. LOAN AGREEMENT, PROMISSORY NOTE AND SECURITY AGREEMENT Agreement Number: Date 07 Agieemeflt ddress. city, telephone): Co-Borrower (name, address, city, telephone): Creditor} Lender. TMX Finance of Texas Inc. Motor Vehicle information 'Motor Vehicle' 501 N. INTERSTATE 35. FRONTAGE ROAD . DENTON, TEXAS 76205 I (940)566-4777 and "me" and similar words mean each person who signs as a Borrower. "You" and "your" and similar words mean the Lender. repayment: If I pay off early, i will not have to pay a penalty. iling fee: NIA . Amount Financed Total of Payments The amount of credit The amount I will have paid provided to me or on after I have made all payments 1 RATE The -dollar amount the my behalf as scheduled_ The cost of my credit as a "ed" Wm ??st me' i yearly rate. i, 0% 0.00 1,956.61 1 ,956.61 My Payment Schedule will be: it Number of Payments Amount of When Payment is Due 3 Payment I 1 ll ll 1 ,956.6'l 5/29/2013 ecurity: You will have a security interest in the Motor Vehicle listed above. 1 Late fee: If I don't pay all of a payment within 10 days after it is due. you can charge me a late charge. The late charge will be 5% of the scheduled payment. Additional Information: See the contract documents for any additional information about nonpayment, default, any required repayment in full before the scheduled date. and prepayment refunds and penalties. *1 ITEMIZATION OF AMOUNT FINANCED 1. Amount Financed: 3 1,956.61 2. Amount given to me directly: 3. Amount paid to others on my behalf: 1856.61 4. Official fees paid to govemment agencies: 5 NM I promise to pay the cash advance plus the accrued interest to the order of you, the Lender. will make the payment at your address above. I will make the payment on the date and in the amount shown in the Payment Schedulethe amount I owe or collect it separately. If there is more than one Borrower, each Borrower agrees to keep all of the promises in the loan document. Prepayment. I can make any payment early. Finance Charge Earnings. The annual rate of interest is No interest is charged under this Loan Agreement. Security. To secure this loan, I give you a security interest in the collateral. The collateral includes the Motor Vehicle listed above, improvements and attachments to the property. insurance refunds, and proceeds. I own the collateral. I won't sell or transfer it without your written permission. I won't allow anyone else to have an interest in the collateral except you. I will keep the collateral at my address shown above. I will tell you in writing if I change my address. I won't permanently remove the collateral from Texas unless you give me written permission. I will timely pay all taxes and license fees on the collateral. I will keep it in good repair. I won't use the collateral illegally. Tv.-1 )1 Zero Loan 1.01 .2012 Page 1 of 4 Default. I will be in default if: I do not timely make a payment; I break any promise I made in this agreement; I allow a judgment to be entered against me or the collateral; I sell, lease, or dispose of the collateral; I use the collateral for an illegal purpose; or you believe in good. faith that I am not going to keep any of my promises. If I am in default, you may require me to repay the entire unpaid principal balance, and any accrued interest at once. You don't have to give me notice that you are demanding or intend to demand immediate payment of all that I owe. If you don't enforce your rights every time. you can still enforce them later. If this debt is referred to an attorney for collection, I will pay any attorney fees set by the court plus court costs. If there is a default, you can take the collateral. You will only do this lawfully and without a breach of the peace. if you take my collateral, you will tell me how much I have to pay to g.et it back. If I don't pay you to get the collateral back, you can sell it or take other action allowed by law. You will send me notice at least 10 days before you sell it. My right to get the collateral back ends when you sell it. You can use the money you get from selling it to pay amounts the law allows and to reduce the amount I owe. If any money is left, you will pay it to me. If the money from the sale is not enough to pay all I owe, I must pay the rest of what I owe you plus interest. compliance. No amount received by Lender is intended to exceed lawful amounts. If an unlawful excess occurs, Lender will apply it as a credit or otherwise refund