FILED: MONROE COUNTY CLERK 06/21/2022 03:37 PM
`NYSCEF DOC. NO. 1
`MONROE COUNTY CLERK’S OFFICE
`
`RECEIVED NYSCEF: 06/21/2022
`THIS IS NOT A BILL. THIS IS YOUR RECEIPT.
`
`INDEX NO. E2022004651
`
`Receipt # 3113907
`
`Book Page CIVIL
`
`No. Pages: 11
`
`Instrument: EFILING INDEX NUMBER
`
`Control #:
`Index #:
`
`202206211342
`E2022004651
`
`Date: 06/21/2022
`
`Time: 4:51:14 PM
`
`Return To:
`JASON ADAM GANG
`
` Royal Business Group, LLC
`
` ROSENFIELD AND COMPANY PLLC
` 4OR AUTOMOTIVE GROUP INC.
` ROSENFIELD & COMPANY P.A.
` Rosenfield, Kenneth Reid
`
` State Fee Index Number
` County Fee Index Number
` State Fee Cultural Education
` State Fee Records
`Management
`
`Total Fees Paid:
`
`$165.00
`$26.00
`$14.25
`$4.75
`
`$210.00
`
`Employee: CW
`
`State of New York
`
`MONROE COUNTY CLERK’S OFFICE
`WARNING – THIS SHEET CONSTITUTES THE CLERKS
`ENDORSEMENT, REQUIRED BY SECTION 317-a(5) &
`SECTION 319 OF THE REAL PROPERTY LAW OF THE
`STATE OF NEW YORK. DO NOT DETACH OR REMOVE.
`
`JAMIE ROMEO
`
`MONROE COUNTY CLERK
`
`1 of 11
`
`

`

`CIVIL202206211342
`INDEX NO. E2022004651
`
`RECEIVED NYSCEF: 06/21/2022
`
`06/21/2022 04:51:14 PM
`202206211342
`
`
`
`
`
`FILED: MONROE COUNTY CLERK 06/21/2022 03:37 PM
`NYSCEF DOC. NO. 1
`
`SUPREME COURT OF THE STATE OF NEW YORK
`COUNTY OF MONROE
`-------------------------------------------------------------------X
`ROYAL BUSINESS GROUP, LLC
`
` Plaintiff,
`
` -against-
`
`ROSENFIELD AND COMPANY PLLC,
`4OR AUTOMOTIVE GROUP INC.,
`ROSENFIELD & COMPANY P.A. and
`KENNETH REID ROSENFIELD
`
` Defendants.
`-------------------------------------------------------------------X
`
`
`
`INDEX NO.:
`DATE PURCHASED:
`
`SUMMONS
`
`Plaintiff’s Address is:
`25 Hutcheson Place
`Lynbrook, NY 11563
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`TO THE ABOVE-NAMED DEFENDANTS:
`YOU ARE HEREB Y SUMMONED and required to serve upon Plaintiff attorney,
`at the address stated below, an answer to the attached complaint. If this summons was
`personally delivered upon you in the State of New York, the answer must be served within
`twenty days after such service of the summons, excluding the date of service. If the summons
`was not personally delivered to you within the State of New York, the answer must be served
`within thirty days after service of the summons is complete as provided by law.
`If you do not serve an answer to the attached complaint within the applicable time
`limitation stated above, a judgment may be entered against you, by default, for the relief
`demanded in the complaint, without further notice to you.
`The basis for venue is pursuant to the Contract entered into between the parties.
`Dated: Hewlett, New York
`
` June 21, 2022
`
`
`
`
`
`
`
`
`
`
`
`By:
`
`
`
`
`Jason A. Gang, Esq.
`The Law Office of Jason Gang
`1245 Hewlett Plaza, #478
`Hewlett, NY 11557
`(646) 389-5610
`Attorneys for Plaintiff
`Our File No. 220-073
`
`
`
`
`2 of 11
`
`

`

`CIVIL202206211342
`INDEX NO. E2022004651
`
`RECEIVED NYSCEF: 06/21/2022
`
`
`06/21/2022 04:51:14 PM
`202206211342
`FILED: MONROE COUNTY CLERK 06/21/2022 03:37 PM
`
`NYSCEF DOC. NO. 1
`
`Defendants to be served:
`
`Rosenfield and Company PLLC
`301 East Pine Street, Suite 975
`Orlando, FL 32801
`
`4OR Automotive Group Inc.
`301 East Pine Street, Suite 975
`Orlando, FL 32801
`
`Rosenfield & Company P.A.
`301 East Pine Street, Suite 975
`Orlando, FL 32801
`
`Kenneth Reid Rosenfield
`624 Mariposa St
`Orlando, FL 32801
`
`
`
`
`
`3 of 11
`
`

