EFiled: Mar 11 2022 02:ITPMEERT
`Transaction ID 67387010 (i
`arr}
`Case No. 2022-0238-
`eeWeOFDE.
`
`|
`
`EXHIBIT 1
`EXHIBIT 1
`
`
`
`EFiled: Mar 11 2022 02:17PM EST
`Transaction ID 67387010
`Case No. 2022-0238-
`
`

`

`Transaction ID 64672495
`Case No. N20J-00626
`
`€ AO 132 (Rey. 12/03) Exemplification CertificateRiadebiaielda
`UNITED STATES DISTRICT COURT
`District of
`North Carolina
`
`Western
`
`
`
`EXEMPLIFICATION CERTIFICATE
`
`3
`L
`Frank G Johns
`Clerk of this United States District Court,
`esee
`keeperof the records andseal, certify that the attached documents:
`Docket 3:17cv00131
`Document No. 126 - Jury Verdict - entered on 7/31/2019
`Document No. 129 - Clerk's Judgment- entered on 8/6/2019
`
`are true copies ofrecords of this Court.
`In testimony whereof I sign my name and affix the seal of this Court,
`
`____Charlotte,NGNC
`
`in this District, at
`
`A019—fF2se7bate|Bank®.a _9GDedura
`
`
`
`Clerk
`
`(By) Deputy Clerk
`
`, a Judicial Officer of this Court,
`Robert J. Conrad
`l,
`, named above,
`is and was on thedate noted,
`Frank G Johns
`certify that
`Clerk of this Court, duly appointed and sworn, and keeper of the records and seal, and that this certificate, and
`the attestation of the record, are in accordance with the laws of the United State
`
`
`Date
`
`
`
`____YritedstatesDistrictJddgeStatesDistrictkh
`
`
`
`
`
`TijieOO
`
`, Clerk of this United States District Court,
`Frank G Johns
`L,
`Robert J. Conrad
`,
`keeperoftheseal, certify that the Honorable
`Judge
`named above, is and was on the date noted a Judicial Officer of this Court, duly appointed, sworn and qualified,
`and that I am well acquainted with the Judge’s official signature and knowand certify the above signature
`to be that of the Judge.
`Western District North Carolina
`In testimony whereof I sign my name,and affix the seal of this Court at
`Charlotte, NC
`in this State, on
`Date
`
` (By) Deputy Clerk
`
`
`
`EFiled: Jan 30 2020 11:05AM EST
`Transaction ID 64672495
`Case No. N20J-00626
`
`
`
`

`

`; Tatton ID'6 eyoaos-*
`
`Case No. N20J-00626
`
`
`- ——_——.-________——-pnITEDSTATESDISTRICTCOURT———
`WESTERN DISTRICT OF NORTH coho
`CHARLOTTE DIVISION
`3:17-cv-131-RJC-DCK
`)
`)
`
`PRASSAS CAPITAL, LLC,
`Plaintiff,
`
`FILED
`CHARLOTTE, NC
`JUL 31 2019
`us
`WESTERooSTRICTOFNe
`
`VERDICT FORMee Certified to be a true and
`varieoftheorginal
`U.S. District Court
`Krank G. Johns, ae
`eputyClerk
`
`
`
`
`|
`I:
`|
`
`a|
`
`|
`
`v.
`BLUE SPHERE CORPORATION,
`Defendant.
`
`;
`)
`)
`
`Answerthe following questions as instructed:
`
`bee
`
`Distdct
`
`Prassas Capital’s Breach of Contract Claim Against Blue Sphere
`
`1. Did PlaintiffPrassas Capital substantially perform its obligations under
`
`the Engagement Agreement with Defendant Blue Sphere?
`yesXK
`
`NO
`
`If YES, proceed to Question 2. IfNo, skip to Question 6.
`
`2. Were all the conditions precedent in the Agreement(s) satisfied so as to
`
`entitle Prassas Capital to a Financing Feefor either the NC Project or
`
`the RI Project?
`YES
`Z : __
`
`NO
`
`Case 3:17-cv-00131-RJC-DCK Document 126 Filed 07/31/19 Page 1 of 4
`
`
`
`EFiled: Jan 30 2020 11:05AM EST
`Transaction ID 64672495
`Case No. N20J-00626
`
`
`
`

`

`SS pat, beg eee pelle:lan 30-2020.105An
`Transaction ID 64672495
`|
`Case No. N20J-00626
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`
`
`
`
`
`
`
`— — IfYESproceedtoQuestion8-IfNO;skiptoQuestion6. ————— — —
`
`3. Was the Engagement Agreement modified by subsequent agreement
`
`through an exchangeof emails asit relates to the Financing Feefor the
`
`NC Project Transaction?
`
`YES.
`
`NO
`
`/
`
`Proceed to Question 4.
`
`4. Did Prassas Capital waive its right to any part of its paymentfor the
`
`NC Project?
`
`YES
`
`NO / ‘
`
`|
`
`If YES, skip to Question 6B. IfNO, proceed to Question 5A.
`
`5. A. What additional amount, if any, beyond the $300,000 already paid
`
`by Blue Sphere to Prassas Capital, is Plaintiff entitled to recover on for
`
`the North Carolina Project?
`
`$ | UO (oD |co (NC Project) |
`(Write out amount in words)Or e ani\\\c a) tneehundred Cor
`Hrousana Six hundred Cicky- ore doles 4 Fyhed cents,
`
`B. What additional amount, if any, beyond the $533,333 already paid
`
`by Blue Sphere to Prassas Capital, is Plaintiff entitled to recover on for
`
`the Rhode Island Project?
`
`2
`
`ae
`
`Case 3:17-cv-00131-RJC-DCK Document 126 Filed 07/31/19 Page 2 of 4
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`
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`EFiled: Jan 30 2020 11:05AM EST
`Transaction ID 64672495
`Case No. N20J-00626
`
`
`
`

