Chaikin v. TransUnion, LLC

• Court: District Court, S.D. New York
• Decided: March 26, 2025
• Docket: 7:24-cv-02490
• Status: Unknown

Opinion

USDC SDNY UNITED STATES DISTRICT COURT J pe SOUTHERN DISTRICT OF NEW YORK Doc a DATE FILED: 3/26/2025 _ OWEN CHAIKIN, ) ) Plaintiff ) ) CA. No.: 7:24-cev-2490 VS. ) Defendant Nissan Motor Acceptance Company’s motio ) compel arbitration and stay is DENIED without prejud TRANSUNION, LLC, ) renew on the reply date May 1, 2025. Defendant Nissan EQUIFAX INFORMATION SERVICES LLC, ) Motor Acceptance Company’s motion was filed premat EXPERIAN INFORMATION SOLUTIONS, INC. ) and Defendant is directed to refer to the Court’s Order NISSAN MOTOR ACCEPTANCE ) (ECF No. 46.). The Clerk of Court is directed to termin CORPORATION ) the motion at ECF No. 47. ) Dated: March 26, 2025 Defendants. ) _ White Plains NY a "NELSON S. ROMAN DEFENDANT NISSAN MOTOR ACCEPTANCE COMPANY LLO’S (USS SSS DELI COMPEL ARBITRATION AND STAY LITIGATION PURSUANT TO THE FEDERAL ARBITRATION ACT WITH INCORPORATED MEMORANDUM

Defendant Nissan Motor Acceptance Company LLC f/k/a Nissan Motor Acceptance Corporation (“NMAC”), by and through counsel, and pursuant to the Federal Arbitration Act, 9

U.S.C. §1, et. seg., respectfully moves this Court to enter an order compelling Plaintiff Owen

Chaikin (“Plaintiff”) to arbitrate his claims and staying the litigation pursuant to the Federal Arbitration Act. In support of its Motion, NMAC states as follows: 1. INTRODUCTION The lawsuit contains allegations that NMAC violated the Fair Credit Reporting Act (“FCRA”) stemming from the alleged incorrect reporting of Plaintiff's August 31, 2015, lease of a 2015 Nissan Murano on from Teddy Nissan, LLC, which was assigned to Nissan-Infiniti LT and NMAC as the servicer (the “Lease”). The Lease includes a binding mandatory arbitration clause (“Arbitration Clause”), which NMAC can now enforce. See NMAC Decl., 95, Ex. 1, at 929. The

Arbitration Clause is extremely broad and mandates that all controversies or claims between Plaintiff and NMAC shall be determined by individual arbitration. Id. Specifically, Plaintiff alleges the Credit Reporting Agencies (“CRAs”) were reporting inaccurate information regarding his NMAC account, because he incorrectly alleges NMAC repossessed and sold the Vehicle, therefore, the amount owed, as furnished by NMAC, was wrong;

that he disputed the information reported, and that NMAC failed to correct or investigate the allegedly inaccurate information. See Complaint [Doc. 1]. A stay was placed on the litigation during the pendency of sanctions litigation against Plaintiff’s Counsel in another FCRA litigation matter pending in the Eastern District of New York, Scheindle Sofer v. TransUnion, et al., 1:23- cv-04844-DLI-JAM, until October 29, 2024. [Doc. 34]. The sanctions litigation in that case was resolved, when the movant withdrew its petition to pursue relief against Plaintiff’s Counsel in a RICO case pending in the Central District of California, Experian v. Stein Saks, et al., 8:24-cv- 1186 (C.D. Ca Jun. 3, 2024). See Scheindle, supra at Dkt. 70. NMAC attempted resolve this matter in good faith with Plaintiff, but was unable to do so. NMAC was left with no alternative

but to move to compel arbitration. The parties' arbitration agreement is governed by the Federal Arbitration Act. The Supreme Court and Second Circuit Court of Appeals case law is clear that the parties' agreement to arbitrate is enforceable and that the proper forum for Plaintiff’s disputes is in arbitration. Thus, for the reasons detailed below, Plaintiff should be compelled to arbitrate his disputes with NMAC. For these reasons, NMAC respectfully requests this Court (1) compel Plaintiff to individual arbitration; and (2) stay this action pending arbitration. II. LEGAL STANDARDS

