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SPAULDING LAW, LLP F Superior Court of California
BRADY BRAMMER (SBN: 258882) County of Butte
1955 W. Grove Parkway, Suite 250 |
Pleasant Grove, Utah 84062
Telephone: (801) 893-3951
L 2/7/2020
Fax: (801) 877-4318
Email: bbrammer@spauldinglaw.com D Kimbel , Clerk
By Deputy
BUCHALTER, APC : Electronically FILED
MICHAEL J. MUSE-FISHER (SBN: 253232)
JARETT S. OSBORNE-REVIS (SBN: 289193)
500 CAPITOL MALL, SUITE 1900
SACRAMENTO, CA 95814
Telephone: (916) 945-5170
Fax: 916) 930-0151
Email: mmuse-fisher@buchalter.com
Attorneys for Defendants
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SUPERIOR COURT OF THE STATE OF CALIFORNIA
11 COUNTY OF BUTTE
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AEC YIELD CAPITAL, LLC, Case No. 19CV03774
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Plaintiff, DECLARATION OF BRADY
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vs. BRAMMER IN SUPPORT OF
15 DEFENDANTS’ MOTION TO
PLATINUM SALES GROUP, LLC, VACATE JUDGMENT ON SISTER-
16 JOSHUA C. OROZCO, and WILLIAM STATE JUDGMENT;
17 D. COTTER, MEMORANDUM OF POINTS AND
AUTHORITIES
18 Defendants.
[Filed concurrently with the Notice of
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Motion and Motion, the Declarations of
20 Joshua Orozco and William Cotter, the
Request for Judicial Notice, and
21 [Proposed] Order]
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Hearing:
23 Date: March 25, 2020
Time: 9:00 a.m.
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Dept.: 10
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DECLARATION OF BRADY BRAMMER IN SUPPORT OF MOTION TO VACATE SISTER STATE
JUDGMENT
DECLARATION OF BRADY BRAMMER
I, Brady Brammer, declare and state as follows:
1 I am over the age of 18, and I am an attorney duly licensed to practice law in the
State of California. | am a partner at Spaulding Law, LLP, counsel of record for Platinum Sales
Group, LLC d/b/a Sunstor (“Sunstor”), Joshua Orozco, and William Cotter (collectively, the
“Defendants”) in this action. The following facts are true to the best of my own personal knowledge,
except where stated on information and belief, and as to those facts, I believe them to be true. If
called as a witness, I could and would testify competently to the facts set forth herein.
2. As one of the lead attorneys responsible for representing Defendants, I have personal
10 knowledge of the pleadings and papers filed in this action, as well as the documents and records
11 referenced in this Declaration.
12 3 I submit this declaration in support of Defendants’ Motion to Vacate Judgment on
13 Sister-State Judgment (the “Motion”).
14 THE PARTIES AGREEMENT TO SET THE DEADLINE TO FILE THE MOTION TO
15 VACATE FOR FEBRUARY 7, 2020
16 4 On January 2, 2020, I was contacted by Chance Hansen, counsel of record for
17 Plaintiff AEC Yield Capital, LLC (“AEC”) in this action. Mr. Hansen asked whether I was
18 agreeable to signing a notice of acknowledgment and receipt of the Application for Entry of
19 Judgment on Sister State Judgment, the Judgment on Sister State Judgment, the Civil Cover Sheet,
20 and the Notice of Entry of Judgment on Sister State Judgment on behalf of Defendants. On January
21 14, 2020, I agreed to accept service by notice of acknowledgement and receipt in exchange for
22 allowing all Defendants until February 7, 2020, by which to file this Motion, which Mr. Hansen
23 agreed to by written email. On January 27, 2020, the parties filed a Stipulation and Order Setting
24 Deadline for Motion to Vacate Sister-State Judgment (the “Stipulation”), memorializing the prior
25 agreement, a true and correct copy of which is attached hereto as Exhibit “1.”
26 THE PLEADINGS IN THIS ACTION, AND THE PLEADINGS AND RECORDS FILED IN
27 NEW YORK
28 5 Attached hereto:as Exhibit “2,” ig a true and correct copy of the Application for
DECLARATION OF BRADY BRAMMER IN SUPPORT OF MOTION TO VACATE SISTER STATE
JUDGMENT
Entry of Judgment on Sister-State Judgment filed by Plaintiff in this Action on December 19, 2019.
Attached thereto as Exhibit “A,” is the Judgment by Confession (the “Judgment of Confession’)
entered by the Clerk of the Supreme Court of the State of New York, County of Kings on August
23, 2019, in the matter captioned AEC Yield Capital, LLC v. Joshua C. Orozco, et al, Index No.
518708 (the “NY Action”).
6 Based on the information provided in the Judgment of Confession, I caused to be
searched on the New York State Unified Court System electronic filing system
(https://iapps.courts.state.ny.us/nyscef) the pleadings and documents filed by Plaintiff in the NY
Action.
10 7 Attached hereto as Exhibit “3,” is a true and correct copy of the conformed
11 Affidavit of Richard Rudy to Enter Confession of Judgment as received by the Kings County
12 electronic filing system on August 23, 2019. The following exhibits are attached to Mr. Rudy’s
13 Declaration
14 a. Exhibit “A”: (and separately attached hereto as Exhibits “4” and “5”, respectively),
15 are documents titled Affidavit of Confession of Judgment with handwritten
16 information provided on page 1 of both documents;
17 b. Exhibit “B”:
18 1 Pages 1-23 of Exhibit B (and separately attached hereto as Exhibit “6”) is a
19 document titled Asset-Based Loan Agreement dated January 21, 2019;
20 I. Pages 24-25 of Exhibit B (and separately attached hereto as Exhibit “7”) is
21 a document titled General Release dated January 21, 2019;
22 ii. Pages 27-33 of Exhibit B (and separately attached hereto as Exhibit “8”) is
23 a document titled Validity Guaranty dated January 21, 2019;
24 c. Exhibit “C”: (and separately attached hereto as Exhibit “9”) is a document titled
25 Forbearance and Asset Based Loan Amendment Agreement dated April 15, 2019;
26 and,
27 d. Exhibit “D”: (and separately attached hereto as Exhibit “10”) is a letter dated
28 August 5, 2019.
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DECLARATION OF BRADY BRAMMER IN SUPPORT OF MOTION TO VACATE SISTER STATE
JUDGMENT
SUNSTOR TERMINATES ITS BUSINESS DEALINGS WITH AMERICAN HOME
ENERGY, INC.
8 As explained in the Declarations of Joshua Orozco and William Cotter filed
concurrently herewith, Sunstor had a non-exclusive contract with third party American Home
Energy, Inc. (“AHE”), to have AHE provide solar panel installation services for Sunstor’s
customers. Due to ongoing and pervasive breaches by AHE, on June 6, 2019, I sent a demand notice
to AHE and AEC’s representative, Richard Rudy, that unless AHE remedied the breaches under its
separate agreement with Sunstor, that Sunstor would no longer do business with AHE. A true and
correct copy of this letter is attached hereto as Exhibit “11.”
10 9 As reflected in this letter, Sunstor still intended to seek funding from AEC, but
ll would not do so with AHE as the installer unless and until AHE resolved the breaches:
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16 (See Exhibit 11, p. 2.)
17 10. After two weeks of AHE continuing to be in breach, the agreement between Sunstor
18 and AHE terminated by its terms.
19 11. AEC would not agree to provide additional funding to Sunstor unless Sunstor agreed
20 to continue using AHE as its installer, but because of AHE’s ongoing and unresolved breaches
21 Sunstor could not continue to do business with AHE.
22 12. Now, AHE and Sunstor are involved in litigation, pending in the Placer County
23 Superior Court. A true and correct copy of Sunstor’s First Amended Cross-Complaint against AHE
24 is attached hereto as Exhibit “12.”
