**Exhibit10.3****EMPLOYMENT AGREEMENT**     This EMPLOYMENT AGREEMENT is made and entered into this 20th day of July, 2007between ASSET ACCEPTANCE, LLC, a Delaware limited liability company (the “Company”), a wholly ownedsubsidiary of Asset Acceptance Capital Corp., a Delaware corporation (“AACC”), and RION B. NEEDS(the “Executive”).     In consideration of the mutual covenants and agreements contained herein, the parties heretoagree as follows:     1. EMPLOYMENT. The Company hereby agrees to employ the Executive and the Executive herebyaccepts employment with the Company, on the terms and subject to the conditions hereinafter setforth in this Agreement. Subject to the provisions set forth below regarding Severance Benefits(as defined below), Executive serves at the pleasure of the Board of Directors of AACC and may beterminated at any time, at will, with or without Cause (as defined below).     2. POSITION AND DUTIES. Subject to the terms and conditions contained herein, the Executiveshall serve as Chief Operating Officer of the Company and AACC and, in such capacity, shall providesuch services and perform such functions, consistent with the nature of such position, as shall bedetermined from time to time by, or pursuant to authority of, the Board of Directors of AACC (the“Board of Directors”) and such other reasonable duties as are from time to time agreed to betweenthe Chief Executive Officer of the Company and AACC and the Executive. The Executive shall reportdirectly to the Chief Executive Officer of the Company and AACC, and shall observe all directives,rules, policies, regulations, customs and practices now or hereafter established by AACC and theCompany for the conduct of their business to the extent the foregoing are not materiallyinconsistent with the terms of this Agreement. The Executive understands and agrees that he may berequired to undertake normal business travel from time to time.     3. COMPENSATION; BENEFITS.          (a) As compensation for the performance of the Executive’s services hereunder, the Companyshall pay to the Executive an annual salary (the “Regular Base Salary”) of $320,000 (lessdeductions required by law) payable in arrears in accordance with the Company’s payroll policy asthe same may be modified by the Company from time to time. So long as this Agreement is in effect,the Regular Base Salary shall be subject to annual review, but shall not be reduced below $320,000.          (b) The Executive shall be entitled to participate in AACC’s 2007 Annual IncentiveCompensation Plan for Management (the “Incentive Compensation Plan”), the terms and conditions ofwhich will be determined by the Board of Directors from time to time for future years, but shall besubstantially in accordance with Schedule 1 hereto. If the Executive is entitled to a bonuspursuant to the Incentive Compensation Plan with respect to a fiscal year
 

 
commencing with the fiscal year ending December 31, 2007, the Executive shall be paid inrespect to such fiscal year an annual cash bonus (the “Bonus”), payable within two and one-halfmonths following the end of such fiscal year (or such later time as is allowed in accordance withTreasury Regulation 1.409A-3(d)). The terms and conditions of the Incentive Compensation Plan forthe fiscal year ending December 31, 2007 are set forth in Schedule1 hereto; provided that any Bonuspayable for the fiscal year ending December 31, 2007, shall be pro rated as set forth in Schedule1.Upon termination of employment, all rights to receive any Bonus for any period shall alsoterminate; provided that, if the Executive’s employment is terminated during a fiscal year underthe circumstances contemplated by Section 6(c) or 6(d) and the Executive would have otherwise beenentitled to a Bonus with respect to the “Financial Objectives” referenced in the IncentiveCompensation Plan or “Personal Objectives” referenced in the Incentive Compensation Plan that weremet by Executive, the Executive shall be entitled to receive the pro rata portion (based upon thenumber of days in such fiscal year that the Executive was employed by the Company) of the Bonus, ifany, that would have been paid to the Executive pursuant to this Section 3(b) at the time suchBonus would have been paid had the Executive’s employment not been terminated under thecircumstances contemplated by Section 6(c) or 6(d).          (c) During the period of Executive’s employment by the Company (the “Employment Period”), theExecutive shall be entitled to receive such other benefits and conditions of employment, including,without limitation, participation in such group health, life, and disability plans provided by theCompany as are afforded from time to time hereafter to the other senior executives of the Companywith similar position, tenure, salary and other qualifications as the Executive’s. The Executiveacknowledges and agrees that the Company does not guarantee the adoption or continuation of anyparticular employee benefit plan or program or other fringe benefit during his employment, andparticipation by the Executive in any such plan or program shall be subject to the rules andregulations applicable thereto.          (d) The Company shall, in connection with a meeting of the Compensation Committee of the Boardof Directors in August 2007 after release of AACC’s second quarter financial results, take suchactions as are necessary for AACC to grant, as of the date of the August 2007 meeting of theCompensation Committee of the Board of Directors, stock options and restricted stock or restrictedstock units pursuant to the terms of AACC’s 2004 Stock Incentive Plan, as amended (the “StockIncentive Plan”), subject to the terms and conditions set forth in Schedule 2 attached hereto andsubject to AACC and the Executive entering into appropriate stock option and restricted stockagreements in accordance with the Stock Incentive Plan.          (e) The Company shall reimburse the Executive for relocation expenses in accordance withSchedule 3 attached hereto.     4. EXCLUSIVITY. During his employment, and excluding any periods of vacation and sick leaveto which the Executive is entitled, the Executive shall devote his full attention and time duringnormal business hours to the business and affairs of AACC and the Company, shall perform hisservices primarily at AACC’s headquarters, wherever the Board of Directors may from time to timedesignate them to be, but in any case, within a 50 mile radius of Detroit, Michigan, and at alltimes use his best efforts to carry out such responsibilities faithfully and efficiently and toadvance the business of AACC and the Company. During the Employment Period, the Executive will notbe engaged in any other business activity which, in the reasonable judgment of the Board ofDirectors or its designee, conflicts with the duties of the Executive
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hereunder, whether or not such activity is pursued for gain, profit or other pecuniaryadvantage. It shall not be considered a violation of the foregoing for the Executive to (i) serveon civic or charitable boards or committees, (ii) deliver lectures, fulfill speaking engagements orteach at educational institutions and (iii) manage personal investments, so long as such activitiesdo not compete with and are not provided to or for any entity that competes with or intends tocompete with AACC or the Company or any of their subsidiaries and affiliates and do not interferesignificantly with the performance of the Executive’s responsibilities as an employee of theCompany in accordance with this Agreement.     5. REIMBURSEMENT FOR EXPENSES. Upon the presentation of itemized vouchers and receipts to thereasonable satisfaction of the Company, the Company shall reimburse the Executive for travel,meals, entertainment and other expenses reasonably incurred by the Executive in the performance ofhis duties under this Agreement in accordance with the Company’s expense reimbursement policy asthe same may be modified by the Company from time to time (provided that expense reimbursement willunder no circumstances occur later than sixty (60) days after the date on which the expense isincurred).     6. TERMINATION.          (a) The Company shall be entitled to terminate this Agreement and the employment relationshipestablished hereby with or without Cause immediately by giving written notice of termination to theExecutive. As used herein, “Cause” means any of the following circumstances:          (i) continual or deliberate neglect by the Executive in the performance of hismaterial duties under this Agreement;          (ii) failure by the Executive to devote substantially all of his working time to thebusiness of AACC and the Company and the subsidiaries of AACC (the “Subsidiaries”) inaccordance with Section 4 hereof;          (iii) the Executive’s willful failure to follow the directives of the Board ofDirectors in any material respect; provided that such directives are not materiallyinconsistent with the terms of this Agreement;          (iv) the Executive’s engaging willfully in misconduct in connection with theperformance of any of his duties hereunder which is reasonably likely to result, in theBoard of Director’s good faith judgment, in material injury to the reputation of AACC, theCompany or any of the Subsidiaries, including, without limitation, the misappropriation offunds;          (v) the Executive’s breach of the provisions of Section 7 of this Agreement or anyother noncompetition, noninterference, nondisclosure, confidentiality or other similaragreement executed by the Executive with the Company, AACC or any of its Subsidiaries; or          (vi) the Executive’s engaging in conduct which is reasonably likely to result, in theBoard of Director’s good faith judgment, in material injury to the reputation of theCompany, AACC or any of its Subsidiaries, including, without limitation, commission of afelony, fraud, embezzlement or other crime involving moral turpitude;
