Preview
FILED: WARREN COUNTY CLERK 09/02/2021 12:16 PM INDEX NO. EF2021-69437
NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 09/02/2021
SUPREME COURT OF THE STATE OF NEW YORK Index No.
COUNTY OF WARREN . Date of Purchase:
------------------------------------- -----------------X Plaintiff designates
ARCARIUS LLC D/B/A EXPRESS BUSINESS CAPITAL, WARREN COUNTY as
the place of trial
Plaintiff, SUMMONS
-against-
Plaintiff resides at:
THE ALAN CO. GROUP LLC D/B/A ALAN GROUP; 1225 Franklin Avenue, Suite 325
GEORGE ALAN COLLINS, individually; and Garden City, New York 11530
JACQUELINE A. AKERS, individually, .
The basis of venue is:
Defendants. CPLR § 509
____________________________________________________ X
To the above named Defendant(s): .
You are hereby Summoned to answer the complaint in this action and to serve a copy of
your answer, or if the complaint is not served with this summons, to serve a notice of
appearance, on the Plaintiff s Attorney within twenty (20) days after the service of this summons,
exclusive of the day of service (or within thirty (30) days after service is complete if this
summons is not personally delivered to you within the State of New York); and in case of your
failure to appear or answer, judgment will be taken against you by default for the relief
demanded herein.
Dated: New York, New York
September 1, 2021 RHETT A. FRIMET, P.C.
Rhett A. F et
Attorney or aintiff
Defendants'
Addresses: 10 East 40th Street, 46th Floor
THE ALAN CO. GROUP LLC D/B/A New York, New York 10016
ALAN GROUP Tel.: (212) 290-2247
2450 Freedom Parkway, Suite 211
Cumming, Georgia 30041
GEORGE ALAN COLLINS
1685 Oak Farm Road, Apt. 6111
Alpharetta, Georgia 55435
JACQUELINE A. AKERS
3374 Sardis Bend Drive
Buford, Georgia 30519
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SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF WARREN
------- X
ARCARIUS LLC D/B/A EXPRESS BUSINESS CAPITAL, Index No.
Plaintiff,
-against- COMPLAINT
THE ALAN CO. GROUP LLC D/B/A ALAN GROUP;
GEORGE ALAN COLLINS, individually; and
JACQUELINE A. AKERS, individually,
Defendants.
-------- ----------------------------------X
"Plaintiff"
Plaintiff, Arcarius d/b/a Express Business Capital (hereinafter
or "Buyer"), by Rhett A. Frimet, P.C., its attorney, complaining of the Defendants, The
Group"
Alan Go. Group LLC d/b/a Alan Group (hereinafter "Alan or "Seller") and
George Alan Collins, individually ("Collins") and Jacqueline A. Akers, individually
("Akers") (collectively "Guarantors") respectfully alleges:
PRELIMINARY STATEMENT
1. By this action, Plaintiff seeks to recover not less than $ 189,266.68 plus
costs and attorney's fees, based upon Seller's default of itspayment obligations under a
certain Agreement for the Purchase and Sale of Future Receipts, effective as of July 8,
2021 (the "Agreement"). Pursuant to the Agreement, Alan Group sold $130,000.00 of
future receivables (the "Purchased Amount") to Plaintiff for $ 191,650.00 (the "Purchase
Price"). Guarantors guaranteed Alan Group's obligations under the Agreement.
2. Plaintiff, Arcarius LLC is a limited liability company duly organized and
existing under and by virtue of the State of Delaware and is authorized to do business
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under and by virtue of the laws of the State of New York, and was and is still doing
business under the name Express Business Capital.
3. Upon information and belief, Defendant, The Alan Go. LLC is a
Group
limited liability coñrpañy duly organized and existing under and by virtue of the laws of
the State of Georgia and was and still is doing business under the name Alan Group.
4. Upon information and belief, Collins and Akers are both residents of the
State of Georgia and owners of Alan Group and a guarantor of Alan Group's obligations
under the Agreement.