25 Lt Over the course of the litigation, AHE’s former accountant, bookkeeper, and
26 controller, Elizabeth Voss, who was employed by AHE from March 2019 through August 19, 2019,
27 contacted me and explained that AHE was, and had been, intentionally defrauding Sunstor for its
28 own personal gain. Ms. Voss provided a declaratign explaining in detail AHE’s fraud and breaches
DECLARATION OF BRADY BRAMMER IN SUPPORT OF MOTION TO VACATE SISTER STATE
JUDGMENT
with respect to Sunstor, a true and correct copy of which is attached hereto as Exhibit “13.”
14. After receiving the Application for Judgment on Sister-State Judgment from AEC’s
counsel, I caused to be conducted an online investigation as to whether AHE and AEC had prior
business dealings that was motivating AEC to try to force Sunstor to continue to do business with
AHE. On or about February 3, 2020, I located a “Declaration of Jerome Reisman, Esq. in support
of AEC Yield Capital, LLC and American Home Energy’s Motion for Substitution and to Amend
the Answer With Cross Claim,” filed in the United States District Court, Southern District of New
York in the action captioned Solar Spectrum LLC, et al. v. AEC Yield Capital, LLC, Case No. 18-
CV-7950, a true and correct copy of which is attached hereto as Exhibit “14.” Attached to Mr.
10 Reisman’s declaration as Exhibit “A,” is a Purchase and Sale Agreement dated January 31, 2018,
11 between AEC and AHE, pursuant to which AEC sold assets and equipment to AEC, and AHE
12 purchased the assets and equipment for $3,859,589.00 with “carryback financing notes” funded by
13 AEC.
14 15. Tellingly, AEC was not incorporated until January 26, 2018, as reflected in the
15 printout from the Delaware Secretary of State’s online portal, a true and correct copy of which is
16 attached hereto as Exhibit “15.” Meaning that AHE was formed at almost the exact same time that
17 it entered into the purchase and sale agreement with AEC.
18 CHANGES TO NEW YORK’S CONFESSION OF JUDGMENT LAW
19 16. On or about June 16, 2019, the New York Legislature passed Senate Bill 6395, a
20 true and correct copy of which is attached hereto as Exhibit “16.” The purpose of this new
21 legislation was to prevent predatory lending by banning confessions of judgment for loans made to
22 borrowers who did not reside in New York. On June 21, 2019, Bloomberg News published an
23 article about the change in the law titled “New York Moves to Ban Confessions of Judgment for
24 Out-of-State Loans,” a true and correct copy of which is attached hereto as Exhibit “17.”
25 17. On August 30, 2019, New York Governor Andrew Cuomo signed this new
26 legislation into law. A true and correct copy of New York’s Civil Practice Law and Rules § 3218,
27 as amended, is attached hereto as Exhibit “18.” Pursuant to its terms, and as reflected in the
28 Editor’s Notes, the amendment “shall take effect ingmediately and apply to judgments by confession
DECLARATION OF BRADY BRAMMER IN SUPPORT OF MOTION TO VACATE SISTER STATE
JUDGMENT
entered upon affidavits filed on or after such effective date,”
I declare, under penalty of perjury under the laws of the State of California, that the
foregoing is true and correct and that this Declaration was executed on February 6, 2020, at Pleasant
Grove, Utah.
Pigs
By
BRADY
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DECLARATION OF BRADY BRAMMER IN SUPPORT OF MOTION TO VACATE SISTER STATE
JUDGMENT
EXHIBIT 1
1/27/2020
SPAULDING Law, LLP
BRADY BRAMMER (SBN: 258882)
1955 W. Grove Parkway, Suite 250
Pleasant Grove, Utah 84062
Telephone: (801):893-3951
{
Fax: 801) 877-4318
Email: bbrammer@spauldinglaw.com
BUCHALTER, APC
MICHAEL J. MUSE-FISHER (SBN: 253232)
JARETT S. OSBORNE-REVIS (SBN: 289193)
500 CAPITOL MALL, SUITE 1900
SACRAMENTO, CA 95814
Telephone: (916) 945-5170
Fax: (916) 930-0151
Email: mmuse-fisher@buchalter.com
Attorneys for Defendants
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SUPERIOR COURT OF THE STATE OF CALIFORNIA
ll COUNTY OF BUTTE
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AEC YIELD CAPITAL, LLC, Case No. 19CV03774
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Plaintiff, STIPULATION AND ORDER
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Vs. SETTING DEADLINE FOR MOTION
15 TO VACATE SISTER-STATE
PLATINUM SALES GROUP, LLC, JUDGMENT
16 JOSHUA C. OROZCO,
and WILLIAM
17 D. COTTER,
18 Defendants.
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Electronically Filed STIPULATION AND ORDER RE AMENDED DEADLINE
IT IS HEREBY STIPULATED by and between the Parties set forth in the caption above;
by and through their respective counsel of record that the deadline for Defendants to file.a Motion
to Vacate the Sister-State Judgment pursuant to Code of Civil Procedure 1710.40 shall be February
7, 2020 for all Defendants. This stipulation serves the interests of the parties because the defendants
were served at various times and this creates one deadline instead of multiple deadlines. The Parties
reached a written agreement to this effect, but for purposes of apprising the Court, have agreed to
enter into this Stipulation.
DATED: January 27, 2020 SPAULDING LAW, LLP
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BRADY
he Hoge
MMER /
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DATED: January 27, 2020 PETERS, HABIB, MCKENNA, JUHL-RHODES
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& CARDOZA, LLP
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CHANCE M. HANSEN
18 Attorneys for Plaintiff
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STIPULATION AND ORDER RE AMENDED DEADLINE
ORDER
HAVING REVIEWED THE PARTIES STIPULATION, AND GOOD CAUSE
APPEARING, the Court hereby approves this Stipulation and orders that the deadline for
Defendants to file a Motion to Vacate the Sister-State Judgment shall be February 7, 2020.
IT IS SO ORDERED.
Dated:
JUDGE OF THE SUPERIOR COURT,
COUNTY OF BUTTE
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STIPULATION AND ORDER RE AMENDED DEADLINE
PROOF OF SERVICE
Tam employed in the County of Utah, State of Utah. I am over the age of 18 and
not a party to the within action. My business address is at Spaulding Law, LLP, 1955 W.
Grove Parkway St., Suite 250, Pleasant Grove, Utah 84062.
Pursuant to the Electronic Service Stipulation between the parties in this matter, on
the date set forth below, I caused to be electronically served the following documents
described as:
STIPULATION AND ORDER SETTING DEADLINE FOR MOTION
TO VACATE SISTER-STATE JUDGMENT
on all other parties and/or their attorney(s) of record to this action:
Chance M. Hansen
10 Peters, Habib, McKenna, Juhl-Rhodes & Cardoza, LLP
414 Salem Street — P.O. Box 3509 Chico, CA 95928
11 chance@peterslawchico.com
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[x] (ELECTRONIC SERVICE) The document was served electronically.
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15 [x] (STATE) I declare under penalty of perjury under the laws of the California that the
above is true and correct.