it, and the rate or amount involved will automatically be reduced to the appropriate amount. To the extent permitted by law, for purposes of detennining compliance with the law, Lender may make its calculations by amortizing, prorating. allocating and spreading. In each instance. Lender's rights and remedies are subject to applicable law. Late Fee. If I don't pay all of a payment within 10 days after it is due, you can charge me a late charge. The late charge will be 5% of the scheduled payment. Assignment. Lender may assign or transfer any or all of its rights, title and interest under this Loan Agreement at its discretion. I may not assign my rights under this Loan Agreement without Lender's written consent. Borrower's Representations and Warranties. I represent and warrant that: (1) I -have the right to enter into this Loan Agreement; (2) I am not a debtor under any proceeding in bankruptcy and I have no intention to file a petition for relief under any chapter of the United States Bankruptcy Code; (3) I am at least 18 years of age; (4) the Motor Vehicle is not stolen and. except for the security interests in Lenders favor, there are no other liens or encumbrances in or against the Motor Vehicle; and (5) until such time that all amounts due under the Loan Agreement are fully repaid, I will not attempt to seek a duplicate title to the Motor Vehicle. I also represent that the information in the Customer Application I submitted is up-to-date. true. correct, and complete, including, without limitation. my representation that I AM NOT a regular or reserve member of the Army, Navy. Marine Corps, Air Force, or Coast Guard, serving on active duty under a call or order that d-oes not specify a period of 30 days or fewer, or a dependent of such a member. I understand that you are relying upon that information. Notices and waivers. Except for notices provided in this Agreement, Borrower, and others responsible to the extent permitted by iaw, waive demand, notice of nonpayment. notice of intention to accelerate, notice of acceleration. presentment, and notice of dishonor. To the extent permitted by law. Borrower, and others responsible, also agree: Lender may waive or delay enforcing Lenders rights without losing them; Lender is not required to tile suit or arbitrate, show diligence in collection against Borrower or others responsible, or go against the Motor Vehicle; Lender may release or modify any person's liability 'tlrithout changing the liability of others; Lender may substitute. exchange or release the Motor Vehicle; Lender may sue or arbitrate with one or more persons without joining or suing others; and Lender may modify the obligations owed to Lender. i agree: 1. You can mail any notice to me at my last address in your records. Your duty to give me notice will be satisfied when you mail it. 2. I promise that all infonnation i gave you is true. 3. I understand that you may seek payment from only me without first looking to any other Borrower. 4. I don't have to pay interest or other amounts that are more than the law allows. 5. If any part of this contract is declared invalid, the rest of the contract remains valid. 6. This written loan agreement is the final agreement between you and me and may not be changed by prior, current, or future oral agreements between you and me. There are no oral agreements between you and me relating to this loan agreement. Any change to this agreement must be in writing. Both you and I have to sign written agreements. Y. Federal law and Texas law apply to this contract. The Federal Arbitration Act applies to the JURY TRIAL WAIVER AND ARBWRATION CLAUSE below. 8. If any provision of this Loan Agreement is detennined to be invalid or unenforceable, such provision shall be reformed if practicable so as to achieve its intended purposeisj and shall not in any way affect the remaining provisions of this Loan Agreement. Jury Trial Waiver. I acknowledge that there is a. Texas constitutional right to trial by jury but it may be waived under certain circumstances. To the extent permitted by law, I, and Lend-er knowingly and voluntarily waive any right to trial by jury in the event of litigation arising out of or related to this Loan. This jury trial waiver shall not affect or be interpreted as modifying in Zero Lorna Agrccincnt-V.i.ii-11.01.2012 Page 2 of 4 any fashion the separate Arbitration Provision among you and me that will apply unless I exercise my right to opt out of the Arbitration Provision. i JURY TRIAL wiuven AND CLAUSE. By signing, i agree to this Jury Trial Waiver and Arbitration Clause ("Clause"): Background and Scope. What is aflemafive 5 in arbitration. a third party ("Arbiter") solves Disputes in ahefiring l, related third arbitration? 