The purpose of the Federal Arbitration Act ("FAA"), 9 U.S.C. §1, was to reverse the enduring "judicial hostility to arbitration agreements that existed at English common law" and that was subsequently adopted by American courts. Gilmer v. Interstate/Johnson Lane Corp., 500 U.S. 20, 24 (1991) (citing Dean Witter Reynolds Inc. v. Byrd, 470 U.S. 213, 219–20, and n. 6, (1985)). The drafters of the Act intended to place arbitration agreements "upon the same footing as other contracts, where it belongs," and overrule "the judiciary's longstanding refusal to enforce

agreements to arbitrate." Dean Witter, 470 U.S. at 219–20 (quoting H.R. Rep. No. 96, 68th Cong., 1st Sess., 1 (1924)); see also Green Tree Fin. Corp. v. Randolph, 531 U.S. 79, 89 (2000). ("We conclude, however, on consideration of Congress' intent in passing the statute, that a court must compel arbitration of otherwise arbitrable claims, when a motion to compel arbitration is made. The legislative history of the Act establishes that the purpose behind its passage was to ensure judicial enforcement of privately made agreements to arbitrate.”). The FAA thus reflects "'a liberal federal policy favoring arbitration', and the 'fundamental principle that arbitration is a matter of contract.'" AT&T Mobility LLC v. Concepcion, 131 S.Ct. 1740, 1745 (2011) (quoting Moses H. Cone Mem'l Hosp. v. Mercury Const. Corp., 460 U.S. 1, 24

(1983). Indeed, in Mitsubishi Motors Corp. v. Soler Chrysler–Plymouth, Inc., the Supreme Court characterized the federal policy favoring arbitration as "emphatic." 473 U.S. 614, 631 (1985). The FAA requires a court to enforce agreements between parties to arbitrate, and "leaves no place for the exercise of discretion by a district court, but instead mandates that district courts shall direct the parties to proceed to arbitration on issues as to which an arbitration agreement has been signed." WorldCrisa Corp. v. Armstrong, 129 F.3d 71, 74 (2d Cir. 1997). The FAA requires courts to stay or dismiss proceedings and to compel arbitration if an issue in controversy is covered by a valid arbitration agreement. 9 U.S.C. §§ 3, 4; Concepcion, 131 S.Ct. at 1748. "The FAA 'expresses a liberal federal policy favoring arbitration agreements and . . . any doubts concerning the scope of arbitrable issues should be resolved in favor of arbitration.'" Cupples v. Valic Fin. Advisors, Inc., 13-CV-4501(JS)(AKT), 2014 WL 4662272, at *6 (E.D.N.Y. Sep. 18, 2014) (citing Louis Dreyfus Negoce S.A. v. Blystad Shipping & Trading Inc., 252 F.3d 218, 223 (2d Cir. 2001)). Because of this liberal policy favoring arbitration agreements, “the existence of a broad

agreement to arbitrate creates a presumption of arbitrability which is only overcome if ‘it may be said with positive assurance that the arbitration clause is not susceptible of an interpretation that covers the asserted dispute. Doubts should be resolved in favor of coverage.” WorldCrisa Corp. v. Armstrong, 129 F.3d 71, 74 (2nd Cir. 1997), quoting Associated Brick Mason Contractors of Greater New York, Inc. v. Harrington, 820 F.2d 31, 35 (2nd Cir. 1987); see also Lok v. Experian Information Solutions, Inc., 2022 WL 889215, 21-cv-154-NSR, at *1 (S.D. NY March 25, 2022). Courts are to "construe arbitration clauses as broadly as possible." S.A. Mineracado da Trindade- Samitri v. Utah Inernational, Inc., 745 F.2d 190 (2d Cir. 1984). The Second Circuit has set out a three-part test in determining whether a dispute falls

within the scope of an arbitration clause. First, a court must determine if the clause is broad or narrow. Cupples, 2014 WL 4662272, at *6. Second, if the clause is narrow, "the court must determine whether the dispute is over an issue that is on its face within the purview of the clause, or over a collateral issue that is somehow connected to the main agreement that contains the arbitration clause." Id. (internal quotation marks and citation omitted). Third, if the clause is broad, "there arises a presumption of arbitrability and arbitration of even a collateral matter will be ordered if the claim alleged implicates issues of contract construction of the parties' rights and obligations under it." Id. (internal quotation marks and citation omitted). III. STATEMENT OF FACTS A. Plaintiff Agreed to Arbitrate Disputes Regarding his NMAC Account. On August 31, 2015, Plaintiff entered into the Lease, which required 35 monthly payments of $765.00 each beginning on October 1, 2015. NMAC Decl., ¶3, Ex. 1. On the first page of the Lease, in a box bolded box, is text that reads “Notice Regarding Arbitration: By signing below,

