Merraine Group Inc Vs. Central Montana Medical Facilities Inc

Case Number: 23BBCV02709 Hearing Date: July 19, 2024 Dept: NCB Superior Court of California County of Los Angeles North Central District Department B stars restoration enterprises, inc. dba servpro of monrovia , Plaintiff, v. isabel ducharme , et al. , Defendants. Case No.: 23BBCV02709 Hearing Date: July 19, 2024 [ TENTATIVE] order RE: motions for an order that the truth of any matters specified in Plaintiffs requests for admission, set one be deemed admitted There are two motions on calendar. On June 6, 2024, Plaintiff Stars Restoration Enterprises, Inc. dba Servpro of Monrovia (Plaintiff) filed a motion for order deeming Requests for Admissions (RFA), set one, admitted against Defendant Isabel Ducharme (Defendant). On June 11, 2024, Plaintiff filed another motion for order deeming RFA, set one, admitted against Defendant. It appears that the motions were filed twice. On March 21, 2024, Plaintiff served on Defendant the RFA requests, such that responses were due by April 25, 2024. As of the filing of the motions, Plaintiff states that it has not received responses from Defendant. Plaintiffs unopposed motions for an order deeming the RFAs admitted is granted, pursuant to CCP § 2033.280. Plaintiff requests sanctions against Defendant in the amount of $1,279.15 (= $300/hour x 3 hours spent on the motion and 1 anticipated hour for the hearing, plus $79.15 in filing fees). The request is granted in the reasonable sum of $500, plus $79.15 in filing fees. The Court will award sanctions once as it appears that the two motions against Defendant are identical. Defendant is ordered to pay monetary sanctions in the amount of $579.15 to Plaintiff, by and through counsel, within 20 days of notice of this order. Plaintiff shall provide notice of this order. DATED: July 19, 2024 ___________________________ John J. Kralik Judge of the Superior Court

Case Number: 23STCV17018 Hearing Date: July 18, 2024 Dept: 78 DEPT: 78 OSC DATE: 07/18/2024 CASE NAME/NUMBER : 23STCV17018 PABLO GOMEZ LUNA, et al. vs BRYAN RUBIO REQUEST FOR COURT JUDGMENT AGAINST [DEFAULTING PARTY] : BRYAN RUBIO RECOMMENDATION: DENY for the following reasons. TENTATIVE This is an action for breach of contract and common counts. Plaintiff s Pablo Gomez Luna ( Luna ) and Lucas Logistics, Inc. (collectively, Plaintiffs) allege that defendants Bryan Rubio (Defendant) and Does 1 to 10 entered into a written agreement for Plaintiffs to loan Defendant money for his personal use. Defendant was to pay the money, $3,500.00 at an interest rate of 2% a month and a pre-loan payment of 3% ($300.00). The loan term would be for one (I) months , due an payable on April 1, 2021. In addition, Defendant was to pay for any and all credit card uses of Plaintiffs credit card from April 1, 2021, in the amount of $ 15,092.00. Defendant agreed to pay a monthly payment of $ 1,500.00. Defendant failed to repay the loan and credit card charges. ( Compl . p. 3.) On default judgment, Plaintiffs request $18,219.98 in principal damages, $18,726.56 in interest, $2,250 in attorney fees, and $585 in costs. Plaintiffs request for default judgment filed on May 7, 2024 is denied for the following reasons: First, P laintiff Luna s declaration is not sworn. There is no penalty of perjury clause , and notarization of Plaintiffs signature neither adds to nor cure s this defect . Code Civ. Proc., section 2015.5. Section 2015.5 provides that within California, the certification may substantially follow I certify (or declare) under penalty of perjury that the foregoing is true and correct under the laws of the State of California that the foregoing is true and correct. A declaration is defective under governing statute absent an express facial link to California or its perjury laws . ( Kulshrestha v. First Union Commercial Corp . (2004) 15 Cal.Rptr.3d 793, 33 Cal.4th 601; see also Code Civ. Proc., section 2015.5.) Second, Plaintiff seeks 2% monthly interest for the first contract of $3,636.11 and second contract for $15,092.43 starting on May 1, 2021. However, no interest computation was provided in support of this calculation . (See Cal. Rules of Court, Rule 3.1800(a)(3) .) Third, Plaintiff does not state either a statutory or contractual basis to recover attorney fees. On the amended application, should Plaintiff provide an applicable ground to recover these fees, the Court refers Plaintiff to Local Rule of the Court, rule 3.214(a) , which provides a fee schedule for attorneys fees. No later than __________________ , Plaintiff s are to submit a new default judgment package correcting these defects. Failure to do so may result in the imposition of sanctions, including monetary sanctions and/or dismissal. The OSC re entry of default judgment is continued to ____________.

