Complaint,Petition: 1 Global Capital LLC Plaintiff vs. Johnny Angels Home Care Agency LLC , et al Defendant

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                                Case Number: COCE-18-000337 Division: 56
Filing # 66100655 E-Filed 01/04/2018 01:24:49 PM

IN THE COUNTY COURT OF THE 17TH JUDICIAL
CIRCUIT IN AND FOR BROWARD COUNTY, FLORIDA

CIVIL DIVISION:
CASE NO.:

1 GLOBAL CAPITAL LLC d/b/a 1ST
GLOBAL CAPITAL LLC,

Plaintiff,
VS.
JOHNNYS ANGELS HOME CARE,
AGENCY LLC, A Connecticut limited
liability company, and PAMELA
HAYES, individually,

Defendants,

COMPLAINT

Plaintiff 1 GLOBAL CAPITAL LLC d/b/a 18! GLOBAL CAPITAL LLC (15!
GLOBAL”), by its undersigned counsel, hereby sues Defendants PAMELA HAYES,
(“Guarantor”) and JOHNNYS ANGELS HOME CARE AGENCY LLC, A Connecticut limited
liability company, (together, “Defendants”) and alleges as follows:

JURISDICTION, VENUE AND PARTIES

1. 18" GLOBAL is a Limited Liability Company with its principal place of business
in Broward County, Florida.

2. JOHNNYS ANGELS HOME CARE AGENCY LLC, A Connecticut limited liability
company, with its principal place of business in New Haven County, CT.

3. PAMELA HAYES is a resident of New Haven County, CT. and are, otherwise, sui
Juris.

4, This is an action for damages in excess of $12,570.52 exclusive of interest, costs

and attorneys’ fees, and is otherwise within the jurisdiction of this Court.

Page 1 of 4

*4* FILED: BROWARD COUNTY, FL BRENDA D. FORMAN, CLERK 1/4/2018 1:24:47 PM.****5. This Court has personal jurisdiction over the Defendants pursuant to the express
agreement of the parties, as evidenced by the Merchant Agreement, a true and correct copy of
which is attached hereto as Exhibit “A” (“Merchant Agreement”). Additionally, this Court has
jurisdiction over the Defendants pursuant to §48.193(1)(a)(7) because Defendants breached a
contract in this state by failing to perform acts required by the contract to be performed in this
state. Specifically, Defendants failed to remit payments to Plaintiff in Broward County, Florida in
accordance with the terms of the contract.

6. All conditions precedent to the filing of this action have been performed, excused,
or otherwise waived.

7. The Plaintiff is obligated to pay the undersigned its reasonable attorneys’ fees in
connection with this matter.

COUNTI
(Breach of Merchant Agreement against JOHNNYS ANGELS HOME CARE AGENCY
LLC, A Connecticut limited liability company)

8. 15T GLOBAL repeats and re-alleges each and every allegation contained in
paragraphs “1” through “7” above as if fully set forth herein.

9. Defendants executed and delivered the Merchant Agreement for the sale of
Defendants’ future receivables to 18’ GLOBAL, whereby 15’ GLOBAL purchased future
receivables from Defendants in the amount of $12,570.52 for the original principal sum of
$15,000.00. See Exhibit “A.”

10. The Plaintiff duly transferred to the Defendants the sum of $15,000.00 in good faith
and with the reasonable expectation that the Defendants would make daily payments in the sum

of $159.09 in accordance with the terms and conditions of the Merchant Agreement.

1. The Plaintiff has faithfully and fully fulfilled all of its obligations to perform under

Page 2 of 4the Merchant Agreement entered into by and between the parties.

12. The Defendants have failed to make payments to the Plaintiff as required pursuant
to the terms of the Merchant Agreement.

13. The Defendants’ failure to pay the Plaintiff the daily payments when due in
accordance with the terms of the Merchant Agreement constitutes a default pursuant to terms and
conditions of the Merchant Agreement.

14. Accordingly, as a result of Defendants’ breach of the Merchant Agreement, 1°!
GLOBAL has sustained damages in the sum of $9,779.61 constituting the “Purchased Amount”,
less payments made, plus attorneys’ fees, court costs, and other reasonable costs associated with
Defendants’ breach.

WHEREFORE, Plaintiff, 1 GLOBAL CAPITAL, LLC d/b/a 18? GLOBAL CAPITAL
LLC demands judgment against Defendants for damages in the amount of $12,570.52, together
with interest, attorneys’ fees, costs, and such other relief that this Court deems just and proper.

COUNT II
(Breach of Guaranty against PAMELA HAYES)

15. 15" GLOBAL repeats and re-alleges each and every allegation contained in
paragraphs “1”* through “7” above as if fully set forth herein.

16. Defendants executed and delivered the Merchant Agreement to 1°' GLOBAL,
agreeing to pay future receivables in the amount of $21,000.00 in exchange for an immediate

purchase price of $15.000.00.

17. The Merchant Agreement includes PAMELA HAYES’S personal guaranty of
Defendants’ performance of all covenants, representations and warranties made by Defendants in

the Merchant Agreement. See Exhibit “A.”

18. Guarantor executed and delivered the Merchant Agreement, as endorser and

Page 3 of 4unconditional Guarantors of payment.

19. 1ST GLOBAL is the owner and holder of the Merchant Agreement and has
performed its obligations and conditions precedent to enforce its terms and conditions.

20. Defendant has not paid the daily payments when due.

21. The Defendants’ failure to pay the Plaintiff the daily payments when due constitutes

a default and breach of the Merchant Agreement.

22. Accordingly, as a result of Defendants’ breach, the Guarantors owe 18' GLOBAL
$15,000.00, the “purchased amount” as defined therein, less payments, plus attorneys’ fees, costs,
and other reasonable costs associated with Defendants’ breach of the Merchant Agreement and
Guarantors’ personal guaranty contained therein.

WHEREFORE, Plaintiff, 1 GLOBAL CAPITAL LLC d/b/a 18' GLOBAL CAPITAL LLC
demands judgment against Defendants for damages in the amount of $12,570.52, together with

interest, attorneys” fees, costs, and such other relief that this Court deems just and proper.