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provided that, with respect to the events set forth in clauses (i) through (iii), the Executiveshall have been given written notice of the act, omission or event constituting Cause and shall nothave cured such act, omission or event within 30 days after the giving of such notice.     After the effective date of termination for Cause under this Section 6(a), the Company shallnot be obligated to make any further payments to the Executive under this Agreement, except foramounts due the Executive hereunder as of such effective date or amounts or benefits to which theExecutive may be entitled under the terms of any employee benefit plan of the Company.          (b) In the event that the Executive resigns, other than upon Retirement or for SubstantialBreach (as those terms are hereinafter defined), this Agreement and the employment relationshipestablished hereby shall terminate immediately upon the receipt by the Company of notice of theExecutive’s resignation. After the effective date of termination under this Section 6(b), theCompany shall not be obligated to make any further payments under this Agreement, except foramounts due the Executive hereunder as of such effective date or for amounts or benefits to whichthe Executive may be entitled under the terms of any employee benefit plan of the Company.          (c) In the event that the Executive dies, Retires (as hereinafter defined) or becomes Disabled(as hereinafter defined) during the term of this Agreement, this Agreement and the employmentrelationship established hereby shall terminate immediately upon the date on which the Executivedies, Retires or becomes Disabled, as the case may be. After the effective date of terminationunder this Section 6(c), the Company shall not be obligated to make any further payments under thisAgreement, other than payment to the Executive or the Executive’s heirs, devisees, executors,administrators, legal representatives or the trustee of a revocable trust of which the Executive isthe grantor, as the case may be, of (i) all amounts due the Executive hereunder as of sucheffective date, including any amounts or benefits to which the Executive may be entitled under theterms of any employee benefit plan of the Company, as in effect on the effective date of suchtermination and (ii) the pro rata portion of the Bonus, if any, due to the Executive in accordancewith Section 3(b). For purposes of this Section 6(c), “Retires” or “Retirement” shall mean thevoluntary termination of employment by the Executive after the Executive attains age 65 and“Disabled” shall mean, as of any date, the inability of the Executive to perform his essentialduties hereunder without reasonable accommodation for a period of six months as determined in thegood faith judgment of the Board of Directors.          (d) In the event that (i) the Company elects to terminate the employment of the Executivewithout Cause, or (ii) the Executive resigns from his employment hereunder following a SubstantialBreach (as defined in this Section 6(d) (such Substantial Breach having not been corrected by theCompany within 30 days of receipt of written notice from the Executive of the occurrence of suchSubstantial Breach, which notice shall specifically set forth the nature of the Substantial Breachwhich is the reason for such resignation), then, in either such event, the Company shall pay theExecutive the Severance Benefits as defined and provided in Section 9 hereof.          “Substantial Breach” shall mean any material breach by the Company of its obligations underthis Agreement including without limitation, (i) the assignment of the Executive to a position orduties materially diminished from those normally assigned to a Chief Operating Officer of abusiness enterprise comparable to AACC; (ii) a material reduction in the
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Executive’s Regular Base Salary below $320,000; (iii) a change in the location at which theExecutive is required to perform his duties for the Company, AACC and its Subsidiaries which isoutside a 50 mile radius of Detroit, Michigan; or (iv) the material failure by the Company to allowthe Executive to participate in the Company’s employee benefit plans or incentive compensationplans generally available from time to time to senior executives of the Company in comparablepositions; provided, that the term “Substantial Breach” shall not include (x) an immaterial breachby the Company of any provisions of this Agreement or (y) a termination for Cause under Section6(a).          The date of termination of employment by the Company under this Section 6(d) shall, as thecase may be, be the later of the date, if any, specified in a written notice of termination to theExecutive or the date on which such notice is given to the Executive. The date of resignationunder this Section 6(d) shall be 31 days after receipt by the Company of written notice ofresignation; provided that the Substantial Breach specified in such notice shall not have beencorrected by the Company during the preceding 30-day period. The effective date of termination ofemployment by the Company under this Section 6(d) and the effective date of resignation by theExecutive under this Section 6(d) shall each be referred to as a “Section 6(d) Termination Date”.          (e) Notwithstanding anything in this Section 6 to the contrary, but subject to theconsequences set forth in this Section 6, (i) the Company may terminate the Executive’s employmentat any time with or without Cause, (ii) the Executive may terminate his employment at any timewhether or not there has been a Substantial Breach and (iii) the Executive’s rights in any employeebenefit plans offered by the Company shall be governed by the rules of such plans as well as byapplicable law.          (f) Notwithstanding anything in this Section 6 to the contrary, the provisions of Sections 7and 8 shall survive termination of this Agreement.     7. CONFIDENTIALITY AND NON COMPETITION. The Executive acknowledges that (i) the agreementsand covenants contained herein are essential to protect AACC and the Company’s business and assetsand (ii) by virtue of his association with AACC and the Company, the Executive has access to andhas obtained and will continue to have access to and obtain such knowledge, know-how, proprietaryinformation, training and experience, which is known only to the members, officers or managers ofAACC and the Company, or other employees, former employees, consultants, or others in aconfidential relationship with the Company, AACC and its Subsidiaries, and there is a substantialprobability that such knowledge, know-how, proprietary information, training and experience couldbe used to the substantial advantage of a competitor of AACC or the Company and to AACC or theCompany’s substantial detriment.          (a) COVENANT NOT TO COMPETE.     (i) The Executive agrees that, for the period commencing on the date of thisAgreement and ending on the date which is the later of (A) one year after thetermination of the Executive’s employment and (B) the date the Company ceases makingto the Executive the payments with respect to the Severance Benefits, if any,required to be made pursuant to Sections 6 and 9 (the “Restricted Period “), theExecutive shall not, in the Territory (hereinafter defined), directly
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or indirectly, either for himself or for, with or through any other person,own, manage, operate, control, be employed by, participate in, loan money to or beconnected in any manner with, or permit his name to be used by, any business whichis engaged (1) in the business of purchasing and collecting consumer accountsreceivable that have been charged off by the original creditor (“Charged OffAccounts”),(2) in financing sales of consumer product retailers or (3) any otherbusiness activity in which the Company, AACC or any of its Subsidiaries may engageduring the Employment Period (a “Competitive Activity “); provided that the Companymay, at its option, extend the Restricted Period for up to one additional year bycontinuing to pay to the Executive on the regular payment dates the Executive’sregular installments of Regular Base Salary as in effect on the day immediatelypreceding the date of termination.     (ii) For purposes of this Agreement, the term “participate “ includes anydirect or indirect interest, whether as an officer, director, employee, partner,sole proprietor, trustee, beneficiary, agent, representative, independentcontractor, consultant, advisor, provider of personal services, creditor, owner(other than by ownership of less than one (1) percent of the stock of a corporationthat has a class of equity securities registered under the Securities Exchange Actof 1934). Territory means North America, South America, Europe and Asia.          (b) NONDISCLOSURE OF CONFIDENTIAL INFORMATION.     (i) The Executive shall not, whether during or after employment, disclose toany person or entity or use, any information not in the public domain, in any form,acquired by the Executive while he was employed or associated with AACC and theCompany or, if acquired following the termination of such association, suchinformation which, to the Executive’s knowledge, has been acquired, directly orindirectly, from any person or entity owing a duty of confidentiality to the Companyor AACC (the “Confidential Information “). By way of illustration but notlimitation, Confidential Information may include trade secrets, supplier listsregarding Charged Off Accounts , collection methods, information regarding bulkpurchases of Charged Off Accounts, employee compensation arrangements, businesspractices, plans, policies, secret inventions, processes and compilations ofinformation, records and specifications, as well as information related to themanagement policies and plans for AACC, the Company or their affiliates.     (ii) Notwithstanding the foregoing, the restrictions in subsection (b)(i) ofthis Section 7 are not applicable to the disclosure or use of ConfidentialInformation in connection with the following: (A) in the course of faithfullyperforming the Executive’s duties as an employee of the Company; (B) with theCompany’s express written consent; (C) to the extent that any such ConfidentialInformation is in the public domain other than as a result of the Executive’s breachof any of his obligations hereunder; or (D) where required to be disclosed by courtorder, subpoena or other governmental process. In the event that the Executiveshall be required to make disclosure pursuant to the provisions of clause (D) of thepreceding sentence, the Executive promptly (but in no event more than forty-eight(48) hours after learning of such subpoena, court order, or