1 to com" parties, and Lender, waive the right to go to court. Such "parties forgo gury trials. Yes The hearing is private and less formal man court. Arbiters may limit pre-heanng fact finding, iury trials? called "discovery." The decision is final. Courts rarely overturn Arbiters. Who does the l, Lender, This Clause governs the parties, their heirs. successors, assigns, and third parties related to the Clause cover? and Others. 3 transaction. Vin this Clause, the word "Disputes" has the broadest possible meaning. This Clause govems all i "Disputes" involving the parties. This includes all claims even indirectly related to my application Which and agreement with Lender. This includes claims related to information i previously gave Disputes are ms ut i Lender. it includes all past agreements. It includes any agreed-upon extensions, renewals, 1 covered'? es' refinancings, or payment plans. It includes claims related to collections, privacy, and customer information. It includes claims related to setting aside this Clause. It includes claims about the Clause's validiy_and scope. it includes claims about whether to arbitrate. -. I _v_i_rg_i1e_ my rights to: - . . 1. Havejuries solve Disputes. wawmg Yes. 2. Have courts, other than small-claims courts, solve Disputes. fights? A 3. Serve as a private attorney general or in a representative capacity. 4. Be in a class action. Am lwaiving COURTS AND ARBITERS CLASS ACTIONS- waive my rights to be in a class action Yes. class action, as a representative and a member. Only individual arbitration, or small-claims rights? courts, will solve Disputes. lwaive my right to have representative claims. The Federal fThis transaction involves interstate commerce. so the FAA governs. If a court finds the FAA What law Arbitration A doesn't apply, and the finding can't be appealed, then my state's law governs. The Arbiter must applies? Act apply substantive law consistent with the FAA. The Arbiter must follow statutes of limitation and privilege claims. Lender can try to solve Disputes if i will call Lender at j. if this doesn't7_ Eh canthe solve the Dispute, mail Lender written notice. within 190 days of the Dispute date ('Dispute parties to Notice Tell Lender the details and how I want to solve it. Lender will try to solve the Dispute. li solve Disfiutas Yes. i Lender makes a written offer ("Settlement Offer"), I can reject it and arbitrate. If Lender doesn't . first? solve the Dispute. either party may start arbitration. To start arbitration, contact an Arbiter or i arbitration group listed below. No party will disclose settlement proposals to the Arbiter during E: How shank" i arbitration. 1 Contact ma" Send mail to: Legal Dept, P.O. Box 8323, Savannah, GA 31412. can call Lender or use Lender? 5' certified mail to confinn receipt. Each party has the right to arbitrate. Subject to state law limits, small-claims courts can solve some Disputes. if there is an appeai, or if a Dispute is not within a small-claims court's power, then the Dispute will be heard by an Arbiter. Arbitration will solve Disputes that small--claims 41 courts can't hear. Both parties may use lawful self-help remedies. This includes set-off or repossession and sale of any collateral. Both parties may seek remedies which don't claim money damages. This includes claims court solve some Disputes'? Do other options exist? Yes' Yes . i Tl may select the American Arbitration Association (1 -800-773-7879) JAMS - or JAMS (1-800-352-5267) The parties may also agree in writing to a . who or local attorney, retired judge, or Arbiter in good standing with an arbitration group. The Arbiter arbitmtes? agreed I must arbitrate under or JAMS consumer rules. may get a copy of these rules from such Arbiter group. Any n.iles that conflict with any of your agreements with me, don't apply. If these options aren't available, and the parties can't agree on another. a court may choose a group. The parties will then obtain an Arbiter under such group's rules. Such Arbiter must enforce my i Kern Loan Agreement-V-l.0-11.01.2012 I prejudgment seizure, injunctions, or equitable relief. will this Yes unless i The Clause stays efiective, unless the parties sign an agreement stating it doesn't. The Clause') Clause oth?mise governs if i rescind the transaction. it govems if i default, renew, prepay, or pay. it governs if my continue to 3 ed contract is discharged through bankruptcy. The Clause remains effective, despite a transactions overn? 