Dated: 1/4/2018

By: /s/ Courtney Jared Bannan

Courtney Jared Bannan

Attorney For Plaintiff

Florida Bar No.: 703931

1250 East Hallandale Beach Blvd., Suite 409
Hallandale Beach, Florida 33009

Tel: (305) 901-6261

Fax: (305) 477-5135

 

Page 4 of 4Apr 1817 01:52p Pamela Hayes 4752353361 p.t

i kathy -202-754 aio Uinditeed

1
| Ph, (888) 374-3150 | Fax (888) 371-1161

' “GLEBAL
i CAPITAL Contract ID#: FGI70914084 _

| Sales Partner: First Premier Funding, ULC

| MERCHANT AGREEMEN’

Agreement dated Apr 18. 2017 between 1 GLOBAL CAPITAL, LLC (*IGC) and the merchant listed below

i (the “Merchant”)
| MERCHANT INFORMATION

Merchant's Legal Name: Johnnys Angels Home Care Agenty LLC

D/B/A; Johnays Angels Home Care Agency LLC
State of incorporation / Organization: _

‘Type of entity (check oney: £] Comporation [Limited Ligbility CompanyL] Limited Partnership[] Limited Liability Parmership

 

 

 

DiSole Proprietor
Physical Address; 24 West Mein Street, Ist Floor City Waterbury State Connecticut Zip 06702
Mailing Address: 21 West Main Street, Ist Floor __City Waterbury State Connectiout Zip 06702

PURCHASE AND SALE O

 

E-onail Address: __

 

Merchant hereby sells, assigns and transfers to 1GC (making 1GC the absolute owner) in consideration of the funds provided
(“Purchase Price”) specified below, all of Merchant's future accounts, contract rights and ather obligatinns arising, from or
relating to the payment of monies from Merchant's custpmess’ and/or other third party payers (the “Receipts” defined as all
payments made by cash, check, electronic transfer or oti¢r form of monetary payment in the ordinary course of the merchant's
business), for the payment of Merchant's sale of goods of services until the amount specified below (the “Purchased Amount”)
has been delivered by Merchant to 1GC.

 

The Purchased Amount shall be paid to GC by Merchaht’s irrevocably authorizing only one depositing account acceptable to
| 1GC {the “Account”) to remit the specified daily amount (the “Specified Daily Amount”) unti: such me as 1GC receives

payment in full of the Purchased Amount, Merchant hereby authorizes 1GC to ACH Debit the Specified remittances from the

smerebunt’s bank accoant on a daily Lassie unl will pwwville 1GC with all required access codes, and monthly bank statements.
} Merchant understands that it is responsible for casuring that the Specified Duily Amount to be debited by 1GC remains in the
account and will be beld recponcible for any fees incurred by 1CC resulting from a sejected ACII allel ws as, eveut of default.
(Sec Appendix A) 1GC is not responsible for any overdsafts or rejected transactions that may result from 1GC ACH debiting
tbr specified amounts under the terme of thie agreement.|1GC will debit tho opecific daily amount cach b. 2 day and json
receipt of the merchant’s monthly bank statements on pr ubout the cightcenth day of cach month reconcile the merchaust’s
aecount hy either erediting ar dehiting the difference from or back to the marchant’c bank account ve that the mount debited
per month equals the specified percentage. 1GC may, upon Merchant’s request, adjust the amount of any payment due under
this Agrecinent at 1GC sole discretion and as it deems arpropriste Notwithstanding anything to the contrary in thic Agreement
or any other agreement bewween 1GC and Merchant, upon the violation of any provision contained in Section 1.11 of the
MERCHANT AGREEMENT TERMS AND CONDITIONS or the occurrence of an Event nf Defsutlt ander Sectian 3 of the
MERCHANT AGREEMENT TERMS AND CONDITIONS, the Specified Percentage shall equal 100%. A bist of all fees
applicable under this agrcement is contained in Appendix! A

  

  
 

 

Pnechase Price + $15,000.00
Specified Daily Amount : $ 159.09 A

Spe
Receipts Purchased Amount : S 21,000.00

d Percentage 1 ws

 

 

2 Global Capital vs Servicing Agent | GLOBAL, CAPITAL, LLC | 68-06-2013
| Pagel
| Page

 

sues ursoniae2_sTHE TERMS, DEFINITIONS, CONDITIONS AND INFORMATIDN SET FORTH ON PAGE 2, THE “MERCHANT |

SECURITY AGREEMENT” AND “ADMINISTRATIVE FORM’ HEREOF ARE HEREBY INCORPORATED IN AND

MADE A PART OF THIS MERCHANT AGREEMENT.
|

«Sign Here |

FOR THE MERCHANT #1 [REQUIRED]

ov raneloHases + pute

(Print name & Tide)

   

 

FOR THE MERCHANT #2 [REQUIRED IF CO-OWNERSHI

"Print name & Title) =H Gigauey C sorte |
OWNER #1 JREQUIRED “2
on Cw elactaaré ot Qn |: i (Sign Here
(Print dame & Title} ] { (Cignamure)
i

OWNER #2 [REQUIRED IF CO-OWNERSHIP|
Sign Here
By ot ss 7 7

(Print name & Title) (Signaeare)

 

 

By

   

 

 

 

 

 

To the extent set forth herein, each of the partics is obligated upon his, ber or its execution of the Agreement to al! tenns of the
Agreement, including the Additional Terms set forth below. Each of above-signed Merchant and Owner(s) represents that he or
she is authorized to sign this Agreement for Merchant, legally binding | said merchant to repay this obligation and that the
information provided bercin and in all of 1GC documents, forms and rdcorded interviews are tuc, accurate and. complete in all
respects. If any such information is false or misleading, Merchant shall be deemed in material breach of all agreements between
Merchant and {GC and 1GC shall be entitled to all remedies available ynder law. 1GC may produce a monthly statement
reflecting the delivery of the daily Receivables from Merchant via a proqessor of Merchant's Receipts and/or Operator (a
“Processor”) to 1GC. An investigative or consumer report may be made in conection with the A. greement. Merchant and each
of the above-signed Owners authorizes IGC, its agents and representatives and any credit reporting agency engaged by 1GC, to
@ investigate any references given or any other statements or data obtained from or about Merchant or any of its Owners for the
purpose of this Agreement, and (ii)pull credit report at any time now or for so long as Merchant and/or Owncra(s) continue to
have any obligation owed to 1GC as a consequence of this Agreement of for 1GC's ability co determine Merchant's eligibility to
enier into any future agreenteat with Company.

