Preview
FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024
PETITION TO CONFIRM ARBITRATION AWARD
EXHIBIT “C”
FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024
ARBITRATION SERVICES, INC.
7600 Jericho Turnpike, Suite 402
Woodbury, NY 11797
Tel (516) 364-1730
Fax (516) 364-3456
www.ArbitrationServicesInc.com
DEMAND FOR ARBITRATION
Case No.
Respondent(s) Address (City, State & Zip Code) Telephone No.
K.R. Corporation of South Carolina d/b/a/ 221 Traditions Cir, Columbia, SC 29229 (267) 306-7233
JK Mart
221 Traditions Cir, Columbia, SC 29229 (267) 306-7233
Krupalkumar R Patel
221 Traditions Cir, Columbia, SC 29229 (267) 306-7233
Rajendrakumar D Patel
The undersigned claimant, a party to an arbitration agreement contained in a written contract, dated September 20, 2023, which
provides for arbitration under the Commercial Arbitration Rules of Arbitration Services Incorporated, hereby demands arbitration.
Copies of the statement of claim and arbitration agreement are annexed hereto.
The Nature of the Dispute:
Breach of Contract
The Claim or Relief Sought (The Amount, If Any)
$15,145.00 with 18% interest from October 13, 2023, reasonable attorneys’ fees, and reimbursement of arbitration filing fees and
arbitrator compensation
Please be advised that a copy this demand, statement of claim and the arbitration agreement are being filed with Arbitration Services,
Inc. (“ASI”). You must file an answering statement within fifteen days after notice from ASI pursuant to the ASI rules, which are
published at www.ArbitrationServicesInc.com.
Name of Claimant Address (City, State & Zip Code)
Propulsion Funding LLC 200 Garden City Plaza, #405
Garden City, NY 11530
Claimant's Attorney & Address Telephone
(212) 529-3600 Ext. 101
Gene Rosen’s Law Firm Fax
A Professional Corporation (347) 578-8793
200 Garden City Plaza, Suite 405 E-mail
Garden City, New York 11530 Gene@GeneRosen.com
NOTICE PURSUANT TO NEW YORK CIVIL PRACTICE LAW AND RULES § 7503(c): Unless the party served applies
to stay the arbitration within twenty days after such service the party served shall thereafter be precluded from objecting that
a valid agreement was not made or has not been complied with and from asserting in court the bar of a limitation of time.
Signature Print Name Dated
. Gene W. Rosen, Esq. October 26, 2023
FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024
ARBITRATION SERVICES, INC.
--------------------------------------------------------------------X
PROPULSION FUNDING LLC, Claim No.
Claimant, STATEMENT OF CLAIM
- against -
K.R. CORPORATION OF SOUTH CAROLINA D/B/A/
JK MART,
KRUPALKUMAR R PATEL, and
RAJENDRAKUMAR D PATEL,
Respondents.
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Claimant, by its attorneys, Gene Rosen’s Law Firm – A Professional Corporation, states
the following claim:
THE PARTIES
1. At all times hereinafter mentioned, Claimant was and still is a limited liability
company formed under the laws of the State of Florida.
2. At all times hereinafter mentioned, upon information and belief, Respondent K.R.
Corporation of South Carolina d/b/a/ JK Mart (“JK Mart”) was and still is a corporation formed
under the laws of the State of South Carolina.
3. At all times hereinafter mentioned, upon information and belief, Respondent
Krupalkumar R Patel (“Krupalkumar”) was and still is a resident of the State of South Carolina.
4. At all times hereinafter mentioned, upon information and belief, Respondent
Rajendrakumar D Patel (“Rajendrakumar”) was and still is a resident of the State of South
Carolina.
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FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024
JURISDICTION
5. Claimant and JK Mart entered into a written contract, dated September 20, 2023, a
copy of which is annexed hereto as Exhibit “A”.
6. The contract contains a provision permitting any dispute between Claimant and JK
Mart to be determined by arbitration administered by Arbitration Services, Inc. under its
Commercial Arbitration Rules. Exhibit “A” at ¶ 41.
7. Krupalkumar signed a guaranty of the performance of JK Mart’s obligations under
the contract. Exhibit “A” at pages 12-15.
8. The guaranty contains a provision permitting any dispute between Claimant and
Krupalkumar to be determined by arbitration administered by Arbitration Services, Inc. under its
Commercial Arbitration Rules. Exhibit “A” at ¶ G12.
9. Rajendrakumar signed a guaranty of the performance of JK Mart’s obligations
under the contract. Exhibit “A” at pages 12-15.
10. The guaranty contains a provision permitting any dispute between Claimant and
Rajendrakumar to be determined by arbitration administered by Arbitration Services, Inc. under
its Commercial Arbitration Rules. Exhibit “A” at ¶ G12.
FIRST CLAIM
(Breach of Contract Against JK Mart)
11. Under the contract, JK Mart agreed to sell to Claimant $24,500.00 (“Purchased
Amount”) of JK Mart’s accounts, contract rights, and other obligations arising from or relating to
the payment of monies from JK Mart’s customers and other third party payors (“Receivables”) for
the sum of $17,500.00 (“Purchase Price”), to be paid to Claimant from 3.00% of JK Mart’s
revenue. Exhibit “A” at page 1.
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FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024
12. JK Mart agreed that in the event of its default under the contract, the full uncollected
Purchased Amount plus all fees due under the contract would immediately become due and
payable to Claimant. Exhibit “A” at ¶ 31.
13. JK Mart agreed that if Claimant prevails in any arbitration against JK Mart, then
JK Mart must pay Claimant prejudgment interest at a rate of 18% per annum. Exhibit “A” at ¶
39.
14. Claimant paid the Purchase Price, less applicable contractual fees and deductions,
on September 21, 2023. A copy of the proof of funding is annexed hereto as Exhibit “B”.
15. The payment history for the contract is annexed hereto as Exhibit “C”.
16. JK Mart defaulted on its representations and warranties to Claimant under the
contract and prevented Claimant from collecting the Purchased Amount.
17. Claimant held JK Mart in breach of the contract on October 13, 2023.
18. JK Mart owes Claimant $9,800.00 of the Purchased Amount.
19. JK Mart owes Claimant $195.00 for a UCC fee under the contract. Exhibit “A” at
¶ 2(E).
20. JK Mart owes Claimant $150.00 for Not Sufficient Funds (“NSF”) fees under the
contract for each instance in which a debit by Claimant to JK Mart’s bank account to collect
Receivables was blocked or rejected. Exhibit “A” at ¶ 2(C).
21. JK Mart owes Claimant $5,000.00 for a Default Fee under the contract.
22. By reason of the foregoing, Claimant has been damaged by JK Mart’s breach of
contract in the sum of $15,145.00 with 18% interest thereon from October 13, 2023.
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FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024
SECOND CLAIM
(Attorney’s Fees Against JK Mart)
23. JK Mart agreed that if Claimant prevails in any arbitration against JK Mart, then
JK Mart must pay Claimant’s reasonable attorney’s fees. Exhibit “A” at ¶ 38.
THIRD CLAIM
(Breach of Guaranty Against Krupalkumar)
24. By reason of Krupalkumar’s guaranty of the performance of JK Mart’s obligations
under the contract, Krupalkumar is obligated to Claimant in the sum of $15,145.00 with 18%
interest thereon from October 13, 2023.
FOURTH CLAIM
(Attorney’s Fees Against Krupalkumar)
25. By reason of Krupalkumar’s guaranty of the performance of JK Mart’s obligations
under the contract, Krupalkumar is obligated to pay Claimant’s reasonable attorney’s fees if
Claimant prevails in this arbitration.
26. Krupalkumar agreed that if Claimant prevails in any arbitration against
Krupalkumar, then Krupalkumar must pay Claimant’s reasonable attorney’s fees. Exhibit “A” at
¶ 38.
