ABSOLUTE SALE, TRANSFER AND ASSIGNMENT OF STRUCTURED
SETTLEMENT PAYMENT RIGHTS
AND NOW, THIS AGREEMENT FOR THE SALE TRANSFER OF STRUCTURED SETTLEMENT ANNUITY SALE AND ASSIGNMENT AGREEMENT DATED AS OF THE 21ST DAY OF MARCH 2022 IS ENTERED INTO WITH EFFECTIVE DATES ONLY APPLICABLE PURSUANT TO FULL VESTING OF DISCLOSURE PERIODS AS ENUMERATED BY STATE STATUTE SUCH THAT EVEN IF THE DISCLOSURES AND CONTRACT ARE SIGNED THE SAME DAY THE PARTIES TO THIS AGREEMENT AGREE THAT THE CONTRACT WILL ONLY BECOME EFFECTIVE AFTER THE DISCLOSURE PERIOD HAS COMPLETED:
This Agreement is entered BY AND BETWEEN:
RICKEY WHITEHEAD
AN INDIVIDUAL RESIDING IN THE STATE OF ARKANSAS
(HEREINAFTER CALLED THE “SELLER”)
-AND-
LEAF 002, LLC
A LIMITED LIABILITY COMPANY
PURSUANT TO THE LAWS OF THE STATE OF DELAWARE
(HEREINAFTER CALLED “BUYER”)
AND NOW WITNESS THAT for valuable consideration of the promises between Seller and Buyer, the mutual covenants and agreements herein contained and other good and valuable consideration (the receipt and sufficiency of which each party hereto irrevocably acknowledges), the Parties hereto agree as follows: SECTION ONE
SALE AND PURCHASE OF STRUCTURED SETTLEMENT PAYMENT RIGHTS 1.1 AGREEMENT TO BUY AND SELL
Subject to the terms and conditions set forth in this Absolute Structured Settlement Annuity Sale and Assignment Agreement and schedules hereto, which form an integral part of this agreement (collectively referred to as the
“Agreement”), Seller hereby agrees to sell, transfer, deliver and irrevocably assign to Buyer and Buyer’s successors and assigns at Closing (as hereinafter defined), and Buyer hereby agrees to buy from Seller, all of Seller’s right, title and interest DocuSign Envelope ID: C507E4C5-AF6D-465C-87D5-347A0ECA4FE9 in (a) certain payments arising out of an agreement or order to settle a personal injury damage claim (such agreement or order, the “Settlement Agreement”), to which Seller is a party and the payment obligations under which have been assigned to the Annuity Owner, as defined in the Terms Rider attached as Schedule “A” hereto, which said payments are set out and more particularly defined in the Terms Rider (such payments are hereinafter collectively referred to as the “Assigned Payments”), (b) the Annuity (as defined in said Terms Rider) and
(c) all Related Rights (as defined in Section 1.9 of this Agreement). Notwithstanding any references to the Annuity in this Agreement or any other provision of this Agreement to the contrary, the parties agree that the “Assigned Payments” and Related Rights hereunder shall include without limitation Seller’s rights under the Settlement Agreement as against the Annuity Owner with respect to the payments identified on Schedule “A” and shall not be limited to Seller’s rights under the Annuity.
1.2 SALE PRICE AND TERMS OF PAYMENT.
The Parties agree that the Purchase Price (hereinafter called the “Purchase Price”) for the Assigned Payments is as set out in the Terms Rider. Buyer covenants and agrees to pay the Purchase Price on the Closing Date (as hereinafter defined in Section 1.3 hereof) to the Seller in immediately available funds by wire transfer, bank draft or certified check, at Buyer’s discretion. Should any payment from the Assigned Payments be received by the Seller prior to the Closing Date then Seller shall have the right to keep said payment(s) and the Purchase Price shall be reduced by the amount of any such payment(s). Seller keeping these payments is defined in the next section as Holdbacks.
(a) Holdbacks. (a) If the Periodic Payments are monthly payments, at Closing, Buyer shall have the right, but not the obligation, to hold back from the Purchase Price an amount equal to the next three (3) Periodic Payments due Seller. Once a payment has been received by Buyer directly from Annuity Owner or Annuity Issuer, Purchaser will release the balance of the held amounts to Seller, without interest, less an amount equal to the sum of all Periodic Payments received by Seller after the Closing Date. Buyer and Seller will agree to have discussions of payments made to Seller to the holdback period to come to mutual understanding of the amounts if any that are subject to holdback provisions as defined herein,
DocuSign Envelope ID: C507E4C5-AF6D-465C-87D5-347A0ECA4FE9 1.3 CLOSING AND FINALIZATION OF THIS TRANSACTION.
