Preview
FILED: KINGS COUNTY CLERK 04/26/2024 03:48 PM INDEX NO. 511948/2024
NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 04/26/2024
File No. 1281-N1176
SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF KINGS
Index No.
TD BANK, N.A., Date Purchased:
Plaintiff designates Kings County as
Plaintiff the place of trial
SUMMONS
-against- Plaintiff's Address
1 Portland Square
ADL DISTRIBUTORS CORP. and SARAH Portland, Maine 04101
SCHWARTZ, Basis of Venue:
Defendants'
Place of
Defendants. Business/Residence.
To The Above Named Defendants:
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 Plaintiffs counsel(s) within 20 days after the service of this Summons,
exclusive of the day of service (or within 30 days after the service is complete if this Summons is
not personally delivered to you within the State ofNew York); and in case of your failure to appear
or answer, Judgment will be taken against you by default for the relief demanded in the Complaint.
Dated: New York, New York
February 26, 2024 PLATZER, SWERGOLD,
GOLDBERG, KATZ & JASLOW, LLP
Counsel for Plaintiff
By: /s/ Morgan Luchs
Morgan S. Luchs, Esq.
18th
475 Park Avenue South, FlOOr
New York, New York 10016
(212) 593-3000
mluchs@platzerlaw.com
Addresses of Defendants:
ADL Distributors Sarah Schwartz
Corp
84th 58th
1214 Street Floor 3 1534 Street
Brooklyn, New York 11219 Brooklyn, New York 11219
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File No.: 1281-N176
SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF KINGS
-----------------------------------------------------------------_Ç
TD BANK, N.A.,
Index No.
Plaintiff,
-against- VERIFIED COMPLAINT
ADL DISTRIBUTORS CORP. and SARAH
SCHWARTZ,
Defendants.
------------------------------------------------------------------Ç
Plaintiff, TD BANK, N.A. ("Plaintiff'), by its attorneys, Platzer, Swergold, Goldberg,
Katz & Jaslow, LLP, as and for its verified complaint, alleges as follows:
THE PARTIES
1. Plaintiff is, and at all times hereinafter mentioned was, a national bank organized
and existing under and by virtue of the laws of the United States of America, with a place of
business located at 1 Portland Square, Portland, Maine 04101.
2. Upon information and belief, defendant, ADL DISTRIBUTORS CORP.
("Borrower"), at all relevant times hereinafter stated, was a domestic business corporation
organized and existing under the laws of the State of New York, with its principal office located
84*
at 1214 Street Floor 3, Brooklyn, New York 11219.
("Guarantor"
3. Upon information and belief, defendant, SARAH SCHWARTZ and
jointly with Borrower, "Defendants"), is, and at all times hereinafter mentioned was, an individual
58*
residing and domiciled at 1534 Street, Brooklyn, New York 11219.
THE LOAN DOCUMENTS
4. Pursuant to a certain Business Loan Agreement dated as of March 3, 2020, between
Borrower and Plaintiff (the "Business Loan Agreement"), Borrower executed and delivered to
internal
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Plaintiff a certain Promissory Note dated as of March 3, 2020 (the "Ng.e") in the principal amount
of One Hundred Thousand Fifty and 00/100 Dollars ($150,000.00), whereby Plaintiff agreed to
extend Borrower a certain commercial revolving line of credit up to said amount ("[eC").
"A"
Annexed hereto as Exhibit is a true and complete copy of the Business Loan Agreement and
"B"
annexed hereto as Exhibit is a true and complete copy of the Note.
5. Pursuant to the Note, the interest rate to be applied to the unpaid principal balance
under the Note is a rate of 3.490 percentage points over the Index (as defined in the Note) per
"B,"
annum (the "Interest Rate"). See Exhibit Page 1. However, the Interest Rate on the Note
would not be less than 4.750% per annum or more than the maximum rate allowed by applicable
"B,"
law. See Exhibit Page 1.
