Dollar Transfer and Financial Services INC

Investor Questionnaire

Investor Questionnaire

DOLLAR TRANSFER & FINANCIAL SERVICES, INC. STOCKHOLDERS AGREEMENT

AGREEMENT effective the 29th day of July 2021 by and between DOLLAR TRANSFER & FINANCIAL SERVICES, INC., a Florida corporation (hereinafter referred to as the “Corporation”), the address of which is 542 SE Majestic Terr, Port St. Lucie, FL 34983, ANTONIO RONDEAU, a resident of Palm Beach County, Florida whose post office address is

542 SE Majestic Terr, Port St. Lucie, FL 34983 (hereinafter sometimes referred to as “Antonio”), and each of the Initial Stockholders set forth in Exhibit A (hereinafter sometimes referred to as the “Initial Stockholders”). The Corporation, Antonio and the remaining Initial Stockholders may be referred to collectively in this Agreement as the “Parties.”

 

Recitals

 

  1. Antonio and the remaining Initial Stockholders collectively are the holders of all of the issued and outstanding Stock of the Corporation with Antonio owning all of the issued and outstanding shares of stock of the Corporation (hereinafter sometimes referred to individually as “Stockholder” and collectively as the “Stockholders”);
  1. The Stockholders desire to provide for the continuity of the Corporation’s management and to promote their mutual interests and the interests of the Corporation by imposing certain restrictions and obligations on themselves, on Corporation, and on the shares of stock of the Corporation;
  1. The Bylaws of the Corporation permit certain agreements to be entered into between and among the Stockholders and/or the Stockholders and Corporation with respect to the operation and management of the Corporation and the transfer of stock of the Corporation and that such shares of stock shall thereupon be subject to such agreements and transferable only upon compliance
  1. The Stockholders and Corporation desire to enter into such an agreement;

Agreement

 

For and in consideration of the mutual covenants herein contained and for the sum of

$10.00 and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by each of the Parties, and intending to be legally bound, the Parties agree as follows:

 

  1. Correct Statements. All of the above statements are true and correct in all
  2. Termination of All Prior Agreements. The Parties hereto hereby terminate, cancel and void any and all prior agreements and all amendments thereto, whether written, or oral or in any other form, providing for all matters contained in this Agreement, and all provisions

inconsistent with the provisions of this Stockholders’ Agreement shall be null, void, and of no further force or effect as to the Parties.

 

3. Issued and Outstanding Stock.

 

  • The Parties recognize and agree that, as of the date hereof, the authorized capital stock of the Corporation consists of 1,000 shares of common stock, and of those authorized shares, 667 are issued and owned by the Stockholders in the proportionate shares set forth on Exhibit A.
  • All Stockholders recognize and confirm that Antonio Rondeau has received and is the owner of 5% of the authorized shares of stock of the Corporation, which shares are included in the 667 shares already issued. The Stockholders further recognize and agree that this 5% Stockholder’s interest has been paid and distributed to Antonio Rondeau for conceptualizing the business plan of the Corporation, organizing and forming the Corporation, and bringing about this venture to the Stockholders. Antonio Rondeau’s 5% interest is in addition to any shares of stock he may have acquired or shall acquire in the future by purchasing additional shares.
  1. Operation of the Corporation The hereto hereby covenant and agree that the business and activities of the Corporation shall be conducted by its Stockholders, directors and officers in accordance with the applicable provisions of the laws of the Florida, subject to any and all provisions of the Articles of Incorporation and Bylaws of the Corporation.

5. Insurance.

 

  • The Corporation and/or one or more Stockholders may purchase and own one or more life insurance policies on the lives of the In addition, the Stockholders and/or Corporation may fund any disability buy-out obligations permitted hereunder by the purchase of disability buy-out insurance policies on the lives and health of one or more of the Stockholders. Upon such purchases, the types and amounts of all such policies shall be set forth in Exhibit B attached hereto and made a part hereof.
  • Except as is specifically provided herein to the contrary: (i) the owner of each such policy shall pay all premiums on such insurance policy at least 15 days prior to the end of any grace period for such premium payments, and, upon demand, shall exhibit to the respective insureds due proof of such payment prior to such 15-day period; (ii) such owner shall apply any and all dividends declared on any such insurance policies to the purchase of paid-up additions or if such option is not available to the purchase of additional insurance; and (iii) such owner shall request that all automatic premium loan provisions of such policies be made fully If any premium shall remain unpaid 15 days prior to the end of any such grace period, each respective insured may pay, or cause to be paid, the premium then due, and shall thereupon be entitled to reimbursement or demand of same from the owner of such policy. If any said premium is paid by virtue of an automatic premium loan, each respective insured may pay, or cause to be paid, the full amount of any such premium previously paid by virtue of such automatic premium loan provision, and shall also thereupon be entitled to reimbursement of same from the owner of such policy. Any such payment by said insured shall be considered a loan to said owner and said insured shall be entitled to repayment of such loan on demand from said owner with interest from the date of premium payment on the unpaid balance of such loan at the rate of 18% per annum.
  • No owner may borrow money against the cash value of any such policies without the prior express written authorization and consent of the Board of Directors.
  • Each such owner of a policy referred to herein hereby authorizes any and all insurance companies from whom any such policy or policies of insurance have been purchased to give or make available to any insured, upon his request, any and all information about the status of any policy on his life or health subject to this Agreement.
  • Each such owner of a policy referred to herein shall request that all automatic premium loan provisions of such policies be fully effective at all times during the operation of this Agreement.

6. Disability.

 

  • The Parties recognize and agree that one or more of the Stockholders may be or become active full-time employees of the Corporation and shall have such duties and obligations to perform services for the Corporation as shall be determined, from time to time, by the Board of Directors of the Corporation.
  • (i) If any one or more active full-time Stockholder-employees shall, in the opinion and sole discretion of a physician approved by the Corporation, suffer a physical or mental disability of such nature so as to render such person unable to perform his usual and ordinary services for the Corporation for a period of at least 24 consecutive months then, and in such event, all shares of stock of the corporation then owned by that disabled Stockholder shall be purchased in accordance with the provisions of this Paragraph and this Agreement. If such Stockholders are unable to agree on the identity and selection of a single physician within 10 days after the request for same by any Stockholder, then the Board of Directors shall designate a licensed Florida physician within 15 days following the first date of a request by any Stockholder and that physician shall determine whether or not there has occurred a disability, as such term is herein defined.
  • If at the time of the alleged disability, the Stockholder-Employee who is alleged to be disabled shall be insured under either a disability income insurance policy for which the Corporation pays any portion of the periodic premiums or is insured under a disability buy-out insurance policy to be carried by the Corporation and/or one or more Stockholders pursuant to the provisions of this Agreement, then in any such event, the Parties hereby specifically agree that the standard and manner of determination of disability set forth in Clause 6(b)(i) hereof shall not be used, and in place thereof if such insured Stockholder-Employee shall be deemed to have suffered a total and permanent disability in accordance with the provisions of any one or more of such insurance policies, upon a good faith submission of all applicable medical evidence to each such insurance company for purposes of making such determination, then and in such event such Stockholder-Employee shall be deemed to be disabled for purposes of the provisions of this Paragraph 6. In such event, and in the further event that such disability continues for a period of at least 24 consecutive months, then the shares of stock of the Corporation owned by such disabled person shall be purchased in accordance with the remaining provisions of this Paragraph.
  • During any such period of disability, such Stockholder shall continue to be entitled to exercise any and all voting rights and to receive distributions from the Corporation with respect to his or her ownership of shares of stock of the Corporation, and such person, if theretofore