  

 

ANY MISREPRESENTATION MADE BY MERCHANT OR OWNER IN CONNECTION WITH THIS AGREEMENT MAY
CONSTITUTE A SEPARATE CAUSE OF ACTION FOR FRAUD OR INTENTIONAL MISREPRESENTATION.

- SECURITY AGREEMENT AND GUARANTEE

 

1 Global Capital L1

Merchant's Logal Name: Jolnays Angels Home Care Agency LLC_ - Pee

   

D/B/A: Johnnys Angels Home Care Agency LLC i rt PEE
Physical Address: 21 West Main Street, Ist Floor City: Waterbury State: Connecticut __Zip: 06702

 

E-mail Address: \ LY nacre Ma UST) _ Federat mp #: 41-42480

 

1 Globat Capital es Servicing Agent } GLOBAL CAPITAL, LLC] 08-06-2013 wuraas |

Page?

SOAR} BISQUE dZS:10 21 8b dy

Hss-oosious2nent 1

zd poeesezseyApr 18 17 01:52p Pamela Hayes

but not limited to tax refunds, registered and unregistered

| secrets. customer lists, licenses, documents, certificates of deposit,

Fights of reclamation, replevin and stoppage in teantit

computer readable data in the possession or cautrot of
proceeds of the forcgoing (including, but not limited t
destruction of or damage to any of the foregoing, and
terms are defined in Article 9 of the Uniform Cammerci

Cross-Collaters!. To secure Guarantor’s payment and perfor

“Agreement”), Guarantor hereby grants 1GC a security iprerest in Pamela Hayes

{the “Additional Collatera’”). Guarantor understends that 1

sxceution of this Agreement, Merchant and Guaraator exch acktaowiedye and agree that any seeurity amerest grasted to 1GC und

agreement betweea Merchant or Guarantor and 1GC (the "C:
Agreement. Mercbant and Guarantor cach agrees to execute af
deems necessary to perfect or maintain 1GC%s first priority

Collateral, including the execution of any account control a
financing statements deemed necessary by IGC to perfvet o
notification that Merchant and Guarantor have granted a negati
lhe Cross-Collateral, and thet any subsequent lien may be tor

for and 1GC may charge and collect all costs and expenses, in
protecting, preserving and enforcing 1GC's security interest an
Negative Pledge. Merchant and Guarantor each agrees not (d
or with respect to any of the Collateral , the Additional Coll
Consent to Enter Premises and Assign Lease, 1GC shall
following terms. In the event Merchant is served with papa
eviction, IGC may execute its rights and rewedies under the!
agreement with Merchant's landlord giving 1GC the right: (a
ecuipment therein for the purpose of protecting and preservin,
capable of operating a business comparable to Merchant's at
Remedies. Upon any Event of Default, 1GC may pursue an|
of the UCC), ar in equity to collect, enforce. or satisfy 2

 

 

6

  

GUA

Personal Guaranty of Performance. The undersigned Gua

representations, warranties, covenants made by Merchant in
renewed, amended, extended or otherwise modified (the
' any breach by Merchant of any representation, warranty, of
Agreement, and (ji) at the time Merchant admits its inability t
or any proceeding shell be instiruted by or against Merchant
arrangement, adjustment, or composition of it or its debts.

Guarantor
Agreement, 1GC may enforce its rights under this Agrecns
guarantor, or any Colfateral, Additional Coltateral or Crass-Co

 

IGC does not have to notify Guarantor of any of the following
Agreement if it is not notified of (i) Merchant's failure to
adverse change in Merchant's financial condition or business:
Gii) any sale or other disposition of any collateral securing
Obligations; (iv} 1GC's acceptance ofthis Agreement: and Ci
or Merchent’s other obligations ta 1GC In addition, {GC may.
of its obligations under this Agreement: (i) renew, extend ar oth
to IGC; Gi) release Merchant from its obligations 10 1GC:
collateral securing the Guaranteed Obligations or any othed

 

  

1 Globa! Capite! as Servicing Ageat ' GLOBAL:

substitutions, replacements (including spare parts), and decessions
records relating to afl of the foregoing property, incluging, without Jimitati

create, incur, assume, or pers
tera) or the Cross-Collateral, as applicayle.
have the right to cure Merchant’s default in the payment of rent on the

‘Waivers. In the event that Merchant fails to mak

4752353361 p.3

SECURITY AGREEMENT

Security Interest. To secure Merchant’s payment and sfesformance obliga
“Factoring Agreement”), Merchant hereby grants to LGC @ security interes
| chattel paper; deposit accounts; contract rights; Icher of redit rights;

tions to (GC under the Merchant Agreement (the
¢ in all now owned and hereafter acquired accounts;
insmuments; payment and genera) intangibles {including
trademarks, service marks, copyrigbts, trade names, trade
and all rights of Merchant as a seller of goods, including
}; goods; inventory; equipment and fixturcs, and all additions,
thereof and thereto; investment property; and all books and
jon, atl computer programs, printed output and
Merchant, acy co:mputer service bureau or other third party, and all
all insurance proceeds, all claisas against third parties for loss or
income fiom the lease or rental of any of the foregoing), as those

patents,

 

Code (the “UCC”) (collectively, the “Collateral”)

ce obligations to 1GC under this Security Agreement and Guaranty (the
Gohnnys Angels Home Core Agency LLC)

will have @ security imerest jn the aforessid Additional Coliaterat upon
jer any other
Collateral”) will secure the obligations hereunder and under the Merchant

 

y documents or take any action in connection with this Agreement as 1GC
curity interest in the Collateral, the Additional Collateral and the Cross-
greements. Merchant and Guarantor each hereby authorizes 1GC to file any

maintain IGC's sceurity interest, which financing statement may contain
pledge to 1GC with respect to the Collateral, the Additional Collateral and

ously interfering with }GC’s rights. Merchant and Guarantor shall be liable
luding but not Limited to attomey’s fees, which may be incurred by 1OC in
rights.

