Preview
FILED: KINGS COUNTY CLERK 03/26/2024 10:22 AM INDEX NO. 508530/2024
NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 03/26/2024
SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF KINGS
x
HONEST FUNDING LLC,
Index No.
Plaintiff,
-against-
ROCKY TOP CONSTRUCTION LLC and TODD JASON
SUMMONS
MCMILLAN,
Defendant(s).
x
To the above-named Defendant(s):
YOU ARE HEREBY SUMMONED and required to serve upon Plaintiff’s attorney an
answer to the complaint in this action within twenty days after the service of this summons,
exclusive of the day of service, or within thirty days after service is complete if this summons is
not personally delivered to you within the State of New York. In case of your failure to answer,
judgment will be taken against you by default for the relief demanded in the annexed complaint.
Plaintiff designates KINGS County as the place of trial. The basis of the venue is designated in the
Agreement between the parties.
Dated: March 13, 2024
New York, NY
By: /s/ Steven Zakharyayev
Steven Zakharyayev, Esq.
10 W 37th Street, RM 602
New York, NY 10018
(201) 716-0681
Attorneys for Plaintiff
TO DEFENDANT(S):
ROCKY TOP CONSTRUCTION LLC
418 SCHOOL ST, RANGELY CO 81648
TODD JASON MCMILLAN
418 SCHOOL ST, RANGELY CO 81648
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FILED: KINGS COUNTY CLERK 03/26/2024 10:22 AM INDEX NO. 508530/2024
NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 03/26/2024
SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF KINGS
X
HONEST FUNDING LLC Index No.
Plaintiff,
-against-
VERIFIED COMPLAINT
ROCKY TOP CONSTRUCTION LLC and TODD
JASON MCMILLAN,
Defendant(s).
X
Plaintiff, HONEST FUNDING LLC, by its attorney Steven Zakharyayev, Esq. as and for
its complaint against Defendant(s) herein, alleges as follows:
1. Plaintiff HONEST FUNDING LLC (“Plaintiff”) is a New York limited liability
company engaged in the receivable financing business.
2. Upon information and belief, ROCKY TOP CONSTRUCTION LLC (“Defendant-
Seller”) is a foreign limited liability company.
3. Defendant TODD JASON MCMILLAN (“Defendant-Guarantor”) is an individual
residing in the State of COLORADO and upon information and belief is a principal
of defendant-seller.
4. Pursuant to a receivable purchase agreement and personal guaranty dated February 7,
2024 (the “Agreement”), Plaintiff purchased a percentage of the Defendant-Seller’s
total future accounts receivable up to the sum of $67,455.00 (“Purchased Amount”) in
exchange for an upfront purchase price of $45,000.00 (“Purchase Price”) A copy of
the merchant agreement is attached as EXHIBIT A.
5. The Agreement contains the parties’ express consent to the jurisdiction of the courts
located in the State of New York.
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FILED: KINGS COUNTY CLERK 03/26/2024 10:22 AM INDEX NO. 508530/2024
NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 03/26/2024
6. Pursuant to the Agreement, Plaintiff was authorized to collect via an ACH electronic
debit of the Future Receivables, until such time that Plaintiff collected the total
amount of purchased receivables.
7. Critical to facilitating this transaction, the Agreement contains Defendant-Seller’s
express covenant not to revoke its ACH authorization to Plaintiff or otherwise take any
measure to interfere with Plaintiff’s ability to collect the Future Receivables.
8. Contrary to Defendant-Seller’s express covenant set forth above, Defendant-Seller
materially breached the terms of the Agreement on MARCH 11, 2024 by changing
the designated bank account without Plaintiff’s authorization, by placing a stop
payment on Plaintiff’s debits to the account or by otherwise taking measures to
interfere with Plaintiff’s ability to collect the Future Receivables. A copy of the
remittance history is attached as EXHIBIT B.
AS AND FOR A FIRST CAUSE OF ACTION
(Breach of Contract as to Defendant-Seller)
9. The Agreement provides that Defendant-Seller shall be in default of the Agreement if,
inter alia, it breaches any covenants contained therein or makes any representation or
warranty proving to have been incorrect, false or misleading in any material respect.
10. As a result of Defendant-Seller’s breach of the provisions set forth above, Defendant-
Seller has defaulted under the Agreement.
11. Pursuant to the Agreement, in the event of Defendant-Seller’s default, Plaintiff may
declare the total amount of receivables purchased and not delivered as immediately
due and owing to Plaintiff, including costs and fees. Plaintiff now has a balance of
$69,337.25 in undelivered Future Receivables.
12. Subtracting the amount of receivables Plaintiff has previously collected from
Defendant-Seller under the Agreement from the total Future Receivables purchased by
Plaintiff, there is presently due and owing from Defendant-Seller to Plaintiff the
amount of $69,337.25 with interest thereon from MARCH 11, 2024.