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other governmental process) shall notify the Company in writing, by personaldelivery or by facsimile, confirmed by mail or by certified mail, return receiptrequested.     (iii) The Executive agrees and acknowledges that all of such ConfidentialInformation, in any form, and copies and extracts thereof are and shall remain thesole and exclusive property of AACC and the Company, and the Executive shall onrequest return to the Company the originals and all copies of any such informationprovided to or acquired by the Executive in connection with his association withAACC or the Company, and shall return to the Company all files, correspondenceand/or other communications received, maintained and/or originated by the Executiveduring the course of such association.          (c) NO INTERFERENCE. During the Restricted Period, the Executive shall not, without the priorwritten approval of the Board of Directors, directly or indirectly through any other person (i)induce or attempt to induce any employee of the Company, AACC or any of its Subsidiaries to leavethe employ of the Company, AACC or any of its Subsidiaries or in any way interfere with therelationship between the Company, AACC or any of its Subsidiaries and any employee thereof, (ii)hire any person who was an employee of the Company, AACC or any of its Subsidiaries within twelvemonths after such person’s employment with the Company, AACC or any of its Subsidiaries wasterminated for any reason, (iii) induce or attempt to induce any supplier of Charged Off Accountsor other business relation of the Company, AACC or any of its Subsidiaries to cease doing businesswith the Company, AACC or its Subsidiaries, or in any way interfere with the relationship betweenany such supplier or business relation and the Company, AACC and its Subsidiaries or (iv) acquireCharged Off Accounts from any person that was a seller of Charged Off Accounts to the Company, AACCor any of its Subsidiaries during the Restricted Period; provided that the Company may, at itsoption, extend the Restricted Period for up to one additional year by continuing to pay to theExecutive on the regular payment dates the Executive’s regular installments of Regular Base Salaryas in effect on the day immediately preceding the date of termination.          (d) INVENTIONS. The Executive hereby sells, transfers and assigns to the Company or to anyperson or entity designated by the Company all of the entire right, title and interest of theExecutive in and to all inventions, ideas, disclosures and improvements, whether patented orunpatented, and copyrightable material, made or conceived by the Executive, solely or jointly, orin whole or in part, during his employment (including employment prior to the date hereof) by theCompany which are not generally known to the public or recognized as standard practice and which(i) relate to methods, apparatus, designs, products, processes or devices sold, leased, used orunder construction or development by the Company or any subsidiary and (ii) arise (wholly orpartly) from the efforts of the Executive during his employment with the Company (an “Invention “).The Executive shall communicate promptly and disclose to the Company, in such form as the Companyrequests, all information, details and data pertaining to any such Inventions; and, whether duringthe Restricted Period or thereafter, the Executive shall execute and deliver to the Company suchform of transfers and assignments and such other papers and documents as reasonably may be requiredof the Executive to permit the Company or any person or entity designated by the Company to fileand prosecute the patent applications and, as to copyrightable material, to obtain a copyrightthereon. The Company shall pay all costs incident to the execution and delivery of such transfers,assignments and other documents. Any invention by the Executive within six months following thetermination of his employment