 

0 exist, directly or indivectly, any lien ov

S in en action against Merefant for nonpayment of rent or for summary
Assignment of Lease. Merchant also agrees that 1GC may enter into an
to enter Merchant's premises und to take possession of the fixtures and
same; and (b) to assign Merchant's lease to another qualified Merchant
uch premises

remedy available ot law (including those available under the provisious

dbligations then owing, whether by weceleration or otherwise,

NTY

hntor(s) hereby guaruntecs to 1GC, Merchant's performance of all of the

fhis Agreement and the Merchant Agreement, as each agreement may be

raranteed Obligations"). Guarantor’s obligations are due (i) at the time of
covenant made by Merchant in this Agreement and the Merchant
Payits debts, or makes a general assignment for the benefit of creditors,
seeking to adjudicate it bankrupt or insolvent, ot secking reorganization,

¢ 4 payment or perform any obligation when due under the Merchant
ent without first seeking to obtain payment from Merchant, any other

lateral 1GC may hold pursuant to this Agreement or any other guaranty.

events and Guarantor wili nol be released from its obligations under this
ay timely any amourx owed under the Merchant Agreement; (ii) any

the Guaranteed Obligatioas or any other guurantec of the Guarantesd

any renewal, extension er other modification of the Metcbant Agreement
lake any of the following actions without releasing Guarantor ftom any

rewwise modify the Merchant Agreement or Merchant's other obligations

i) sell, release, impair, waive or otherwise fail to realize upon any
guaraniee of the Guaranteed Obligations; and (iv) foreclose on any

 

FAPITAL, LLC |08-06-2013
Page 9

 

UT 8s-0esmens6 tApr 18 1701:83p Pamela Hayes 4752353361 p.4
1

sollate-al securing the Guaranteed Obligations or any other guaranter of the Guaranteed Obligations in a manner that impaics or
Precludes the right of Guarantor to obtzin reimbursement for payment under this Agreement. Until the Merchant Amount plus any
accrued but unpaid interest and Merchant's other obligations to 1GC under the Merchant’ Agreement and this Agreement are paid in
full, Guarantor shall not seek reimbursement from Merchan{ or aay other guarantor for any amounts paid by itunder this Agreement,
Guarantor permanently waives and shal! not sock to exercise any of the following rights that it may have agains: Merchant, any other
Suarantor, or any collateral provided by Merchant or eny other guarantor, for any amounts paid by it, or acts performed by it, under this
Agreement: (i) subrogation ; (ii) reimbursement: |

(ii) Perforinance; (iv) indernnifieation; or (v) contribution. ie the event that 1GC must return any amount paid by Merchant or any other
guarantor of the Guaranteed Obligations because that persqn has become subject to a proceeding under the United States Bankruptcy
lar law, Guarantor’s obligations under this | Agreement shall include that amount.

 

Code or enysi
Guarantor Acknowledgement. Guarantor acknowledges |that; (i) He’She understands the seriousness of the provisions of this
Agreement, (ii) He’ She has hada full opportunity to consul with counsel of his/uer choice; and (iii) He/She has consulted with counsel
of its choice or hus decided noi to avail himself/herself of thdt opportunity.

Joint and Several Liability. The obligations hercuncicr of the persons or entities constituting Guarantor under this Agreement are joint
and several.

THE TERMS, DEFINITIONS, CONDITIONS AND INFORMATION SET FORTH IN THE “MERCHANT AGREEMENT",
INCLUDING THE “TERMS AND CONDITIONS”, AREHEREBY INCORPORATED IN AND MADE A PART OF THIS
SECURITY AGREEMENT AND GUARANTY,

 

MERCHANT AGREEMENT TERMS AN! \DITIONS
1, TERMS OF ENROLLMENT IN PROGRAM |

Li Merchamt Deposit Agreement, Merchant shall execute an agreement {the “Merchant Deposit Agreement”) acceptable to
JGC, with a Bank acceptable 10 1GC, to obtain elvctronig find transfer serviecs. Merchant shall provide 1GC and/ or it’s authorized
agent with all of the information, cutharizations end passwords necessary for verifying Merchant's reccivables, receipts and deposits into
the account Merchant sball gutharize !GC andior it’s agent to deduct the amounts owed to LGC for the Receipts as specified herein
fiom settlement amounts which would otherwise be duc to Merchant from electronic check transactions and to pay such amounts to
IGC by permitting 1GC to withdraw the Specified Daly Amoun: by ACH debiting of tae account. The authorization shall be
imevocable without the written consent of 1GC.

42 Term of Agreement. This Agreement shall have la tcrm of one year. Upon the expiration of the term, this Agreement shall
automatically renew for successive one-year terms, provided, however, that during the renewal term(s) Merchant may tenninate this
Agreement upon ninety days’ prior written notice (effective upon receipt) to 1GC. The termination of this Agreement sball not affect
Merchant's responsibility to satisfy al outstanding obligations to 1GC at the time of termination

13 Future Parchases. 1GC reserves the right to ai the offer to make any purchase payments hereunder, in its sole discretion.
14 Financial Condition, Merchant and Guarantor(s) ¢uthorize 1GC and its agents lo investigate their financial responsibility and

 

history, and will provide to 1GC aay bank or financial stitements, tax returns, etc., as 1GC deems necessary prior (o or at any time
after execution of this Agreement A photocopy of this authorization will be deemed as acceptable for release of financial information.
LGC is euthorized to update such information and financial profiles from time to time as it deems appropriate

1S Transactioual History. Mercbent authorizes theif bank to provide 1GC with Merchant’s banking or processing history to
determine qualification or continuation in this program,

16 Inder
and shareholders against all losses, damages, claims, liabi
resulting from (a) claims asserted by 1GC for monies owed!
information or instructions provided by 1GC,
17 No Liability. In no event will IGC be liable for, any claims asserted by Merchant under eny legal theory for lost profits,
lost revenues, lost business opportunities, cxemplary, punitive, special, incidental, indirect or consequential damages, each of which is

waived by Merchant and Guarantor(s),

 

 

