DOCKET NO: FST-CV 24-6069104-S : SUPERIOR COURT
`CUCUMBER CAPITAL LLC
`
`: J.D. OF STAMFORD/NORWALK
`V. : AT STAMFORD
`AMOTEC INC, CARMINE G IZZO ; JANUARY 3, 2025
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`AMENDED COMPLAINT
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`FACTS COMMON TO ALL COUNTS
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`1. The plaintiff, Cucumber Capital LLC (“Buyer”), is a limited liability company
`with a place of business in Connecticut.
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`2. The Buyer and defendant A motec Inc (“Seller”), entered into a Purchase and Sale
`of Future Receivables A greement dated A pril 11, 2024 (“Agreement”), whereby the Seller sold,
`and the Buyer purchased, future receipts of the Seller totaling $585,000.00.
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`3. The defendant, Carmine G Izzo, (“Guarantor”), joint and severally guaranteed the
`obligations of the Seller on the Agreement, as evidenced by the Guarantor having executed a
`Guaranty of Performance contained within the Agreement (“Guaranty”).
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`A, The Seller defaulted on the Agreement in August 2024, including without
`limitation, due to Seller’s action that denied and interfered with Buyer’s rights under the
`Agreement, including Buyer’s right to receive its share of Seller’s revenue. Specifically, but
`without limitation, to the Seller blocking access to its designated depository account by rejecting
`the Buyer’s ACH debit.
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`5. The Guarantor defaulted on the Guaranty for failure to pay the Buyer all amounts
`due on the Agreement.
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`6. The Buyer commenced this commercial collection action against the Defendants,
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`and subsequently, the Buyer and Defendants entered into a Settlement Agreement (“Settlement
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`Agreement”) dated August 14, 2024, which was later amended on October 9, 2024. A redacted
`copy of the Settlement Agreement is attached to the Buyer’s Amended Complaint as Exhibit A.
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`7. The Defendants defaulted on the Setthkement Agreement, including without
`limitation, for nonpayment of amounts when due.
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`8. Pursuant to the Settlement Agreement, the Defendants waived the right to notice
`and a hearing prior to the Buyer making prejudgment attachments of the Defendants’ property.
`See Settlement A greement (Exhibit A), Paragraph 26.
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`9. Pursuant to the Settlement Agreement, the Defendants agreed that upon their
`default, the Buyer could file an amended complaint to pursue a judgment against Defendants for
`breach of the Settlement A greement.
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`10. The Plaintiff is the present owner and holder of the Settlement A greement.
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`COUNT ONE
`(BREACH OF CONTRACT AGAINST SELLER)
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`1-10. The Buyer incorporates paragraphs 1-10 of the Facts Common to all Counts.
`11. The Seller is liable to the Buyer for breach of the Settlement A greement.
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`COUNT TWO
`(BREACH OF CONTRACT AGAINST GUARANTOR)
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`1-10. The Buyer incorporates paragraphs 1-10 of the Facts Common to all Counts.
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`11. | The Guarantor is liable to the Buyer for breach of the Settlement A greement.
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`WHEREFORE, the Buyer seeks:
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`a. Money damages;
`b. Legal fees and costs;
`C. Interest including post judgment; and
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`d. Such other and further relief as the Court may deem just and equitable.
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`THE PLAINTIFF,
`CUCUMBER CAPITAL LLC
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`wy eT
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`John T. Szalan Esq. (440154)
`Neubert, Pepe & Monteith, P.C.
`195 Church Street, 13" Floor
`New Haven, CT 06510
`Telephone No. (203) 821-2000
`Juris Number 407996
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`DOCKET NO: FST-CV 24-6069104-S : SUPERIOR COURT
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`CUCUMBER CAPITAL LLC
`J.D. OF STAMFORD/NORWALK
`
`V. ; AT STAMFORD
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`AMOTEC INC, CARMINE G IZZO ; JANUARY 3, 2025
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`STATEMENT OF AMOUNT IN DEMAND
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`The amount, legal interest, or property in demand is greater than $15,000.00, exclusive of
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`interest and costs.
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`THE PLAINTIFF,
`CUCUMBER CAPITAL LLC
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`. Ls
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`John T. Szalan Esq. (440154)
`Neubert, Pepe & Monteith, P.C.