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hereunder shall be deemed to fall within the provisions of this Section 7(d) unless theExecutive bears the burden of proof of showing that the Invention was first conceived and madefollowing such termination.     8. DEDUCTIONS FROM COMPENSATION. The Executive agrees that the Company shall be entitled todeduct and withhold from any compensation payable to the Executive under this Agreement (i) anytaxes in respect of the Executive that the Company is required to deduct and withhold underfederal, state or local law whether arising from compensation hereunder or otherwise and (ii) anyother amounts lawfully due from the Executive as determined in good faith by the Company and/or theBoard of Directors. In the event that the Executive is no longer employed by the Company at a timewhen the Company otherwise would be entitled to deduct and withhold any amount pursuant to thepreceding sentence, the Executive shall remit such amount to the Company within five days after thereceipt of notice from the Company specifying such amount or otherwise in accordance with theExecutive’s obligations with respect thereto.     9. SEVERANCE BENEFITS. If the Executive’s employment with the Company is terminated pursuantto Section 6(d)hereof, the Executive shall be entitled to receive as his sole and exclusive remedythe termination benefits provided under this Section 9 (the “Severance Benefits”). As a conditionof receiving Severance Benefits, Executive agrees to sign an effective legal release (in any formthe Board of Directors may require) waiving any and all claims he has or may have against theCompany, AACC and their agents, employees, directors, subsidiaries, attorneys, successors, assigns,and affiliates, as of the date of his termination.          (a) The Executive shall be paid periodically, according to the Company’s payroll policy, hisRegular Base Salary at the rate in effect on the Section 6(d) Termination Date for a period oftwelve (12) months, provided that the Company, in its sole discretion, may elect to pay theExecutive’s Regular Base Salary for up to one additional year for the purpose of extending the termof the Executive’s covenants set forth in Sections 7(a) and 7(c) during that additional one yearperiod. The Executive shall also be paid the pro rata portion of the Bonus, if any, due to theExecutive in accordance with Section 3(b) for the fiscal year in which he was terminated. TheCompany shall make this pro rata Bonus payment within two and one-half months after the end of itsfiscal year to which the Bonus relates (or such later time as is allowed in accordance withTreasury Regulation 1.409A-3(d)), with payment made promptly after the Company makes bonus paymentsto its executive officers. The Executive shall not be entitled to any further notice, severancepay, pay in lieu of notice or any compensation whatsoever, except any amounts owing under thisAgreement. The Executive agrees that the foregoing notice is deemed conclusively to be reasonablenotice of termination at common law and the Executive is not entitled to any additional notice orpay in lieu of notice or severance pay. The Executive acknowledges that the Company has drawn hisattention to the provisions contained herein prior to executing this Agreement.          (b) The Company shall pay the costs necessary to continue the Executive’s participationpursuant to COBRA (to the extent applicable) for a period of 18 months following the Section 6(d)Termination Date (including dependent coverage) in any life, disability, group health and dentalbenefit plans provided by the Company, in effect immediately prior to the Section 6(d) TerminationDate. Following the Section 6(d) Termination Date, the Company shall not be obligated to (i)provide business accident insurance covering the Executive or (ii) to
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make contributions in respect of the Executive to any qualified retirement and pension plansor profit sharing plans for compensation paid after the Section 6(d) Termination Date.     10. INJUNCTIVE RELIEF. Without intending to limit the remedies available to the Company, theExecutive acknowledges that a breach of any of the covenants contained in Section 7 hereof mayresult in material irreparable injury to the Company or its affiliates for which there is noadequate remedy at law, that it will not be possible to measure damages for such injuries preciselyand that, in the event of such a breach or threat thereof, the Company shall be entitled to obtaina temporary restraining order and/or a preliminary or permanent injunction restraining theExecutive from engaging in activities prohibited by Section 7 hereof or such other relief as may berequired to specifically enforce any of the covenants in Section 7 hereof. The Executive herebyagrees and consents that such injunctive relief may be sought in any state or federal court ofrecord in Michigan, or in the state in which such violation may occur, or in any other court havingjurisdiction, at the election of the Company.     11. EXTENSION OF RESTRICTED PERIODS. In addition to the remedies the Company may seek andobtain pursuant to Section 10 of this Agreement, the Restricted Period shall be extended by any andall periods during which the Executive shall be found by a court to have been in violation of thecovenants contained in Section 7 hereof.     12. SUCCESSORS; BINDING AGREEMENT. This Agreement is personal to the Executive and, withoutthe prior written consent of the Company, shall not be assignable by the Executive otherwise thanby will, the laws of descent and distribution or the terms of a revocable trust of which theExecutive is the grantor. This Agreement shall inure to the benefit of and be enforceable by theExecutive’s legal representatives. This Agreement shall inure to the benefit of and be bindingupon the Company and its successors and assigns.     