EXHIBIT 10.10.2
LOAN AND SECURITY AGREEMENT
THIS LOAN AND SECURITY AGREEMENT (this "Agreement") is made
and entered into as of the ___ day of ____________, 19__, by and between
SUNTRUST BANK, CENTRAL FLORIDA, NATIONAL ASSOCIATION (the "Bank"), with its
principal place of business located at 000 Xxxxx Xxxxxx Xxxxxx, Xxxxxxx, Xxxxxxx
00000, and _________________________ (the "Borrower"), a _______ corporation,
with its principal office and place of business located at
___________________________________.
In consideration of the mutual promises contained herein and
to induce Bank to make loans or grant other financial accommodation to Borrower,
the parties agree as follows:
1. DEFINITIONS. As used herein:
a. The definitions of terms set forth in the
Florida Uniform Commercial Code, Chapters 671 - 680, Florida
Statutes, shall be controlling in this Agreement unless the
context clearly requires otherwise.
b. "ACCOUNT" shall mean an immediate right to
payment for inventory sold, rented or leased, and includes a
right to payment under a contract whether or not it has been
earned by performance.
c. "COLLATERAL" shall mean with regard to the Line of
Credit described in paragraph 2 hereof: (a) all of Borrower's Accounts
and Financed Inventory, whether now owned or hereafter acquired and all
products and proceeds of all of the foregoing; and (b) all property of
Borrower now or hereafter in possession of or under control of Bank in
any capacity whatsoever, including, but not limited to, any balance of
any trust, deposit, checking reserve or agency account and proceeds
thereof.
d. "FINANCED INVENTORY" shall mean all __________
Vehicle Inventory and/or Used Motor Vehicle Inventory held for sale,
lease or rent or being possessed for sale, lease or rent in Borrower's
business located at the above address or at any other address at which
the Borrower shall do business selling ___________ Vehicle Inventory,
as now or hereafter conducted, together with all increases, parts,
fittings, radios, accessories and special tools now or hereafter
affixed to any or any part thereof and all replacements of all or any
part thereof.
e. "GUARANTOR" shall mean ____________________.
f. "GUARANTY" shall mean that certain guaranty
agreement executed by the Guarantor in favor of the Bank
dated of even date herewith.
g. "LIABILITY" or "LIABILITIES" shall include the
Note and all liabilities or obligations (primary, secondary, direct,
contingent, sole, joint or several) due or to become due pursuant to
the Note and this Agreement, including costs, expenses, and attorneys'
fees (including attorneys' fees in any bankruptcy or appellate case or
proceeding), whether or not a lawsuit is instituted.
h. "___________ VEHICLE INVENTORY" shall mean new,
previously untitled ___________ automobiles, manufactured or sold by
_________________________ and held for sale, lease or rent or being
processed for sale, lease or rent in Borrower's business, as now or
hereafter conducted, together with all increases, parts, fittings,
radios, accessories and special tools now or hereafter affixed to any
or any part thereof and all replacements of all or any part thereof.
i. "NOTE" shall mean the revolving-floorplan line of
credit promissory note in the maximum aggregate principal amount of
$__________, payable on demand, representing the Borrower's
indebtedness described in paragraph 2 hereof and otherwise payable
pursuant to the provisions of this Agreement, in form and substance
satisfactory to the Bank and any and all renewal or modifications
thereof and allonges thereto.
j. "PRIME RATE" shall mean the annual interest rate
announced by SunTrust Banks of Florida, Inc. from time to time as the
"Prime Rate" (which interest rate is only a bench xxxx, is purely
discretionary and is not necessarily the best or lowest rate charged
borrowing customers of any subsidiary bank of SunTrust Banks of
Florida, Inc.), with such change in the prime rate to be effective at
12:01 a.m. on the day any such change in the prime rate is announced by
SunTrust Banks of Florida, Inc.
k. "USED MOTOR VEHICLE INVENTORY" shall mean all
program/demonstrator and/or used motor vehicles, approved by the Bank,
and held for sale, lease or rent or being processed for sale, lease or
rent in Borrower's business, as now or hereafter conducted, together
with increases, parts, fittings, radios, accessories and special tools
now or hereafter affixed to any or any part thereof and all
replacements of all or any part thereof.