`195 Church Street, 13" Floor
`New Haven, CT 06510
`Telephone No. (203) 821-2000
`Juris Number 407996
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`EXHIBIT
`A
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`DOCKET NUMBER: : SUPERIOR COURT
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`CUCUMBER CAPITAL LLC
`| / ‘LD, OF STAMFORD/NORWALK
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`Vv. :. AT STAMFORD
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`AMOTEC, INC, CARMINE G IZZO "AUGUST 14, 2024
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`SETTLEMENT AGREEMENT
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`This Settlement Agreement (“Agreement”) is entered into and effective as of the date above and
`is between Cucumber Capital LLC, with a mailing address of 125 Strawberry Hill Ave, Ste 101,
`Stamford, CT 06902 and an emai! address of legal@cucumbercapital.com (“Plaintiff”); Amotec
`Inc,, with a mailing address of 3133 Chester Ave, Cleveland, OH 44114 and email address of
`cizzo@amotecinc.com (“Seller”); and Carmine G Izzo, with a mailing address of 31745
`Leeward Ct, Avon Lake, OH 44012 and email address of cizzo@amotecinc.com (“Guarantor”).
`Guarantor and Seller are collectively the “Defendants”. Plaintiff and Defendants are collectively
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`the “Parties”.
`. OQ Chr
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`Cucumber Capital LLC Amotec Inc. Carmine G Izzo
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`As set forth below, this Agreement provides the complete and total terms and conditions for
`settlement of any and all claims between the Parties concerning and related to the Parties’
`agreement dated April 11, 2024 (“MCA Agreement” a copy of which is attached hereto as Exhibit
`A), including without limitation, the claims of Plaintiff against Defendants as set forth in the above
`captioned lawsuit (“Action”).
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`1. Replacement of MCA Agreement. Each party agrees and acknowledges that this
`Agreement supersedes and replaces the MCA Agreement, along with any and all prior and
`contemporaneous contracts, agreements, and understandings between the Parties, whether written
`or oral, related to the MCA Agreement and subject matter of this Agreement. Upon execution of
`this Agreement, the MCA Agreement and any and all prior and contemporaneous contracts,
`agreements, and understandings between the Parties, whether written or oral, related to the MCA
`Agreement and subject matter of this Agreement shall be deemed terminated and of no further
`force or effect, except as expressly provided herein.
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`2. Entire Agreement. Each party agrees and acknowledges that this Agreement constitutes
`the entire agreement between the Parties concerning the subject matter hereof. Any amendments
`to this Agreement must be in writing and signed by the party against whom enforcement of the
`change is sought.
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`3, Acknowledgment of Consideration. Each party agrees and acknowledges that the mutual
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`promises contained in this Agreement constitute valid and binding consideration for entering into
`this Agreement. -
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`Page 1 of 10
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`4, Material Inducement. Each party agrees and acknowledges that the representations,
`warranties, and covenants made by each party in this Agreement are material inducements to the
`execution of this Agreement and the consummation of the transactions contemplated herein.
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`5. Corporate Authority. The individual(s) who execute this Agreement on behalf of a legal
`entity (limited liability company, corporation, all other legal entities) represent and warrant that
`all necessary actions have been taken so that they have the full right, power, and authority, without
`qualification, to negotiate, execute, deliver and bind the legal entity to the terms and conditions of
`this Agreement, including all attachments, instruments and other agreements as may be necessary
`to carry out and consummate this Agreement.
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`6. Default by Defendants. Seller agrees and acknowledges that they defaulted on the MCA
`Agreement due to actions that denied and interfered with Plaintiff's right to right to receive its
`share of Seller’s revenue. Without limitation, Seller blocked access to its designated depository
`account by rejecting the Buyer’s ACH debit. Guarantor agrees and acknowledges that they
`defaulted on the MCA Agreement due to Seller’s default on the MCA Agreement and subsequent
`nonpayment of amounts due Plaintiff under the MCA Agreement.
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`7. Amount due Plaintiff by Defendants. Each party agrees and acknowledges that the
`amount due Plaintiff under the MCA Agreement, without defense, offset or counterclaim, is no
`less than $439,256.25 as of the date of this Agreement (“Total Debt”), being equal to the unpaid
`purchased amount of future receipts of $409,156.25, a blocked account fee of $100.00, and
`incurred legal fees and costs of approximately $30,000.00.
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`8. Request by Defendants to Settle and Plaintiff Agreement. Defendants agree and
`acknowledge that: (a) they have requested that Plaintiff agree to terms and conditions to settle its
`claims against Defendants under the MCA Agreement, and Action, due to Defendants’ default on
`the MCA Agreement; (b) Plaintiff agrees to Defendants’ request, subject to the terms in this
`Agreement; and (c) the terms in this Agreement are each a material inducement for Plaintiff to
`settle and refrain from continuing to exercise its legal rights and remedies due to Defendants’
`default on the MCA Agreement.