`

`
`co] stripes] peeeeecectery epeeFedsJan 30.2020 44:05AM
`Transaction ID 64672495
`
`Case No. N20J-00626
`
` 7 oe @I2,661tetProjend— 7 ”
`
`(Write out amount
`in words) Si K Ly dred hwelve.Hrasand x
`hurived
`sixty
`Severn do
`Proceed to Question 6.
`
`Defendant Blue Sphere’s Counterclaim for Breach of Contract Against Prassas
`Capital
`
`6. Did Prassas Capital materially breach the Engagement Agreement by
`
`failing to provide the services required by the Engagement Agreement?
`
`YES
`
`NO
`
`
`
`xX —__—
`
`If YES, proceed to Question 7. IfNO, skip the remaining questions and
`
`sign and date the form.
`
`7. Did Blue Sphere waive, or is Blue Sphere estopped from claiming, any
`
`nonperformanceof the Engagement Agreement by Prassas Capital?
`
`YES
`
`NO
`
`If YES, skip the remaining questions and sign and date the form. IfNO,
`
`proceed to Question 8.
`
`8. Is Prassas Capital required to reimburse Blue Sphere all or part of the
`
`$833,333 previously paid to Prassas Capital?
`
`\
`
`YES
`
`NO
`
`fo
`
`tee
`
`Case 3:17-cv-00131-RJC-DCK Document126 Filed 07/31/19 Page 3 of 4
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`
`
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`
`
`EFiled: Jan 30 2020 11:05AM EST
`Transaction ID 64672495
`Case No. N20J-00626
`
`
`
`

`

`Tap corerrromenateresearanenrrensy ERTS eg
`a
`
`gate UI Filed: -Jan.30.2020 411.:05AN
`~’ Transaction ID 64672495
`Case No. N20J-00626
`
`
`
`
`=
`
`|E|
`
`.
`
`
`
`“—~ TFNO,slap theremainingquestionandsignanddatetheform.HfYES
`
`how much money must Prassas Capitalreimburse Blue Sphere?
`
`$
`
`(Write out amount in words)
`
`You may now end your deliberations. The Foreperson should sign and date this
`Verdict Form and notify the Marshal that you have reacheda verdict.
`
`Signed, this the Ah day ofJuly 2019.
`
`
`
`4
`
`Case 3:17-cv-00131-RJC-DCK Document 126 Filed 07/31/19 Page 4o0f 4
`
`
`
`EFiled: Jan 30 2020 11:05AM EST
`Transaction ID 64672495
`Case No. N20J-00626
`
`
`
`

`

`Transaction ID 64672495
`
`Case No. N20J-00626
`
`United States District Court
`Western District of North Carolina
`
`Charlotte Division
`
`JUDGMENT IN CASE
`
`3:17-cv-00131-RJC-DCK
`
`)
`)
`)
`)
`
`) )
`
`)
`)
`
`Prassas Capital, LLC,
`
`Plaintiff(s),
`
`vs.
`
`Blue Sphere Corporation,
`Defendant(s).
`
`DECISION BY COURT.This action having comebefore the Court by Trial and a decision
`having been rendered;
`
`IT IS ORDERED AND ADJUDGEDthat Judgmentis hereby entered in accordance with the
`Jury Verdict entered on July 31, 2019.
`
`August 6, 2019
`
`
`
`Frank G. Johns, Clerk
`United States District Court
`
`Se
`“
`
`Case 3:17-cv-00131-RJC-DCK Document 129 Filed 08/06/19 Page 1of1
`
`
`
`EFiled: Jan 30 2020 11:05AM EST
`Transaction ID 64672495
`Case No. N20J-00626
`
`
`
`

`

`IN THE SUPERIOR COURT OF THE STATE OF DELAWARE
`
`Transaction ID 64672495
`Case No. N20J-00626
`
`
`
`PRASSASCAPITAL, LLC,
`
`Plaintiff,
`
`Ve
`
`BLUE SPHERE CORPORATION,
`
`Defendant.
`
`C.A. No.
`
`AFFIDAVIT OF JUDGMENT CREDITOR’S ATTORNEY
`PURSUANTTO 10 DEL.C. §4783(a)
`
`STATE OF DELAWARE
`
`NEW CASTLE COUNTY
`
`: 8
`
`BE IT REMEMBEREDthat on this 29" day of January, 2020, personally
`
`appeared before me, the Subscriber, a Notary Public for the State and County
`
`aforesaid, NEAL J. LEVITSKY,who,after being duly sworn according to law, did
`
`depose and saythat:
`
`1.
`
`I am the attorney ofrecord for plaintiff and judgment creditor Prassas
`
`Capital, LLC (“Judgment Creditor’), in this action.
`
`2.
`
`Myoffice is located at Fox Rothschild LLP, 919 N. MarketStreet, Suite
`
`300, Wilmington, Delaware 19801.
`
`By
`
`Judgment Creditor’s last-known post office address is 3809 E Marble
`
`Peak PL, Tuscon, Arizona 85718.
`
`Active\107215665.v1-1/29/20
`
`
`
`EFiled: Jan 30 2020 11:05AM EST
`Transaction ID 64672495
`Case No. N20J-00626
`
`
`
`