2. LINE OF CREDIT. Subject to the terms of this Agreement Bank
shall make available to Borrower a line of credit for the purchase by Borrower
of Financed Inventory. The actual principal balance due Bank at any given time
will be determined not by the face amount of the Note but by the aggregate
principal amount actually advanced by Bank to Borrower, plus interest thereon,
less any sums collected by Bank in payment of interest and in reduction of
principal of the loan or loans represented by the Note. The aggregate balance of
principal remaining outstanding at any one time for advances hereunder shall
never exceed the total of $___________, up to $___________ of which may be used
for the purchase of Used Motor Vehicle Inventory.
3. INTEREST RATE. Notwithstanding the rate of interest
specified on the Note, the interest payable under the Note shall accrue as
follows: with regard to the Note, for each advance hereunder, remaining unpaid,
shall initially bear interest from the date of the advance at a rate equal to
the Prime Rate for advances for all Financed Inventory; provided, however, that
the interest rate accruing under the Note shall never exceed the maximum lawful
rate, established from time to time, under the laws applicable to loans in
Florida. Any interest due on the loan made hereunder or any other Liability
shall be calculated on the basis of a year containing 360 days. The interest
rate may be adjusted from time to time by Bank.
4. ADVANCES. From the date hereof until the termination of
this Agreement as provided in paragraph 21 hereof, the Borrower shall be
entitled to advances of principal made in accordance with the terms hereof.
Advances pursuant hereto shall be used solely for the purchase of Financed
Inventory and shall be disbursed as follows:
a. For _____ Vehicle Inventory, Borrower shall cause
the manufacturer or seller from whom such Financed Inventory is
purchased to deliver directly to Bank: (i) the invoice or invoices
covering said item of Financed Inventory; (ii) the manufacturer's
statement of origin; (iii) a draft for the invoice price of the item of
Financed Inventory; and (iv) such other documents as Bank may request.
Upon receipt of the foregoing documents in form satisfactory to Bank,
Bank may upon receipt of same, pay the
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draft. Bank's payment of any draft covering the invoice
price will constitute an advance to Borrower hereunder.
b. Borrower may from time to time request loans for
the purchase of Used Motor Vehicle Inventory in an amount equal to the
less or (a) the Borrower's cost of acquiring the used motor vehicle or
(b) the Black Book "clean" value of any such motor vehicle. Each
request shall be in writing and shall be accompanied by: (i) the Motor
Vehicle Certificate of Title for the used motor vehicle; (ii) the
executed contract fore sale of the vehicle; and (iii) such other
documents as may be requested by Bank. Upon receipt of the foregoing
documents in form and substance satisfactory to Bank, Bank may upon
approval of same, pay the amount requested to the seller of the vehicle
and such payment shall constitute an advance to Borrower hereunder.
5. TRUST RECEIPTS. Borrower shall execute trust receipts with
respect to each unit of the Financed Inventory. Borrower hereby appoints Bank as
Borrower's attorney in Borrower's name and stead to: (a) execute, sign and seal
trust receipts describing the Financed Inventory so purchased on forms supplied
by Bank, a specimen copy being attached hereto and marked Exhibit "A" and by
reference made a part hereof; and (b) do and perform all and every act and thing
whatsoever requisite or necessary or proper to be done to carry out the terms of
this Agreement, for all intents and purposes as Borrower might or could do if
personally present. Borrower hereby ratifies and confirms all that Borrower's
attorney or its substitute shall lawfully do or cause to be done by virtue
hereof. Bank shall forthwith supply Borrower with a conformed copy of all trust
receipts so executed. Upon execution of such trust receipts the same are to be
deposited with and retained by Bank.
6. LINE OF CREDIT PAYMENTS. Notwithstanding any of the terms
hereof, upon the sale of any specific item of Financed Inventory, Borrower will
immediately pay to Bank the amount advanced by Bank for such item of Financed
Inventory less only any sums paid by Borrower to Bank and applied by Bank
against the amount advanced for the Financed Inventory. From the date Bank
advances sums in conjunction with the purchases of any specific item of Financed
Inventory until the sale thereof, Borrower shall pay Bank a principal reduction
of the amount so advanced on the specific item of Financed Inventory as provided
in Exhibit "B" attached hereto. Payment of interest accruing under the Note
shall be paid monthly, commencing ___________, 19__, and continuing on the first
day of each month thereafter throughout the term of this Agreement, with
principal payable on demand.
7. SECURITY INTEREST. As security for the payment of
all loans and advances now or in the future made hereunder,
including the Note, and for all other Liabilities, including any
extensions, renewals or changes in form of any thereof, Borrower
hereby assigns to Bank and grants to Bank a security interest in
the Collateral.