The finalization and closing of the within transaction shall occur on the fifth (5th) business day following the date on which the last of the conditions precedent set forth in Section 2.1 have been fully and completely satisfied (hereinafter referred to as the “Closing Date). The closing shall take place at the Closing Place as stipulated in the Terms Rider or at such other location agreed upon in writing by Buyer and Seller. At any time prior to the Closing Date Buyer shall have the sole and absolute discretion to cancel this Agreement without further obligation to Seller if (i.) Seller defaults in respect of his obligations hereunder; or (ii) otherwise in accordance with the Agreement. Further, should any of the conditions precedent remain unsatisfied by the Conditions Date as set out in the Terms Rider then Buyer shall have the sole and absolute right to cancel this Agreement at any time thereafter without further obligation of Buyer to Seller. Buyer endeavors to act in good faith at all times and to work in a punctual manner to complete this transaction even after the hearing date for approval of this transaction. 1.4 DELIVERY OF ASSIGNED PAYMENTS.
In exchange for the good and valuable consideration, Seller shall deliver or cause to be delivered and assign, and Buyer shall accept, the Assigned Payments on the Closing Date. Seller covenants with Buyer that at the time of closing on the Closing Date title to the Assigned Payments will be good and marketable, free and clear of all claims, liens, mortgages or encumbrances of any kind or character. Seller agrees without waiver that if Seller enters into a subsequent transaction for the sale of any or all of the payments that are part of this Agreement; that such subsequent transaction is expressly voidable.
1.5 ACCESS TO INFORMATION AND DOCUMENTS.
From and after the date of this Agreement and up to the Closing Date, Buyer shall, on reasonable notice to Seller from time to time have access to all documents and information related to the Annuity and the Assigned Payments as well as all related or underlying agreements (“Documents”) for purposes of reviewing same. When requested by Buyer, Seller shall deliver copies of the Documents to Buyer for Buyer’s review and files, which Documents shall include but not be limited to (i.) a copy of the underlying settlement and release agreement/order under which Seller is entitled to receive the Assigned Payments;
(ii) the Annuity contract(s); (iii) a qualified assignment and release if applicable; DocuSign Envelope ID: C507E4C5-AF6D-465C-87D5-347A0ECA4FE9
(iv) a structured settlement questionnaire (to be provided by Buyer and executed by Seller); (v) a statement of legal representation; (vi) a W-9 tax form; (vii) proof of Seller’s age of majority and other valid government-issued personal identification; (viii) Seller’s most recent federal and state income tax returns; (ix) and such other documents and information as Buyer may reasonably request depending on the personal situation of the Seller. Seller may not unreasonable withhold any medical, legal or financial information related herein. 1.6 STATE STATUTORY DISCLOSURE STATEMENT.
Upon execution of this Agreement, Seller hereby acknowledges receipt of a disclosure statement (“Disclosure Statement”) setting out various information regarding this transaction.
1.7 GRANT TO BUYER OF IRREVOCABLE POWER OF ATTORNEY FROM SELLER.
(a) As detailed herein and as it related solely with respect only to the Assigned Payments, Seller constitutes and irrevocably appoints Buyer or Buyer’s successor or assign the true and lawful attorney for Seller and for Buyer’s use and benefit to accept, sign, endorse, negotiate and/or transfer without restriction, in Seller’s name and on Seller’s behalf, all checks, drafts, promissory notes, or other instruments, payable to Seller’s order, or which may require Seller’s endorsement, and received pursuant to the Assigned Payments.
(b) This power of attorney shall be irrevocable until such time as Buyer has received all Assigned Payments to which it is entitled pursuant to the Agreement and shall not be affected by the death or disability of the principal.
(c) With respect only to any promissory note given to Buyer by Seller in connection with this transaction, Seller grants Buyer the right to contact any financial institution in which Seller maintains any funds
(a “Bank Account”) to enforce the applicable provisions of the Agreement, such enforcement to be construed as a set-off against any and all obligations owed by seller to buyer under any promissory note given to Buyer by Seller. Seller hereby authorizes Buyer to record all appropriate UCC financing statements or other lien DocuSign Envelope ID: C507E4C5-AF6D-465C-87D5-347A0ECA4FE9 document on Seller’s behalf against any such Bank Account. Buyer may elect to waive recording of any UCC filings as set forth herein. 1.8 SELLER’S DESIGNATION OF BENEFICIARY.