6. The Note further provides, in pertinent part, the following:
ATTORNEYS'
FEES; EXPENSES. Borrower agrees to pay all
costs and expenses Lender incurs to collect this Note. This includes,
subject to any limits under applicable law, Lender's reasonable
attorneys'
fees and Lender's legal expenses whether or not there is a
attorneys'
lawsuit, including reasonable fees and expenses for
bankruptcy proceedings (including efforts to modify or vacate any
automatic stay or injunction), and appeals. If not prohibited by
applicable law, Borrower also will pay any court costs, in addition
to all other sums provided by law.
"B,"
See Exhibit Page 1.
7. Pursuant to the Note, the default rate of interest applicable to the LOC ("the
"Default Rate") is as follows:
INTEREST AFTER DEFAULT. Upon default, including failure to
pay upon final maturity, the interest rate on this Note shall be
increased to 18.000% per annum based on a year of 360 days.
However, in no event will the interest rate exceed the maximum
interest rate limitations under applicable law.
"B,"
See Exhibit Page 1.
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8. The Note further provides, in pertinent part, as follows:
LATE CHARGE. If a regularly scheduled interest payment is 15
days or more late, Borrower will be charged 6.000% of the unpaid
portion of the regularly scheduled payment. If Lender demands
payment of this loan, and Borrower does not pay the loan in full
within 15 days after Lender's demand, Borrower also will be
charged 6.000% of the unpaid portion of the sum of the unpaid
principal plus accrued unpaid interest.
"B,"
See Exhibit Page 1.
9. In order to induce Plaintiff to enter into the Business Loan Agreement and extend
credit accommodations to Borrower, Guarantor executed and delivered a Commercial Guaranty
dated March 3, 2020 (the "Guaranty"), pursuant to which Guarantor guaranteed to Plaintiff the
payment and performance of all of the Borrower's obligations to Plaintiff. Annexed hereto as
"C"
Exhibit is a true and complete copy of the Guaranty.
10. In order to further induce Plaintiff to enter into the Business Loan Agreement and
extend credit accommodations to the Borrower, the Borrower executed and delivered to Plaintiff
a certain Commercial Security Agreement dated as of March 3, 2020 (the "Security Agreement")
pursuant to which Borrower granted to Plaintiff a security interest in, and a lien on and pledge and
assignment of all of Borrower's assets (the "Collateral") to Plaintiff. Annexed hereto as Exhibit
"D"
is a true and complete copy of the Security Agreement.
11. The Plaintiff perfected its security interest in the Collateral by duly filing a UCC-1
Financing Statement with the New York State, Department of State, Division of Corporations on
"202003185347335" "UC.,C"
March 18, 2020, bearing Filing No. (collectively, the together with
the Business Loan Agreement, the Note, the Security Agreement and the Guaranty collectively
"E"
referred to herein as the "Line of Credit Documents"). Annexed hereto as Exhibit is a true
and complete copy of the UCC.
12. The Plaintiff is the holder and owner of the Line of Credit Documents.
Internal
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THE DEFAULT UNDER THE LINE OF CREDIT DOCUMENTS
13. Defendants have defaulted under the terms of Line of Credit Documents as a result
of, inter alia, a payment default pursuant to the Line of Credit Documents on September 3, 2023
and continuing thereafter (collectively, the "Event of Default").
14. By letter January 4, 2024 (the "Default Letter"), Plaintiff, through its counsel,
notified Defendants of the Event of Default, and demanded that Defendants remit all accelerated,
"F"
outstanding unpaid sums due under the Note and Guaranty. Annexed hereto as Exhibit is a
true and complete copy of the Default Letter.
15. Despite Plaintiff's demand, the Defendants have failed to pay the outstanding
amounts due and owing pursuant to the Line of Credit Documents.
16. The amount due and outstanding to Plaintiff pursuant to the Line of Credit
Documents as of December 11, 2023, is as follows:
Principal: $145,973.04
Interest: $6,398.57
Late Fees: $265.14
UCC Termination Fee: $20.00
Misc. Fees: $750.00
Total as of August 10, 2023: $153,406.75
AS AND FOR A FIRST CAUSE OF ACTION
AGAINST THE BORROWER FOR BREACH OF CONTRACT
17. Plaintiff repeats and realleges each and every allegation contained in Paragraphs
"1" "16"
numbered through above as if fully set forth at length herein.
