Filing # 199795966 E-Filed 06/04/2024 01:06:15 PM
`
`16-2024-CC-009350-AXXX-MADiv: CC-E
`
`IN THE COUNTY COURT, IN THE
`FOURTH JUDICIAL CIRCUIT, IN AND
`FOR DUVAL COUNTY, FLORIDA
`
`CASE NO.:
`DIVISION:
`
`RADIFI FEDERAL CREDIT UNION
`F/K/A JAX FEDERAL CREDIT UNION,
`
`Plaintiff,
`
`vs.
`
`WILLIS LOGISTICS LLC, a Florida LLC and
`JOSEPH L WILLIS, an Individual,
`
`Defendants.
`
`
`COMPLAINT
`
`Plaintiff, by and through its undersigned counsel sues Defendants andalleges:
`
`GENERAL ALLEGATIONS AS TO ALL COUNTS
`
`1. Atall times pertinentto this action, the Plaintiff was authorized to and doing business in
`
`the State of Florida.
`
`2. Atall times pertinent to this cause defendant Willis Logistics LLC was a corporation
`
`located in Hillsborough County, Florida. Atall times pertinent to this cause defendant Joseph L
`
`Willis has been a resident of Duval County, Florida.
`
`3. Plaintiff has performedall conditions precedent required ofit for bringing this action
`
`against Defendants and nofacts exist that would constitute a setoff or counterclaim against
`
`Plaintiff.
`
`4. Plaintiff is obligated to pay its attorneys a reasonable fee for their services.
`
`COUNTI
`
`AS TO WILLIS LOGISTICS LLC
`
`5. This action is for damages whichare greater than $8,000.00, but do not exceed
`
`$50,000.00, exclusive of interest, attorney's fees and costs.
`
`202401361 / Prommisory Note_MultiCount
`
`ACCEPTED: DUVAL COUNTY, JODY PHILLIPS, CLERK,06/06/2024 11:24:06 AM
`
`
`
`6. On or about November8, 2022, Defendants executed and delivered a Promissory Note to
`
`Plaintiff, a copy of which is attached hereto and incorporated herein as Plaintiff's Exhibit 'A’.
`
`7. Pursuant to the terms and conditions of said agreement, Plaintiff lent money to the
`
`Defendants, which Defendants failed to repay.
`
`8. Defendants failed to pay the installment payment due on November29, 2023 and
`
`Plaintiff elected to accelerate paymentof the balance.
`
`9. Defendants owesPlaintiff $24,998.21 that is due with interest as a result of the breach on
`
`the Promissory Note. A copy ofthe statement that evidences the debt is attached hereto and
`
`incorporated herein as Plaintiff's Exhibit 'B’.
`
`WHEREFORE,Plaintiff demands judgment for damages against Willis Logistics LLC in the
`
`sum of $24,998.21 plus interest, court costs and attorney's fees.
`
`COUNTIT
`
`1. This action is for damages whichare greater than $8,000.00, but do not exceed
`
`AS TO JOSEPH L WILLIS
`
`$50,000.00, exclusive of interest, attorney's fees and costs.
`
`2. On or about November 8, 2022, Defendants executed and delivered a Promissory Note to
`
`Plaintiff, a copy of which is attached hereto and incorporated herein as Plaintiff's Exhibit 'A’.
`
`3. Pursuant to the terms and conditions of said agreement, Plaintiff lent money to the
`
`Defendants, which Defendants failed to repay.
`
`4. Defendants failed to pay the installment payment due on November29, 2023 and
`
`Plaintiff elected to accelerate paymentof the balance.
`
`5. Defendants owesPlaintiff $24,998.21 that is due with interest as a result of the breach on
`
`the Promissory Note. A copy ofthe statement that evidences the debt is attached hereto and
`
`incorporated herein as Plaintiff's Exhibit 'B’.
`
`WHEREFORE,Plaintiff demands judgment for damages against Joseph L Willis in the sum
`
`of $24,998.21 plus interest, court costs and attorney's fees.
