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Michael J. Bonneville, Esq.
p: 212 661-2900
f: 212-661-9397
mbonneville@kandfllp.com
October 21, 2021
Via NYSCEF
Hon. Paul I. Marx, J.S.C.
1 South Main Street
New City, New York 10956
Re: Hello Living Developer Nostrand LLC et al v. 1580 Nostrand
Mezz LLC et al
Index No: 034885/2021
Dear Your Honor:
My firm represents the defendants 1580 Nostrand Mezz LLC (“Nostrand Mezz”) and
Madison Realty Capital (collectively, the “Defendants”) in the above-referenced action. At the
hearing on October 18, 2021 (“Hearing”) regarding Plaintiffs’ Order to Show Cause, I mis-spoke
when I told the Court that the indebtedness on the Mezzanine Loan was approximately $5.5
Million, and as a result, the Court directed that the required minimum down-payment at a UCC
sale of the Collateral shall be $550,000.00. Upon calculating the indebtedness under the
Mezzanine Loan after the Hearing, at the time of a prospective UCC sale of the Collateral, the
indebtedness will be closer to $4.5 million. Accordingly, Defendants respectfully request that the
Proposed Order submitted on October 20, 2021, be supplemented to reflect a minimum down-
payment of $450,000.00 instead of $550,000.00. A copy of the supplemental Proposed Order
reflecting a minimum down-payment requirement of $450,000.00 instead of $550,000.00, is
annexed hereto as Exhibit “A”.
Thank you for your attention to this matter.
Respectfully submitted,
/s/ Michael J. Bonneville
Michael J. Bonneville
To: All appearing parties via NYSCEF
4894-3996-7232, v. 1
EXHIBIT “A”
4894-3996-7232, v. 1
At the Supreme Court of the State of New
York, held in and for the County of Rockland,
at the Courthouse located at 1 South Main
Street, New City, New York, on the _______
day of October____________, 2021.
PRESENT:
HON. PAUL I. MARX, J.S.C.
___________________________________________________X
HELLO LIVING DEVELOPER NOSTRAND LLC and
HELLO NOSTRAND LLC, Index No.: 034885/2021
Plaintiffs,
-against-
1580 NOSTRAND MEZZ, LLC,
MADISON REALTY CAPITAL, L.P.,
Defendants.
___________________________________________________X
UPON the motion of HELLO LIVING DEVELOPER NOSTRAND LLC (“Mezz
Borrower”) and HELLO NOSTRAND LLC (“Hello Nostrand”, and together with the Mezz
Borrower, collectively, the Plaintiffs”) the Plaintiffs herein, brought on by an Order to Show
Cause, for the entry of an Order: (a) for a temporary restraining order and preliminary injunction
enjoining defendants 1580 NOSTRAND MEZZ, LLC (“Mezz Lender”) and MADISON REALTY
CAPITAL, L.P. (“MRC”, and together with the Mezz Lender, collectively, the “Defendants”) and
anyone acting on the Defendants’ behalf, during the pendency of this action, from holding the an
auction sale of plaintiff Mezz Borrower’s 100% membership interests in plaintiff Hello Nostrand
(the “Collateral”); (b) granting Plaintiff any further relief that the Court deems just and proper (the
“Motion”); and upon the Court signing the Order to Show Cause on August 24, 2021 (“Signed
4894-3996-7232, v. 1
OSC”) temporarily restraining and enjoining the Defendants and anyone acting on their behalf from
conducting the UCC sale of the Collateral scheduled for September 2, 2021 (“Stay”); and upon the
Signed OSC conditioning the Stay upon the Plaintiffs posting a bond in the amount of $100,000.00
(“Bond”) to offset expenses and damages which Defendants may suffer in the event Plaintiffs do not
prevail on the Motion; and all the papers filed herein and after and the Motion having come on
regularly to be heard by this Court on October 18, 2021 (“Hearing”), and after due deliberation
having been held thereon and the Plaintiffs having failed to show (i) a likelihood of success on the
merits; (ii) no irreparable harm due to the Plaintiffs’ claims being all economic claims