18. The Note executed by Borrower represents an unconditional instrument for the
payment of money only, which is due and payable and to which no genuine defense exists.
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19. The Note has not been altered, modified, or revoked in whole or in part, is
incontestable, and remains in full force and effect.
20. Borrower has defaulted under the Business Loan Agreement and the Note as a result
of the Event of Default.
21. By virtue of the foregoing, the Borrower is liable to the Plaintiff on an unconditional
instrument for the payment of money only in the principal amount of $145,973.04, plus interest
accrued thereon through December 11, 2023 in the amount of $6,398.57, together with interest
from December 11, 2023 accruing thereon at the Default Rate, plus late fees in the amount of
$265.14 through December 11, 2023 plus a UCC termination fee in the amount of $20.00 through
December 11, 2023, plus miscellaneous fees in the amount of $750.00 through December 11, 2023
together with other charges and fees subsequent to December 11, 2023 to the date of entry of the
attorneys'
judgment herein, plus reasonable and actual fees, costs and expenses.
AS AND FOR A SECOND CAUSE OF ACTION
AGAINST THE BORROWER FOR AN ACCOUNT STATED
22. Plaintiff repeats and realleges each and every allegation contained in Paragraphs
"1" "21"
numbered through above as if fully set forth at length herein.
23. Plaintiff duly rendered periodic statements of account with regard to the LOC to
Borrower, which statements were received by Borrower in the ordinary course of its business.
24. Borrower never objected or protested any such statements or any item contained
therein, as was its duty and obligation if any error existed.
25. By virtue of the above, an account stated has been taken between Plaintiff and
Borrower on the LOC, whereby Borrower has admitted and acknowledged the debt as accurate
and correct in all respects.
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26. Borrower, therefore, is liable to Plaintiff on an account stated in the principal
amount of $145,973.04, plus interest accrued thereon through December 11, 2023 in the amount
of $6,398.57, together with interest from December 11, 2023 accruing thereon at the Default Rate,
plus late fees in the amount of $265.14 through December 11, 2023 plus a UCC termination fee in
the amount of $20.00 through December 11, 2023, plus miscellaneous fees in the amount of
$750.00 through December 11, 2023 together with other charges and fees subsequent to December
11, 2023.
AS AND FOR A THIRD CAUSE OF ACTION AGAINST THE BORROWER
FOR UNJUST ENRICHMENT
27. Plaintiff repeats and realleges each and every allegation contained in Paragraphs
"1" "26"
numbered through above as if fully set forth at length herein.
28. Borrower utilized and enjoyed the proceeds of the LOC and failed to pay amounts
due and owing despite Borrower's demand.
29. As a consequence, Borrower has been unjustly enriched by its retention of the
amounts outstanding under the LOC.
30. By reason of the foregoing, Borrower is liable to Plaintiff in the principal amount
of $145,973.04, plus interest accrued thereon through December 11, 2023 in the amount of
$6,398.57, together with interest from December 11, 2023 accruing thereon at the Default Rate,
plus late fees in the amount of $265.14 through December 11, 2023 plus a UCC termination fee in
the amount of $20.00 through December 11, 2023, plus miscellaneous fees in the amount of
$750.00 through December 11, 2023 together with other charges and fees subsequent to December
11, 2023.
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AS AND FOR A FOURTH CAUSE OF ACTION
AGAINST THE BORROWER FOR FORECLOSURE OF SECURITY INTEREST
31. Plaintiff repeats and realleges each and every allegation contained in Paragraphs
"1" "30"
numbered through above as if fully set forth at length herein.
32. The Security Agreement granted Plaintiff a security interest in all of the Collateral
as security with respect to Borrower's obligations to the Plaintiff under the Note, as modified.
33. Plaintiff perfected its security interest in the Collateral by the filing of the UCC-1.
34. Pursuant to the terms of the security interest granted to the Plaintiff, a default under
the terms and conditions of the Line of Credit Documents entitles the Plaintiff to pursue all of the
rights and remedies available to a secured party, at law or equity, against the Borrower, including
the rights and remedies of a secured party under the Uniform Commercial Code.
