Assigned Artist Agreement
BENJAMIN VERDE INCORPORATED
(Assigned Artist Agreement )
This Assigned Artist Advance Agreement (the “Agreement”) is made and effective as of the date of your online application BETWEEN Benjamin Verde Inc. a corporation existing under the laws of Ontario, with its mailing address listed as 1920 Suite #332 Ellesmere Road Toronto, Ontario Canada M1H 3G1. (the “Company”) AND You, the “Client”).
WHEREAS this Assigned Artist Artist Advance Agreement (“Agreement”) contains the complete terms and conditions between the Company and the Client, regarding the Client’s request to the Company to engage services from the Company and its affiliates;
AND WHEREAS by submitting an application to participate in the Company’s services program, the Client is confirming that it has read this agreement and agrees to be bound by its terms and conditions, and it is agreed as follows:
During the Term of this Agreement, Client agrees to engage the services exclusively offered by the Company or its affiliates at the ascribed prices for the following fees (Inclusive of HST);
- i) The applicable APT Fee for the corresponding Artist Advance tier
- ii) Minimum Security Deposit of 30% of Finance Value for the Rookie Tier
- iii) Minimum Security Deposit of 40% of Finance Value for the Starter and Pro Tiers
- iv) Collateral Deposit may be required for funding category for which you have applied (Artist or Equipment Financing)
1.2. Additional Terms And Conditions
The following Schedule “A” in the Additional Terms & Conditions attached to and incorporated in this Agreement are considered to be a part of this Agreement.
IN WITNESS WHEREOF the Parties have executed this Agreement as of the date first above written.
Notice of Consent
Benjamin Verde Incorporated (BV) may collect information (as defined below) during the course of your relationship with Benjamin Verde from credit bureaus, other financial institutions, and the references you provide Benjamin Verde. Benjamin Verde may also disclose Information to credit bureaus and financial institutions. (The word “Information” means financial and financially-related information about you, in a business or personal capacity, including information to identify you or qualify you for products and services, or information that Benjamin Verde needs for regulatory requirements.)
i.) Disclosure with Benjamin Verde Incorporated: The Company may share Information with the company so that Benjamin Verde may tell you about products and services.
ii.) Direct Marketing: Benjamin Verde may tell you about products and services via direct mail, telephone and other direct means.
If you do not wish to consent to ( i.) or( ii.), you can contact Benjamin Verde Incorporated at 1.888.995.8926 at any time. You will not be refused credit or other services just because you withdraw your consent to ( i.) or( ii.).
Including your Social Insurance Number (SIN) in this credit bureau request is the best way to ensure credit bureau information accurately refers to you. However, this is completely optional, and if you opt not to give Benjamin Verde permission, this by itself will not prevent you from continuing the credit application process.
I hereby give my consent to Benjamin Verde Incorporated to include my SIN in the credit bureau request.
Benjamin Verde Incorporated may obtain a credit report on you from Trans Union Canada Inc. If you wish to review a copy of your credit report file, contact Trans Union of Canada Inc. Consumer Relations Centre, P. O BOX 338 LCD1, Hamilton Ontario, L8L 7W2, 1.800.663.9980
Variable Pre-Authorized Credits/Debits via Plooto Incorporated
You acknowledge that the authorization is to allow the business with whom your agreement is with to debit/credit funds from your bank/credit union account for regular or recurring payments and/or one-time payments based on your payment obligations in accordance with the terms and conditions described in this agreement. YOU HEREBY WAIVE ANY LEGISLATIVE OR REGULATORY REQUIREMENT FOR PRE-NOTIFICATION. You understand this is a personal Pre-Authorized Debit, and that only Benjamin Verde Incorporated or its service provider Plooto Inc., will debit or credit your bank account on file.
You may revoke your authorization at any time, subject to providing notice 10 business days before the next scheduled debit. You can obtain a sample cancellation form or more information on your rights to cancel a PAD agreement at your financial institution or by visiting the www.cdnpay.ca. You can also reach out directly to us and cancel your authorization.
You have certain recourse rights if any debit does not comply with this agreement (because the debit was not withdrawn in accordance with this authorization or amounts were withdrawn after the agreement was revoked). For example, you have the right to receive reimbursement for any debit that is not authorized or is not consistent with this PAD agreement based on the timeline set out by the Canadian Payment Association. To obtain more information on your recourse rights, contact your financial institution or the Canadian Payment Association. Please Note: Transaction dates that fall on a weekend or holiday will be processed the next business day.