8. FEE. At the time any request for advance is made
with regard to any item of Financed Inventory, the Borrower shall
pay to the Bank a fee of One Dollar ($1.00) per item of Financed
Inventory.
9. OTHER OBLIGATIONS. So long as any Liability to Bank is
outstanding, Borrower will not without the prior written consent of Bank borrow
from anyone except Bank on security of, or pledge or grant any security interest
in, the Collateral to anyone except Bank, or permit any lien or encumbrance to
attach to the foregoing, or any levy to be made thereon, or any financing
statement (except Bank's financing statement) to be on file with respect
thereto.
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10. FINANCIAL COVENANT. At all times during the term
of this Agreement, the Borrower shall maintain a financial
condition satisfactory to the Bank in its sole and absolute
discretion.
11. ADDITIONAL COVENANTS. Borrower shall: (a) immediately
notify Bank in writing of any change in the location of the place of business
where the bulk of Borrower's Financed Inventory is located or any change in the
location of the place of business where the records concerning Borrower's
Accounts are kept; (b) collect its Accounts and sell its Financed Inventory only
in the ordinary course of business; (c) keep accurate and complete records of
its Financed Inventory and Accounts; (d) pay and discharge when due all taxes,
levies and other charges on its Financed Inventory and on account of or in
connection with its Liabilities and notes evidencing the same, including
documentary tax stamps; (e) join with Bank in executing one or more financing
statements, notices, affidavits, or similar instruments in form satisfactory to
Bank, and such other instruments as Bank may from time to time request, and pay
the cost of filing the same in any public office deemed advisable by Bank; (f)
deposit with Bank any certificates of title issued with respect to any of the
Financed Inventory with notation thereon of the security interest hereunder,
which notation by proper public officer the Borrower will promptly obtain; (g)
give Bank (A) annually, within one hundred twenty (120) days of the expiration
of the respective fiscal years of each automobile dealership in which
_________________ has an ownership interest (collectively, the "___________
Dealerships"), a review quality financial statement with respect to each
___________ Dealership, prepared by a Certified Public Accountant acceptable to
the Bank, (B) monthly, within fifteen (15) days of the end of each month, the
internally prepared financial statements of each of the ___________ Dealerships,
certified by the Chief Financial Officer of each such dealership, and (C) such
other financial statements, reports, certificates, lists of purchasers of the
Collateral (showing names, addresses, and amount owing) and other data
concerning its collections, the Collateral and other matters as Bank may from
time to time specify or require; permit Bank or its nominee to examine all of
Borrower's records relating thereto at any time and to make extracts therefrom,
and to inspect and check the Collateral; (h) give Bank immediate written notice
(A) any adverse change in Borrower's financial condition, and (B) all threatened
or actual actions, investigations or proceedings affecting Borrower; (i)
maintain Borrower's principal demand and deposit accounts with Bank, maintaining
therein at all times sufficient balances for said accounts to be profitable to
Bank; (j) cause to be delivered to Bank personal financial statements, in form
and substance reasonably acceptable to the Bank and attested to by the
Guarantor, annually, within thirty (30) days of the one year anniversary date of
the most current personal financial statement on file with Bank; (k) cause to be
delivered to Bank the personal federal tax return of the Guarantor, annually,
within a reasonable time after same is filed with the Internal Revenue Service;
and (1) within ten (10) business days of the date hereof, deliver to the Bank
such UCC-3 termination statements and/or other documents or instruments
necessary to enable the Borrower to grant to the Bank a first priority security
interest in all Collateral.