FIFTH CLAIM
(Breach of Guaranty Against Rajendrakumar)
27. By reason of Rajendrakumar’s guaranty of the performance of JK Mart’s
obligations under the contract, Rajendrakumar is obligated to Claimant in the sum of $15,145.00
with 18% interest thereon from October 13, 2023.
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FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024
SIXTH CLAIM
(Attorney’s Fees Against Rajendrakumar)
28. By reason of Rajendrakumar’s guaranty of the performance of JK Mart’s
obligations under the contract, Rajendrakumar is obligated to pay Claimant’s reasonable attorney’s
fees if Claimant prevails in this arbitration.
29. Rajendrakumar agreed that if Claimant prevails in any arbitration against
Rajendrakumar, then Rajendrakumar must pay Claimant’s reasonable attorney’s fees. Exhibit “A”
at ¶ 38.
DEMAND FOR RELIEF
WHEREFORE, Claimant demands an Award against Respondents, jointly and severally,
on the first, third, and fifth claims in the sum of $15,145.00 with 18% interest thereon from October
13, 2023 and on the second, fourth, and sixth claims in the sum of $3,786.25, or such other amount
as the Arbitrator deems just, together with reimbursement of all arbitration filing fees and arbitrator
compensation and any such other and further relief as the Arbitrator deems just.
Dated: Garden City New York
October 26, 2023
GENE ROSEN’S LAW FIRM
A PROFESSIONAL CORPORATION
Attorneys for Claimant
By: ________________________________
.
Gene W. Rosen, Esq.
200 Garden City Plaza, Suite 405
Garden City, New York 11530
Tel (212) 529-3600 Ext. 101
Fax (347) 578-8793
Gene@GeneRosen.com
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FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024
ARBITRATIONSERVICES, INC.
PROPULSION
FUNDINGLLC, Claim No.
Claimant, VERIFICATION
- against -
K.R. CORPORATION
OF SOUTHCAROLINAD/B/A/
JK MART,
KRUPALKUMAR
R PATEL, and
RAJENDRAKUMARD PATEL,
Respondents.
X
STATEOF 84) )
COUNTYOF Nassaw )
)
JUSTIN TAYLOR,duly affirmed, deposes and says:
I aman Authorized Representative of Propulsion Funding LLC. I have read the foregoing
Statement of Claim and know the contents thereof; that the same is true to my knowledge except
those matters therein stated to be alleged upon information and belief, and as to those matters I
believe them to be true. The grounds for my belief as to those matters therein not stated upon my
knowledge is based upon the records in my possession.
I T LOR
o epresentative
Propulsion Funding LLC
Affirmed to before meon
Notary Pu je
JULIE A. KLEIN
- State of NewYork
Notary Public
No. 02KL6377151
Qualified in NassauCounty
MyCommissionExpires 06/25/20_
FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024
STATEMENT OF CLAIM
EXHIBIT “A”
FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024
PfROPULSION
Page 1 of 16 ver. 1/1/23 FL
PROPULSION FUNDING LLC
City
submissions@propulsionfunding.com
STANDARD MERCHANT CASH ADVANCE AGREEMENT
This is an Agreement dated __________________
09/20/2023 by and between PROPULSION FUNDING LLC
(PROPULSION) , inclusive of its successors and assigns, and each merchant listed below (Merchant).
K. R. CORPORATION OF SOUTH CAROLINA
Merchants Legal Name: ________________________________________________________________________
D/B/A/: _________________________________________________
J K MART Fed ID #: ____________________
Type of Entity:
__ Corporation __ Limited Liability Company __ Limited Partnership __ Limited Liability Partnership __ Sole Proprietor
Business Address: _________________________________
5102 TWO NOTCH RD City: ______________
COLUMBIA State: _______
SC Zip: ________
29204
Contact Address: __________________________________
221 TRADITIONS CIR City: ______________
COLUMBIA State: _______
SC Zip: ________
29229
E-mail Address: ________________ Phone Number: __________________
Purchase Price
This is the amount being paid to Merchant(s) for the Receivables Purchased Amount
(defined below). This amount may be paid in installments if there is an Addendum stating 17,500.00
$ ____________________
that it will be paid in installments.
Receivables Purchased Amount
This is the amount of Receivables (defined in Section 1 below) being sold. This amount $ ____________________
24,500.00
may be sold in installments if there is an Addendum stating that it will be sold in
installments.
Specified Percentage
This is the percentage of Receivables (defined below) to be delivered until the
Receivables Purchased Amount is paid in full. 3.00 %
______
Net Funds Provided
This is the net amount being paid to or on behalf of Merchant(s) after deduction of
applicable fees listed in Section 2 below. This amount may be paid in installments if there 15,750.00
$ ____________________
is an Addendum stating that it will be paid in installments.
Net Amount to Be Received Directly by Merchant(s)
This is the net amount being received directly by Merchant(s) after deduction of applicable
fees listed in Section 2 below and the payment of any part of the Purchase Price
elsewhere pursuant to any Addendum to this Agreement. This amount may be paid in 15,750.00
$ ____________________
installments if there is an Addendum stating that it will be paid in installments. If any
deduction is being made from the Purchase Price to pay off another obligation by
Merchant(s), then the Net Amount to be Received Directly by Merchant(s) is subject to
change based on any change in the amount of the other obligation(s) to be paid off.
Initial Estimated Payment
This is the initial amount of periodic payments collected from Merchant(s) as an
approximation of no more than the Specified Percentage of the Receivables and is 980.00
$ ____________________
subject to reconciliation as set forth in Section 4 below.
DAY
per __________________
I have read and
d agree
ag ee to
t the terms and conditions
ondition
o ssset forth above:
______________________________________________________________________
______
_____
Name: ____________________ OWNER
KRUPALKUMAR R PATEL Title: ____________________ 09 / 20 / 2023
Date: ______________
RAJENDRAKUMAR D PATEL OWNER 09 / 20 / 2023
Doc ID: cb7132d5f77d793e35df2e82b2e18480c103a1da
FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024
Page 2 of 16
STANDARD MERCHANT CASH ADVANCE AGREEMENT
TERMS AND CONDITIONS
1. Sale of Future Receipts. Merchant(s) hereby sell, assign, and transfer to PROPULSION (making PROPULSION
the absolute owner) in consideration of the funds provided (Purchase Price) specified above, all of each Merchants future
accounts, contract rights, and other obligations arising from or relating to the payment of monies from each Merchants
customers and/or other third party payors (the Receivables, defined as all payments made by cash, check, credit or debit
card, electronic transfer, or other form of monetary payment in the ordinary course of each merchants business), for the
payment of each Merchants sale of goods or services until the amount specified above (the Receivables Purchased
Amount) has been delivered by Merchant(s) to PROPULSION. Each Merchant hereby acknowledges that until the
Receivables Purchased Amount has been received in full by PROPULSION, each Merchants Receivables, up to the
balance of the Receivables Purchased Amount, are the property of PROPULSION and not the property of any Merchant.
Each Merchant agrees that it is a fiduciary for PROPULSION and that each Merchant will hold Receivables in trust for
PROPULSION in its capacity as a fiduciary for PROPULSION.
The Receivables Purchased Amount shall be paid to PROPULSION by each Merchant irrevocably authorizing only
one depositing account acceptable to PROPULSION (the Account) to remit the percentage specified above (the Specified
Percentage) of each Merchants settlement amounts due from each transaction, until such time as PROPULSION receives
payment in full of the Receivables Purchased Amount. Each Merchant hereby authorizes PROPULSION to ACH debit the
specified remittances and any applicable fees listed in Section 2 from the Account on a daily basis as of the next business
day after the date of this Agreement and will provide PROPULSION with all required access codes and monthly bank
statements. Each Merchant understands that it will be held responsible for any fees resulting from a rejected ACH attempt
or an Event of Default (see Section 2). PROPULSION is not responsible for any overdrafts or rejected transactions that may
result from PROPULSIONs ACH debiting the Specified Percentage amounts under the terms of this Agreement. Each
Merchant acknowledges and agrees that until the amount of the Receivables collected by PROPULSION exceeds the
amount of the Purchase Price, PROPULSION will be permitted not treat any amount collected under this Agreement as
profit for taxation and accounting purposes.