compensable by monetary damages, and therefore not irreparable, it is hereby
NOW, upon Motion of Marcus and Zelman, LLC and the Law Offices of Victor A. Worms,
attorneys for the Plaintiffs, it is hereby
ORDERED, that Plaintiffs’ Motion is denied in its entirety; and it is further
ORDERED, that the Stay imposed by the Signed OSC with Temporary Restraining Order
was lifted and vacated by the Court at the Hearing on October 18, 2021, and the Mezz Lender may
conduct a UCC sale of the Collateral (“Sale”); and it is further
ORDERED, that any dispute(s) regarding the sale of the Collateral scheduled for
September 2, 2021, including, but not limited to, publication and commercial reasonableness, are
moot; and it is further
ORDERED, that any future Sale of the Collateral shall be subject to the following
conditions: (i) at least sixty (60) days’ notice of the Sale shall be provided; (ii) publication of the
Sale shall be advertised four (4) times prior to the Sale in the New York Times and in The Real
Deal online website, but if advertised in The Real Deal monthly magazine, only one (1) advertised
Sale is required; (iii) any qualifying bid deposit at a future Sale must be in the amount of
4894-3996-7232, v. 1
$450,000.00; and (iv) all remaining aspects of the Sale must be in accordance with the terms and
provisions of the Ownership Interests Pledge and Security Agreement by and between the Mezz
Borrower and Mezz Lender, and shall be commercially reasonable in accordance with the Uniform
Commercial Code; and it is further
ORDERED, that this Court shall retain jurisdiction to adjudicate and determine any further
disputes with respect to commercial reasonableness of the Sale; and it is further
ORDERED, that any publication costs and expenses associated with advertising the Sale
shall be drawn down from the Bond posted by the Plaintiffs.
E N T E R:
___________________________________
HON. PAUL I. MARX, J.S.C.
4894-3996-7232, v. 1
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Michael J. Bonneville, Esq. p: 212 661-2900 f: 212-661-9397 mbonneville@kandfllp.com October 21, 2021 Via NYSCEF Hon. Paul I. Marx, J.S.C. 1 South Main Street New City, New York 10956 Re: Hello Living Developer Nostrand LLC et al v. 1580 Nostrand Mezz LLC et al Index No: 034885/2021 Dear Your Honor: My firm represents the defendants 1580 Nostrand Mezz LLC (“Nostrand Mezz”) and Madison Realty Capital (collectively, the “Defendants”) in the above-referenced action. At the hearing on October 18, 2021 (“Hearing”) regarding Plaintiffs’ Order to Show Cause, I mis-spoke when I told the Court that the indebtedness on the Mezzanine Loan was approximately $5.5 Million, and as a result, the Court directed that the required minimum down-payment at a UCC sale of the Collateral shall be $550,000.00. Upon calculating the indebtedness under the Mezzanine Loan after the Hearing, at the time of a prospective UCC sale of the Collateral, the indebtedness will be closer to $4.5 million. Accordingly, Defendants respectfully request that the Proposed Order submitted on October 20, 2021, be supplemented to reflect a minimum down- payment of $450,000.00 instead of $550,000.00. A copy of the supplemental Proposed Order reflecting a minimum down-payment requirement of $450,000.00 instead of $550,000.00, is annexed hereto as Exhibit “A”. Thank you for your attention to this matter. Respectfully submitted, /s/ Michael J. Bonneville Michael J. Bonneville To: All appearing parties via NYSCEF 4894-3996-7232, v. 1 EXHIBIT “A” 4894-3996-7232, v. 1 At the Supreme Court of the State of New York, held in and for the County of Rockland, at the Courthouse located at 1 South Main Street, New City, New York, on the _______ day of October____________, 2021. PRESENT: HON. PAUL I. MARX, J.S.C. ___________________________________________________X HELLO LIVING DEVELOPER NOSTRAND