Acknowledgement of consents above by checking the box You, the Client hereby AGREE to the terms of the this agreement.".
SCHEDULE “A” SELECTED SERVICES Assigned Artist Advance Agreement
This Artist Advance Agreement (the “Agreement”) is made and effective today
Benjamin Verde Incorporated a corporation existing under the laws of Ontario, with its office located at 1920 Ellesmere Road, Suite 332, Toronto, Ontario Canada M1H 3G1 (the “Company”)
You, (the “Borrower”)
WHEREAS this Artist Advance Agreement (“Agreement”) contains the complete terms and conditions between the Company and the Borrower, regarding the Borrower’s application to borrow funds from the Company;
AND WHEREAS by submitting an application to participate in the Company’s Assigned Artist Artist Advance program, the Borrower is confirming that it has read this agreement and agrees to be bound by its terms and conditions, and it is agreed as follows:
- Definitions (Example)
"Original Amount Advanced ": $1000.00
“Less Down Payment x 30%”: $300.00
"Data Distribution Fee": $37.50
“Principal. Sum”: $737.50
“Payment Method”: Pre-Authorized Debit
“Payment Commencement Date”: 30 days
"Monthly Principal Amount”: $122.92
“Monthly Service Charge”: $38.50
"Monthly Recoupment Payable": $161.42
“Total Financed Amount”: $968.50
“Number of Payments”: 6
- Assigned Artist Artist Advances
(a) The Company agrees to lend to the Borrower and the Borrower agrees to borrow from the Company the Principal Sum in lawful money of Canada.
(b) The Borrower agrees to pay to the Company a Monthly Convenience Service Charge in accordance with the applicable Advance Tier based on the following schedue; Rookie $29.50, Starter $38.50 or Pro $45.00 for the agreed upon number of months in addition to the Principal Sum
(c) The Borrower agrees to repay to the Company at its head office in the City of Toronto or at any other place in Canada as the Company may direct, the Principal Sum, fees and interest set out as follows:
(i) The Principal Sum is to be repaid in consecutive payments of the Monthly Installment Amount commencing on the Payment Commencement Date, and the balance of the Principal Sum, if any, together with all other amounts owing by the Borrower to the Company shall be due and payable on the date provided for the payment of the last installment of principal. The Data Distribution Fee will be added to the Principal Sum at the aforesaid rate.
(ii) Service Charges shall be paid as well, after or before the maturity date and both before and after default or judgment or both at the rate set out above on the day of each month as calculated on that day on the basis of a calendar year for the actual number of days elapsed. The Borrower shall also pay twenty percent interest at the aforesaid rate on amounts which are past due until they are paid.
(iii) Any collateral provided by the Borrower to the Company as security shall become the sole property of the Company until the full balance has been repaid. This shall include any product, production or creation developed including but not limited to: songs, vocal recordings, masters, image and likeness, lyrical compositions etc… “All Works” shall remain the sole property of the Company until the Artist Advance is paid.
(d) On the happening of any of the following events of default the Company may, at its option, require the unpaid balance of the Principal Sum together with all interest accrued to become immediately due and payable in full and debited from your bank account:
(i) In the event that the Borrower fails to make any of two consecutive payments in the amounts and at the times specified in this agreement;
(ii) In the event that the Borrower should breach any agreement entered into between the Company and the Borrower;
(iii) In the event that the Borrower should become bankrupt or insolvent or should the Borrower be subject to the provisions of the Bankruptcy and Insolvency Act, R.S.C. 1985, c. B-3, or any other Act for the benefit of creditors or should the Borrower go into liquidation either voluntarily or under an order of a court of competent jurisdiction or make a general assignment for the benefit of its creditors or otherwise acknowledge its insolvency;
(iv) In the event that the Borrower should suspend or fail to carry on and continuously conduct its business;
(v) In the event that the Borrower should default in the payment of moneys to any other creditor who has supplied credit to the Borrower’s business;
(vi) In the event that the Company in good faith believes that the prospect of payment or performance by the Borrower of its obligations under this agreement is impaired or that any collateral provided to the Company as security for payment of any obligations of the Borrower to the Company is in danger of being impaired, lost, damaged or confiscated.
