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EXHIBIT 10.25
[XXXXX, XXXXX, XXXXX & XXXXXXXX LETTERHEAD]
DEBTOR'S NAME, ADDRESS SECURED PARTY'S NAME AND ADDRESS
AND SSN OR TIN
DEPOSIT GUARANTY NATIONAL BANK
USA INDUSTRIES, INC. OF LOUISIANA
00-0000000 Post Office Box 0000
000 Xxxxxxxxx Xxxxxx Xxxxxxx, XX 00000
Xxxxxxxxxx, XX 00000
("You" means the Secured Party, its
("I" means each Debtor who signs.) successors and assigns)
I am entering into this security agreement with you on October 1,
1996.
SECURED DEBTS. I agree that this security agreement will secure the payment
and performance of debts, liabilities or obligations described below that USA
INDUSTRIES, INC. owes to you now or in the future:
SPECIFIC DEBT. The debt, liability or obligation evidenced by
Promissory Note in the principal amount of $500,000.00 dated October
1, 1996 and all extensions, renewals, refinancings, modifications and
replacements of the debt, liability or obligation.
SECURITY INTEREST. To secure the payment and performance of the above
described Secured Debts, liabilities and obligations, I give you a security
interest in all of the property described below that I now own and that I may
own in the future (including, but not limited to, all parts, accessories,
repairs, improvements, and accessions to the property), wherever the property
is or may be located, and all proceeds and products from the property:
ACCOUNTS, INSTRUMENTS, DOCUMENTS, CHATTEL PAPER AND OTHER RIGHTS TO
PAYMENT: All rights I have now and that I may have in the future to
the payment of money including, but not limited to: (a) payment for
goods sold or leased or for services rendered, whether or not I have
earned such payment by performance; and (b) rights to payment arising
out of all present and future debt instruments, chattel paper and
loans and obligations receivable, which I have against any account
debtor or obligor of mine in connection with that certain Vendor's
Agreement with Wal-Mart Stores, Inc.
GENERALLY. "You" means the Secured Party identified hereinabove in this
agreement. "I," "me" and "my" means each person who signs this security
agreement as Xxxxxx and who agrees to give the property described in this
agreement as security for the Secured Debts. All terms and duties under this
agreement are joint and individual. No modification of this security agreement
is effective unless made in writing and signed by you and me. Time is of the
essence in this agreement.
APPLICABLE LAW. I agree that this security agreement will be governed by the
law of the State of Louisiana. If property described in this agreement is
located in another state, this agreement may also, in some circumstances, be
governed by the law of the state in which the property is located.
To the extent permitted by law, the terms of this agreement may vary applicable
law. If any provision of applicable law may not be varied by agreement, any
provision of this agreement that does not comply with that law will not be
effective. If any provision of this agreement cannot be enforced according to
its terms, this fact will not affect the enforceability of the remainder of
this agreement.
OWNERSHIP AND DUTIES TOWARD PROPERTY. I represent that I own all of the
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property, or to the extent this is a purchase money security interest I will
acquire ownership of the property with the proceeds of the loan. I will defend
it against any other claim. Your claim to the property is ahead of the claims
of any other creditor. I agree to do whatever you require to protect your
security interest and to keep your claim in the property ahead of the claims of
other creditors. I will not do anything to harm your position.
I will keep books, records and accounts about the property and my business in
general. I will let you examine these records at any reasonable time. I will
prepare any report or accounting you request, which deals with the property.
I will keep the property in my possession and will keep it in good repair and
use it only for the purpose(s) described in this agreement. I will not change
this specified use without your express written permission. I represent that I
am the original owner of the property and, if I am not, that I have provided
you with a list of prior owners of the property.
I will keep the property at my address listed hereinabove, unless we agree I
may keep it at another location. If the property is to be used in another
state, I will give you a list of those states. I will not try to sell the
property unless it is inventory or I receive your written permission to do so.
If I sell the property I will have the payment made payable to the order of you
and me.
AUTHORITY OF SECURED PARTY TO MAKE ADVANCES AND PERFORM FOR DEBTOR. I agree to
pay you on demand any sums you advanced on my behalf including, but not limited
to, expenses incurred in collecting, insuring, conserving, or protecting the
property or in any inventories, audits, inspections or other examinations by
you in respect to the property. If I fail to pay such sums, you may do so for
me, adding the amount paid to the other amounts secured by this agreement. All
such sums will be due on demand and will bear interest at the highest rate
provided in any agreement, note or other instrument evidencing the Secured
Debt(s) and permitted by law at the time of the advance.