2. Additional Fees. In addition to the Receivables Purchased Amount, each Merchant will be held responsible to
PROPULSION for the following fees, where applicable:
A. $_________
1,750.00 - to cover underwriting, the ACH debit program, and expenses related to the procurement and
initiation of the transactions encompassed by this Agreement. This will be deducted from payment of the Purchase Price.
B. Wire Fee - Merchant(s) shall receive funding electronically to the Account and will be charged $50.00 for a Fed
Wire or $0.00 for a bank ACH. This will be deducted from payment of the Purchase Price.
C. NSF/Rejected ACH Fee - $50.00 for each time an ACH debit to the Account by PROPULSION is returned or
otherwise rejected. No Merchant will be held responsible for such a fee if any Merchant gives PROPULSION notice no more
than one business day in advance that the Account will have insufficient funds to be debited by PROPULSION and no
Merchant is otherwise in default of the terms of the Agreement. Each such fee may be deducted from any payment collected
by PROPULSION or may be collected in addition to any other payment collected by PROPULSION under this Agreement.
Blocked Account/Default - $,00.00 - If an Event of Default has taken place under Section 30.
UCC Fee - $195.00 to cover PROPULSION filing a UCC-1 financing statement to secure its interest in the
Receivables Purchased Amount. A $195.00 UCC termination fee will be charged if a UCC filing is terminated.
0.00
F. $_________ - legal compliance with applicable disclosure laws and regulations. This will be deducted from
payment of the Purchase Price.
G. Court costs, arbitration fees, collection agency fees, attorney fees, expert fees, and any other expenses incurred
in litigation, arbitration, or the enforcement of any of PROPULSIONs legal or contractual rights against each Merchant
and/or each Guarantor, if required, as explained in other Sections of this Agreement.
3. Estimated Payments. Instead of debiting the Specified Percentage of Merchants Receivables, PROPULSION
DAY
may instead debit an Estimated Payment from the Account every _______________. The Estimated Payment is intended
to be an approximation of no more than the Specified Percentage. The initial amount of the Estimated Payment is
980.00
$____________, subject to reconciliation as set forth in Section 4. Notwithstanding any provision herein to the contrary,
PROPULSION is permitted to debit the Account to make up for a previous Estimated Payment that was not debited because
PROPULSION was closed that day, to make up for any previous Estimated Payment that was not collected because the
I have read and agree
g to the terms and conditions
o d t o s set
s forth above:
______________________________________________________________________
______
_____ ___
_ ______
Name: ____________________ OWNER
KRUPALKUMAR R PATEL Title: ____________________ 09 / 20 / 2023
Date: ______________
RAJENDRAKUMAR D PATEL OWNER 09 / 20 / 2023
Doc ID: cb7132d5f77d793e35df2e82b2e18480c103a1da
FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024
Page 3 of 16
STANDARD MERCHANT CASH ADVANCE AGREEMENT
debit did not clear for any reason, to collect any amount due resulting from a reconciliation as set forth in Section 4, to collect
any of the fees listed in Section 2, or to collect any amount due as a result of an Event of Default defined in Section 30.
4. Reconciliations. Any Merchant may contact PROPULSIONs Reconciliation Department to request that
PROPULSION conduct a reconciliation in order to ensure that the amount that PROPULSION has collected equals the
Specified Percentage of Merchant(s)s Receivables under this Agreement. A request for a reconciliation by any Merchant
must be made by giving written notice of the request to PROPULSION or by sending an e-mail to
submissions@propulsionfunding.com stating that a reconciliation is being requested. In order to effectuate the
reconciliation, any Merchant must produce with its request any and all statements covering the period from the date of this
Agreement through the date of the request for a reconciliation and, if available, the login and password for the Account.
PROPULSION will complete each reconciliation requested by any Merchant within two business days after receipt of proper
notice of a request for one accompanied by the information and documents required for it. PROPULSION may also conduct
a reconciliation on its own at any time by reviewing Merchant(s)s Receivables covering the period from the date of this
Agreement until the date of initiation of the reconciliation, each such reconciliation will be completed within two business
days after its initiation, and PROPULSION will give each Merchant written notice of the determination made based on the
reconciliation within one business day after its completion. If a reconciliation determines that PROPULSION collected more
than it was entitled to, then PROPULSION will credit to the Account all amounts to which PROPULSION was not entitled
and, if there is an Estimated Payment, decrease the amount of the Estimated Payment so that it is consistent with the
Specified Percentage of Merchant(s)s Receivables from the date of the Agreement through the date of the reconciliation.
If a reconciliation determines that PROPULSION collected less than it was entitled to, then PROPULSION will debit from
the Account all additional amounts to which PROPULSION was entitled and, if there is an Estimated Payment, increase the
amount of the Estimated Payment so that it is consistent with the Specified Percentage of Merchant(s)s Receivables from
the date of the Agreement through the date of the reconciliation. Nothing herein limits the amount of times that a
reconciliation may be requested or conducted.
5. Merchant Deposit Agreement. Merchant(s) shall appoint a bank acceptable to PROPULSION, to obtain
electronic fund transfer services and/or ACH payments. Merchant(s) shall provide PROPULSION and/or its authorized
agent with all of the information, authorizations, and passwords necessary to verify each Merchants Receivables.
Merchant(s) shall authorize PROPULSION and/or its agent(s) to deduct the amounts owed to PROPULSION for the
Receivables as specified herein from settlement amounts which would otherwise be due to each Merchant and to pay such
amounts to PROPULSION by permitting PROPULSION to withdraw the Specified Percentage by ACH debiting of the
account. The authorization shall be irrevocable as to each Merchant absent PROPULSIONs written consent until the
Receivables Purchased Amount has been paid in full or the Merchant becomes bankrupt or goes out of business without
any prior default under this Agreement.
6. Term of Agreement. The term of this Agreement is indefinite and shall continue until PROPULSION receives
the full Receivables Purchased Amount, or earlier if terminated pursuant to any provision of this Agreement. The provisions
of Sections 1, 2, 3, 4, 5, 6, 7, 9, 10, 12, 13, 14, 15, 16, 17, 18, 22, 25, 26, 27, 28, 29, 30, 31, 32, 33, 34, 35, 36, 37, 38, 39,
40, 41, 42, 43, 44, 45, 46, 47, 48, 49, 50, and 51 shall survive any termination of this Agreement.
7. Ordinary Course of Business. Each Merchant acknowledges that it is entering into this Agreement in the
ordinary course of its business and that the payments to be made from each Merchant to PROPULSION under this
Agreement are being made in the ordinary course of each Merchants business.
8. Financial Condition. Each Merchant and each Guarantor (Guarantor being defined as each signatory to the
Guarantee of this Agreement) authorizes PROPULSION and its agent(s) to investigate each Merchants financial
responsibility and history, and will provide to PROPULSION any bank or financial statements, tax returns, and other
documents and records, as PROPULSION deems necessary prior to or at any time after execution of this Agreement. A
photocopy of this authorization will be deemed as acceptable for release of financial information. PROPULSION is
authorized to update such information and financial profiles from time to time as it deems appropriate.