In furtherance of the terms and conditions set forth herein, Seller designates Buyer or Buyer’s Assignee as Seller’s beneficiary to the Assigned Payments. Seller agrees to execute such additional beneficiary designation form as may be required by the owner of the Annuity and/or the issuer of the Annuity to carry out the intent of this Section 1.8.
1.9 EXPRESS GRANT OF SECURITY INTEREST.
By execution of this Agreement, Seller hereby expressly grants to Buyer or their Assignee(s) a first-priority, perfected and continuing security interest in all of Seller’s right, title and interest in, to and under the Assigned Payments and the Related Rights (collectively, the “Collateral”). The term “Related Rights” as used in this Agreement means: (i) all payments in respect of the Assigned Payments; (ii) any underlying settlement and assignment documents or other ancillary documentation related to the Assigned Payments; (iii) all liens and property purporting to secure payment of the Assigned Payments; (iv) all rights of Seller under any insurance policy with respect to the Assigned Payments (and all proceeds and premium refunds thereof); (v) all guaranties, indemnities, warranties, financing statements and other agreements or arrangements of whatever character from time to time supporting or securing payment of the Assigned Payments; and (vi) all proceeds of and rights to enforcement with respect to any of the forgoing. All of the Collateral shall secure payment and performance of all of Seller’s obligations at any time owing to Buyer, fixed or contingent, arising under this Agreement or by operation of law or otherwise. Upon the request of the Buyer, Seller shall furnish to Buyer such documents, financing statements and endorsements as Buyer may require in order to perfect its security interest in the Collateral and as needed to complete Closing of this Transaction.
1.10 SELLER’S AUTHORIZATION TO FILE FINANCING STATEMENTS. In consideration of the terms and conditions of the Agreement between these Parties, Seller hereby authorizes Buyer, without notice to or further assent by DocuSign Envelope ID: C507E4C5-AF6D-465C-87D5-347A0ECA4FE9 Seller, to file such UCC financing statements and/or amendments thereto with respect to the Collateral as Buyer deems necessary in order to perfect Buyer’s security interest therein.
SECTION TWO
CONDITIONS OF CLOSING, INSPECTION AND WARRANTIES
2.1 CONTRACTUAL CONDITIONS PRECEDENT.
The Parties hereby mutually agree to the following conditions precedent have been inserted for the benefit of Buyer and may be waived in whole or in part by Buyer in writing at any time at Buyer’s sole discretion. It shall be a condition precedent to Buyer’s obligation to complete the within transaction that at the time of closing on the Closing Date:
(a) The Structured Settlement payment stream, payment rights, Annuity and Assigned Payments shall be free and clear of all claims by third parties, Adverse Claims (as defined in Section 2.2 hereof), liens, mortgages, and encumbrances of any kind or type related herein;
(b) The Parties understand and agree that any/all necessary related final and non-appealable court orders issued by courts of competent jurisdiction shall have been obtained by Buyer at Buyer’s cost and expense with the full reasonable cooperation of Seller in a form acceptable to Buyer approving the nature and particulars of the within transaction and directing that the Annuity Issuer recognize the sale and assignment of the Assigned Payments to Buyer or Buyer’s successors and assigns as directed by Buyer without reduction or set off and receipt by Buyer of said court order(s), certified to be a true and complete copy by an officer or clerk of the court or filed in the court issuing such order (hereinafter referred to as “Court Order”); The Seller is required to fully participate and to reasonably confer with Buyer, their agents, assigns and outside counsel in furtherance with the court-approval process related and defined herein.
(c) In the event that subject to the terms and conditions of this Agreement and the Conditions Precedent, Seller is obligated to terminate or assist in the clarification, elimination and termination without waiver of any/all related UCC financing statement that DocuSign Envelope ID: C507E4C5-AF6D-465C-87D5-347A0ECA4FE9 purports to record a security interest in the Assigned Payments in favor of any secured party other than Buyer, their assigns and related entities;
(d) In furtherance of the terms of this Agreement, Buyer requires Seller to deliver and/or assist in the delivery to Buyer by providing any and all related information, materials as requested by Buyer contemplated in Section 1.5 as defined herein and as set forth in this Agreement; Seller has performed all of his obligations under the Agreement
(e) As a Condition Precedent to Closing this matter, Buyer and their assigns shall have received a formal written Acknowledgment from the insurer or entity acting as the Annuity Issuer. Said Acknowledgment must be submitted to Buyer and or their assignee in satisfactory modality and composition to the express satisfaction and absolute approval of Buyer, acting reasonably, confirming that Seller (in the form of a Benefit or Income Letter)m Buyer and/or the Assignee for the Buyer is entitled to the Assigned Payments in the amount and manner described in the Terms Rider and acknowledging the Annuity Issuer’s unqualified agreement to make all of the Assigned Payments to Buyer or Buyer’s named successors and assigns in accordance with the Agreement and the Terms Rider and as directed precisely in accordance with the court order(s);
(f) Seller hereby agrees to fully cooperate with Buyer in the procurement of and clearance of any/all credit searches and/ or other similar background searches;