9 termination, amendment, expiration, or performance. Process. 1--Either party may mail the other a request to arbitrate. even if a lawsuit has been tiled. The notice--l How dues should describe the Dispute and relief sought. The receiving party must mail a response within arbitration Mailing a 20 days. if i mail the demand, I may choose the arbitration group. Or, my demand may state that start? notice. lwarit the parties to choose a local Arbiter. if related third parties or Lender mail the demand, 1 must respond in 20 days. My response must choose an arbitration group or propose a local a Arbiter. if it doesn't, Lender may choose the group. Page 3 of 4 i agreements with Lender. as they are written. I 1- the 1 . hearing be Yes. The Arbiter will order the hearing within 30 miles of my home or where the transaction occurred. meldmamn ti IA fileth Arbiter dwiththe rfi The arbitrators decision will be na. party may awar Drover . what aha" 599933 an Arbitration will solve appeals of a small-daims court judgment. A party may appeal under the I i appeals? limited. i FAA Arbitration Fees and Awards. Lender . 1 advance Yes. but I may Lender will advance my "Arbitration Fees." This includes tiling, administrative. heanng, and . Arbitration pay costs. Arbiter's fees. I pay my attorney fees and other expenses. iw? W. f?damfl 39?: by i The Arbiter may award the same damages as a court. Arbiters may award reasonable . . ttomey fees, and expenses, if allowed bylaw. fees possible? law. 3 Arbitration lilo. i If the Arbiter awards me funds. I don't reimburse Lender the Arbitration Fees. Fees mt" '93' Yes me Arbiter doesn't award me funds, tigen the Arbitration Fees. if I must pay . itration Fees the amount won't excee sta co . I . Fees? I I i Can an award I A party may request details from the Arbiter, within 14 days of the ruling. Upon such request. 1 be explained? the Arbiter will explain the ruling in writing. other Options. can 9" Tonskigmesfi Iuti ContactL tt tto Dis utes batman _er I . omia 'rap use en. _en er,an a emp. se eany_ _p . cam Sande' a services and 2. Small-claims Court. Seek to solve Disputes in small-claims court, within state law i r: tansacfion? decide not to limits. . . I arbitrate. 3. Opt-Out of Arbitration. Sign and then timely opt-out. 'i can opbout mm" so I Write Lender within 60 calendar days of signing my agreement to opt-out of the Clause for that I O, the chug? days - agreement. List my name, address, account number and date. List that 'opt-out.' If I opt-out, . 1 it will any apply to that gqeement. Acknowledgments. By signing below, I acknowledge receipt of and agreement to the customer application, the Arbitration Clause. and Lenders Privacy Policy. and Lender agree to this Loan Agreement. Promissory Note and security agreement and acknowledge receipt of a copy of it and the documents referenced above. Any change to this Loan Agreement has to be in writing. Both you and I have to sign it. This lender is licensed and examined by the State of Texas - Office of Consumer Credit Commissioner. Call the Consumer Credit Hotline or write for credit information or assistance with credit problems: Office of Consumer Credit Commissioner, 2601 North Lamar Boulevard, Austin. Texas 78705-4207, (800) 538-1579. 7?y3Tghing below I ackriowiedge the following: 3 . I (1) I agree to the tonne of this contract. I received a completed *1 TMX ?f T?"a5- copy on 4/29/2013 (2) Refinancing Is not available from Lender': Dallas. Austin or By' San Antonio locations. - (3) A refinancing from a third-party lender, obtained at Lender's affiltate's locations outside of Dallas, Austin or San i It i Antonio, will have an APR of up to 310.47 .5 Recibi la Forrna lnforme de Prestamo 1 lreceived the Spanish Disclosure. Co- Borrower Signature 1 5 4L DOCUMENT IS SUBJECT TO A SECURITY INTEREST IN FAVOR OF, AND PLEDGED AS COLLATERAL TO, WELLS FARGO BANK, AS COLLATERAL AGENT. . . zcr.