9. Monitoring, Recording, and Electronic Communications. PROPULSION may choose to monitor and/or
record telephone calls with any Merchant and its owners, employees, and agents. By signing this Agreement, each Merchant
I have read and agree
g to the terms and conditions
o dto ss set forth above:
______________________________________________________________________
______
_____ ___
_ ______
Name: ____________________ OWNER
KRUPALKUMAR R PATEL Title: ____________________ 09 / 20 / 2023
Date: ______________
RAJENDRAKUMAR D PATEL OWNER 09 / 20 / 2023
Doc ID: cb7132d5f77d793e35df2e82b2e18480c103a1da
FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024
Page 4 of 16
STANDARD MERCHANT CASH ADVANCE AGREEMENT
agrees that any call between PROPULSION and any Merchant or its representatives may be monitored and/or recorded.
Each Merchant and each Guarantor grants access for PROPULSION to enter any Merchants premises and to observe any
Merchants premises without any prior notice to any Merchant at any time after execution of this Agreement.
PROPULSION may use automated telephone dialing, text messaging systems, and e-mail to provide messages to
Merchant(s), Owner(s) (Owner being defined as each person who signs this Agreement on behalf of a Merchant), and
Guarantor(s) about Merchant(s)s account. Telephone messages may be played by a machine automatically when the
telephone is answered, whether answered by an Owner, a Guarantor, or someone else. These messages may also be
recorded by the recipients answering machine or voice mail. Each Merchant, each Owner, and each Guarantor gives
PROPULSION permission to call or send a text message to any telephone number given to PROPULSION in connection
with this Agreement and to play pre-recorded messages and/or send text messages with information about this Agreement
and/or any Merchants account over the phone. Each Merchant, each Owner, and each Guarantor also gives PROPULSION
permission to communicate such information to them by e-mail. Each Merchant, each Owner, and each Guarantor agree
that PROPULSION will not be liable to any of them for any such calls or electronic communications, even if information is
communicated to an unintended recipient. Each Merchant, each Owner, and each Guarantor acknowledge that when they
receive such calls or electronic communications, they may incur a charge from the company that provides them with
telecommunications, wireless, and/or Internet services, and that PROPULSION has no liability for any such charges.
10. Accuracy of Information Furnished by Merchant and Investigation Thereof. To the extent set forth herein,
each of the parties is obligated upon his, her, or its execution of the Agreement to all terms of the Agreement. Each Merchant
and each Owner signing this Agreement represent that he or she is authorized to sign this Agreement for each Merchant,
legally binding said Merchant to its obligations under this Agreement and that the information provided herein and in all of
PROPULSIONs documents, forms, and recorded interview(s) is true, accurate, and complete in all respects. PROPULSION
may produce a monthly statement reflecting the delivery of the Specified Percentage of Receivables from Merchant(s) to
PROPULSION. An investigative report may be made in connection with the Agreement. Each Merchant and each Owner
signing this Agreement authorize PROPULSION, its agents and representatives, and any credit-reporting agency engaged
by PROPULSION, to (i) investigate any references given or any other statements obtained from or about each 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 any Merchant
and/or Owners(s) continue to have any obligation to PROPULSION under this Agreement or for PROPULSIONs ability to
determine any Merchants eligibility to enter into any future agreement with PROPULSION. Any misrepresentation made by
any Merchant or Owner in connection with this Agreement may constitute a separate claim for fraud or intentional
misrepresentation.
Authorization for soft pulls: Each Merchant and each Owner understands that by signing this Agreement, they are
providing written instructions to PROPULSION under the Fair Credit Reporting Act, authorizing PROPULSION to obtain
information from their personal credit profile or other information from Experian, TransUnion, and Equifax. Each Merchant
and each Guarantor authorizes PROPULSION to obtain such information solely to conduct a pre-qualification for credit.
Authorization for hard pulls: Each Merchant and each Owner understands that by signing this Agreement, they are
providing written instructions to PROPULSION under the Fair Credit Reporting Act, authorizing PROPULSION to obtain
information from their personal credit profile or other information from Experian, TransUnion, and Equifax. Each Merchant
and each Guarantor authorizes PROPULSION to obtain such information in accordance with a merchant cash advance
application.
11. Transactional History. Each Merchant authorizes its bank to provide PROPULSION with its banking and/or
credit card processing history.
12. Indemnification. Each Merchant and each Guarantor jointly and severally indemnify and hold harmless each
Merchants credit card and check processors (collectively, Processor) and Processors officers, directors, and
shareholders against all losses, damages, claims, liabilities, and expenses (including reasonable attorney and expert fees)
incurred by Processor resulting from (a) claims asserted by PROPULSION for monies owed to PROPULSION from any
Merchant and (b) actions taken by any Processor in reliance upon information or instructions provided by PROPULSION.
13. No Liability. In no event will PROPULSION be liable for any claims asserted by any Merchant under any legal
theory for lost profits, lost revenues, lost business opportunities, exemplary, punitive, special, incidental, indirect, or
consequential damages, each of which is waived by each Merchant and each Guarantor.
I have read and
d agree
ag ee to
t the terms and conditions
ondition
o ssset forth above:
______________________________________________________________________
______
_____
Name: ____________________ OWNER
KRUPALKUMAR R PATEL Title: ____________________ 09 / 20 / 2023
Date: ______________
RAJENDRAKUMAR D PATEL OWNER 09 / 20 / 2023
Doc ID: cb7132d5f77d793e35df2e82b2e18480c103a1da
FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024
NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024
Page 5 of 16
STANDARD MERCHANT CASH ADVANCE AGREEMENT
14. Sale of Receivables. Each Merchant and PROPULSION agree that the Purchase Price under this Agreement
is in exchange for the Receivables Purchased Amount and that such Purchase Price is not intended to be, nor shall it be
construed as a loan from PROPULSION to any Merchant. PROPULSION is entering into this Agreement knowing the risks
that each Merchants business may decline or fail, resulting in PROPULSION not receiving the Receivables Purchased
Amount. Any Merchant going bankrupt, going out of business, or experiencing a slowdown in business or a delay in
collecting Receivables will not on its own without anything more be considered a breach of this Agreement. Each Merchant
agrees that the Purchase Price in exchange for the Receivables pursuant to this Agreement equals the fair market value of
such Receivables. PROPULSION has purchased and shall own all the Receivables described in this Agreement up to the
full Receivables Purchased Amount as the Receivables are created. Payments made to PROPULSION in respect to the full
amount of the Receivables shall be conditioned upon each Merchants sale of products and services and the payment
therefor by each Merchants customers in the manner provided in this Agreement. Each Merchant and each Guarantor
acknowledges that PROPULSION does not purchase, sell, or offer to purchase or sell securities and that this Agreement is
not a security, an offer to sell any security, or a solicitation of an offer to buy any security. Although certain jurisdictions
require the disclosure of an Annual Percentage Rate or APR in connection with this Agreement, those disclosures do not
change the fact that the transaction encompassed by this Agreement is not a loan and does not have an interest rate.
15. Power of Attorney. Each Merchant irrevocably appoints PROPULSION as its agent and attorney-in-fact with
full authority to take any action or execute any instrument or document to settle all obligations due to PROPULSION for the
benefit of each Merchant and only in order to prevent the occurrence of an Event of Default (as described in Section 30). If
an Event of Default takes place under Section 30, then each Merchant irrevocably appoints PROPULSION as its agent and
attorney-in-fact with full authority to take any action or execute any instrument or document to settle all obligations due to
PROPULSION from each Merchant, including without limitation (i) to collect monies due or to become due under or in
respect of any of the Collateral (which is defined in Section 29); (ii) to receive, endorse and collect any checks, notes, drafts,
instruments, documents, or chattel paper in connection with clause (i); (iii) to sign each Merchants name on any invoice,
bill of lading, or assignment directing customers or account debtors to make payment directly to PROPULSION; and (iv) to
file any claims or take any action or institute any proceeding which PROPULSION may deem necessary for the collection
of any of the unpaid Receivables Purchased Amount from the Collateral, or otherwise to enforce its rights with respect to
payment of the Receivables Purchased Amount.
