Assignor: Assignee:
Date of this Assignment:
In consideration for, and to secure repayment of, the amount advanced from
Assignee to Assignor pursuant to a certain Private Label Vendor Agreement by
and between Assignor and Assignee dated ___________ and any addendum thereto
("PLVA"), receipt and sufficiency of which are hereby acknowledged, Assignor
hereby assigns, transfers and sets over unto Assignee:
1. Assignor's right to receive rental payments pursuant to an equipment
rental agreement or schedule attached hereto ("Rental") from the lessee of
the Rental (the "Customer");
2. Assignor's rights pursuant to any guaranty of payment with respect to
the Rental;
3. Assignor's security interests in any equipment leased pursuant to the
Rental (the "Equipment"), including but not limited to any products or
proceeds thereof, the right to repossess the Equipment in the event of
default by the Customer, and the right to cure defaults at the defaulting
party's expense; and
4. Assignor's right, either in Assignee's own name or in the name of
Assignor to initiate, conduct, or settle any legal proceedings under the
terms and conditions set forth in the PLVA.
Assignor represents and warrants to Assignee that the information contained in
or pertaining to the Rental, including but not limited to any schedule to this
Agreement is accurate in all respects.
This Assignment has been delivered to Assignee in, and shall be construed under
the laws of the State of New York and any action or proceeding relating to this
Agreement shall be initiated in Onondaga County, New York. Assignor hereby
consents to the jurisdiction of the courts of the State of New York and situs
pursuant to this paragraph.
This Assignment shall not be modified or amended except in writing signed by
Assignee and Assignor.
A copy of the Rental and this Assignment kept in the normal course of
Assignee's business may be accepted into evidence as an original in any action
related to this transaction or the Rental.
Assignor:
MDA Capital, Inc.
By: /s/ XXXXX X. XXXXXXX
------------------------
Xxxxx X. Xxxxxxx
Its: President
Dated:
------------------------
10
MDA CAPITAL, INC.
0000 Xxxxxx Xxxxxx Xxxxxxx
Xxxxx 0000
Xxx Xxxxx, XX. 89109
702/791-2910
--------------------------------------------------------------------------------
ASSIGNMENT OF RENTAL
--------------------------------------------------------------------------------
Customer: Rental #:
Assignor: Assignee:
Date of this Assignment:
In consideration for, and to secure repayment of, the amount advanced from
Assignee to Assignor pursuant to a certain Private Label Vendor Agreement by
and between Assignor and Assignee dated ___________ and any addendum thereto
("PLVA"), receipt and sufficiency of which are hereby acknowledged, Assignor
hereby assigns, transfers and sets over unto Assignee:
1. Assignor's right to receive rental payments pursuant to an equipment
rental agreement or schedule attached hereto ("Rental") from the lessee of
the Rental (the "Customer");
2. Assignor's rights pursuant to any guaranty of payment with respect to
the Rental;
3. Assignor's security interests in any equipment leased pursuant to the
Rental (the "Equipment"), including but not limited to any products or
proceeds thereof, the right to repossess the Equipment in the event of
default by the Customer, and the right to cure defaults at the defaulting
party's expense; and
4. Assignor's right, either in Assignee's own name or in the name of
Assignor to initiate, conduct, or settle any legal proceedings under the
terms and conditions set forth in the PLVA.
Assignor represents and warrants to Assignee that the information contained in
or pertaining to the Rental, including but not limited to any schedule to this
Agreement is accurate in all respects.
This Assignment has been delivered to Assignee in, and shall be construed under
the laws of the State of New York and any action or proceeding relating to this
Agreement shall be initiated in Onondaga County, New York. Assignor hereby
consents to the jurisdiction of the courts of the State of New York and situs
pursuant to this paragraph.
This Assignment shall not be modified or amended except in writing signed by
Assignee and Assignor.
A copy of the Rental and this Assignment kept in the normal course of
Assignee's business may be accepted into evidence as an original in any action
related to this transaction or the Rental.
Assignor:
MDA Capital, Inc.
By: /s/ XXXXX X. XXXXXXX
------------------------
Xxxxx X. Xxxxxxx
Its: President
Dated:
------------------------
11
MDA CAPITAL, INC.