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`9. Payment and Related Obligations of Defendants. Defendants agree to fully and timely
`complete the following payment and related obligations (collectively “Obligations”):
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`a. Defendants shall pay Plaintiff a reduced settlement amount of $409,600.00
`(‘Settlement Amount”) as follows:
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`i) $408,000.00 payable through sixty-cight (68) consecutive weekly installments of
`$6,000.00 with the first payment being due on August 16, 2024 by 5:00 P.M. EST
`(excluding weekends and holidays) and the last payment being due on December 5,
`2025 by 5:00 P.M. EST (excluding weekends and holidays) with time being of the
`essence to all payments; and, Defendants shall make these payments to Plaintiff by
`automated clearing house (ACH); with a four (4) day grace period to all payments; and
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`ii) $1,000.00 payable through one (1) final installment of $1,000.00 with the payment
`being due on December 12, 2025 by 5:00 P.M. EST (excluding weekends and holidays)
`(excluding weekends and holidays) with time being of the essence to all payments; and,
`Defendants shall make these payments to Plaintiff by automated clearing house (ACH);
`with a four (4) day grace period to all payments; and
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`b. Defendants shall cooperate and assist Plaintiff as reasonably requested, including
`without limitation, by signing and providing documents Plaintiff may require to carry
`out the purpose, spirit, and intent of this Agreement.
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`10. = Plaintiff Agreement to Stay. Plaintiff agrees to stay efforts to prosecute the Action until
`should Defendants default on this Agreement, including without limitation, the failure of
`Defendants to fully comply with the Obligations in this Agreement. Notwithstanding, Plaintiff is
`permitted to complete service in the Action, file the complaint in the Action with the court, file
`pleadings to obtain a court order approving this Agreement, and file pleadings as required to
`maintain the Action.
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`11. Benefits to Defendants Upon Completion of Obligations. Upon full completion by
`Defendants of their obligations in this Agreement, including the Plaintiff receiving the Settlement
`Amount per the terms above, the Parties agree to the following:
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`a. The Total Debt and this Agreement will have been satisfied by Defendants (this means
`that Plaintiff agrees to receive the Settlement Amount, per the terms above, in
`satisfaction of the Total Debt and this Agreement); and
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`b, Plaintiff will file a withdrawal of the Action as to the Defendants, if applicabie; and
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`c. Plaintiff will terminate its UCC-1 financing statement for the Defendants, if applicable;
`and
`d. Plaintiff will provide the Defendants with a Zero Balance Letter.
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`12. Remedies to Plaintiff Upon Default by Defendants of Obligations. Upon default by
`Defendants of their obligations in this Agreement, including Defendants failing to pay the
`Settlement Amount in accordance with the terms above, the Parties agree to the following, without
`Plaintiff having to provide notice to Defendants, or an opportunity to cure:
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`a. All of Plaintiff's obligations and agreements in this Agreement shall be immediately
`null and void; and
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`b. Plaintiff can resume enforcing its rights and remedies against Defendants, including
`without limitation, resuming the Action, or commencing a new lawsuit, to obtain a
`judgment against Defendants for breach of this Agreement equal to the unpaid amount
`of the Total Debt (and not the Settlement Amount), plus interest, Jegal fees, and costs,
`as set forth below, and Defendants agree and consent to Plaintiff filing an amended
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`complaint in the Action, per Connecticut Practice Book § 10-60(a)(2), expressly for
`this purpose; and
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`i. Interest from the date of default shall accrue to the unpaid Total Debt at eight
`percent (8.0%) per annum, which the Parties agree and consent shall also be the
`post judgment interest rate for all amounts awarded to Plaintiff against
`Defendants at judgment; and
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`ii. Defendants shall be liable for attorneys’ fees, court costs, and other expenses
`incurred by Plaintiff to enforce the terms of this Agreement, or that arises out
`of or in connection with this Agreement; and
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`c. Should the court have dismissed the Action during Defendants’ performance on this
`Agreement (for example, for dormancy due to jengthy payment terms), Defendants
`agree and consent to:
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`i, Plaintiff filing a motion to open the judgment the dismissal, motion to restore
`the case to the docket, or other similar motions, and waive any objection to such
`motions, inclusive of the four-month time limitations required by Connecticut
`General Statutes Section 52-212a; and
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`ii. Plaintiff commencing a new action based on this Agreement under the provision
`of Connecticut General Statutes Section 52-592, and Defendants agree to waive
`any defense in such new actions based on the statute of limitations equivalent
`to the period of time that the Defendants performed under this Agreement} and
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`d. As set forth above, Plaintiff is permitted to complete service, file the complaint in the
`Action with the court, file pleadings to obtain a court order approving and enforcing
`this Agreement, and file pleadings as required to maintain the Action.