employed by the Corporation, shall be entitled to continue to receive his normal and usual compensation from the Corporation during such period of disability, up to the maximum 24 month period herein provided (with such continuing compensation to constitute disability income payments). In the event the period of disability shall continue for a period of 24 consecutive months from its inception and that the nature of such disability qualifies as a disability under the provisions of any disability buy-out insurance on the health of said disabled Stockholder, then upon the expiration of the 24-month period (such expiration date sometimes being hereinafter referred to as “Date of Disability”), the remaining Stockholders and/or the Corporation shall be obligated to purchase all of the shares of stock of such disabled person in the manner and at the same price as is provided in accordance with the provisions of Paragraph 9 hereof, as if the disabled person died on the last day of the 24-month period.

 

  • It is hereby specifically recognized and agreed that the provisions of this Paragraph 6 regarding disability of a Stockholder shall not be applicable to Antonio but shall only be applicable with respect to the remaining Initial Stockholders.
  1. Restriction on Transfer of Stock. Except as specifically herein provided, with the prior written consent of a majority of the remaining Stockholders, no Stockholder may sell, assign, transfer, pledge, hypothecate or otherwise encumber or dispose of (any such action being herein referred to as a “Transfer”) including but not limited to any such Transfer intended as a gift or otherwise without consideration, all or any portion of his or her shares of stock of the Corporation to a person or transferee other than a person who already is a Stockholder hereunder and as such is a party hereto, except.

8. Right of First Refusal.

 

  • Board Members. If any Stockholder shall receive in writing from a third party a bona fide offer to purchase for cash all, but not less than all, of such Stockholder’s shares of stock of the Corporation and such Stockholder (the “Selling Stockholder”) wishes to accept such offer he shall, within 30 days after the receipt of such offer give written notice thereof (the “Notice of Offer”), accompanied by a copy of such Offer, to those Stockholders who are on the Corporation’s Board of Directors who, may, within 60 days after the receipt of the Notice of Offer elect to purchase, pro rata, according to respective shares owned, all, but not less than all of those shares of stock either (i) at the same price and on the same terms as set forth in the Notice of Offer; or (ii) at a purchase price equal to the same purchase price which would have been paid upon the death of the Selling Stockholder and on the payment terms set forth in this Agreement, whichever of those Stockholders shall deem to be more favorable to their interests.
  • Other Members and the Corporation. If the Stockholders on the Board of Directors elect not to exercise their right to purchase the Selling Stockholder’s shares, the same rights to purchase such shares shall pass to the remaining Stockholders of the Corporation, which remaining Stockholders may within 15 days after the expiration of the right of first refusal of the Board Member Stockholders, elect to purchase all but not less than all of such shares of stock offered for sale on the same alternative basis as is herein set If those remaining Stockholders elect not to exercise their right to purchase those shares of stock, the same rights to purchase such shares shall pass to the Corporation to be exercised, it at all, within 15 days after the remaining Stockholders’ rights to purchase such shares shall have expired. In such event, all decisions to be made and actions to be taken by the Corporation shall be made and taken by officers, directors and Stockholders other than the Selling Stockholder. Such right of election shall be exercised by

written notice given to the Selling Stockholder. If for any reason the Corporation also fails to purchase all of said shares of stock offered hereunder, the subject shares shall then be free from the restrictions of this Paragraph. If the Selling Stockholder has not disposed of all of his shares within 60 days after the rights of all of the offerees hereunder have expired, he shall be obligated to offer all such shares to Corporation and/or remaining Stockholders in accordance with the terms and conditions of this Paragraph before he may thereafter transfer or dispose of such shares.

 

  • If the said rights of election to purchase shares are not exercised by either the Corporation or the remaining Stockholders in accordance with this Paragraph 8, and the subject shares of stock are sold pursuant to the Notice of Offer, such shares of stock shall nevertheless remain subject to all of the provisions of this Agreement. In such event, all transferees of such stock shall be deemed stockholders for purposes of this Agreement upon that transferee’s execution of a counterpart of it. If any transferee fails to execute a copy hereof within 10 days after any request by the Corporation, such refusal or failure shall be deemed an offer by such transferee to sell all of his or her shares of stock to the Corporation, or those Stockholders willing to purchase such shares pursuant to the priority schedule set forth in Subparagraphs 8(a) and (b) above, at a price equal to One-Third (1/3) of the value of such shares, on the date of such request as defined in Paragraph 10 hereof. Further, until a copy of this Agreement is executed by the transferee, that transferee shall have no voting rights with respect to such shares and shall contribute as additional capital to the Corporation without the issuance of any additional stock therefor any and all dividend or other distributions of the Corporation with respect to such shares of stock.
  • In the event Corporation and/or the remaining Stockholders exercise the rights of election set forth in this Paragraph 8, and purchase all of the shares of stock of the offeror, until full payment is made for such shares, all provisions of Paragraphs 12 through 18, inclusive, of this Agreement shall be fully applicable with respect to such transaction.

9.  Obligation and/or Option to Purchase Stock Upon Death.

 