12. REPRESENTATIONS AND WARRANTIES OF BORROWER. Borrower
hereby represents and warrants to Bank that: (a) Borrower is a corporation duly
organized and validly existing under the laws of the State of Florida; (b)
Borrower has all the power necessary to own assets; (c) the execution of this
Agreement and the documents referred to herein have been duly authorized by the
requisite corporate action; (d) the person signing for the Borrower has been
duly authorized to do so; (e) in connection with each of Borrower's Accounts:
(i) it represents a bona fide complete transaction; (ii) the title of
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Borrower to the Account and, except as against the purchaser, to any goods, is
absolute; (iii) the Account has not been transferred to any other person, and no
person, except Borrower has any claim thereto, or, with the sole exception of
Purchaser, to the goods; (iv) no setoff or counterclaim to such Account exists
and no agreement has been made with any person under which any deduction or
discount may be claimed, except regular discounts allowed by Borrower for prompt
payment; (f) in connection with Borrower's inventory Borrower is and will be the
absolute owner thereof; (g) Borrower is not a party to any agreement which, by
its terms or by operation of law, would conflict with this Agreement; (h) the
location where Borrower keeps the bulk of its Financed Inventory is at the
address stated in the preamble of this Agreement and the office where it keeps
its records concerning all of its Accounts is at the office of the Borrower at
________________________________________; (i) Bank's security interest in the
Collateral shall at all times be a first priority security interest; (j) no
material employee benefit plan maintained by Borrower (or any of its
subsidiaries or affiliates) which is subject to Part 3 of Subtitle B of Title I
of The Employee Retirement Income Security Act of 1974, as amended (hereafter
referred to as "ERISA") had a material accumulated funding deficiency (as
defined in /section/302 of ERISA) as of the last day of the most recent fiscal
year of such plan, or would have had such a deficiency if such year was the
first year of such plan; (k) no material liability to the Pension Benefit
Guaranty Corporation has been or is expected by Borrower (or its subsidiaries or
affiliates) to be incurred with respect to any such plan; (1) Borrower is not
required to contribute to a multi-employer pension plan (as defined in the
Multi-employer Pension Plan Amendments Act of 1980) and has no withdrawal
liability (as defined in such Act) to any multi-employer pension plan; and (m)
as of the date hereof, no material adverse change in the Borrower's financial
condition has occurred from the date of the Borrower's most recent fiscal year
end financial statements.
13. INSURANCE. Borrower shall, at Borrower's expense, acquire
and at all times maintain one or more policies of insurance covering Borrower's
Financed Inventory in such amounts, covering such risks and with such insurance
companies as may be satisfactory to Bank from time to time. Bank shall be named
as loss payee under such policy by New York standard or Union standard
endorsement. Certificates evidencing such insurance shall be delivered to Bank.
The policy and certificate shall provide that the policy is not cancellable on
less than ten (10) days notice to Bank. If Borrower fails to obtain and pay for
insurance as provided herein, then Bank may pay the premiums or acquire
insurance from another source and insure the interests of Bank and Borrower or
insure only the interests of Bank, without waiving or affecting any rights under
this Agreement. Every payment for insurance made by Bank shall bear interest
from the date thereof at the maximum rate allowed by law and each such payment
and interest thereon shall be secured by this Agreement. Bank shall be entitled
to retain and receive all experience rating credits which may accrue under or in
connection with any insurance which is procured by Bank pursuant to the
authorization contained herein.
14. COLLECTIONS. Bank shall have the right at any time and
from time to time, without notice to: (a) endorse all items of payment which may
come into Bank's possession or control and are payable to Borrower; (b) make
exchanges, substitutions or surrenders of Collateral; (c) insure Financed
Inventory to Bank's satisfaction if Borrower fails to do so and pay for the
same, and pay for the account of Borrower, any taxes, levies or other charges
affecting Borrower's Financed Inventory or upon or on account of this Agreement
or any Liability or any writing evidencing any Liability, which Borrower fails
to pay, and any such payment shall constitute a Liability of Borrower; (d)
notify purchasers that Accounts have been assigned to Bank, collect all
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Accounts in Bank's or Borrower's name, and take control of any cash or noncash
proceeds of Accounts and of any Financed Inventory; (e) compromise, extend or
renew any account or deal with the same as it may deem advisable; and (f)
inspect any of the places of business of Borrower from time to time upon demand.
15. USE OF COLLATERAL. Until default, Borrower may: (a) use
its Financed Inventory in any lawful manner not inconsistent with this
Agreement and the terms of any insurance thereon; (b) sell its Financed
Inventory in the ordinary course of business; and (c) use and consume any raw
materials and supplies, the use and consumption of which is necessary to carry
on Borrower's business.
16. LOCATION OF FINANCED INVENTORY. Borrower agrees not to
remove or permit the removal of any Financed Inventory outside the
continental United States or Canada or transfer, dispose of or illegally or
improperly use said Financed Inventory.
