Purchase agreement with recourse

Purchase agreement with recourse. A desires to assign and discount with B, with recourse on A, notes, secured by chattel mortgage, conditional sales contracts, or other obligations (all of which are hereafter referred to as notes) signed by customers of A in connection with their purchase from A of personal property on credit; and in consideration of B's discounting of such notes as may be acceptable to B and of the payment to A by B of the price which B shall from time to time establish, A agrees to the following terms which shall apply to all notes which are discounted subsequent to the date of this agreement and to any notes which may have been previously discounted with B. The parties agree as follows: 1. In addition to A's assignment on each note discount with B, A agrees that on all notes discounted, a sum equal to _________ percent of the amount due A by B on each note shall be retained by B and set up on B's books of account as a reserve account. The monies placed in the account mentioned above shall under no circumstances be considered as belonging to A and A shall have no right whatsoever to the return of such monies or any part until the reserve account equals _________ percent of the total unpaid balances of all outstanding notes, or until this contract has been terminated as provided hereafter, and all notes which A has discounted to B are liquidated. It is clearly understood that the reserve may be used by B at B's option, to pay or satisfy any note in default or, delinquent installments of a note, any loss, cost, damages, or expenses which B may suffer or incur by reason of A's default or of any breach by A of any of the provisions of this agreement, or of any provision in the notes as contemplated under this agreement. 2. A warrants that all notes will be genuine in every respect and shall be free from all setoffs, that the property sold by A will be free from all liens, that all statements in the notes will be true and complete, and that the property will have been completely installed or delivered and unconditionally accepted by the buyer on the date such notes are discounted to B. A further warrants that the property will be the identical property described in the notes and that should the customer return any property to A which is covered by any note discounted to B that A will notify B immediately of such fact. Further, A will provide service on all property sold by A in accordance with A's contract with the customer and with the policies established by the manufacturer. 3. A agrees to make appropriate entries on its books disclosing all transactions with B. A further agrees to furnish B with a certified copy of an independent audit report whenever such is deemed necessary by B. Furthermore, whether or not requested by B, A will furnish to B a report within _________ days after the end of each fiscal year. In addition, A agrees to furnish B with a signed financial statement at the end of each calendar quarter. 4. In the event A becomes insolvent or ceases to do business as a going concern, or if A makes an assignment for the benefit of creditors, or if a petition for a receiver or in bankruptcy is filed by or against A, it is specifically understood that the reserve mentioned above shall be held by B and used in accordance with the provisions of this agreement pertaining to it and until all notes discounted from A are liquidated. 5. B shall have the right to make collections on all notes discounted to B. A agrees not to solicit or make any collections or repossessions with respect to any such notes and not to accept the return of or make any substitutions of any personal property covered by it except with the written consent of B pertaining to a particular note or notes.