  • Whenever a Stockholder dies, the remaining Stockholders shall have the obligation to purchase shares of stock of such deceased Stockholder on a pro rata basis and pursuant to the same priority schedule set forth in Subparagraphs 8(a) and (b) above. Upon such death as the case may be, it shall be the duty of the Stockholder’s Personal Representative to give prompt notice thereof in writing to the remaining Stockholders and the Corporation. The remaining Stockholders having the obligation to purchase shares of stock, shall complete such purchase within the applicable time period set forth in Paragraph 10 hereof. Delay or failure to provide the required notice shall not affect the obligation of the remaining Stockholders to purchase such shares but shall only extend the time within which such purchase of shares shall be
  • The price for all shares of stock to be purchased pursuant to the provisions of this Paragraph 9 shall be the respective Agreed Value of such shares of stock on the date of such death, or effective Date of Disability, as the case may be, as computed in accordance with the provisions of subparagraph 9(c) hereof.
  • (i) The price for all shares of stock purchased pursuant to the provisions of Paragraph 9 hereof shall be the respective agreed value of such shares of stock on the date of the Stockholder’s death (the “Valuation Date”).
  • The respective agreed value of each share of stock of the Corporation, for purposes of this Paragraph 9 and other provisions of this Agreement, shall be the pro rata value of the shares based upon the aggregate agreed value of all issued and outstanding shares of stock of the Corporation determined by unanimous written agreement of the Stockholders or as set forth herein. The agreed value of the aggregate shares of stock of the Corporation as of the effective date of this Agreement is $ .
  • The Stockholders shall, within 90 days after the close of each fiscal year of the Corporation, unanimously agree on such an agreed value to be used during the ensuing fiscal year or until a new agreed value is unanimously agreed upon. If an agreed value has not been set within the 90-day period, then for purposes of this Paragraph 9, (A) the agreed value of any and all shares of stock of the Corporation shall be equal to the previous agreed value plus or minus the increase or decrease, as the case may be, of the net book value of the Corporation from the last day of the Corporation’s fiscal year immediately preceding the date on which such most recent agreed value had been set until the last day of the Corporation’s fiscal year immediately preceding the date of such death. Anything herein contained to the contrary notwithstanding, in no event shall the agreed value of the aggregate shares of stock of the Corporation be less than the aggregate amount of $1,000.00. For purposes of this Agreement, the most recent agreed value shall be deemed to have been set and approved by the Stockholders as of the effective date of this Agreement so that if the death of a Stockholder occurs during the remainder of 2021 without any subsequent agreement as to an alternative value, the agreed value set forth herein shall continue to be applicable. For purposes hereof, the term “Net Book Value” shall mean the aggregate assets minus the aggregate liabilities appearing on the book and records of the Corporation as of any date determined through the use of the same method of accounting as is employed by the Corporation in connection with the preparation and filing of its Federal Income Tax Returns, all on a basis consistent with that used in prior periods, as determined by and in the sole discretion of the independent accountant then engaged by the Corporation. All determinations made by such independent accountant then engaged by the Corporation shall be binding and conclusive upon the Corporation, and all other persons and/or parties having any direct or indirect interest in such
  • All prior agreements and amendments to this Agreement, whether written, oral or in any other form, providing for valuations or shares of stock of the Corporation, to the extent inconsistent herewith, are null and void.
  • Notwithstanding any other provisions of this Agreement, it is hereby specifically agreed that if at any time any policies of life or disability insurance used to fund one or more buy-out arrangements hereunder, all in accordance with the provisions of Paragraph 5 hereof, become owned by the Corporation instead of one or more of the Stockholders then, to the extent of the face amount of such life or disability insurance policies payable upon the death or disability of a Stockholder, the Corporation shall have the obligation to purchase the number of shares of stock which can be purchased by such face amount of insurance at the applicable price per share provided hereunder, and all obligations of one or more remaining Stockholders to effect any such purchase shall relate only to the excess shares of stock of such disabled or deceased Stockholder not subject to such purchase obligation of the Corporation.

10. Payment of Purchase Price.

 

  • Upon the death, or Date of Disability of a Stockholder employee, and in the further event that one or more remaining Stockholders, or the Corporation, or the Trustee is entitled to receive proceeds of Buy-out Insurance upon such death or effective Date of Disability pursuant to this Agreement, then each purchaser of such shares shall make payment therefor as follows:
  • There shall be an initial payment equal to the aggregate face amount of all such insurance, payable to the surviving Stockholder or Stockholders, or the Trustee upon the death or effective Date of Disability of a Stockholder, and such down payment shall be made to the Seller as follows:
  • If the Seller is the Estate of a deceased Stockholder then the closing and down payment shall be within 10 days after the receipt of such insurance proceeds or within 60 days after the appointment and qualification of the personal representative of a deceased Stockholder, whichever shall last occur; or
  • If the Seller is a disabled Stockholder, then the closing and down payment shall be within 30 days after the Effective Date of Disability or the receipt of such insurance proceeds, whichever shall first occur.
  • The payment of the balance of the purchase price, if any, shall be made in 60 equal monthly installments of principal beginning One month after the date of the making of the down payment, and said unpaid balance shall bear interest at the rate of Nine Percent (9%) per annum which accrued interest shall be paid with each installment payment of principal; provided, however, that in no event shall each such monthly payment of principal be either less than $1,000 or more than $1,500, and the amount of each monthly installment and the number of installments shall be adjusted accordingly to comply with said minimum and maximum
  • If all or any portion of the purchase price of the shares of stock of a disabled Stockholder is to be funded and/or paid by means of disability buy-out insurance, and in the further event that the payments of such disability Buy-out Insurance are to be made over a period of several months instead of in a single lump sum, such monthly payments of such disability buy-out insurance proceeds nevertheless shall constitute the down payment of the purchase price for purposes of this Paragraph 10 without any adjustment in the purchase price and without any additional interest charges; and the down payment otherwise required hereunder shall be paid, without any additional interest, over the same period of months and in the same respective amounts as such monthly payments of insurance proceeds.
  • If the payment for shares is not being made pursuant to the provisions of subparagraph (a) of this Paragraph 10, then upon the death of a Stockholder, payment shall be made as follows:
  • There shall be an initial payment of a sum equal to 20% of the aggregate purchase price for such shares of stock, but in no event less than either $10,000 or the entire purchase price, whichever shall be less, and such down payment shall be made within 60 days after the appointment and qualification of the personal representative of a deceased Stockholder; and
  • The balance of the purchase price shall be paid in 40 equal

successive quarter-annual installments beginning Three months after the date of death; provided, however, that in no event shall each quarter-annual installment payment of principal be either less than $3,000 or more than $4,500, and the amount of each quarter-annual installment and the number of such installments shall be adjusted accordingly to comply with said minimum and maximum limitations. Accrued interest on the unpaid principal balance, at the rate of 9% per annum, shall be paid with each quarter annual installment of principal.

 

  • All installment obligations for the payment of the balance of the purchase price hereunder shall be evidenced by a negotiable promissory note, in the form attached hereto as Exhibit C (including the provisions of that form relating to waiver of demand and protest, acceleration in the event of default, deferred interest payments calculated at the then maximum legal rate of interest, and reimbursement for all collection and attorney’s fees in the event of a default), executed jointly and severally by all purchasers of such shares of stock and their spouses (and if such purchaser is Corporation, the note shall be personally endorsed and guaranteed by the remaining Stockholders and their spouses). Such note shall be delivered to the Selling Stockholder, or personal representative, simultaneously with the down payment, and a receipted copy thereof shall be delivered to the Trustee.
  • Anything in this Paragraph 10 to the contrary notwithstanding, in the event that the Corporation is dissolved and/or liquidated, more than 50% of its assets are sold, or more than 50% of the number of shares of stock of the Corporation owned by the remaining Stockholders are sold, transferred or disposed of in any manner within One year after the purchase of stock from a disabled or deceased Stockholder, then, in any such event, such disabled Stockholder or the Personal Representatives of the deceased Stockholder, as the case may be, may, at their option, exercised by written notice to the purchasing Stockholder, declare the disabled or deceased Stockholder’s sale of stock to the remaining Stockholders void, receive his or their pro rata shares of the proceeds from any such sale, transfer or disposition upon any of the foregoing events, and treat all payments theretofore received by such Seller as a credit toward such pro rata share of proceeds. Such option shall be exercised, if at all, within 30 days from the receipt of notice of any of the foregoing events by such disabled Stockholder or Personal Representatives.
  • If, upon the purchase of stock of a deceased or disabled Stockholder by a remaining Stockholder pursuant to this Agreement, such deceased or disabled Stockholder shall, at such time, be a personal guarantor on any one or more obligations of the Corporation, then Corporation and/or all purchasing Stockholders shall use its or their best efforts to cause such disabled Stockholder, or the heirs, personal representatives, successors and assigns of such a deceased Stockholder to be relieved of any and all obligations by virtue of all such personal guarantees. If Corporation and/or the purchasing Stockholders are unable to obtain such release of guarantee in full, then Corporation and the purchasing Stockholders and their respective spouses hereby jointly and severally indemnify such disabled Stockholder and hold the Stockholder, and the heirs, personal representatives, successors and/or assigns of a deceased Stockholder and hold them harmless from any and all claims, demands, actions, suits, debts, liabilities and obligations of every nature and description arising, directly or indirectly, by virtue of any and all such personal guarantees, including, but not limited to, attorney’s fees and collection costs. In addition, if the spouse of such disabled or deceased Stockholder is also a personal guarantor of any and all such obligations of the Corporation, then the provisions of this subparagraph (e) relating to release and indemnification shall fully apply to, and be fully effective regarding, such spouse.
  • If the remaining Stockholders have purchased the stock of a disabled

