Equipment Financing Agreement

This Financing Agreement ("Agreement") is made and entered into on the date listed below ("Commencement Date"), by and between CandyMachines.com ("Lender"), or its assignee, and the party listed below ("Borrower").

1. Loan Amount and Terms

1.1 The Lender agrees to finance the purchase of coin operated vending and amusement machines for the Borrower in the amount listed below ("Order Total") from the CandyMachines.com order number listed below ("Sales Order Number").

1.2 The Borrower agrees to repay the loan in 18 equal monthly installments listed below ("Monthly Payment") to begin on the date listed below ("Repayment Start Date")

2. Payment Method

2.1 Payment requires an ACH draw from the Borrower's business banking account. 

2.2 The Lender will automatically draw the Borrower's account for the agreed monthly payment amount on the [1st] of each month.

3. Late Payments and Default

3.1 If the Borrower fails to make a payment on time, a late fee of 25% of the total of late payments will be applied.

3.2 If the Borrower misses two consecutive payments, the Lender reserves the right to demand full payment of loan, including all finance and processing fees in full, or repossess the financed equipment.

3.3 Failure to pay any remaining debts as a result of this agreement will be reported to the credit agencies.

4. Repossession

4.1 In the event of default, the Lender has the right to repossess the equipment without further notice. In this event, Borrower agrees to return the equipment to Lender’s warehouse currently located in Elgin, IL or other agreed upon location. 

4.2 The Borrower agrees to allow the Lender access to the premises for the purpose of repossession.

4.3 The Borrower is responsible for all related shipping and freight charges of repossession. 

5. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the state of Delaware.

6. Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings, whether written or oral.

Personal Guaranty

The undersigned guarantor (“Guarantor”), for good and valuable consideration, hereby unconditionally and irrevocably guarantees to Lender the full and prompt payment and performance of all obligations, liabilities, and indebtedness of Borrower under this Equipment Finance Agreement, whether now existing or hereafter arising. This is a continuing guaranty of payment and not of collection.  Guarantor waives notice of acceptance, demand, protest, and all other notices or defenses available to a surety or guarantor, except to the extent such waivers are prohibited by applicable law.  This guaranty shall remain in full force until all obligations of Borrower to Lender have been fully satisfied. Guarantor agrees to pay all reasonable costs, including attorneys’ fees, incurred by Lender in enforcing this guaranty.

Guarantor’s obligations hereunder shall be binding upon Guarantor and Guarantor’s heirs, successors, and assigns.

ADDITIONAL TERMS AND CONDITIONS

AGREEMENT. You want us to provide financing to you pursuant to this Equipment Finance Agreement (“Agreement”) in connection with your acquisition of the equipment and/or rights in the software referenced herein (“Equipment”).  In consideration of us now paying on your behalf, the amounts invoiced to you for the Equipment, and, if applicable, related installation, training, and/or implementation costs, you unconditionally agree to pay us the principal amount set forth above as the Equipment Cost/Amount Financed (as may be adjusted pursuant to the Taxes/Shipping section below), with interest thereon at the rate implicit in the monthly amounts payable under the terms of this Agreement, which you agree to make each month by the due date.  This Agreement will begin on the date we pay your Invoice for the Equipment or any later date we designate.  If you choose to make any payments under this Agreement early, you will not be entitled to take a discount off the aggregate amount of the monthly payments to be made under this Agreement.  If an advance payment is required, the amount exceeding one payment shall be applied to the last payment(s) during the term.

NET AGREEMENT. THIS AGREEMENT IS NON-CANCELABLE FOR THE ENTIRE AGREEMENT TERM. YOU UNDERSTAND WE ARE PAYING FOR THE EQUIPMENT ON YOUR BEHALF BASED ON YOUR PROMISE TO PAY US UNDER THE TERMS OF THIS AGREEMENT, WITHOUT SET-OFFS FOR ANY REASON.

EQUIPMENT USE. Until your obligations under this Agreement are satisfied in full, you agree to keep the Equipment in good working order, use it for business purposes only, not modify or move it from its initial location without our consent, and bear the risk of its non-compliance with applicable laws.  If the Equipment includes any software, we are neither responsible for the software nor the obligations under any related license agreement.

NO WARRANTY. WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. YOU CHOSE THE EQUIPMENT AND YOUR VENDOR BASED ON YOUR JUDGMENT.