`
`
`
`COUNTHl
`
`AS TO WILLIS LOGISTICS LLC
`
`6. This action is for damages whichare greater than $8,000.00, but do not exceed
`
`$50,000.00, exclusive of interest, attorney's fees and costs.
`
`7. On or about October 20, 2022, Defendants executed and delivered a Credit Card
`
`Application and Agreement, a copy of whichis attached hereto and incorporated herein as
`
`Plaintiff's Exhibit 'C'.
`
`8.
`
`In reliance on the termsofthe credit card agreement, including Defendant's promise to
`
`repay all charges incurred byvirtue of use thereof, a credit card was issued by Plaintiff to
`
`Defendants.
`
`9. Following receipt of the credit card, and, upon utilizing said card, a contract was created
`
`betweenparties based upon the terms and conditions of the credit card agreement.
`
`10. Followingreceipt of the credit card, Defendants utilized said credit card to obtain credit
`
`for payment of goods and services and/or cash advances; however, Defendants failed to pay the
`
`balance remaining on the credit card account or the required minimum monthly installment
`
`payment due December 27, 2023 andall subsequent payments thereafter and thereby became
`
`indebtedto the Plaintiff in the amount of $20,866.05 as evidenced by the statement of account, a
`
`copy of which is attached hereto and incorporated herein as Plaintiff's Exhibit 'D'.
`
`11. Defendants owesPlaintiff $20,866.05 that is due with interest since March 2, 2024.
`
`WHEREFORE,Plaintiff demands judgment for damages against Willis Logistics LLC in the
`
`sum of $20,866.05 plus interest, attorney's fees and court costs.
`
`COUNT IV
`
`AS TO AS TO JOSEPH L WILLIS
`
`12. This action is for damages whichare greater than $8,000.00, but do not exceed
`
`$50,000.00, exclusive of interest, attorney's fees and costs.
`
`
`
`13. On or about October 20, 2022, Defendants executed and delivered a Credit Card
`
`Application and Agreement, a copy of whichis attached hereto and incorporated herein as
`
`Plaintiff's Exhibit 'C'.
`
`14. In reliance on the termsof the credit card agreement, including Defendant's promise to
`
`repay all charges incurred byvirtue of use thereof, a credit card was issued by Plaintiff to
`
`Defendants.
`
`15. Following receipt of the credit card, and, upon utilizing said card, a contract was created
`
`betweenparties based upon the terms and conditions of the credit card agreement.
`
`16. Following receipt of the credit card, Defendants utilized said credit card to obtain credit
`
`for payment of goods and services and/or cash advances; however, Defendants failed to pay the
`
`balance remaining on the credit card account or the required minimum monthly installment
`
`payment due December 27, 2023 andall subsequent payments thereafter and thereby became
`
`indebtedto the Plaintiff in the amount of $20,866.05 as evidenced by the statement of account, a
`
`copy of which is attached hereto and incorporated herein as Plaintiff's Exhibit 'D'.
`
`17. Defendants owesPlaintiff $20,866.05 that is due with interest since March 2, 2024.
`
`WHEREFORE,Plaintiff demands judgment for damages against Joseph L Willis in the sum
`
`of $20,866.05 plus interest, attorney's fees and court costs.
`
`Hiday & Ricke, P.A.
`
`/s/ Joe Eckelkamp FBN 0518212 for
`
`By:
`Jennifer L. Reiss, Esquire
`Post Office Box 550858
`Jacksonville, FL 32255
`(904) 363-2769 Fax: (904) 363-0538
`Email: litigation@hidayricke.com
`Florida Bar No.: 122947
`File # 202401361
`
`This is a communication from a debt collector.
`
`
`
`LOAN NUMBER
`
`LOAN NAME
`
`ACCT. NUMBER
`
`EXHIBIT A
`
`Creditor Use Only
`
`NOTE AMOUNT
`$25,000.00
`
`Willis Logistics LLC
`INDEX (w/Margin)
`Wall Street Journal Prime
`plus 4.000%
`
`RATE
`10.250%
`
`NOTE DATE
`
`11/08/22
`MATURITY DATE
`10/30/25
`
`INITIALS
`
`BJP
`LOAN PURPOSE
`Commercial
`
`PROMISSORY NOTE
`(Commercial - Revolving Draw)
`State of Florida's Documentary Stamp Tax for this Note required by law in the amount of $87.50 has been paid directly to the Florida
`Department of Revenue, Lender's Certificate of Registration is No.