JURISDICTION AND VENUE
5. This Court has jurisdiction over Defendants pursuant to CPLR § 302.
6. Additionally, Defendants agreed to be sued in this Court, and consented to
this Court's exercise of personal jurisdiction over them in the Agreement. Indeed,
paragraph 21 of the Agreement states:
This Agreement shall be governed by and construed in accordance with the
laws of the state of New York, without regards to any applicable principals of
conflicts of law. Seller understands and agrees that (i) Buyer is located in New
York, (ii) Buyer makes all decisions from Buyer's office in New York, (iii)the
Agreement is made in New York (that is, no binding contract will be formed until
Buyer receives and accepts Seller's signed Agreement in New York), and (iv)
Seller's payments are not accepted until received by Buyer in New York. Except
as provided in Section 30 of this Agreement, any suit, action or proceeding arising
hereunder, or the interpretation, performance or breach of this Agreement, shall, if
Buyer so elects, be instituted in any Court sitting in, New York (the "Acceptable
Forum"). Seller agrees that the Acceptable Forum is convenient to it and submits
to the jurisdiction of the Acceptable Forum and waives any and all objections to
jurisdiction or venue. Should such proceeding be initiated in any other forum,
Seller waives any right to oppose any motion or application made by Buyer to
transfer such proceeding to an Acceptable Forum.
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STATEMENT OF FACTS
A. The Agreement and Guaranty
7. Pursuant to the Agreement, Seller "sells, assigns and transfers to Express
43rd 7s
Business Capital, located at East Floor, New York, New York 10017 ('Buyer'),
without recourse, the Purchased Amount by delivering the Specified Percentage of the
Receipts')."
proceeds of each future sale made by Seller (collectively 'Future
8. Pursuant to the Agreement, Seller agreed to pay Buyer the initial daily
amount of $ 868.64, which represents a percentage of Seller's average specified receipts,
Sales"
as represented by Seller's representation that its "Average Monthly equaled
$ 108,212.41. Pursuant to paragraph 3 of the Agreement, however, "Upon the occurrence
Receipts."
of an Event of Default, the...Amount shall equal 100% of all Future
9. The Agreemeñt, moreover, makes clear, with emphasis in the original, that
LOAN."
itis "NOT A More specifically, paragraph 4 of the Agreement states:
Non-Recourse Sale of Future Receipts (THIS IS NOT A LOAN).
Seller is selling a portion of a future revenue stream to Buyer at a discount, not
borrowing money from Buyer. There is no interest rate or payment schedule and
no time period during which the Purchased Amount must be collected by Buyer.
If Future Receipts are remitted more slowly than Buyer may have anticipated or
projected because Seller's business has slowed down, or if the full Purchased
Amount is never remitted because Seller's business went bankrupt or otherwise
ceased operations in the ordinary course of business, and Seller has not breached
this Agreement, Seller would not owe anything to Buyer and would not be in
breach of or default under this Agreement. Buyer is buying the Purchased
Amount of Future Receipts knowing the risks that Seller's business may slow
down or fail, and Buyer assumes these risks based on Seller's representations,
warranties and covenants in this Agrêêment that are designed to give Buyer a
reasonable and fair opportunity to receive the benefit of its bargain. By this
Agreemeñt, Seller transfers to Buyer full and complete ownership of the
Purchased Amount of Future Receipts and Seller retains no legal or equitable
interest therein. Seller agrees that itwill treat the Purchase Price and Purchased
Amount in a manner consistent with a sale in its accounting records and tax
returns. Seller agrees that Buyer is entitled to audit Seller's accounting records
upon reasonable Notice in order to verify compliance. Seller waives any rights of
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privacy, confidentiality or taxpayer privilege in any such litigation or arbitration
in which Seller asserts that this transaction is other than a sale of future
anything
receipts.