`

`Defendant andjudgmentdebtor is Blue Sphere Corporation (“Judgm
`
`Transaction ID 64672495
`
`Case No. N20J-00626
`
`4.
`
`Debtor”).
`
`5.
`
`Judgment Debtor’s last-known postoffice address is 301 McCullough
`
`Drive, 4" Floor, Charlotte, North Carolina 28262.
`
`6.
`
`On August 6, 2019, the United States District Court for the Western
`
`District of North Carolina Charlotte Division (“North Carolina District Court”)
`
`entered a judgment in favor of Judgment Creditor against Judgment Debtor for
`
`$1,953,318.52.
`
`7.
`
`The foregoing judgmententered in the North Carolina District Court is
`
`valid, enforceable and remainsunsatisfied.
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`8.
`
`There is now due, over and aboveall legal set-offs, the principal amount
`
`of $1,953,318.52 plus $50.00 for Court costs.
`
`SWORN to and SUBSCRIBEDbefore me, the day and yearaforesaid.
`
`NEAL J. LEVITSKY, ESQUIRE (#2092)
`
`OTARY PUBLIC
`Commission Expires:
`
`/-F%- 202
`
`My Commission Expires January 9, 2021
`
`BARBARAJ. MILLER
`NOTARY PUBLIC
`STATE OF DELAWARE
`
`Active\107215665.v1-1/29/20
`
`
`
`EFiled: Jan 30 2020 11:05AM EST
`Transaction ID 64672495
`Case No. N20J-00626
`
`
`
`

`

`Transaction ID 64672495
`
`Case No. N20J-00626
`
`ay Fox Rothschild ue
`
`ATTORNEYS AT LAW
`
`919 North Market Street, Suite 300
`P.O. Box 2323
`
`Wilmington, DE 19899-2323
`Tel (302) 654-7444 Fax (302) 656-8920
`www.foxrothschild.com
`
`NEALJ. LEVITSKY
`Direct No: 302.622.4200
`Email: nlevitsky@FoxRothschild.com
`
`January 29, 2020
`
`VIA ELECTRONIC FILING
`Prothonotary’s Office
`Superior Court of the State of Delaware
`Leonard L. Williams Justice Center
`500 North King Street
`Wilmington, DE 19801
`
`Re:
`
`Prassas Capital, LLC v. Blue Sphere Corporation, United States
`District Court for the Western District of North Carolina Charlotte
`Division; C.A. No. 3:17-cv-00131-RJC-DCKSSE
`
`Dear Sir/Madam:
`
`Enclosedforfiling, pursuant to the Uniform EnforcementofForeign Judgments Act,
`10 Del. C. §§ 4781-4787, are the following documents:
`
`1. Affidavit of Neal J. Levitsky, pursuant to 10 Del. C. § 4783(a),listing the names
`and last-known post office addresses of the Judgment Debtor and Judgment
`Creditor;
`
`2. A certified copy of the United States District Court for the Western District of
`_ North Carolina Charlotte Division judgmentin the amount of $1,953,318.52.
`
`Colorado
`California
`Nevada
`New Jersey
`
`Delaware
`New York
`
`Florida
`District of Columbia
`North Carolina
`Pennsylvania
`
`Georgia
`South Carolina
`
`Illinois
`Texas
`
`Minnesota
`Washington
`
`A Pennsylvania Limited Liability Partnership
`
`
`
`EFiled: Jan 30 2020 11:05AM EST
`Transaction ID 64672495
`Case No. N20J-00626
`
`
`
`

`

`Transaction ID 64672495
`
`Case No. N20J-00626
`
`cy Fox Rothschild up
`
`ATTORNEYS AT LAW
`
`January 29, 2020
`Page 2
`
`Please record these documents, mail notice to the Judgment Debtorand file the Final
`
`Judgment. We understandthat no execution on the foreign judgment filed herewith
`shall issue until twenty (20) days after the foreign judgmentisfiled.
`
`
`
`Respectfully yours,
`
`Enclosures
`
`107216092.v1
`
`
`
`EFiled: Jan 30 2020 11:05AM EST
`Transaction ID 64672495
`Case No. N20J-00626
`
`
`
`