16. Protections Against Default. The following Protections 1 through 6 may be invoked by PROPULSION,
immediately and without notice to any Merchant if any Even
Preview
FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024 PETITION TO CONFIRM ARBITRATION AWARD EXHIBIT “C” FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024 ARBITRATION SERVICES, INC. 7600 Jericho Turnpike, Suite 402 Woodbury, NY 11797 Tel (516) 364-1730 Fax (516) 364-3456 www.ArbitrationServicesInc.com DEMAND FOR ARBITRATION Case No. Respondent(s) Address (City, State & Zip Code) Telephone No. K.R. Corporation of South Carolina d/b/a/ 221 Traditions Cir, Columbia, SC 29229 (267) 306-7233 JK Mart 221 Traditions Cir, Columbia, SC 29229 (267) 306-7233 Krupalkumar R Patel 221 Traditions Cir, Columbia, SC 29229 (267) 306-7233 Rajendrakumar D Patel The undersigned claimant, a party to an arbitration agreement contained in a written contract, dated September 20, 2023, which provides for arbitration under the Commercial Arbitration Rules of Arbitration Services Incorporated, hereby demands arbitration. Copies of the statement of claim and arbitration agreement are annexed hereto. The Nature of the Dispute: Breach of Contract The Claim or Relief Sought (The Amount, If Any) $15,145.00 with 18% interest from October 13, 2023, reasonable attorneys’ fees, and reimbursement of arbitration filing fees and arbitrator compensation Please be advised that a copy this demand, statement of claim and the arbitration agreement are being filed with Arbitration Services, Inc. (“ASI”). You must file an answering statement within fifteen days after notice from ASI pursuant to the ASI rules, which are published at www.ArbitrationServicesInc.com. Name of Claimant Address (City, State & Zip Code) Propulsion Funding LLC 200 Garden City Plaza, #405 Garden City, NY 11530 Claimant's Attorney & Address Telephone (212) 529-3600 Ext. 101 Gene Rosen’s Law Firm Fax A Professional Corporation (347) 578-8793 200 Garden City Plaza, Suite 405 E-mail Garden City, New York 11530 Gene@GeneRosen.com NOTICE PURSUANT TO NEW YORK CIVIL PRACTICE LAW AND RULES § 7503(c): Unless the party served applies to stay the arbitration within twenty days after such service the party served shall thereafter be precluded from objecting that a valid agreement was not made or has not been complied with and from asserting in court the bar of a limitation of time. Signature Print Name Dated . Gene W. Rosen, Esq. October 26, 2023 FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024 ARBITRATION SERVICES, INC. --------------------------------------------------------------------X PROPULSION FUNDING LLC, Claim No. Claimant, STATEMENT OF CLAIM - against - K.R. CORPORATION OF SOUTH CAROLINA D/B/A/ JK MART, KRUPALKUMAR R PATEL, and RAJENDRAKUMAR D PATEL, Respondents. --------------------------------------------------------------------X Claimant, by its attorneys, Gene Rosen’s Law Firm – A Professional Corporation, states the following claim: THE PARTIES 1. At all times hereinafter mentioned, Claimant was and still is a limited liability company formed under the laws of the State of Florida. 2. At all times hereinafter mentioned, upon information and belief, Respondent K.R. Corporation of South Carolina d/b/a/ JK Mart (“JK Mart”) was and still is a corporation formed under the laws of the State of South Carolina. 3. At all times hereinafter mentioned, upon information and belief, Respondent Krupalkumar R Patel (“Krupalkumar”) was and still is a resident of the State of South Carolina. 4. At all times hereinafter mentioned, upon information and belief, Respondent Rajendrakumar D Patel (“Rajendrakumar”) was and still is a resident of the State of South Carolina. -1- FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024 JURISDICTION 5. Claimant and JK Mart entered into a written contract, dated September 20, 2023, a copy of which is annexed hereto as Exhibit “A”. 6. The contract contains a provision permitting any dispute between Claimant and JK Mart to be determined by arbitration administered by Arbitration Services, Inc. under its Commercial Arbitration Rules. Exhibit “A” at ¶ 41. 7. Krupalkumar signed a guaranty of the performance of JK Mart’s obligations under the contract. Exhibit “A” at pages 12-15. 8. The guaranty contains a provision permitting any dispute between Claimant and Krupalkumar to be determined by arbitration administered by Arbitration Services, Inc. under its Commercial Arbitration Rules. Exhibit “A” at ¶ G12. 9. Rajendrakumar signed a guaranty of the performance of JK Mart’s obligations under the contract. Exhibit “A” at pages 12-15. 10. The guaranty contains a provision permitting any dispute between Claimant and Rajendrakumar to be determined by arbitration administered by Arbitration Services, Inc. under its Commercial Arbitration Rules. Exhibit “A” at ¶ G12. FIRST CLAIM (Breach of Contract Against JK Mart) 11. Under the contract, JK Mart agreed to sell to Claimant $24,500.00 (“Purchased Amount”) of JK Mart’s accounts, contract rights, and other obligations arising from or relating to the payment of monies from JK Mart’s customers and other third party payors (“Receivables”) for the sum of $17,500.00 (“Purchase Price”), to be paid to Claimant from 3.00% of JK Mart’s revenue. Exhibit “A” at page 1. -2- FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024 12. JK Mart agreed that in the event of its default under the contract, the full uncollected Purchased Amount plus all fees due under the contract would immediately become due and payable to Claimant. Exhibit “A” at ¶ 31. 13. JK Mart agreed that if Claimant prevails in any arbitration against JK Mart, then JK Mart must pay Claimant prejudgment interest at a rate of 18% per annum. Exhibit “A” at ¶ 39. 14. Claimant paid the Purchase Price, less applicable contractual fees and deductions, on September 21, 2023. A copy of the proof of funding is annexed hereto as Exhibit “B”. 15. The payment history for the contract is annexed hereto as Exhibit “C”. 16. JK Mart defaulted on its representations and warranties to Claimant under the contract and prevented Claimant from collecting the Purchased Amount. 17. Claimant held JK Mart in breach of the contract on October 13, 2023. 18. JK Mart owes Claimant $9,800.00 of the Purchased Amount. 19. JK Mart owes Claimant $195.00 for a UCC fee under the contract. Exhibit “A” at ¶ 2(E). 20. JK Mart owes Claimant $150.00 for Not Sufficient Funds (“NSF”) fees under the contract for each instance in which a debit by Claimant to JK Mart’s bank account to collect Receivables was blocked or rejected. Exhibit “A” at ¶ 2(C). 21. JK Mart owes Claimant $5,000.00 for a Default Fee under the contract. 22. By reason of the foregoing, Claimant has been damaged by JK Mart’s breach of contract in the sum of $15,145.00 with 18% interest thereon from October 13, 2023. -3- FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024 SECOND CLAIM (Attorney’s Fees Against JK Mart) 23. JK Mart agreed that if Claimant prevails in any arbitration against JK Mart, then JK Mart must pay Claimant’s reasonable attorney’s fees. Exhibit “A” at ¶ 38. THIRD CLAIM (Breach of Guaranty Against Krupalkumar) 24. By reason of Krupalkumar’s guaranty of the performance of JK Mart’s obligations under the contract, Krupalkumar is obligated to Claimant in the sum of $15,145.00 with 18% interest thereon from October 13, 2023. FOURTH CLAIM (Attorney’s Fees Against Krupalkumar) 25. By reason of Krupalkumar’s guaranty of the performance of JK Mart’s obligations under the contract, Krupalkumar is obligated to pay Claimant’s reasonable attorney’s fees if Claimant prevails in this arbitration. 26. Krupalkumar agreed that if Claimant prevails in any arbitration against Krupalkumar, then Krupalkumar must pay Claimant’s reasonable attorney’s fees. Exhibit “A” at ¶ 38. FIFTH CLAIM (Breach of Guaranty Against Rajendrakumar) 27. By reason of Rajendrakumar’s guaranty of the performance of JK Mart’s obligations under the contract, Rajendrakumar is obligated to Claimant in the sum of $15,145.00 with 18% interest thereon from October 13, 2023. -4- FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024 SIXTH CLAIM (Attorney’s Fees Against Rajendrakumar) 28. By reason of Rajendrakumar’s guaranty of the performance of JK Mart’s obligations under the contract, Rajendrakumar is obligated to pay Claimant’s reasonable attorney’s fees if Claimant prevails in this arbitration. 