(es and expenses (including reasonable attumey’s fees) incurred by Processor

extion. Merchant and Guarantor(s) ie and severally indemnify and hold hermless Processor, its officers, directors
tc 1GC from Merchant and (b) actions taken by Processor in reliance upon

18 Reliance on Terms. Section 1.1, 1.7, 1.8. 1.10, {.11 and 2.5 of this Agreement are sgreed to for the benefit of Merchant,
GC and Processor, and notwithsianding the fact that oe is not a party of this Agreement, Processot may rely upon their terms.

and raise them as 2 defense in any action

 

19 Sale of Receipts. Merchant and 1GC agree that the Purchase Price under this Agreement is in exchange fos the Purchased
Amount and that such Purchase Price is not intended! to bey nor shall it be corsirued as a Joan from JGC to Merchant. Merchant agrees
that the Purchase Price is in exchange for the Receipts pursugnt to this Agreement which equals tbe fair macket value of such Receipts.
(GC has purchased and shail own all the Receipts describell in this Agreement up to the full Purchased Amount as the Receipts are
created. Payments made to IGC in respect to the full amount of the Receipts sball be conditioned upon Merchant’s sale of products

 

anApr 18 1701:54p Pamela Hayes 4752353361

ps

and services and the payment by Merchant's customers in the manner provided in Section 1.1. In no event shall the aggregate of all
amounts be deemed as interest hereunder and charged or colected hereunder exceed the highest rate permissible at law, In the event that
acourt determines that 1GC has charged or reecived intefest bereunder in excess of the highest applicable rate, the rate in effect
hereunder shall automancally be reduced to the maximum mte permitted by applicable law and 1GC shall promptly refund to Merchant
any interest reveived by IGC in excess of the maxiowum laful rate, it being intended that Merchant not pay or contract to pay, and
that 1GC not receive or contract to receive. directly ar indjrectly in any manner whetsoever, interest in excess of thal which may be
paid by Merchant under applicable Jaw.
|

110 Power of Attorney. Merchant ievocably appoints 1GC as its agent and atiorney-in-fact with full authority to take any action
©r exceule any instrument or document to settle all obligatibns due to 1GC from Merchant, or in the casc of a violation by Merchant of
this Agreement or tie occurrence of an Event of Default unfler Section 4 hereof by Merchant, including without limitation (i) to obtain
and adjust insurance; ({i) to collect monies dus or to become due under or in respect of any of the Collateral: (iii) to receive. endorse
and collect any checks, notes, drafts, instruments, documents ar chattel paper in connection with clause (i) of clause

Gi) above: (iv) to sign Merchant’s name on any invoice, bil! of lading, or assignment directing customers or account debtors to make
Payment directly to 1GC; (v) w_file any claims or take anyjaction or institute any proceeding which 1GC may deera necessary for the
collection of any of the unpaid Purchased Amount from the| Collateral, or otherwise to enforce its rights with respect to payment of the
Purchased Amount, and/or (vi) to contact any Processor of Merchant and to direct such Processor(s) to make payment directly to 1GC.
of all or any portion of the amounts reacived by such Processgr(s) and to provide any information regarding Merchant requested by 1GC.
Exch Processor may rely on te previous sentence as written tuthorization of Merchant to provide any information requested by IGC ane
tomake payments to 1GC. Each Processor is bereby rs authorized and dizected by Merchant to follow any instruction of

 

 

1GC regarding payment or wansfer of funds, without inquiry as to 1GC%s right ar authority to give such instructions, Merchant
acknowledges the terms of the preceding sentence and agrees not to (j) interfere with 1GC's instructions or a Processor's compliance
with this Agreement ot (ii) request any modification ate IGCs prior written consent.

1.41 Protections Against Default. The following Prot

to Merchart in the event. |
(@) Merchant takes uny action to discourage the use of electronic check processing that are settled through Processor, or perinits any
event to oecur that could have an adverse effect on the use, acceptance, or authorization of checks for the purchase of Mercbant’s
services and products including but not limited to direct deposit of any checks into a bauk accouat without scanning imo the GC
sleetronic eheck processor, (b) Merchant changes its arrangements with Processor in any way thal is adverse to 1GC; (e) Mercham
changes the electronic check processor through which the Receipts are setled from Processor to another electronic check processor, or
permits any event to occur that could cause diversion of aby of Mecchant’s check transactions to another processor, without 1GC's
Prios written consent; (d) Merchant intcrrupis the operation of this business (other than adverse weather, natural disasters or acts of God)
transfers, moves, sclls, disposes, transfers or otherwise cor(veys its business or assels without (j) the express prior written consent of
1GC. and (i) the written agreement of any purchaser or wans(pres to the assumption of all of Merchant's obligations under this Agreement
pursuant to documentation satisfactory to 1GC; or (ec) Mergbant takes any vction, fails to take any action, or offers any incentive
economic or otherwise—the result of which will be to induc any customer or customers to pay for Merchant's services with any means
other than checks that are sciued through Processor. Thest| protections we in addition to any other remedies available to 1GC at law,
in equity or otberwise parsuant to this Agreement,

  

ions 1 through 9 may be invoked by 1GC, immediately and without notice

 

 

Protection 1. The full uncollected Purchase Amount plus all fees due under this Agreement and the attached Security Agreement become
due and payable in full immediately, |

Protection 2. 1GC may enforce the provisions of the Pets Guzranice of Performance against the Guarantor.

Protection 3. Merchant shall, upon oxecution of this Agreement, deliver to 1GC an executed confession of judgment in favor of IGCan
he amount of the Purchase Aniount stated in the Agreement. Upon breach of any provision in this paragraph (Section 1.11), [GC may
enter that confession of judgment as a judgment with the Clefk of the Court and exeenic thereon

Protection 4. 1GC may enforce its security interest in the Collateral identified herein.