`

`06/21/2022 04:51:14 PM
`202206211342
`FILED: MONROE COUNTY CLERK 06/21/2022 03:37 PM
`NYSCEF DOC. NO. 1
`
`CIVIL202206211342
`INDEX NO. E2022004651
`
`RECEIVED NYSCEF: 06/21/2022
`
`SUPREME COURT OF THE STATE OF NEW YORK
`COUNTY OF MONROE
`-------------------------------------------------------------------X
`ROYAL BUSINESS GROUP, LLC
`
` Plaintiff,
`
` -against-
`
`ROSENFIELD AND COMPANY PLLC,
`4OR AUTOMOTIVE GROUP INC.,
`ROSENFIELD & COMPANY P.A. and
`KENNETH REID ROSENFIELD
`
` Defendants.
`-------------------------------------------------------------------X
`
`
`
`INDEX NO.:
`
`
`VERIFIED COMPLAINT
`
`
`
`Plaintiff Royal Business Group, LLC ("Plaintiff'), by its attorney, Jason A. Gang Esq., for
`
`its complaint herein against Rosenfield and Company PLLC, 4OR Automotive Group Inc.,
`
`Rosenfield & Company P.A. ("Company Defendant") and Kenneth Reid Rosenfield
`
`("Guarantor") (Company Defendant and Guarantor collectively "Defendants"), alleges as
`
`follows:
`
`The Parties
`
`1.
`
`At all relevant times, Plaintiff was and is a Limited Liability Company
`
`organized and existing under the laws of the State of New York.
`
`2.
`
`Upon information and belief, at all relevant times, Company Defendant was and
`
`is a company organized and existing under the laws of the State of Florida.
`
`3.
`
`Upon information and belief, at all relevant times, Guarantor was and is a n
`
`individual residing in the State of Florida.
`
`
`
`4 of 11
`
`
`
`
`
`

`

`06/21/2022 04:51:14 PM
`202206211342
`FILED: MONROE COUNTY CLERK 06/21/2022 03:37 PM
`NYSCEF DOC. NO. 1
`
`CIVIL202206211342
`INDEX NO. E2022004651
`
`RECEIVED NYSCEF: 06/21/2022
`
`
`
`4.
`
`The Facts
`
`Plaintiff and Defendants entered into an agreement on or about February 2nd, 2022
`
`having an agreed upon value of $472,500.00 (herein after "Agreement 1"), an agreement on or
`
`about April 14th, 2022 having an agreed upon value of $447,000.00 (herein after “Agreement 2”),
`
`and an agreement on or about May 26th, 2022 having an agreed upon value of $447,000.00 (herein
`
`after “Agreement 3”) whereby Plaintiff agreed to purchase 22% of Company Defendant's future
`
`receivables having an agreed upon value of $1,366,500.00, (collectively, the “Agreements”).
`
`5.
`
`Pursuant to the Agreements, Company Defendant agreed to have one bank account
`
`approved by Plaintiff (the "Bank Account") from which Company Defendant authorized Plaintiff
`
`to make daily ACH withdrawals until $1,366,500.00 was fully paid to Plaintiff.
`
`6.
`
`In addition, Guarantor agreed to guarantee any and all amounts owed to Plaintiff
`
`from Company Defendant upon a breach in performance by Company Defendant.
`
`7.
`
`Plaintiff remitted the purchase price for the future receivables to Company
`
`Defendant as agreed. Initially, Company Defendant met its obligations under the Agreements.
`
`8.
`
`Critical to facilitating this transaction, the Agreements contain Company
`
`Defendant’s express covenant not to revoke its ACH authorization to Plaintiff or otherwise take
`
`any measure to interfere with Plaintiff’s ability to collect the Future Receivables.
`
`9.
`
`Company Defendant stopped making its payments to Plaintiff and otherwise
`
`breached the Agreements by intentionally impeding and preventing Plaintiff from making the
`
`agreed upon ACH withdrawals from the Bank Account while conducting regular business
`
`operations.
`
`10.
`
`Company Defendant made payments totaling $510,655.00 leaving a balance of
`
`
`
`
`5 of 11
`
`

