DEALER AGREEMENT by jayjkayelle

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									Seller’s Name: _____________________________

Street Address: _____________________________

City ______________ State ___Zip Code________


                                          DEALER AGREEMENT

To: JLS Financial Incorporated/JLS

        Undersigned (herein called Seller) regularly sell merchandise and desires to offer a plan whereby a quali-
fied customer may elect to make purchases from us from time to time on a credit account (herein called Account).
We completely and accurately obtain credit information concerning such customer. An Account is established by
customer execution of an Conditional Sales Contract describing his rights and obligations with respect to all pur-
chases made from us on such Account.

Seller desires JLS Financial Incorporated (herein called JLS), to purchase from time to time said Contracts at the
price agreed upon from time to time by Seller and JLS and evidenced by JLS’s program outline letter.

To induce JLS to purchase Contracts with limited credit recourse, the undersigned agrees as to each Contract JLS
purchases from Seller that:

       (1)     If a corporation or Limited Liability Company, Seller is and will continue to be throughout the term
               of this Agreement a legal existing entity, qualified to do business in each state in which it is doing
               business;
       (2)     If required by state law, Seller and all appropriated employees are properly licensed to conduct
               business;
       (3)     Seller has and will have unrestricted authority to sell Contracts to JLS in accordance with this
               Agreement, and, if a corporation or Limited Liability Company, Seller and its Board of Directors or
               Managing Partners have done everything necessary to properly sell the Contracts JLS, including the
               execution and delivery of all collateral instruments securing payment of the Contracts and any other
               appropriate instruments.
       (4)     Seller owns the Contracts, free of any claims, liens, security interests, charges or other encumbrances;
       (5)     Each Contract (including all charges or other amounts included) shall be a binding indebtedness
               arising from a good faith sale as described in the Contract to the person(s), specified as the Buyer(s)
               and that the merchandise or services sold will be used by the Buyer(s), unless otherwise indicated
               by Seller.

Each Contract has been or will have been incurred for legally sufficient consideration, and all obligations of guar-
antors, sureties, and other primary and secondary obligors with respect to any and all such Contracts were or will
have been validly incurred for legally sufficient consideration and constitute binding obligations of such guaran-
tors, sureties and other primary and secondary obligors, respectively,

       (6)     There is and shall be no effective legal or equitable defenses, setoffs, or counterclaims against any
               of the Contracts;
       (7)     None of the Contracts have been sold by Seller prior to being offered to JLS;
       (8)     No obligations with respect to the Contracts shall have been obtained or induced by fraud, false or
               misleading representations, unfair or deceptive trade practices, or other unlawful conduct;

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(9)    Credit information concerning the customer shall be obtained by us on an appropriate form in com
       pliance with state and Federal law. Credit information shall be filled in and reported to JLS com
       pletely and accurately;
(10)   Each of the Contracts and all fees or other charges included or to be included in the Amount Fi
       nanced complies or will comply with the requirements of all applicable laws; and Seller has done or
       will have done all necessary acts with respect to the Contracts;
(11)   No agreement exists or will exist where any provision of a Contract has or will be varied in any
       way;
(12)   Any down payment shown in any Contract shall have actually been made in cash or its equivalent
       by the Buyer and no part shall have been, directly or indirectly, advanced by the Seller;
(13)   Seller guarantees all performance and extended warranties (including, but not limited to merchant
       ability and fitness) and all service or similar agreements made by Manufacturer, Seller, or any other
       person relating to merchandise which is the subject of any Contract, even if any such warranty,
       service, or similar agreements are not immediately effective. Unless such agreement provides
       otherwise, Seller agrees to provide repairs and service to Owner of the merchandise or services at
       his usual rates of charge; and
(14)   Seller shall, within ten (10) business days of its receipt provide JLS with a copy of any written com
       plaint from any Obligor(s) relating to any Contract.




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Seller agrees that any Contract assigned by an employee or agent or Seller will convey full and legal ownership of
such Contract and JLS is entitled to rely on such authority.

Seller has the option to deliver via facsimile Contract, Credit Information, and related documents for consideration
of purchase. JLS will identify those Contracts it agrees to purchase and will return those Contracts it refuses to
purchase within two (2) business days. If Contract is approved for purchase, the Seller has ten (10) days to deliver
to JLS the original of the fully executed Contract, Credit Information, and related documents. By its acceptance of
this Agreement, JLS promises that it shall purchase each Contract within five (5) business days after the Contract,
properly assigned, has been delivered to JLS.

If any other agreements above are not true as to any Contract, Seller agrees to purchase on demand from JLS said
Contract for the current net balance. If Obligor under any Contract shall decline to pay JLS any amount due on a
Contract on any ground which, if established, would be a violation of any agreement with respect to such Contract,
JLS may require the repurchase of the Contract by Seller by submitting to Seller a written statement stating ground
on which Obligor has declined to pay. Within 15 days after receipt of such statement, Seller shall either (a) repur-
chase such Contract from JLS for its current net balance or (b) furnish to JLS a written statement by Obligor that
there is no such ground for non-payment or that the same has been corrected to his satisfaction. Within 5 (five)
business days after the receipt of such repurchase price by JLS from Seller, JLS shall reassign and deliver such
Contract to Seller, without recourse to JLS and without representation or warranties, express or implied.

In the event Seller becomes insolvent, executes an assignment for the behalf of creditors, or is a party to any ac-
tion, voluntary or involuntary, under the National Bankruptcy Act, JLS may, as its option, demand immediate
purchase by Seller of all Contracts from Seller then in JLS’s possession for their current net balances thereof.