16 Executed on January 27 , 2020 at Pleasant Grove, Utah.
“fob As —y
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Kady Bramnier }
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STIPULATION AND ORDER RE AMENDED DEADLINE
EXHIBIT 2
"ATTORNEY OR PARTY WITHOUT ATTORNEY (Name and. TELEPHONE NO FOR COURT
USE ONLY
| Chance M. Hansen SBN: 322934 530 342-3593
Peters, Habib, McKenna, Juhl-Rhodes & Cardoza, LLP 530-342-4272
414 Salem Street - P.O. Box 3509
Chico, CA 95928 Superior Court of Califomia
ATTORNEY
FOR (Name. AEC YIELD CAPITAL, LLC, Plaintiff County of Butte
Name oF court: Butte County Superior Court
street anoress: 1775 Concord Avenue
mains Aooress: 1775 Concord Avenue 12/19/2019
cry anozip cone: Chico 95928
anc Name: Civil
PLAINTIFF: AEC YIELD CAPITAL, LLC
Ky Fl Clerk
By Deput
DEFENDANT: PLATINUM SALES GROUP, LLC; JOSHUA C. OROZCO; tronically
and WILLIAM D. COTTER
CASE NUMBER:
APPLICATION FOR ENTRY OF JUDGMENT ON SISTER-STATE JUDGMENT
[] AND ISSUANCE OF WRIT OF EXECUTION OR OTHER ENFORCEMENT 19CV03774
[_] AND ORDER FOR ISSUANCE OF WRIT OR OTHER ENFORCEMENT
Judgment creditor applies for entry of a judgment based upon a sister-state judgment as follows:
1. Judgment creditor (name and address):
AEC YIELD CAPITAL, LLC
One MetroTech Center North
3rd Floor, Brooklyn NY 11201
2. a Judgment debtor (r (name) ») Seo SALES GROUP, LLC; JOSHUA C. OROZCO; and
WILLIAM D, COTT!
b. [Z1 An individual (last known residence address): Joshua C. Orozco, 1180 Brerton Way, Oroville, CA 95966;
William D. Cotter, 62 Obsession Court, Berry Creek, CA 95916
c A corporation of (specify place of incorporation). PLATINUM SALES GROUP, LLC, a California limited
liability company, 62 Obsession Court, Berry Creek, CA 95916
(1)[_] Foreign corporation
[] qualified to do business in California
[J not qualified to do business in California
. [_] A partnership (specify principal place of business)
(1) [_] Foreign partnership which
[7 has filed a statement under Corp C 15700
has not filed a statement under Corp C 15700
a Sister state (name): New York
r
b. Sister-state court (name and location): Su reme Court of the State of New York, County of Kings,
360 Adams Street, Brooklyn, NY 1201
@ . Judgment entered in sister state on (date): August 23, 2019
An authenticated copy of the sister-state judgment is attached to this application. Include accrued interest on the
sister-state judgment in the California judgment (item 5c).
a. Annual interest rate allowed by sister state (specify). 9%
b. Law of sister state establishing interest rate (specify)’ NY Civil Practice Law and Rules, rule 5004
a Amount remaining unpaid on sister-state judgment: $ 396,921.35
b. Amount of filing fee for the application: s 435.00
6 Accrued interest on sister-state judgment: $s 11,548.66
d Amount of judgment to be entered (total of 5a, b, and a. $ So
408,905.01
(Continued on reverse)
Form Approved
Judicial Council of California APPLICATION FOR ENTRY OF JUDGMENT ON cop 1710 45,
EJ-105 {Rov July 4, 1983) SISTER-STATE JUDGMENT 171020
SHORT TITLE: AEC Yield Capital, LLC v. Joshua C. Orozco, et al. CASE NUMBER:
6. Te} Judgment creditor also applies for issuance of a writ of execution or enforcement by other means before service of notice
of entry of judgment as follows
a [_] Under ccp 1710.45(b)
& [1a court order is requested under CCP 1710.45(c). Facts showing that great or irreparable injury will result to
judgment creditor if issuance of the writ or enforcement by other means is delayed are set forth as fallows:
[] continued in attachment 6b.
7. An action in this state on the sister-state judgment is not barred by the statute of limitations
8. | am informed and believe that no stay of enforcement of the sister-state judgment is now in effect in the sister state.
9, No action is pending and no Judgment has previously been entered in any proceeding in California based upon the sister-state
judgment.
| declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct except as to those
matters which are stated to be upon information and belief, and as to those matters | believe them to be true.
Date: December 19, 2019
Chance
pee
(TYPE
M. Hansen,
OR PRINT NAME)
Le 46
(SIGNATURE OF JUDGMENT CREDITOR OR ATTORNEY)
EJ-105 [Rev July 1, 1983} APPLICATION FOR ENTRY OF JUDGMENT ON SISTER-STATE JUDGMENT Page wo
EXHIBIT A
No. 4440701
Certification
STATE OF NEW YORK, COUNTY OF KINGS, SS:
I, Nancy T. Sunshine, County Clerk and Clerk of Supreme Court Kings County,
do hereby certify that on December 11, 2019 | have compared
the document attached hereto,
Index# 518708/2019, Judgment, Filed 08/23/2019 page(s) 1-2
with the originals filed in my office and the same is a correct transcript
therefrom and of the whole of such original in witness
whereto | have affixed my signature and seal.
Pray 2? dar how
NANCY T. SUNSHINE
KINGS COUNTY CLERK
12/10/2019 TUE 15:39 FAX oos/ooa
INDEX NO. 518708/2019
NYY
PILED: SIN (2272019
08 :iz Pk M) RE CE NAR RSS PE 0 PLAYA*>
NYSCEF DOC, NO, RECEIVED NYSCEF: 08/23/2019
217490
SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF KINGS
eaee can en nanan anton e e dnn tence mnt
a nen ta wevneweeenneX
AEC YIELD CAPITAL, LLC,
Index No,
Plaintiff,
JUDGMENT
against ~ Ly ‘ESSI
JOSHUA C. OROZCO, WILLIAM D. COTTER, and Date Index No, Purchased:
PLATINUM SALES GROUP,
Defendants,
rey nanan neem ean nega nnnnennn adnate adenine ntAmane nuns eens nte ee!
Upon reading and filing the annexed affidavit of Richard Rudy, manager of plaintiff
AEC Yield Capital, LLC, sworn to on August _ , 2019, together with exhibits, and on
motion of Reisman Peirez Reisman & Capobianco LLP, attorneys for plaintiff, it is
ADJUDGED, that the plaintiff, AEC Yield Capital, LLC, with an office at
t
One Metro Tech Center-North, Brooklyn, NY 11201 shall recover of defendants Platinum
Sales Group, LLC, located at 62 Obsession Ct., Berry Creek, CA 95916, of defendant
Joshua C. Orozco, re siding at 1180 Brereton Way, Oroville, CA 95966, and of defendant
William D. Zotter, residing at 62 Obsession Ct, Berry Creek, CA 95916, jointly and
severally, the sum of $393,966.65, together with interest thereon at the rate of 15% from
August 5, 2019, in the sum of $ 295 Y. > and the costs and disbursements taxed by the
Clerk in the further sum of $_ © _, amounting to the total sum of $. 3b 92/ t 35
and that the plaintiff have execution therefor,
BK BESIO
lof 2
12/10/2019 TUB 15140 PAX oo4s/o0a
INDEX NO, 518708/2019
ses
ILEDs KENGE 3 COUN
CLERK TY
0872272015 05:12PM) RECE THB NOOR w108/30{5029
NYSCEP DOC. NO. 2
RECEIVED NYSCEF: 06/23/2019
217490
Let execution issue hereon,
Judgment enter this
23. day of Avgvst 2019
Mana _T. sensune,
Clerk
5
Ne
y
2 of 2
EXHIBIT 3
FILED: KINGS COUNTY CLERK 08/22/2019 05:12 PM INDEX NO. 518708/2019
NYSCEF DOC. NO. 5 RECEIVED NYSCEF 08/23/2019
217491
SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF KINGS
mentee nse en nee cen een en enn nen enn amenemnnnnnnnnn nae mmmsmatnisensame ame
AEC YIELD CAPITAL, LLC, Index No.
Plaintiff, AFFIDAVIT OF
RICHARD RUDY
- against - TO ENTER
CONFESSION OF.
JOSHUA C. OROZCO, WILLIAM D. COTTER, and JUDGMENT
PLATINUM SALES GROUP,
Date Index No. Purchased:
Defendants.
ween eee nen enn nenenemnnnenmnnnnenneenennenee
neem nnn K
STATE OF NEW YORK)
) ss:
COUNTY OF KINGS )
RICHARD RUDY, being duly sworn, deposes and says:
1 I am the Manager of AEC Yield Capital, LLC (“Plaintiff”), which
maintains an office located at One Metro Tech Center- North, Brooklyn, New York,
11201 and am fully familiar with the facts and circumstances set forth herein.