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`13. General Release by Defendants, Each of the Defendants on behaif of themselves, and all
`persons or entities.claiming by, through or under them, and their respective heirs, successors and
`assigns, hereby fully, completely and finally waive, release, remise, acquit, and forever discharge
`and covenant not to sue Plaintiff, as well as Plaintiff's respective officers, directors, shareholders,
`trustees, parent companies, sister companies, affiliates, subsidiaries, employers, employees,
`attorneys, accountants, predecessors, successors, insurers, representatives, and agents with respect
`to any and all claims, demands, suits, manner of obligation, debt, liability, tort, covenant, contract,
`or causes of action of any kind whatsoever, at law or in equity, including without limitation, all
`claims and causes of action arising out of or in any way relating to the MCA Agreement, the Action
`including Plaintiff making prejudgment remedy attachments in the Action, and this Agreement.
`Defendants warrant and represent that they have not assigned or otherwise transferred any claim
`or cause of action released by this Agreement. Defendants specifically do not waive or release any
`claim that may arise for breach of this Agreement.
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`14. No Waiver. No waiver of any provision of this Agreement by either party shall be
`effective unless In writing and signed by the party against whom the waiver is sought to be
`enforced. The failure of either party to enforce any provision of this Agreement on any occasion
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`shall not be construed as a waiver of such provision or of the right to enforce such provision on
`any other occasion. No waiver shall be deemed to be a waiver of any other provision, whether or
`not similar, nor shall any waiver constitute a continuing waiver.
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`15. Liability in Case of Clawback Payments. If, for any reason, any payment received by
`Plaintiff from or on behalf of Defendants is rescinded or must otherwise be returned by Plaintiff
`in connection with any insolvency, bankruptcy, receivership, or other similar proceedings,
`Defendants shall remain liable for such amounts, and any obligations to Plaintiff under this
`Agreement shall be reinstated as if such payment had not been made, Defendants agrees to
`indemnify and hold Plaintiff harmless from and against any and all losses, liabilities, claims,
`damages, and expenses, including reasonable attorneys’ fees, incurred by Plaintiff as a result of
`any payments having to be returned or repaid under this section.
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`16. Reaffirmation of Security Interests. Notwithstanding anything to the contrary, this
`Agreement does not affect, modify, or extinguish the security interests, liens, assignments, and
`encumbrances previously granted to Plaintiff under the MCA Agreement or any prior agreements.
`Parties agree that the security interests, liens, assignments, and encumbrances previously granted
`to Plaintiff under the MCA Agreement, or any prior agreements, remain in full force and effect as
`of the date of this Agreement and continue to secure all obligations of Defendants to Plaintiff as
`outlined in this Agreement. Nothing in this Agreement shall be construed as a waiver or release of
`any rights or remedies available to Plaintiff under any security agreement or other instrument
`creating or governing such security interests.
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`17. Assignment and Binding Effect. Plaintiff, but not the Defendants, may assign, transfer,
`or delegate any of its rights or obligations under this Agreement without the prior written consent
`of Defendants. This Agreement shal{ be binding upon and inure to the benefit of the Parties hereto
`and their respective heirs, executors, administrators, successors, and assigns, subject to any
`restrictions on assignment set forth herein.
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`18. Severability. If any clause or provision of this Agreement is determined to be illegal,
`invalid, or unenforceable under any present or future law by the final judgment of a court of
`competent jurisdiction, the remainder of this Agreement will not be affected thereby. It is the
`intention of the Parties that if any such provision is held to be illegal, invalid, or unenforceable,
`there will be added in lieu thereof a provision as similar in terms to such provision as is possible
`which shall be legal, valid, and enforceable.
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`19. Headings. Paragraph or other headings contained in this Agreement are for reference
`purposes only and are not intended to affect in any way the meaning or interpretation of this
`Agreement.
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`20. Counterpart Execution. This Agreement may be executed in several counterparts and all
`counterparts so executed shall constitute one agreement binding on all Parties hereto,
`notwithstanding that all the Parties are not signatories to the original or the same counterpart.
`Facsimile signatures, digital signatures, and any other electronic signatures shall be accepted the
`same as an original signature. A telecopy, photocopy, facsimile, or electronic submission of this
`Agreement may be used in any action brought to enforce or construe this Agreement.
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`21. Interpretation. The Parties agree that all terms, covenants, and conditions of this
`Agreement have been agreed to following negotiations among the Parties hereto after due
`consultation with their attorneys or having had sufficient opportunity to consult an attorney. No
`presumption shall be made that any ambiguity in this Agreement shall be construed or resolved
`against any one party hereto, it being the specific intent of the Parties that any conflict or dispute
`as to any such ambiguity shall be construed or resolved without prejudice against any party which
`may have been the principal drafter of this Agreement.