`

`06/21/2022 04:51:14 PM
`202206211342
`FILED: MONROE COUNTY CLERK 06/21/2022 03:37 PM
`NYSCEF DOC. NO. 1
`
`CIVIL202206211342
`INDEX NO. E2022004651
`
`RECEIVED NYSCEF: 06/21/2022
`
`$855,845.00.
`
`11.
`
`In addition, pursuant to §29 of the Agreements, Defendants are responsible for
`
`“Reasonable Damages”, calculated as twenty-five percent (25%) of the undelivered portion of
`
`the Purchased Amount, or twenty-five hundred dollars ($2,500.00), whichever is greater. In this
`
`matter, Defendants’ Reasonable Damages are in amount of $213,961.25.
`
`12.
`
`Contrary to Company Defendant’s express covenant set forth above, Company
`
`Defendant materially breached the terms of the Agreements on June 7, 2022, by changing the
`
`designated bank account without Plaintiff’s authorization, by placing a stop payment on
`
`Plaintiff’s debits to the account or by otherwise taking measures to interfere with Plaintiff’s
`
`ability to collect the Future Receivables.
`
`13.
`
`Despite due demand, Company Defendant has failed to pay the amounts due and
`
`owing by Company Defendant to Plaintiff under the Agreements.
`
`14.
`
`Additionally, Guarantor is responsible for all amounts incurred as a result of any
`
`default of the Company Defendant.
`
`15.
`
`There remains a balance due and owing to Plaintiff on the Agreements in the
`
`amount of $1,069,806.25 plus interest, costs, disbursements and attorney's fees.
`
`
`AS AND FOR THE FIRST CAUSE OF ACTION
`(Breach of Contract)
`
`16.
`
`Plaintiff repeats and realleges each and every allegation contained in
`
`paragraphs 1 through 15 of this complaint as though fully set forth at length herein.
`
`17.
`
`Plaintiff gave fair consideration to Company Defendant which was tendered
`
`for the right to receive the aforementioned receivables. Accordingly, Plaintiff fully performed
`
`
`
`
`
`
`6 of 11
`
`

`

`06/21/2022 04:51:14 PM
`202206211342
`FILED: MONROE COUNTY CLERK 06/21/2022 03:37 PM
`NYSCEF DOC. NO. 1
`
`CIVIL202206211342
`INDEX NO. E2022004651
`
`RECEIVED NYSCEF: 06/21/2022
`
`under the Agreements.
`
`18.
`
`Upon information and belief, Company Defendant is still conducting regular
`
`business operations and still collecting receivables.
`
`19.
`
`Company Defendant has materially breached the Agreements by failing to
`
`make the specified payment amount to Plaintiff as required under the Agreements and
`
`otherwise intentionally impeding and preventing Plaintiff from receiving the proceeds of the
`
`receivables purchased by them.
`
`20.
`
`Upon information and belief, Company Defendant has also materially
`
`breached the Agreements by using more than one depositing bank (account which has not
`
`been approved by Plaintiff.
`
`21.
`
`By reason of the foregoing, Plaintiff has suffered damages in the amount of
`
`$1,069,806.25, plus interest, costs, disbursements and attorney's fees.
`
`AS AND FOR A SECOND CAUSE OF ACTION
`(Personal Guarantee)
`
`22.
`
`Plaintiff repeats and realleges each and every allegation contained in
`
`paragraphs 1 through 21 of this complaint as though fully set forth at length herein.
`
`23.
`
`Pursuant to the Agreements, Guarantor personally guaranteed that Company
`
`Defendant would perform its obligations thereunder and that he or she would be personally
`
`liable for any loss suffered by Plaintiff as a result of a breach by Company Defendant.
`
`24.
`
`25.
`
`Company Defendant has breached the Agreements as detailed above.
`
`By reason of the foregoing, Plaintiff is entitled to judgment against Guarantor
`
`based on his or her personal guarantee in the sum of $1,069,806.25, plus interest, costs,
`
`disbursements and attorney’s fees.
`
`
`
`7 of 11
`
`
`
`
`
`
`
`