29. Rajendrakumar agreed that if Claimant prevails in any arbitration against Rajendrakumar, then Rajendrakumar must pay Claimant’s reasonable attorney’s fees. Exhibit “A” at ¶ 38. DEMAND FOR RELIEF WHEREFORE, Claimant demands an Award against Respondents, jointly and severally, on the first, third, and fifth claims in the sum of $15,145.00 with 18% interest thereon from October 13, 2023 and on the second, fourth, and sixth claims in the sum of $3,786.25, or such other amount as the Arbitrator deems just, together with reimbursement of all arbitration filing fees and arbitrator compensation and any such other and further relief as the Arbitrator deems just. Dated: Garden City New York October 26, 2023 GENE ROSEN’S LAW FIRM A PROFESSIONAL CORPORATION Attorneys for Claimant By: ________________________________ . Gene W. Rosen, Esq. 200 Garden City Plaza, Suite 405 Garden City, New York 11530 Tel (212) 529-3600 Ext. 101 Fax (347) 578-8793 Gene@GeneRosen.com -5- FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024 ARBITRATIONSERVICES, INC. PROPULSION FUNDINGLLC, Claim No. Claimant, VERIFICATION - against - K.R. CORPORATION OF SOUTHCAROLINAD/B/A/ JK MART, KRUPALKUMAR R PATEL, and RAJENDRAKUMARD PATEL, Respondents. X STATEOF 84) ) COUNTYOF Nassaw ) ) JUSTIN TAYLOR,duly affirmed, deposes and says: I aman Authorized Representative of Propulsion Funding LLC. I have read the foregoing Statement of Claim and know the contents thereof; that the same is true to my knowledge except those matters therein stated to be alleged upon information and belief, and as to those matters I believe them to be true. The grounds for my belief as to those matters therein not stated upon my knowledge is based upon the records in my possession. I T LOR o epresentative Propulsion Funding LLC Affirmed to before meon Notary Pu je JULIE A. KLEIN - State of NewYork Notary Public No. 02KL6377151 Qualified in NassauCounty MyCommissionExpires 06/25/20_ FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024 STATEMENT OF CLAIM EXHIBIT “A” FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024 PfROPULSION Page 1 of 16 ver. 1/1/23 FL PROPULSION FUNDING LLC City submissions@propulsionfunding.com STANDARD MERCHANT CASH ADVANCE AGREEMENT This is an Agreement dated __________________ 09/20/2023 by and between PROPULSION FUNDING LLC (PROPULSION) , inclusive of its successors and assigns, and each merchant listed below (Merchant). K. R. CORPORATION OF SOUTH CAROLINA Merchants Legal Name: ________________________________________________________________________ D/B/A/: _________________________________________________ J K MART Fed ID #: ____________________ Type of Entity: __ Corporation __ Limited Liability Company __ Limited Partnership __ Limited Liability Partnership __ Sole Proprietor Business Address: _________________________________ 5102 TWO NOTCH RD City: ______________ COLUMBIA State: _______ SC Zip: ________ 29204 Contact Address: __________________________________ 221 TRADITIONS CIR City: ______________ COLUMBIA State: _______ SC Zip: ________ 29229 E-mail Address: ________________ Phone Number: __________________ Purchase Price This is the amount being paid to Merchant(s) for the Receivables Purchased Amount (defined below). This amount may be paid in installments if there is an Addendum stating 17,500.00 $ ____________________ that it will be paid in installments. Receivables Purchased Amount This is the amount of Receivables (defined in Section 1 below) being sold. This amount $ ____________________ 24,500.00 may be sold in installments if there is an Addendum stating that it will be sold in installments. Specified Percentage This is the percentage of Receivables (defined below) to be delivered until the Receivables Purchased Amount is paid in full. 3.00 % ______ Net Funds Provided This is the net amount being paid to or on behalf of Merchant(s) after deduction of applicable fees listed in Section 2 below. This amount may be paid in installments if there 15,750.00 $ ____________________ is an Addendum stating that it will be paid in installments. Net Amount to Be Received Directly by Merchant(s) This is the net amount being received directly by Merchant(s) after deduction of applicable fees listed in Section 2 below and the payment of any part of the Purchase Price elsewhere pursuant to any Addendum to this Agreement. This amount may be paid in 15,750.00 $ ____________________ installments if there is an Addendum stating that it will be paid in installments. If any deduction is being made from the Purchase Price to pay off another obligation by Merchant(s), then the Net Amount to be Received Directly by Merchant(s) is subject to change based on any change in the amount of the other obligation(s) to be paid off. Initial Estimated Payment This is the initial amount of periodic payments collected from Merchant(s) as an approximation of no more than the Specified Percentage of the Receivables and is 980.00 $ ____________________ subject to reconciliation as set forth in Section 4 below. DAY per __________________ I have read and d agree ag ee to t the terms and conditions ondition o ssset forth above: ______________________________________________________________________ ______ _____ Name: ____________________ OWNER KRUPALKUMAR R PATEL Title: ____________________ 09 / 20 / 2023 Date: ______________ RAJENDRAKUMAR D PATEL OWNER 09 / 20 / 2023 Doc ID: cb7132d5f77d793e35df2e82b2e18480c103a1da FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024 Page 2 of 16 STANDARD MERCHANT CASH ADVANCE AGREEMENT TERMS AND CONDITIONS 1. Sale of Future Receipts. Merchant(s) hereby sell, assign, and transfer to PROPULSION (making PROPULSION the absolute owner) in consideration of the funds provided (Purchase Price) specified above, all of each Merchants future accounts, contract rights, and other obligations arising from or relating to the payment of monies from each Merchants customers and/or other third party payors (the Receivables, defined as all payments made by cash, check, credit or debit card, electronic transfer, or other form of monetary payment in the ordinary course of each merchants business), for the payment of each Merchants sale of goods or services until the amount specified above (the Receivables Purchased Amount) has been delivered by Merchant(s) to PROPULSION. Each Merchant hereby acknowledges that until the Receivables Purchased Amount has been received in full by PROPULSION, each Merchants Receivables, up to the balance of the Receivables Purchased Amount, are the property of PROPULSION and not the property of any Merchant. Each Merchant agrees that it is a fiduciary for PROPULSION and that each Merchant will hold Receivables in trust for PROPULSION in its capacity as a fiduciary for PROPULSION. The Receivables Purchased Amount shall be paid to PROPULSION by each Merchant irrevocably authorizing only one depositing account acceptable to PROPULSION (the Account) to remit the percentage specified above (the Specified Percentage) of each Merchants settlement amounts due from each transaction, until such time as PROPULSION receives payment in full of the Receivables Purchased Amount. Each Merchant hereby authorizes PROPULSION to ACH debit the specified remittances and any applicable fees listed in Section 2 from the Account on a daily basis as of the next business day after the date of this Agreement and will provide PROPULSION with all required access codes and monthly bank statements. Each Merchant understands that it will be held responsible for any fees resulting from a rejected ACH attempt or an Event of Default (see Section 2). PROPULSION is not responsible for any overdrafts or rejected transactions that may result from PROPULSIONs ACH debiting the Specified Percentage amounts under the terms of this Agreement. Each Merchant acknowledges and agrees that until the amount of the Receivables collected by PROPULSION exceeds the amount of the Purchase Price, PROPULSION will be permitted not treat any amount collected under this Agreement as profit for taxation and accounting purposes. 