`

`EXHIBIT 2
`EXHIBIT 2
`
`
`
`

`

`UNITED STATES DISTRICT COURT
`WESTERN DISTRICT OF NORTH CAROLINA
`CHARLOTTE DIVISION
`3:17-cv-00131-RJC-DCK
`
`
` )
`
`
`
`
`
`)
`
`)
`
`)
`
`)
`
`)
`)
`)
`)
`)
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`
`
`
`PRASSAS CAPITAL, LLC,
`
`Plaintiff,
`
`
`
`
`
`
`
`
` v.
`
`BLUE SPHERE CORPORATION,
`
`
`Defendant.
`
`
`
`
`
`
`
`ORDER
`
`
`
`
`THIS MATTER comes before the Court on Plaintiff’s Motion to Amend
`
`Judgment. (Doc. No. 130.)
`
`I.
`
`BACKGROUND
`
`This action arose out of a contract dispute between two entities, Plaintiff
`
`Prassas Capital, LLC (“PC”) and Defendant Blue Sphere Corporation (“BSC”), both
`
`of whom asserted claims for breach of contract. PC and BSC entered into an
`
`Engagement Agreement (the “Agreement”) under which PC agreed to provide
`
`financial advisory services to BSC in connection with BSC’s waste-to-energy projects
`
`located in the United States. In return, BSC agreed to pay PC a financing fee upon
`
`the first closing of financing with any source. Ultimately, BSC obtained financing for
`
`two projects, one in North Carolina (the “NC Project”) and one in Rhode Island (the
`
`“RI Project”). PC brought this action to recover its financing fee for both of these
`
`projects.
`
`Following a jury trial, the jury returned a verdict in favor of PC, finding that
`
`Case 3:17-cv-00131-RJC-DCK Document 151 Filed 02/06/20 Page 1 of 5
`
`

`

`PC was entitled to recover from BSC damages in the total amount of $1,953,318.52,
`
`consisting of $1,340,651.52 for the NC Project and $612,667 for the RI Project. (Doc.
`
`No. 126.) The jury also found in favor of PC on BSC’s breach of contract counterclaim.
`
`The Court thereafter entered judgment in accordance with the jury’s verdict. (Doc.
`
`No. 129.)
`
`II.
`
`DISCUSSION
`
`PC moves to amend the judgment to include pre- and post-judgment interest.
`
`BSC does not oppose the motion with respect to post-judgment interest. Therefore,
`
`pursuant to 28 U.S.C. § 1961, the Court grants PC’s motion as to post-judgment
`
`interest, which shall accrue at the statutory rate of 1.94% per annum from August 7,
`
`2019 until satisfaction in full.
`
`With respect to prejudgment interest, PC contends that under Ariz. Rev. Stat.
`
`§ 44-1201, it is entitled to prejudgment interest from the date the financing fees
`
`became due under the Agreement. BSC does not dispute the application of Arizona
`
`law or PC’s calculations of prejudgment interest but contends that prejudgment
`
`interest should not be awarded because PC did not make a demand for a sum certain.
`
`BSC further contends that even if prejudgment interest is awarded, it should be
`
`calculated from the date the complaint was filed.
`
`Under Ariz. Rev. Stat. § 44-1201A, prejudgment interest on any indebtedness
`
`shall be at a rate of 10% per annum. Indebtedness refers to an amount of money that
`
`is owed, even if litigation and a judgment are necessary to collect the debt. Ariz. State
`
`Univ. Bd. of Regents v. Ariz. State Ret. Sys., 396 P.3d 623, 625–26 (Ariz. Ct. App.
`
`
`
`Case 3:17-cv-00131-RJC-DCK Document 151 Filed 02/06/20 Page 2 of 5
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`2
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`2017). Therefore, section 44-1201A applies to PC’s claim.
`
`Prejudgment interest on a liquidated claim is a matter of right. Metzler v. BCI
`
`Coca-Cola Bottling Co. of L.A., 329 P.3d 1043, 1046 (Ariz. 2014). “[A] claim is
`
`liquidated if the plaintiffs provide a basis for precisely calculating the amounts
`
`claimed.” Gemstar Ltd. v. Ernst & Young, 917 P.2d 222, 237 (Ariz. 1996). “Thus, if
`
`one accepts the evidence and can calculate exactly the amount of damages without
`
`relying on the opinion or discretion of a judge or jury, the claim is liquidated.”
`
`Scottsdale Ins. Co. v. Cendejas, 205 P.3d 1128, 1135 (Ariz. Ct. App. 2009); see also
`
`Precision Heavy Haul, Inc. v. Trail King Indus., 228 P.3d 895, 898 (Ariz. Ct. App.
`
`2010) (“[A]lthough a jury may have to make factual findings in a plaintiff’s favor in
`
`order to determine the amount of damages, as long as the evidence furnish data
`
`which, if believed, makes it possible to compute the amount with exactness, the claim
`
`is liquidated.” (quotation marks omitted)).
`
`Here, the Agreement required BSC to pay PC a financing fee equal to 6% of
`
`the traditional equity raised. Thus, the amount can be determined with exactness,
`
`and PC’s claim is liquidated. As such, PC is entitled to prejudgment interest as a
`
`matter of right.
`
`“As a general rule, the trial judge should calculate prejudgment interest from
`
`the date the claim becomes due.” Gemstar Ltd., 917 P.2d at 237; Precision Heavy
`
`Haul, Inc., 228 P.3d at 899 (“Interest generally is calculated from the date the claim
`
`becomes due or a party becomes obligated to pay.” (quotation marks omitted)). Only
`
`in the case of unconditional money debts (those with no definite time for payment)
`
`
`
`Case 3:17-cv-00131-RJC-DCK Document 151 Filed 02/06/20 Page 3 of 5
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`3
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`does prejudgment interest accrue from the date plaintiff makes a demand. Gemstar
`
`Ltd., 917 P.2d at 238.
`
`Here, there was a definite time for payment. The Agreement specified that
`
`BSC was to pay PC a financing fee upon the first closing of financing with any source.
`
`Thus, PC was not required to make a demand, and prejudgment interest accrues from
`
`the date PC’s claim became due.
`
`BSC closed on financing for the NC Project on January 30, 2015 pursuant to
`
`which $27,344,192 of traditional equity was committed to the NC Project. (Pl.’s Trial
`
`Ex. 19 at BSC_000195; Pl.’s Trial Ex. 29.) Accordingly, on January 30, 2015, BSC
`
`became obligated to pay PC a financing fee equal to 6% of $27,344,192. BSC made a
`
`partial payment on this financing fee, and the jury awarded the remaining
`
`$1,340,651.52 to PC. Therefore, PC is entitled to prejudgment interest on
`
`$1,340,651.52 at a rate of 10% per annum from January 30, 2015 to August 6, 2019
`
`(the date of the judgment). This amounts to $605,680.65 in prejudgment interest on
`
`the jury’s award for the NC Project.
`
`BSC closed on financing for the RI Project on April 8, 2015 pursuant to which
`
`$19,100,000 of traditional equity was committed to the RI Project. (See Pl.’s Trial Ex.
`
`20 at BSC_000055; Pl.’s Trial Ex. 30.) Accordingly, on April 8, 2015, BSC became
`
`obligated to pay PC a financing fee equal to 6% of $19,100,000. BSC made a partial
`
`payment on this financing fee, and the jury awarded the remaining $612,667 to PC.
`
`Therefore, PC is entitled to prejudgment interest on $612,667 at a rate of 10% per
`
`annum from April 8, 2015 to August 6, 2019. This amounts to $265,377.13 in
`
`
`
`Case 3:17-cv-00131-RJC-DCK Document 151 Filed 02/06/20 Page 4 of 5
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`4
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`