  

Protection S. Tre entire Purchase Amount shall become iately refundable to 1GC from Merchant

Protoction 6, 1GC may proceed to protect and coforee its tigins and remed
judgmentagainst Merchent, Merchant shall be liable forall of GCs costs

fees and court costs.

by lnweuit. In any such lawsuit, in which 1GC shail recover
:wsuit, inchading but not limited to all reasonable attomeys"

 

  

Protection 7. Merchant shall. upon execution of this Agreement, deliver to JGC an executed assignment of lease of Mecchant's premises
in favor of 1GC. Upon breach of uny provision in this paraghaph (Section 1.11), 1GC may exercise its rights under such assignment of
lease

Protection 8. 1GC may debit Merchant's depository accourlts wherever situated by means of ACH debit or facsimile signature on a
computer-yenerated check drawn on Merchant's bank accotht or otherwise.

Protection 9. In the event Merchant changes or permits the el jange of the Processor approved by |GC or adds an additional Processor, in
viclation of ths paragraph (Scetion 1.11) sbove, 1GC shall have the tight, without waiving auy of is rights and remedies and without
notice Merchant, to notify the new or additional Processot of the sale of the Receipts hereunder and to direct such new or additional
Processor to make payment directly to 1GC of all or any porgon of the amounts received by such Processor.

| Global Capital as Sexvicing Agent { GLOBAL CAPITAL, LLC] 08-05-2013 INITIALS. ¢ ce
Pages

 

1788.6050626Apr 18 1701 :55p Pamele Hayes

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4752353361 po

112 Protection of Information, Merchant end cach person signing this Agreement on behalf of Merchant and/or as Owner, in
spect of himself or herself personally, authorizes {GC to disclose infonnation concerning Merchants and cach Cwner's credit standing
Gneluding credit bureau reports that 1GC obtains) and business conduct only to agents, affiliates, subsidiaries, and eredit reporting
bureaus. Merchant and each Owner hereby waives to the makimum extent permitted by law any claim for damages against IGC or any
tigation undertaken by or on behalf of IGC as permitted by this Agreement or

d by this Agreement.

 

 
 

of its affiliates relating to any (i) inve
(ii) Disclosure of information as per

413 Confidentiality, Merchant understands and agrees that the terms and conditions of the products and services offered by 1GC,
includicg this Agrecrment and any other 1GC documentatiobs (collectively, “Confidential [nformation”) are proprietary and confidential
information of IGC. Accordingly unless disclosure is required by law or court order, Merchant shall not disclose Confidenti
Tnfermation of 1GC to any person other than an attomey, atcountant, financial advisor or employee of Merchant who needs to know
Such information for the purpose of advising Merchant (“Adyisor"), provided such Advisor uses such information solely for the purpose
of advising Merchant and first agrees in writing to be bound by the terms of this Section 3.13.

Lid Publicity. Merchart and exch Owner only authorizes 1 GC to use its, his or her name in a listing of clients and in advertising and
marketing materials with their express written consent.

 

14S D/B/A’s. Merchant hereby acknowledges and agrees that 1GC may be using “doing business as” or “d/b/a names in
gemection with various matters releting to the wansectibn between iGC and Merchant, including the filing of UCC-1 financing

statements and other notices or filings,

  

  
 

u. REPRESENTATIONS, WARRANTI
Merchant represents warrants and covenants that as of this date and during the term of this Agreenment:

24 Financial Condition and Financial Information| Its bank and financial statements, copies of which have been fumished to
JGC. and future statements which will be fumishod hereafter at the discretion of 1GC, fairly represent the financial condition of Merchant
at such dates, and since those dates there has been no material adverse changes, financial or otherwise, in such condition, operation or
ownership of Merchant, Merchant has a continuing, affirmative obligation to advise 1GC of any material adverse change in its financial

condition, operation or ownership. 1GC may request stattmects at aay time during the performance of this Agreement and the
Merchant shail provide them to 1GC within $ business days, [Merchant's failure to do so is a material breach of this Agreement,

a Governmental Approvals. Merchant is in compliahce and shall comply with ail laws and has valid Permits, authorizations and
licenses to own, operate and lease its properties and to et the business in which it is presently engaged.

23 Authorization. Merchant, and the person(s} signihg this Agreoment on behalf of Merchant, have full power and authority
to incur and perform the obligations under this Agreement| all of which have been duly authorized.

24 Insurance. Merchant will maintain business-interruption insarance naming 1GC as loss payee and additional insured in
‘amounts and against risks as are satisfactory to 1GC und shdll provide 1GC proof nf such insurance upon request.

25 Electronic Check Processing Agreement. Merchant will not change its processor, add tenminals, change its financial

institotion or bank account(s) or take any other action thbt could have any adverse effect upon Merchant's obligations under this
Agreement, without 1GCs prior writteu consent, Any sach change shall be a material breach of this Agreement.

26 Change of Name or Location. Merchant will not bonduct Merchant’s businesses under any name other than as disclosed to

the Processor and GC or change any of its places of busindss.

27 Daily Bateh Out. Merchant will batch out receipts jwith the Processor on a daily basis.

2a Estoppel Certificate. Merchant will at any time, dnd from time to time, upon at least one (1) day's privr notice from 1GC
to Merchant, execute, acknowledge and deliver to IGC andor to any other person, firm or corporation specified by IGC, a statement
certifying thut this Agreement is unmoditied and in full forge and effect {or, if there have been modifications, that the same is in full
force and effect ws mouified and stating the modifications) snd slating the datcs which the Purchased Amount oF any portion thereof

has been repaid,

  

29 No Bankruptey. As of the date of this Agreement, Merchant oes not contemplate and has not filed any petition for bankouptcy
provection under Tile 11 of the United States Code and there has been no involuntary petition brought or pending against Merchant
Merchant further warrants that it does not anticipate filing arly such bankruptcy petition and it does not anticipate tat an involuntary
petition will be fled ageinst it fo tho event thal the Merchast files for bankrupicy protection or is placed under an involuntary fine,
Procections 2 and 3 are immediately invoked. |

210 Working Capital Funding, Merchant shall not eotes into any areangement, agrocment or coramiunent that relates to or involves
the Receipts, whether inthe form of a purchase of, 1 foan against, collateral against or the sale or purchase of credits against, Reccipts
or futuze check sales with any party other than 1GC.