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`22, Third Party Beneficiaries. The Parties hereto agree that it is their specific intent that this
`Agreement shall not be construed or interpreted as granting any rights, interests or rernedies to any
`parties who are not signatories to this Agreement or who may claim to be third party beneficiaries
`of this Agreement.
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`23. Choice of Law and Venue. This Agreement and the rights of the Parties hereunder shall
`be governed by and construed in accordance with the laws of the State of Connecticut including
`all matters of construction, validity, performance, and enforcement and without giving effect to
`the principles of conflict of laws. Parties hereby submit to the exclusive jurisdiction of the state
`and federal courts located in the State of Connecticut. \
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`24. Voluntary Acts and Waiver of Legal Counsel. Defendants represent and warrant that they
`are each sophisticated commercial parties, they have carefully read and understand the effect of
`this Agreement, they have had the assistance of separate counsel, or have had the opportunity to
`seek the assistance of separate counsel and have knowingly and intentionally elected to waive
`counsel, in carefully reviewing, discussing, and considering all terms in this Agreement, and they
`have voluntarily and without coercion or duress of any kind, entered into this Agreement and the
`documents executed in connection with this Agreement.
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`25. WAIVER OF JURY TRIAL. EACH OF THE PARTIES HEREBY IRREVOCABLY
`WAIVES TO THE FULLEST EXTENT PERMITTED BY LAW, ANY AND ALL RIGHT IT
`MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING ON ANY MATTER
`DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATED TO THIS AGREEMENT,
`THE MCA AGREEMENT, THE ACTION, OR ANY OTHER DOCUMENTS OR
`TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY WHETHER BASED ON
`CONTRACT, TORT, OR ANY OTHER THEORY. EACH OF THE PARTIES HEREBY
`ACKNOWLEDGES THAT THEY MAKE THIS WAIVER KNOWINGLY AND
`VOLUNTARILY.
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`26. PREJUDGMENT REMEDY WAIVER. IMPORTANT NOTICE - THIS
`PREJUDMGENT REMEDY WAIVER MAY RESULT IN THE ATTACHMENT OF YOUR
`BANK ACCOUNTS WITHOUT PRIOR NOTICE OR COURT HEARING. YOU HAVE THE
`RIGHT TO REQUEST A COURT HEARING TO CONTEST ANY ATTACHMENT MADE
`THROUGH USE OF THIS PREJUDGMENT REMEDY WAIVER. YOU SHOULD
`CAREFULLY REVIEW THIS AND ALL OTHER PROVISIONS OF THIS AGREEMENT
`WITH YOUR LAWYER.
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`EACH OF THE DEFENADNTS ACKNOWLEDGES AND AGREES THAT THIS
`AGREEMENT IS A "COMMERCIAL TRANSACTION" AS DEFINED IN CONNECTICUT
`GENERAL STATUTES SECTION 52-278a AS AMENDED, AND WAIVES ALL RIGHTS
`TO PRIOR NOTICE AND PRIOR OPPORTUNITY FOR A HEARING UNDER SECTIONS
`52-278a TO 52-278g INCLUSIVE OF THE CONNECTICUT GENERAL STATUTES AS
`AMENDED, OR UNDER ANY SIMILAR LAW WHETHER STATE, FEDERAL OR
`CONSTITUTIONAL, IN CONNECTION WITH PLAINTIFF OBTAINING ANY
`PREJUDGMENT REMEDY UPON OR AFTER COMMENCING ANY LITIGATION
`AGAINST ANY ONE OF THEM, AND WAYJVES ANY REQUIREMENT FOR THE
`POSTING OF A BOND, AND ANY RIGHT TO REQUEST THAT A COURT REQUIRE
`PLAINTIFF TO POST A BOND IN CONNECTION WITH ANY PREJUDGMENT REMEDY.
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`EACH OF THE DEFENADNTS ACKNOWLEDGES AND AGREES THAT AS PART OF
`THIS PREJUDGMENT REMEDY WAIVER, BUT NOT AS AN EXCLUSIVE REMEDY,
`PLAINTIFF MAY ATTACH OR GARNISH THE DEFENDANTS’ MONEY, AND OTHER
`PROPERTY, HELD IN ANY ACCOUNT AT ANY FINANCIAL INSTITUTION
`(INCLUDING WITHOUT LIMITATION AT ANY BANK, CREDIT UNION, OR OTHER
`FINANCIAL INSTITUTION QNDIVIDUALLY AND COLLECTIVELY “FINANCIAL
`INSTITUTION”)) IF THE FINANCIAL INSTITUTION: (1) HAS A BRANCH, OFFICE OR
`ATM LOCATED IN CONNECTICUT, OR (2) IS REGISTERED WITH THE CONNECTICUT
`SECRETARY OF STATE, OR (3} IS AUTHORIZED TO CONDUCT BUSINESS IN
`CONNECTICUT, OR (4) IS ENGAGED IN THE TRANSACTION OF BUSINESS IN
`CONNECTICUT.