`

`06/21/2022 04:51:14 PM
`202206211342
`FILED: MONROE COUNTY CLERK 06/21/2022 03:37 PM
`NYSCEF DOC. NO. 1
`
`CIVIL202206211342
`INDEX NO. E2022004651
`
`RECEIVED NYSCEF: 06/21/2022
`
`AS AND FOR A THIRD CAUSE OF ACTION
`(Attorney’s Fees)
`
`Plaintiff repeats and realleges each and every allegation contained in
`
`26.
`
`paragraphs 1 through 25 of this complaint as though fully set forth at length herein.
`
`27.
`
`The Merchant Agreement provides that in addition to all payments owed under
`
`the Agreement, Defendants, agree to pay all costs associated with a default and the
`
`enforcement of remedies thereof, including but not limited to, court costs, disbursements and
`
`attorney’s fees.
`
`28.
`
`As a result of this litigation, Plaintiff is at risk of incurring expenses including
`
`attorneys’ fees, which cannot be finally determined at this date, but which will be capable of
`
`determination at such time as judgment me be entered herein.
`
`29.
`
` By reason of the foregoing, Defendants are liable to Plaintiff for Plaintiff’s
`
`expenses in regard to this litigation, including costs, disbursements and attorneys’ fees, in
`
`such amount as may be determined.
`
` AS AND FOR A FOURTH CAUSE OF ACTION
`(Unjust Enrichment)
`
`Plaintiff repeats and realleges each and every allegation contained in
`
`30.
`
`paragraphs 1 through 29 of this complaint as though fully set forth at length herein.
`
`31.
`
`Defendants have been unjustly enriched in that they have received the
`
`purchase price for the future receivables, yet have failed to pay the sum of $1,069,806.25
`
`pursuant to the Agreements.
`
`32.
`
`By reason of the foregoing, Plaintiff is entitled to judgment against the
`
`Defendants for unjust enrichment in an amount to be determined by the court, plus interest,
`
`costs, disbursements and attorney’s fees.
`
`
`
`8 of 11
`
`
`
`
`
`

`

`06/21/2022 04:51:14 PM
`202206211342
`FILED: MONROE COUNTY CLERK 06/21/2022 03:37 PM
`NYSCEF DOC. NO. 1
`
`CIVIL202206211342
`INDEX NO. E2022004651
`
`RECEIVED NYSCEF: 06/21/2022
`
`
`
`WHEREFORE, Plaintiff Royal Business Group, LLC requests judgment against
`
`Defendants Rosenfield and Company PLLC, 4OR Automotive Group Inc.,
`
`Rosenfield & Company P.A. and Kenneth Reid Rosenfield as follows:
`
`(i)
`
`On the first cause of action of the complaint, Plaintiff requests judgment
`
`against Company Defendant in the amount of $1,069,806.25, plus interest,
`
`costs, disbursements and attorney’s fees;
`
`(ii) On the second cause of action of the complaint, Plaintiff requests judgment
`
`against Guarantor in the amount of $1,069,806.25, plus interest, costs,
`
`disbursements and attorney’s fees;
`
`(iii) On the third cause of action of the complaint, Plaintiff requests judgment
`
`against Company Defendant and Guarantor in an amount of $1,069,806.25,
`
`plus interest, costs, disbursements and attorney’s fees;
`
`(iv) On the fourth cause of action of the complaint, Plaintiff requests judgment
`
`against Company Defendant and Guarantor in an amount of $1,069,806.25,
`
`plus interest, costs, disbursements and attorney’s fees;
`
`(v)
`
`For such other and further relief as this Court deems just and proper.
`
`
`Dated: Hewlett, New York
`
`
`
`
` June 21, 2022
`By: _____________________
`
`
`
`
`
`
`
` Jason A. Gang, Esq.
`
`
`
`
`
`
`
` The Law Office of Jason Gang
`
`
`
`
`
`
`
` 1245 Hewlett Plaza, #478
`
`
`
`
`
` Hewlett, NY 11557
`
`
`
`
`
`
` (646) 389-5610
`
`
`
`
`
`
` Attorneys for Plaintiff
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`9 of 11
`
`

`

`CIVIL202206211342
`INDEX NO. E2022004651
`
`RECEIVED NYSCEF: 06/21/2022
`
`
`INDEX NO.:
`
`
`
`
`
`
`
`
`06/21/2022 04:51:14 PM
`202206211342
`FILED: MONROE COUNTY CLERK 06/21/2022 03:37 PM
`
`NYSCEF DOC. NO. 1
`SUPREME COURT OF THE STATE OF NEW YORK
`COUNTY OF MONROE
`-------------------------------------------------------------------X
`ROYAL BUSINESS GROUP, LLC
`
` Plaintiff,
` -against-
`
`ROSENFIELD AND COMPANY PLLC,
`4OR AUTOMOTIVE GROUP INC.,
`ROSENFIELD & COMPANY P.A. and
`KENNETH REID ROSENFIELD
`
` Defendants.
`-------------------------------------------------------------------X
`
`NOTICE OF COMMENCEMENT OF ACTION
`SUBJECT TO MANDATORY ELECTRONIC FILING
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`PLEASE TAKE NOTICE that the matter captioned above, which has been commenced by
`filing of the accompanying documents with the County Clerk, is subject to mandatory electronic filing
`pursuant to Section 202.5-bb of the Uniform Rules for the Trial Courts. This notice is being served
`as required by Subdivision (b) (3) of that Section.
`The New York State Courts Electronic Filing System ("NYSCEF") is designed for the
`electronic filing of documents with the County Clerk and the court and for the electronic service of
`those documents, court documents, and court notices upon counsel and self-represented parties.
`Counsel and/or parties who do not notify the court of a claimed exemption (see below) as required
`by Section 202.5-bb(e) must immediately record their representation within the e-filed matter on the
`Consent page in NYSCEF. Failure to do so may result in an inability to receive electronic notice of
`document filings.
`Exemptions from mandatory e-filing are limited to: 1) attorneys who certify in good faith that
`they lack the computer equipment and (along with all employees) the requisite knowledge to comply;
`and 2) self-represented parties who choose not to participate in e-filing. For additional information
`about electronic filing, including access to Section 202.5-bb, consult the NYSCEF website at
`www.nycourts.gov/efile
` or contact
`the NYSCEF Resource Center at 646-386-3033 or
`efile@courts.state.ny.us.
`
`Dated: June 21, 2022
`By: _____________________
`
`
`
`
`
`
` Jason A. Gang, Esq.
`
`
`
`
`
`
` The Law Office of Jason Gang
`
`
`
`
`
`
` 1245 Hewlett Plaza, #478
`
`
`
`
`
` Hewlett, NY 11557
`
`
`
`
`
`
` (646) 389-5610
`
`
`
`
`
`
` Attorneys for Plaintiff
`
`
`
`10 of 11
`
`

`

`
`06/21/2022 04:51:14 PM
`202206211342
`FILED: MONROE COUNTY CLERK 06/21/2022 03:37 PM
`
`NYSCEF DOC. NO. 1
`
`
`CIVIL202206211342
`INDEX NO. E2022004651
`
`RECEIVED NYSCEF: 06/21/2022
`
`SUPREME COURT OF THE STATE OF NEW YORK
`COUNTY OF MONROE
`-------------------------------------------------------------------X
`ROYAL BUSINESS GROUP, LLC
`
` Plaintiff,
`
` -against-
`
`ROSENFIELD AND COMPANY PLLC,
`4OR AUTOMOTIVE GROUP INC.,
`ROSENFIELD & COMPANY P.A. and
`KENNETH REID ROSENFIELD
`
` Defendants.
`-------------------------------------------------------------------X
`
`STATE OF NEW YORK
`
`
`
`COUNTY OF NASSAU
`
`Abraham Felsenstein, being duly sworn, hereby deposes and says as
`
`follows, under penalties of perjury:
`
`
`
`INDEX NO.:
`
`
`VERIFICATION
`
`
`
`
`
`:
`: SS:
`:
`
`I am the Owner of Plaintiff ROYAL BUSINESS GROUP, LLC in the
`within action. I have read the foregoing Verified Complaint and know the contents thereof;
`The same is true to my knowledge, except as to the matters therein stated to be alleged upon
`information and belief, and as to those matters I believe them to be true.
`
`
`
`
`
`Sworn to before me this
`_____day of ____________, 20__
`21
`June
`22
`
`
`
`
`
`The foregoing statements are true under penalties of perjury.
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`BY:
`
`Abraham Felsenstein
`
` _____________________________
`
`Abraham Felsenstein
`
`Notary Public
`
`
`
`
`
`
`
`
`
`11 of 11
`
`