SELLER'S AGREEMENT TO REPURCHASE

Seller agrees that it will, at any time, upon receipt of a written request from Buyer, repurchase any of the following classes of goods sold by Seller to Buyer: __________________________________________________________________

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which are unused (except as they may be displayed for sale) and in the original shipping containers, at a price equal to ________ percent (______%) of the original invoice price less return freight and shipping charges to Seller's warehouse at ____

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The Buyer may, without notice to Seller, assign his right to require the repurchase of all or any goods to any bank, finance company or other financier to whom any security interest in the goods, or any of them, may be granted, and in any such event, Seller will not assert against any such bank, finance company or other secured party, any right of set-off, recoupment or counterclaim which may now exist or hereafter arise under or by virtue of any transaction between Seller and Buyer.

Seller shall not be obligated to repurchase any goods under this contract, unless and until it shall have been furnished assurances which are in its opinion adequate to insure that the goods will be delivered to Seller free and clear of any and all liens, encumbrances, security interests, and other claims of third parties to the goods.

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Signature Date