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`prejudgment interest on the jury’s award for the RI Project.
`
` In sum, the Court grants PC’s motion to amend the judgment to include
`
`prejudgment interest in the total amount of $871,057.78.
`
`III. CONCLUSION
`
`IT IS THEREFORE ORDERED that:
`
`1.
`
`Plaintiff’s Motion to Amend Judgment, (Doc. No. 130), is GRANTED;
`
`and
`
`2.
`
`The Judgment, (Doc. No. 129), shall be AMENDED to include
`
`prejudgment interest in the amount of $871,057.78 and post-judgment
`
`interest at the rate of 1.94% per annum from August 7, 2019 until
`
`satisfaction in full.
`
`
`
`
`
`Signed: February 6, 2020
`
`
`
`
`
`
`
`
`
`
`
`Case 3:17-cv-00131-RJC-DCK Document 151 Filed 02/06/20 Page 5 of 5
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`5
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`

`

`United States District Court
`Western District of North Carolina
`Charlotte Division
`
`AMENDED JUDGMENT IN CASE
`
`3:17-cv-00131-RJC-DCK
`
`Prassas Capital, LLC,
`
`Plaintiff(s),
`
`vs.
`
`Blue Sphere Corporation,
`Defendant(s).
`
`)
`)
`)
`)
`)
`)
`)
`)
`
` DECISION BY COURT. This action having come before the Court by Jury Trial and a decision
`having been rendered and Motion to Amend Judgment.
`
`IT IS ORDERED AND ADJUDGED that Judgment is hereby entered in accordance with the
`Jury Verdict entered July 31, 2019 and Order Amending Judgment entered on 2/6/2020.
`
`IT IS ORDERED that prejudgment interest in the amount of $871,057.78 and post-judgment
`interest at the rate of 1.94% pre annum from August 7, 2019 until satisfaction in full, is entered
`in accordance with Order Amending Judgment (doc. 151).
`
`February 6, 2020
`
`Case 3:17-cv-00131-RJC-DCK Document 152 Filed 02/06/20 Page 1 of 1
`
`

`

`EXHIBIT 3
`EXHIBIT 3
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`
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`