Stockholder pursuant to this Agreement, and if, during the payout period thereof, the Selling Stockholder dies, and, if upon such death the Trustee and/or the remaining Stockholders shall receive proceeds of life insurance payable upon such death, then the entire face amount of all such life insurance policies shall, to the extent of the then unpaid balance of the purchase price hereunder, be paid to the personal representatives of the Selling Stockholder. Such payments shall be deemed to be an acceleration of the last installments due and if any portion of the purchase price remains unpaid, installment payments shall continue without interruption until the balance is paid in full. To the extent that the life insurance proceeds exceed the then unpaid balance of the purchase price hereunder, such excess of proceeds shall be paid to the owners of such life insurance policies, pro rata according to the respective face amounts of such policies.

 

  • If a deceased or disabled Stockholder at the time of his sale of stock to Corporation and/or a remaining Stockholder owes any monies or other obligations to Corporation, then the amount of all such debts shall be deducted from the down payment of the purchase price due in accordance with the provisions of this Paragraph 10, and to the extent any and all such debts exceed the amount of such down payment, shall be deducted from the next succeeding installment payments of principal due on the purchase price hereunder until all such debts have been repaid in
  • If at the time the shares of stock of a deceased or disabled Stockholder are purchased in accordance with the provisions of Paragraph 9 hereof the Corporation is indebted to such Stockholder, and if a Stockholder and/or Trustee shall be entitled to receive proceeds of life insurance or disability buy-out insurance upon such death or disability, then to the extent that such insurance proceeds exceed the purchase price for such shares of stock purchased, such excess shall be used and applied, to the extent available, to repay, satisfy and liquidate all such corporate indebtedness to such deceased or disabled Such repayment and satisfaction shall be made simultaneously with the making of the down payment of the purchase price. To the extent that such insurance proceeds in excess of the purchase price are insufficient to make full repayment and satisfaction of said indebtedness, or there are no such excess insurance proceeds, the balance of said indebtedness then remaining or the entire amount of such indebtedness, as the case may be, shall be paid in accordance with the terms of the loan or advance transactions giving rise to such indebtedness. Anything herein contained to the contrary notwithstanding, in the event that the shares of stock of a deceased or disabled Stockholder shall have been purchased pursuant to the provisions of Paragraph 9 hereof, and in the further event that the full amount of said indebtedness has not been repaid prior to or simultaneously with the payment of the full amount of the purchase price hereunder, then the provisions of Paragraphs 13 through 18, inclusive, of this Agreement providing for restrictions, holding of stock and resignations as collateral, acceleration and default, shall remain in existence and in full force and effect until such time as the full amount of such indebtedness is repaid in accordance with the terms hereof.
  1. Termination of Employment. Anything herein contained to the contrary notwithstanding, in the event of the involuntary termination of employment of a Stockholder who is a party hereto as an employee of the Corporation, then upon such cessation of employment, the Corporation shall purchase all of the shares of stock of the Corporation owned by such terminated Stockholder for the same price and in the same manner as for the purchase of a deceased Stockholder’s shares of stock.

12.Provisions Relating to Trustee.

 

  • The Trustee under this Agreement shall be appointed by majority vote of the Board of the The Trustee shall act in accordance with the terms and provisions hereof and to accept such duties and responsibilities as are herein contained.
  • Upon the execution of this Agreement by all of the Parties, each of the Stockholders shall deposit with the Trustee all certificates representing the shares of stock of the Corporation owned by each such Stockholder, together with an assignment thereof executed either in blank for surrender or transfer or in favor of such Trustee. Such deposit and assignment shall in no way affect the rights of a Stockholder to vote such shares of stock, to collect dividends thereon, or to exercise any other rights as a Stockholder under law and in accordance with the provisions of this Agreement. The Trustee shall receive such deposit and assignment and hold, administer and distribute it in accordance with the terms of this Agreement, and the Trustee shall have the same rights and obligations as a secured creditor under the Florida Uniform Commercial Code as if the true beneficial owners of such respective shares of stock and other property interests transferred to the Trustee were account debtors who had pledged such property interests as collateral for prompt payment and satisfaction of such debts.
  • All policies of insurance owned by the Stockholders and used to fund the buy-out arrangements herein set forth, shall be deposited with the Trustee and each owner shall take all steps necessary or advisable to have the Trustee named as the beneficiary of all such insurance proceeds in such Trustee’s fiduciary capacity. If additional insurance policies are purchased in accordance with the terms of this Agreement, such policies shall also be deposited with Trustee and Trustee shall also be named the beneficiary of all proceeds thereunder in such Trustee’s fiduciary capacity on behalf of the owner of such policy pursuant to the provisions It is hereby agreed that the Trustee shall not be obligated to pay premiums on any such insurance policies deposited with it or for which it is named a beneficiary unless the Trustee shall specifically agree in writing to pay such premiums; and if the Trustee does not specifically agree in writing to pay any premiums, the obligation to make payment thereof shall remain the sole and exclusive obligation of the owner.
  • The Trustee shall hold all insurance policies deposited with it during the term of this Unless the owner shall have delegated to the Trustee the responsibility of paying premiums on any such policies and the Trustee has accepted such obligation, the Trustee shall have no obligation to pay such premiums, to keep such policies in force, to ascertain whether such premiums have been paid, or to notify the beneficiaries of such policies of the non-payment of premiums.
  • Upon the death or disability of an insured under any such policy, the Trustee shall forthwith and without delay collect such sums as shall be due under the terms of any such policies of insurance. To facilitate such collection, the Trustee shall have the power to execute and deliver receipts and other instruments and take other necessary steps for collection If payment on any policy is contested, the Trustee shall not be obligated to take any action for collection unless and until it shall have been indemnified to its satisfaction against any loss, liability or expense, including attorney’s fees. Upon payment to the Trustee of the amounts due under any such policies of insurance, the company issuing such policies shall be relieved of any further liability and shall have no responsibility to see to the performance of this Agreement.
  • If at any time during his service hereunder, the Trustee shall be subject to a dispute regarding, or claims by more than one party to, property or funds then in the possession of

the Trustee, he shall be permitted to file interpleader or other appropriate action in the Palm Beach County, Florida, Circuit Court or other court of competent jurisdiction and to place all funds then in dispute or subject to such claims with such court for a determination thereof. In such event, the Trustee shall be reimbursed for his costs and expenses, including attorney’s fees, in connection with the filing of such action.