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FILED: KINGS COUNTY CLERK 03/26/2024 10:22 AM INDEX NO. 508530/2024
NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 03/26/2024
AS AND FOR A SECOND CAUSE OF ACTION
(Breach of Guaranty as to Defendant-Guarantor)
13. The Agreement contains Defendant-Guarantor’s separately executed and
unconditional guarantee of payment in the event of default under the Agreement by
Defendant-Seller (“Guaranty”).
14. As a result of Defendant-Seller’s breach and default under the Agreement as set forth
above and pursuant to the Guaranty, there is presently due and owing from
Defendant-Guarantor to Plaintiff the amount of $69,337.25 with interest thereon
from MARCH 11, 2024.
WHEREFORE, Plaintiff demands judgment against defendants on the respective
causes of action in the amount of $69,337.25, plus interest from MARCH 11, 2024 and
costs and attorneys’ fees, for such other and further relief as this Court may deem just and
proper.
Dated: March 13, 2024
New York, NY By:/s/ Steven Zakharyayev ________
STEVEN ZAKHARYAYEV, ESQ
10 W 37th Street, RM 602
New York, NY 10018
(201) 716-0681
Attorneys for Plaintiff
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FILED: KINGS COUNTY CLERK 03/26/2024 10:22 AM INDEX NO. 508530/2024
NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 03/26/2024
SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF KINGS
HONEST FUNDING LLC,
Index No.
Plaintiff,
-against-
ROCKY TOP CONSTRUCTION LLC and TODD JASON
VERIFICATION BY A PARTY
MCMILLAN,
Defendant(s).
x
STATE OF NEW YORK)
COUNTY OF NEW YORK)
ZHI YING ZHU, being duly sworn, hereby deposes and states the following:
I am a(n) EQUAL OWNER of HONEST FUND1NG LLC in the within action. I have read the
foregoing Verified Complaint and know the contents thereof; the same is true to my own knowledge, except as
to inatters therein stated to be alleged on information and belief, and as to those matters, I believe them to be
true.
The foregoing statements are true under penakies of peKury.
ZHI Z
ACKNOWLEDGEMENT
STATE OF )
):
COUNTY OF C )
On or 2Ò24, The foregoing instrument was acknowledged before me by means of [ ] physical
presence or [ ] online notarization by ZHI YING ZHU who is personally known to me or proved to me on the basis of
satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me
that he executed the same in representative capacity, and that by his signature on the instrument, he executed the
instrùmeiit.
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Preview
FILED: KINGS COUNTY CLERK 03/26/2024 10:22 AM INDEX NO. 508530/2024 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 03/26/2024 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF KINGS x HONEST FUNDING LLC, Index No. Plaintiff, -against- ROCKY TOP CONSTRUCTION LLC and TODD JASON SUMMONS MCMILLAN, Defendant(s). x To the above-named Defendant(s): YOU ARE HEREBY SUMMONED and required to serve upon Plaintiff’s attorney an answer to the complaint in this action within twenty days after the service of this summons, exclusive of the day of service, or within thirty days after service is complete if this summons is not personally delivered to you within the State of New York. In case of your failure to answer, judgment will be taken against you by default for the relief demanded in the annexed complaint. Plaintiff designates KINGS County as the place of trial. The basis of the venue is designated in the Agreement between the parties. Dated: March 13, 2024 New York, NY By: /s/ Steven Zakharyayev Steven Zakharyayev, Esq. 10 W 37th Street, RM 602 New York, NY 10018 (201) 716-0681 Attorneys for Plaintiff TO DEFENDANT(S): ROCKY TOP CONSTRUCTION LLC 418 SCHOOL ST, RANGELY CO 81648 TODD JASON MCMILLAN 418 SCHOOL ST, RANGELY CO 81648 1 of 5 FILED: KINGS COUNTY CLERK 03/26/2024 10:22 AM INDEX NO. 508530/2024 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 03/26/2024 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF KINGS X HONEST FUNDING LLC Index No. Plaintiff, -against- VERIFIED COMPLAINT ROCKY TOP CONSTRUCTION LLC and TODD JASON MCMILLAN, Defendant(s). X Plaintiff, HONEST FUNDING LLC, by its attorney Steven Zakharyayev, Esq. as and for its complaint against Defendant(s) herein, alleges as follows: 1. Plaintiff HONEST FUNDING LLC (“Plaintiff”) is a New York limited liability company engaged in the receivable financing business. 2. Upon information and belief, ROCKY TOP CONSTRUCTION LLC (“Defendant- Seller”) is a foreign limited liability company. 3. Defendant TODD JASON MCMILLAN (“Defendant-Guarantor”) is an individual residing in the State of COLORADO and upon information and belief is a principal of defendant-seller. 