35. The Security Agreement, under which Plaintiff was granted a security interest,
provides, in pertinent part, that:
Sell the Collateral. Lender shall have full power to sell, lease,
transfer, or otherwise deal with the Collateral or proceeds thereof in
Lender's own name or that of Grantor. Lender may sell the Collateral
at public auction or private sale. Unless the Collateral threatens to
decline speedily in value or is of a type customarily sold on a
recognized market, Lender will give Grantor, and other persons as
required by law, reasonable notice of the time and place of any
public sale, or the time after which any private sale or any other
disposition of the Collateral is to be made....The requirements of
reasonable notice shall be met if such notice is given at least ten (10)
days before the time of the sale or disposition. All expenses relating
to the disposition of the Collateral, including without limitation the
expenses of retaking, holding, insuring, preparing for sale and
selling the Collateral (including legal fees and costs), shall become
a part of the Indebtedness secured by this Agreement and payable
from the proceeds of the disposition of the Collateral, and shall be
payable on demand, with interest at the Note rate from date of
expenditure until repaid.
See, Exhibit D, Security Agreement, Page 4.
Internal
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36. Borrower has defaulted under the Line of Credit Documents as a result of the Event
of Default.
37. By virtue of such default, Plaintiff is entitled to foreclose on the Collateral.
38. By virtue of the above, Plaintiff is entitled to a judgment granting foreclosure of its
security interest in the Collateral and permitting the Plaintiff to pursue the rights and remedies
provided under the Uniform Commercial Code as well as such rights and remedies available under
applicable law.
AS AND FOR A FIFTH CAUSE
Preview
FILED: KINGS COUNTY CLERK 04/26/2024 03:48 PM INDEX NO. 511948/2024 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 04/26/2024 File No. 1281-N1176 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF KINGS Index No. TD BANK, N.A., Date Purchased: Plaintiff designates Kings County as Plaintiff the place of trial SUMMONS -against- Plaintiff's Address 1 Portland Square ADL DISTRIBUTORS CORP. and SARAH Portland, Maine 04101 SCHWARTZ, Basis of Venue: Defendants' Place of Defendants. Business/Residence. To The Above Named Defendants: 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 Plaintiffs counsel(s) within 20 days after the service of this Summons, exclusive of the day of service (or within 30 days after the service is complete if this Summons is not personally delivered to you within the State ofNew York); and in case of your failure to appear or answer, Judgment will be taken against you by default for the relief demanded in the Complaint. Dated: New York, New York February 26, 2024 PLATZER, SWERGOLD, GOLDBERG, KATZ & JASLOW, LLP Counsel for Plaintiff By: /s/ Morgan Luchs Morgan S. Luchs, Esq. 18th 475 Park Avenue South, FlOOr New York, New York 10016 (212) 593-3000 mluchs@platzerlaw.com Addresses of Defendants: ADL Distributors Sarah Schwartz Corp 84th 58th 1214 Street Floor 3 1534 Street Brooklyn, New York 11219 Brooklyn, New York 11219 Internal 1 of 15 FILED: KINGS COUNTY CLERK 04/26/2024 03:48 PM INDEX NO. 511948/2024 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 04/26/2024 File No.: 1281-N176 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF KINGS -----------------------------------------------------------------_Ç TD BANK, N.A., Index No. Plaintiff, -against- VERIFIED COMPLAINT ADL DISTRIBUTORS CORP. and SARAH SCHWARTZ, Defendants. ------------------------------------------------------------------Ç Plaintiff, TD BANK, N.A. ("Plaintiff'), by its attorneys, Platzer, Swergold, Goldberg, Katz & Jaslow, LLP, as and for its verified complaint, alleges as follows: THE PARTIES 1. Plaintiff is, and at all times hereinafter mentioned was, a national bank organized and existing under and by virtue of the laws of the United States of America, with a place of business located at 1 Portland Square, Portland, Maine 04101. 