LLC and HELLO NOSTRAND LLC, Index No.: 034885/2021 Plaintiffs, -against- 1580 NOSTRAND MEZZ, LLC, MADISON REALTY CAPITAL, L.P., Defendants. ___________________________________________________X UPON the motion of HELLO LIVING DEVELOPER NOSTRAND LLC (“Mezz Borrower”) and HELLO NOSTRAND LLC (“Hello Nostrand”, and together with the Mezz Borrower, collectively, the Plaintiffs”) the Plaintiffs herein, brought on by an Order to Show Cause, for the entry of an Order: (a) for a temporary restraining order and preliminary injunction enjoining defendants 1580 NOSTRAND MEZZ, LLC (“Mezz Lender”) and MADISON REALTY CAPITAL, L.P. (“MRC”, and together with the Mezz Lender, collectively, the “Defendants”) and anyone acting on the Defendants’ behalf, during the pendency of this action, from holding the an auction sale of plaintiff Mezz Borrower’s 100% membership interests in plaintiff Hello Nostrand (the “Collateral”); (b) granting Plaintiff any further relief that the Court deems just and proper (the “Motion”); and upon the Court signing the Order to Show Cause on August 24, 2021 (“Signed 4894-3996-7232, v. 1 OSC”) temporarily restraining and enjoining the Defendants and anyone acting on their behalf from conducting the UCC sale of the Collateral scheduled for September 2, 2021 (“Stay”); and upon the Signed OSC conditioning the Stay upon the Plaintiffs posting a bond in the amount of $100,000.00 (“Bond”) to offset expenses and damages which Defendants may suffer in the event Plaintiffs do not prevail on the Motion; and all the papers filed herein and after and the Motion having come on regularly to be heard by this Court on October 18, 2021 (“Hearing”), and after due deliberation having been held thereon and the Plaintiffs having failed to show (i) a likelihood of success on the merits; (ii) no irreparable harm due to the Plaintiffs’ claims being all economic claims compensable by monetary damages, and therefore not irreparable, it is hereby NOW, upon Motion of Marcus and Zelman, LLC and the Law Offices of Victor A. Worms, attorneys for the Plaintiffs, it is hereby ORDERED, that Plaintiffs’ Motion is denied in its entirety; and it is further ORDERED, that the Stay imposed by the Signed OSC with Temporary Restraining Order was lifted and vacated by the Court at the Hearing on October 18, 2021, and the Mezz Lender may conduct a UCC sale of the Collateral (“Sale”); and it is further ORDERED, that any dispute(s) regarding the sale of the Collateral scheduled for September 2, 2021, including, but not limited to, publication and commercial reasonableness, are moot; and it is further ORDERED, that any future Sale of the Collateral shall be subject to the following conditions: (i) at least sixty (60) days’ notice of the Sale shall be provided; (ii) publication of the Sale shall be advertised four (4) times prior to the Sale in the New York Times and in The Real Deal online website, but if advertised in The Real Deal monthly magazine, only one (1) advertised Sale is required; (iii) any qualifying bid deposit at a future Sale must be in the amount of 4894-3996-7232, v. 1 $450,000.00; and (iv) all remaining aspects of the Sale must be in accordance with the terms and provisions of the Ownership Interests Pledge and Security Agreement by and between the Mezz Borrower and Mezz Lender, and shall be commercially reasonable in accordance with the Uniform Commercial Code; and it is further ORDERED, that this Court shall retain jurisdiction to adjudicate and determine any further disputes with respect to commercial reasonableness of the Sale; and it is further ORDERED, that any publication costs and expenses associated with advertising the Sale shall be drawn down from the Bond posted by the Plaintiffs. E N T E R: ___________________________________ HON. PAUL I. MARX, J.S.C. 4894-3996-7232, v. 1