Motion for Writ in Bill Me Later, Inc., A Delaware Corporation, As Servicing Agent For Webbank v. Top Priority Selling Llc D/B/A Top Priority Resellers, A Florida Limited Liability Company, Matthew Lawrence| Trellis.Law

On February 27, 2024 a Complaint,Petition was filed involving a dispute between Bill Me Later, Inc., A Delaware Corporation, As Servicing Agent For Webbank, and Matthew Lawrence, Top Priority Selling Llc D B A Top Priority Resellers, A Florida Limited Liability Company, for Special Proceedings - CPLR Article 75 in the District Court of Hamilton County.

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FILED: HAMILTON COUNTY CLERK 02/27/2024 05:44 PM INDEX NO. EH2024-7795
NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 02/27/2024

SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF HAMILTON

BILL ME LATER, INC., a Delaware corporation, Index No. _______________
as servicing agent for WebBank,
PETITION TO CONFIRM
Petitioner, ARBITRATION AWARD TO
ENTER JUDGMENT
V.

TOP PRIORITY SELLING LLC d/b/a Top
Priority Resellers, a Florida Limited Liability
Company, and MATTHEW LAWRENCE, an
individual.

Respondents.

PETITION TO CONFIRM ARBITRATION AWARD
AND ENTRY OF JUDGMENT

Petitioner Bill Me Later, Inc., as servicing agent for WebBank (“Petitioner” or

“BMLI”) respectfully requests that this Court confirm and enter judgment on an arbitration award

pursuant to § 9 of the Federal Arbitration Act, 9 U.S.C.§ 1, et seq. and Article 75 of the New York

Civil Practice Law and Rules (“CPLR”). In support of its Petition, BMLI states as follows:

Nature Of The Action

1. The arbitration proceedings between BMLI and Respondents TOP PRIORITY

SELLING, LLC, d/b/a Top Priority Resellers (“Borrower”) and Matthew Lawrence (“Guarantor”;

with Borrower, “Respondents”) were conducted virtually under the auspices of the American

Arbitration Association (“AAA”), pursuant to an arbitration provision in that certain Business

Loan Agreement (“Agreement”) dated July 29, 2022, between WebBank and Respondents.

2. On January 2, 2024, the Arbitrator entered a Final Award of $102,935.14 in

American Arbitration Association Case No. 01-23-0002-9003 in favor of BMLI and jointly and

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severally against Respondents. By this action, BMLI seeks confirmation of the award and entry of

judgment thereon.

The Parties, Jurisdiction, And Venue

3. Petitioner is a Delaware corporation with its principal place of business in San Jose,

California.

4. Respondent Top Priority Selling, LLC, d/b/a Top Priority Resellers, is a Florida

limited liability company with its principal place of business in Lake County, Florida.

5. Respondent Guarantor is a natural person who resides in Nassau, New York.

6. This Court has personal jurisdiction over Borrower pursuant to CPLR 302(a)(1)

because it transacts business within the State of New York.

7. This Court has personal jurisdiction over Guarantor pursuant to CPLR 302 because

he is a resident of Hamilton County, New York and conducts business therein.

8. This Court has subject matter jurisdiction over this case pursuant to 9 U.S.C. § 9,

CPLR 301, and CPLR 7502.

9. Venue is proper in this Court because the parties’ Agreement provides that any

court with jurisdiction may enter judgment upon the Arbitrator’s award. Venue is proper in this

Court pursuant to 9 U.S.C. § 9 and CPLR 7502(a)(1) because the Borrower transacts business in

the State of New York and the Guarantor resides in, and conducts business within Hamilton

County, New York.

The Agreement, Arbitration Proceeding and Award
The Agreement

10. On or about July 28, 2022, Borrower and WebBank entered into the Agreement

whereby WebBank provided a loan to Borrower and Borrower agreed to make payments under the

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loan pursuant to the terms and conditions of the Agreement. A true and correct copy of the

Agreement is attached hereto as Exhibit A.

11. Guarantor unconditionally guaranteed the payments due and Borrower’s

performance of all obligations under the Agreement. (See Exhibit A, Agreement ¶ 5).

12. Petitioner is the servicing agent on behalf of WebBank and has full authority to file

and maintain legal actions, including arbitration proceedings, in its own name for the purpose of

collecting upon and enforcing WebBank’s rights under the Agreement. (See Exhibit A, Agreement

¶ 28(a)).

13. Borrower failed to make the agreed upon weekly payments beginning January 20,

2023, causing Borrower to default under the agreement. Borrower has not paid BMLI in the interim

period.

14. Pursuant to Section 28 of the Agreement, the parties agreed that any party may elect

to resolve any claims, demands, disputes or controversies of every kind or nature between the

parties, arising from, concerning or relating to any provision of the Agreement by binding

arbitration. Id.

15. In addition to the outstanding, unpaid loan balance, Section 28 of the Agreement

further establishes that filing, administrative, hearing and/or other fees, including attorney’s fees

and costs, are to be borne in accordance with AAA’s rules. Id.

16. Under Section 28 of the Agreement, the applicable rules are the AAA’s

Commercial Arbitration Rules. Id.

17. The AAA’s Commercial Arbitration Rule 49(c) authorizes the arbitrator to assess

and apportion fees and expenses in such amounts as the arbitrator determines appropriate. See

AAA Commercial Arbitration Rule 49(c).

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18. The AAA’s Commercial Arbitration Rule 49(d)(ii) establishes that the award of the

arbitrator may include an award of attorneys’ fees if all parties have requested such an award, or

it is authorized by law or their arbitration agreement. See AAA Commercial Arbitration Rule

49(d)(ii).