241 Unencumbered Receipts. Merchant bas good, complete and marketabie title to all Reccipts, free and cleer of any and all
Uabilides, liens, claims, changes, restrictions, conditions| options, rights, mortgages, security inleresis, equities, pledges and
sneumibrances of any Kind or nature whatsoever or any cther rights or interests that may be inconsistent with the ei gtions

# Global Capital as Servicing Agent | GLOBAL CAPITAL, LLC | 68-05-2013 mitiacs ||}?

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Pamela Hayes

contemplated with, or adverse to the interests of IGC, |

4752353361 p7

212 Business Purpose, Merchant is a valid business ip good stariding under the laws of the jurisdictions in which it is organized
andor operates, and Merchant is entering into this Agreement for business purposes ead not 25.2 consumer for personal, family or

household purposes

et persan or entity,

243 Default Under Other Contracts, Merchants cen of andor performance under this Agreement will not cause or create

ap event of default by Merchant! under any contract with

i. EVENTS OF DEFAULT AND REMEDIES
34 Eyents of Default. The occurrence of any of thy

foliowing events shall constitute an “Event of Default” hereunder: (a)

Merchant shail violate any term or covenant in this Agreement, (b) Any teptescntation or warrenty by Merchant in this Agreement

shall prove to have been incorrect, filse or misleading i

'Y_mialerial respect when made; {c) Merchant shall admit in writing its

inability to pay its debts, or shall make a general assignment for the benefit of creditors; or any proceeding shall be instituted by or
against Merchant seeking to adjudicate it x bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, or composition
Of i or 38 debts; (d) the sending of uotice of termination by Guarantor, (¢) Merchant shall transport, move, interrupt suspend, dissolve

or terminal business: (f) Merchant shall transfer or sell pil

 

or substantially all of its assets; (h) Merchant shall make or send notice

of any intended bulk sale or transfer by Merchant; (i) Merchant shell use multiple depository accounts without the prior written consent

of 1GC; Gj) Merchant shall change its depositing account wit

cout the prior written consent of 1GC; (k) Merchant shall perform: any act

that reduces the value of any Collaterai granted under this Agreement or (1) Merchant shall default under any of the terms, covenants

and conditions of any other agreement with 1GC or any otbe}
Ine,

32 Remedies. In case any Event of Default occurs a

agreevient between Merchant and 1GC's affiliate, Fast Business Funding,

#8 not waived pursuart to Section 4.4 hereof, 1GC may proceed to protect

and enforce its rights or remedies by suit in equity or by action at law, or both, whether for the specific performance of any covenant,
agreement or other provision contained herein, or to enforck the discharge of Merchant's obligetions hereunder (including the Personal
Guarantee) or any other legal or equitable right or remedy. Allrights, powers and remedies of [GC in connection ‘with this Agreement

may be exercised at any time by 1GC after the occurrence bf

an Event of Default, are cumulative and not exclusive, and sball be in

addition to any other rights, powers or remedies provided by Jaw or equity,

3.3 Costs, Merchant shall pay to 1GC all reasonable joosts associated with (a) a breach by Merchant of the Covenants in this
Agrecment and the enforcement thereof, and (b) the enfordernent of }GC's remedies set forth in Section 3.2 above, including but not

limited to court costs and attomeys’ fees.

34 Required Notifications. Merchant is required to give 1GC writtea notice within 24 hours of any filing under Title 1) of the

United States Code. Merchant is reqnined ta give 160 seven {7
all of the Merchant's assets or stock.

tv. MISCELLANEOUS
|
43 Modifications: Agreements. No modification, a

} days’ written notice prior to the closing of any salouf all vs substantially

endmient, waiver or consent of any provision of this Agreement shall be

effective untess the same shall be in writing and signed by 15C.

02 ont eas Mertbant is prohibited from transferring or assigning this Agreement, or any of its rights or obligations

berennder, without 1GC's prior written consent, which may

With Withheld in its sole discretion. The rights and obligations of 1GC

under this Agreement may be transferred or assigned either hn whole in part st any time to by 1GC without the consent of Merchant,
provided that such transferee or assignee takes such transfer o} assignment subject to the terms and conditions of this Agreement,

43 Notices All nnvines manncie, ennsent, demande
electronic mail to the respective parties to this Agrecment ath

d other communications hercunde: shall be Uclivecd vie U.S, malt or
the addresses set forth in this Agreement.

44 Waiver Remedies. No failure on the part of 1GC to exercise, and no delay in exercising, any Tight under this Agreement chal
operate asa waiver thereof, nor shall any single or partial exertise of any! fight under this Agreement preclude any ther or further exercice

thereof or the exercise of any other right The remedies provi
by law or equity.

4s Binding Effeet; Governing Law, Vere and Juris

merchant, 1GC and their respective successors and assigns,
or any interest herein without the prior
the rights to assign this Agreement with or without prior writte

 

  
   

 

led hereunder are cumulative and not exclusive of any remedies provided

liction. This Agreement shail be binding upon and inure to the benefit of
cept that Merctiot shall not have the right.o atcige ile rights hereunder

ritten consent of 1GC which consent way be withheld in 1G(7 sala dicremtion 1GC reserven

im accordance with the lews of the State of Fiorida, without regards wo any applicable principals of conflicts of ew Any suit, action or
Proceeding arising hereunder, or the interpretation, performance or breach hereof, shall, if 1GC so slects, be instituted in in the Crean

is convenient to it, and submits to the jurisdiction of the Acct

Cour of the 177 Judicial Ciscuit, in, und for Broward i

the “Acceptable Forum”). Merchant agrees that the Acceptable Forums
ble Forums and waives any and all objections to jurisdiction or venue

 

Shonld stich proceeding be initiated in ony other forum, Merchant waives aly siylt w uppuse uty snotton or application made by 1G

to transfer such proveeding to an Acceptahle: Fanim

1 Globsl Capital as Servicing Agent (GLOBAL.

7es.cosmcar46r 1

“APITAL, LLC | 08-06-2013
Page?46 jurvival of Ri jon, et, All epreseriations, warrantied and covenants herein shall survive the exeoution and delivery
of tiie Agrooment and shall continue in full forcs until oll ubligativs under dis Aweeuent shall buve Deen sausMed fn tai ana mis
Agreement shal! have termina:ed

4.7 Severability. tn case any of the provisions in this Agreement & found to be invalid, illegal or unenforceable in any respec,
the validity, legality and enforceability of any other provision contained herein shall not in any way be affected or impaired.