ASSIGNMENT. You may not sell, assign or sublease the Equipment or this Agreement without our written consent. We may sell or assign this Agreement or our rights in the Equipment, in whole or in part, to a third party without notice to you.  You agree that if we do so, the assignee will have our rights but will not be subject to any claim, defense, or set-off assertable against us or anyone else.

LOSS OR DAMAGE. You are responsible for loss or damage to the Equipment. No such loss or damage will relieve you from your payment obligations hereunder.  We are not responsible for, and you will indemnify us against, any claims, losses or damages, including attorney fees, in any way relating to the Equipment or data stored on it.  This indemnity will survive the expiration of this Agreement.  In no event will we be liable for any consequential or indirect damages.

INSURANCE. You agree to maintain commercial general liability insurance acceptable to us.  You also agree to: 1) keep the Equipment fully insured against loss at its replacement cost, with us named as loss payee; and 2) provide proof of insurance satisfactory to us no later than 30 days following the commencement of this Agreement, and thereafter upon our written request.  If you fail to maintain property loss insurance satisfactory to us and/or you fail to timely provide proof of such insurance, we have the option, but not the obligation, to secure property loss insurance on the Equipment from a carrier of our choosing in such forms and amounts as we deem reasonable to protect our interests.  If we secure insurance on the Equipment, you will reimburse us the premium which may be higher than the premium you would pay if you obtained insurance, and which may result in a profit to us through an investment in reinsurance. 

OWNERSHIP. You own the Equipment.  We do not/will not own the Equipment at any point during the term of this Agreement unless we take possession of it in connection with exercising default remedies.  You hereby grant us a security interest in the Equipment to secure your performance under this Agreement, to be released at the end of the term provided you have performed all of your obligations under this Agreement. 

TAXES/SHIPPING. You will pay when due all taxes and governmental fees pertaining to or imposed on the Equipment, the Agreement, and any related UCC financing statements.

DEFAULT/REMEDIES. If a payment becomes 10+ days past due, or if you otherwise breach this Agreement, you will be in default, and we may require that you return the Equipment to us at your expense and pay us: 1) all past due amounts and 2) all remaining payments for the unexpired term, discounted at 3% per annum; and we may disable or repossess the Equipment and use all other legal remedies available to us.  You agree to pay all our costs and expenses (including reasonable attorney fees) we incur in any dispute with you related to this Agreement.  You agree to pay us interest on all past due amounts at the rate of 1.5% per month, or at the highest rate allowed by applicable law, if less.  In the event of your default, you waive notices of our intent to accelerate the payments, the acceleration of the payments and of the enforcement of our rights under this Agreement.

MISCELLANEOUS. This Agreement is the entire agreement between you and us relating to the Equipment and supersedes any prior representations or agreements, including any purchase orders.  Amounts payable under this Agreement may include a profit to us.  The parties agree that the original hereof for enforcement and perfection purposes, and the sole “record” constituting “chattel paper” under the UCC, is either (a) the paper copy hereof or (b) the copy of this Agreeement executed by the parties and controlled by us or our assignee or custodian in accordance with the Electronic Signatures in Global and National Commerce Act or any similar state laws based on the Uniform Electronic Transactions Act and other applicable law as electronic chattel paper under the UCC.  Upon execution, the parties agree to be bound to the terms.

USPA DISCLOSURE

To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify and record information that identifies each person who opens an account. What this means to you: When you open an account, we will ask you for your name, address, date of birth, and other information that will allow us to identify you. We may also ask to see your driver’s license or other identifying documents.

PLEASE INCLUDE A COPY OF YOUR DRIVER LICENSE, OR ALTERNATE FORM OF PHOTO IDENTIFICATION WITH PICTURE AND SIGNATURE FOR EACH OF THE PERSON(S) BELOW.

ACH Authorization

The undersigned hereby authorizes or its assignee, in payment of amounts due under or in connection with the above referenced agreement, to accept checks and wire transfers drawn against the account of the Customer with the bank name indicated below and, during the initial or any renewal term of the agreement, to initiate debit entries to said account for payment of Customer’s monthly payment and any other charges and amounts due under such Contracts and, if necessary, credit entries and adjustments for any debit entries made in error. Customer hereby authorizes and directs Bank to honor such checks, wire transfers, debits, and credits.