13. WAIVER AND MODIFICATION. Any waiver, alteration or modification of any of the terms ofthis Agreement shall be valid only if made in writing and signed by the parties hereto; providedthat any such waiver, alteration or modification is consented to on the Company’s behalf by theBoard of Directors. No waiver by either of the parties hereto of their rights hereunder shall bedeemed to constitute a waiver with respect to any subsequent occurrences or transactions hereunderunless such waiver specifically states that it is to be construed as a continuing waiver.     14. SEVERABILITY. The Executive acknowledges and agrees that the covenants set forth inSection 7 hereof are reasonable and valid in geographical and temporal scope and in all otherrespects. If any of such covenants or other provisions of this Agreement are found to be invalidor unenforceable by a final determination of a court of competent jurisdiction (i) the remainingterms and provisions hereof shall be unimpaired and (ii) the invalid or unenforceable term orprovision shall be deemed replaced by a term or provision that is valid and enforceable and thatcomes closest to expressing the intention of the invalid or unenforceable term or provision.     15. SUBMISSION TO JURISDICTION; VENUE.     (a) WITH THE EXCEPTION OF THE RIGHTS OF THE COMPANY UNDER SECTION 10 OF THIS AGREEMENT,ANY LEGAL ACTION OR PROCEEDING WITH RESPECT TO THIS AGREEMENT OR ANY
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TRANSACTIONS CONTEMPLATED HEREBY SHALL BE BROUGHT IN THE COURTS OF THE STATE OFMICHIGAN OR IN THE UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF MICHIGAN SITTINGIN DETROIT, MICHIGAN, AND, BY EXECUTION AND DELIVERY OF THIS AGREEMENT, EACH OF THE PARTIESHEREBY ACCEPTS FOR HIMSELF OR ITSELF AND IN RESPECT OF HIS OR ITS PROPERTY GENERALLY ANDUNCONDITIONALLY, THE NON-EXCLUSIVE JURISDICTION OF THE AFORESAID COURTS. EACH OF THE PARTIESIRREVOCABLY CONSENTS TO THE SERVICE OF PROCESS OUT OF ANY OF THE AFOREMENTIONED COURTS INANY SUCH ACTION OR PROCEEDING BY MAILING COPIES THEREOF BY REGISTERED OR CERTIFIED MAIL,POSTAGE PREPAID, TO SUCH PARTY AT HIS OR ITS ADDRESS AS PROVIDED IN SECTION 18 HEREOF.NOTHING IN THIS PARAGRAPH (a) SHALL AFFECT THE RIGHT OF ANY PARTY TO SERVE PROCESS IN ANYOTHER MANNER PERMITTED BY LAW OR TO COMMENCE LEGAL PROCEEDINGS IN ANY OTHER JURISDICTION.     (b) WITH THE EXCEPTION OF THE RIGHTS OF THE COMPANY UNDER SECTION 10 OF THIS AGREEMENT,EACH PARTY HEREBY IRREVOCABLY WAIVES ANY OBJECTIONS WHICH HE OR IT MAY NOW OR HEREAFTER HAVETO THE LAYING OF VENUE OF ANY OF THE AFORESAID ACTIONS OR PROCEEDINGS ARISING OUT OF OR INCONNECTION WITH THIS AGREEMENT BROUGHT IN THE COURTS REFERRED TO IN PARAGRAPH (a) OF THISSECTION 15 AND HEREBY FURTHER IRREVOCABLY WAIVES AND AGREES NOT TO PLEAD OR CLAIM INANY SUCH COURT THAT ANY ACTION OR PROCEEDING BROUGHT IN ANY SUCH COURT HAS BEEN BROUGHT INAN INCONVENIENT FORUM.     (c) WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, EACH OF THE PARTIES TO THISAGREEMENT AGREES THAT, AT THE TIME OF ANY SUCH ACTION OR PROCEEDING WITH RESPECT TO THISAGREEMENT OR ANY TRANSACTIONS CONTEMPLATED HEREBY, EACH OF THE PARTIES WILL EXECUTE SUCHINSTRUMENTS AND OTHER DOCUMENTS AS MAY BE NECESSARY TO CONSENT TO AND WAIVE ANY OBJECTION TOVENUE AND JURISDICTION IN THE COURTS IDENTIFIED IN SUBSECTIONS (a) AND (b) ABOVE.     16. WAIVER OF JURY TRIAL. EACH PARTY ACKNOWLEDGES AND AGREES THAT ANY CONTROVERSY WHICH MAYARISE UNDER THIS AGREEMENT IS LIKELY TO INVOLVE COMPLICATED AND DIFFICULT ISSUES, AND THEREFOREEACH PARTY HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT SUCH PARTY MAY HAVE TO A TRIALBY JURY IN RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS     AGREEMENT, OR THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT.     17. BLUE PENCILLING. In the event that, notwithstanding the first sentence of Section 14hereof, any of the provisions of Section 7 relating to the geographic or temporal scope of thecovenants contained therein or the nature of the business restricted thereby shall be declared by acourt of competent jurisdiction to exceed the maximum restrictiveness such court
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deems enforceable, such provision shall be deemed to be replaced herein by the maximumrestriction deemed enforceable by such court.     18. NOTICES. All notices required to be given hereunder shall be in writing and shall bedeemed to have been given if (i) delivered personally or by documented courier or delivery service,(ii) transmitted by facsimile or (iii) mailed by registered or certified mail (return receiptrequested and postage prepaid) to the following listed persons at the addresses and facsimilenumbers specified below, or to such other persons, addresses or facsimile numbers as a partyentitled to notice shall give, in the manner hereinabove described, to the others entitled tonotice:In the case of the Company:Asset Acceptance, LLC