2 I submit this Affidavit in connection with Plaintiffs entry of
Judgment against defendants Platinum Sales Group, Joshua C. Orozco, and William D.
Cotter (collectively, “Defendants”), jointly and severally, based on their Affidavit of
Confession of Judgment, sworn to on January 20, 2019 by Joshua C. Orozco, as Chief
Executive Officer of Platinum Sales Group, LLC and in his individual capacity, and on
January 21, 2019 by William D. Cotter, in his individual capacity (the “Confession of
1 of 4
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217491
Judgment”) (Exhibit A), whereby Defendants, jointly and severally, confessed judgment
in favor of Plaintiff against Defendants, jointly and severally, in the sum of $1,500,000, or
lesser amount as is due under the Asset Backed Loan Agreement dated January 21, 2019,
(Exhibit B, page 5, Section 2) amended and restated by the Forbearance and Asset Based
Loan Amendment Agreement dated April 15, 2019 (Exhibit C, page 2, { 2) (collectively,
the “Agreements”), plus interest at the rate of 15% on the outstanding balance from the
date of default and attorneys’ fees, less any payments made under the Agreements, and
further authorized entry of judgment against them, jointly and severally in this Court.
3 The debt arises out of defendants’ breach of the Agreements for loans
and other financial accommodations from Plaintiff for the purpose of providing working
capital to Defendants.
4 On August 5, 2019, the Defendants were notified that the Agreements
had been breached and that, based on these defaults, Plaintiff would seek to enter the
Confession of Judgment if the defaults were not cured by August 7, 2019 (Exhibit D).
5 Defendants failed to cure their defaults under the Agreements by,
among other things, failing to pay the sum of $393,966.65 that was due and owing to
Plaintiff on August 5, 2019. Asa result, Defendants owe Plaintiff an outstanding balance
of $393,966.65, together with interest at the rate of 15% per annum from August 5, 2019
and attorneys’ fees, together with related penalties, late fees, unpaid structuring fees,
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217491
Misdirected Payment Fees, Early Termination Fees, Minimum Interest Charges for the
entire term and other accrued fees, expenses and costs pursuant to the Agreements.
6 Pursuant to the Confession of Judgment and the Agreements,
Defendants, jointly and severally, confessed judgment and authorized entry of Judgment
in the amount of $1,500,000, or lesser amount as is due under the Agreements, plus interest
at the rate of 15% on the outstanding balance from the date of default and attorneys’ fees,
less any payments made under the Agreements,
7 As a result of their default under the Agreements, and after
application of all credits and payments, the sum of $393,966.65 remains due and owing
to Plaintiff under the Agreement as of August 5, 2019, plus interest at the rate of 15%
from the date of default, August 5, 2019, in the sum of $
8 Plaintiff has not received any payments from Defendants after
August 5, 2019 and the sum of $393,966.65 plus interest remains due and owing as of the
date hereof.
9 Nothing contained herein shall be construed as a waiver of the
Plaintiff's rights, powers, privileges or remedies under the Agreement or applicable law,
in equity or otherwise, all of which rights and remedies Plaintiff hereby expressly and
specifically reserves, including, but not limited to, seeking to recover the related penalties,
late fees, attorneys’ fees, costs, expenses, and all other sums due under the Agreement.
WHEREFORE, Plaintiff respectfully requests the entry of a judgment
against Defendants, jointly and severally, based upon Defendants’ Confession of Judgment
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in the sum of $393,966.65, plus interest at the rate of 15% per annum thereon from the date
of default, August 5, 2019, inthe sum of $ , together with
RICHARD RUDY /
Sworn to before me this
Ztudday of August 2019
Notary Publiew'"elatest Naw York
No. 01TS6357989
dtoaatl AA
Notary Public
avalied in Kings County
ion Expres May 1, 2021
4 £4
FILED: KINGS COUNTY CLERK 5: INDEX NO. 518708/2019
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 08/22/2019
EXHIBIT A
Exhibit A
(FILED: KINGS COUNTY CLERK [22] 0 5 Q INDEX NO, 518708/2019
NYSCEF Doc. NO. 6 RECEIVED NYSCEF 08/22/2019
SUPREME COURT OF THE STATE OF NEW YORK
COUNTYOF KINGS
AEC YIELD CAPITAL, LLC.
AFFIDAVIT OF
Plaintiff, CONFESSION
OF
SUDGMENT
~ against -
Index No.
Joshua C Orozco, William D. Cotter and Platinum Sales
Group, .
os Defendants,
CRLF ORAS I
STATE OF
RK. )
COUNTY OF 40s, An6eLcS )SS.:
)
Platinum Sales Group, LLC.
and William D, Cotter, +» & California limited liabili ity
being duly ‘sworn, depose and corporation., Joshua C Orozco
say:
1 Jos
authorized to make this affihua C. Oroze 0 is the CEO of Platinum Sales Group, LLC.
davit on thei it behalf c onfessing and is duly
LLC (“Plaintiff”), Platin: jum Sales judgment i to plaintiff, AEC Yie
Gro up, LLC., I foshua C Orozco ld Capital,
to collectively as “Defendan and William D, Cotterare
ts.” . referred
Platinum Sales Group, LLC ia lis
has its principal place of f . is a Cali limited liability corporation
business located at 62 Obse: ssion Ct., f and
Berry Creek, CA, 95916,
3. Joshua C. Orozco resides at 1180
Brereton Way, Oroville, CA
95966,
4, William D. Cotter resides at 62
Obsession Ct., Berry Creck, CA,
95916,
Defendants each authorize entry of jud
in the Supreme Court of gment against them, jointly and
the State of New York, Coun
of Kty
ing 5 severally,
Platinum Sales Group, LLC., Joshua
hereby confess judgment it and cons C Orozco and William D, Cotter,
ent to the entry thereof against them, joint
of $1,500,000, or lesser amount as is duc under the ly and severally, in the sum.
A\ greement, plus interest at the rate of
Percent per annum from the date of
default and ai ittorneys’ fees less any paym
fifteen (18%)
Agreement (as defined below) and under ents made under the
the Validi ity Guaranty (defined below).
This
Confession of Jud; igment is for a debt justly duc to Plaintif
Platinum Sales Group, LLC.’s breach of the f arising out of
terms of a Asset Backed Loan Agreement, dated January
21, 2019 (the “Agreement”), between Plaintiff and
Platinum Sales Group, LLC, and the Validity
KINGS COUNTY CLERK 08 [22] INDEX NO. 518708/2019
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 08/22/2019
v Guaranty executed
Guaranty”), which
by Joshua C Orozco and William D, Cotter in favor of Plaintiff (the “Validity
Validity Guaranty was provided to Plaintiff by Joshua C Orozco and William D.
Cotter as security for the truth, accuracy and completeness of the representations, warrantics and
covenants given by Platinum Sales Group, LLC. in the Agreement. .
8 Under the terms of the Agreement and the Validity Guaranty, Platinum Sales
Group, LLC., Joshua C Orozco and William D. Cotter., jointly and severally, owe Plaintiff the sum
of $1 +500,000, or a lesser amount as is duc under the Agreement, and, in the event
accry of default, interest
¢s at the rate of fifteen (15%) percent per annum from the date of default on the outstanding balance,
% This Confession of Jud Igment was not made in connection with any agreement
for the purch ase of One Thousand Five Hundred and 00/100 Dollars ($1,500.00) or less of any
commodities as the same are described in CI PLR §3201.
and warrants that he has The been
person signi ‘ing below on behalfof Platinum Sales Group, LLC.
represents
of Platinum Sates Gi specificall ly authorized by the board of directors (or any cquivalcn
Tol up, LLC. to execute this Confessi
t thereof)
on of Judgment on its behalf, and has ail
fei
tequisite authority
to bin d the corp rations to the
terms describad above.