`
`DATE AND PARTIES. The date of this Promissory Note (Note) is November 8, 2022. The parties and their addressesare:
`
`LENDER:
`JAX FEDERAL CREDIT UNION
`562 Park Street
`Jacksonville, FL 32204
`Telephone:
`(904) 475-8062
`
`BORROWER:
`WILLIS LOGISTICS LLC
`a Florida Limited Liability Company
`2955 Edgewood Ave W
`Jacksonville, FL 32209
`
`1, DEFINITIONS. As usedin this Note, the terms have the following meanings:
`'
`ny aes
`A. Pronouns. The pronouns
`me," and "my" refer to each Borrower signing this Note and each other person orlegal entity (including
`guarantors, endorsers, and sureties) who agrees to pay this Note.
`"You" and "Your" refer to the Lender, any participants or syndicators,
`successors and assigns, or any person or company that acquires an interest in the Loan.
`B. Note. Note refers to this document, and any extensions, renewals, modifications and substitutions of this Note.
`C, Loan. Loan refers to this transaction generally,
`including obligations and duties arising from the terms of all documents prepared or
`submitted for this transaction such as applications, security agreements, disclosures or notes, and this Note,
`D, Loan Documents. Loan Documentsrefer to all the documents executed as a part of or in connection with the Loan.
`E. Property. Property is any property, real, personal or intangible, that secures my performance of the obligations of this Loan.
`F. Percent. Rates and rate change limitations are expressed as annualized percentages.
`G, Dollar Amounts. All dollar amounts will be payable in lawful money of the United States of America,
`
`2. PROMISE TO PAY. For value received, | promise to pay you or your order, at your address, or at such other location as you may designate,
`amounts advanced from time to time under the terms of this Note up to the maximum outstanding principal balance of $25,000.00 (Principal),
`plus interest from the date of disbursement, on the unpaid outstanding Principal balance until this Note is paid in full and you have no further
`obligations to make advances to me under the Loan.
`| may borrow up to the Principal amount more than onetime.
`All advances made will be made subject to all other terms and conditions of the Loan.
`
`Interest will accrue on the unpaid Principal balance of this Note at the rate of 10.250 percent(Interest Rate) until November 9,
`3. INTEREST.
`2022, after which time it may change as described in the Variable Rate subsection.
`
`including for failure to pay in full at maturity, you may
`If you declare a default under the terms of the Loan,
`A. Interest After Default.
`increase the Interest Rate payable on the outstanding Principal balance of this Note.
`In such event, interest may accrue at the maximum
`amount allowed by law, subject to your sole discretion.
`B. Maximum Interest Amount. Any amount assessed or collected as interest under the terms of this Note will be limited to the maximum
`lawful amount of interest allowed by applicable law. Amounts collected in excess of the maximum lawful amountwill be applied first to
`the unpaid Principal balance. Any remainder will be refunded to me.
`C. Accrual.
`Interest accrues using an Actual/365 days counting method.
`D. Variable Rate. The Interest Rate may change during the term of this transaction.
`the base rate on corporate
`(1) Index. Beginning with the first Change Date, the Interest Rate will be based on the following index:
`loans posted byat least 70% of the 10 largest U.S. banks knownas the Wall Street Journal U.S. Prime Rate (the "Benchmark"),
`
`Willis Logistics LLC
`Florida Promissory Note
`
`Wolters KluwerFinancial Services, Inc.°1996, 2022 Bankers Systems™
`
`Initials She
`Page 1
`R
`
`
`
`The Benchmark is the most recent index value available as of 45 days before each Change Date. You do not guaranty by selecting
`this Benchmark, or the Margin, that the Interest Rate on this Note will be the same rate you charge on any other loans or class of
`loans you make to me or other borrowers.