`

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`
`
`Sheriff's Office
` State of Delaware
`New Castle County
`800 N. French Street, 5th Floor
`Wilmington, Delaware 19801
`Scott T. Phillips
`Sheriff
`302-395-8450, Fax: 302-395-8460
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`Court Case # N20J-00626
`Sheriff # 20-001767
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`Fi Fa Garnishment
`All Rights
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`3/9/2020
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`PRASSAS CAPITAL LLC
`vs
`BLUE SPHERE CORPORATION
`
`
`Entity - RHODE ISLAND ENERGY PARTNERS LLC
`
`On 3/6/2020 at 10:09 AM a copy of the within writ together with a copy of the Fi Fa
`Garnishment were served upon Litigation Management Representative, a representative for the
`registered agent 251 LITTLE FALLS DRIVE WILMINGTON, DE 19808 .
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`
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`Fees Paid: $30.00
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`Per: Deputy Sheriff, Jermaine Richardson
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`SO ANS;
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` SHERIFF
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`PER Lelitia Gasby
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`EFiled: Mar 09 2020 10:07AM EDT
`Transaction ID 64803028
`Case No. N20J-00626
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`Sheriff's Office
` State of Delaware
`New Castle County
`800 N. French Street, 5th Floor
`Wilmington, Delaware 19801
`Scott T. Phillips
`Sheriff
`302-395-8450, Fax: 302-395-8460
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`Court Case # N20J-00626
`Sheriff # 20-001767
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`Fi Fa Garnishment
`All Rights
`
`
`3/9/2020
`
`PRASSAS CAPITAL LLC
`vs
`BLUE SPHERE CORPORATION
`
`
`Entity - CONCORD ENERGY PARTNERS LLC
`
`On 3/6/2020 at 10:09 AM a copy of the within writ together with a copy of the Fi Fa
`Garnishment were served upon Litigation Management Representative, a representative for the
`registered agent 251 LITTLE FALLS DRIVE WILMINGTON, DE 19808 .
`
`
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`Fees Paid: $30.00
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`Per: Deputy Sheriff, Jermaine Richardson
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`SO ANS;
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` SHERIFF
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`PER Lelitia Gasby
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`EFiled: Mar 09 2020 10:07AM EDT
`Transaction ID 64803030
`Case No. N20J-00626
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`

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`PRASSAS CAPITAL, LLC,
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`BLUE SPHERE CORPORATION,
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`Plaintiff,
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`v.
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`Defendant.
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`IN THE SUPERIOR COURT OF THE STATE OF DELAWARE
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`C.A. No.: N20J-00626
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`Execution No.: _______________
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`)
`)
`)
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`PRAECIPE
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`
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`TO: Prothonotary
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`PLEASE ISSUE the attached Writs Of Attachment to the Sheriff of New
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`Castle County, with instructions to lay the attachment in the hands of Corporation
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`Service Company as Registered Agent for both Rhode Island Energy Partners,
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`LLC and Concord Energy Partners, LLC. Corporation Service Company is located
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`at:
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`Corporation Service Company
`251 Little Falls Drive
`Wilmington, DE 19808
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`due and owing to Blue Sphere Corporation to satisfy the judgment which Prassas
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`To Attach: All funds coming into the possession of:
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`Rhode Island Energy Partners, LLC and
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`Concord Energy Partners, LLC
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`Capital, LLC holds against it and which is described in the attached Writ of
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`Attachment.
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`Active\107982464.v1-2/21/20
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`
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`EFiled: Feb 21 2020 02:35PM EST
`Transaction ID 64749236
`Case No. N20J-00626
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`
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`

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`
`FOX ROTHSCHILD LLP
`
`
`
`/s/ Neal J. Levitsky
`Neal J. Levitsky, Esquire (No. 2092)
`Katelyn M. Crawford (No. 6591)
`919 North Market Street, Suite 300
`Wilmington, Delaware 19899-2323
`Tel: (302) 654-7444
`Fax: (302) 656-8920
`
`Attorneys for Plaintiff,
`Prassas Capital, LLC
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`
`
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`Dated: February 21, 2020
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`Active\107982464.v1-2/21/20
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`

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`IN THE SUPERIOR COURT OF THE STATE OF DELAWARE
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`PRASSAS CAPITAL, LLC,
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`BLUE SPHERE CORPORATION,
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`v.
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`C.A. No.: N20J-00626
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`Execution No.: _______________
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`Plaintiff,
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`Defendant.
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`WRIT OF ATTACHMENT
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`TO: The Sheriff of New Castle County for the State of Delaware
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`YOU ARE COMMANDED
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`(i)
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`to serve these Writs of Attachment on:
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`- and –
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`Rhode Island Energy Partners, LLC
`c/o Registered Agent, Corporation Service Company
`251 Little Falls Drive
`Wilmington, DE 19808
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`
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`Concord Energy Partners, LLC
`c/o Registered Agent, Corporation Service Company
`251 Little Falls Drive
`Wilmington, DE 19808
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`to attach any and all funds, moneys, commissions, rights,
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`(ii)
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`credits and/or distributions to satisfy a debt owed to the above-named Plaintiff by
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`the Defendant in the amount of $1,953,318.52 according to the above-captioned
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`judgment of the Superior Court of the State of Delaware (“Superior Court”).
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`Active\107982464.v1-2/21/20
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`
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`EFiled: Feb 21 2020 02:35PM EST
`Transaction ID 64749236
`Case No. N20J-00626
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`