Sworn t
Pinu Sat \
fore me this 20. m 7
day of J; By:
Preview
SPAULDING LAW, LLP F Superior Court of California BRADY BRAMMER (SBN: 258882) County of Butte 1955 W. Grove Parkway, Suite 250 | Pleasant Grove, Utah 84062 Telephone: (801) 893-3951 L 2/7/2020 Fax: (801) 877-4318 Email: bbrammer@spauldinglaw.com D Kimbel , Clerk By Deputy BUCHALTER, APC : Electronically FILED MICHAEL J. MUSE-FISHER (SBN: 253232) JARETT S. OSBORNE-REVIS (SBN: 289193) 500 CAPITOL MALL, SUITE 1900 SACRAMENTO, CA 95814 Telephone: (916) 945-5170 Fax: 916) 930-0151 Email: mmuse-fisher@buchalter.com Attorneys for Defendants 10 SUPERIOR COURT OF THE STATE OF CALIFORNIA 11 COUNTY OF BUTTE 12 AEC YIELD CAPITAL, LLC, Case No. 19CV03774 13 Plaintiff, DECLARATION OF BRADY 14 vs. BRAMMER IN SUPPORT OF 15 DEFENDANTS’ MOTION TO PLATINUM SALES GROUP, LLC, VACATE JUDGMENT ON SISTER- 16 JOSHUA C. OROZCO, and WILLIAM STATE JUDGMENT; 17 D. COTTER, MEMORANDUM OF POINTS AND AUTHORITIES 18 Defendants. [Filed concurrently with the Notice of 19 Motion and Motion, the Declarations of 20 Joshua Orozco and William Cotter, the Request for Judicial Notice, and 21 [Proposed] Order] 22 Hearing: 23 Date: March 25, 2020 Time: 9:00 a.m. 24 Dept.: 10 25 26 27 28 DECLARATION OF BRADY BRAMMER IN SUPPORT OF MOTION TO VACATE SISTER STATE JUDGMENT DECLARATION OF BRADY BRAMMER I, Brady Brammer, declare and state as follows: 1 I am over the age of 18, and I am an attorney duly licensed to practice law in the State of California. | am a partner at Spaulding Law, LLP, counsel of record for Platinum Sales Group, LLC d/b/a Sunstor (“Sunstor”), Joshua Orozco, and William Cotter (collectively, the “Defendants”) in this action. The following facts are true to the best of my own personal knowledge, except where stated on information and belief, and as to those facts, I believe them to be true. If called as a witness, I could and would testify competently to the facts set forth herein. 2. As one of the lead attorneys responsible for representing Defendants, I have personal 10 knowledge of the pleadings and papers filed in this action, as well as the documents and records 11 referenced in this Declaration. 12 3 I submit this declaration in support of Defendants’ Motion to Vacate Judgment on 13 Sister-State Judgment (the “Motion”). 14 THE PARTIES AGREEMENT TO SET THE DEADLINE TO FILE THE MOTION TO 15 VACATE FOR FEBRUARY 7, 2020 16 4 On January 2, 2020, I was contacted by Chance Hansen, counsel of record for 17 Plaintiff AEC Yield Capital, LLC (“AEC”) in this action. Mr. Hansen asked whether I was 18 agreeable to signing a notice of acknowledgment and receipt of the Application for Entry of 19 Judgment on Sister State Judgment, the Judgment on Sister State Judgment, the Civil Cover Sheet, 20 and the Notice of Entry of Judgment on Sister State Judgment on behalf of Defendants. On January 21 14, 2020, I agreed to accept service by notice of acknowledgement and receipt in exchange for 22 allowing all Defendants until February 7, 2020, by which to file this Motion, which Mr. Hansen 23 agreed to by written email. On January 27, 2020, the parties filed a Stipulation and Order Setting 24 Deadline for Motion to Vacate Sister-State Judgment (the “Stipulation”), memorializing the prior 25 agreement, a true and correct copy of which is attached hereto as Exhibit “1.” 26 THE PLEADINGS IN THIS ACTION, AND THE PLEADINGS AND RECORDS FILED IN 27 NEW YORK 28 5 Attached hereto:as Exhibit “2,” ig a true and correct copy of the Application for DECLARATION OF BRADY BRAMMER IN SUPPORT OF MOTION TO VACATE SISTER STATE JUDGMENT Entry of Judgment on Sister-State Judgment filed by Plaintiff in this Action on December 19, 2019. Attached thereto as Exhibit “A,” is the Judgment by Confession (the “Judgment of Confession’) entered by the Clerk of the Supreme Court of the State of New York, County of Kings on August 23, 2019, in the matter captioned AEC Yield Capital, LLC v. Joshua C. Orozco, et al, Index No. 518708 (the “NY Action”). 6 Based on the information provided in the Judgment of Confession, I caused to be searched on the New York State Unified Court System electronic filing system (https://iapps.courts.state.ny.us/nyscef) the pleadings and documents filed by Plaintiff in the NY Action. 10 7 Attached hereto as Exhibit “3,” is a true and correct copy of the conformed 11 Affidavit of Richard Rudy to Enter Confession of Judgment as received by the Kings County 12 electronic filing system on August 23, 2019. The following exhibits are attached to Mr. Rudy’s 13 Declaration 14 a. Exhibit “A”: (and separately attached hereto as Exhibits “4” and “5”, respectively), 15 are documents titled Affidavit of Confession of Judgment with handwritten 16 information provided on page 1 of both documents; 17 b. Exhibit “B”: 18 1 Pages 1-23 of Exhibit B (and separately attached hereto as Exhibit “6”) is a 19 document titled Asset-Based Loan Agreement dated January 21, 2019; 20 I. Pages 24-25 of Exhibit B (and separately attached hereto as Exhibit “7”) is 21 a document titled General Release dated January 21, 2019; 22 ii. Pages 27-33 of Exhibit B (and separately attached hereto as Exhibit “8”) is 23 a document titled Validity Guaranty dated January 21, 2019; 24 c. Exhibit “C”: (and separately attached hereto as Exhibit “9”) is a document titled 25 Forbearance and Asset Based Loan Amendment Agreement dated April 15, 2019; 26 and, 27 d. Exhibit “D”: (and separately attached hereto as Exhibit “10”) is a letter dated 28 August 5, 2019. 2 DECLARATION OF BRADY BRAMMER IN SUPPORT OF MOTION TO VACATE SISTER STATE JUDGMENT SUNSTOR TERMINATES ITS BUSINESS DEALINGS WITH AMERICAN HOME ENERGY, INC. 8 As explained in the Declarations of Joshua Orozco and William Cotter filed concurrently herewith, Sunstor had a non-exclusive contract with third party American Home Energy, Inc. (“AHE”), to have AHE provide solar panel installation services for Sunstor’s customers. Due to ongoing and pervasive breaches by AHE, on June 6, 2019, I sent a demand notice to AHE and AEC’s representative, Richard Rudy, that unless AHE remedied the breaches under its separate agreement with Sunstor, that Sunstor would no longer do business with AHE. A true and correct copy of this letter is attached hereto as Exhibit “11.” 10 9 As reflected in this letter, Sunstor still intended to seek funding from AEC, but ll would not do so with AHE as the installer unless and until AHE resolved the breaches: 12 13 14 15 16 (See Exhibit 11, p. 2.) 17 10. After two weeks of AHE continuing to be in breach, the agreement between Sunstor 18 and AHE terminated by its terms. 19 11. AEC would not agree to provide additional funding to Sunstor unless Sunstor agreed 20 to continue using AHE as its installer, but because of AHE’s ongoing and unresolved breaches 21 Sunstor could not continue to do business with AHE. 22 12. Now, AHE and Sunstor are involved in litigation, pending in the Placer County 23 Superior Court. A true and correct copy of Sunstor’s First Amended Cross-Complaint against AHE 24 is attached hereto as Exhibit “12.” 