`If this Index is no longer available,
`| agree and consent to you selecting a substitute
`Benchmark and an alternative Margin - all at your sole discretion. You will give me advance notice of your selection. As usedin this
`subsection, "no longer available” includes, but is not limited to, when a Benchmark is terminated, becomes deregulated, or becomes
`unacceptable for use by a regulator.
`If the Benchmark is deemed to be no longer available it will be replaced if any of the following events (each, a "Replacement Event")
`occur:(i) the administrator,
`including any successor administrator of the Benchmark, has stopped providing the Benchmark to the
`general public;
`(ij) the administrator or its regulator issues a public statement indicating that the Benchmark is no longer reliable or
`representative; or (iii) the effective date of an applicable federal or state law, or applicable federal or state regulation that prohibits use
`of the Benchmark.
`If a Replacement Event occurs, you will select a new benchmark (the "Replacement Benchmark") and may also
`select a new margin (the "Replacement Margin"), as follows:
`(a)
`If a replacement benchmark and margin has been selected or recommended by the Federal Reserve Board, the Federal Reserve
`Bank of New York, or a committee endorsed or convened by the Federal Reserve Board or the Federal Reserve Bank of New York at
`the time of a Replacement Event, you shall select that benchmark and margin as the Replacement Benchmark and Replacement
`Margin.
`(b)
`If (a) is not available at the time of a Replacement Event, you will make a reasonable, good faith effort to select a Replacement
`Benchmark and a Replacement Margin that, when added together, you reasonably expects will minimize any changein the cost of the
`loan, taking into accountthe historical performance of the Benchmark and the Replacement Benchmark.
`The Replacement Benchmark and Replacement Margin, if any, will be operative immediately upon a Replacement Event and will be
`used to determine the interest rate and payments on Change Dates that are more than 45 days after a Replacement Event. The
`Benchmark and Margin could be replaced more than once during the term of the Note. After a Replacement Event, all references to
`the "Benchmark" and "Margin" shall be deemed to be references to the "Replacement Benchmark" and "Replacement Margin." You
`will also give me notice of the Replacement Benchmark and Replacement Margin,
`if any, and such other information required by
`applicable law and regulation.
`(2) Change Date. Each date on which the Interest Rate may change is called a Change Date. The Interest Rate may change
`November 9, 2022 and daily thereafter.
`(3) Calculation Of Change. Before each Change Date you will calculate the Interest Rate, which will be the Benchmark plus 4,000
`percent (the "Margin"), Subject to any limitations, this will be the Interest Rate until the next Change Date. The new Interest Rate
`will become effective on each Change Date. The Interest Rate and other charges on this Note will never exceed the highest rate or
`charge allowed by law for this Note.
`
`(4) Limitations. The Interest Rate changes are subject to the following limitations:
`{a) Lifetime. The Interest Rate will never be greater than 18.000 percentor less than 7.250 percent.
`(5) Effect Of Variable Rate. A change in the Interest Rate will have the following effect on the payments: The amount of scheduled
`payments will change.
`
`4, ADDITIONAL CHARGES. Asadditional consideration, | agree to pay, or have paid, these additional fees and charges,
`A. Nonrefundable Fees and Charges. The following fees are earned whencollected and will not be refunded if| prepay this Note before
`the scheduled maturity date.
`Florida Doc Stamp. A(n) Florida Doc Stamp fee of $87.50 payable from separate funds on or before today's date.
`UCCFiling. A(n) UCC Filing fee of $35.00 payable from separate funds on or before today's date.
`Document Prep. A(n) Document Prep fee of $200.00 payable from separate funds on or before today's date.
`Origination. A(n) Origination fee of $250.00 payable from separate funds on or before today's date.
`
`5. REMEDIAL CHARGES. In addition to interest or other finance charges, | agree that | will pay these additional fees based on my method and
`pattern of payment. Additional remedial charges may be described elsewherein this Note,
`A. Late Charge.