The Arbitration

19. On June 27, 2023, Petitioner filed a demand for arbitration with the AAA, Case No.

01-23-0002-9003. A copy of Petitioner’s demand for arbitration is attached hereto as Exhibit B.

20. On October 24, 2023, Petitioner filed a Motion for Summary Disposition

(“Motion”), with supporting affidavits and legal authorities, seeking an award in its favor for

breach of the Agreement.

21. Respondents failed to submit any documents in opposition to the Submission, or

otherwise, after due notice in accordance with the Commercial Arbitration Rules of the American

Arbitration Association.

22. On January 2, 2024, Arbitrator Frederick J. Jacobs issued an “Award of Arbitrator,”

finding in favor of Petitioner and jointly and severally against the Respondents in the following

amounts:

Damages for breach of contract $ 93,910.14

Attorneys’ fees $ 5,750.00

Administrative fees and expenses $ 1,925.00

Compensation and expenses of the Arbitrator $ 1,350.00

TOTAL $102,935.14

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23. A true and correct copy of the Award by Arbitrator (“Award”) is attached hereto as

Exhibit C.

24. The Final Award was served upon Respondents on January 9, 2024, via FedEx

mail. To date, Respondents have not satisfied any amount due under the Final Award. A true and

correct copy of mail delivery of the Final Award is attached hereto as Exhibit D.

25. As of the date hereof, Respondents have not satisfied any amount due under the

Final Award.

26. Respondents have not filed any post-award motions to vacate or modify the

arbitration award. Further, under Rule 52 of the AAA’s Commercial Rules, the arbitrators cannot

reconsider the merits of any of their rulings. American Arbitration Association, Commercial

Arbitration Rules, Rule 52 (2022).

27. The parties agreed that the Federal Arbitration Act, 9 U.S.C. Section 1 et seq.,

governs all claims and demands relating to the dispute resolved by the arbitration. (See Exhibit A,

Agreement § 28(d)).

28. Section 9 of the Federal Arbitration Act, 9 U.S.C. § 9, provides that at any time

within one year after an arbitration award is made, any party to the arbitration may apply for an

order confirming the arbitration award. Section 9 further provides that unless the arbitration award

has been vacated, modified or corrected as prescribed in Sections 10 and 11 of the Federal

Arbitration Act, 9 U.S.C. §§ 10 & 11, the Court must grant an order confirming the award.

29. Similarly, New York’s Uniform Arbitration Act (“UAA”) provides that the court

shall confirm the arbitration award upon application of a party. CPLR 7510. In addition, upon

confirmation of the award, the UAA states the court shall enter judgment in conformity with the

Final Award. CPLR 7514.

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30. Pursuant to the parties’ Agreement, BMLI is also entitled to additional costs and

attorneys’ fees it has incurred and continues to incur in pursuit of the Final Award as part of

enforcement of its rights under the Agreement. (See Exhibit A, Agreement § 7(b)).

31. The parties agreed that arbitration shall be governed by the AAA Commercial Rules

of Arbitration. (See Exhibit A, Agreement § 28(d)).

32. Rule 54 of the American Arbitration Association’s Commercial Rules of

Arbitration provides: “[p]arties to an arbitration under these rules shall be deemed to have

consented that judgment upon the arbitration award may be entered in any federal or state court

having jurisdiction thereof.” American Arbitration Association, Commercial Arbitration Rules,

Rule 54 (2022).

33. The parties also agreed that any court with jurisdiction may enter judgment upon

the arbitrator’s award. (See Exhibit A, Agreement § 28(c)).

34. The parties therefore agreed that a judgment of the Court shall be entered upon the

award made pursuant to the arbitration.

35. Pursuant to 9 U.S.C. § 9, “the court must grant such an order unless the award is

vacated, modified, or corrected.” 9 U.S.C. § 9.

36. Petitioner is entitled to have the Final Award confirmed and judgment entered on

the same.

WHEREFORE, Petitioner Bill Me Later, Inc., as servicing agent for WebBank

respectfully requests this Court confirm the Final Award by Arbitrator and enter judgment for

Petitioner Bill Me Later, Inc., as servicing agent for WebBank and against Respondents TOP

PRIORITY SELLING LLC, d/b/a Top Priority Resellers, and MATTHEW LAWRENCE, jointly

and severally, for $102,935.14, plus interest fees.

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Dated: New York, New York
February 27, 2024
FOLEY & LARDNER LLP

/s/ Sabrina Bryan
Sabrina M. Bryan
90 Park Avenue,
New York, NY 10016
212.338.3469
sbryan@foley.com

Attorneys for Petitioner Bill Me Later, Inc.,
as servicing agent for WebBank

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VERIFICATION

Brianna Villasin, being duly sworn, states:

I am Legal Coordinator of Bill Me Later, Inc., the petitioner in the above-captioned

proceeding, and I am fully familiar with the facts and circumstances of this matter.

I have read the foregoing Petition, and the facts and allegations contained therein are true

to the best of my knowledge.

______________________________
Brianna Villasin
St a t e : FL Co u n t y: Mia m i Da d e
Sworn to before me this
27th
______ day of February 2024.b y Bria n n a Villa s in
P ro d u c e d ID: DRIVER LICENSE

No t a riz e d re m o t e ly o n lin e u s in g c o m m u n ic a t io n t e c h n o lo g y via P ro o f.

_____________________
Notary Public
Ma rio Lu is He re d ia

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Rebecca A Slezak Track Judge’s New Case

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Document Filed Date

February 27, 2024

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February 27, 2024

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Complaint,Petition: Bill Me Later, Inc., A Delaware Corporation, As Servicing Agent For Webbank v. Top Priority Selling Llc D/B/A Top Priority Resellers, A Florida Limited Liability Company, Matthew Lawrence

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