10. Further, the Agreement expressly allows the Seller to request changes to
the payment Amount to better reflect its actual monthly sales, as opposed to the average
monthly sales reflected on page 1 of the Agreement. As paragraph 2 of the Agreement
states:
Seller May Request Changes to the Daily Amount (IMPORTANT
PROTECTION FOR SELLER). The initial Daily Amount is intended to
represent the Specified Percentage of Seller's daily Future Receipts. For as long
as no Event of Default has occurred, once in each calendar month, Seller may
request that Buyer adjust the Daily Amount to more closely reflect the Seller's
actual Future Receipts times the Specified Percentage. Seller agrees to provide
Buyer any information requested by Buyer to assist in this reconciliation. Upon
reasonable verification of such information, Buyer shall adjust the Daily Amount
on a going-forward basis to more closely reflect the Seller's actual Future
Receipts times the Specified Percentage. Buyer will give Seller notice five
business days prior to any such adjustment. After each adjustment made pursuant
to this paragraph, the new dollar amount shall be deemed the Daily Amount until
any subsequent adjustment. Buyer may request updated information from time to
time to determine whether the Daily Amount should be subsequently adjusted to
more closely reflect the Seller's actual Future Receipts times the Specified
Percentage.
Collins' Akers'
11. Exhibit A to the Agreement is and "Personal Guaranty of
Performance"
(the "Guaranty"), in which, inter alia, "Guarantor hereby irrevocably,
absolutely and unconditionally guarantees to Buyer prompt and complete performance of
Agreement."
all of Seller's obligations under the Purchase Agreement, Exhibit A, ¶ 2.
As set forth in the Agreement, "[t]he Personal Guaranty of Performance by Guarantor(s)
'A' herein."
is attached hereto as Exhibit and fully incorporated
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B. Buyer Provides The Purchase Price;
Seller Ultimately Defaults On Its Payment Obligations
12. Buyer delivered the Purchase Price less the $ 5,200.00 origination fee and
the $ 10.00 transfer fee pursuant to the Agreement on or about July 8, 2021.
13. After receiving the Purchase Price from Buyer, Seller made total payments
of $ 7,383.32. Thereafter, Seller stopped making payments on or about July 20, 2021,
and had over 10 insufficient funds transactions (hereinafter "NSF's") without notice.
14. Under paragraph 16 of the Agreement, titled Events of Defaults, the 10 or
more NSF's without notice constitute a default. Therefore, there is also a $ 5,000.00
default charge as set forth on Appendix A to the Agreement.
15. Seller stopped making payments to Buyer.
16. Seller, moreover, never requested a reconciliation pursuant to paragraph 2
of the Agreement.
17. Guarantors have not made any payments.
18. Seller's failure to make required payments constitute Events of Default
under paragraph 16 of the Agreement. As a result, paragraph 17 of the Agreemeñt
expressly provides, inter alia, that the "full uncollected Purchased Amount plus all fees
and charges (including legal fees) due under this Agreemeñt will become due and
immediately"
payable in full (Agreement, ¶ 17.1) and "Buyer may enforce the provisions
Owner."
of the Personal Guaranty of Performance against each Agreement, ¶ 17.2.
19. Paragraph 17.6 of the Agreement, moreover, states that "Seller shall pay to
Buyer all reasonable costs associated with the Event of Default and the enforcement of
attorneys' fees."
Buyer's remedies, including but not limited to court costs and
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20. As a result of Seller's default, itowes Buyer the outstanding amount of the
Purchased Amount, plus Buyer's attorney's fees and costs incurred in enforcing its rights
under the Agreement.
21. As a result of Seller's non-payment of amounts due under the Agreemeñt,
Seller and Guarantors owe Plaintiff not less than $ 189,266.68 plus costs and attorney's
fees.
CAUSES OF ACTION
FIRST CAUSE OF ACTION
(As Against Seller and Guarantors -- Breach of Contract)
22. Plaintiff repeats and realleges each and every allegation contained in
"1" "21"
paragraphs through above as though fully set forth herein.
23. The Agreement is valid, binding and enforceable.
24. Plaintiff has performed allof itsobligations under the Agreement.
25. Seller breached the Agreement by failing to make required payments.
26. Guarantors have breached the Agreement and the Guaranty by, inter alia,
failing to make the payments required by the Agreement.