4. Pursuant to a receivable purchase agreement and personal guaranty dated February 7, 2024 (the “Agreement”), Plaintiff purchased a percentage of the Defendant-Seller’s total future accounts receivable up to the sum of $67,455.00 (“Purchased Amount”) in exchange for an upfront purchase price of $45,000.00 (“Purchase Price”) A copy of the merchant agreement is attached as EXHIBIT A. 5. The Agreement contains the parties’ express consent to the jurisdiction of the courts located in the State of New York. 2 of 5 FILED: KINGS COUNTY CLERK 03/26/2024 10:22 AM INDEX NO. 508530/2024 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 03/26/2024 6. Pursuant to the Agreement, Plaintiff was authorized to collect via an ACH electronic debit of the Future Receivables, until such time that Plaintiff collected the total amount of purchased receivables. 7. Critical to facilitating this transaction, the Agreement contains Defendant-Seller’s express covenant not to revoke its ACH authorization to Plaintiff or otherwise take any measure to interfere with Plaintiff’s ability to collect the Future Receivables. 8. Contrary to Defendant-Seller’s express covenant set forth above, Defendant-Seller materially breached the terms of the Agreement on MARCH 11, 2024 by changing the designated bank account without Plaintiff’s authorization, by placing a stop payment on Plaintiff’s debits to the account or by otherwise taking measures to interfere with Plaintiff’s ability to collect the Future Receivables. A copy of the remittance history is attached as EXHIBIT B. AS AND FOR A FIRST CAUSE OF ACTION (Breach of Contract as to Defendant-Seller) 9. The Agreement provides that Defendant-Seller shall be in default of the Agreement if, inter alia, it breaches any covenants contained therein or makes any representation or warranty proving to have been incorrect, false or misleading in any material respect. 10. As a result of Defendant-Seller’s breach of the provisions set forth above, Defendant- Seller has defaulted under the Agreement. 11. Pursuant to the Agreement, in the event of Defendant-Seller’s default, Plaintiff may declare the total amount of receivables purchased and not delivered as immediately due and owing to Plaintiff, including costs and fees. Plaintiff now has a balance of $69,337.25 in undelivered Future Receivables. 12. Subtracting the amount of receivables Plaintiff has previously collected from Defendant-Seller under the Agreement from the total Future Receivables purchased by Plaintiff, there is presently due and owing from Defendant-Seller to Plaintiff the amount of $69,337.25 with interest thereon from MARCH 11, 2024. 3 of 5 FILED: KINGS COUNTY CLERK 03/26/2024 10:22 AM INDEX NO. 508530/2024 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 03/26/2024 AS AND FOR A SECOND CAUSE OF ACTION (Breach of Guaranty as to Defendant-Guarantor) 13. The Agreement contains Defendant-Guarantor’s separately executed and unconditional guarantee of payment in the event of default under the Agreement by Defendant-Seller (“Guaranty”). 14. As a result of Defendant-Seller’s breach and default under the Agreement as set forth above and pursuant to the Guaranty, there is presently due and owing from Defendant-Guarantor to Plaintiff the amount of $69,337.25 with interest thereon from MARCH 11, 2024. WHEREFORE, Plaintiff demands judgment against defendants on the respective causes of action in the amount of $69,337.25, plus interest from MARCH 11, 2024 and costs and attorneys’ fees, for such other and further relief as this Court may deem just and proper. Dated: March 13, 2024 New York, NY By:/s/ Steven Zakharyayev ________ STEVEN ZAKHARYAYEV, ESQ 10 W 37th Street, RM 602 New York, NY 10018 (201) 716-0681 Attorneys for Plaintiff 4 of 5 FILED: KINGS COUNTY CLERK 03/26/2024 10:22 AM INDEX NO. 508530/2024 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 03/26/2024 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF KINGS HONEST FUNDING LLC, Index No. Plaintiff, -against- ROCKY TOP CONSTRUCTION LLC and TODD JASON VERIFICATION BY A PARTY MCMILLAN, Defendant(s). x STATE OF NEW YORK) COUNTY OF NEW YORK) ZHI YING ZHU, being duly sworn, hereby deposes and states the following: I am a(n) EQUAL OWNER of HONEST FUND1NG LLC in the within action. I have read the foregoing Verified Complaint and know the contents thereof; the same is true to my own knowledge, except as to inatters therein stated to be alleged on information and belief, and as to those matters, I believe them to be true. The foregoing statements are true under penakies of peKury. ZHI Z ACKNOWLEDGEMENT STATE OF ) ): COUNTY OF C ) On or 2Ò24, The foregoing instrument was acknowledged before me by means of [ ] physical presence or [ ] online notarization by ZHI YING ZHU who is personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in representative capacity, and that by his signature on the instrument, he executed the instrùmeiit. 5 of 5