Preview
FILED: NASSAU COUNTY CLERK 08/24/2020 03:27 PM INDEX NO. 605409/2020
NYSCEF DOC. NO. 76 RECEIVED NYSCEF: 08/24/2020
EXHIBIT A
FILED: NASSAU COUNTY CLERK 08/24/2020 03:27 PM INDEX NO. 605409/2020
NYSCEF DOC. NO. 76 RECEIVED NYSCEF: 08/24/2020
SUPREME COURT OF THE STATE OF NEW YORK
COUNTYOF NASSAU
-TALIS HEALTHCARE, LLC,
Plaintiffs, INDEX NO. 605409/2020
-against-
TEXIENNE PHYSICIANS MEDICAL
ASSOCIATION, PLLC, ASIT CHOKSI,
M.D.
Defendants.
AFFIDAVIT OF ASIT CHOKSI, M.D.
IN FURTHER SUPPORT OF ORDER TO SHOW CAUSE AND TEMPORARY
RESTRAINING ORDER
STATE OF TEXAS )
) ss.:
COUNTY OF MONTGOMERY )
Asit Choksi, M.D., being duly sworn, deposes and states:
My name is Dr. Asit Choksi. My date of birth is May 26, 1957. My address is 46 South
Windsail Place, The Woodlands, Texas 77381. I am of sound mind, and I have personal
knowledge of the facts set forth in this Affidavit.
I declare under penalty of perjury that the following is true and correct and within my
personal knowledge.
1. My name is Asit Choksi, M.D. I am over 18 years of age, and I am fully competent to
make this affidavit. I certify under penalty of perjury that the facts stated in this
affidavit are true and correct and are based on my personal knowledge.
Talis'
2. TPMA denies allegations regarding termination ofthat certain Management
Services Agreement, dated August 19, 2019, as amended by the First Amendment to
Talis'
Management Services Agreement, dated January 23, 2020 (the "MSA").
mismanagement and lack of management was a material breach of the MSA and the
1
FILED: NASSAU COUNTY CLERK 08/24/2020 03:27 PM INDEX NO. 605409/2020
NYSCEF DOC. NO. 76 RECEIVED NYSCEF: 08/24/2020
reason TPMA terminated the Agreement for cause on May 6, 2020 pursuant to Article
V of the MSA.
Talis'
3. many instances of mismanagement and self-dealing by Brian Zweben, President
of Talis, have caused substantial harm to TPMA. Specifically, on October 1, 2019,
despite opposition from me, Talis moved all of TPMA billing and collections to a
different billing company, called Legacy US Health Resources, LLC ("Legacy").
4. At the time TPMA entered into the contract with Legacy, I learned that Zweben
personally made a deal with Legacy to have 2% of collections paid to him. This change
of billing practices under TPMA's management negatively impacted TPMA
financially, due to Legacy's lack of experience with oncology billing, causing
numerous billing mistakes and resulting in reduced cash flow for TPMA.
5. Specific experience in oncology billing is important because of how the procedures are
specifically coded and how medical records are sent to insurance companies for
reimbursement.
6. Zweben also fraudulently induced TPMA to sign the MSA by representing that Talis
had a favorable arrangement with drug distributors for cheaper prices and longer term
of payment. This arrangement never materialized and TPMA continues to buy drugs on
TPMA credit and on TPMA terms that are less favorable than Zweben represented.
7. For these reasons and more, TPMA filed suit against Talis, Zweben, Legacy US Health
Resources, LLC, Dinesh Butani, Biotek Remedys, Inc. and Chaitanya Gadde in the
125*
District Court of Harris County, Texas, Judicial District on May 5, 2020 for fraud,
breach of contract, and negligent misrepresentation and damages amounting to over
$1,000,000.00.
8. Talis performed itsown due diligence before signing the MSA. Talis reviewed the books and
records, conducted a detailed accounting to establish a baseline of expenses paid by TPMA and
accepted the role as TPMA'S medical management company.