Case Number: 23SMCV04660 Hearing Date: July 18, 2024 Dept: 207 TENTATIVE RULING - NO. 1 DEPARTMENT 207 HEARING DATE July 18, 2024 CASE NUMBER 23SMCV04660 MOTION Demurrer MOVING PARTY Defendant Claude Zdanow OPPOSING PARTY Plaintiff Main Street Corridor, LLC MOTIONS On October 3, 2023, Plaintiff Main Street Corridor, LLC (Plaintiff) brought suit against Defendants Claude Zdanow; Stadiumred Group; Stadiumred; and Stadiumred, Inc. alleging two causes of action for (1) constructively fraudulent transfer and (2) fraudulent transfer. Defendant Claude Zdanow (Zdanow) demurs to both causes of action for failure to state facts sufficient to constitute a cause of action under Code of Civil Procedure section 430.10, subdivision (e). Plaintiff opposes the demurrer and Zdanow replies. REQUESTS FOR JUDICIAL NOTICE Zdanows Request for Judicial Notice Zdanow requests judicial notice of (1) the commercial property lease between Plaintiff and Mediakix referenced in paragraphs 18 and 21 of the Complaint and of (2) the May 10, 2021 Repayment Agreement referenced in paragraphs 28-29 of the Complaint. Zdanows request is made pursuant to Evidence Code section 452, subdivision (h) as [f]acts and propositions that are not reasonably subject to dispute and are capable of immediate and accurate determination by resort to sources of reasonably indisputable accuracy. In support of Zdanows request, Zdanow cites to Ingram v. Flippo (1999) 74 Cal.App.4th 1280, 1285, fn. 3, and McBride v. Smith (2018) 18 Cal.App.5th 1160, 1173. The Court finds both cases distinguishable. In Ingram v. Flippo , the Court took judicial notice of a letter and media release both made by a District Attorney that the complaint quoted and summarized in detail, where both sides quoted from it in their briefing, and where there was no objection to the request. Unlike a letter and media release by a District Attorney, which appear to be public records and therefore capable of immediate and accurate determination by resort to sources of reasonably indisputable accuracy (public government records), private contracts and agreements between parties are not capable of immediate and accurate determination by resort to sources of reasonably indisputable accuracy. Likewise, McBride v. Smith simply stands for the proposition that the Court will accept as true specific facts included in exhibits attached to the complaint or in documents subject to judicial notice over general conclusory allegations to the contrary. The opinion does not stand for the proposition that a court may properly take judicial notice of private agreements. (See, e.g., FNB Mortg. Corp. v. Pacific General Group (1999) 76 Cal.App.4th 1116, 1132 [Language used in any opinion is of course to be understood in light of the facts and the issue before the court, and an opinion is not authority for a proposition not therein considered].) Therefore, the Court declines to take judicial notice of the agreements. The Court similarly disregards the Declaration of Claude Zdanow, as courts may not consider extrinsic evidence when ruling on a demurrer. (See, e.g., Childs v. State of California (1983) 144 Cal.App.3d 155, 163 [It is an elementary rule that the sole function of a demurrer is to test the sufficiency of the challenged pleading. It cannot, properly, be addressed to or based upon evidence or other extrinsic matters].) Plaintiffs Request for Judicial Notice Plaintiff requests judicial notice of the following: Exhibit 1: the Rent Complaint naming Stadiumred as a defendant, case number 21SMCV00349 Exhibit 2: the notice/proof of service to Stadiumred that Plaintiff is seeking entry of judgment for breach of the repayment agreement, filed in the same case. Exhibit 3: judgment entered against Stadiumred in the same case Exhibit 4: a printout from the Small Business Association website on PPP Loan information showing that SRI received PPP loan funds on or about March 31, 2021. Judicial notice may generally be taken of records of any court in this state. (Evid. Code, § 452, subd. (d)(1).) However, while courts are free to take judicial notice of the existence of each document in a court file, including the truth of results reached, they may not take judicial notice of the truth of hearsay statements in decisions and court files. Courts may not take judicial notice of allegations in affidavits, declarations and probation reports in court records because such matters are reasonably subject to dispute and therefore require formal proof. ( Lockley v. Law Office of Cantrell, Green, Pekich, Cruz & McCort (2001) 91 Cal.App.4th 875, 882 [cleaned up].) Plaintiffs request appears to be an attempt for the Court to take judicial notice of hearsay allegations and declarations filed in another action. Further, the Court does not find it necessary to take judicial notice that Plaintiff in fact filed a complaint against Stadiumred to recover rent amounts owed, or that the parties entered into a repayment agreement, from which Stadiumred apparently did not make payments. These are all alleged in the Complaint, and a demurrer tests the sufficiency of the allegations, not the evidence. Therefore, the Court declines to take judicial notice of exhibits 1-3. As for Exhibit 4, Plaintiff has provided no legal basis for the Court to take judicial notice of the Small Business Website, or of the hearsay matters contained thereon. Therefore, the Court similarly declines to take judicial notice of exhibit 4. ANALYSIS 1. DEMURRER It is black letter law that a demurrer tests the legal sufficiency of the allegations in a complaint. ( Lewis v. Safeway, Inc. (2015) 235 Cal.App.4th 385, 388.) In testing the sufficiency of a cause of action, a court accepts [a]s true all material facts properly pled and matters which may be judicially noticed but disregard contentions, deductions or conclusions of fact or law. [A court also gives] the complaint a reasonable interpretation, reading it as a whole and its parts in their context. ( 290 Division (EAT), LLC v. City & County of San Francisco (2022) 86 Cal.App.5th 439, 450 [cleaned up]; Hacker v. Homeward Residential, Inc . (2018) 26 Cal.App.5th 270, 280 [in considering the merits of a demurrer, however, the facts alleged in the pleading are deemed to be true, however improbable they may be].) Further, in ruling on a demurrer, a court must liberally construe the allegations of the complaint with a view to substantial justice between the parties. (See Code Civ. Proc., § 452.) This rule of liberal construction means that the reviewing court draws inferences favorable to the plaintiff, not the defendant. ( Perez v. Golden Empire Transit Dist. (2012) 209 Cal.App.4th 1228, 1238.) In summary, [d]etermining whether the complaint is sufficient as against the demurrer on the ground that it does not state facts sufficient to constitute a cause of action, the rule is that if on consideration of all the facts stated it appears the plaintiff is entitled to any relief at the hands of the court against the defendants the complaint will be held good although the facts may not be clearly stated, or may be intermingled with a statement of other facts irrelevant to the cause of action shown, or although the plaintiff may demand relief to which he is not entitled under the facts alleged. ( Gressley v. Williams (1961) 193 Cal.App.2d 636, 639.) A. FAILURE TO STATE A CAUSE OF ACTION Plaintiff alleges two causes of action for (1) constructively fraudulent transfer; and (2) fraudulent transfer. A fraudulent conveyance is a transfer by the debtor of property to a third person undertaken with the intent to prevent a creditor from reaching that interest to satisfy its claim. ( Nautilus, Inc. v. Yang (2017) 11 Cal.App.5th 33, 39.) Such transfers are voidable. ( Ibid. ; see also Civ. Code, § 3439.04.) Constructive fraud exists in cases in which conduct, although not actually fraudulent, ought to be so treatedthat is, in which such conduct is a constructive or quasi fraud, having all the actual consequences and all the legal effects of actual fraud. ( Prakashpalan v. Engstrom, Lipscomb & Lack (2014) 223 Cal.App.4th 1105, 1131.) Constructive fraud is a unique species of fraud applicable only to a fiduciary or confidential relationship. ( Ibid. ) The elements of constructive fraud cause of action are (1) a fiduciary or confidential relationship; (2) nondisclosure (breach of fiduciary duty); (3) intent to deceive, and (4) reliance and resulting injury (causation). ( Ibid. ) In California, fraud must be pled specifically; general and conclusory allegations do not suffice. ( Lazar v. Superior Court (1996) 12 Cal.4th 631, 645.) This particularity requirement necessitates pleading facts which show how, when, where, to whom, and by what means the representations were tendered. ( Ibid. ) One of the purposes of the specificity requirement is notice to the defendant, to furnish the defendant with certain definite charges which can be intelligently met. ( Alfaro v. Community Housing Improvement System & Planning Assn., Inc. (2009) 171 Cal.App.4th 1356, 1384.) As such, less specificity is required when it appears from the nature of the allegations that the defendant must necessarily possess full information concerning the facts of the controversy[.] ( Ibid. ) Even under the strict rules of common law pleading, one of the canons was that less particularity is required when the facts lie more in the knowledge of the opposite party. ( Ibid. ) Plaintiff alleges the following facts applicable to both causes of action: · On January 25, 2017, Plaintiff entered into a commercial lease agreement (Lease) with non-party to the litigation, Mediakix, which required Mediakix to pay monthly rent in the amount of $14,261. (Compl. ¶ 18.) · The Lease provided that a transfer of 40% or more of Mediakixs ownership was deemed an assignment of the lease by Mediakix. (Compl. ¶ 21.) · In late 2019, Defendant Zdanow (who also allegedly owns the various Stadiumred entities), allegedly acquired Mediakix, through Stadiumred. (Compl. ¶¶ 10-13; 19-20.) · Mediakix was allegedly solvent at the time of Zdanows acquisition. (Compl. ¶ 19.) · Upon acquiring Mediakix, Zdanow caused Mediakix to stop paying rent, even though Mediakix had sufficient funds to make rent payments. (Compl. ¶ 23.) · Mediakix did not pay rent through March 2021, at which time Mediakix abandoned the property, owing $251,984.94 in unpaid rent, late fees, and unpaid water bills. (Compl. ¶ 25.) · Zdanow caused Stadiumred to apply for and receive Paycheck Protection Program (PPP) loans on April 13, 2020 and in March 2021, the combined total of which was $1,500,000. Both loans were forgiven. (Compl. ¶¶ 24, 26, 27.) · Zdanow did not use the PPP loan funds to pay Plaintiff any of the outstanding rent. (Compl. ¶ 27.) · Plaintiff initiated an Unlawful Detainer action, after which, [t]o avoid a judgment, the parties entered into an agreement under which [Plaintiff] would forbear evicting Mediakix and [Stadiumred] provided that these debtors repaid past-due Rent in accordance with an agreed payment schedule but [n]o payments were ever made pursuant to that agreement. (Compl. ¶¶ 28-29.) · Zdanow diverted funds and assets from Mediakix and Stadiumred and left both Mediakix and SRI insolvent and without any remaining assets. (Compl. ¶¶ 30-32.) · On information and belief, most if not all of the small media companies acquired by Zdanow as part of the [Stadiumred] Network have since been drained of funds and are no longer actively providing services, including, without limitation, MediaKix, SevenBlue Magic Bullet Media and Gyrosity Projects. (Compl. ¶ 14.) Zdanow demurs to both causes of action on the grounds that (1) Plaintiff fails to identify any asset of Mediakixs that Zdanow transferred; and (2) Stadiumred not using its PPP loan proceeds to pay the back-owed rent does not constitute a fraudulent transfer because (a) the acquisition of Mediakix did not cause an assignment of the lease to Stadiumred; and (b) the law forbade Stadiumred from using the PPP loan proceeds to pay Mediakixs rent obligations. As to Zdanows first point, the Court finds the Complaint adequately alleges that Zdanow diverted funds and assets from Mediakix. (See Compl. ¶ 32 [The money