EXHIBIT 10.15
PURCHASING AGREEMENT
This purchasing agreement ("Agreement") is entered into as of June 19,
2001 by and between 3Pea Technologies, Inc., a Nevada corporation ("3Pea") and
eConnect, Inc., a Nevada corporation ("eConnect"). The primary purpose of this
agreement is to govern the purchase by eConnect from 3Pea of specified
quantities of the item known as the 3Pea PAYPAD (the "PAYPAD").
A. Description of PAYPAD. The PAYPAD is a USB hybrid card reading
pad (MSR/smartcard) which will include, after full packaging
by 3Pea, the following items: (1) a four-color printed box;
(2) a user instruction manual running approximately seven
pages; (3) a printed compact disk ("CD") containing the
necessary proprietary software drivers enabling the PAYPAD to
communicate with the host computer; and (4) appropriate
designations demonstrating classification approval by relevant
licensing bodies, including the U.S. Federal Communications
Commission ("FCC") and the Underwriters' Laboratory ("UL").
B. Term of Agreement. This Agreement shall expire by its own
terms six months from its date of execution.
C. Unit price on entire purchase. eConnect agrees to purchase
from 3Pea sixty thousand (60,000) PAYPADs at a price per unit
of $38.00 over the term of this Agreement.
D. Payment and Delivery Schedule. The parties agree to the
following schedule of payments and deliveries:
1. eConnect shall pay $60,000.00 to 3Pea at the time of
execution of this Agreement and shall pay 3Pea an
additional 50,000.00 on June 25,2001
2. eConnect shall pay an additional $140,000.00 to 3Pea
on delivery of four (4) functioning prototypes
approved by eConnect Technical department.
3. eConnect shall pay an additional $130,000.00 to 3Pea
by August 5, 2001.
4. The first ten thousand (10,000) PAYPADs shall be
delivered to eConnect on or about August 15, 2001.
5. Thereafter, 3Pea shall deliver ten thousand (10,000)
PAYPADs to eConnect on a monthly basis, from October
1, 2001 through February 1, 2002.
6. With respect to the monthly shipments of PAYPADs
between October 1, 2001 and February 1, 2002,
eConnect shall pay 3Pea $285.000.00 on the first
business day of each month, beginning September 1,
2001 through January 1, 2002 and an additional
$95,000.00 shall be due to 3Pea on delivery to
eConnect of each monthly shipment.
7. The parties agree and understand that, because the
PAYPADs will be shipped to eConnect by air from
outside the United States, the initial shipment of
PAYPADs may not reach eConnect by August 15, 2001,
and likewise subsequent monthly shipments may not
reach eConnect by the first day of each month during
the term of this Agreement. Accordingly, the parties
agree to a "grace" period with respect to actual
delivery of the PAYPADs to eConnect of fifteen (15)
calendar days from the dates specified herein.
E. Shipping costs. The parties agree that eConnect shall pay to
3Pea an additional charge not to exceed $0.70 per PAYPAD
actually delivered to eConnect per eConnect's request for air
shipment. This sum shall be billed separately to eConnect on a
monthly basis by 3Pea, and will be due and payable to 3Pea
upon receipt by eConnect of such invoice. 3Pea shall provide
shipping services to end users within the Continental United
States.
F. Private labeling. The parties have discussed the possibility
that eConnect may wish to have an additional label or
designation placed on all or some of the PAYPADs. To the
extent the parties agree to so proceed, the parties will
execute a separate and additional written agreement detailing
the terms and costs of such additional labeling.
G. Key Injection. An eConnect consultant or employee will be
given access to PAYPADs at 3Pea storage facility for the
purpose of key injection.
H. Exclusive. During the terms of this contract eConnect must
agree in writing to any third party sale of the PAYPADs by
3Pea.
I. Right of Refusal. 3Pea is granted a 30 day Right of first
refusal by eConnect to address additional PAYPAD orders beyond
the initial six-month contract.
J. 3Pea recognizes that the core business of eConnect is to drive
PERFECT transactions, which is defined as personal encrypted
remote financial electronic card transaction devices which
enable the consumer to effect self serviced remote epayment
transactions with either a credit card, ATM card with PIN,
smart card or other types of financial cards.
K. Material Breech. The parties agree and understand that the
failure of either party to meet the terms of the payment and
delivery schedule set forth in paragraph D hereinabove shall
constitute a material breech of this agreement.
L. Applicable law. This Agreements shall be governed and
construed in accordance with the laws of the State of
California.
M. This Agreement supercedes all prior agreements and constitutes
the entire agreement with respect to the subject matter
hereof. It may not be altered or modified without the written
consent of all the parties.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the date first above written.
3Pea Technologies, Inc. eConnect, Inc.
a Nevada Corporation a Nevada corporation,
/s/ Xxxx X. Xxxxxxxx /s/ Xxxxxx X. Xxxxxx
--------------------------------- ------------------------------------
Signature Signature
By: By:
Name: Xxxx X. Xxxxxxxx Name: Xxxxxx X. Xxxxxx
Its: Chief Executive Officer Its: Chairman & Chief Executive
Officer