2. Upon information and belief, defendant, ADL DISTRIBUTORS CORP. ("Borrower"), at all relevant times hereinafter stated, was a domestic business corporation organized and existing under the laws of the State of New York, with its principal office located 84* at 1214 Street Floor 3, Brooklyn, New York 11219. ("Guarantor" 3. Upon information and belief, defendant, SARAH SCHWARTZ and jointly with Borrower, "Defendants"), is, and at all times hereinafter mentioned was, an individual 58* residing and domiciled at 1534 Street, Brooklyn, New York 11219. THE LOAN DOCUMENTS 4. Pursuant to a certain Business Loan Agreement dated as of March 3, 2020, between Borrower and Plaintiff (the "Business Loan Agreement"), Borrower executed and delivered to internal 2 of 15 FILED: KINGS COUNTY CLERK 04/26/2024 03:48 PM INDEX NO. 511948/2024 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 04/26/2024 Plaintiff a certain Promissory Note dated as of March 3, 2020 (the "Ng.e") in the principal amount of One Hundred Thousand Fifty and 00/100 Dollars ($150,000.00), whereby Plaintiff agreed to extend Borrower a certain commercial revolving line of credit up to said amount ("[eC"). "A" Annexed hereto as Exhibit is a true and complete copy of the Business Loan Agreement and "B" annexed hereto as Exhibit is a true and complete copy of the Note. 5. Pursuant to the Note, the interest rate to be applied to the unpaid principal balance under the Note is a rate of 3.490 percentage points over the Index (as defined in the Note) per "B," annum (the "Interest Rate"). See Exhibit Page 1. However, the Interest Rate on the Note would not be less than 4.750% per annum or more than the maximum rate allowed by applicable "B," law. See Exhibit Page 1. 6. The Note further provides, in pertinent part, the following: ATTORNEYS' FEES; EXPENSES. Borrower agrees to pay all costs and expenses Lender incurs to collect this Note. This includes, subject to any limits under applicable law, Lender's reasonable attorneys' fees and Lender's legal expenses whether or not there is a attorneys' lawsuit, including reasonable fees and expenses for bankruptcy proceedings (including efforts to modify or vacate any automatic stay or injunction), and appeals. If not prohibited by applicable law, Borrower also will pay any court costs, in addition to all other sums provided by law. "B," See Exhibit Page 1. 7. Pursuant to the Note, the default rate of interest applicable to the LOC ("the "Default Rate") is as follows: INTEREST AFTER DEFAULT. Upon default, including failure to pay upon final maturity, the interest rate on this Note shall be increased to 18.000% per annum based on a year of 360 days. However, in no event will the interest rate exceed the maximum interest rate limitations under applicable law. "B," See Exhibit Page 1. internal 3 of 15 FILED: KINGS COUNTY CLERK 04/26/2024 03:48 PM INDEX NO. 511948/2024 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 04/26/2024 8. The Note further provides, in pertinent part, as follows: LATE CHARGE. If a regularly scheduled interest payment is 15 days or more late, Borrower will be charged 6.000% of the unpaid portion of the regularly scheduled payment. If Lender demands payment of this loan, and Borrower does not pay the loan in full within 15 days after Lender's demand, Borrower also will be charged 6.000% of the unpaid portion of the sum of the unpaid principal plus accrued unpaid interest. "B," See Exhibit Page 1. 9. In order to induce Plaintiff to enter into the Business Loan Agreement and extend credit accommodations to Borrower, Guarantor executed and delivered a Commercial Guaranty dated March 3, 2020 (the "Guaranty"), pursuant to which Guarantor guaranteed to Plaintiff the payment and performance of all of the Borrower's obligations to Plaintiff. Annexed hereto as "C" Exhibit is a true and complete copy of the Guaranty. 10. In order to further induce Plaintiff to enter into the Business Loan Agreement and extend credit accommodations to the Borrower, the Borrower executed and delivered to Plaintiff a certain Commercial Security Agreement dated as of March 3, 2020 (the "Security Agreement") pursuant to which Borrower granted to Plaintiff a security interest in, and a lien on and pledge and assignment of all of Borrower's assets (the "Collateral") to Plaintiff. Annexed hereto as Exhibit "D" is a true and complete copy of the Security Agreement. 