25 Lt Over the course of the litigation, AHE’s former accountant, bookkeeper, and 26 controller, Elizabeth Voss, who was employed by AHE from March 2019 through August 19, 2019, 27 contacted me and explained that AHE was, and had been, intentionally defrauding Sunstor for its 28 own personal gain. Ms. Voss provided a declaratign explaining in detail AHE’s fraud and breaches DECLARATION OF BRADY BRAMMER IN SUPPORT OF MOTION TO VACATE SISTER STATE JUDGMENT with respect to Sunstor, a true and correct copy of which is attached hereto as Exhibit “13.” 14. After receiving the Application for Judgment on Sister-State Judgment from AEC’s counsel, I caused to be conducted an online investigation as to whether AHE and AEC had prior business dealings that was motivating AEC to try to force Sunstor to continue to do business with AHE. On or about February 3, 2020, I located a “Declaration of Jerome Reisman, Esq. in support of AEC Yield Capital, LLC and American Home Energy’s Motion for Substitution and to Amend the Answer With Cross Claim,” filed in the United States District Court, Southern District of New York in the action captioned Solar Spectrum LLC, et al. v. AEC Yield Capital, LLC, Case No. 18- CV-7950, a true and correct copy of which is attached hereto as Exhibit “14.” Attached to Mr. 10 Reisman’s declaration as Exhibit “A,” is a Purchase and Sale Agreement dated January 31, 2018, 11 between AEC and AHE, pursuant to which AEC sold assets and equipment to AEC, and AHE 12 purchased the assets and equipment for $3,859,589.00 with “carryback financing notes” funded by 13 AEC. 14 15. Tellingly, AEC was not incorporated until January 26, 2018, as reflected in the 15 printout from the Delaware Secretary of State’s online portal, a true and correct copy of which is 16 attached hereto as Exhibit “15.” Meaning that AHE was formed at almost the exact same time that 17 it entered into the purchase and sale agreement with AEC. 18 CHANGES TO NEW YORK’S CONFESSION OF JUDGMENT LAW 19 16. On or about June 16, 2019, the New York Legislature passed Senate Bill 6395, a 20 true and correct copy of which is attached hereto as Exhibit “16.” The purpose of this new 21 legislation was to prevent predatory lending by banning confessions of judgment for loans made to 22 borrowers who did not reside in New York. On June 21, 2019, Bloomberg News published an 23 article about the change in the law titled “New York Moves to Ban Confessions of Judgment for 24 Out-of-State Loans,” a true and correct copy of which is attached hereto as Exhibit “17.” 25 17. On August 30, 2019, New York Governor Andrew Cuomo signed this new 26 legislation into law. A true and correct copy of New York’s Civil Practice Law and Rules § 3218, 27 as amended, is attached hereto as Exhibit “18.” Pursuant to its terms, and as reflected in the 28 Editor’s Notes, the amendment “shall take effect ingmediately and apply to judgments by confession DECLARATION OF BRADY BRAMMER IN SUPPORT OF MOTION TO VACATE SISTER STATE JUDGMENT entered upon affidavits filed on or after such effective date,” I declare, under penalty of perjury under the laws of the State of California, that the foregoing is true and correct and that this Declaration was executed on February 6, 2020, at Pleasant Grove, Utah. Pigs By BRADY Pe 10 11 12 13 14 15 16 by, 18 19 20 21 22 23 24 25 26 27 28 5 DECLARATION OF BRADY BRAMMER IN SUPPORT OF MOTION TO VACATE SISTER STATE JUDGMENT EXHIBIT 1 1/27/2020 SPAULDING Law, LLP BRADY BRAMMER (SBN: 258882) 1955 W. Grove Parkway, Suite 250 Pleasant Grove, Utah 84062 Telephone: (801):893-3951 { Fax: 801) 877-4318 Email: bbrammer@spauldinglaw.com BUCHALTER, APC MICHAEL J. MUSE-FISHER (SBN: 253232) JARETT S. OSBORNE-REVIS (SBN: 289193) 500 CAPITOL MALL, SUITE 1900 SACRAMENTO, CA 95814 Telephone: (916) 945-5170 Fax: (916) 930-0151 Email: mmuse-fisher@buchalter.com Attorneys for Defendants 10 SUPERIOR COURT OF THE STATE OF CALIFORNIA ll COUNTY OF BUTTE 12 AEC YIELD CAPITAL, LLC, Case No. 19CV03774 13 Plaintiff, STIPULATION AND ORDER 14 Vs. SETTING DEADLINE FOR MOTION 15 TO VACATE SISTER-STATE PLATINUM SALES GROUP, LLC, JUDGMENT 16 JOSHUA C. OROZCO, and WILLIAM 17 D. COTTER, 18 Defendants. 19 20 21 22 23 24 25 26 27 28 Electronically Filed STIPULATION AND ORDER RE AMENDED DEADLINE IT IS HEREBY STIPULATED by and between the Parties set forth in the caption above; by and through their respective counsel of record that the deadline for Defendants to file.a Motion to Vacate the Sister-State Judgment pursuant to Code of Civil Procedure 1710.40 shall be February 7, 2020 for all Defendants. This stipulation serves the interests of the parties because the defendants were served at various times and this creates one deadline instead of multiple deadlines. The Parties reached a written agreement to this effect, but for purposes of apprising the Court, have agreed to enter into this Stipulation. DATED: January 27, 2020 SPAULDING LAW, LLP 10 11 EE BRADY he Hoge MMER / 12 ( Attorneys for D fendants 13 14 DATED: January 27, 2020 PETERS, HABIB, MCKENNA, JUHL-RHODES 15 & CARDOZA, LLP 16 17 CHANCE M. HANSEN 18 Attorneys for Plaintiff 19 20 21 22 23 24 25 26 27 28 1 STIPULATION AND ORDER RE AMENDED DEADLINE ORDER HAVING REVIEWED THE PARTIES STIPULATION, AND GOOD CAUSE APPEARING, the Court hereby approves this Stipulation and orders that the deadline for Defendants to file a Motion to Vacate the Sister-State Judgment shall be February 7, 2020. IT IS SO ORDERED. Dated: JUDGE OF THE SUPERIOR COURT, COUNTY OF BUTTE 10 1 12 13 14 15S 16 17 18 19 20 21 22 23 24 25 26 27 28 2 STIPULATION AND ORDER RE AMENDED DEADLINE PROOF OF SERVICE Tam employed in the County of Utah, State of Utah. I am over the age of 18 and not a party to the within action. My business address is at Spaulding Law, LLP, 1955 W. Grove Parkway St., Suite 250, Pleasant Grove, Utah 84062. Pursuant to the Electronic Service Stipulation between the parties in this matter, on the date set forth below, I caused to be electronically served the following documents described as: STIPULATION AND ORDER SETTING DEADLINE FOR MOTION TO VACATE SISTER-STATE JUDGMENT on all other parties and/or their attorney(s) of record to this action: Chance M. Hansen 10 Peters, Habib, McKenna, Juhl-Rhodes & Cardoza, LLP 414 Salem Street — P.O. Box 3509 Chico, CA 95928 11 chance@peterslawchico.com 12 13 [x] (ELECTRONIC SERVICE) The document was served electronically. 14 15 [x] (STATE) I declare under penalty of perjury under the laws of the California that the above is true and correct. 