_________ Company

_________[Address]

Re: Wholesale repurchase agreement.

Attention: _________

Dear _________:

Undersigned desires to have you purchase acceptable promissory notes, drafts, acceptances, conditional sales contracts, chattel mortgages, bailment leases or trust receipts, called "wholesale instruments," covering the sale of wholesale _________ merchandise bearing a model and serial number of each piece of merchandise, by persons, firms or corporations called "dealers," whose credit and financial responsibility is acceptable to you in connection with the purchase of the equipment from undersigned at wholesale.

In consideration of your purchasing such wholesale instruments, undersigned unconditionally guarantees that such wholesale instruments executed by dealers of the undersigned with respect to the purchase of the equipment, and/or the renewals or extensions of them, will be paid by dealers obligated in full when due, in accordance with the terms of such wholesale instruments, and that in the event of the failure of any dealer to pay at maturity such wholesale instruments or extensions or renewals of them, undersigned will, upon demand, pay the entire unpaid balance owing on any such wholesale instruments, together with interest after maturity, and any attorneys' fees, court costs and other expenses paid or incurred by you in enforcing or attempting to enforce payment of such wholesale instruments, or in repossessing or attempting to repossess the equipment covered by them, or in the prosecution or defense of any action or any matter arising out of or connected with such wholesale instruments.

This contract may be cancelled by either party upon written notice.