9. Talis agreed to operate and oversee the practice, and bargained for a profit that exceeded the
Talis'
practice's expenses. Based on representations, TPMA agreed to permit Talis to run a
practice that was historically profitable, year over year.
Talis'
10. The combination of own material mismanagement of Legacy and the billing
company's inability to handle oncology billing resulted in significant financial harm to
TPMA.
11. Not only did Talis and its subcontracted billing company woefully underperform based
on historical billing practices, the underperformance cost TPMA far in excess of any
amount Talis claims to have lost.
Talis'
12. initial mismanagement resulted in the practice losing significant revenue and
resulted in me signing a promissory note, in favor of Talis, in the amount of
2
FILED: NASSAU COUNTY CLERK 08/24/2020 03:27 PM INDEX NO. 605409/2020
NYSCEF DOC. NO. 76 RECEIVED NYSCEF: 08/24/2020
$560,000.00. While I was inclined to terminate the relationship with Talis at this point,
Talis made further representations that they would fix the mismanagement issues. Had
the management company performed as required under the MSA, the practice never
would have suffered a shortfall resulting in this promissory note. I remain current on
the payments of this promissory note.
13. Both parties agreed to move forward in an effort to salvage the business relationship.
Talis agreed to continue its management role, 1mowing that its material
mismanagement resulted in a deficit, but Talis made further assurances that it was
going to cure the mismanagement default.
14. During the management period, Talis failed to pay $675,000.00 that was owed to
McKesson. The amount became due and TPMA has agreed to terms to pay off the
McKesson debt. Had Talis performed its management obligations as represented, the
practice would not have incurred this debt to McKesson. I remain current on payments
required to be made to McKesson.
Talis'
15. In addition to the loss created by material failure to manage, TPMA lost
$1,258,317.42. This amount represented the agreed upon 25% of collections from
August 20, 2019 to April 30, 2020.
16. In addition to transferring 100% of collections to Talis, from January 1, 2020 to April
30, 2020, I personally transferred an additional $639,852.69 of my own money, as a
capital contribution to TPMA.
17. I have reviewed the damage model claimed by Talis and it is wholly inaccurate. I
dispute that any debt is owed, however, our accounting shows their loss is closer to
Talis'
$666,128.80. This purported loss was caused by own actions, not TPMA. The
total loss to TPMA, as a practice, during this same time period equals $3,799,298.91.
Talis'
18. TPMA, as a practice, lost $3,799,298.91 in the 8 months and 10 days itrelied on
management to its detriment, due to material mismanagement by Talis. Out of this
loss, I have either paid or agreed to take over the loss of $3,133,170.11 in an effort to
keep the practice operating as a going concern. Talis has purportedly taken a loss of
$666,128.80 based on its own mismanagement.
19. During the 8 months and 10 days that Talis was on board, our total number of patients
either remained the same or increased. Accordingly, the expenses and reimbursements
should have either remained the same or increased. Had Talis even marginally
performed its management duties as required by the MSA, TPMA would have earned
far in excess of what itactually lost.
20. I have been working hard to make the practice successful again and since terminating
Talis, we are once again back to being profitable, despite a global pandemic.
3
FILED: NASSAU COUNTY CLERK 08/24/2020 03:27 PM INDEX NO. 605409/2020
NYSCEF DOC. NO. 76 RECEIVED NYSCEF: 08/24/2020
21. To hold insurance reimbursement money hostage in the wake of a lawsuit directly
affects patient care.
Talis'
22. It is clear, based on defamatory correspondence to TPMA's insurance
companies, that such action can genuinely potentially cripple my medical practice. The
record undoubtedly reflects that Talis is relentlessly trying to put TPMA out of
business without regard to the patients itcares for or the practice they failed to manage.
23. Since the termination of the MSA, the majority of the reimbursement funds being
directly deposited into TPMA's bank account by insurance companies are used for
patient care.
I certify under penalty of perjury that the foregoing statement are true and correct. Further
affiant sayeth naught.
Dated August , 2020
Asit Choks
Subscribed and sworn before me this NŸy of August, 2020.