diverted from SRI and Mediakix by Zdanow is an asset and qualifies as property as specified in California Civil Code 3439.01(a) and 3439.01(j)].) As such, the allegations that Zdanow and Stadiumred stopped Mediakix from paying Plaintiff rent and instead diverted funds out of Mediakix, which was solvent prior to Stadiumreds acquisition and insolvent afterwards, as Zdanow had allegedly done to other companies he acquired, are sufficient to state a cause of action at this stage of the litigation. [1] CONCLUSION AND ORDER For the reasons stated, the Court overrules Zdanows Demurrer to the Complaint. Further, the Court orders Zdanow to file an Answer to the Complaint on or before August 8, 2024. Zdanow shall provide notice of the Courts ruling and file the notice with a proof of service forthwith. DATED: July 18, 2024 ___________________________ Michael E. Whitaker Judge of the Superior Court [1] Because the Court finds these allegations sufficient to state a cause of action, it need not address Zdanows PPP loan arguments. TENTATIVE RULING - NO. 2 DEPARTMENT 207 HEARING DATE July 18, 2024 CASE NUMBER 23SMCV04660 MOTION Motion for Sanctions MOVING PARTY Defendant Claude Zdanow OPPOSING PARTY Plaintiff Main Street Corridor, LLC MOTION On October 3, 2023, Plaintiff Main Street Corridor, LLC (Plaintiff) brought suit against Defendants Claude Zdanow; Stadiumred Group; Stadiumred; and Stadiumred, Inc. (collectively, Defendants) alleging two causes of action for (1) constructively fraudulent transfer and (2) fraudulent transfer. Defendant Claude Zdanow (Zdanow) moves for terminating and monetary sanctions against Plaintiff and Plaintiffs counsel of record pursuant to Code of Civil Procedure section 128.7 based on the claims Plaintiff alleges against Zdanow in the complaint. Plaintiff opposes the motion and Zdanow replies. ANALYSIS Code of Civil Procedure section 128.7 states that a court may impose sanctions on a party or attorney that presents a pleading, petition, motion, or other similar papers that does not meet the following criteria: (1) It is not being presented primarily for an improper purpose, such as to harass or to cause unnecessary delay or needless increase in the cost of litigation. (2) The claims, defenses, and other legal contentions therein are warranted by existing law or by a nonfrivolous argument for the extension, modification, or reversal of existing law or the establishment of new law. (3) The allegations and other factual contentions have evidentiary support or, if specifically so identified, are likely to have evidentiary support after a reasonable opportunity for further investigation or discovery. (4) The denials of factual contentions are warranted on the evidence or, if specifically so identified, are reasonably based on a lack of information or belief. (Code Civ. Proc., § 128.7, subd. (b)(1)-(4); see also Eichenbaum v. Alon (2003) 106 Cal.App.4th 967, 976 [a violation of any of the criteria under subdivision (b) may give rise to sanctions].) In addition, Section 128.7 does not require a finding of subjective bad faith; instead it requires only that a court find that the conduct be objectively unreasonable . (See In re Marriage of Reese & Guy (1999) 73 Cal.App.4th 1214, 1221.) Further, under Section 128.7, a court may impose sanctions if it concludes a pleading was filed for an improper purpose or was indisputably without merit, either legally or factually. ( Bucur v. Ahmad (2016) 244 Cal.App.4th 175, 189-190.) A claim is factually frivolous if it is not well grounded in fact and is legally frivolous if it is not warranted by existing law or a good faith argument for the extension, modification, or reversal of existing law. ( Ibid .) In either case, to obtain sanctions, the moving party must show the party's conduct in asserting the claim was objectively unreasonable. ( Ibid .) A claim is objectively unreasonable if any reasonable attorney would agree that [it] is totally and completely without merit. ( Ibid .) However, section 128.7 sanctions should be made with restraint [Citation], and are not mandatory even if a claim is frivolous. ( Peake v. Underwood (2014) 227 Cal.App.4th 428, 448.) Under Section 128.7, a court may issue sanctions, including . . . terminating sanctions against a party for filing a complaint that is legally or factually frivolous. ( Kumar v. Ramsey (2021) 71 Cal.App.5th 1110, 1120.) A court has broad discretion to impose sanctions if the moving party satisfies the elements of Section 128.7. ( Peake v. Underwood , supra, 227 Cal.App.4th at p. 441.) Here, on October 3, 2021, Plaintiff filed the complaint against Defendants alleging claims for constructive fraudulent transfer and fraudulent transfer. As discussed more fully in the concurrent tentative ruling overruling Zdanows demurrer to the complaint, Plaintiff alleges that in 2017, it entered into a commercial lease agreement with non-party to the lawsuit, Mediakix; in 2019, Stadiumred (owed by Zdanow) acquired Mediakix and ceased making rent payments to Plaintiff, even though Medaikix was solvent at the time of acquisition, and then diverted all of Mediakixs funds and assets elsewhere, obtaining two PPP loans on behalf of Stadiumred in the interim, neither of which were used to pay Plaintiff any rent. (See Compl. ¶¶ 10-14, 18-21, 23-32.) Plaintiff also alleges that Stadiumreds acquisition of Mediakix assigned the lease to Stadiumred, pursuant to the terms of the lease. (Compl. ¶ 21.) Finally, Plaintiff alleges on information and belief that Zdanow has similarly drained other companies it has acquired of all their assets, including SevenBlue, Magic Bullet Media, and Gyrosity Projects. (Compl. ¶ 14.) Zdanow argues (1) there is no legal or factual basis obligating Stadiumred to pay Mediakixs rent under the lease because the plain terms of the contract demonstrate that the conditions for an assignment to occur are not met and the law forbids using PPP loan funds for that purpose; and (2) Plaintiff misrepresents that Mediakixs last rent payment was in 2019, when the evidence demonstrates its rent was paid in full through March 