`If a payment is more than 10 dayslate, | will be charged 5.000 percent of the Amount of Payment or $25.00, whichever
`is greater,
`| will pay this late charge promptly but only once for each late payment.
`6. GOVERNING AGREEMENT.This Note is further governed by the Commercial Loan Agreement executed between you and meas a part of
`this Loan, as modified, amended or supplemented. The Commercial Loan Agreement states the terms and conditions of this Note, including
`the terms and conditions under which the maturity of this Note may be accelerated. When | sign this Note,
`| represent to you that | have
`reviewed and am in compliance with the terms contained in the Commercial Loan Agreement.
`7. PAYMENT.
`| agree to pay all accrued interest on the balance outstanding from time to time in regular payments beginning November 30,
`2022, then on the same day of each month thereafter. A final payment of the entire unpaid outstanding balanceof Principal and interest will
`be due October 30, 2025.
`Payments will be rounded up to the nearest $.01. With the final payment | also agree to pay any additional fees or charges owing and the
`amount of any advances you have made to others on my behalf. Payments scheduled to be paid on the 29th, 30th or 31st day of a month
`that contains no such day will, instead, be made on the last day of such month.
`Interest payments will be applied first to any charges | owe other than late charges, then to accrued, but unpaid interest, then to late charges.
`Principal payments will be applied first to the outstanding Principal balance,
`then to any late charges.
`If you and | agree to a different
`application of payments, we will describe our agreement on this Note. The actual amount of my final payment will depend on my payment
`record,
`
`
`Willis Logistics LLC
`Florida Promissory Note
`
`Wolters Kluwer Financial Services, Inc.®1996, 2022 Bankers Systems™
`
`Initials The
`Page 2
`
`
`
`8. PREPAYMENT.
`until | pay in full.
`
`| may prepay this Loanin full or in part at any time. Any partial prepayment will not excuse any later scheduled payments
`
`9, LOAN PURPOSE. This is a business-purposeloan transaction.
`
`10, SECURITY. The Loan is secured by separate security instruments prepared together with this Note as follows:
`
`Document Name
`
`Parties to Document
`
`Security Agreement - Willis Logistics LLC
`
`Willis Logistics LLC
`
`11, DUE ON SALE OR ENCUMBRANCE. You may, at your option, declare the entire balance of this Note to be immediately due and payable
`upon the creation of, or contract for the creation of, any lien, encumbrance, transfer or sale ofall or any part of the Property. This right is
`subject to the restrictions imposed by federal law, as applicable,
`
`12. WAIVERS AND CONSENT. To the extent not prohibited by law,
`acceleration, notice of intent to accelerate and notice of dishonor.
`
`| waive protest, presentment
`
`for payment, demand, notice of
`
`In addition, |, and any party to this Note and Loan, to the extent permitted by law, consent to certain
`A. Additional Waivers By Borrower.
`actions you may take, and generally waive defenses that may be available based on these actions or based on the status of a party to this
`Note,
`
`(1) You may renew or extend payments on this Note, regardless of the number of such renewals or extensions.
`(2) You may release any Borrower, endorser, guarantor, surety, accommodation maker or any other co-signer.
`(3) You mayrelease, substitute or impair any Property securing this Note.
`(4) You, or any institution participating in this Note, may invoke yourright of set-off.
`(5) You may enter into any sales, repurchases or participations of this Note to any person in any amounts and | waive notice of such
`sales, repurchases or participations.
`(6) | agree that any of us signing this Note as a Borroweris authorized to modify the terms of this Note or any instrument securing,
`guarantying or relating to this Note.
`(7)
`| agree that you may inform any party who guarantees this Loan of any Loan accommodations,
`modifications, substitutions or future advances.
`
`renewals, extensions,
`
`the exercise of any of your rights, remedies,
`B. No Waiver By Lender. Your course of dealing, or your forbearance from, or delay in,
`privileges or right to insist upon my strict performance of any provisions contained in this Note, or any other Loan Document, shall not be
`construed as a waiver by you, unless any such waiveris in writing and is signed by you.