 

  • Upon the collection of any and all insurance proceeds, the Trustee shall take all such steps which are necessary or advisable to pay such proceeds, exchange such shares of stock and to perform any and all other acts necessary to effectuate the terms of this Agreement.
  • By his execution and acceptance of this Agreement, the Trustee agrees to act as the Stock Transfer Agent provided in Paragraph 13 hereof, and to perform all acts, duties and responsibilities required of the Stock Transfer Agent in accordance with the terms hereof.
  • Upon any termination of this Agreement, the Trustee shall return to the respective owners all insurance policies, certificates of stock and assignments thereof which it has received, whereupon Trustee shall be discharged from any and all further obligations hereunder.
  • The Trustee shall be entitled to receive such compensation as shall be agreed upon, from time to time, by the Trustee and the Corporation, and reimbursement for all out-of-pocket expenses incurred in the performance of the Trustee’s duties hereunder. Except as otherwise specifically provided herein, all such fees and expenses, shall be paid by the Corporation. It is specifically agreed that the Trustee shall have a lien against any and all property in possession of the Trustee to secure payment of any and all compensation and reimbursement for out-of-pocket expenses due to the Trustee from time to time in accordance with the provisions of this Upon failure of the Trustee to receive actual payment of compensation and/or reimbursement of actual expenses in accordance with the provisions hereof, the Trustee may exercise any and all rights of a secured creditor under the Florida Uniform Commercial Code with respect to all property then held by the Trustee hereunder including but not limited to the right of public or private sale thereof and the application of the proceeds of such sale to the payment of any and all such compensation and expenses, all upon the giving of at least 15 days advanced written notice to the Corporation and all Stockholders.
  • The Trustee may be removed and replaced in the same manner as the appointment. The Trustee may resign and be discharged of all responsibilities created hereunder upon 30 days’ written notice to the Corporation and to each of the Stockholders whose stock is being held by the Trustee. Upon such removal or resignation, the Trustee shall deliver to its successor, if any, all stock certificates, assignments thereof, and insurance policies in his possession. If there is no such designated successor, all such documents shall be returned to the respective owners, whereupon, the Trustee shall have no further obligation or responsibility to any party by virtue of this Agreement.
  1. Stock Transfer Agent. The Trustee shall serve in the capacity of stock transfer agent in connection with all purchases and sales of stock As Stock Transfer Agent, the Trustee shall hold and have custody of all of shares of stock until payment in full is completed, whereupon he shall deliver to the purchasers all stock certificates representing the purchased shares, and shall prepare all other documents necessary to effectuate the transfer of those shares of stock.

14. Default in Payment.

 

  • If any purchaser shall default in any payment of the purchase or subscription price hereunder, or shall fail to perform any term, condition or provision hereunder, and such default or failure shall not be cured within 15 days after the date of receipt of notice in writing of such default, or in the event that any purchaser, endorser or guarantor, commits an act, which under any State or Federal Bankruptcy Act constitutes an act of bankruptcy, the entire amount of the then unpaid balance of the purchase price from such purchaser shall immediately become due and payable, without further action, notice or In the event such balance is not paid in full, the Stock Transfer Agent shall, upon 15 days written notice to all stockholders of the Corporation known to such Agent, cause an assignment of all shares of stock of the Corporation theretofore owned and/or being purchased by such purchaser (with all of such stock being sometimes referred to as the “Purchaser’s Corporate Stock”) to the Stock Transfer Agent as liquidating agent, who shall cause the Purchaser’s Corporate Stock to be sold in accordance with the provisions of this Paragraph. Notwithstanding any limitation contained in any statute or regulation, the Stock Transfer Agent may sell for cash or credit and upon such other terms as the Board of Directors may direct all of the Purchaser’s Corporate Stock held by the Stock Transfer Agent, and the subject Selling Stockholder, or his personal representative, shall have the right at any bona fide public sale, to purchase any and all stock or assets then offered free from any restrictions contained in this Agreement and free from any right or equity of redemption (which right or equity is hereby expressly waived by each party hereto); and after deducting all legal and other costs and expenses from the proceeds of the sale, the Stock Transfer Agent shall apply the net proceeds on account of the liability of all purchasers of such stock. If any surplus shall exist, such surplus shall be allocated pro rata among the several purchasers; and if there is any deficiency, the selling Stockholder shall have the right to proceed against any one or more purchasers on any documents evidencing the indebtedness held by the selling Stockholder or in any other manner available in law or in equity.
  • The remedies herein provided for a selling Stockholder shall be in addition to, and not in substitution of, the rights and remedies which would otherwise be vested in a seller in law or equity, all of which rights and remedies are specifically reserved to the selling Stockholder; and the failure to exercise the remedies herein provided shall not preclude the resort to any other appropriate remedy or remedies, nor shall the use of any one or more of said remedies herein provided prevent the subsequent or concurrent resort to any other remedy or remedies which by law or equity may be vested in the seller for the recovery of damages or otherwise in the event of a breach of any of the agreements or undertakings herein contained.
  • Neither the failure nor any delay on the part of any selling Stockholder to exercise any right, power, privilege or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power, privilege or remedy preclude any other or further exercise thereof, or the exercise of any other right, power or privilege.
  1. Voting Shares Pending Full Payment. So long as a purchaser of shares is not in default under a subscription or purchase agreement, pending completion of payment for the stock and upon compliance with the terms and conditions of the subscription or purchase agreement, the purchaser shall have the right to vote that stock of the Corporation on all occasions. Under such circumstances, neither the Stock Transfer Agent nor seller may vote the stock, and the Stock Transfer Agent and seller, whenever demand is made upon them, or either of them, shall execute and deliver an effective proxy or proxies in favor of the If a purchaser is then in default

hereunder, the Stock Transfer Agent shall be entitled to vote any and all shares of stock held by the Stock Transfer Agent including but not limited to any and all shares of stock theretofore beneficially owned by such purchaser, and such voting rights shall be exercised by such Stock Transfer Agent in any manner which shall be determined in the sole and absolute discretion of the Stock Transfer Agent.

 

  1. Dividends Pending Full Payment for Shares. So long as stock certificates are held by the Stock Transfer Agent pending completion of payment for the shares of stock and until the purchaser shall have defaulted in payment of any part of the purchase price, each purchaser shall own all dividends declared and paid upon that stock, without regard to when declared, but such dividends shall nevertheless be paid to the Stock Transfer Agent who shall apply them toward payment of the next installment due upon the purchase price of the shares and shall issue a receipt for such payment to the purchaser. If such dividends are in stock or property, the Stock Transfer Agent shall hold such stock or property as additional security for the payment of the balance of the purchase price, subject to all of the terms of this Agreement.
  1. Restrictions on Actions Pending Full Payment for Shares. So long as the certificates of stock are held by the Stock Transfer Agent pending completion of payment for the shares of stock, except with the express written consent of the seller or his personal representative, the purchaser shall not vote that stock being purchased, or his other stock, nor shall he vote as a director, if he is then serving as a director, in favor of any of the following acts or proposals:
  • To consolidate, merge or dissolve the Corporation;
  • To increase, reduce or otherwise change in any manner or form whatsoever the then authorized capital stock of the Corporation;
  • To purchase any property or assets except in the regular course of business;
  • To sell or transfer any property of the Corporation except in the regular course of business;
  • To mortgage or pledge the property of the Corporation except that the restrictive provisions of this subparagraph shall not apply to any purchase money pledge or mortgage; or
  • To engage in any business other than the business in which Corporation was engaged at the time of such purchase.