If I fail to perform any of my duties under this security agreement, or any
mortgage, deed of trust, lien or other security interest, you may without
notice to me perform the duties or cause them to be performed. I understand
that this authorization includes, but is not limited to, permission to: (1)
prepare, file, and sign my name to any necessary reports or accounting; (2)
notify any account debtor of your interest in the property and tell the account
debtor to make the payments to you or someone else you name, rather than me;
(3) place on any chattel paper a note indicating your interest in the property;
(4) in my name, demand, collect, receive and give a receipt for, compromise,
settle, and handle any suits or other proceedings involving the collateral; (5)
take any action you feel is necessary in order to realize on the collateral,
including performing any part of a contract or endorsing it in my name; and (6)
to make an entry on my books and records showing the existence of the security
agreement. Your right to perform for me shall not create an obligation to
perform and your failure to perform will not preclude you from exercising any
of your other rights under the law or this security agreement.
WARRANTIES AND REPRESENTATIONS. I will not settle any account for less than
its full value without your written permission. I will collect all accounts
until you tell me otherwise. I will keep the proceeds from all the accounts
and any goods which are returned to me or which I take back in trust for you.
I will not mix them with any other property of mine. I will deliver them to
you at your request. If you ask me to pay you the full price on any returned
items or items retaken by myself, I will do so.
DEFAULT. I will be in default if any one or more of the following occur: (1) I
fail to make a payment on time or in the amount due; (2) I fail to keep the
property insured, if required; (3) I fail to pay, or keep any promise, on any
debt or agreement I have with you; (4) any other creditor of mine attempts to
collect any debt I owe him through court proceedings, (5) I die, am declared
incompetent, make an assignment for the benefit of creditors, or become
insolvent (either because my liabilities exceed my assets or I am unable to pay
my debts as they become due); (6) I make any written statement or provide any
financial information that is untrue or inaccurate at the time it was
provided; (7) I do or fail to do something which causes you to believe that
you will have
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difficulty collecting the amount I owe you.
REMEDIES. If I am in default on this agreement, you have the following
remedies:
1) You may demand immediate payment of all I owe you
under any obligation secured by this agreement.
2) You may set off any obligation I have to you against
any right I have to the payment of money from you.
3) You may demand more security or new parties obligated
to pay any debt I owe you as a condition of giving up
any other remedy.
4) You may make use of any remedy you have under state
or federal law.
5) You may repossess the property and sell it as
provided by law. You may apply what you receive from
the sale of the property to: your expenses; your
reasonable attorneys' fees and legal expenses (where
not prohibited by law); any debt I owe you. If what
you receive from the sale of the property does not
satisfy the debts, you may take me to court to
recover the difference (where permitted by law).
I agree that 1O days written notice sent to my
address listed hereinabove by first class mail will
be reasonable notice to me under the Uniform
Commercial Code.
If any items not otherwise subject to this agreement
are contained in the property when you take
possession, you may hold these items for me at my
risk and you will not be liable for taking possession
of them.
6) In some cases, you may keep the property to satisfy
the debt.
By choosing any one or more of these remedies, you do not waive your right to
later use any other remedy. You do not waive a default if you choose not to
use any remedy, and, by electing not to use any remedy, you do not waive your
right to later consider the event a default and to immediately use any remedies
if it continues or occurs again.
FILING. A carbon, photographic or other reproduction of this security
agreement or the financing statement covering the property described in this
agreement may be used as a financing statement where allowed by law. Where
permitted by law, you may file a financing statement which does not contain my
signature, covering the property secured by this agreement.
I am a corporation, duly existing and organized under the laws of the State of
Alabama.
DEPOSIT GUARANTY NATIONAL I AGREE TO THE TERMS SET OUT IN
BANK OF LOUISIANA THIS AGREEMENT. I HAVE RECEIVED A COPY
OF THIS DOCUMENT ON TODAY'S DATE.
By:/s/ILLEGIBLE /s/ X. XXXX XXXXXXXX, President
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Title: EVP USA INDUSTRIES, INC. Debtor
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By: its Agent, Kart's International
Incorporated
By: /s/ X. XXXX XXXXXXXX
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X. Xxxx Xxxxxxxx, President
