Baker v Waller Capital Corp.

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Baker v Waller Capital Corp. 2021 NY Slip Op 32837(U) December 20, 2021 Supreme Court, New York County Docket Number: Index No. 655859/2017 Judge: Joel M. Cohen Cases posted with a "30000" identifier, i.e., 2013 NY Slip Op 30001(U), are republished from various New York State and local government sources, including the New York State Unified Court System's eCourts Service. This opinion is uncorrected and not selected for official publication. [* 1] INDEX NO. 655859/2017 NYSCEF DOC. NO. 94 RECEIVED NYSCEF: 12/20/2021 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK: COMMERCIAL DIVISION PART 03M ----------------------------------------------------------------------------------- X GARRETT BAKER, INDEX NO. Plaintiff, MOTION DATE 655859/2017 N/A, N/A - V - WALLER CAPITAL CORP., WALLER CAPITAL PARTNERS, LLC, JOHN WALLER MOTION SEQ. NO. 001 003 DECISION+ ORDER ON MOTION Defendants. ----------------------------------------------------------------------------------- X HON. JOEL M. COHEN: The following e-filed documents, listed by NYSCEF document number (Motion 001) 22, 23, 24, 25, 26, 30,31,32,33,34,35,36,37,38,39,40,41,42,43,44,45,47,48,49, 50, 77, 81 SUMMARY JUDGMENT were read on this motion for The following e-filed documents, listed by NYSCEF document number (Motion 003) 51, 52, 53, 54, 55, 56,57,58,59,60,61,62,63,64,65,69, 70, 71, 72, 73, 75, 78 PARTIAL SUMMARY JUDGMENT were read on this motion for Based on the foregoing, and for the reasons set forth on the record after oral argument on December 13, 2019, it is hereby ORDERED that Plaintiffs motion for summary judgment (Motion Sequence No. 001) is granted in part and denied in part as follows: 1. Plaintiffs motion for summary judgment for compensatory damages related to seven (7) months of unpaid Guaranteed Payments in the amount of $437,500.00 is GRANTED, with pre-judgment interest to be calculated at the statutory rate of nine percent (9%) per annum commencing as follows: $62,500 from December 15, 2015; $62,500 from January 15, 2016; $62,500 from February 15, 2016; $62,500 from 655859/2017 BAKER, GARRETT M. vs. WALLER CAPITAL CORP. Motion No. 001 003 1 of 4 Page 1 of4 [* 2] INDEX NO. 655859/2017 NYSCEF DOC. NO. 94 RECEIVED NYSCEF: 12/20/2021 March 15, 2016; $62,500 from April 15, 2016; $62,500 from May 15, 2016; and $62,500 from June 15, 2016. 2. Plaintiffs motion for summary judgment for compensatory damages related to the unpaid second installment of Plaintiffs Additional Guaranteed Payment for Fiscal Year 2015 in the amount of $625,000.00 is GRANTED, with pre-judgment interest to be calculated at the statutory rate of nine percent (9%) per annum commencing January 15, 2016. 3. The Court having found that there are triable issues of fact as to whether Plaintiff was terminated without cause, Plaintiffs motion for summary judgment for compensatory damages related to the unpaid first installment of Plaintiffs Additional Guaranteed Payment for Fiscal Year 2016 in the amount of $375,000.00 is DENIED without prejudice and the determination of this issue shall be reserved for trial. 4. Plaintiffs motion for summary judgment with respect to the obligations of John W. Waller III under Paragraph 8 of the First Amendment of the parties' agreement, which provides that in the event that the Company does not have sufficient funds to pay the Guaranteed Payment, the Additional Guaranteed Payment or the Special Sale Bonus, Waller Capital and Manager agree to loan or otherwise provide the capital to the Company required to make any such payments, is GRANTED. 5. Plaintiffs motion for summary judgment with respect to the obligations of Waller Capital Corp. under Paragraph 8 of the First Amendment of the parties' agreement, which provides that in the event that the Company does not have sufficient funds to pay the Guaranteed Payment, the Additional Guaranteed Payment or the Special Sale 655859/2017 BAKER, GARRETT M. vs. WALLER CAPITAL CORP. Motion No. 001 003 2 of 4 Page 2 of 4 [* 3] INDEX NO. 655859/2017 NYSCEF DOC. NO. 94 RECEIVED NYSCEF: 12/20/2021 Bonus, Waller Capital and Manager agree to loan or otherwise provide the capital to the Company required to make any such payments, is GRANTED. IT IS FURTHER ORDERED that Defendants' motion for partial summary judgment (Motion Sequence No. 003) is granted in part and denied in part as follows: 1. Defendants' motion for summary judgment to dismiss Plaintiff's claims for damages pursuant to Section 3.3 of the parties' agreement is GRANTED. 2. The Court having found that there are triable issues of fact, Plaintiffs motion for summary judgment for a determination that Plaintiff was terminated without cause as a matter of law, as set forth in Counts Two and Three, is DENIED without prejudice and the determination of this issue shall be reserved for trial. 3. The Court having found there are triable issues of fact, Defendants' motion for summary judgment to dismiss Plaintiffs claims related to the "Retention Agreement," as set forth in Counts Four and Five, is DENIED without prejudice and the determination of this claim shall be reserved for trial. 4. The Court having found there are triable issues of fact, Defendants' motion for summary judgment to dismiss Plaintiffs claims related to his post-termination deal work, as set forth in Counts Six and Seven, is DENIED without prejudice and the determination of this claim shall be reserved for trial. IT IS FURTHER ORDERED that the decision on the award of attorneys' fees pursuant to Section 8.6 of the parties' agreement shall be reserved until after the trial or other resolution of this matter; and IT IS FURTHER ORDERED that the parties file the oral argument transcript on NYSCEF if they have not already done so. 655859/2017 BAKER, GARRETT M. vs. WALLER CAPITAL CORP. Motion No. 001 003 3 of 4 Page 3 of 4 [* 4] INDEX NO. 655859/2017 NYSCEF DOC. NO. 94 RECEIVED NYSCEF: 12/20/2021 This constitutes the Decision and Order of the Court. 12/20/2021 DATE CHECK ONE: APPLICATION: CHECK IF APPROPRIATE: JOEL M. COHEN, J.S.C. ~ CASE DISPOSED GRANTED • DENIED SETTLE ORDER INCLUDES TRANSFER/REASSIGN 655859/2017 BAKER, GARRETT M. vs. WALLER CAPITAL CORP. Motion No. 001 003 4 of 4 ~ NON-FINAL DISPOSITION GRANTED IN PART SUBMIT ORDER FIDUCIARY APPOINTMENT • • OTHER REFERENCE Page 4 of 4

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