(e) On the happening of an event of default the Company shall have the right without any further demand or notice whatsoever to exact payments of all amounts whatsoever then outstanding and owing or to become owing by the Borrower to the Company under any other agreement made between the Company and the Borrower.
(f) In the event that Borrower should complete the agreed term of the Artist Advance by successfully repaying the Principle Sum in addition to the Interest component of the Artist Advance, a letter of release shall be provided to the Borrower. Additionally, all rights and ownership of any collateral provided, created or produced shall be the transferred to the Borrower and relinquished by the Company.
- Additional Terms & Conditions
The following Additional Terms & Conditions attached to and incorporated in this Agreement are considered to be a part of this Agreement.
IN WITNESS WHEREOF the Parties have executed this Agreement as of the date of this electronic submission and as indicated by the Borrower's IP address.
ADDITIONAL TERMS & CONDITIONS
The Company represents, warrants and covenants that the Company has full authority to enter into this Agreement and that the Affiliate Program, whether conducted by the Company or any of its subcontractors, will be rendered using sound, professional practices and in a competent and professional manner by knowledgeable and qualified personnel.
The Client represents, warrants and covenants that the Client has full authority to enter into this Agreement and has or will obtain, during all times relevant hereunder, all of the necessary consents, rights, licenses, clearances, releases or other permissions to lawfully consummate the transactions and lawfully discharge, in all material respects, each and every of the Artist’s obligations or duties set forth hereunder, whether performance is due now or hereafter during the Term. The Client represents, warrants and covenants that its website and physical premises does not and will not contain any materials that are illegal and that the Client’s site is not operated for an illegal purpose or in an illegal manner.
Except for the express warranties provided throughout this agreement, neither party makes any other warranties whether express or implied.
(a) The Company represents, warrants and The Client hereby indemnifies and holds covenants that the Company has full authority to enter into this Agreement and that the Artist Advance Program, whether conducted by the Company or any of its subcontractors, will be rendered using sound, professional practices and in a competent and professional manner by knowledgeable and qualified personnel.
(b) The Client represents, warrants and covenants that the Client has full authority to enter into this Agreement and has or will obtain, during all times relevant hereunder, all of the necessary consents, rights, licenses, clearances, releases or other permissions to lawfully consummate the transactions and lawfully discharge, in all material respects, each and every of the Client’s obligations or duties set forth hereunder, whether performance is due now or hereafter during the Term. The Client represents, warrants and covenants that its website and physical premises does not and will not contain any materials that are illegal and that the Client’s site is not operated for an illegal purpose or in an illegal manner.
(c) Except for the express warranties provided throughout this agreement, neither party makes any other warranties whether express or implied.
- Limitation of Liability
(a) In no event shall the Company have any liability to the Client for any lost profits, loss of use, business interruption, costs of procurement of substitute goods or services, or for any indirect, special, incidental, multiple, exemplary, punitive, or consequential damages however caused and, whether in contract, tort or under any other theory of liability, whether or not the party has been advised of the possibility of such damage.
(b) In no event, shall the Company’s liability exceed the fees paid under this Agreement, whether in contract, tort or under any other theory of liability. The Client will hold harmless the Company, its officers, directors, employees, contractors, Clients, agents, successors and assigns from and against any and all claims, liabilities, damages, actions, causes of action, suits, threats, demands, settlements, including all costs and attorney fees related thereto, that the Company may incur and which are based in whole or in part upon the Client’s participation in the Artist Advance Program, any claims that any of the Client trademarks and other intellectual property and proprietary material infringe upon the rights of any third party, the Client breach of any term, covenants, condition, representation or warranty contained in this Agreement or any policies of participation in the Artist Advance Program, or any claim related directly or indirectly to the Client use, operation or the content of the Client’s website.
7. Entire Agreement, Modification, Waiver
This Agreement constitutes the entire agreement between the parties pertaining to the subject matter contained in it and supersedes all prior and contemporaneous agreements, representations, and understandings of the parties. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing by all the parties. No waiver of any of the provisions of this Agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the party making the waiver. Neutral Construction - This Agreement was prepared by the Company and/or its counsel. It is expressly understood and agreed that this Agreement shall not be construed against the Company merely because it was prepared by its counsel, rather, each provision of this Agreement shall be construed in a manner which is fair to both parties.