18. Resignations of Seller and of Purchaser.

 

  • Simultaneously with delivery of the down payment of the purchase price for shares sold, as provided for in Paragraph 10 above, the seller shall deliver to the Stock Transfer Agent his, or his nominee’s, resignation as an officer and/or director of the Corporation.
  • Simultaneously with delivery to the seller of the promissory note evidencing the balance of the purchase price for purchased shares, an individual purchaser shall deliver to the Stock Transfer Agent his undated resignations as an officer and/or director of the Corporation. Those resignations shall not be used or acted upon except in the event of a default hereunder and

a public sale of the Corporate Stock of such Purchaser, in accordance with the provisions of this Agreement.

 

19. Additional Provisions Relating to Insurance.

 

  • In the event of the disability of a Selling Stockholder, the owner shall have the right, but not the obligation, to keep in force all policies of life insurance on the life of that Selling If that right is exercised, the owner shall pay the full amount of all premiums due on such policies when due, and, upon the subsequent death of the Selling Stockholder before he shall have been paid in full for the shares of stock sold, the owner shall have the obligation to collect all proceeds of insurance and use them to pay all further purchase obligations to such Selling Stockholder. If the owner, at any time after such purchase, does not desire to maintain any such policy of life insurance, the owner shall be obligated to give written notice thereof to the Selling Stockholder at least 60 days prior to the date on which the next premium thereon is due, and the Selling Stockholder, shall have the right, exercisable within 60 days after the receipt of any such notice, to elect to purchase any such policy of insurance which the owner does not wish to maintain.
  • All such rights of election to purchase policies shall be exercised in writing within 60 days following the event giving rise to such right of election, and within 10 following the giving of such written election, the purchase shall be consummated and each such policy subject to the right of election shall be purchased for cash at a price equal to:
  • The cash surrender value thereof, if any, calculated on a pro rata basis to the date of the exercise of the right of election, plus
  • The pro rata portion of any premium prior to such date which covers a period extending beyond such date, plus
  • Any dividends or dividend accumulations calculated as of such date,

and less

  • Any and all policy loans plus interest then due as of such
    • If upon the disability of a Stockholder any Stockholder or Trustee is entitled to receive proceeds of disability insurance carried hereunder prior to the expiration of 24 consecutive months of such disability, to the extent such proceeds are not used to purchase the stock of such disabled Stockholder by virtue of recovery from disability prior to such 24-month period, such proceeds shall be contributed as additional capital to the Corporation for which no additional shares of stock shall be issued; provided, however, if such proceeds shall reduce the amount of coverage under any such policies of disability buy-out insurance, then such proceeds shall be retained in escrow until such time as there shall no longer be any such reduction under the terms of such policies and thereafter shall be contributed as additional capital to the Corporation for which no additional shares of stock shall be All of such proceeds held in escrow, until released from escrow, shall be treated and used in the same manner as the reduced amount of insurance proceeds would have been so used if such reduction in coverage had not taken place.
  • Anything herein contained to the contrary notwithstanding, if any one or more policies of life or other insurance hereunder are subject to any agreement between the

respective owners and the Corporation by which the Corporation shall pay all or a certain portion of the premiums thereon in return for which the Corporation shall receive a portion of the proceeds thereof upon the death or disability of an insured, termination of such policy, or the occurrence of any other policy event, upon the occurrence of such event (herein referred to as “Split Dollar Arrangements”), the following provision shall be applicable;

 

  • Unless otherwise agreed in writing by the remaining Stockholders, the Corporation and the disabled Stockholder or the Personal Representatives of the deceased Stockholder, as the case may be, all such Split-Dollar Arrangements shall be terminated with respect to any and all policies owned by the deceased or disabled Stockholder on the life or health of the remaining Stockholders on the date of such death or effective Date of Disability;
  • No portion of the proceeds under any such policy received by the Corporation solely as a result of such Split-Dollar Arrangements shall constitute payment of insurance proceeds required to be used as a down payment for the purchase price of shares of stock hereunder, but instead shall be entitled to be received by the Corporation as if this Agreement were not in effect; and
  • With respect to any policies owned by a deceased or disabled Stockholder, to the extent there are any one or more policy loans outstanding as of the date of death or effective Date of Disability, all interest charges with respect thereto prior to such date shall be borne and paid by the Corporation, and all interest charges from and after such date shall be borne and paid by the owner of each such policy.
  1. Additional Agreements. For future
  1. Fees and Expenses. All fees and expenses including, but not by way of limitation, those of an accountant, attorney and stock transfer agent, incurred on behalf of the Purchaser in enforcing the terms of this Agreement relating to a sale of shares of stock of the Corporation shall be paid by or charged to the Purchaser and the Selling Stockholder, or his Personal Representative, as the case may be, on an equal basis.
  1. Shares to be Purchased by the Corporation. Any shares of stock to be purchased by the Corporation pursuant to this Agreement may, at the discretion of the Board of Directors, be retired, retained as treasury shares, or reissued.
  2. Endorsement Upon Share Certificates. Upon the execution of this Agreement, each certificate representing shares of stock of the Corporation now or hereafter issued shall contain an endorsement substantially in the following form:

The shares of stock represented by this certificate shall not be sold, transferred, pledged, hypothecated, encumbered or disposed of in any manner whatsoever except in accordance with and subject to the terms and conditions of the Stockholders’ Agreement executed by the Stockholders of the Corporation, a copy of which is on file in the principal office of the Corporation.

 

  1. Notices. Except as expressly required by law, all notices, writings, offers, acceptances, refusals, payments or agreements given or required to be given under this Agreement

shall be made in writing and shall be transmitted by BOTH (a) email to the most current email address the Corporation has on its books and records for the intended recipient and (b) U.S. Postal Service Regular Mail. If any Stockholder does not have access to an email account, notice may be given to that Stockholder by one of the following methods: hand-delivery signed for by the recipient, certified mail return-receipt requested postage prepaid, or U.S. Postal Service Priority or Express Mail. All notices shall be sent:

 

  • If to the Corporation, to the principal email address and principal business office address of the Corporation;
  • if to the Stockholders, the last known residence address and email address appearing on the books of the Corporation of each intended recipient Stockholder or of which the Corporation has received notice; and
  • a copy of all such notices shall be sent to the Corporation’s then legal

All Stockholders MUST provide a valid primary email address to the Corporation no later than the date of execution of this Stockholders’ Agreement; and the Stockholder shall inscribe that email address on the signature page below his, her or that entity’s signature. It is each Stockholder’s individual responsibility to regularly check that email account for notices from the Corporation; and it is the Stockholder’s individual responsibility to update the Corporation with any change of email address or mailing address.