2.2 BUYER’S ABSOLUTE RIGHT TO INSPECTION.
As part of the Conditions Precedent, the terms and conditions of this Agreement, Buyer shall have the absolute right to conduct one or more inspections
(“Inspections”) to enable it to determine whether there was filed any liens on, judgments against, or any adverse claim against the Seller and the Annuity
(collectively referred to as “Adverse Claims”). Buyer, in its sole discretion, shall be entitled to discharge any Adverse Claims prior to or at the time of closing on the Closing Date by paying such amount or amounts necessary to so satisfy such DocuSign Envelope ID: C507E4C5-AF6D-465C-87D5-347A0ECA4FE9 Adverse Claims. In such case, the Purchase Price shall be automatically reduced by the amount of any such payments. If an undisclosed Adverse Claim affecting the Assigned Payments arises or is discovered after the Purchase Price is paid to Seller, Seller does indemnify Buyer and hold Buyer harmless from any and all resulting losses, shortfalls, or other encumbrances. 2.3 REPRESENTATIONS AND WARRANTIES OF SELLER.
As defined herein, Seller represents and warrants that:
(a) This contract and Agreement, when executed and delivered by Seller, will constitute a legal, valid and binding obligation of Seller, enforceable in accordance with its terms and conditions, rights and obligations;
(b) The Seller warrants and represents without waiver that Seller is the holder of the entire right, title and interest in and to the Assigned Payments and has full power and authority to enter into and perform all of Seller’s obligations under the Agreement, without obtaining the consent of any third party to do so. In that regard, Seller has and will at the time of closing on the Closing Date have full power and lawful authority to transfer title to the Assigned Payments to Buyer or to cause title to the Assigned Payments to be transferred to Buyer; Seller is entitled to the Assigned Payments, free and clear of any right, interest, lien, charge, encumbrance, or other claim of any other person or entity. There are no suits or proceedings pending or threatened against or affecting the Seller or the Assigned Payments which are likely to have a material adverse effect on Seller’s ability to perform its obligations hereunder;
(c) Seller warrants and represents that this Structured Settlement and/or Annuity (including the Assigned Payments) has not been fraudulently or improperly established or incepted in any manner or fashion which would or could in any manner contravene or violate any state, federal or local law, and there are no legal or equitable defenses to the payment of said Structured Settlement or Annuity to Seller or their Assignee;
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(d) Seller has paid or is paying currently any and all federal, state and local taxes owing through and including the date of execution of the Agreement, or has made or will make adequate provisions thereof;
(e) Seller warrants and represents that Seller does not past due amounts or arrears and/or in default to any present or former spouse for support, maintenance or similar obligations nor is Seller indebted to any child for any child support or similar payment;
(f) The Assigned Payments, are not subject to any lien by any governmental agency to which benefits such as student loans, food stamp benefits or low income energy assistance benefits are owed;
(g) Seller has never been known by any name(s) other than those set forth herein;
(h) Seller’s tax identification number is as set out in the Terms Rider;
(i) The description of the Assigned Payments set forth in the Terms Rider is true and correct;
(j) Seller has been independently advised and represented by counsel of choice throughout the negotiation of the Agreement or has knowing waived such advice. Seller has relied solely on the advice of Seller’s counsel and other advisors with respect to the legal, tax and financial implications of this transaction and has not relied on Buyer’s advice or the advice of Buyer’s advisors and/or counsel;
(k) Seller wishes to obtain “upfront” cash rather than wait for a series of smaller scheduled payments in the future. Seller has considered other means of raising cash but after weighing options has determined that selling the Assigned Payments to Buyer would be in the best interest of the Seller;
(l) Seller has not previously assigned, pledged or otherwise encumbered any portion of the Assigned Payments;
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(m) Seller has never voluntarily filed for bankruptcy or been subject to an involuntary bankruptcy proceeding or if so, has had such bankruptcy proceedings discharged or dismissed; and Seller expressly warrants and represents that Seller has not entered into this transaction for the purpose of evading creditors;
(n) Seller shall immediately advise Buyer in writing in the event Seller changes his address of residency or telephone contact information;
(o) Seller is an adult of sound mind, not acting under duress or the influence of alcohol or other drugs; and
(p) Seller expressly warrants and hereby agrees that the information given to Buyer by Seller in the Agreement and all Schedules attached hereto are true and complete and do not omit to disclose anything as a result of which those statements are incomplete, false or misleading.