2. Additional Fees. In addition to the Receivables Purchased Amount, each Merchant will be held responsible to PROPULSION for the following fees, where applicable: A. $_________ 1,750.00 - to cover underwriting, the ACH debit program, and expenses related to the procurement and initiation of the transactions encompassed by this Agreement. This will be deducted from payment of the Purchase Price. B. Wire Fee - Merchant(s) shall receive funding electronically to the Account and will be charged $50.00 for a Fed Wire or $0.00 for a bank ACH. This will be deducted from payment of the Purchase Price. C. NSF/Rejected ACH Fee - $50.00 for each time an ACH debit to the Account by PROPULSION is returned or otherwise rejected. No Merchant will be held responsible for such a fee if any Merchant gives PROPULSION notice no more than one business day in advance that the Account will have insufficient funds to be debited by PROPULSION and no Merchant is otherwise in default of the terms of the Agreement. Each such fee may be deducted from any payment collected by PROPULSION or may be collected in addition to any other payment collected by PROPULSION under this Agreement. Blocked Account/Default - $,00.00 - If an Event of Default has taken place under Section 30. UCC Fee - $195.00 to cover PROPULSION filing a UCC-1 financing statement to secure its interest in the Receivables Purchased Amount. A $195.00 UCC termination fee will be charged if a UCC filing is terminated. 0.00 F. $_________ - legal compliance with applicable disclosure laws and regulations. This will be deducted from payment of the Purchase Price. G. Court costs, arbitration fees, collection agency fees, attorney fees, expert fees, and any other expenses incurred in litigation, arbitration, or the enforcement of any of PROPULSIONs legal or contractual rights against each Merchant and/or each Guarantor, if required, as explained in other Sections of this Agreement. 3. Estimated Payments. Instead of debiting the Specified Percentage of Merchants Receivables, PROPULSION DAY may instead debit an Estimated Payment from the Account every _______________. The Estimated Payment is intended to be an approximation of no more than the Specified Percentage. The initial amount of the Estimated Payment is 980.00 $____________, subject to reconciliation as set forth in Section 4. Notwithstanding any provision herein to the contrary, PROPULSION is permitted to debit the Account to make up for a previous Estimated Payment that was not debited because PROPULSION was closed that day, to make up for any previous Estimated Payment that was not collected because the I have read and agree g to the terms and conditions o d t o s set s forth above: ______________________________________________________________________ ______ _____ ___ _ ______ Name: ____________________ OWNER KRUPALKUMAR R PATEL Title: ____________________ 09 / 20 / 2023 Date: ______________ RAJENDRAKUMAR D PATEL OWNER 09 / 20 / 2023 Doc ID: cb7132d5f77d793e35df2e82b2e18480c103a1da FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024 Page 3 of 16 STANDARD MERCHANT CASH ADVANCE AGREEMENT debit did not clear for any reason, to collect any amount due resulting from a reconciliation as set forth in Section 4, to collect any of the fees listed in Section 2, or to collect any amount due as a result of an Event of Default defined in Section 30. 4. Reconciliations. Any Merchant may contact PROPULSIONs Reconciliation Department to request that PROPULSION conduct a reconciliation in order to ensure that the amount that PROPULSION has collected equals the Specified Percentage of Merchant(s)s Receivables under this Agreement. A request for a reconciliation by any Merchant must be made by giving written notice of the request to PROPULSION or by sending an e-mail to submissions@propulsionfunding.com stating that a reconciliation is being requested. In order to effectuate the reconciliation, any Merchant must produce with its request any and all statements covering the period from the date of this Agreement through the date of the request for a reconciliation and, if available, the login and password for the Account. PROPULSION will complete each reconciliation requested by any Merchant within two business days after receipt of proper notice of a request for one accompanied by the information and documents required for it. PROPULSION may also conduct a reconciliation on its own at any time by reviewing Merchant(s)s Receivables covering the period from the date of this Agreement until the date of initiation of the reconciliation, each such reconciliation will be completed within two business days after its initiation, and PROPULSION will give each Merchant written notice of the determination made based on the reconciliation within one business day after its completion. If a reconciliation determines that PROPULSION collected more than it was entitled to, then PROPULSION will credit to the Account all amounts to which PROPULSION was not entitled and, if there is an Estimated Payment, decrease the amount of the Estimated Payment so that it is consistent with the Specified Percentage of Merchant(s)s Receivables from the date of the Agreement through the date of the reconciliation. If a reconciliation determines that PROPULSION collected less than it was entitled to, then PROPULSION will debit from the Account all additional amounts to which PROPULSION was entitled and, if there is an Estimated Payment, increase the amount of the Estimated Payment so that it is consistent with the Specified Percentage of Merchant(s)s Receivables from the date of the Agreement through the date of the reconciliation. Nothing herein limits the amount of times that a reconciliation may be requested or conducted. 5. Merchant Deposit Agreement. Merchant(s) shall appoint a bank acceptable to PROPULSION, to obtain electronic fund transfer services and/or ACH payments. Merchant(s) shall provide PROPULSION and/or its authorized agent with all of the information, authorizations, and passwords necessary to verify each Merchants Receivables. Merchant(s) shall authorize PROPULSION and/or its agent(s) to deduct the amounts owed to PROPULSION for the Receivables as specified herein from settlement amounts which would otherwise be due to each Merchant and to pay such amounts to PROPULSION by permitting PROPULSION to withdraw the Specified Percentage by ACH debiting of the account. The authorization shall be irrevocable as to each Merchant absent PROPULSIONs written consent until the Receivables Purchased Amount has been paid in full or the Merchant becomes bankrupt or goes out of business without any prior default under this Agreement. 6. Term of Agreement. The term of this Agreement is indefinite and shall continue until PROPULSION receives the full Receivables Purchased Amount, or earlier if terminated pursuant to any provision of this Agreement. The provisions of Sections 1, 2, 3, 4, 5, 6, 7, 9, 10, 12, 13, 14, 15, 16, 17, 18, 22, 25, 26, 27, 28, 29, 30, 31, 32, 33, 34, 35, 36, 37, 38, 39, 40, 41, 42, 43, 44, 45, 46, 47, 48, 49, 50, and 51 shall survive any termination of this Agreement. 7. Ordinary Course of Business. Each Merchant acknowledges that it is entering into this Agreement in the ordinary course of its business and that the payments to be made from each Merchant to PROPULSION under this Agreement are being made in the ordinary course of each Merchants business. 8. Financial Condition. Each Merchant and each Guarantor (Guarantor being defined as each signatory to the Guarantee of this Agreement) authorizes PROPULSION and its agent(s) to investigate each Merchants financial responsibility and history, and will provide to PROPULSION any bank or financial statements, tax returns, and other documents and records, as PROPULSION deems necessary prior to or at any time after execution of this Agreement. A photocopy of this authorization will be deemed as acceptable for release of financial information. PROPULSION is authorized to update such information and financial profiles from time to time as it deems appropriate. 