 

The date of hand-delivery or Two days after the date of proper mailing of such notice shall be deemed to be the date of such notice for purposes of this Agreement. Notwithstanding the foregoing, if a Stockholder or other person entitled to the receipt of written notice notifies the Corporation of any period of more than Ten days that the Stockholder’s mail or email will be inaccessible during that period of time, such notice shall not be given until the Stockholder regains access to mail or email or, alternatively, if the Corporation has knowledge of the Stockholder’s temporary address during that period such notice may be hand-delivered or mailed in the manner provided in this Paragraph 24 to such temporary address.

 

  1. Dispute Resolution. All claims, demands, disputes or controversies between or among the Parties to this Agreement seeking only money damages not exceeding $10,000 exclusive of legal fees and costs may be submitted to and determined by binding If the Parties are unable to agree on an arbitrator or arbitrators within 10 days after any party shall have properly requested arbitration, the Parties hereto shall settle the dispute by arbitration pursuant to the Florida Arbitration Code, Florida Statutes, Chapter 682. All other claims, disputes or controversies may be resolved by filing an action in the Circuit Court of Palm Beach County, Florida or any other tribunal of competent jurisdiction in Palm Beach County, Florida.
  1. Execution of Other Documents. The Parties hereto agree to execute and deliver all authorizations, documents and instruments which may be necessary or advisable to carry out the terms and conditions of this Agreement.
  1. Entire Agreement. This is the entire understanding and agreement of the Parties. No alteration, amendment or future understanding shall be binding unless reduced to writing and signed by all of the Parties hereto.
  1. Persons Bound. This Agreement shall inure to the benefit of and be legally binding upon the Parties hereto and the heirs, executors, administrators, successors, assigns, and transferees of them and each of them.
  1. Florida Law; Jurisdiction and Venue. This Agreement is being delivered and is intended to be performed in the State of Florida and shall be construed and enforced in accordance with the substantive laws of Florida. Any disputes hereunder and in the further event that such disputes may not be resolved amicably, upon any ensuing litigation or arbitration, such proceedings shall be brought in the applicable federal or state tribunal located in Palm Beach County, Florida, and each of the Parties hereto for themselves and their successors and assigns hereby agree to submit to the personal jurisdiction of such tribunal in such county; and they further agree that each such party and/or his successors and assigns, may be served notice of any such proceeding by any one or more methods including but not limited to publication in a newspaper of general circulation in Palm Beach County, Florida.
  1. Time of Essence. With respect to any and all provisions herein contained setting forth periods of time or dates on which certain events are to take place or are to be based, it is agreed that each and every such date or period of time is of the essence in connection with the full performance of all provisions hereof and no such date or provisions of time may be changed, altered, amended, except in connection with a formal amendment of this Agreement in the manner herein provided.
  1. Severability. If any term, provision or condition of this Agreement shall be found by any tribunal of competent jurisdiction to be against public policy, illegal or void in any manner whatsoever, and such determination shall be upheld upon exhaustion of all appeals, such determination shall have no effect on the remaining terms, provisions and conditions of this Agreement and the remainder of this Agreement shall be read and interpreted as if such void or illegal provision were not a part hereof.
  1. Construction. Wherever used herein, (i) the singular shall include the plural and the plural shall include the singular; and (ii) the use of the masculine, feminine or neuter gender shall include the use of any other gender where applicable. Wherever used herein, the terms “Shares of Stock” or “Stock Certificates” or “Share Certificates” shall include, where applicable, voting trust certificates and/or shares represented thereby; and all restrictions, terms and conditions hereof applicable to shares of stock or certificates representing such shares shall be equally applicable to voting trust certificates and to any and all interests of Stockholders represented by voting trust certificates. Any headings preceding the text of the provisions of this Agreement are inserted solely for the convenience of reference, do not constitute a part of this Agreement, and shall not affect the meaning, construction or effect of that provision.
  1. Counterparts. This Agreement may be executed in several counterparts and all of such counterparts, taken together, shall constitute one Agreement.
  1. Execution by Spouse. If any one or more Stockholders are married at the time of the execution of this Agreement, unless the spouse of such Stockholder is also a Stockholder and party hereto, such Stockholder shall cause his or her spouse to execute a form of Consent of Spouse, and this Agreement shall not constitute a fully executed Agreement until such execution of such consent form by the said If Stockholder is not married at the time of the execution of this Agreement, such Stockholder hereby covenants and agrees that upon any later marriage

such Stockholder thereupon shall immediately cause his or her spouse to execute the form of Consent of Spouse identical to the form attached hereto and made a part hereof as Schedule D. Upon the failure of any such spouse to execute such consent form within Five days from and after any request in writing by any other Stockholder, such failure shall constitute an offer by the Stockholder to sell his shares of stock of the Corporation for a purchase price equal to One-Third of the book value.

 

IN WITNESS WHEREOF, the Parties have caused this Agreement to be duly executed the day and year first above written.

 

WITNESSES:                               Dollar Transfer & Financial Services, Inc.

 

By:                                                                              

Antonio Rondeau, President, CEO

 

By:                                                                              

Jean Jean-Louis, Vice-President

 

Attest:                                                                         

Ligmy Aristide, Secretary

(Corporate Seal) STATE OF FLORIDA )

(COUNTY OF BROWARD)

 

On the   day of May, 2023, before me by means of physical presence personally came Antonio Rondeau, Jean Jean-Louis, and Ligmy Aristide, to me known, who being duly sworn, did depose and say that they are the President, Vice President and Secretary, respectively, of DOLLAR TRANSFER & FINANCIAL SERVICES, INC., the corporation described in and which executed the foregoing instrument; that they know the seal of the Corporation; that the seal affixed to this instrument is the Corporate Seal; and that it was so affixed by order of the Board of Directors of the Corporation.

 

[Affix Notary Stamp or Seal]                                                                                      

Notary Public, State of Florida

 

STOCKHOLDERS

 

 

                                                (SEAL)

Ligmy Aristide

Address:                                              

                                                (SEAL)

Mickenson       Aristil

Address:                                              

                                         (SEAL)

LensonAugustin

Address:                                  

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Dunorld           Autelus

Address:                                              

                                                (SEAL)

Wilbet Baptiste

Address:                                              

                                         (SEAL)

Michael           Bonsu Address:                   

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Jude     Cadet

Address:                                              

                                                (SEAL)

Rehoboth Evangelical Church Address:      

                                         (SEAL)

Henri Dalusma

Address:                                  

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Odithe Dorelus

Address:                                              

                                                (SEAL)

Sorel    Dorelus

Address:                                              

                                         (SEAL)

Max Joseph     Dorvil Address:                   

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Theramaine G.Ducinvil

Address:                                              

                                                (SEAL)

Erline Duvernay

Address:                                              

                                         (SEAL)

Christela          Estiverne Address:               

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Caleme Felix

Address:                                              

                                                (SEAL)

Malherbe Felix

Address:                                              

                                         (SEAL)

Claudie Florentine

Address:                                  

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Guerda Georges

Address:                                              

                                                (SEAL)

Nerline Hermitus

Address:                                              

                                         (SEAL)

Dumerve Herve

Address:                                  

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Genese Herve

Address:                                              

                                                (SEAL)

Leornard Herve

Address:                                              

                                         (SEAL)

Wesler Herve

Address:                                  