2.4 SELLER AGREES TO INDEMNIFICATION OF BUYER AND THEIR ASSIGNEE. As set forth herein, the Seller hereby expressly agrees to hold harmless, defend and indemnify Buyer their agents, and Assigns from and against any and all matters, disputes, lawsuits, civil action, claims, losses, damages or expenses, including attorney fees, which Buyer might incur as a result of any breach or failure of any representation or warranty contained in Section 2.3 hereof or as a result of any breach of any term or provision of the Agreement. SECTION THREE
DEFAULT
3.1 DEFAULT BY BUYER.
As set forth in the terms and conditions of this binding contract and Agreement, in the event that Buyer shall fail to perform or observe any covenant or agreement to be performed or observed by it under the Agreement in a timely manner, Seller may at its option, and in addition to any other remedies available to it in law (including the UCC) or equity, declare Buyer to be in default under the DocuSign Envelope ID: C507E4C5-AF6D-465C-87D5-347A0ECA4FE9 Agreement by written notice to such effect given to Buyer and, at any time thereafter, Seller may declare the Agreement fully and finally terminated. 3.2 DEFAULT BY SELLER.
As set forth in the terms and conditions of this binding contract and Agreement, in the event that Seller shall fail to perform, observe, or honor any covenant or agreement in a timely manner or be in breach of any representation or warranty hereunder, Buyer may at its option, and in addition to any other remedies available to it in law (including the UCC) or equity, declare Seller to be in default under the Agreement by written notice to such effect given to Seller and, at any time thereafter, Buyer may declare the Agreement terminated accordingly. 3.3 STATUTORY EXCEPTION.
Notwithstanding anything else contained in this Section 3, in the event that the transfer of the Assigned Payment fails to satisfy the conditions set forth in the applicable ARKANSAS Statutes, or any amendments thereto, the Seller shall not incur any penalty or other liability to Buyer.
3.4 REMEDIES.
As set forth in the terms and conditions of this binding contract and Agreement, Buyer and/or their assigns may, in addition to any other remedies provided herein or at law, bring action at law or equity to exercise any one or more of the following remedies: (i) enforce performance of the defaulted provision, (ii) recover damages for breach thereof, along with its attorney fees and disbursements and other expenses of enforcing its rights hereunder to the extent disclosed to Seller in the Disclosure Statement.
SECTION FOUR
MISCELLANEOUS
4.1 ENTIRE AGREEMENT CONTAINED HEREIN.
The Agreement (together with the schedules attached hereto) represents the entire agreement between the parties and supersedes and cancels any prior DocuSign Envelope ID: C507E4C5-AF6D-465C-87D5-347A0ECA4FE9 negotiations, oral or written agreements, letter or intent or understanding related to the subject matter hereof.
4.2 COUNTERPARTS.
The Agreement may be executed in several counterparts, and all so executed shall constitute on agreement, binding on both of the parties hereto, even though both parties are not signatories to the original or the same counterpart. Any counterpart of the Agreement that has attached to it separate signature pages, which altogether contain the signatures of both of the parties hereto, shall for all purposes be deemed a fully executed instrument. Each party to the Agreement agrees that (i) they will be bound by its own telecopied signature, (ii) they accept the telecopied/docusigned signature of the other parties to the Agreement and
(iii) they will promptly deliver an original signature page to the other party. 4.3 MODIFICATIONS AND AMENDMENTS.
As set forth in the terms and conditions of this binding contract and Agreement, the Parties hereby expressly agree that no single provision of the Agreement may be amended, modified or waived except by written agreement duly executed by each of the Parties hereto.
4.4 NO RULE OF CONSTRUCTION.
The parties acknowledge that the Agreement was initially prepared by Buyer but Seller and Buyer have read and fully negotiated all of the language used herein. The parties acknowledge and agree that because Seller and Buyer participated in negotiating and drafting the Agreement, no rule of construction shall apply to the Agreement which construes any language, whether ambiguous, unclear, or otherwise, in favor of or against either Seller or Buyer. 4.5 SEVERABILITY.