you acknowledge that this Lease contains an arbitration clause and that you have read it. READ THE ARBITRATION CLAUSE IN SECTION 29 BEFORE SIGNING HERE.” NMAC Decl., Ex. A., p.1. Plaintiff’s signature appears just under this language. Below this box, there is another bolded notice which states, “Notice to Lessee: (1) Do not sign this Lease before you read it or if it contains any blank spaces to be filled in; (2) You are entitled to a completely filled in copy of this Lease when you sign it...YOU ACKNOWLEDGE THAT YOU HAVE READ BOTH SIDES AND RECEIVED A COMPLETED COPY OF THIS LEASE BEFORE SIGNING BELOW.” Id. Plaintiff’s signature appears below these notices. Id. The Arbitration Clause is provided in paragraph 29, on the second page of the Lease. At

the outset of the clause, in large bold font, it alerts Plaintiff, ARBITRATION CLAUSE – IMPORTANT – PLEASE REVIEW – AFFECTS YOUR LEGAL RIGHTS. NMAC Decl., Ex. 1, ¶29. The arbitration clause is broad, covering “any claim or dispute, whether in contract, tort, statute or otherwise... which arises out of or relates to your credit application, lease or condition of the vehicle, this Lease agreement or any resulting transaction or relationship...” Id. Plaintiff accepted the terms of the Lease, including the Arbitration Clause (Id., at p. 1), and took possession of the Vehicle. [Doc. 1]. IV. ARGUMENT Plaintiff’s Complaint is subject to arbitration because (1) the Arbitration Clause is subject to the FAA, 9 U.S.C. §1, et seq; (2) the Arbitration Clause is a valid and enforceable contract; and (3) the Arbitration Clause encompasses Plaintiff’s claims. A. The Parties Are Bound By Their Valid, Written Arbitration Agreement.

The Court must look to ordinary contract principles in determining whether a party is bound by the terms of a written arbitration agreement. See First Options of Chicago, Inc. v. Kaplan, 514 U.S. 938, 944 (1995). The agreement to arbitrate in the Lease is specifically governed by the FAA.1 NMAC Decl., Ex. 1, ¶29. Thus, the FAA governs the enforceability of the arbitration agreement according to its terms, and New York law governs the determination of whether a valid contract to arbitrate exists. See Kaplan, 514 U.S. at 944. The materiality and importance of the Arbitration Clause was made clear to Plaintiff by the emphasis placed on the provision and the notices to Plaintiff to ensure he read the entire agreement, and specifically the Arbitration Clause, before signing the Lease, as set forth in Section

III above. The court has the threshold determination of whether an agreement to arbitrate exists. Schnabel v. Trilegiant Corp., 697 F.3d 110, 118 (2nd Cir. 2012). The language of the Lease meets the criteria to form a binding contract. In New York, contract formation requires “an offer, acceptance, consideration, mutual assent and intent to be bound.” Louros v. Cyr, 175 F.Supp.. 2d 497, 512 n.5 (S.D. NY 2001). Specifically, the language of the Lease evidences the manifested willingness to enter into a bargain, stated the terms, and explained the means of accepting, and

1 “Any arbitration under this Arbitration Clause shall be governed by the Federal Arbitration Act (9 U.S.C. §1, et seq.) and not by any state law concerning arbitration.” NMAC Decl., Ex. 1, ¶29. Plaintiff accepted the offer by signing the contract financing the Lease, using the Vehicle, and paying NMAC payments as explained in the Lease. The mutual promises embodied in the contract constituted consideration and intent to be bound. See Register.com Inc. v. Verio Inc., 356 F.3d 393, 427 (2d Cir. 2019) quoting Maffea v. Ippolito, 668 N.Y.S. 2d 653, 654 (2d Dept. 1998) (manifestation of mutual assent “may be by word, act, or conduct which evinces the intention of