2020, with two partial payments made thereafter for April and May 2020, intentionally concealing the financial impact of the COVID-19 pandemic on Mediakixs ability to continue paying rent. In support, Zdanow provides the Declaration of Claude Zdanow, attached to which is a copy of the lease, the repayment agreement, and a copy of Mediakixs rent payment records, indicating: a. $18,565 paid on 12/30/2019 [January 2020 rent payment] b. $18,697 paid on 01/28/2020 [February 2020 rent payment] c. $18,565 paid on 02/24/2020 [March 2020 rent payment] d. $4,933 paid on 04/17/2020 [partial April 2020 rent payment] e. $4,933 paid on 05/04/2020 [partial May 2020 rent payment] (Zdanow Decl. ¶ 5.) Zdanow further declares: 7. On or about January 1, 2020, following months of negotiations, SRI acquired a majority ownership stake in Mediakix from Evan Asano, Mediakixs founder and then-CEO. The acquisition did not include or involve an assignment of the Lease to SRI, nor did it otherwise result in SRI becoming obligated to pay rent to Plaintiff. To be clear, the Lease was never assigned to SRI at any time. At no time did SRI ever conduct business from, maintain a physical office at, or become a tenant at, the Premises. 8. Following SRIs acquisition of Mediakix, it quickly became apparent that Mr. Asano had misrepresented Mediakixs financial health during negotiationsfar from being a financially solid company, revenue was falling off quickly and Mediakix was on the verge of experiencing severe cashflow problems. Mr. Asano quickly went on leave, golden parachute in hand, leaving the remainder of Mediakixs executive team to work with SRI in an attempt to keep the business from failing. 9. For the first couple months of 2020, it appeared that these collaborative efforts to keep Mediakix afloat might be successful. And despite its financial difficulties, Mediakix continued to timely pay rent in full for multiple months after its acquisition by SRI. At no time did Mediakix transfer any assets to me whatsoever. 10. Unfortunately, the onset of the COVID-19 pandemic, and the associated nationwide economic shutdown, was the final nail in the coffin for Mediakix. After paying rent in full for January, February, and March 2020, Mediakix was only able to make partial rent payments for April 2020 and May 2020. 11. In light of Mediakixs inability to pay rent, the parties began looking for a new tenant to take over the Premisesthat search was ultimately successful in May 2021 when they identified Swyft Technologies US Inc. (Swyft) as a suitable subtenant. 12. SRI applied for and received two PPP loans, the first in April 2020 and the second in March 2021. SRI certified on its PPP applications that the loans would be used to meet its payroll costs, which were approximately $1 million per month at that time. In accordance with that certification nearly all of SRIs PPP funds were then used to make payroll, with minor amounts spent on other authorized and forgivable expenses. (Zdanow Decl. ¶¶ 7-12.) As discussed in the concurrent tentative ruling on Zdanows demurrer, Plaintiff alleges that prior to Stadiumreds acquisition of Mediakix, Mediakix was solvent, and that upon Stadiumreds acquisition, Mediakix suddenly stopped making rent payments to Plaintiff, and was eventually determined to be insolvent, because Zdanow and Stadiumred fraudulently transferred Mediakixs pre-acquisition funds and assets to themselves. Further, Plaintiff alleges Zdanow has a pattern of depleting other companies he acquires of all their funds and assets in the same manner. As such, Plaintiff adequately alleges a fraudulent transfer and the Court did not need to analyze the allegations regarding Stadiumreds purported mishandling of PPP loan funds. Zdanow has provided some declaratory evidence that Mediakix was not as solvent as Plaintiff, Stadiumred, and Zdanow believed prior to the acquisition, and that the economic impacts of the COVID-19 pandemic were the final nail in the coffin for Mediakix. However, Zdanow has not provided any evidence demonstrating that he did not fraudulently transfer Mediakixs preacquisition assets to himself or his other entities to prevent Mediakix from paying Plaintiff the rent it owed. Therefore, the Court finds that Zdanow has not demonstrated that the Complaint was brought for an improper purpose, or that the claims are unmeritorious under existing law. However, the Court finds that there appears to be no evidentiary support or likely evidentiary support for Plaintiffs allegation that Stadiumreds acquisition of Mediakix operated to assign the lease to Stadiumred or that Stadiumred was obligated to use its PPP loan proceeds to pay Mediakixs rent. As Zdanow points out, California law dictates that leases cannot be assigned to a third party without the assignees express assumption of the lease. (Demurrer at p. 11 [citing BRE DDR B Whittwood CA LLC v. Farmers & Merchants Bank of Long Beach (2017) 14 Cal.App.5th 992, 1000.]) With regard to the purported assignment, the Complaint merely alleges The Lease provided that a transfer of 40% or more of Mediakixs ownership was deemed an assignment of the lease by Mediakix. Under this provision, when the Acquisition took place, pursuant to the above alleged Civil Code sections, SRI became an additional debtor and MSC became SRIs creditor. (Compl. ¶ 21 [referring to Civil Code sections for Uniform Voidable Transactions].) Thus, a provision in a lease agreement between Plaintiff and Mediakix could not, by operation of law, effectuate an assignment of the lease to Stadiumred without Stadiumreds express assumption of the lease, and Plaintiff has not otherwise alleged or provided evidence that Stadiumred ever expressly assumed the lease. By contrast, the Zdanow declaration indicates that no such express assumption occurred. (Zdanow Decl. ¶ 7.) As such, there appears to be no legal or factual basis requiring Stadiumred to have used its PPP loan proceeds to pay Mediakixs rent. Similarly, regarding the stopped rent payments, the Complaint alleges On information and belief, in 2019, exercising control over Mediakix, Zdanow caused