Wherever possible, each provision of the Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any such provision shall be prohibited by or be invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provision or the remaining provisions of the Agreement. DocuSign Envelope ID: C507E4C5-AF6D-465C-87D5-347A0ECA4FE9 4.6 WAIVER.
The waiver or modification by a party of performance or breach of any provision of the Agreement shall not operate or be construed as a waiver of any subsequent or other performance or breach thereof. 4.7 CONTRACTUAL SURVIVAL OF OBLIGATIONS.
As set forth in the terms and conditions of this binding contract and Agreement, the representations, warranties, agreements, acknowledgments, waivers and disclaimers made or contained in the Agreement shall not merge in but survive the Closing Date and the consummation of the transaction contemplated by the Agreement and shall remain in full force and effect until the expiration of any applicable statute of limitations.
4.8 CHOICE OF LAW / GOVERNING LAW.
The terms conditions and obligations of the Parties to this Agreement shall be governed by and construed and enforced in accordance with the laws of the State of ARKANSAS and U.S. Federal law to the extent applicable. In the event of a dispute, the parties agree to attorn to the courts in the State of the Seller’s domicile. The domicile state of the Seller is the proper venue to bring any cause of action arising out of the Agreement.
4.9 HEADINGS.
The specific section headings herein are used for convenience only and shall not otherwise affect the provision of the Agreement nor the interpretation of this Agreement.
4.10 BUYERS’ RIGHT FOR ASSIGNMENT.
As set forth in the terms and conditions of this binding contract and Agreement, Buyer may, on written notice to Seller at any time prior to the Closing Date or thereafter assign the Agreement to Buyer’s successors or assigns provided that Buyer shall remain liable to Seller for all of Buyer’s obligations hereunder. Seller shall not assign any of its rights or obligations under the Agreement. Buyer has DocuSign Envelope ID: C507E4C5-AF6D-465C-87D5-347A0ECA4FE9 the express right to unilaterally assign any/all of their rights contained herein without any approval of the Seller.
4.11 ATTORNEY FEES, COURT COSTS AND EXPENSES.
Except as otherwise expressly stated in the Agreement, each party shall be responsible for paying its own fees and expenses (including attorney’s fees) incurred in the negotiation of the Agreement and the documentation contemplated hereby and the closing of the within transaction. 4.12 LEGAL FEES TO PREVAILING PARTY AFTER DISPUTE. As set forth in the terms and conditions of this binding contract and Agreement, in the event that any dispute, claim, or litigation that arises between the Parties that results in related civil litigation including but not limited to any civil appeals of the underlying court approval, the prevailing Party shall be entitled to reimbursement by the losing or unsuccessful party for its/his reasonably related legal costs and other expenses including attorney’s fees in addition to any award granted or set forth therein.
4.13 EXPRESS WAIVER OF JURY TRIAL.
As set forth in the terms and conditions of this binding contract and Agreement, the Parties to the Agreement hereby waive the right to trial by jury in any action or proceeding instituted with respect to the Agreement. 4.14 WRITTEN NOTICES.
All notices, consents, requests, instructions, approvals and other communications
(hereinafter collectively called “Communications”) provided for in the Agreement or given or made in connection with the transaction hereby contemplated shall be given, made or served in writing and shall be delivered by hand (which shall include courier delivery) or by facsimile transmission as follows: FAX 610-***-****
As set forth in the terms and conditions of this binding contract and Agreement, the Parties agree that communications made or given by delivery in accordance with the foregoing shall be conclusively deemed to have been given at the time of DocuSign Envelope ID: C507E4C5-AF6D-465C-87D5-347A0ECA4FE9 actual delivery thereof or, if made or given by facsimile transmission in accordance with the foregoing, shall be conclusively deemed to have been given at the time of transmittal.
IN WITNESS WHEREOF the parties have executed the Agreement as of the date first above written.
SELLER:
RICKEY WHITEHEAD
LEAF 002, LLC
By:
DocuSign Envelope ID: C507E4C5-AF6D-465C-87D5-347A0ECA4FE9 TERMS RIDER SCHEDULE “A”
EXHIBIT TO STRUCTURED SETTLEMENT PAYMENT RIGHTS TRANSFER SALE AND ASSIGNMENT AGREEMENT
NAME OF SELLER: RICKEY WHITEHEAD
SELLER