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Enock Jean

Address:                                              

                                                (SEAL)

Yvrose Jean

Address:                                              

                                         (SEAL)

Jean Jean-Louis

Address:                                  

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Marie B. Jerome

Address:                                              

                                                (SEAL)

Aldophe Joseph

Address:                                              

                                         (SEAL)

Wadner Joseph

Address:                                  

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Lenaire Joseph

Address:                                              

                                                (SEAL)

Hubert Ruth

Address:                                              

                                         (SEAL)

Wolf J. Louissaint

Address:                                  

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Elcie Marcellus

Address:                                              

                                                (SEAL)

Serge Marcellus-Jean

Address:                                              

                                         (SEAL)

Mathieu Masner

Address:                                  

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Joseph Merilus

Address:                                              

                                                (SEAL)

Etilia Moise

Address:                                              

                                         (SEAL)

Awilda Molin

Address:                                  

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Illio Molin

Address:                                              

                                                (SEAL)

Stephanie & Mackenson Molin Address:    

                                         (SEAL)

Marie Francoise Morisseau Address:          

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Faveur Nazeus

Address:                                              

                                                (SEAL)

Jocelyn Noel

Address:                                              

                                         (SEAL)

Odlyne Petit-Frere

Address:                                  

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Tony Petit-Frere

Address:                                              

                                                (SEAL)

Flora Robert Virgile

Address:                                              

                                         (SEAL)

Antonio Rondeau

Address:                                  

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Jean Rondeau

Address:                                              

                                                (SEAL)

Jodson Rondeau

Address:                                              

                                         (SEAL)

Molide Rondeau

Address:                                  

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Thergelie Rondeau

Address:                                              

                                                (SEAL)

Inseau Saintigene

Address:                                              

                                         (SEAL)

Antoine Saintima

Address:                                  

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Jean-Claude Sylvain

Address:                                              

                                                (SEAL)

Chenais Solon

Address:                                              

                                         (SEAL)

Prophane Solon

Address:                                  

 

Email:                                                 

Email:                                                 

Email:                                     

 

                                                (SEAL)

Fanor Sonel

Address:                                              

                                                (SEAL)

Jean Gary Stimphil

Address:                                              

                                         (SEAL)

Anata Louis

Address:                                 

 

Email:                                                 

                                                (SEAL)

Marie C. Amisial Address:

Email:                                                 

                                                (SEAL)

Jean-Claude Petit-frere Address:

Email:                                     

                                         (SEAL)

 

Address:                                 

 

Email:

Email:

Email:                                     

 

ACCEPTANCE BY TRUSTEE

 

 

THE UNDERSIGNED,                                       , agrees to act as Trustee in accordance with the terms and conditions of the foregoing Agreement and agrees to accept such duties and responsibilities as are therein contained.

 

IN WITNESS WHEREOF, the undersigned has caused this Agreement to be duly executed this    day of May, 2023.

WITNESSES:

 

    
    

Print Name:                                                     

 

(STATE OF FLORIDA)

(COUNTY OF                                     )

 

BEFORE ME, the undersigned authority, personally appeared                                            , who, upon being first duly sworn, acknowledged that he executed the foregoing document freely and voluntarily and for the purpose therein expressed.

 

WITNESS my hand and official seal in the County and State last aforesaid this    day of May, 2023.

 

 
  

NOTARY PUBLIC

 

DOLLAR TRANSFER & FINANCIAL SERVICES, INC. STOCKHOLDERS AGREEMENT

EXHIBIT A STOCKHOLDERS

 

 

 

First Name

Last Name

Subscription

% Stock Interest

Ligmy

Aristide

$     N/A

X

Mickenson

Aristil

$     N/A

X

Marie  C.

Amisial

$     N/A

X

Lenson

Augustin

$     N/A

X

Dunorld

Autelus

$     N/A

X

Wilbet

Baptiste

$     N/A

X

Michael

Bonsu

$     N/A

X

Jude

Cadet

$     N/A

X

Rehoboth Evangelical

Church

$     N/A

X

Henri

Dalusma

$     N/A

X

Odithe

Dorelus

$     N/A

X

Sorel

Dorelus

$     N/A

X

Max Joseph

Dorvil

$     N/A

X

Theramaine G.

Ducinvil

$     N/A

X

Erline

Duvernay

$     N/A

X

Christela

Estiverne

$     N/A

X

Caleme

Felix

$     N/A

X

Malherbe

Felix

$     N/A

X

Claudie

Florentine

$     N/A

X

Guerda

Georges

$     N/A

X

Nerline

Hermitus

$     N/A

X

Ruth

Hubert

$     N/A

X

Dumerve

Herve

$     N/A

X

Genese

Herve

$     N/A

X

Leornard

Herve

$     N/A

X

Wesler

Herve

$     N/A

X

Enock

Jean

$     N/A

X

Yvrose

Jean

$     N/A

X

Jean

Jean-Louis

$     N/A

X

Marie B.

Jerome

$     N/A

X

Aldophe

Joseph

$     N/A

X

Wadner

Joseph

$     N/A

X

Lenaire

Joseph

$     N/A

X

Anata

Louis

$     N/A

X

Wolf J.

Louissaint

$     N/A

X

Elcie

Marcellus

$     N/A

X

Serge

Marcellus-Jean

$     N/A

X

Mathieu

Masner

$     N/A

X

Joseph

Merilus

$     N/A

X

Etilia

Moise

$     N/A

X

Awilda

Molin

$     N/A

X

Illio

Molin

$     N/A

X

Stephanie & Mackenson

Molin

$     N/A

X

Marie Francoise

Morisseau

$     N/A

X

Faveur

Nazeus

$     N/A

X

Jocelyn

Noel

$     N/A

X

Odlyne

Petit-Frere

$     N/A

X

Tony

Petit-Frere

$     N/A

X

Jean-Claude

Petit-Frere

$     N/A

X

Flora

Robert Virgile

$     N/A

X

Antonio

Rondeau

$     N/A

X

Jean

Rondeau

$     N/A

X

Jodson

Rondeau

$     N/A

X

Molide

Rondeau

$     N/A

X

Thergelie

Rondeau

$     N/A

X

Inseau

Saintigene

$     N/A

X

Antoine

Saintima

$     N/A

X

Jean-Claude

Sylvain

$     N/A

X

Chenais

Solon

$     N/A

X

Prophane

Solon

$     N/A

X

Fanor

Sonel

$     N/A

X

Jean Gary

Stimphil

$     N/A

X

DOLLAR TRANSFER & FINANCIAL SERVICES, INC. STOCKHOLDERS AGREEMENT

 

EXHIBIT A-1 INITIAL BOARD MEMBERS

 

Antonio Rondeau

President, Chief Executive Officer

Jean Jean-Louis

Vice-President

Ligmy Aristide

Secretary

Genese Herve

Treasurer

Marie Francoise Morisseau

Spokesperson

Serge Marcellus Jean

General Director

Jean Gary Stimphil

Marketing Director

Joseph Max Dorvil

Board Advisor

Yvrose Jean

Board Advisor

Mathieu Masner

Board Advisor

Christela Estiverne

General Manager

Awilda Molin

Board Member

Antoine Saintima

Board Member