the parties to contract.” (emphasis in original)(internal citations omitted)), NMAC Decl., Ex 1. Accordingly, the Lease is valid and enforceable under state contract law principles. As such, the Arbitration Clause and the Lease are placed directly at issue in this matter and should be referred to arbitration. B. The Broad Language in the Arbitration Clause Covers Plaintiff’s Dispute. Under the Second Circuit's three-part test, it is clear that Plaintiff's claims fall within the substantive scope of the provisions of the arbitration agreements as set forth in the Lease. As the Second Circuit has instructed, the Court must first determine if the arbitration clause is broad or narrow. See Cupples, 2014 WL 4662272, at *6. Here, the broad arbitration clause

governs "any claim or dispute, whether in contract, tort, statute or otherwise… between you and us… which arises out of or relates to" the application, lase, or resulting relationship or transaction. See Decl., Ex. 1, ¶29. Where, as here, the arbitration clause is broad, there is a presumption of arbitrability, also applying to collateral matters, "if the claim alleged implicates issues of contract construction of the parties' rights and obligations under it." Cupples, supra, at *6. (internal quotation marks and citation omitted). When determining the scope of an arbitration provision, a court must look to the factual allegations of the complaint and determine whether the claims alleged therein touch matters covered by the arbitration provisions. Mitsubishi Motors Corp. v. Soler Chrysler-Plymouth, Inc., 473 U.S. at 625 n. 13. In making this analysis, "due regard must be given to the federal policy favoring arbitration, and ambiguities as to the scope of the arbitration clause itself resolved in favor of arbitration.” Volt Info. Sci., Inc. v. Bd. of Trustees of Leland Stanford Jr. Univ., 489 U.S. 468, 476 (1989). The Arbitration Clause governing Plaintiff's NMAC account provides that any claim under “contract, tort statute or otherwise” shall be considered in arbitration per the below: EX ARBITRATION CLAUSE — IMPORTANT — PLEASE REVIEW — AFFECTS YOUR LEGAL RIGHTS 1. EITHER YOU OR WE MAY CHOOSE TO HAVE ANY DISPUTE, EXCEPT AS STATED BELOW, BETWEEN US DECIDED BY ARBITRATION AND NOT IN COURT OR BY JURY TRIAL 2. IF A DISPUTE IS ARBITRATED, YOU WILL GIVE UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST US INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS. 3, DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITEO THAN Ii) A LAWSUIT, AND OTHER RIGHTS THAT YOU AND WE WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. Except as otherwise stated below, any claim or dispute, whether in contract, tort. statute or otherwise (including the inlerpretation and scope of this clause and the arbitrabitity of the claim or dispute), between you and us or our employees, agerits. successors or assigns, which arises out of or relates to your credit application, lease or condition of this vehicle, this Lease agreement of any resulting transaction or relationship (including any such relationship with third parties who do not sign this Lease) shall, at your or our election, be resolved by neutral, binding arbitration and not by a court action. If federal law provides that a claim or dispute is not sudject to binding arbitration, this Arbitration Clause shall not apply to such claim or dispute. The claim or dispute is to be arbitrated by a single arbitrator on an individual basis and not as a class action. You expressly waive any right you may have to arbitrate a class action. You may choose one of the following arbitration See Decl., Ex. 1,929. Where the parties’ arbitration clause is broad, the Supreme Court has held that there is a heightened presumption of arbitrability such that “only the most forceful evidence of a purpose to exclude the claim from arbitration can prevail.” AT&T Tech v. Communications Workers of America, 475 U.S. 643. 650 (1985). Plaintiff here cannot show “with positive assurance that the arbitration clause is not susceptible of an interpretation that covers the asserted dispute.” Id., (emphasis added) (internal citations omitted). This heavy presumption of

arbitrability dictates that any ambiguity in the scope of the Arbitration Clause be resolved in favor of arbitration. Id. Plaintiff’s claims relate to the Lease and underlying NMAC account. Further, the Supreme Court has held that “claims arising under a statute designed to further important social policies may be arbitrated because ‘so long as the prospective litigant effectively may vindicate [his or her] statutory cause of action in the arbitral forum,’ the statute serves its

function.” GreenTree Fin. Corp.-Ala v. Randolph, 531 U.S. 79, 90 (2000). The Arbitration Clause does not alter Plaintiff’s ability to assert and vindicate his statutory rights under the law. Rather, the Lease merely changes the venue in which he may do so. As shown above, Plaintiff’s claims against NMAC fall within the scope of the Arbitration Clause, therefore, Plaintiff must submit his claims to binding arbitration. C. This Court Should Compel Arbitration and Stay this Case Pending Arbitration.

