11 unchanged sentences
Upon information and belief, Kauder and Pioletti were working to form Triple Pay Play while employed by Usio, during Usio business hours, and while using Usio resources and Usio property.
−Removed: On or about June 21, 2023, Usio filed suit against Ben Kauder, Nina Pioletti and Triple Pay Play for breach of contract and misappropriation of trade secrets and unfair business competition.
−Removed: On July 6, 2023, Ben Kauder, Nina Pioletti and Triple Pay Play filed a Motion to Dismiss for Lack of Jurisdiction.
+Added: On or about June 21, 2023, Usio filed suit against Kauder, Pioletti and Triple Pay Play for breach of contract and misappropriation of trade secrets and unfair business competition.
+Added: On July 6, 2023, Kauder, Pioletti and Triple Pay Play filed a Motion to Dismiss for Lack of Jurisdiction.
The motion was granted.
−Removed: Subsequently, in February of 2024, Usio refiled its case in Tennessee, where Kauder, Nina, and Triple Pay Play reside.
−Removed: Currently, this case is pending in the Chancery Court of Maury County, Tennessee and is in the early-stage discovery.
+Added: Subsequently, in February of 2024, Usio refiled its case in Tennessee, where Kauder, Pioletti, and Triple Pay Play reside.
+Added: On May 3, 2024, Kauder, Pioletti and Triple Pay Play filed a Motion to Dismiss Usio’s Complaint;
+Added: this motion was heard August 5, 2024.
+Added: The Judge did not make a ruling and is currently reviewing all materials filed in regards to this matter.
GREENWICH BUSINESS CAPITAL, LLC
1 unchanged sentence
Pursuant to the terms of the Agreement, Usio effectively terminated the Agreement with GBC on October 31, 2023, by providing Greenwich with a 30-days written notice as required by the Agreement.
−Removed: On November 13, 2023, GBC filed lawsuit against Usio, alleging violations of the National Automated Clearing House Association (NACHA) rules.
+Added: On November 13, 2023, GBC filed lawsuit against Usio, alleging violations of the National Automated Clearing House Association (NACHA) rules in the State of Rhode Island Kent Superior Court.
In early March of 2024, Usio filed a Motion to Dismiss for improper venue and failure to state a claim.
−Removed: The motion is set to be heard in May of 2024 in the State of Rhode Island Kent, SC.
−Removed: Superior Court.
+Added: On May 20, 2024, Usio’s Motion to Dismiss was heard in the State of Rhode Island Kent Superior Court.
+Added: The Judge did not make a ruling and is currently reviewing all materials filed in regards to this matter.
On September 1, 2021, KDHM, LLC, an entity owned by the former owners of IMS, sued PDS Acquisition Corp, now known as Usio Output Solutions, Inc., in the 73rd District Court of Bexar County, Texas claiming a breach of the asset purchase agreement executed by the parties on December 14, 2020.
The lawsuit alleges that due to a mistake, accident, or inadvertence, certain customer deposits in the amount of $317,000 were improperly transferred to us.
−Removed: We believe that plaintiff's claims in the lawsuit have no merit and contradict the express terms of the asset purchase agreement.
−Removed: As a result of this post-sale dispute, we discovered that KDHM, LLC and its principals made certain misrepresentations and breached the terms of the asset purchase agreement.
On September 28, 2021, we filed an answer generally denying the plaintiff’s allegations.
3 unchanged sentences
We also discovered that KDHM by and through its principals failed to disclose that $305,000 in additional customer deposits existed and that these deposits were not conveyed to us as required by the asset purchase agreement.
−Removed: KDHM, Minten and Dowe provided us with fraudulent and misleading profit and loss statements that did not disclose these additional customer deposits.
+Added: KDHM, Minten and Dowe provided us with fraudulent and misleading financial statements that did not disclose these additional customer deposits.
KDHM and the defendants do not dispute that these additional customer deposits existed and that they were purchased by Usio.
1 unchanged sentence
Section 2.1(b)(x) of the asset purchase agreement provides that the purchased assets include “All of Seller’s deposits from its customer, including without limitation, those customer deposits listed on Schedule 2.1(b)(xi) of the Disclosure Schedules.” Finally, we discovered that KDHM did not provide us with all customer lists, which are identified as purchased assets under the agreement.
−Removed: In our counterclaims and third-party petition, we assert causes of action for fraud, breach of contract and conversion.
+Added: In our counterclaims and third-party petition, we have asserted causes of action for fraud, breach of contract and conversion.
On August 18, 2023, the judge granted a summary motion entitling KDHM to deposits for customer accounts that were printed and mailed prior to the acquisition, and Usio Output Solutions, Inc.
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On May 2, 2024, the court denied Usio’s motion.
−Removed: We are currently in the process of appealing the decision.
+Added: On July 12, 2024, we filed an appeal on the lower court's decision, which is pending review.
+Added: We believe that plaintiff's claims contradict the express terms of the asset purchase agreement, and we intend to vigorously defend this matter.
+Added: As a result of this post-sale dispute, we subsequently discovered that KDHM, LLC and its principals made certain misrepresentations and breached the terms of the asset purchase agreement.
OTHER PROCEEDINGS
4 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.