17. CONDITIONS PRECEDENT. Prior to any advance being
made under this Agreement:
a. Borrower shall cause its landlord to execute
and deliver to Bank, a landlord's subordination agreement in
form and substance fully satisfactory to Bank;
b. the Borrower shall execute and deliver to
Bank the Note;
c. the Borrower shall deliver to Bank evidence
of insurance in accordance with paragraph 13;
d. the Borrower shall cause the Guarantor to
execute and deliver to Bank (i) a personal financial
statement on the Bank's form and (ii) an unconditional
guaranty fully satisfactory in form and substance to Bank;
e. the Borrower shall deliver to Bank evidence
of dealer approval from ____________________________________
along with an executed sales and service agreement and a
repurchase agreement satisfactory to Bank;
f. the Borrower shall deliver to Bank a copy of
the facility lease confirming the lease terms;
g. the Borrower shall deliver to Bank a properly
filed fictitious name affidavit, if necessary;
h. the Borrower shall deliver to the Bank such
UCC-3 termination statements and/or other documents or
instruments necessary to enable the Borrower to grant to the
Bank a first priority security interest in all Collateral;
i. the Borrower shall deliver to the Bank a
Secretary's Certificate and a Certificate of Resolution of
Board of Directors and Incumbency Certificate, each in form
and substance acceptable to the Bank; and
j. the Bank and ______________________________
shall enter into an Intercreditor Agreement in form and
substance satisfactory to the Bank in its sole and absolute
discretion.
18. DEFAULT AND REMEDIES. Borrower shall be in default under
this Agreement if: (a) at any time any warranty, representation, certificate
or statement of Borrower is not true, (b) any Liability or any part or
installment thereof or interest thereon is not paid when due, (c) any event of
default as defined in any note or other evidence of Liability held by Bank
should
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occur, (d) if Borrower should fail to observe or perform any agreement or term
hereof, or (e) the Guarantor defaults under the Guaranty. If Borrower is in
default under this Agreement or if Bank at any time feels insecure for any
reason whatsoever, then: (i) Borrower's rights, if any, to any further advances
or loans hereunder shall immediately terminate; (ii) Bank may, at its option,
thereupon or thereafter declare all Liabilities of Borrower to Bank, or any of
them selected by Bank (notwithstanding any provisions thereof) immediately due
and payable without demand or notice of any kind and the same thereupon shall
immediately become and be due and payable without demand or notice (but with
such adjustments, if any, with respect to interest or other charges as may be
provided for in the promissory note or other writing evidencing any Liability)
and such liabilities shall thereafter accrue interest at the highest rate
permitted by law; (iii) in addition to any other rights and remedies which Bank
may have, Bank shall have and may exercise immediately and without demand, any
and all the rights and remedies granted to a secured party upon default under
the Uniform Commercial Code; (iv) upon the request or demand of Bank, Borrower
shall, at Borrower's expense, assemble the Collateral and make it available to
Bank at a convenient place acceptable to Bank; (v) Borrower shall immediately
execute and deliver to Bank any and all instruments, documents, certificates of
title, or any similar items which Bank, in its sole discretion, deems necessary
to dispose of said Financed Inventory and Borrower hereby appoints Bank its
attorney in fact to execute, sign and seal any and all instruments, documents,
certificates of title or any similar items which the Bank, in its sole
discretion, deems necessary to dispose of the Collateral after default; and (vi)
Borrower shall pay to Bank on demand any and all costs and expenses, including
legal expenses and reasonable attorneys' fees, including costs, expenses and
reasonable attorneys' fees on appeal, incurred or paid by Bank in protecting and
enforcing Liabilities and the right of Bank hereunder, including Bank's right to
take possession of the Collateral and to hold, prepare for sale, sell and
dispose of the Collateral, whether or not a lawsuit is instituted. Any notice of
sale, disposition or other intended action by Bank, sent to Borrower at the
address of Borrower as may from time to time be shown on Bank's records, at
least five (5) days prior to such action, shall constitute reasonable notice to
Borrower although a shorter period of notice may also be reasonable. It shall be
commercially reasonable for Bank to sell the Collateral on a wholesale basis to
a dealer or dealers in new or used property of like kind to the Collateral, or
to sell to a purchaser directly or through a dealer in such new or used
property; but the enumeration of the foregoing methods of disposition are
without limitation on Bank's right to dispose of the Collateral by any other
manner or method (whether by sale, lease or otherwise) in a commercially
reasonable manner. Bank shall have the right to apply all or any part of any
surplus if any, from disposition of the Collateral to (or to hold same as a
reserve against) all or any Liabilities of Borrower to Bank, whether or not
they, or any of them, be then due, and in such order of application as Bank may
from time to time elect.
19. WAIVER. Borrower waives: (a) protest of all commercial
paper at any time held by Bank on which Borrower is in any way liable; (b)
notice of nonpayment at maturity of any and all accounts; and (c) except where
required hereby, notice of action taken by Bank. No waiver by Bank of any
default shall operate as a waiver of any other default or of the same default on
a future occasion. No delay or omission on the part of Bank in exercising any
right or remedy shall operate as waiver thereof, and no single or partial
exercise by Bank of any right or remedy shall preclude or affect any other or
further exercise thereof or the exercise of any other right or remedy.