As shown above, the Arbitration Clause controls, therefore, the Court should enter an order compelling the parties to arbitration. Section 3 of the FAA provides that, in any lawsuit "referable to arbitration," the court "shall on application of the parties stay the trial of the action until such arbitration has been had in accordance with the terms of the agreement…" 9 U.S.C. §3. Here, a binding arbitration clause applies to this action, and therefore the Court should stay this action pending the outcome of arbitration. See Katz v. Cellco Partnership, 794 F.3d 341, 345 (2d Cir. 2015) ("We joint those circuits that consider a stay of proceedings necessary after all claims have been referred to arbitration and a stay requested.") The Arbitration Clause is controlling, enforceable, and the claims fall within its scope; therefore, Plaintiff’s claims against NMAC should be stayed. CONCLUSION For the foregoing reasons, NMAC respectfully requests that the Court compel Plaintiff to arbitrate his claims against NMAC and stay the litigation of Plaintiff’s claims against NMAC.

Dated: March 11, 2025 Respectfully submitted,

/s/ Jonathan M. Marmo Jonathan M. Marmo NY Bar # 4239323 HOLLAND & KNIGHT LLP 1650 Market Street, Suite 3300 Philadelphia, PA 19103 Telephone: 215-252-9600 Jonathan.Marmo@hklaw.com

Attorneys for Defendant Nissan Motor Acceptance Company, LLC CERTIFICATE OF SERVICE

I hereby certify that on March 11, 2025, the foregoing Defendant’s Motion to Compel Arbitration and Stay was electronically filed with the Clerk of Court using the ECF electronic filing system, which automatically serves all counsel of record.

/s/ Jonathan M. Marmo Jonathan M. Marmo 6UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

OWEN CHAIKIN, ) ) Plaintiff ) ) CA. No.: 7:24-cv-2490 VS. ) ) TRANSUNION, LLC, ) EQUIFAX INFORMATION SERVICES LLC, ) EXPERIAN INFORMATION SOLUTIONS, INC. ) NISSAN MOTOR ACCEPTANCE ) CORPORATION, ) ) Defendants. )

DECLARATION OF _ John King Mana gor ON BEHALF OF NISSAN MOTOR ACCEPTANCE CORPORATION LLC John King [Name], being first duly sworn and upon fhis/nertoath, states and declares as follows: Manager 1. I am a ftrtle} with Nissan Motor Acceptance Company LLC (“NMAC”). Based on my position with NMAC and the access it provides, I have knowledge of the facts and circumstances stated in this declaration. 2. In the course of its regular business, NMAC generates and maintains records for consumer accounts created by: (i) a consumer entering into a retail installment contract with NMAC, whereby NMAC provides financing for the consumer to purchase a motor vehicle and also receives a perfected lien on the same; or (ii) a retail installment contract NMAC subsequently purchases from other entities, whereby the prior entities’ rights under the retail installment contract are then contractually assigned to NMAC. As for NMAC’s business records, these records include acts, transactions, payments, communications, and account notes (“NMAC Records”). The information described in this affidavit and attached to same is found in the business records of

NMAC, which records are maintained by NMAC in the course of its ordinary conducted business activities. The entries in those records are made at the time of the events and conditions they describe either by people with first-hand knowledge of those events and conditions or from information provided by people with such first-hand knowledge. I have access to the NMAC Records and have knowledge of how they are maintained. Based upon these records, I have gained knowledge of the facts set forth in this affidavit and, if called upon as a witness to testify, could and would competently testify as to those facts, under the penalty of perjury. 3, On August 31, 2015 Plaintiff Owen Chaikin (“Chaikin”) entered into a Motor Vehicle Lease Agreement (“Lease”), pursuant to which Chaikin agreed to pay monthly payments in exchange for leasing a 2015 Nissan Murano with a VIN ending in 61576 (the “Vehicle”), This Lease is contained in NMAC’s books and records and is maintained and kept in the ordinary court of NMAC’s regularly conducted business activity. This Lease and any related documents are stored and preserved at a time at or near the time the agreement was executed. 4, The Lease was assigned to NMAC. 5. The Arbitration Clause is outlined within the Lease. J/d., at p. 2. FURTHER AFFIANT SAYETH NAUGHT. NISSAN MOTOR ACCEPTANCE COMPANY LLC BY: C loon K ung ITS: Mane gac STATE OF “Te G > Subscribed and sworn to (or affirmed) before COUNTY □□ Dallas meonthis © dayof_Novrmber_, 2023, by_ Sara Sade) _, proved to (seal) Me on the basis of satisfactory evidence to amen nmnnn nan} Be the person(s) hg] appeated before me. FER® wotany 1D 134733408 Signature: LL i OS My Some of Notary Public