-r Agreement-V.l.0-I1.0l.20l2 Page 4 0" - Rev. 01/2011 FACTS WHAT DOES TITLEMAX DO WITH YOUR PERSONAL financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us . to tell you how we collect, share, and protect your personal information. Please read 1 this notice carefully to understand what we do. '2 The types of personal information we collect and share depend on the product or service you have with us. This information can include: - Social Security number and income - payment history and transaction history - cred'rt history and assets All tinaunciualacompawnies need to slharecustornersipersonlal mrormaiien so runwtheir if everyday business. In the section below, we list the reasons financial companies can share their customers' personal infomiation; the reasons TITLEMAX chooses to share; and whether you can limit this sharing. ii I TITLEMAX . . . . can 5 are your persona I oesshare? I I Can you limit this sharing? For our everyday business purposes -- such as to process your transactions, maintain your account(s), respond to court Yes No orders and legal investigations, or report to credit bureaus For our marketing purposes - to offer our products and services to you Yes No 5 For joint marketing with other . financial companies . es For our affiliates' everyday business I purposes -- information about your transactions and Yes No experiences For our affiliates' everyday business purposes - Yes Yes information about your creditworthiness 1 For our affiliates to market to you Yes Yes For nonaffiliates to market Call 800-804-5368- our menu will prompt you through your d1oice(s). Please note: If you are a newcustomer, we can begin sharing your information 30 days from the date we sent this notice. When you are no /ongerour customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing. TM-All-Privacy Policy and Who is providing this notice? A Vehicle secured credit providers, credit service organizations, pawnbrokers, creditors, and financial service providers. do we do How does TITLEMAX protect To protect your personal information from unauthorized access and use, my personal information? 3 we use security measures that comply with federal law. These measures include computer safeguards and secured flles and buildings. i How does TITLEMAX collect We collect your personal information, for example, when you my personal information? - apply for a loan or give us your income information - open an account or provide employment information 5 3 - show us your govemment-issued ID . We also collect your personal information from others, such as credit bureaus, affiliates, or other companies. gwhy can't I limit all sharing? Federal law gives you the right to limit only - sharing for affiliates' everyday business purposes -- information 2 about your creditworthiness 5 - affiliates from using your information to market you 1 - sharing for nonaffiliates to market you State laws and individual companies may give you additional rights to limit sharing. What happens when I limit 3 Your choices will apply to everyone on your account. - sharing for an account I hold - jointly with someone else? Affiliates Companies relted by common ownership or control. They can be financial and nonfinancial companies. - Our afi7/iates include financial companies sudr as Equity/luto Loan, 77deMax of Alabama, Inc; 77t/eMax of Georgia, Inc.; 77deMax of Illinois, Inc; 7'/tleMax of Mississippi Inc; 77t/eMax of Missouri} Inc; 77tleMax of South Carolina, Inc; 77t/eMax of Tennessee, Inc; 77tleMax i of Texas; Inc; 77tleMax of Virginia, Inc; 7MX l-7nance LLC Nonaffiliates Companies not related by common ownership or control. They can be i i financial and nonfinancial companies. 3 I I I - lVonafi'i/iates we share with can include lenders; ban/cs; collection agencies; tax preparers; pawnbrokers; rent-to-own; money transmitters; retailers; and prepaid card providers. Joint Marketing I A formal agreement between nonaffiliated financial companies that 3 together market financial products or services to you. - Our joint marketing partners include lenders; banks; tax preparers; money transmitters; retailers; and prepaid card providers. I . Provided by: TMX Finance EquityAuto Loan, TitleMax of Alabama, Inc.; TitleMax of Arizona, Inc.; TitleMax of Georgia, Inc.; TitleMax of Illinois, Inc.; TitleMax of Mississippi, Inc.; TitleMax of Missouri, Inc.; TitleMax of Nevada, Inc.; i TitleMax of South Carolina, Inc.; TitleMax of Tennessee, Inc.; TitleMax of Texas, Inc.; TitleMax of Virginia, Inc. TMX Financepf Florida, TMX finance TMX Finance of Inc-,. TMX Credit, TM-All-Privacy Policy and Notice-V.1.0-11.23.2011