If JLS employs legal counsel, other than a salaried employee, to collect any liquidated damages or the repurchases
price due from Seller, JLS may charge to Seller its actual expense for such reasonable collection expenses and at-
torney’s fees. Jurisdiction for any legal proceeding will be the Superior Court Of The State Of California, County
Of Los Angeles, East District.




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It shall be agreed that:

(a)     JLS will furnish Seller with contracts, credit applications presently used by JLS; Seller will use such forms
        for transaction that will be offered to JLS, and forms will not be changed without prior approval of JLS.
(b)     JLS reserves to itself entire discretion and freedom of decision as to the purchase on any Contract.
(c)     JLS may, without affecting Seller’s agreements herein, change, modify, extend or renew the dates and or
        amounts of the revolving charge payments in any Contract purchased by it.
(d)     Seller shall comply with state and Federal laws relating to Credit Application, including the Fair Credit
        Reporting Act and the Equal Credit Opportunity Act (“ECOA”). When applying for credit, customers shall
        be given any notices required by state law. Seller shall keep written complaints and a log of oral complaints
        of ECOA violations for 25 months.
(e)     When a Contract acquired includes a charge for an extended warranty, services or similar agreement, Seller
        agrees, in the event that customer moves out of the Seller’s service area, to either arrange for warranty or
        services demanded by customer to be performed by other qualified technicians or refund the unearned por
        tion of the charge assessed for such extended warranties, services or, similar agreements.
(f)     Seller shall indemnify JLS and hold it harmless from and against all loss, cost, damage, and expense,
        including reasonable attorneys fees, at any time incurred (i) because of any liability of Seller, Manufactur
        er, or any other person or entity (other than JLS) related to any merchandise which is the subject of any sale
        or to any services performed or goods furnished by Seller, Manufacturer, or any person or entity to perform
        such services or furnish goods: (ii) because of any liability of Seller or any action at any time taken or
        omitted to be taken by Seller: or (iii) because of the breach or falsity of any agreements in this Agreement.
(g)     Seller shall indemnify JLS and hold it harmless from and against all loss, cost, damage, and expense,
        including reasonable attorney’s fees, at any time incurred by JLS because of any violation of state or Fede
        ral law or regulation or other illegal or actionable conduct. (i) resulting from acts or omissions by Seller or
        its agents in connection with the sale of merchandise, or (ii) resulting from the documents used in con
        nection with the transaction, including, but not limited to documents given to the Buyer pertaining to war
        ranties, service agreement, credit disclosures, insurance, and sales application and contract forms, or (iii)
        resulting from any liability JLS incurs by reason of Notice included on contract which is required by FTC
        Trade Regulation Rule regarding Buyers Claims and Defenses. However, Seller’s liability for sufficiency
        of document contents does not apply to any document provided by JLS, but shall apply to any other fail
        ures or omissions by Seller or its agents related to any such document furnished by JLS including, but not
        limited to Seller’s failure in completing any such document, or properly delivering copies to Buyers.
(h)     JLS shall be subrogated to any causes of action or other rights that Seller may have against Manufacturer or
        other person or entity to the extent necessary to insure that JLS is fully indemnified. Repossession by JLS
        whether with or without notice to Seller shall not impair or avoid Seller’s obligation under this Agreement.
(i)     Seller agrees immediately after each customer signs a Contract that the customer receives a signed copy of
        the completed Contract and retains one copy for Seller. All other portions of the contract shall be delivered
        to JLS.
(j)     JLS will purchase contracts at a discounted price of .00% zero to 35% discount of the amount financed on
        each approved Sales Contract contracts written. A Standard $50.00 dollar processing fee will be charged on
        all purchased contracts.
(k)     Seller’s bad debt recourse is limited to 3 payments by JLS Financial, Inc.
(l)     Dealer will immediately payoff any demand for payment on recourse deals.
(m)      Dealer agrees to repurchase any account that is sold through fraudulent means or that is misrepresented.
(n)     Seller hereby sells, assigns, and transfers, to JLS, all right, title, and interest of Seller in and to all Contracts
        and all other instruments reflecting sales or charges made pursuant thereto made under this Agreement,
        and Authorizes JLS to do every act and thing necessary to collect and discharge same, including the right to
        endorse any check or draft made payable to Seller in connection with this obligation and to take, in Seller’s

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          name or otherwise, all such legal or other proceeding as Seller might have taken, but for this Assignment.
          JLS is now and hereafter authorized and empowered to execute all documents on behalf of any in the same
          name of Seller and is expressly empowered and authorizes to assign and endorse on behalf of Seller any
          and all instruments necessary in the ordinary and usual course of business, which are appropriate to carry
          out the intent of this Agreement.

JLS’s acceptance of this proposal shall constitute the foregoing an Agreement between Seller and JLS which shall
inure to the benefit of and bind their respective heirs, successors and assigns


(If Seller is a corporation place                     Seller: ________________________
Corporate Seal here and Attest below).
                                                      By: __________________________

Attest:                                               Its: __________________________

                                                      Date: _________________________


ACCEPTANCE

JLS acknowledges receipt of the above letter, will rely on the agreements, representation, and warranties contained
therein purchasing Contracts from the above Seller, and will perform JLS’s agreements set forth therein


Accepted at: ___________________ on ______________ , ______

By: _____________________________ Title: ________________




Requirements

JLS needs a copy of your state business license, tax ID, and your current liability insurance before we can
approve your dealer agreement.




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