`
`| understand and agree that you (or youraffiliate) will earn commissions or fees on any insurance products, and may earn
`13. COMMISSIONS,
`such fees on other services that | buy through you or youraffiliate.
`
`14. APPLICABLE LAW. This Note is governed by the lawsof Florida, the United States of America, and to the extent required, by the laws of
`the jurisdiction where the Property is located, except to the extent such state laws are preempted by federal law.
`In the event of a dispute,
`the exclusive forum, venue and place ofjurisdiction will be in Florida, unless otherwise required by law.
`15. JOINT AND SEVERALLIABILITY AND SUCCESSORS. Myobligation to pay the Loanis independentof the obligation of any other person
`who has also agreed to pay it. You may sue me alone, or anyone else whois obligated on the Loan, or any numberof us together, to collect
`the Loan, Extending the Loan or new obligations under the Loan, will not affect my duty under the Loan and|will still be obligated to pay the
`Loan. This Note shall inure to the benefit of and be enforceable by you and your successors and assigns and shall be binding upon and
`enforceable against me and my successors andassigns.
`
`16, AMENDMENT, INTEGRATION AND SEVERABILITY. This Note may not be amended or modified by oral agreement. No amendment or
`modification of this Note is effective unless made in writing. This Note and the other Loan Documents are the complete and final expression
`of the agreement.
`If any provision of this Note is unenforceable, then the unenforceable provision will be severed and the remaining provisions
`will still be enforceable. No present or future agreement securing any other debt | owe you will secure the payment of this Loan if, with
`respectto this loan, you fail to fulfill any necessary requirements orfail to conform to any limitations of the Truth in Lending Act (Regulation Z)
`or the Real Estate Settlement Procedures Act (Regulation X) that are required for loans secured by the Property or if, as a result, this Loan
`would become subject to Section 670 of the John Warner National Defense Authorization Act for Fiscal Year 2007.
`
`17, INTERPRETATION. Whenever used, the singular includes the plural and the plural includes the singular. The section headings are for
`convenience only and are not to be used to interpret or define the terms of this Note.
`
`18. NOTICE, FINANCIAL REPORTS AND ADDITIONAL DOCUMENTS. Unless otherwise required by law, any notice will be given by delivering
`it or mailing it by first class mail to the appropriate party's address listed in the DATE AND PARTIES section, or to any other address
`designated in writing. Notice to one Borrower will be deemed to be notice to all Borrowers.
`| will inform you in writing of any change in my
`name, address or other application information.
`| agree to sign, deliver, and file any additional documents or certifications that you may
`consider necessary to perfect, continue, and preserve my obligations under this Loan and to confirm yourlien status on any Property. Timeis
`of the essence.
`
`19. CREDIT INFORMATION. | agree to supply you with whatever information you reasonably feel you need to decide whetherto continuethis
`Loan. You will make requests for this information without undue frequency, and will give me reasonable time in which to supply the
`information.
`
`Willis Logistics LLC
`Florida Promissory Note
`
`Wolters Kluwer Financial Services, Inc.©1996, 2022 Bankers Systems™
`
`Initials Tha
`meray
`
`
`
`20. ERRORS AND OMISSIONS. | agree, if requested by you,to fully cooperate jn the correction, if necessary, in the reasonable discretion of
`you of any and all loan closing documents so that all documents accurately describe the loan between you and me.
`| agree to assumeall
`costs including by wayofillustration and notlimitation, actual expenses, legal fees and marketing losses forfailing to reasonably comply with
`your requests within thirty (30) days.
`
`21. AGREEMENT TO ARBITRATE. You or | may submit to binding arbitration any dispute, claim or other matter in question between or among
`you and methat arises out of or relates to this Transaction (Dispute), except as otherwise indicated in this section or as you and | agreeto in
`writing. For purposes of this section, this Transaction includes this Note and the other Loan Documents, and proposed loans or extensions of
`credit that relate to this Note. You or! will not arbitrate any Dispute within any "core proceedings" under the United States bankruptcy laws.