11. The Plaintiff perfected its security interest in the Collateral by duly filing a UCC-1 Financing Statement with the New York State, Department of State, Division of Corporations on "202003185347335" "UC.,C" March 18, 2020, bearing Filing No. (collectively, the together with the Business Loan Agreement, the Note, the Security Agreement and the Guaranty collectively "E" referred to herein as the "Line of Credit Documents"). Annexed hereto as Exhibit is a true and complete copy of the UCC. 12. The Plaintiff is the holder and owner of the Line of Credit Documents. Internal 4 of 15 FILED: KINGS COUNTY CLERK 04/26/2024 03:48 PM INDEX NO. 511948/2024 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 04/26/2024 THE DEFAULT UNDER THE LINE OF CREDIT DOCUMENTS 13. Defendants have defaulted under the terms of Line of Credit Documents as a result of, inter alia, a payment default pursuant to the Line of Credit Documents on September 3, 2023 and continuing thereafter (collectively, the "Event of Default"). 14. By letter January 4, 2024 (the "Default Letter"), Plaintiff, through its counsel, notified Defendants of the Event of Default, and demanded that Defendants remit all accelerated, "F" outstanding unpaid sums due under the Note and Guaranty. Annexed hereto as Exhibit is a true and complete copy of the Default Letter. 15. Despite Plaintiff's demand, the Defendants have failed to pay the outstanding amounts due and owing pursuant to the Line of Credit Documents. 16. The amount due and outstanding to Plaintiff pursuant to the Line of Credit Documents as of December 11, 2023, is as follows: Principal: $145,973.04 Interest: $6,398.57 Late Fees: $265.14 UCC Termination Fee: $20.00 Misc. Fees: $750.00 Total as of August 10, 2023: $153,406.75 AS AND FOR A FIRST CAUSE OF ACTION AGAINST THE BORROWER FOR BREACH OF CONTRACT 17. Plaintiff repeats and realleges each and every allegation contained in Paragraphs "1" "16" numbered through above as if fully set forth at length herein. 18. The Note executed by Borrower represents an unconditional instrument for the payment of money only, which is due and payable and to which no genuine defense exists. internal 5 of 15 FILED: KINGS COUNTY CLERK 04/26/2024 03:48 PM INDEX NO. 511948/2024 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 04/26/2024 19. The Note has not been altered, modified, or revoked in whole or in part, is incontestable, and remains in full force and effect. 20. Borrower has defaulted under the Business Loan Agreement and the Note as a result of the Event of Default. 21. By virtue of the foregoing, the Borrower is liable to the Plaintiff on an unconditional instrument for the payment of money only in the principal amount of $145,973.04, plus interest accrued thereon through December 11, 2023 in the amount of $6,398.57, together with interest from December 11, 2023 accruing thereon at the Default Rate, plus late fees in the amount of $265.14 through December 11, 2023 plus a UCC termination fee in the amount of $20.00 through December 11, 2023, plus miscellaneous fees in the amount of $750.00 through December 11, 2023 together with other charges and fees subsequent to December 11, 2023 to the date of entry of the attorneys' judgment herein, plus reasonable and actual fees, costs and expenses. AS AND FOR A SECOND CAUSE OF ACTION AGAINST THE BORROWER FOR AN ACCOUNT STATED 22. Plaintiff repeats and realleges each and every allegation contained in Paragraphs "1" "21" numbered through above as if fully set forth at length herein. 23. Plaintiff duly rendered periodic statements of account with regard to the LOC to Borrower, which statements were received by Borrower in the ordinary course of its business. 24. Borrower never objected or protested any such statements or any item contained therein, as was its duty and obligation if any error existed. 25. By virtue of the above, an account stated has been taken between Plaintiff and Borrower on the LOC, whereby Borrower has admitted and acknowledged the debt as accurate and correct in all respects. Internal 6 of 15 FILED: KINGS COUNTY CLERK 04/26/2024 03:48 PM INDEX NO. 511948/2024 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 04/26/2024 26. Borrower, therefore, is liable to Plaintiff on an account stated in the principal amount of $145,973.04, plus interest accrued thereon through December 11, 2023 in the amount of $6,398.57, together with interest from December 11, 2023 accruing thereon at the Default Rate, plus late fees in the amount of $265.14 through December 11, 2023 plus a UCC termination fee in the amount of $20.00 through December 11, 2023, plus miscellaneous fees in the amount of $750.00 through December 11, 2023 together with other charges and fees subsequent to December 11, 2023. AS AND FOR A THIRD CAUSE OF ACTION AGAINST THE BORROWER FOR UNJUST ENRICHMENT 27. Plaintiff repeats and realleges each and every allegation contained in Paragraphs "1" "26" numbered through above as if fully set forth at length herein. 