Notary Public
TONDA GANGI
... _Notary Public,Stateof Texas
Comm. Expires 01-23-2021
Notary ID 130974819
4
Preview
FILED: NASSAU COUNTY CLERK 08/24/2020 03:27 PM INDEX NO. 605409/2020 NYSCEF DOC. NO. 76 RECEIVED NYSCEF: 08/24/2020 EXHIBIT A FILED: NASSAU COUNTY CLERK 08/24/2020 03:27 PM INDEX NO. 605409/2020 NYSCEF DOC. NO. 76 RECEIVED NYSCEF: 08/24/2020 SUPREME COURT OF THE STATE OF NEW YORK COUNTYOF NASSAU -TALIS HEALTHCARE, LLC, Plaintiffs, INDEX NO. 605409/2020 -against- TEXIENNE PHYSICIANS MEDICAL ASSOCIATION, PLLC, ASIT CHOKSI, M.D. Defendants. AFFIDAVIT OF ASIT CHOKSI, M.D. IN FURTHER SUPPORT OF ORDER TO SHOW CAUSE AND TEMPORARY RESTRAINING ORDER STATE OF TEXAS ) ) ss.: COUNTY OF MONTGOMERY ) Asit Choksi, M.D., being duly sworn, deposes and states: My name is Dr. Asit Choksi. My date of birth is May 26, 1957. My address is 46 South Windsail Place, The Woodlands, Texas 77381. I am of sound mind, and I have personal knowledge of the facts set forth in this Affidavit. I declare under penalty of perjury that the following is true and correct and within my personal knowledge. 1. My name is Asit Choksi, M.D. I am over 18 years of age, and I am fully competent to make this affidavit. I certify under penalty of perjury that the facts stated in this affidavit are true and correct and are based on my personal knowledge. Talis' 2. TPMA denies allegations regarding termination ofthat certain Management Services Agreement, dated August 19, 2019, as amended by the First Amendment to Talis' Management Services Agreement, dated January 23, 2020 (the "MSA"). mismanagement and lack of management was a material breach of the MSA and the 1 FILED: NASSAU COUNTY CLERK 08/24/2020 03:27 PM INDEX NO. 605409/2020 NYSCEF DOC. NO. 76 RECEIVED NYSCEF: 08/24/2020 reason TPMA terminated the Agreement for cause on May 6, 2020 pursuant to Article V of the MSA. Talis' 3. many instances of mismanagement and self-dealing by Brian Zweben, President of Talis, have caused substantial harm to TPMA. Specifically, on October 1, 2019, despite opposition from me, Talis moved all of TPMA billing and collections to a different billing company, called Legacy US Health Resources, LLC ("Legacy"). 4. At the time TPMA entered into the contract with Legacy, I learned that Zweben personally made a deal with Legacy to have 2% of collections paid to him. This change of billing practices under TPMA's management negatively impacted TPMA financially, due to Legacy's lack of experience with oncology billing, causing numerous billing mistakes and resulting in reduced cash flow for TPMA. 5. Specific experience in oncology billing is important because of how the procedures are specifically coded and how medical records are sent to insurance companies for reimbursement. 6. Zweben also fraudulently induced TPMA to sign the MSA by representing that Talis had a favorable arrangement with drug distributors for cheaper prices and longer term of payment. This arrangement never materialized and TPMA continues to buy drugs on TPMA credit and on TPMA terms that are less favorable than Zweben represented. 7. For these reasons and more, TPMA filed suit against Talis, Zweben, Legacy US Health Resources, LLC, Dinesh Butani, Biotek Remedys, Inc. and Chaitanya Gadde in the 125* District Court of Harris County, Texas, Judicial District on May 5, 2020 for fraud, breach of contract, and negligent misrepresentation and damages amounting to over $1,000,000.00. 8. Talis performed itsown due diligence before signing the MSA. Talis reviewed the books and records, conducted a detailed accounting to establish a baseline of expenses paid by TPMA and accepted the role as TPMA'S medical management company. 