Mediakix to stop paying Rent. Zdanow did this even though Mediakix had sufficient funds to make payment. (Compl. ¶ 23.) In fact, Zdanow has presented evidence that the rent was paid in full through March 2020, with two partial payments made thereafter for April and May 2020. Notwithstanding, the Court exercises its discretion and declines to award sanctions. Regardless of whether the rent payments stopped in late 2019 or in early 2020, the heart of Plaintiffs claims that Mediakix owes approximately $251,984.94 in back rent is substantially supported. In reply, Zdanow argues that Plaintiff also misrepresented the monthly rent as being lower than it actually was, which also falsely creates the impression that Mediakix had been delinquent in its rent payments for longer than it actually had. The Court does not find that these two small accounting discrepancies warrant sanctions. Similarly, there is no evidence that Plaintiff did not have a good faith belief that discovery would reveal Stadiumred improperly diverted funds out of Mediakix to prevent Mediakix from paying Plaintiff its rent. That the evidence may ultimately reveal that Mediakix had hidden financial problems before the acquisition and that the COVID-19 pandemic strained Mediakixs finances beyond the brink does not mean that sanctions are warranted. This provides an independent basis for Plaintiffs claims, notwithstanding that there appears no legal or factual support for Plaintiffs allegations that Stadiumred was obligated to use its PPP loan proceeds to pay Mediakixs rent pursuant to an assignment of the lease by operation of Stadiumreds acquisition. CONCLUSION AND ORDER Therefore, the Court denies without prejudice Zdanows motion for terminating and monetary sanctions under Code of Civil Procedure section 128.7. Zdanow shall provide notice of the Courts ruling and file the notice with a proof of service forthwith. DATED: July 18, 2024 ___________________________ Michael E. Whitaker Judge of the Superior Court

GIMENEZ vs FCA US LLC, A Motion for Attorney's Fees by JESSE CVPS2301644 DELAWARE LIMITED LIABILITY GIMENEZ, MARIO GIMENEZ COMPANY Tentative Ruling: Granted. Attorney fees granted in reduced, but reasonable amount of $21,491.50 payable to Plaintiff’s counsel and separate costs in the amount of $2,332.85 for a total amount of $23,824.35. Moving party to provide notice pursuant to CCP § 1019.5. This is a lemon law case. Suit filed April 6, 2023. Notice of Settlement filed April 2, 2024. Declaration of Michael Saeedian, Esq. counsel for Plaintiff sets forth the terms of the settlement agreement, including Plaintiff’s right to petition for reasonable fees, costs if they could not agree (Decl. p. 1) No opposition filed. Song Beverly Attorney Fees and Costs Under Civil Code § 1794(d) (Song-Beverly Act), “[i]f the buyer prevails in an action under this section, the buyer shall be allowed by the court as part of the judgment a sum equal to the aggregate amount of costs and expenses, including attorney’s fees based on actual time expended, determined by the court to have been reasonably incurred by the buyer in connection with the commencement and prosecution of such action.” (Ibid.) In determining the reasonable amount of attorney fees, the court first determines a lodestar figure. (Nichols v. City of Taft (2007) 155 Cal.App.4th 1233, 1242; see also, Serrano v. Priest (1977) 20 Cal.3d 25, 48.) Lodestar is calculated by assessing the reasonable rate for comparable services in the local community, multiplied by the reasonable number of hours spent on the case. (Ibid; see also, Concepcion v. Amscan Holdings, Inc. (2014) 223 Cal.App.4th 1309, 1320.) The reasonable hourly rate is that prevailing in the community for similar work. (PLCM Group, Inc. v. Drexler (2000) 22 Cal.4th 1084, 1095.) The experienced trial judge is the best judge of the value of professional services rendered in his or her court and may make his or her own determination of the value of the services contrary to, or without the necessity for, expert testimony. (Id. at 1096.) The prevailing buyer in a Song Beverly Act action has the initial burden of showing the fees incurred were allowable and reasonably necessary to the conduct of the litigation. (Goglin, supra, 4 Cal. App. 5th at 470.) Once the initial burden is met, the burden of proof is on the opposing party to show by admissible evidence that the fees requested were unreasonable, either by the number of hours, the hourly rate, or both. (Maughan v. Google Technology (2006) 143 Cal. App. 4th 1242, 1261.) In this court’s experience, the hourly rates of Plaintiff's counsel do not appear to be reasonable for Riverside County, especially for this subject matter (See, EnPalm, LLC v. Teitler (2008) 162 Cal.App.4th 770, 774 [the court may rely on its own experience in determining whether the hourly rate sought or hours spent in the matter are reasonable].) Plaintiff made no showing that she could not obtain local counsel, and therefore, is entitled to out-of-town rates. (Center for Biological Diversity v. County of San Bernardino (2010) 188 Cal.App.4th 603, 615-619 [plaintiffs were entitled to Santa Monica rates for counsel when they proved they could not obtain local counsel].) Accordingly, the Court reduces the rates, and the total amount billed, as follows - $695.00 hourly rate reduced to $595.00 and $100 for law clerk hours (no authority in support thereof). Total attorney fees are thus reduced to $21,491.50. Costs As to costs, Plaintiff claims $2,332.85. These costs requested in Plaintiff’s memorandum of costs appear to be proper. Since Defendant did not raise any objections, Plaintiff is awarded their requested amount.

JOHNSON, ET AL VS. PARENT, ETAL Case Number: CVCV21-0197618 This matter is on calendar for review regarding status of arbitration. The Court ordered this matter to arbitration on February 5, 2024. Neither side appeared for the prior hearing on May 3, 2024. The Court notes that Substitutions of Attorney have been filed on behalf of Plaintiffs. An appearance is necessary on today’s calendar to discuss the status of arbitration.