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`TO THE DEFENDANT ATTACHED PARTIES:
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`The Superior Court requires you to: (i) deliver to Rhode Island Energy
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`Partners, LLC and Concord Energy Partners, LLC, a copy of this writ; (ii) inform
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`Neal J. Levitsky, Esquire of Fox Rothschild LLP, 919 N. Market Street, Suite 300,
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`Wilmington Delaware 19801, of all money, distributions, commissions and/or
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`other funds belonging to Defendants which you currently possess and/or anticipate
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`receiving. As the Attached Parties, you are to retain the funds stated by you in
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`response to the above. You are to send the amounts withheld directly to the
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`Plaintiff or his legal representative and not to the Court. All such funds, money,
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`etc… must be held for the benefit of the Judgment/Creditor and may not be
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`disbursed to the Judgment/Debtors except upon order of the Court. You must do
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`so within 20 days after service of this Writ upon you, not counting the day that you
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`received this Writ. Your failure to respond may result in a default judgment
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`against you for the amounts the Defendant owes as shown below. The amounts the
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`Defendant owes are:
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`Debt:
`Prejudgment Interest at:
`Postjudgment Interest at:
`Costs:
`Prothonotary:
`Filing Fees:
`Sheriff Filing & Execution Fees:
`Garnishee Fees:
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`$1,953,318.52
`1.94% from August 7, 2019
`Legal Rate
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`$50.00
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`$30.00
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`Active\107982464.v1-2/21/20
`
`

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`Prothonotary
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`, 2020
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`Issued: ____________________, 2020
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`Return this Writ on or before
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`By Attorney:
`
`Neal J. Levitsky, Esquire (No. 2092)
`Katelyn Crawford, Esquire (No. 6591)
`FOX ROTHSCHILD LLP
`919 North Market Street, Suite 300
`Wilmington, Delaware 19899-2323
`Tel: (302) 654-7444
`Fax: (302) 656-8920
`nlevitsky@foxrothschild.com
`kcrawford@foxrothschild.com
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`
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`Active\107982464.v1-2/21/20
`
`

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`IN THE SUPERIOR COURT OF THE STATE OF DELAWARE
`
`ShilndsBey?ObDanas4732
`ENRRAINE
`
`C.A. No.: N20J-00626
`
`Execution No.:
`
`) )
`
`) )
`
`PRASSAS CAPITAL, LLC,
`
`Plaintiff,
`
`Vv.
`
`)
`)
`BLUE SPHERE CORPORATION, |)
`)
`)
`
`Defendant.
`
`PRAECIPE
`
`TO:
`
`Prothonotary
`
`PLEASE ISSUE the attached Writs Of Attachment to the Sheriff of New
`
`Castle County, with instructions to lay the attachment in the hands of Corporation
`
`Service Company as Registered Agent for both Rhode Island Energy Partners,
`
`LLC and Concord Energy Partners, LLC. Corporation Service Companyis located
`™
`ms
`
`at:
`
`Corporation Service Company
`251 Little Falls Drive
`Wilmington, DE 19808
`
`To Attach: All funds coming into the possessionof:
`Rhode Island Energy Partners, LLC and
`Concord Energy Partners, LLC
`
`ps
`é
`oD
`ma
`Pt =
`nN
`_ of
`- 5
`RS
`>
`Ro
`=
`.
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`~
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`due and owing to Blue Sphere Corporation to satisfy the judgment which Prassas
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`Capital, LLC holds against
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`it and which is described in the attached Writ of
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`Attachment.
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`Active\107982464.v1-2/21/20 QeEIEI55cn76050950
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`
`
`AMT:__*© 39,©i,
`
`WRIT iSSUED
`FEB 2.7
`
`2020
`
`
`
`EFiled: Feb 26 2020 12:26PM EST
`Transaction ID 64763171
`Case No. N20J-00626
`
`
`
`

`

`FOX ROTHSCHILD LLP
`
`EFiled: Feb 26 2020 12:26PME¥
`Transaction ID 64763171
`Case No. N20J-00626
`
`/s/ Neal J. Levitsky
`Neal J. Levitsky, Esquire (No. 2092)
`Katelyn M. Crawford (No. 6591)
`919 North Market Street, Suite 300
`Wilmington, Delaware 19899-2323
`Tel: (302) 654-7444
`Fax: (302) 656-8920
`
`Attorneys for Plaintiff,
`Prassas Capital, LLC
`
`Dated: February 21, 2020
`
`Active: 10798 2464.¥ 1-2/2 1/20
`
`
`
`EFiled: Feb 26 2020 12:26PM EST
`Transaction ID 64763171
`Case No. N20J-00626
`
`
`
`

`

`EXHIBIT 4
`EXHIBIT 4
`
`
`
`

`

`IN THE SUPERIOR COURT OF THE STATE OF DELAWARE
`
`Transaction ID 66692038
`Case No. N20J-00626
`
`i
`ae
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` Te
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`_
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`cs
`-
`o of
`>
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`;
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`7
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`) )
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`))
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`) C.A. No. N20J-00626
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`)
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`PRASSAS CAPITAL, LLC,
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`Plaintiff,
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`v.
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`BLUE SPHERE CORPORATION,
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`Defendant.
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`may
`ORDER GRANTING PRASSAS CAPITAL LLC’S MOTION FOR RULE
`2
`TO SHOW CAUSE AND DENYING INTERESTED THIRD PARTIES
`CONCORD ENERGY PARTNERS, LLC AND RHODE ISLAND ENERGY
`PARTNERS, LLC’S JOINT MOTION TO STAY
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`This cause having come before the Court on an Action to Enforce Judgment
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`and having heard and considered this Motion for Rule to Show Cause against
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`Interested Third Parties Concord Energy Partners, LLC (“CEP”) and Rhode Island
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`Energy Partners, LLC (“RIEP”) and the Interested Third Parties’ Joint Motion to
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`Staythis action,
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`WHEREASit appearing that on August 6, 2019, after a jurytrial, the District
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`Court for the Western District of North Carolina entered judgment for Prassas
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`Capital, LLC (‘Plaintiff’) against Defendant Blue Sphere Corporation in the
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`principal amount of $1,953,318.52;!
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`‘ See Foreign Judgment Complaint, D.1. 1.
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`
`
`EFiled: Jun 16 2021 12:12PM EDT
`Transaction ID 66692038
`Case No. N20J-00626
`
`