EXHIBIT 1 > MOTOR VEHICLE LEASE AGREEMENT WITH ARBITRATION CLAUSE -— NEW YORK

- 68/31/2015 TEDDY NISSAN, LLC Phone: (718)515-1111 Lease Date: (98/31/2015 © 3668 BOSTON RD City, St, Zip: BRONX NY 10469 NMaCDealer#;_ & Co-Lessee: Name of Driver Name: OWEN CHAIKIN Co-Lessee: N/A (if Business): N/A □□ Address: 44@ PLEASANT ST City, St, Zip: NEW LONDON NH @3257 County: _ Address: N/A City, St, 2ip: N/A County: N/A . . WNZA N/A Address: N/A City, St, Zip, A City “your” refer equally to the Lessee and Co-Lessee (if any) signing this Lease. “We,” “us” and “our” refer to the Dealer, ar if this Lease is assigned, to □□□□□□□□ and/or any other assignee. “Vehicle” refers to the Motor Vehicle described below, including attachments, equipment, the battery and accessories, □□□□□□□□ accessories included with the vehicle. You agree to lease this Vehicle from us under the terms on the front and back of this Lease. You understand that thi You do not own this Vehicle, unless and until you exercise your option to purchase this Vehicle. hee ae □ () Charging Accessories Odometer Reading: 15 PRIMARY USE: [] Commercial Personal, Family or Househo 2215 NISSAN = Moael MURANO Boay Style: 4DR AWD SL WARNING: Important consumer protections may nal. apply it this AaeR?. A? >MUGE TT indicates Uhat the Vehicle is being leased primarily for agricu Code: WHT/16587 yy. SNLAZ2MH@FN261576 business or commercial use. eet) | □□ tid bee aed bs ol eT) ei DUE AT | MONTHLY PAYMENTS OTHER CHARGES™ (Not part of your monthly payment) | TOTAL OF SIGNIN Your first monthly payment of $2.2 765.80 | a) Disposition Fee (if you do not purchase the Vehicle) gh 395.00 PAYMENTS is due an signing, followed by □□□ ‘payments ] b) fiN/ A cugwik □□ ee +g. NZ A (The amount you Section 4, of 765-88] sue onthe Toteach | oy NAA lag NZA‘ | will have paid by below) month, beginning on 18/81/ 15 - 4 The total | d) Total = gi) 395.0) | end of the Lease - 887; of your monthly payments is $ (27549. 20) "in addition, you may have to pay excess wear and use and mileage, if any. □□□□□□□□□□□□ ele Lee pale ry Ot eiied i tema Bela DUE AT LEASE SIGNING OR DELIVERY HOW THE AMOUNT DUE AT Capitalized Cost Reduction including hy INZA. _ ss gbes "ea. NZ’ A LEASE SIGNING OR DELIVERY any net trade-in allowance fi 612,50) i) (NY TIRE FEE “ER ghee Te. 58 WILL BE PAID First Monthly Payment + HR765 GB] 5, IN/A _ “yl ee N7ZA | |) Trade-In Allowance □□ Refundable Security Deposit + SE Sea N/ Al k) DOC: i ed ash 29;,.00 Ik} Rebates and Non-Cash - □□□□□□□ Title Fees + Hike N/A) □□ N/A Al + ge N/A Credits □□□ Registration Fees RE N/A) m) IN/A wed Se N/A It} Amount To Be Paid in □□ □□□□□ Tax on Cap Cost Reduction + $___ NZAL NAA ee git NAA N/A —146 Sales Tax Paid in Advance + & N/A) 9) Total -g___ 1865588 | wy total _ □□□□□ nme Vi □□□ aes eee Bleed a □ Gross Capitalized Cost wena ean g 52844.82 2) Depreciation and Any Amortized Amounts = g 2 □□□□□ The agreed upon value of the Vehicle ($1 48953. 82, The amount charged for the Vehicle's decline in value through and any items you pay over the lease term such as taxes, normal use and for other items paid over the lease term. fees, service contracts, insurance and any outstanding prior f) Rent Charge □ gf □□□□ 8 □□ 2 credit or lease balance. If you want an itemization of this The amount charged in addition to the depreciation and amount, please see Section 8. _ any amortized amounts □ . Capitalized Cast Redustion . 612.58 — 9) Total of Base Monthly Payments □□ □□□□ □□□□□ The amount of any net trade-in allowance, rebate. non-cash The depreciation and any amortized amounts plus the credit or cash you pay that reduces the gross capitalized cost. rent charge. 46 epee □□□ 7 Adjusted Capitalized Cost - of 59432.32 The Number of Payments in Your Lease □ □□ The amount used in calculating your base monthly payment. i) Base Monthly Payment - □□□□□□□ Residual Value _3 23973.60 □□ Monthly Sales, Use or Lease Tax + □□ □□ The value of the Vehicle at the end of the Lease used in ky Monthly Luxury Tax + □□ ‘N/ calculating your base monthly payment. 1) Total Monthly Payment □□□□□