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`EACH OF THE DEFENDANTS ACKNOWLEDGES AND AGREES TO THE SERVICE OF
`PROCESS METHODS PROVIDED FOR IN THIS AGREEMENT INCLUDING FOR
`PLAINTIFF OBTAINING ANY PREJUDGMENT REMEDY.
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`27. SERVICE OF PROCESS WAIVER. IN ADDITION TO SERVICE OF PROCESS
`UNDER THE LAWS OF CONNECTICUT, EACH OF THE DEFENDANTS AGREE AND
`CONSENT TO RECEIVE ANY COURT REQUIRED SERVICE OF PROCESS
`(NCLUDING, WITHOUT LIMITATION, SERVICE OF PROCESS (i) TO COMMENCE
`LITIGATION, (i) AFTER LITIGATION HAS BEEN COMMENCED FOR ANY COURT
`FILINGS, AND (iit) FOR PLAINTIFF OBTAINING A PREJUDGMENT REMEDY),
`THROUGH THE FOLLOWING METHODS AND MANNERS (COLLECTIVELY
`“ACCEPTABLE METHODS”):
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`A. MAIL WHEN SENT BY CERTIFIED OR REGISTERED MAIL, RETURN
`RECEIPT REQUESTED, FEDERAL EXPRESS, OR OTHER OVERNIGHT
`COURIER, ADDRESSED TO THE RESPECTIVE MAILING ADDRESSES OF
`EACH OF THE DEFENDANTS, AS CONTAINED IN THIS AGREEMENT, OR
`ANY OTHER MAILING ADDRESS PROVIDED TO PLAINTIFF IN WRITING;
`AND
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`B. ELECTRONIC MAIL (E-MAIL) WHEN SENT TO THE RESPECTIVE E-MAIL
`ADDRESSES OF EACH OF THE DEFENDANTS, AS CONTAINED IN THIS
`AGREEMENT, OR ANY OTHER E-MAIL ADDRESS PROVIDED TO
`PLAINTIFF IN WRITING.
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`EACH OF THE DEFENDANTS MAKE, AGREE AND CONSENT TO THE FOLLOWING
`REPRESENTATIONS AND WAIVERS:
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`A. SERVICE OF PROCESS MADE THROUGH EITHER OR BOTH OF THE
`ACCEPTABLE METHODS WILL CONSTITUTE VALID AND LAWFUL
`SERVICE OF PROCESS ON THEM WITHOUT THE NECESSITY FOR SERVICE
`OF PROCESS BY OTHER MEANS (E.G., AS PROVIDED FOR BY STATUTE
`OR RULES OF COURT), BUT WITHOUT INVALIDATING SERVICE OF
`PROCESS PERFORMED IN ACCORDANCE WITH SUCH OTHER
`PROVISIONS.
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`B. SERVICE OF PROCESS IS DEEMED EFFECTIVE ACCORDING TO THE
`FOLLOWING:
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`; IP SENT BY CERTIPIED OR REGISTERED MAIL RETURN
`RECEIPT REQUESTED, FEDERAL EXPRESS, OR : OTHER
`OVERNIGHT COURIER, AT THE EARLIER OF FOUR CALENDAR
`DAYS AFTER MAILING, WHEN DELIVERED, OR WHEN
`ACTUALLY RECEIVED; AND
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`ii. IF SENT BY E-MAIL, ON THE SAME DAY AND TIME ‘THAT THE
`E-MAIL IS SENT.
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`C. THEIR RESPECTIVE MAILING AND E-MAIL ADDRESSES AS CONTAINED
`IN THIS AGREEMENT, AND/OR AS PROVIDED TO PLAINTIFE IN WRITING,
`ARE CORRECT AND VALID, THEY REGULARLY RECEIVE AND SEND
`CORRESPONDENCE FROM THESE ADDRESSES, AND SERVICE SENT TO
`THESE ADDRESSES IS EXPECTED TO BE RECEIVED BY THEM.