This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
This Agreement shall be binding on, and shall inure to the benefit of, the parties to it and their respective heirs, legal representatives, successors, and assigns; provided, however, that the Client may not assign any of its rights under this Agreement, except to a wholly owned subsidiary entity of the Client. No such assignment by the Client to its wholly owned subsidiary shall relieve the Client of any of its obligations or duties under this Agreement.
All notices, requests, demands, and other communications under this Agreement shall be in writing and shall be deemed to have been duly given on the date of service if served personally on the party to whom notice is to be given, or on the day after mailing if mailed to the party to whom notice is to be given, by first class mail, registered or certified, postage prepaid, and properly addressed as follows:
If to the Company at:
Benjamin Verde Incorporated
Attn: Quality Assurance Director
1920 Ellesmere Road, Suite 332 Toronto, Ontario, M1H 3G1
If to the Client at the address provided on the application form completed by the Client at the time of enrollment. Any party may change its address for purposes of this paragraph by giving the other parties written notice of the new address.
- Governing Law & Venue
This Agreement shall be construed in accordance with, and governed by, the laws of the Province of Ontario as applied to contracts that are executed and performed entirely in Ontario. The exclusive venue for any court proceeding based on or arising out of this Agreement shall be the applicable court located in the City of Toronto.
- Recovery of Litigation Expenses
If any legal action or any arbitration or other proceeding is brought for the enforcement of this Agreement, or because of an alleged dispute, breach, default or misrepresentation in connection with any of the provisions of this Agreement, the successful or prevailing party or parties shall be entitled to recover reasonable attorneys’ fees and other costs incurred in that action or proceeding, in addition to any other relief to which it or they may be entitled.
If any term, provision, covenant, or condition of this agreement is held by an arbitrator or court of competent jurisdiction to be invalid, void or unenforceable, the of the Agreement shall remain in full force and effect and shall in no way be affected, impaired, or invalidated.
Each of the parties hereto agrees that all information including, without limitation, the terms of this Agreement, business and financial information, client and vendor lists, and pricing and sales information, shall remain strictly confidential and shall not be utilized for any purpose outside the terms of this Agreement except and solely to the extent that any such information is (a) already lawfully known to or independently developed by the receiving party, (b) disclosed in published materials, (c) generally known to the public, or (d) lawfully obtained from any third party any obligation of confidentiality to the discloser hereunder. Notwithstanding the foregoing, each party is hereby authorized to deliver the copy of any such information (a) to any person pursuant to a valid subpoena or order issued by any court or administrative agency of competent jurisdiction, (b) to its accountants, attorneys, or other agents on a confidential basis, and (c) otherwise as required by applicable law, rule, regulation, or legal process.
- Independent Investigation
The Client’s application submission acknowledges that it has read this Agreement and agrees to be bound by all its terms and conditions. The Client understands that the Company may at any time (directly or indirectly) solicit Company relationships on terms that may differ from those contained in this agreement. The Company may also solicit Company relationships with entities that are similar to or compete with the Client. The Client has independently evaluated the desirability of participating in the Company’s Artist Advance Program and is not relying on any representation, guarantee, statement other than as set forth in the Agreement.
Recovery efforts and Fees
NSF/Stop Payment/Account Closed:
Any payment that is unsuccessfully negotiated through the customer’s account whether, via credit card or pre-authorized debits will be charged $32.50 for each declined transaction attempt.
Payment deferral request:
If a consumer wishes to defer a payment in the amortization schedule, they must do so by completing a deferral request form. A service fee for deferring a payment is $25.00.
Note: customers will be limited to two deferral requests per year.
Customers will be charged $1.25 per collection call or communication attempt, including but not limited to, email, SMS, telephone including voicemail or letter.
Copy of Agreement:
Should a customer request a copy of any agreement that they have signed after the date of the agreement where a copy was provided will be charged a fee of $5.00
Payment Date Change:
In the event that the Artist requests that the agreed upon date be changed, altered or amended in any way other than the original agreement, a Payment Date Change Request fee of $12.50 may be invoiced to the Artist’s account.
Default Assessment Fee:
In the event that the Artist has defaulted on repayment of the monthly installments due. The Artist’s delinquent account will be referred to Pro Legal Collections Services to commence recovery efforts after one hundred eighty-one days or ninety days past due. The Artist will be charged a Default Assessment Fee of $100.00 that may be invoiced to the Artist’s account in addition to the past-due balance.