20. SUCCESSORS AND ASSIGNS. All rights of Bank
hereunder shall inure to the benefit of Bank's successors and
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assigns. All obligations of Borrower shall bind the successors and assigns of
Borrower.
21. TERMINATION. This Agreement may be terminated by Borrower
by the payment of all Liabilities, if not earlier terminated as provided herein.
Bank may terminate this Agreement upon thirty (30) days written notice to
Borrower, mailed or delivered to the address shown in the preamble of this
Agreement or to the last known address of the Borrower or other party to whom
such notice is addressed, shown on the records of the Bank or otherwise known.
Upon the expiration of said thirty day period, Bank shall be under no obligation
to make further advances hereunder. Termination of this Agreement shall not in
any way affect the rights and liabilities of the parties hereunder relating to
loans made and Accounts, Financed Inventory or other Collateral pledged prior to
the date specified in such notice.
22. COSTS AND EXPENSES. Borrower shall pay upon demand: (a)
all costs and expenses arising out of or in connection with this Agreement,
including documentary stamp taxes, filing and recording fees and attorneys' fees
in connection with the preparation of this Agreement and related documents; and
(b) all service and administrative fees as may be charged by Bank from time to
time in connection with this Agreement, including Bank's customary fee for
processing trust receipts.
23. MISCELLANEOUS. Time is of the essence of this Agreement.
The provisions of this Agreement are cumulative and in addition to the
provisions of any liability and any note or other writing evidencing any
Liability secured by this Agreement, and Bank shall have all the benefits,
rights, and remedies of any liability and any note or other writing evidencing
any Liability secured hereby. The singular pronoun when used herein, shall
include the plural, and the neuter shall include the masculine and feminine.
Wherever possible, each provision of this Agreement shall be interpreted in such
manner as to be effective and valid under applicable law, but if any provisions
of this Agreement shall be prohibited by or invalid under applicable law, such
provisions shall be ineffective to the extent of such prohibition or invalidity,
without invalidating the remainder of such provision or the remaining provisions
of this Agreement. The paragraph headings used herein are for convenience of
reference only and shall not be considered to expand, limit or otherwise
construe the terms of this Agreement.
24. PRIOR UNDERSTANDINGS. This Loan and Security Agreement
supersedes all prior understandings and agreements, whether written or oral,
among the parties hereto relating to the transactions provided for herein.
Agreed to as of the date first set forth above.
"BANK"
SUNTRUST BANK, CENTRAL
FLORIDA, NATIONAL ASSOCIATION
By:___________________________
Name:____________________
Title:___________________
"BORROWER"
__________________________, a
_______ corporation
By:___________________________
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Name:____________________
Title:___________________
(CORPORATE SEAL)
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ACKNOWLEDGEMENT OF GUARANTOR OF
LOAN AND SECURITY AGREEMENT
The undersigned Guarantor hereby acknowledges and consents to the terms
of the Loan and Security Agreement executed by and between SUNTRUST BANK,
CENTRAL FLORIDA, NATIONAL ASSOCIATION, and ____________________, a _________
corporation, dated of even date herewith.
Dated as of the ___ day of ____________, 19__.
Signed, sealed and delivered in the presence of:
--------------------------- ------------------------------
---------------------------
STATE OF FLORIDA
COUNTY OF ___________
The foregoing instrument was acknowledged before me this ___
day of ____________, 19___, by ____________________. Said person (check one) |_|
is personally known to me, |_| produced a driver's license (issued by a state of
the United States within the last five (5) years) as identification, or |_|
produced other identification, to wit: ______________________________________.
-----------------------------------
Print Name:________________________
Notary Public, State of Florida
Commission No.:____________________
My Commission Expires:_____________
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Exhibit "A"
PAYMENT SCHEDULE
TYPE OF INVENTORY PAYMENT DUE DATE
A. New _________ Motor Vehicle Payment in full _____ (__)
Inventory years from finance date
B. Used Motor Vehicle Inventory __________ percent (__%) of
financed amount due at
________ (__) calendar days
from the finance date; and
Balance due at __________ (__)
calendar days from the finance
date
C. Demonstrator Motor Vehicles __________ percent (__%) per
calendar month for each
financed demonstrator vehicle
with over 1,000 miles