16 Executed on January 27 , 2020 at Pleasant Grove, Utah. “fob As —y 17 18 ( Kady Bramnier } 19 4 20 21 22 23 24 25 26 27 28 STIPULATION AND ORDER RE AMENDED DEADLINE EXHIBIT 2 "ATTORNEY OR PARTY WITHOUT ATTORNEY (Name and. TELEPHONE NO FOR COURT USE ONLY | Chance M. Hansen SBN: 322934 530 342-3593 Peters, Habib, McKenna, Juhl-Rhodes & Cardoza, LLP 530-342-4272 414 Salem Street - P.O. Box 3509 Chico, CA 95928 Superior Court of Califomia ATTORNEY FOR (Name. AEC YIELD CAPITAL, LLC, Plaintiff County of Butte Name oF court: Butte County Superior Court street anoress: 1775 Concord Avenue mains Aooress: 1775 Concord Avenue 12/19/2019 cry anozip cone: Chico 95928 anc Name: Civil PLAINTIFF: AEC YIELD CAPITAL, LLC Ky Fl Clerk By Deput DEFENDANT: PLATINUM SALES GROUP, LLC; JOSHUA C. OROZCO; tronically and WILLIAM D. COTTER CASE NUMBER: APPLICATION FOR ENTRY OF JUDGMENT ON SISTER-STATE JUDGMENT [] AND ISSUANCE OF WRIT OF EXECUTION OR OTHER ENFORCEMENT 19CV03774 [_] AND ORDER FOR ISSUANCE OF WRIT OR OTHER ENFORCEMENT Judgment creditor applies for entry of a judgment based upon a sister-state judgment as follows: 1. Judgment creditor (name and address): AEC YIELD CAPITAL, LLC One MetroTech Center North 3rd Floor, Brooklyn NY 11201 2. a Judgment debtor (r (name) ») Seo SALES GROUP, LLC; JOSHUA C. OROZCO; and WILLIAM D, COTT! b. [Z1 An individual (last known residence address): Joshua C. Orozco, 1180 Brerton Way, Oroville, CA 95966; William D. Cotter, 62 Obsession Court, Berry Creek, CA 95916 c A corporation of (specify place of incorporation). PLATINUM SALES GROUP, LLC, a California limited liability company, 62 Obsession Court, Berry Creek, CA 95916 (1)[_] Foreign corporation [] qualified to do business in California [J not qualified to do business in California . [_] A partnership (specify principal place of business) (1) [_] Foreign partnership which [7 has filed a statement under Corp C 15700 has not filed a statement under Corp C 15700 a Sister state (name): New York r b. Sister-state court (name and location): Su reme Court of the State of New York, County of Kings, 360 Adams Street, Brooklyn, NY 1201 @ . Judgment entered in sister state on (date): August 23, 2019 An authenticated copy of the sister-state judgment is attached to this application. Include accrued interest on the sister-state judgment in the California judgment (item 5c). a. Annual interest rate allowed by sister state (specify). 9% b. Law of sister state establishing interest rate (specify)’ NY Civil Practice Law and Rules, rule 5004 a Amount remaining unpaid on sister-state judgment: $ 396,921.35 b. Amount of filing fee for the application: s 435.00 6 Accrued interest on sister-state judgment: $s 11,548.66 d Amount of judgment to be entered (total of 5a, b, and a. $ So 408,905.01 (Continued on reverse) Form Approved Judicial Council of California APPLICATION FOR ENTRY OF JUDGMENT ON cop 1710 45, EJ-105 {Rov July 4, 1983) SISTER-STATE JUDGMENT 171020 SHORT TITLE: AEC Yield Capital, LLC v. Joshua C. Orozco, et al. CASE NUMBER: 6. Te} Judgment creditor also applies for issuance of a writ of execution or enforcement by other means before service of notice of entry of judgment as follows a [_] Under ccp 1710.45(b) & [1a court order is requested under CCP 1710.45(c). Facts showing that great or irreparable injury will result to judgment creditor if issuance of the writ or enforcement by other means is delayed are set forth as fallows: [] continued in attachment 6b. 7. An action in this state on the sister-state judgment is not barred by the statute of limitations 8. | am informed and believe that no stay of enforcement of the sister-state judgment is now in effect in the sister state. 9, No action is pending and no Judgment has previously been entered in any proceeding in California based upon the sister-state judgment. | declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct except as to those matters which are stated to be upon information and belief, and as to those matters | believe them to be true. Date: December 19, 2019 Chance pee (TYPE M. Hansen, OR PRINT NAME) Le 46 (SIGNATURE OF JUDGMENT CREDITOR OR ATTORNEY) EJ-105 [Rev July 1, 1983} APPLICATION FOR ENTRY OF JUDGMENT ON SISTER-STATE JUDGMENT Page wo EXHIBIT A No. 4440701 Certification STATE OF NEW YORK, COUNTY OF KINGS, SS: I, Nancy T. Sunshine, County Clerk and Clerk of Supreme Court Kings County, do hereby certify that on December 11, 2019 | have compared the document attached hereto, Index# 518708/2019, Judgment, Filed 08/23/2019 page(s) 1-2 with the originals filed in my office and the same is a correct transcript therefrom and of the whole of such original in witness whereto | have affixed my signature and seal. Pray 2? dar how NANCY T. SUNSHINE KINGS COUNTY CLERK 12/10/2019 TUE 15:39 FAX oos/ooa INDEX NO. 518708/2019 NYY PILED: SIN (2272019 08 :iz Pk M) RE CE NAR RSS PE 0 PLAYA*> NYSCEF DOC, NO, RECEIVED NYSCEF: 08/23/2019 217490 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF KINGS eaee can en nanan anton e e dnn tence mnt a nen ta wevneweeenneX AEC YIELD CAPITAL, LLC, Index No, Plaintiff, JUDGMENT against ~ Ly ‘ESSI JOSHUA C. OROZCO, WILLIAM D. COTTER, and Date Index No, Purchased: PLATINUM SALES GROUP, Defendants, rey nanan neem ean nega nnnnennn adnate adenine ntAmane nuns eens nte ee! Upon reading and filing the annexed affidavit of Richard Rudy, manager of plaintiff AEC Yield Capital, LLC, sworn to on August _ , 2019, together with exhibits, and on motion of Reisman Peirez Reisman & Capobianco LLP, attorneys for plaintiff, it is ADJUDGED, that the plaintiff, AEC Yield Capital, LLC, with an office at t One Metro Tech Center-North, Brooklyn, NY 11201 shall recover of defendants Platinum Sales Group, LLC, located at 62 Obsession Ct., Berry Creek, CA 95916, of defendant Joshua C. Orozco, re siding at 1180 Brereton Way, Oroville, CA 95966, and of defendant William D. Zotter, residing at 62 Obsession Ct, Berry Creek, CA 95916, jointly and severally, the sum of $393,966.65, together with interest thereon at the rate of 15% from August 5, 2019, in the sum of $ 295 Y. > and the costs and disbursements taxed by the Clerk in the further sum of $_ © _, amounting to the total sum of $. 3b 92/ t 35 and that the plaintiff have execution therefor, BK BESIO lof 2 12/10/2019 TUB 15140 PAX oo4s/o0a INDEX NO, 518708/2019 ses ILEDs KENGE 3 COUN CLERK TY 0872272015 05:12PM) RECE THB NOOR w108/30{5029 NYSCEP DOC. NO. 2 RECEIVED NYSCEF: 06/23/2019 217490 Let execution issue hereon, Judgment enter this 23. day of Avgvst 2019 Mana _T. sensune, Clerk 5 Ne y 2 of 2 EXHIBIT 3 FILED: KINGS COUNTY CLERK 08/22/2019 05:12 PM INDEX NO. 518708/2019 NYSCEF DOC. NO. 5 RECEIVED NYSCEF 08/23/2019 217491 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF KINGS mentee nse en nee cen een en enn nen enn amenemnnnnnnnnn nae mmmsmatnisensame ame AEC YIELD CAPITAL, LLC, Index No. Plaintiff, AFFIDAVIT OF RICHARD RUDY - against - TO ENTER CONFESSION OF. JOSHUA C. OROZCO, WILLIAM D. COTTER, and JUDGMENT PLATINUM SALES GROUP, Date Index No. Purchased: Defendants. ween eee nen enn nenenemnnnenmnnnnenneenennenee neem nnn K STATE OF NEW YORK) ) ss: COUNTY OF KINGS ) RICHARD RUDY, being duly sworn, deposes and says: 1 I am the Manager of AEC Yield Capital, LLC (“Plaintiff”), which maintains an office located at One Metro Tech Center- North, Brooklyn, New York, 11201 and am fully familiar with the facts and circumstances set forth herein. 2 I submit this Affidavit in connection with Plaintiffs entry of Judgment against defendants Platinum Sales Group, Joshua C. Orozco, and William D. Cotter (collectively, “Defendants”), jointly and severally, based on their Affidavit of Confession of Judgment, sworn to on January 20, 2019 by Joshua C. Orozco, as Chief Executive Officer of Platinum Sales Group, LLC and in his individual capacity, and on January 21, 2019 by William D. Cotter, in his individual capacity (the “Confession of 1 of 4 EILED : KINGS COUNTY CLERK 5 P INDEX NO. 518708/2019 NYSCEF DOC. NO. 5 RECEIVED NYSCEF: 08/23/2019 217491 Judgment”) (Exhibit A), whereby Defendants, jointly and severally, confessed judgment in favor of Plaintiff against Defendants, jointly and severally, in the sum of $1,500,000, or lesser amount as is due under the Asset Backed Loan Agreement dated January 21, 2019, (Exhibit B, page 5, Section 2) amended and restated by the Forbearance and Asset Based Loan Amendment Agreement dated April 15, 2019 (Exhibit C, page 2, { 2) (collectively, the “Agreements”), plus interest at the rate of 15% on the outstanding balance from the date of default and attorneys’ fees, less any payments made under the Agreements, and further authorized entry of judgment against them, jointly and severally in this Court. 