48 Entire Agreement. Any provision ercof prohibited by law shall be ineffective only to the extent of such prohibition without
‘ayalidating the rememung provisions hereot, This Agreement and Secdrity Agreement hereto embody the entire agreement heween
‘Merchant and 1GC and supersede all prior agreements and understandings relating to the sobject matter hereof.

49 JURY TRIAL WAIVER. THE PARTIES HERETO WAIVE TRIAL BY JURY IN ANY COURT IN ANY SUIT, ACTION
OR PROCEEDING ON ANY MATTER ARISING IN CONNECTION WITH OR IN ANY WAY RELATED TO THE
TRANSACTIONS OF WHICH THIS AGRFEMENT IS A PART OP ENFORCEMENT HEREOF. TUE PARTICE UERETO
ACKNOWLEDGE THAT EACH MAKES THIS WAIVER KNOWINGLY, WILLINGLY AND VOLUNTARILY AND WITHOUT
DUIRESS, ANT) ONLY AFTER GXTENS{VE CONSIDERATION OF THE RAMITICATIONS OF TIUS WAIVER WITH THEN
ATTORNENS.

|
440 CLASS ACTION WAIVER. THE PARTIES HERETO WAIVE ANY RIGHT TO ASSERT ANY CLAIMS AGAINST THE
OTHER PARTY 43 A REPRESENTATIVE OR MEMBER BY ANY CLASS UR KEPKESENIATIVE ACLIUN, EXCEPT

WHERE SUCH WAIVER IS PROHIBITED BY LAW

AGAD PUBLIC POLICY. TO THE EXTENT EITHER PARTY] 1S PERMITTED BY LAW OR COURT OF LAW TO
PROCEED WITH A CLASS OR REPRESENTS TIVE ACTION AGAINST THE OTHER, THE PARTIES HEREBY AGREE THAT:
(t) THE PREVAILING PARTY SHALL NOT BE ENTITLED TO RECOVER ATTORNEYS’ FEES OR COSTS ASSOCIATED
WITH PURSUING THE CLASS OR REPRESENTATIVE ACTION (NQT WITHSTANDING ANY OTHER PROVISION IN THIS
AGREEMENT): AND (2) THE PARTY WHO INITIATES OR PARTICIPATES AS A MEMBER OF THE CLASS WILL NOT
SUBMIT A CLAIM OR OTHERWISE PARTICIPATE IN ANY [RECOVERY SECURED THROUGH THE CLASS OR
REPRESENTATIVE ACTION,

 

41 Facsimile Acceptanee. Facsimile signatures shall be deemed astpble for all purposes.

IRITY AGRIPMUNT AND OITAR STW, SHATT MAVE THE MBANING SBT FORTH IN THE

  

      

 

 

7 Ay ye =}
OA tues Ourud 7
vy at MA — Sign Here
é Been and Title)
ssi AS \ _ Driver's License Number
MERCHANT #2 {REQUIRED IF CO-OWNERSHIP] |
'
By_ a PELE = Sion Here
(Print Name and Title) ! (Signature) ign Here
SS# Ee Driver's License Number __

 

   

OWNER/GUARANTOR #1 [REQUIRED]

“Iehy wha, Hees Cue

   

Sign Here

     

 

 

 

 

 

   

(Print Name and Title) ~~ (Signature) Sign Here
SS#_0 river's License Number + EEE snes
i
!
1 Globsl Cepital as Servicing Agent ' GLOBAL CAPITAL, LLC | 08-06-2013 INITIALS. D 7
Pag: 8
rrpeaesonnnesn +

yd leeesees/p sakey Bjewed 9g¢:20 2) BLudyApr 18 1701:57p Pamela Hayes 4752353361 po

AUTHORIZED SERVICING AGENT - I Global Capital LLC

| understand that] Global Capital LLC is the Authorized Servicing Agent of 1 Global Capital, LLC for this contract providing
administrative, bookkesping, reporting and support services for 1 Global Capital, LLC and the Merchant. 1 Global Capital LLC is
affiliated or owned by 1 Global Capital, LLC and is acting as independent agent for services including, but not limited to
background checks. credit checks, general under = review, filing UCC-] security interests, cash management, account

 

reporting aad remit capture. 1 Global Capit! LLC may atjts sole discretion participate in this facility by providing a small portion
Of the funds for this transaction directly to 1 Global Capital LLC. | Global Capital LLC is not a credit card processor, ar in the
business of processing credit cards, hereby acknewledges that in no event will | Global Capital LLC be liable for any claims made
against | Global Capital, LLC or the Processor under anylleyal theory for lost profits, lost revenues, lost business oppormmnity,
exemplary, punitive, special, incidental, indirect or chnsequentiel damages. cack of which is waived by the Merchant
and OvwneriGuarantor. As such, Merchant hereby authorizes 1 Global Capital LLC as the appointed Merchant Agreement
servicing agent for ! Globai Capital, LLC to initiate ACH Debits (Withdrawals) from the Mercbant bank account indicated within
this Merchant Agrecment for the payment of the Purchas¢ Price as disclosed herein as it becomes due and payable under the texms
of the Merchant Agreement. Furthermore, Mercbani represents and warrants that itis the owner of the bank account provided
herein or has the fall authority to grant this authorization. [f there are any questions in regard to an electranic debit (withdrawal)
from this eccount, you may contact us at {-888-374-3150 benween the hours of Sam and 7pm (EST) Monday through Friday,

 

1 Gicbel Copital as Servicing Agent | GLOBAL CAPITAL, LLC | 04-06-2013 INITIALS. {

Pape 9
1708.00s0026621.1Apr 18 17 02:00p Pamela Hayes

“GLYBAL
CAPITAL

FINANCIAL SoRUICES

1250 E. Hallandale Beach Bivd., Suite #409
Hallandale Beach, Florida 33009
Toll Free: 888.374.3150

Terms of Use

Your wireless carrier's standard messaging rates
sny content, however, downloadable content may
wireless carrier for information about your messagi
account that are outside of our control. All charoes

You represent that you are the owner, or authorized
are authorized to approve the applicable charges

We will send you messages periocrepliy, anc only
process f