9. Monitoring, Recording, and Electronic Communications. PROPULSION may choose to monitor and/or record telephone calls with any Merchant and its owners, employees, and agents. By signing this Agreement, each Merchant I have read and agree g to the terms and conditions o dto ss set forth above: ______________________________________________________________________ ______ _____ ___ _ ______ Name: ____________________ OWNER KRUPALKUMAR R PATEL Title: ____________________ 09 / 20 / 2023 Date: ______________ RAJENDRAKUMAR D PATEL OWNER 09 / 20 / 2023 Doc ID: cb7132d5f77d793e35df2e82b2e18480c103a1da FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024 Page 4 of 16 STANDARD MERCHANT CASH ADVANCE AGREEMENT agrees that any call between PROPULSION and any Merchant or its representatives may be monitored and/or recorded. Each Merchant and each Guarantor grants access for PROPULSION to enter any Merchants premises and to observe any Merchants premises without any prior notice to any Merchant at any time after execution of this Agreement. PROPULSION may use automated telephone dialing, text messaging systems, and e-mail to provide messages to Merchant(s), Owner(s) (Owner being defined as each person who signs this Agreement on behalf of a Merchant), and Guarantor(s) about Merchant(s)s account. Telephone messages may be played by a machine automatically when the telephone is answered, whether answered by an Owner, a Guarantor, or someone else. These messages may also be recorded by the recipients answering machine or voice mail. Each Merchant, each Owner, and each Guarantor gives PROPULSION permission to call or send a text message to any telephone number given to PROPULSION in connection with this Agreement and to play pre-recorded messages and/or send text messages with information about this Agreement and/or any Merchants account over the phone. Each Merchant, each Owner, and each Guarantor also gives PROPULSION permission to communicate such information to them by e-mail. Each Merchant, each Owner, and each Guarantor agree that PROPULSION will not be liable to any of them for any such calls or electronic communications, even if information is communicated to an unintended recipient. Each Merchant, each Owner, and each Guarantor acknowledge that when they receive such calls or electronic communications, they may incur a charge from the company that provides them with telecommunications, wireless, and/or Internet services, and that PROPULSION has no liability for any such charges. 10. Accuracy of Information Furnished by Merchant and Investigation Thereof. To the extent set forth herein, each of the parties is obligated upon his, her, or its execution of the Agreement to all terms of the Agreement. Each Merchant and each Owner signing this Agreement represent that he or she is authorized to sign this Agreement for each Merchant, legally binding said Merchant to its obligations under this Agreement and that the information provided herein and in all of PROPULSIONs documents, forms, and recorded interview(s) is true, accurate, and complete in all respects. PROPULSION may produce a monthly statement reflecting the delivery of the Specified Percentage of Receivables from Merchant(s) to PROPULSION. An investigative report may be made in connection with the Agreement. Each Merchant and each Owner signing this Agreement authorize PROPULSION, its agents and representatives, and any credit-reporting agency engaged by PROPULSION, to (i) investigate any references given or any other statements obtained from or about each 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 any Merchant and/or Owners(s) continue to have any obligation to PROPULSION under this Agreement or for PROPULSIONs ability to determine any Merchants eligibility to enter into any future agreement with PROPULSION. Any misrepresentation made by any Merchant or Owner in connection with this Agreement may constitute a separate claim for fraud or intentional misrepresentation. Authorization for soft pulls: Each Merchant and each Owner understands that by signing this Agreement, they are providing written instructions to PROPULSION under the Fair Credit Reporting Act, authorizing PROPULSION to obtain information from their personal credit profile or other information from Experian, TransUnion, and Equifax. Each Merchant and each Guarantor authorizes PROPULSION to obtain such information solely to conduct a pre-qualification for credit. Authorization for hard pulls: Each Merchant and each Owner understands that by signing this Agreement, they are providing written instructions to PROPULSION under the Fair Credit Reporting Act, authorizing PROPULSION to obtain information from their personal credit profile or other information from Experian, TransUnion, and Equifax. Each Merchant and each Guarantor authorizes PROPULSION to obtain such information in accordance with a merchant cash advance application. 11. Transactional History. Each Merchant authorizes its bank to provide PROPULSION with its banking and/or credit card processing history. 12. Indemnification. Each Merchant and each Guarantor jointly and severally indemnify and hold harmless each Merchants credit card and check processors (collectively, Processor) and Processors officers, directors, and shareholders against all losses, damages, claims, liabilities, and expenses (including reasonable attorney and expert fees) incurred by Processor resulting from (a) claims asserted by PROPULSION for monies owed to PROPULSION from any Merchant and (b) actions taken by any Processor in reliance upon information or instructions provided by PROPULSION. 13. No Liability. In no event will PROPULSION be liable for any claims asserted by any Merchant under any legal theory for lost profits, lost revenues, lost business opportunities, exemplary, punitive, special, incidental, indirect, or consequential damages, each of which is waived by each Merchant and each Guarantor. I have read and d agree ag ee to t the terms and conditions ondition o ssset forth above: ______________________________________________________________________ ______ _____ Name: ____________________ OWNER KRUPALKUMAR R PATEL Title: ____________________ 09 / 20 / 2023 Date: ______________ RAJENDRAKUMAR D PATEL OWNER 09 / 20 / 2023 Doc ID: cb7132d5f77d793e35df2e82b2e18480c103a1da FILED: NASSAU COUNTY CLERK 07/02/2024 09:33 AM INDEX NO. 611550/2024 NYSCEF DOC. NO. 6 RECEIVED NYSCEF: 07/02/2024 Page 5 of 16 STANDARD MERCHANT CASH ADVANCE AGREEMENT 14. Sale of Receivables. Each Merchant and PROPULSION agree that the Purchase Price under this Agreement is in exchange for the Receivables Purchased Amount and that such Purchase Price is not intended to be, nor shall it be construed as a loan from PROPULSION to any Merchant. PROPULSION is entering into this Agreement knowing the risks that each Merchants business may decline or fail, resulting in PROPULSION not receiving the Receivables Purchased Amount. Any Merchant going bankrupt, going out of business, or experiencing a slowdown in business or a delay in collecting Receivables will not on its own without anything more be considered a breach of this Agreement. Each Merchant agrees that the Purchase Price in exchange for the Receivables pursuant to this Agreement equals the fair market value of such Receivables. PROPULSION has purchased and shall own all the Receivables described in this Agreement up to the full Receivables Purchased Amount as the Receivables are created. Payments made to PROPULSION in respect to the full amount of the Receivables shall be conditioned upon each Merchants sale of products and services and the payment therefor by each Merchants customers in the manner provided in this Agreement. Each Merchant and each Guarantor acknowledges that PROPULSION does not purchase, sell, or offer to purchase or sell securities and that this Agreement is not a security, an offer to sell any security, or a solicitation of an offer to buy any security. Although certain jurisdictions require the disclosure of an Annual Percentage Rate or APR in connection with this Agreement, those disclosures do not change the fact that the transaction encompassed by this Agreement is not a loan and does not have an interest rate. 15. Power of Attorney. Each Merchant irrevocably appoints PROPULSION as its agent and attorney-in-fact with full authority to take any action or execute any instrument or document to settle all obligations due to PROPULSION for the benefit of each Merchant and only in order to prevent the occurrence of an Event of Default (as described in Section 30). If an Event of Default takes place under Section 30, then each Merchant irrevocably appoints PROPULSION as its agent and attorney-in-fact with full authority to take any action or execute any instrument or document to settle all obligations due to PROPULSION from each Merchant, including without limitation (i) to collect monies due or to become due under or in respect of any of the Collateral (which is defined in Section 29); (ii) to receive, endorse and collect any checks, notes, drafts, instruments, documents, or chattel paper in connection with clause (i); (iii) to sign each Merchants name on any invoice, bill of lading, or assignment directing customers or account debtors to make payment directly to PROPULSION; and (iv) to file any claims or take any action or institute any proceeding which PROPULSION may deem necessary for the collection of any of the unpaid Receivables Purchased Amount from the Collateral, or otherwise to enforce its rights with respect to payment of the Receivables Purchased Amount. 16. Protections Against Default. The following Protections 1 through 6 may be invoked by PROPULSION, immediately and without notice to any Merchant if any Even