27. As a result of the foregoing, Plaintiff has been damaged in an amount to
be determined at trial,but in no event less than $ 189,266.68.
SECOND CAUSE OF ACTION
(As Against Seller and Guarantor -- Attorney's Fees)
28. Plaintiff repeats and realleges each and every allegation contained in
"1" "27"
paragraphs through above as though fully set forth herein.
29. The Agreement is valid, binding and enforceable.
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30. Plaintiff has performed all of its obligations under the Agreement.
31. Paragraph 17.3 of the Agreement provides:
Buyer may proceed to protect and enforce its rights and remedies
by lawsuit. In the event that Buyer recovers a judgment against
Seller in any such lawsuit, Seller shall be liable for all of Buyer's
costs of the lawsuit, including, without limitation, Buyer's
attorneys'
reasonable fees, court costs and expenses.
32. Paragraph 17.6 of the Guaranty of Agreement provides:
Seller shall pay to Buyer all reasonable costs associated with the
Event of Default and the enforcement of Buyer's remedies,
attorneys'
including but not limited to court costs and fees.
33. As a result of the foregoing, Plaintiff has been damaged in an amount to
be determined at trial.
CONCLUSION
WHEREFORE, Plaintiff demands judgment awarding it monetary damages,
attorney's fees, costs and disbursements and such other and further relief as the Court
may deem just and proper.
Dated: New York, New York
September 1, 2021
Yours, etc.,
RIMET, P. .
Rhett½. Fn et
Attorney fer-Plaintiff
Office & P.O. Address
10 East 40th Street, 46th Floor
New York, New York 10016
Tel.: (212) 290-2247
7
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Preview
FILED: WARREN COUNTY CLERK 09/02/2021 12:16 PM INDEX NO. EF2021-69437 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 09/02/2021 SUPREME COURT OF THE STATE OF NEW YORK Index No. COUNTY OF WARREN . Date of Purchase: ------------------------------------- -----------------X Plaintiff designates ARCARIUS LLC D/B/A EXPRESS BUSINESS CAPITAL, WARREN COUNTY as the place of trial Plaintiff, SUMMONS -against- Plaintiff resides at: THE ALAN CO. GROUP LLC D/B/A ALAN GROUP; 1225 Franklin Avenue, Suite 325 GEORGE ALAN COLLINS, individually; and Garden City, New York 11530 JACQUELINE A. AKERS, individually, . The basis of venue is: Defendants. CPLR § 509 ____________________________________________________ X To the above named Defendant(s): . You are hereby Summoned to answer the complaint in this action and to serve a copy of your answer, or if the complaint is not served with this summons, to serve a notice of appearance, on the Plaintiff s Attorney within twenty (20) days after the service of this summons, exclusive of the day of service (or within thirty (30) days after service is complete if this summons is not personally delivered to you within the State of New York); and in case of your failure to appear or answer, judgment will be taken against you by default for the relief demanded herein. Dated: New York, New York September 1, 2021 RHETT A. FRIMET, P.C. Rhett A. F et Attorney or aintiff Defendants' Addresses: 10 East 40th Street, 46th Floor THE ALAN CO. GROUP LLC D/B/A New York, New York 10016 ALAN GROUP Tel.: (212) 290-2247 2450 Freedom Parkway, Suite 211 Cumming, Georgia 30041 GEORGE ALAN COLLINS 1685 Oak Farm Road, Apt. 6111 Alpharetta, Georgia 55435 JACQUELINE A. AKERS 3374 Sardis Bend Drive Buford, Georgia 30519 1 of 8 FILED: WARREN COUNTY CLERK 09/02/2021 12:16 PM INDEX NO. EF2021-69437 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 09/02/2021 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF WARREN ------- X ARCARIUS LLC D/B/A EXPRESS BUSINESS CAPITAL, Index No. Plaintiff, -against- COMPLAINT THE ALAN CO. GROUP LLC D/B/A ALAN GROUP; GEORGE ALAN COLLINS, individually; and JACQUELINE A. AKERS, individually, Defendants. -------- ----------------------------------X "Plaintiff" Plaintiff, Arcarius d/b/a Express Business Capital (hereinafter or "Buyer"), by Rhett A. Frimet, P.C., its attorney, complaining of the Defendants, The Group" Alan Go. Group LLC d/b/a Alan Group (hereinafter "Alan or "Seller") and George Alan Collins, individually ("Collins") and Jacqueline A. Akers, individually ("Akers") (collectively "Guarantors") respectfully alleges: PRELIMINARY STATEMENT 1. By this action, Plaintiff seeks to recover not less than $ 189,266.68 plus costs and attorney's fees, based upon Seller's default of itspayment obligations under a certain Agreement for the Purchase and Sale of Future Receipts, effective as of July 8, 2021 (the "Agreement"). Pursuant to the Agreement, Alan Group sold $130,000.00 of future receivables (the "Purchased Amount") to Plaintiff for $ 191,650.00 (the "Purchase Price"). Guarantors guaranteed Alan Group's obligations under the Agreement. 2. Plaintiff, Arcarius LLC is a limited liability company duly organized and existing under and by virtue of the State of Delaware and is authorized to do business 2 of 8 FILED: WARREN COUNTY CLERK 09/02/2021 12:16 PM INDEX NO. EF2021-69437 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 09/02/2021 under and by virtue of the laws of the State of New York, and was and is still doing business under the name Express Business Capital. 3. Upon information and belief, Defendant, The Alan Go. LLC is a Group limited liability coñrpañy duly organized and existing under and by virtue of the laws of the State of Georgia and was and still is doing business under the name Alan Group. 4. Upon information and belief, Collins and Akers are both residents of the State of Georgia and owners of Alan Group and a guarantor of Alan Group's obligations under the Agreement. JURISDICTION AND VENUE 5. This Court has jurisdiction over Defendants pursuant to CPLR § 302. 6. Additionally, Defendants agreed to be sued in this Court, and consented to this Court's exercise of personal jurisdiction over them in the Agreement. Indeed, paragraph 21 of the Agreement states: This Agreement shall be governed by and construed in accordance with the laws of the state of New York, without regards to any applicable principals of conflicts of law. Seller understands and agrees that (i) Buyer is located in New York, (ii) Buyer makes all decisions from Buyer's office in New York, (iii)the Agreement is made in New York (that is, no binding contract will be formed until Buyer receives and accepts Seller's signed Agreement in New York), and (iv) Seller's payments are not accepted until received by Buyer in New York. Except as provided in Section 30 of this Agreement, any suit, action or proceeding arising hereunder, or the interpretation, performance or breach of this Agreement, shall, if Buyer so elects, be instituted in any Court sitting in, New York (the "Acceptable Forum"). Seller agrees that the Acceptable Forum is convenient to it and submits to the jurisdiction of the Acceptable Forum and waives any and all objections to jurisdiction or venue. Should such proceeding be initiated in any other forum, Seller waives any right to oppose any motion or application made by Buyer to transfer such proceeding to an Acceptable Forum. 2 3 of 8 FILED: WARREN COUNTY CLERK 09/02/2021 12:16 PM INDEX NO. EF2021-69437 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 09/02/2021 STATEMENT OF FACTS A. The Agreement and Guaranty 7. Pursuant to the Agreement, Seller "sells, assigns and transfers to Express 43rd 7s Business Capital, located at East Floor, New York, New York 10017 ('Buyer'), without recourse, the Purchased Amount by delivering the Specified Percentage of the Receipts')." proceeds of each future sale made by Seller (collectively 'Future 8. Pursuant to the Agreement, Seller agreed to pay Buyer the initial daily amount of $ 868.64, which represents a percentage of Seller's average specified receipts, Sales" as represented by Seller's representation that its "Average Monthly equaled $ 108,212.41. Pursuant to paragraph 3 of the Agreement, however, "Upon the occurrence Receipts." of an Event of Default, the...Amount shall equal 100% of all Future 9. The Agreemeñt, moreover, makes clear, with emphasis in the original, that LOAN." itis "NOT A More specifically, paragraph 4 of the Agreement states: Non-Recourse Sale of Future Receipts (THIS IS NOT A LOAN). Seller