Case Number: 22STCV09985 Hearing Date: July 18, 2024 Dept: 74 Edwin F. Mcpherson v. Matthew Callahan et al. Plaintiff Edwin F. McPhersons Motion for Summary Adjudication BACKGROUND In or about September 2017, Defendant Matthew Callahan approached Plaintiff Edwin McPherson and made representations to induce him to invest in Janus, including, but not limited to, that the company was in the process of creating an application and a system/process in the dental space, using augmented reality (the Process). (UMF No.1.) On or about October 18, 2017, Plaintiff and Callahan (along with Eddie Jones and Zevin Clark) executed and became parties to the Operating Agreement of Janus Health AR LLC, with the respective membership interests at: Callahan 27.00%; McPherson 10.00%; Clark 40.00%; and Jones 23.00%. (UMF No. 2.) Plaintiff executed the Operating Agreement and became a 10% Member of Janus (not subject to dilution as provided for in that agreement). (UMF No. 3.) Plaintiffs interest in Janus increased to about 25.99%, due to further investment in, and loans made, to Janus as well as changes in its membership and membership interests, which changes were reflected by amendments to the Operating Agreement. (UMF No. 4.) Plaintiff invested in Janus in order to benefit from Januss development and commercial exploitation of the Process. (UMF No. 5.) Plaintiff did not invest in Janus as an investment in Callahan personally or for Callahan to use Plaintiffs or Januss funds to support his life (or his wife) and pay himself a salary. (UMF No. 6.) Plaintiff made his initial $100,000.00 contribution on December 11, 2017. (UMF No.14.) Plaintiff made further investments in Janus in the amount of $80,000.00 on or about September 24, 2018, and $25,000.00 on February 5, 2019. (UMF No. 15.) At the request of Callahan, Plaintiff loaned Janus $7,000.00 on or about May 21, 2019, and $25,000.00 on or about November 6, 2019. (UMF No. 16.) From the moment Plaintiff made his initial $100,00.00 investment, Callahan began breaching the Operating Agreement and continued to do so. (UMF Nos. 21-27, 29-35.) On March 22, 2022, Plaintiff Edwin F. McPherson (McPherson or Plaintiff) filed the complaint against Defendants Matthew Callahan (Callahan or Defendant), Janus Health AR LLC, and Does 1 through 100. On July 22, 2022, Plaintiff filed his First Amended Complaint alleging six causes of action for (1) breach of contract, (2) fraud, (3) breach of fiduciary duty, (4) conversion, (5) securities fraud, and (6) Violation of Penal Code Section 496(c). Plaintiff McPherson moves for summary adjudication of the First Cause of Action for Breach of Contract and Third Cause of Action for Breach of Fiduciary Duties. Defendant has not filed an opposition. DISCUSSION First Cause of Action - Breach of Contract To establish a cause of action for breach of contract, the plaintiff must plead and prove (1) the existence of the contract, (2) the plaintiffs performance or excuse for nonperformance, (3) the defendants breach, and (4) resulting damages to the plaintiff. ( Maxwell v. Dolezal (2014) 231 Cal.App.4th 93, 97-98 [internal citation omitted].) Plaintiff has met his burden in showing there are no triable issues of material fact for this cause of action. First, Plaintiff submits the Janus Health AR LLC Operating Agreement to show that a contract exists. (McPherson Decl. at ¶ 5; Compendium of Evidence, Ex. A.) Plaintiff also submits his own declaration to show that he performed all of his obligations by making the $100,000.00 capital contribution investment and later investments to the company. ( Id . at ¶¶ 6-7, 13-14; Compendium of Evidence, Ex. B.) Plaintiff made further investments in Janus in the amount of $80,000.00 on or about September 24, 2018, and $25,000.00 on February 5, 2019. (UMF No. 15.) At the request of Callahan, Plaintiff loaned Janus $7,000.00 on or about May 21, 2019, and $25,000.00 on or about November 6, 2019. (UMF No. 16.) Callahan breached Section 5.5 (ix) of the Operating Agreement repeatedly by taking, at least $209,076.00 as salary from Janus, through Consulting and Saxon, without Threshold Member approval. (UMF No. 22; Compendium of Evidence, Ex. C.) Moreover, Plaintiff provides that he suffered the following damages: (1) $205,000 invested as equity in Janus; (2) $32,000 loaned to Janus; (3) Interest accrued since the date of each amount invested in or loaned to Janus at the legal rate of 10% per annum (and at the rate of 16.99% per annum on the $25,000.00 that Plaintiff loaned on November 7, 2019 ); (3) attorneys fees; and (4) costs. (McPherson Decl., ¶¶ 5, 20, 32-34, Ex. A-C, L-T.) Defendant failed to file an opposition and thus failed to show a triable issue of material fact exists. Third Cause of Action - Breach of Fiduciary Duty To establish a cause of action for breach of fiduciary duty, plaintiff must plead (1) existence of a fiduciary duty; (2) breach of the fiduciary duty; and (3) damage proximately caused by the breach. ( Gutierrez v. Girardi (2011) 194 Cal. App. 4th 925, 932.) A fiduciary relationship requires that a relation existing between parties to a transaction wherein one of the parties is duty bound to act with the utmost good faith for the benefit of the other party. ( Wolf v. Superior Court (2003) 107 Cal.App.4th 25, 29 [internal citations omitted].) A relationship ordinarily exists when a con¿dence is reposed by one person in the integrity of another, and . . . the party in whom the con¿dence is reposed, if he voluntarily accepts or assumes to accept the con¿dence, can take no advantage from his acts relating to the interest of the other party without the latters knowledge or consent. ( Ibid .) Plaintiff submitted evidence showing that Callahan had full control, as manager and CEO, over the affairs of Janus and the money in its account. (UMF No. 36-39.) Therefore, Callahan owed fiduciary duties to Plaintiff. Plaintiff filed the declarations of board members Edwin McPherson, Eddie Jones, Zevin Clark, and Paul Prindle to show that they never approved Callahans use of the funds and Callahan had full control over the funds. (Clark Decl. ¶ 7; Jones Decl. ¶ 5; Prindle Decl. ¶ 9.) Additionally, as explained above, Defendant Callahan breached his fiduciary duty to Plaintiff which caused Plaintiffs damages when he took a salary, loan, or any other money from the company without permission or a board member vote. ( Id . at ¶¶ 5-6.) Defendant failed to file an opposition and thus failed to show a triable issue of material fact exists. CONCLUSION The court grants Plaintiffs unopposed motion for summary adjudication of the First and Third Causes of Action. Plaintiff shall give notice.