3 The debt arises out of defendants’ breach of the Agreements for loans and other financial accommodations from Plaintiff for the purpose of providing working capital to Defendants. 4 On August 5, 2019, the Defendants were notified that the Agreements had been breached and that, based on these defaults, Plaintiff would seek to enter the Confession of Judgment if the defaults were not cured by August 7, 2019 (Exhibit D). 5 Defendants failed to cure their defaults under the Agreements by, among other things, failing to pay the sum of $393,966.65 that was due and owing to Plaintiff on August 5, 2019. Asa result, Defendants owe Plaintiff an outstanding balance of $393,966.65, together with interest at the rate of 15% per annum from August 5, 2019 and attorneys’ fees, together with related penalties, late fees, unpaid structuring fees, 2 of 4 (FILED: KINGS COUN LERK 5 P INDEX NO. 518708/2019 WNYSCEF DOC, NO. 5 RECEIVED NYSCEF: 08/23/2019 217491 Misdirected Payment Fees, Early Termination Fees, Minimum Interest Charges for the entire term and other accrued fees, expenses and costs pursuant to the Agreements. 6 Pursuant to the Confession of Judgment and the Agreements, Defendants, jointly and severally, confessed judgment and authorized entry of Judgment in the amount of $1,500,000, or lesser amount as is due under the Agreements, plus interest at the rate of 15% on the outstanding balance from the date of default and attorneys’ fees, less any payments made under the Agreements, 7 As a result of their default under the Agreements, and after application of all credits and payments, the sum of $393,966.65 remains due and owing to Plaintiff under the Agreement as of August 5, 2019, plus interest at the rate of 15% from the date of default, August 5, 2019, in the sum of $ 8 Plaintiff has not received any payments from Defendants after August 5, 2019 and the sum of $393,966.65 plus interest remains due and owing as of the date hereof. 9 Nothing contained herein shall be construed as a waiver of the Plaintiff's rights, powers, privileges or remedies under the Agreement or applicable law, in equity or otherwise, all of which rights and remedies Plaintiff hereby expressly and specifically reserves, including, but not limited to, seeking to recover the related penalties, late fees, attorneys’ fees, costs, expenses, and all other sums due under the Agreement. WHEREFORE, Plaintiff respectfully requests the entry of a judgment against Defendants, jointly and severally, based upon Defendants’ Confession of Judgment 3 of 4 (PILED: KINGS COUNTY CLERK 08/22/2019 05:12 PM INDEX NO. 518708/2019 NYSCEF DOC. NO 5 RECEIVED NYSCEF: 08/23/2019 217491 in the sum of $393,966.65, plus interest at the rate of 15% per annum thereon from the date of default, August 5, 2019, inthe sum of $ , together with RICHARD RUDY / Sworn to before me this Ztudday of August 2019 Notary Publiew'"elatest Naw York No. 01TS6357989 dtoaatl AA Notary Public avalied in Kings County ion Expres May 1, 2021 4 £4 FILED: KINGS COUNTY CLERK 5: INDEX NO. 518708/2019 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 08/22/2019 EXHIBIT A Exhibit A (FILED: KINGS COUNTY CLERK [22] 0 5 Q INDEX NO, 518708/2019 NYSCEF Doc. NO. 6 RECEIVED NYSCEF 08/22/2019 SUPREME COURT OF THE STATE OF NEW YORK COUNTYOF KINGS AEC YIELD CAPITAL, LLC. AFFIDAVIT OF Plaintiff, CONFESSION OF SUDGMENT ~ against - Index No. Joshua C Orozco, William D. Cotter and Platinum Sales Group, . os Defendants, CRLF ORAS I STATE OF RK. ) COUNTY OF 40s, An6eLcS )SS.: ) Platinum Sales Group, LLC. and William D, Cotter, +» & California limited liabili ity being duly ‘sworn, depose and corporation., Joshua C Orozco say: 1 Jos authorized to make this affihua C. Oroze 0 is the CEO of Platinum Sales Group, LLC. davit on thei it behalf c onfessing and is duly LLC (“Plaintiff”), Platin: jum Sales judgment i to plaintiff, AEC Yie Gro up, LLC., I foshua C Orozco ld Capital, to collectively as “Defendan and William D, Cotterare ts.” . referred Platinum Sales Group, LLC ia lis has its principal place of f . is a Cali limited liability corporation business located at 62 Obse: ssion Ct., f and Berry Creek, CA, 95916, 3. Joshua C. Orozco resides at 1180 Brereton Way, Oroville, CA 95966, 4, William D. Cotter resides at 62 Obsession Ct., Berry Creck, CA, 95916, Defendants each authorize entry of jud in the Supreme Court of gment against them, jointly and the State of New York, Coun of Kty ing 5 severally, Platinum Sales Group, LLC., Joshua hereby confess judgment it and cons C Orozco and William D, Cotter, ent to the entry thereof against them, joint of $1,500,000, or lesser amount as is duc under the ly and severally, in the sum. A\ greement, plus interest at the rate of Percent per annum from the date of default and ai ittorneys’ fees less any paym fifteen (18%) Agreement (as defined below) and under ents made under the the Validi ity Guaranty (defined below). This Confession of Jud; igment is for a debt justly duc to Plaintif Platinum Sales Group, LLC.’s breach of the f arising out of terms of a Asset Backed Loan Agreement, dated January 21, 2019 (the “Agreement”), between Plaintiff and Platinum Sales Group, LLC, and the Validity KINGS COUNTY CLERK 08 [22] INDEX NO. 518708/2019 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 08/22/2019 v Guaranty executed Guaranty”), which by Joshua C Orozco and William D, Cotter in favor of Plaintiff (the “Validity Validity Guaranty was provided to Plaintiff by Joshua C Orozco and William D. Cotter as security for the truth, accuracy and completeness of the representations, warrantics and covenants given by Platinum Sales Group, LLC. in the Agreement. . 8 Under the terms of the Agreement and the Validity Guaranty, Platinum Sales Group, LLC., Joshua C Orozco and William D. Cotter., jointly and severally, owe Plaintiff the sum of $1 +500,000, or a lesser amount as is duc under the Agreement, and, in the event accry of default, interest ¢s at the rate of fifteen (15%) percent per annum from the date of default on the outstanding balance, % This Confession of Jud Igment was not made in connection with any agreement for the purch ase of One Thousand Five Hundred and 00/100 Dollars ($1,500.00) or less of any commodities as the same are described in CI PLR §3201. and warrants that he has The been person signi ‘ing below on behalfof Platinum Sales Group, LLC. represents of Platinum Sates Gi specificall ly authorized by the board of directors (or any cquivalcn Tol up, LLC. to execute this Confessi t thereof) on of Judgment on its behalf, and has ail fei tequisite authority to bin d the corp rations to the terms describad above. Sworn t Pinu Sat \ fore me this 20. m 7 day of J; By: