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Ael Financial, LLC v. Hunt Club Pediatric Associates

December 20, 2012

AEL FINANCIAL, LLC, PLAINTIFF,
v.
HUNT CLUB PEDIATRIC ASSOCIATES, P.A., D/B/A HUNT CLUB MED SPA, LLC,
AND CARLOS E. CHABAN, DEFENDANTS.



The opinion of the court was delivered by: Matthew F. Kennelly, District Judge:

MEMORANDUM OPINION AND ORDER

AEL Financial, LLC (AEL) has sued Hunt Club Pediatric Associates, P.A., d/b/a Hunt Club Med Spa, LLC (Hunt Club), for breach of a finance lease and Carlos Chaban, the guarantor of the lease, for breach of his guaranty. The Court has jurisdiction based on diversity of citizenship, and Illinois law governs. AEL has moved for summary judgment on its claims against both defendants. For the reasons stated below, the Court grants the motion in part and denies it in part.

Background

Chaban, a medical doctor who practices in Florida, established Hunt Club Pediatrics in August 1998 and Hunt Club Med Spa (together with another doctor) in August 2008. On October 3, 2008, he authorized "Hunt Club Pediatric Associates, P.A. DBA Hunt Club Med Spa, LLC" to lease a laser system manufactured by Cynosure, with financing provided by AEL via an equipment lease. Chaban agreed to guarantee Hunt Club's obligations under the lease. The lease agreement required Hunt Club to make three monthly payments of $100.00 and sixty monthly payments of $2,528.69 to AEL, as well as applicable taxes. Hunt Club received the equipment on October 31, 2008.

Hunt Club made a series of payments on the lease, but by July 2011, it had stopped paying. In August 2011, AEL sent Hunt Club a notice stating that it had defaulted on the lease and demanding payment of the entire balance owed under the agreement. AEL repossessed the laser system and sold it through a third party for $25,000 in November 2011. AEL contends that after paying the third party's recovery fee, it made a net profit of $22,500, which it allegedly applied toward Hunt Club's debt. According to the defendants, Hunt Club Med Spa stopped doing business at some point in 2011, and Chaban now practices medicine only through Hunt Club Pediatrics.

AEL brought suit against Hunt Club and Chaban in December 2011. In its complaint, AEL alleged that Hunt Club and Chaban are jointly liable for $123,402.53, along with attorney's fees. In its motion for summary judgment, however, AEL states that the amount owed is $118,341.89.

Discussion

Summary judgment is appropriate when the evidence demonstrates that there is "no genuine dispute as to any material fact and the movant is entitled to judgment as a matter of law." Fed. R. Civ. P. 56(a); Bielskis v. Louisville Ladder, Inc., 663 F.3d 887, 898 (7th Cir. 2011). In deciding on a motion for summary judgment, courts "view the record in the light most favorable to the non-moving party and draw all reasonable inferences in that party's favor." Trinity Homes LLC v. Ohio Ins. Co., 629 F.3d 653, 656 (7th Cir. 2010). Summary judgment is proper only "if no reasonable trier of fact could find in favor of the non-moving party." Hoppe v. Lewis Univ., 692 F.3d 833, 838 (7th Cir. 2012) (internal quotation marks omitted).

Neither Hunt Club nor Chaban disputes that Hunt Club signed the lease agreement (of which Chaban agreed to serve as guarantor), that Hunt Club missed a number of payments, or that it is obligated to pay some amount of money to AEL. Hunt Club has submitted articles of incorporation for both Hunt Club Pediatrics and Hunt Club Med Spa in an apparent effort to show that the two entities are legally separate. But Hunt Club does not argue, nor could it plausibly do so, that this separation excuses Hunt Club Pediatrics from liability under the lease agreement. Although the two businesses may have separate corporate existences, "Hunt Club Pediatrics, P.A. DBA Hunt Club Med Spa, LLC" entered into the lease agreement with AEL, and Hunt Club Pediatrics is therefore a proper party to AEL's suit alleging a breach of that agreement. See, e.g., Pekin Ins. Co. v. Estate of Goben, 303 Ill. App. 3d 639, 645--46, 708 N.E.2d 1259, 1264 (1999) ("Doing business under another name does not create an entity distinct from the person operating the business.").

The defendants contend that summary judgment is inappropriate because issues of fact remain regarding the amount that AEL is owed. First, they argue that the evidence that AEL has submitted regarding its damages is inadmissible. Second, they argue that AEL has not provided evidence sufficient to entitle it to summary judgment on the defense of failure to mitigate damages.

1. Sufficiency of evidence of amounts owed

AEL has calculated the amount it contends is owed based on an affidavit from

Nick Kondras, its collections manager. According to Kondras, the full balance that Hunt Club owes AEL under the lease is $118,341.89. This figure includes missed rental payments, late fees, insurance premiums, personal property tax payments for 2010, 2011, and 2012, and an "End of Lease Term Provision fee for Equipment Residual." Pl.'s Ex. I at 2. Attached to Kondras's affidavit is a "payoff statement" that purportedly summarizes the amount owed. That statement includes the following calculations for Hunt Club's obligations under the lease: Firm Rent $73,332.01 Sales Tax $2,958.57 Accrued Use Tax $1,904.86 Payment Subtotal $78,195.44 Legal/Collection Fee $155.00 Process Fee (PBP/NSF) $5.00 Late Charges $10,926.25 Insurance Premium $12,771.00 Assessment Subtotal $23,857.25 Personal Property Tax for 2010 $774.74 Personal Property Tax for 2011 $1,639.80 Personal Property Tax for 2012 $1,360.91 Personal Property Tax Subtotal $3,775.45 Equipment Price $11,750.00 Equipment Sales Tax $763.75 Equipment Residual Subtotal $12,513.75 Final Total $118,341.89 Kondras states that AEL's sale of the equipment for a net profit of $22,500.00 has been "applied directly to [the] balance owed under the Lease." Id. at 2. The payoff statement, however, does not reflect where that amount was subtracted from the balance of Hunt Club's debt.

The defendants contend that Kondras's affidavit is not based on his personal knowledge and that the payoff statement payoff statement lacks a proper evidentiary foundation. The Court disagrees. Kondras states that as collections manager for AEL, his job is to "insure that timely payments are made and to insure compliance with all other loan terms." Id. at 1. He states under oath that he is personally familiar with all of AEL's records regarding its lease with Hunt Club. He also lays the evidentiary foundation for the document included with his affidavit. According to Kondras, the document is a "payoff statement" that was generated by AEL's "electronic accounting/payment management system . . . which automatically calculates, tracks and maintains balances and interest owed." Id. at 2--3. Kondras states that the statement was created in the regular course of business "at or around the date the payoff was generated." Id. ...


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