23CV02998 DIARRA v. KELLY et al MOTION FOR AN ORDER DECLARING CARSON KELLEY’S JUDGMENT DEBT TO MARIAM DIARRA TO BE A COMMUNITY PROPERTY DEBT The motion is denied without prejudice. Diarra obtained a default judgment against Carson Kelly and Humanize Global, US, Inc. in the amount of $40,718.24. The underlying complaint alleged Labor Code violations, breach of contract, promise without intent to perform, and violations of Business and Professions Code section 17200. Carson Kelly is alleged to be the managing agent of Humanize Global. Diarra worked for or was contracted by Carson Kelly and Humanize Global. Diarra, now as judgment creditor, moves the court to declare that the debt of Carson Kelly is a debt of the marital community of Carson Kelly and his wife Shannon Kelly, to declare the wages of Shannon Kelly be subject to garnishment to satisfy Diarra’s judgment against Carson Kelly, and to authorize that a writ of execution issue in her name. Family Code section 902 defines debt as “an obligation incurred by a married person before or during marriage, whether based on contract, tort, or otherwise.” Family Code section 910, subdivision (a) states that “[e]xcept as expressly provided by statute, the community estate is liable for a debt incurred by either spouse before or during marriage, regardless of which spouse has the management and control of the property and regardless of whether one or both spouses are parties to the debt or the judgment for debt.” Page 3 of 4 Diarra has not made a sufficient showing in this motion as follows: 1. Evidence of a marriage between Shannon and Carson Kelly, including the date Carson and Shannon married. The only evidence are the vague statements from counsel and Diarra in their declarations. 2. Evidence that Humanize Global US, Inc. was community property, rather than the separate property of Carson Kelly. In light of the above deficiencies, the court need not reach the merits of the motion. Notice to prevailing parties: Local Rule 2.10.01 requires you to submit a proposed formal order incorporating, verbatim, the language of any tentative ruling – or attaching and incorporating the tentative by reference - or an order consistent with the announced ruling of the Court, in accordance with California Rule of Court 3.1312. Such proposed order is required even if the prevailing party submitted a proposed order prior to the hearing (unless the tentative is simply to “grant”). Failure to comply with Local Rule 2.10.01 may result in the imposition of sanctions following an order to show cause hearing, if a proposed order is not timely filed. Page 4 of 4

22CV006750: JAMJOUM vs AFC CAL, LLC, et al. 07/16/2024 Hearing on Motion to Set Aside/Vacate Default (CCP 473.5) filed by Vahid Farahani (Defendant) in Department 20 Tentative Ruling - 07/15/2024 Karin Schwartz The Motion to Set Aside/Vacate Default filed by Vahid Farahani on 05/30/2024 is Granted. Defendant Farahani’s (Farahani) California Civil Code (CCP) § 473.5 Motion to Set Aside Default and for Leave to Defend is GRANTED based on the evidence that he did not receive actual notice in time to defend against the action. The Court does not reach the alternative grounds set forth in Farahani’s motion. FACTS On February 9, 2022, Plaintiff Numan Saleh Jamjoum (Jamjoum) filed the present lawsuit. The Proof of Service in the Court’s file, of which the Court takes judicial notice, purports to reflect “substitute service” on a “Jane Doe” at Cherry Street address in Visalia on or about March 17, 2022 by a registered process server. The Request for Entry of Default, filed on or about July 14, 2023, of which the Court takes judicial notice, reflects service by first class mail on Farahani at the Cherry Street address by Plaintiff himself. Farahani submitted a declaration asserting, inter alia, that he has never lived at the Cherry Street address, which is the address for his sister. (Farahani Decl., ¶¶ 4-5.) Farahani’s sister forwarded the summons to Farahani, but he does not remember receiving the complaint, or notice of the case management conference, among other documents. (Farahani Decl., ¶ 6.) Farahani thought the dispute concerned his previous employer. (Farahani Decl., ¶ 7.) Farahani made some efforts, including going to the Hayward courthouse, to learn more about the case, but ultimately concluded that he did not need to take action to avoid jeopardy. (Farahani Decl., ¶¶ 8- 9.) He did not receive notice that default had been entered against him. (Farahani Decl., ¶ 11.) However, when he continued to receive notices about the case, he consulted an attorney, leading to the present motion. (Farahani Decl., ¶ 12). ANALYSIS Default must be set aside where when service of summons has not resulted in actual notice to a party in time to defend the action. (CCP § 473.5.) Actual notice requires the “genuine knowledge of the party litigant.” (Rosenthal v. Garner (1983) 142 Cal. App. 3d 891, 895.) Farhani’s declaration establishes an entitlement to relief under CCP § 473.5. Accordingly, the motion is GRANTED and the default shall be set aside. Farhani shall file his response to the complaint within 10 days of this order. The Court is setting a Case Management Conference at the date and time below. The prove-up hearing is vacated. SUPERIOR COURT OF CALIFORNIA COUNTY OF ALAMEDA 22CV006750: JAMJOUM vs AFC CAL, LLC, et al. 07/16/2024 Hearing on Motion to Set Aside/Vacate Default (CCP 473.5) filed by Vahid Farahani (Defendant) in Department 20 The Default Prove Up Hearing scheduled for 07/23/2024 is vacated . Case Management Conference is scheduled for 09/12/2024 at 3:00 PM in Department 20 at Rene C. Davidson Courthouse. Updated Case Management Statements must be filed in compliance with Rule of Court 3.725 on Judicial Council Form CM-110. Unless ordered otherwise, remote appearances by Zoom (videoconference) are permitted for all law and motion, case management hearings, and pretrial hearings in Dept. 20. Trials are held in person unless all parties agree to be remote.