9. Talis agreed to operate and oversee the practice, and bargained for a profit that exceeded the Talis' practice's expenses. Based on representations, TPMA agreed to permit Talis to run a practice that was historically profitable, year over year. Talis' 10. The combination of own material mismanagement of Legacy and the billing company's inability to handle oncology billing resulted in significant financial harm to TPMA. 11. Not only did Talis and its subcontracted billing company woefully underperform based on historical billing practices, the underperformance cost TPMA far in excess of any amount Talis claims to have lost. Talis' 12. initial mismanagement resulted in the practice losing significant revenue and resulted in me signing a promissory note, in favor of Talis, in the amount of 2 FILED: NASSAU COUNTY CLERK 08/24/2020 03:27 PM INDEX NO. 605409/2020 NYSCEF DOC. NO. 76 RECEIVED NYSCEF: 08/24/2020 $560,000.00. While I was inclined to terminate the relationship with Talis at this point, Talis made further representations that they would fix the mismanagement issues. Had the management company performed as required under the MSA, the practice never would have suffered a shortfall resulting in this promissory note. I remain current on the payments of this promissory note. 13. Both parties agreed to move forward in an effort to salvage the business relationship. Talis agreed to continue its management role, 1mowing that its material mismanagement resulted in a deficit, but Talis made further assurances that it was going to cure the mismanagement default. 14. During the management period, Talis failed to pay $675,000.00 that was owed to McKesson. The amount became due and TPMA has agreed to terms to pay off the McKesson debt. Had Talis performed its management obligations as represented, the practice would not have incurred this debt to McKesson. I remain current on payments required to be made to McKesson. Talis' 15. In addition to the loss created by material failure to manage, TPMA lost $1,258,317.42. This amount represented the agreed upon 25% of collections from August 20, 2019 to April 30, 2020. 16. In addition to transferring 100% of collections to Talis, from January 1, 2020 to April 30, 2020, I personally transferred an additional $639,852.69 of my own money, as a capital contribution to TPMA. 17. I have reviewed the damage model claimed by Talis and it is wholly inaccurate. I dispute that any debt is owed, however, our accounting shows their loss is closer to Talis' $666,128.80. This purported loss was caused by own actions, not TPMA. The total loss to TPMA, as a practice, during this same time period equals $3,799,298.91. Talis' 18. TPMA, as a practice, lost $3,799,298.91 in the 8 months and 10 days itrelied on management to its detriment, due to material mismanagement by Talis. Out of this loss, I have either paid or agreed to take over the loss of $3,133,170.11 in an effort to keep the practice operating as a going concern. Talis has purportedly taken a loss of $666,128.80 based on its own mismanagement. 19. During the 8 months and 10 days that Talis was on board, our total number of patients either remained the same or increased. Accordingly, the expenses and reimbursements should have either remained the same or increased. Had Talis even marginally performed its management duties as required by the MSA, TPMA would have earned far in excess of what itactually lost. 20. I have been working hard to make the practice successful again and since terminating Talis, we are once again back to being profitable, despite a global pandemic. 3 FILED: NASSAU COUNTY CLERK 08/24/2020 03:27 PM INDEX NO. 605409/2020 NYSCEF DOC. NO. 76 RECEIVED NYSCEF: 08/24/2020 21. To hold insurance reimbursement money hostage in the wake of a lawsuit directly affects patient care. Talis' 22. It is clear, based on defamatory correspondence to TPMA's insurance companies, that such action can genuinely potentially cripple my medical practice. The record undoubtedly reflects that Talis is relentlessly trying to put TPMA out of business without regard to the patients itcares for or the practice they failed to manage. 23. Since the termination of the MSA, the majority of the reimbursement funds being directly deposited into TPMA's bank account by insurance companies are used for patient care. I certify under penalty of perjury that the foregoing statement are true and correct. Further affiant sayeth naught. Dated August , 2020 Asit Choks Subscribed and sworn before me this NŸy of August, 2020. Notary Public TONDA GANGI ... _Notary Public,Stateof Texas Comm. Expires 01-23-2021 Notary ID 130974819 4