`You and | must consent to arbitrate any Dispute concerning a debt secured by real estate at the time of the proposed arbitration. You may
`foreclose or exercise any powersof sale against real property securing a debt underlying any Dispute before, during or after any arbitration.
`You may also enforce a debt secured bythis real property and underlying the Dispute before, during or after any arbitration.
`You or | may, whether or not any arbitration has begun, pursue any self-help or similar remedies, including taking property or exercising other
`rights under the law; seek attachment, garnishment, receivership or other provisional remedies from a court having jurisdiction to preserve the
`rights of or to preventirreparable injury to you or me; or foreclose against any property by any method or take legal action to recover any
`property. Foreclosing or exercising a powerof sale, beginning and continuing a judicial action or pursuingself-help remedies will not constitute
`a waiver of the right to compelarbitration.
`The arbitrator will determine whether a Dispute is arbitrable. A single arbitrator will resolve any Dispute, whether individual or joint in nature,
`or whether based on contract, tort, or any other matter at law or in equity. The arbitrator may consolidate any Dispute with any related
`disputes, claims or other matters in question not arising out of this Transaction, Any court having jurisdiction may enter a judgment or decree
`on the arbitrator's award. The judgment or decree will be enforced as any other judgment or decree.
`You and | acknowledgethat the agreements, transactions or the relationships which result from the agreements or transactions between and
`among you and meinvolve interstate commerce. The United States Arbitration Act will govern the interpretation and enforcement of this
`section,
`
`in effect on the date of this Note, will govern the selection of the
`The American Arbitration Association's Commercial Arbitration Rules,
`arbitrator and the arbitration process, unless otherwise agreed to in this Note or another writing.
`22. WAIVER OF TRIAL FOR ARBITRATION. You and | understand that the parties have the right or opportunityto litigate any Dispute through
`a trial by judge or jury, but that the parties prefer to resolve Disputes througharbitration instead oflitigation.
`If any Dispute is arbitrated, you
`and | voluntarily and knowingly waive the right to havea trial by jury or judge during the arbitration.
`23. WAIVER OF JURY TRIAL.
`If the parties do not opt for arbitration, then all of the parties to this Note knowingly and intentionally,
`irrevocably and unconditionally, waive any andall right to a trial by jury in anylitigation arising out of or concerning this Note or any other
`Loan Documentor related obligation. All of these parties acknowledge that this section has either been brought to the attention of each
`party's legal counsel or that each party had the opportunity to do so.
`24. SIGNATURES.
`Bysigning, | agree to the terms contained in this Note.
`
`| also acknowledgereceipt of a copy of this Note.
`
`BORROWER:
`
`Willis Logistics LLC
`
`By
`
`LAW
`
`
`Josept
`L. Willis, Authorized Member
`
`Date ufg/ eH
`
`LENDER:
`
`Jax Federal Credi
`
`ion
`
`_ la|45WY
`
`
`
`Brian J.
`ek, Commercial Loan Officer
`
`Date JB dA
`
`By
`
`|J-
`
`has
`
` Willis Logistics LLC
`Florida Promissory Note
`Initials
`JAS
`Page 4
`a0
`
`Wolters KluwerFinancial Services, Inc.°1996, 2022 Bankers Systems™
`
`
`
`LOAN NUMBER
`
`LOAN NAME
`
`ACCT. NUMBER
`
`AGREEMENT DATE
`
`INITIALS
`
`RATE
`10.250%
`
`11/08/22
`MATURITY DATE
`10/30/25
`
`BJP
`LOAN PURPOSE
`Commercial
`
`plus 4.000% Creditor Use Only
`
`NOTE AMOUNT
`$25,000.00
`
`Willis Logistics LLC
`INDEX (w/Margin)
`Wall Street Journal Prime
`
`COMMERCIAL LOAN AGREEMENT
`Revolving Draw Loan
`
`DATE AND PARTIES. The date of this Commercial Loan Agreement (Agreement) is November 8, 2022, The parties and their addresses are as
`follows:
`
`LENDER:
`JAX FEDERAL CREDIT UNION
`562 Park Street
`Jacksonville, FL 32204
`
`BORROWER:
`WILLIS LOGISTICS LLC
`a Florida Limited Liability Company
`2955 Edgewood Ave W
`Jacksonville, FL 32209
`
`1. DEFINITIONS, For the purposesof this Agreement, the following terms have the following meanings.