28. Borrower utilized and enjoyed the proceeds of the LOC and failed to pay amounts due and owing despite Borrower's demand. 29. As a consequence, Borrower has been unjustly enriched by its retention of the amounts outstanding under the LOC. 30. By reason of the foregoing, Borrower is liable to Plaintiff in the principal amount of $145,973.04, plus interest accrued thereon through December 11, 2023 in the amount of $6,398.57, together with interest from December 11, 2023 accruing thereon at the Default Rate, plus late fees in the amount of $265.14 through December 11, 2023 plus a UCC termination fee in the amount of $20.00 through December 11, 2023, plus miscellaneous fees in the amount of $750.00 through December 11, 2023 together with other charges and fees subsequent to December 11, 2023. internal 7 of 15 FILED: KINGS COUNTY CLERK 04/26/2024 03:48 PM INDEX NO. 511948/2024 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 04/26/2024 AS AND FOR A FOURTH CAUSE OF ACTION AGAINST THE BORROWER FOR FORECLOSURE OF SECURITY INTEREST 31. Plaintiff repeats and realleges each and every allegation contained in Paragraphs "1" "30" numbered through above as if fully set forth at length herein. 32. The Security Agreement granted Plaintiff a security interest in all of the Collateral as security with respect to Borrower's obligations to the Plaintiff under the Note, as modified. 33. Plaintiff perfected its security interest in the Collateral by the filing of the UCC-1. 34. Pursuant to the terms of the security interest granted to the Plaintiff, a default under the terms and conditions of the Line of Credit Documents entitles the Plaintiff to pursue all of the rights and remedies available to a secured party, at law or equity, against the Borrower, including the rights and remedies of a secured party under the Uniform Commercial Code. 35. The Security Agreement, under which Plaintiff was granted a security interest, provides, in pertinent part, that: Sell the Collateral. Lender shall have full power to sell, lease, transfer, or otherwise deal with the Collateral or proceeds thereof in Lender's own name or that of Grantor. Lender may sell the Collateral at public auction or private sale. Unless the Collateral threatens to decline speedily in value or is of a type customarily sold on a recognized market, Lender will give Grantor, and other persons as required by law, reasonable notice of the time and place of any public sale, or the time after which any private sale or any other disposition of the Collateral is to be made....The requirements of reasonable notice shall be met if such notice is given at least ten (10) days before the time of the sale or disposition. All expenses relating to the disposition of the Collateral, including without limitation the expenses of retaking, holding, insuring, preparing for sale and selling the Collateral (including legal fees and costs), shall become a part of the Indebtedness secured by this Agreement and payable from the proceeds of the disposition of the Collateral, and shall be payable on demand, with interest at the Note rate from date of expenditure until repaid. See, Exhibit D, Security Agreement, Page 4. Internal 8 of 15 FILED: KINGS COUNTY CLERK 04/26/2024 03:48 PM INDEX NO. 511948/2024 NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 04/26/2024 36. Borrower has defaulted under the Line of Credit Documents as a result of the Event of Default. 37. By virtue of such default, Plaintiff is entitled to foreclose on the Collateral. 38. By virtue of the above, Plaintiff is entitled to a judgment granting foreclosure of its security interest in the Collateral and permitting the Plaintiff to pursue the rights and remedies provided under the Uniform Commercial Code as well as such rights and remedies available under applicable law. AS AND FOR A FIFTH CAUSE