is selling a portion of a future revenue stream to Buyer at a discount, not borrowing money from Buyer. There is no interest rate or payment schedule and no time period during which the Purchased Amount must be collected by Buyer. If Future Receipts are remitted more slowly than Buyer may have anticipated or projected because Seller's business has slowed down, or if the full Purchased Amount is never remitted because Seller's business went bankrupt or otherwise ceased operations in the ordinary course of business, and Seller has not breached this Agreement, Seller would not owe anything to Buyer and would not be in breach of or default under this Agreement. Buyer is buying the Purchased Amount of Future Receipts knowing the risks that Seller's business may slow down or fail, and Buyer assumes these risks based on Seller's representations, warranties and covenants in this Agrêêment that are designed to give Buyer a reasonable and fair opportunity to receive the benefit of its bargain. By this Agreemeñt, Seller transfers to Buyer full and complete ownership of the Purchased Amount of Future Receipts and Seller retains no legal or equitable interest therein. Seller agrees that itwill treat the Purchase Price and Purchased Amount in a manner consistent with a sale in its accounting records and tax returns. Seller agrees that Buyer is entitled to audit Seller's accounting records upon reasonable Notice in order to verify compliance. Seller waives any rights of 3 4 of 8 FILED: WARREN COUNTY CLERK 09/02/2021 12:16 PM INDEX NO. EF2021-69437 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 09/02/2021 privacy, confidentiality or taxpayer privilege in any such litigation or arbitration in which Seller asserts that this transaction is other than a sale of future anything receipts. 10. Further, the Agreement expressly allows the Seller to request changes to the payment Amount to better reflect its actual monthly sales, as opposed to the average monthly sales reflected on page 1 of the Agreement. As paragraph 2 of the Agreement states: Seller May Request Changes to the Daily Amount (IMPORTANT PROTECTION FOR SELLER). The initial Daily Amount is intended to represent the Specified Percentage of Seller's daily Future Receipts. For as long as no Event of Default has occurred, once in each calendar month, Seller may request that Buyer adjust the Daily Amount to more closely reflect the Seller's actual Future Receipts times the Specified Percentage. Seller agrees to provide Buyer any information requested by Buyer to assist in this reconciliation. Upon reasonable verification of such information, Buyer shall adjust the Daily Amount on a going-forward basis to more closely reflect the Seller's actual Future Receipts times the Specified Percentage. Buyer will give Seller notice five business days prior to any such adjustment. After each adjustment made pursuant to this paragraph, the new dollar amount shall be deemed the Daily Amount until any subsequent adjustment. Buyer may request updated information from time to time to determine whether the Daily Amount should be subsequently adjusted to more closely reflect the Seller's actual Future Receipts times the Specified Percentage. Collins' Akers' 11. Exhibit A to the Agreement is and "Personal Guaranty of Performance" (the "Guaranty"), in which, inter alia, "Guarantor hereby irrevocably, absolutely and unconditionally guarantees to Buyer prompt and complete performance of Agreement." all of Seller's obligations under the Purchase Agreement, Exhibit A, ¶ 2. As set forth in the Agreement, "[t]he Personal Guaranty of Performance by Guarantor(s) 'A' herein." is attached hereto as Exhibit and fully incorporated 4 5 of 8 FILED: WARREN COUNTY CLERK 09/02/2021 12:16 PM INDEX NO. EF2021-69437 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 09/02/2021 B. Buyer Provides The Purchase Price; Seller Ultimately Defaults On Its Payment Obligations 12. Buyer delivered the Purchase Price less the $ 5,200.00 origination fee and the $ 10.00 transfer fee pursuant to the Agreement on or about July 8, 2021. 