`A. Accounting Terms.
`In this Agreement, any accounting terms that are not specifically defined will have their customary meanings under
`generally accepted accounting principles.
`B. Insiders.
`Insiders include those defined as insiders by the United States Bankruptcy Code, as amended; or to the extent left undefined,
`include withoutlimitation any officer, employee, stockholder or member, director, partner, or any immediate family member of any of the
`foregoing, or any person or entity which, directly or indirectly, controls, is controlled by or is under common control with me.
`C. Loan. Loan refers to this transaction generally,
`including obligations and duties arising from the terms of all documents prepared or
`submitted for this transaction,
`
`D. Loan Documents. Loan Documentsrefer to all the documents executed as a part of or in connection with the Loan.
`E. Pronouns. The pronouns "|", "me" and "my" refer to every Borrower signing this Agreement and each other person or legal entity
`(including guarantors, endorsers, and sureties) who agrees to pay this Agreement.
`"You" and "your" refers to the Loan's lender, any
`participants or syndicators, successors and assigns, or any person or company that acquires an interest in the Loan.
`F. Property, Property is any property, real, personal or intangible, that secures my performance of the obligations of this Loan.
`
`2. ADVANCES. Advances under this Agreement are made according to the following terms and conditions.
`A. Multiple Advances - Revolving.
`In accordance with the terms of this Agreement and other Loan Documents, you will extend to me and |
`may from time to time borrow, repay, and reborrow, one or more advances. The amount of advances will not exceed $25,000.00
`(Principal),
`B. Requests for Advances. My requests are a warranty that | am in compliance with all the Loan Documents. When required by youfor a
`particular method of advance, my requests for an advance must specify the requested amount and the date and be accompanied with any
`agreements, documents, and instruments that you require for the Loan, Any payment by you of any check, share draft or other charge
`may, at your option, constitute an advance on the Loan to me. All advances will be made in United States dollars.
`| will indemnify you
`and hold you harmless for your reliance on any request for advances that you reasonably believe to be genuine. To the extent permitted
`by law, | will indemnify you and hold you harmless when the person making any request represents that | authorized this person to request
`an advance even when this person is unauthorized or this person's signature is not genuine.
`| or anyone | authorize to act on my behalf may request advancesby the following methods.
`{1) | make a requestin person,
`(2) | make a request by phone.
`(3) | make a request by mail.
`C. Advance Limitations.
`In addition to any other Loan conditions, requests for, and access to, advances are subject to the following
`limitations.
`
`(1) Discretionary Advances. You will make all Loan advancesat your sole discretion.
`
`Willis Logistics LLC
`ag:
`Florida Commercial Loan Agreement
`InitialsJL
`Page 1
`*
`
`Wolters Kluwer Financial Services, Inc.©1996, 2022 Bankers Systems™
`
`
`
`(2) Advance Amount. Subject to the terms and conditions contained in this Agreement, advances will be made in exactly the amount
`| request.
`(3) Cut-Off Time. Requests for an advance received before 5:00:00 PM will be made on any day that you are open for business, on
`the day for which the advanceis requested.
`(4) Disbursement of Advances. On my fulfillment of this Agreement's terms and conditions, you will disburse the advance in any
`manner as you and | agree.
`(5) Credit Limit.
`| understand that you will not ordinarily grant a request for an advance that would cause the unpaid principal of my
`Loan to be greater than the Principal limit. You may, at your option, grant such a request without obligating yourselves to do so in
`the future.
`| will pay any overadvancesin addition to my regularly scheduled payments.
`| will repay any overadvance by repaying you
`in full within 10 days after the overadvance occurs.
`(6) Records. Your records will be conclusive evidence as to t