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`D. PLAINTIFF MAY SERVE PROCESS ON THEM DIRECTLY, INCLUDING FOR
`THE ACCEPTABLE METHODS, WITHOUT THE NECESSITY OF HAVING
`SERVICE COMPLETED BY A MARSHAL OR INDIFFERENT PERSON, BUT
`WITHOUT INVALIDATING SERVICE OF PROCESS COMPLETED BY A
`MARSHAL OR INDIFFERENT PERSON, AND EACH OF THE DEFENDANTS
`WAIVES ANY OBJECTION IF PLAINTIFF SERVES PROCESS DIRECTLY ON
`THEM: AND
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`EACH OF THE DEFENDANTS WAIVES ANY OBJECTION TO INSUFFICIENCY OF
`PROCESS, INSUFFICIENCY OF SERVICE OF PROCESS, OR PERSCNAL
`JURISDICTION, WHETHER RAISED IN A MOTION TO DISMISS, OR, OTHER
`SIMILAR MOTION, IF SERVICE IS CONDUCTED BY ANY METHOD OR MANNER
`CONTAINED IN THIS SERVICE OF PROCESS PROVISION OR ANY OTHER
`METHOD ALLOWED UNDER THE LAWS OF CONNECTICUT.
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`[SIGNATURE PAGE TO FOLLOW]
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`[DINTENTIONALLY BLANK]
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`SIGNED, SEALED AND DELIVERED
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`CUCUMBER CAPITAL LLC
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`re
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`Nei! Shulman
`Manager of Cucumber Capital LLC
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`AMOTEC INC.
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`C29p,
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`Carmine G Izzo
`Owner, Duly Authorized
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`CARMINE G IZZO
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`BE.
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`An Individual
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`OCTOBER 9, 2024
`ADDENDUM
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`WHEREAS, Cucumber Capital LLC (“Plaintiff”) and Amotec Inc (“Seller”), and Carmine G Izzo
`(“Guarantor”, and together with the Seller the “Defendants”, and Plaintiff and Defendants hereinafter
`being referred to collectively as “Parties’’) entered into a Settlement Agreement (“Settlement Agreement’’)
`dated August 14, 2024, a redacted copy is attached to this Settlkement Agreement Addendum
`(“Addendum’’), as Addendum Exhibit 1; and
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`WHEREAS, the Parties agreed, in Paragraph 2 of the Settlement Agreement, that the Settlement
`Agreement may only be amended by an instrument signed by the Parties; and
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`WHEREAS, the Parties seek to amend the Settlement Agreement to modify some of the terms;
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`WHEREAS, the Parties agree and acknowledge that the remaining balance of the Settlement
`Agreement is $403,000.00 (“Settlement Balance’’);
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`NOW THEREFORE, the Parties hereby make and enter into this Addendum, for due and adequate
`consideration, and the Addendum, with all of the following terms and conditions, shall attach to and amend
`the Settlement Agreement, and become fully incorporated therein:
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`1. Paragraph 9(a) of the Settlement Agreement, concerning the payment obligations of the
`Defendants, is amended as follows:
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`i. $5,000.00 payable through one (1) initial installment of $5,000.00 to the Plaintiff per the
`attached Addendum Exhibit 2, with the payment being due at 5:00 PM Eastern Standard
`Time on the respective due date, with the time being of the essence; and
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`ii. $2,000.00 payable through one (1) installment of $2,000.00 to the Plaintiff per the
`attached Addendum Exhibit 2, with the payment being due at 5:00 PM Eastern Standard
`Time on the respective due date, with the time being of the essence; and
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`iii. $36,000.00 payable through nine (9) consecutive weekly installments of $4,000.00 to the
`Plaintiff per the attached Addendum Exhibit 2, with each payment being due at 5:00 PM
`Eastern Standard Time on the respective due date, with the time being of the essence; and
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`iv. $360,000.00 payable through sixty (60) consecutive weekly installments of $6,000.00 to
`the Plaintiff per the attached Addendum Exhibit 2, with each payment being due at 5:00
`PM Eastern Standard Time on the respective due date, with the time being of the essence;
`and
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`v. All payments made pursuant to the Settlement Agreement and Addendum shall be made
`by Automated Clearing House (“ACH”) and will be withdrawn pursuant to the ACH
`Authorization page attached to this Addendum as Addendum Exhibit 3.
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`Page | of 6
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`2. During the time that the Defendants successfully perform on the payment obligations, as
`referenced in Paragraph 1 Addendum, the Plaintiff agrees to continue staying efforts to prosecute
`the Judgment, as referenced in Paragraph 3 of the Settlement Agreement.