13. After receiving the Purchase Price from Buyer, Seller made total payments of $ 7,383.32. Thereafter, Seller stopped making payments on or about July 20, 2021, and had over 10 insufficient funds transactions (hereinafter "NSF's") without notice. 14. Under paragraph 16 of the Agreement, titled Events of Defaults, the 10 or more NSF's without notice constitute a default. Therefore, there is also a $ 5,000.00 default charge as set forth on Appendix A to the Agreement. 15. Seller stopped making payments to Buyer. 16. Seller, moreover, never requested a reconciliation pursuant to paragraph 2 of the Agreement. 17. Guarantors have not made any payments. 18. Seller's failure to make required payments constitute Events of Default under paragraph 16 of the Agreement. As a result, paragraph 17 of the Agreemeñt expressly provides, inter alia, that the "full uncollected Purchased Amount plus all fees and charges (including legal fees) due under this Agreemeñt will become due and immediately" payable in full (Agreement, ¶ 17.1) and "Buyer may enforce the provisions Owner." of the Personal Guaranty of Performance against each Agreement, ¶ 17.2. 19. Paragraph 17.6 of the Agreement, moreover, states that "Seller shall pay to Buyer all reasonable costs associated with the Event of Default and the enforcement of attorneys' fees." Buyer's remedies, including but not limited to court costs and 5 6 of 8 FILED: WARREN COUNTY CLERK 09/02/2021 12:16 PM INDEX NO. EF2021-69437 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 09/02/2021 20. As a result of Seller's default, itowes Buyer the outstanding amount of the Purchased Amount, plus Buyer's attorney's fees and costs incurred in enforcing its rights under the Agreement. 21. As a result of Seller's non-payment of amounts due under the Agreemeñt, Seller and Guarantors owe Plaintiff not less than $ 189,266.68 plus costs and attorney's fees. CAUSES OF ACTION FIRST CAUSE OF ACTION (As Against Seller and Guarantors -- Breach of Contract) 22. Plaintiff repeats and realleges each and every allegation contained in "1" "21" paragraphs through above as though fully set forth herein. 23. The Agreement is valid, binding and enforceable. 24. Plaintiff has performed allof itsobligations under the Agreement. 25. Seller breached the Agreement by failing to make required payments. 26. Guarantors have breached the Agreement and the Guaranty by, inter alia, failing to make the payments required by the Agreement. 27. As a result of the foregoing, Plaintiff has been damaged in an amount to be determined at trial,but in no event less than $ 189,266.68. SECOND CAUSE OF ACTION (As Against Seller and Guarantor -- Attorney's Fees) 28. Plaintiff repeats and realleges each and every allegation contained in "1" "27" paragraphs through above as though fully set forth herein. 29. The Agreement is valid, binding and enforceable. 6 7 of 8 FILED: WARREN COUNTY CLERK 09/02/2021 12:16 PM INDEX NO. EF2021-69437 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 09/02/2021 30. Plaintiff has performed all of its obligations under the Agreement. 31. Paragraph 17.3 of the Agreement provides: Buyer may proceed to protect and enforce its rights and remedies by lawsuit. In the event that Buyer recovers a judgment against Seller in any such lawsuit, Seller shall be liable for all of Buyer's costs of the lawsuit, including, without limitation, Buyer's attorneys' reasonable fees, court costs and expenses. 32. Paragraph 17.6 of the Guaranty of Agreement provides: Seller shall pay to Buyer all reasonable costs associated with the Event of Default and the enforcement of Buyer's remedies, attorneys' including but not limited to court costs and fees. 33. As a result of the foregoing, Plaintiff has been damaged in an amount to be determined at trial. CONCLUSION WHEREFORE, Plaintiff demands judgment awarding it monetary damages, attorney's fees, costs and disbursements and such other and further relief as the Court may deem just and proper. Dated: New York, New York September 1, 2021 Yours, etc., RIMET, P. . Rhett½. Fn et Attorney fer-Plaintiff Office & P.O. Address 10 East 40th Street, 46th Floor New York, New York 10016 Tel.: (212) 290-2247 7 8 of 8