0000 Xxxxxx Xxxxxx Xxxxxxx
Xxxxx 0000
Xxx Xxxxx, XX. 89109
702/791-2910
--------------------------------------------------------------------------------
ASSIGNMENT OF RENTAL
--------------------------------------------------------------------------------
Customer: Rental #:
Assignor: Assignee:
Date of this Assignment:
In consideration for, and to secure repayment of, the amount advanced from
Assignee to Assignor pursuant to a certain Private Label Vendor Agreement by
and between Assignor and Assignee dated ___________ and any addendum thereto
("PLVA"), receipt and sufficiency of which are hereby acknowledged, Assignor
hereby assigns, transfers and sets over unto Assignee:
1. Assignor's right to receive rental payments pursuant to an equipment
rental agreement or schedule attached hereto ("Rental") from the lessee of
the Rental (the "Customer");
2. Assignor's rights pursuant to any guaranty of payment with respect to
the Rental;
3. Assignor's security interests in any equipment leased pursuant to the
Rental (the "Equipment"), including but not limited to any products or
proceeds thereof, the right to repossess the Equipment in the event of
default by the Customer, and the right to cure defaults at the defaulting
party's expense; and
4. Assignor's right, either in Assignee's own name or in the name of
Assignor to initiate, conduct, or settle any legal proceedings under the
terms and conditions set forth in the PLVA.
Assignor represents and warrants to Assignee that the information contained in
or pertaining to the Rental, including but not limited to any schedule to this
Agreement is accurate in all respects.
This Assignment has been delivered to Assignee in, and shall be construed under
the laws of the State of New York and any action or proceeding relating to this
Agreement shall be initiated in Onondaga County, New York. Assignor hereby
consents to the jurisdiction of the courts of the State of New York and situs
pursuant to this paragraph.
This Assignment shall not be modified or amended except in writing signed by
Assignee and Assignor.
A copy of the Rental and this Assignment kept in the normal course of
Assignee's business may be accepted into evidence as an original in any action
related to this transaction or the Rental.
Assignor:
MDA Capital, Inc.
By: /s/ XXXXX X. XXXXXXX
------------------------
Xxxxx X. Xxxxxxx
Its: President
Dated:
------------------------
12
MDA CAPITAL, INC.
0000 Xxxxxx Xxxxxx Xxxxxxx
Xxxxx 0000
Xxx Xxxxx, XX. 89109
702/791-2910
--------------------------------------------------------------------------------
ASSIGNMENT OF RENTAL
--------------------------------------------------------------------------------
Customer: Rental #:
Assignor: Assignee:
Date of this Assignment:
In consideration for, and to secure repayment of, the amount advanced from
Assignee to Assignor pursuant to a certain Private Label Vendor Agreement by
and between Assignor and Assignee dated ___________ and any addendum thereto
("PLVA"), receipt and sufficiency of which are hereby acknowledged, Assignor
hereby assigns, transfers and sets over unto Assignee:
1. Assignor's right to receive rental payments pursuant to an equipment
rental agreement or schedule attached hereto ("Rental") from the lessee of
the Rental (the "Customer");
2. Assignor's rights pursuant to any guaranty of payment with respect to
the Rental;
3. Assignor's security interests in any equipment leased pursuant to the
Rental (the "Equipment"), including but not limited to any products or
proceeds thereof, the right to repossess the Equipment in the event of
default by the Customer, and the right to cure defaults at the defaulting
party's expense; and
4. Assignor's right, either in Assignee's own name or in the name of
Assignor to initiate, conduct, or settle any legal proceedings under the
terms and conditions set forth in the PLVA.
Assignor represents and warrants to Assignee that the information contained in
or pertaining to the Rental, including but not limited to any schedule to this
Agreement is accurate in all respects.
This Assignment has been delivered to Assignee in, and shall be construed under
the laws of the State of New York and any action or proceeding relating to this
Agreement shall be initiated in Onondaga County, New York. Assignor hereby
consents to the jurisdiction of the courts of the State of New York and situs
pursuant to this paragraph.
This Assignment shall not be modified or amended except in writing signed by
Assignee and Assignor.
A copy of the Rental and this Assignment kept in the normal course of
Assignee's business may be accepted into evidence as an original in any action
related to this transaction or the Rental.
Assignor:
MDA Capital, Inc.
By: /s/ XXXXX X. XXXXXXX
------------------------
Xxxxx X. Xxxxxxx
Its: President
Dated:
------------------------