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`3. Upon execution of this agreement and of the Plaintiffs receipt of the installment 1 outlined in this
`addendum in Paragraph 1(i), the Plaintiff will take immediate efforts to release all UCC 9-406
`notices against the Merchant’s Accounts Receivable. Defendants understand and acknowledge that
`it might take several days to a week for the payment outlined in Paragraph 1(i) , and all subsequent
`payments, to clear the ACH System; Defendants further understand and acknowledge that it may
`take a week or more for the Merchant’s Accounts Receivable to release the holds on the Merchant’s
`Accounts (the exact date is unknown).
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`4. Except as expressly modified by this Addendum, all other terms and conditions of the Settlement
`Agreement remain in full force and effect.
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`[SIGNATURE PAGE TO FOLLOW]
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`Page 2 of 6
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`SIGNED, SEALED AND DELIVERED
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`CUCUMBER CAPITAL LLC
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`Neil Shulman
`Manager of Cucumber Capital LLC
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`AMOTEC INC.
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`-
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`tae
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`Carmine G Izzo
`Owner, Duly Authorized
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`CARMINE G IZZO
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`=
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`at ta
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`An Individual
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`Page 3 of 6
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`HEREOF FAIL NOT, but due service and return make. Dated at New Haven, CT on
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`January 3, 2025.
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`THE PLAINTIFF,
`CUCUMBER CAPITAL LLC
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`, Ls
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`John T Szalan, Esq.
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`Neubert, Pepe & Monteith, P.C.
`195 Church Street, 13" Floor
`New Haven, CT 06510
`Telephone No. (203) 821-2000
`Juris Number 407996
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`NOTICE OF EX PARTE PRE-
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`JUDGMENT REMEDY/CLAIM FOR eee setae a_i
`SUPERIOR COURT CLPJRX _
`HEARING TO DISSOLVE OR MODIFY Ex Parte Application
`a INSTRUCTIONS TO PLAINTIFF/APPLICANT CLPJRXP
`.G.S. §§ 52-278e, 52-278f ; ; ‘ ¢ : —
`
`1. This form MUST be used in connection with ex parte prejudgment remedies issued Contest Ex Parte
`pursuant to Gen. Stat. § 52-278e, and MAY be used in connection with prejudgment PJR Application
`remedies issued in an action upon a commercial transaction pursuant to Gen. Stat. § 52-278f.
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`2. Complete Section | below and submit to the Clerk along with, and immediately followed by your
`application and the other required documents for ex parte prejudgment remedy.
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`3. If prejudgment remedy issued, include this form in the process served on the defendant.
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`SECTION | - CASE INFORMATION (To be completed by Plaintiff/Applicant)
`Judicial Housing COURT ADDRESS
`District [| Session | G.A. No. 123 Hoyt St. Stamford CT 06905
`
`AMOUNT, LEGAL INTEREST, OR PROPERTY IN DEMAND, EXCLUSIVE
`Has a temporary restraining order been requested? [| yES fi... « | OF BERET OE COSTS ECS eee Seay
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`NAME OF CASE (First-named plaintiff vs. First-named defendant) [a] LESS THAN $2500
`
`Cucumber Capital LLC vs Amotec Inc et al [_] $2500 THROUGH $14,999.99 WHT Il Ill| WAT | Ill Ill
`[X] $15,000 OR MORE CL, Po eR, x
`
`erica
`SEE ATTACHED CASE TYPE (From Judicial Branch code list). | NO. COUNTS (X"# applicable)
`
`FORM JD-CV-67 FOR MAJOR: MINOR: 49 2 CLAIMING OTHER RELIEF IN ADDITION TO
`CONTINUATION PARTIES c OR IN LIEU OF MONEY DAMAGES
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`NAME AND ADDRESS OF PLAINTIFF/APPLICANT (Person making application for Prejudgment Remedy) (No., street, town and zip code)
`Cucumber Capital LLC: 125 Strawberry Hill Ave, Ste 101, Stamford, CT 06902
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`NAME AND ADDRESS OF DEFENDANT (Person against whom Prejudgment Remedy is sought) (No., street, town and zip code)
`Amotec Inc: 3133 Chester Ave, Cleveland, OH 44114 &/or 124 Middle Ave, STE 1000, Elyria, OH 44035
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`NAME AND ADDRESS OF ANY THIRD PERSON HOLDING PROPERTY OF DEFENDANT WHO IS SUBJECT TO GARNISHEE PROCESS PREVENTING DISSIPATION OF
`SUCH PROPERTY J.P. Morgan Chase Bank N.A., Key Bank, N.A., PNC Bank, N.A., Fifth Third Bank, N.A., U.S. Bank, N.A.
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`NAME AND ADDRESS OF ATTORNEY, LAW FIRM OR PLAINTIFF IF PRO SE (No., street, town and zip code)
`F