`

`WHEREASon November 19, 2019, Plaintiff recorded its judgmentin Ne...
`
`Transaction ID 66692038
`Case No. N20J-00626
`
`
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`York;
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`WHEREAS on January 30, 2020, Plaintiff recorded its judgment
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`in
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`Delaware’ and filed a praecipe with the Prothonotary requesting that it direct the
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`Sheriff of NewCastle Countyto serve writs of attachment on CEP and RIEP;3
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`WHEREASon February 27, 2020, writs fieri facias were issued and served
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`upon CEP and RIEP* with returns of service filed on March 9, 2020;5
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`WHEREASonFebruary5, 2021, CEP and RIEP commenced aninterpleader
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`action in New York regarding Plaintiff's November 19, 2019, filing ofjudgment;
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`WHEREAS on March 1, 2021, Plaintiff filed this Motion for Rule to Show
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`Cause under 10 De/. C. § 3509 to compel CEP and RIEP to answer or otherwise
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`plead in responseto the writs frerifacias served upon them;°
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`WHEREASonApril 9, 2021, CEP and RIEPfiled a Joint Motion to Stay the
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`Delaware action;’
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`* See Foreign Judgment Complaint. D.1. 1.
`* See Praecipe, D.I. 2.
`* Writs [ssued. II. 4.
`* See Sheriff's Return, D.I. 5; Sheriffs Return, D.1. 6.
`* See Motion for Rule to Show Cause, D.I, 10.
`,
`* See Interested Third Parties Concord Energy Partners, LLC and Rhode tsland Energy Partner’s [.LC
`Joint Motion to Stay, D.L. 21.
`
`EFiled: Jun 16 2021 12:12PM EDT
`Transaction ID 66692038
`Case No. N20J-00626
`
`

`

`Transaction ID 66692038
`
`Case No. N20J-00626
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`parties to supplementthe record with additional submissions that concluded briefing
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`on May 19, 2021;8
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`WHEREASCEPand RIEP argue that this Court should consider its Motion
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`to Stay undertheforum non conveniens analysisset forth in AfeWane:?
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`WHEREASPlaintiff argues that this Court should instead consider the
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`Motionto Stay underthe traditionalforwm non conveniensanalysis set forth in Cryo-
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`Maid,’” arguing alternatively that even under McWane, CEP and RIEP fail
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`to
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`demonstrate that the November 2019 filing in New York constitutes an “action”
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`under Delaware law:
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`WHEREASthe Court considered the respective and distinct arguments for
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`the applicability of the forum non conveniens doctrines found under McWane and
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`Cryo-Maid,;
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`* See Interested Third Parties’ L.ctter, D.L. 25: Plaintiff's Letter, D.1. 26.
`” See Kennedy v. Barboza, 2016 WL 6276903, at *3 (Del. Super. Oct. 26, 2016) (“The Afe Hane doctrine
`is a three-part analysis. First. this Court must look to whetherthere is a pending action in another
`jurisdiction at the time the Delaware action wasfiled. Second, the Court will compare the pending action
`with the Delaware one to determine whether the pendingaction involves the same parties and identical or
`functionally similar claims. Finally, the Court will determine whetherthe court in the first-filed actionis
`‘capable of delivering prompt and complete justice.) (citing MeWane Cust ron Pipe Corp. v.
`MeDowell-Wellman Eng'g Co. 263 A.2d 281, 283 (Del. 1970)).
`" See Gen. Foods Corp. v. Crvo-Maid, Inc., 198 A.2d 681, 684 (Del. 1964) (stating that a court should
`considerfive factors: “(1) The relative ease ofaccess to proof; (2) the availability of compulsory process
`for witnesses; (3) the possibility of the viewofthe premises. if appropriate, {| (4) all other practical
`problems that would make the trial ofthe case easy, expeditious and inexpensive[:]” and (5) “whether or
`not the controversyis dependent uponthe application of Delaware law which the courts of this State more
`properly should decide than those of anotherjurisdiction.”).
`
`3
`
`EFiled: Jun 16 2021 12:12PM EDT
`Transaction ID 66692038
`Case No. N20J-00626
`
`

`

`Transaction ID 66692038
`
`Case No. N20J-00626
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`York filing constitutes an “action” required under McWane;
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`WHEREASthe Court agrees with Plaintiffs submissions and authoritythat
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`the filing of the judgment in New York does not constitute an “action”!! to warrant
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`the relief requested by CEP and RIEP;"
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`WHEREASthe New York interpleader,
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`the only “action” sought to be
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`litigated in New York. wasfiled after the Delaware action;
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`WHEREASa Motion to Stay based on forum non conveniens grounds is
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`“rarely granted because Delaware