Termination. You ‘may have to pay a substantial charge if you end INJA} cents per mile, which is included in your monthly payment. There will be LeasefearlysThe charge may be up to several thousand dollars. The refund for unused miles, including any additional miles purchased by you. geben en ine eran soe a Purchase Option al End of Lease Term. You have an option to purchase the Vehic 4g Charge KEI IQ DE. Bee OBC ee ihe end of the lease term 23973.60] and a Purchase Option Fe

Vehicle Return n your Lease terminates, whether early or as scheduled, you will return the Vehicle to end of ihe lease term, tinder Section 14,a) of Section 14.b), then □□□□ □□□□ pay deaier or other location we specify. You will complete a slatement of this Vehicle's 1) the amounts disclosed in Section 13; plus at termination as required by federal law, If you keep possession of this Vehicle past Earty Termination Charge equal to the difference, if'any, between the Ac af the lease term. you wil continue to pay the monthly payments, but yOu agree Lease Balance and this Vehicle’s Fair Market Wholesale Value or, if □□ have no right to keep this Vehicle unless you enter into a written agreement with terminate this Lease under Section 14.b), an Early Termination Charge ex the tease term. You will pay us for any damages we suffer because you failed the sum of the Base Monthly Payments not yet due, if less: plus this Vehicle to a Nissan dealer or other location we specity or because you failed Ili) if you are in default, the amaunts disclosed in Section 25. this vehicle at ihe end of the lease term. We may determine our damages in one d) For an electric vehicle, if we abandon our interest in the charging □□□□□□□□ following two ways at our election and in our sole discretion: a} by charging you the - may exclude ihe value of the charging accessories trom the determination | Monthly Payment for each month the Vehicle is not returned as required plus any other Market Wholesale Value. due under Sections 13 and 25; or b) by charging you for amounts due under the “Adjusted Lease Balance” fs a charge in today’s dollars (“today" being the date the Lé provided in Section 14 and any amounts due under Sections 13 and 25, terminated) for Base Monthly Payments not yet due and the Residual Value of the □□ . . Our method of calculating "today's dollars” is the Constant Yield Method, a get Ter mination accepted accounting formula. □ term of your Lease is the number of manths corresponding to the number “Fair Market Wholesale Value” is the wholesale value assigned by us in a comme payments identified in Sections 3 and 5. At the end of the lease term, you wil reasonable manner in accordance with accepted practices in the automobile □□□□□□ this Vehicle and pay us immediately: valuation of used vehicles, or by a weitten agreement as to the Vehicle’s value signed | a Disposition Fee equal to the amount disclosed in Section 3 which we will waive if and us. If you disagree with the value we assign to the Vehicle, you may obtain, at yot this Lease is not in defautt and you concurrently enter a new lease or retail contract expense, within 10 days after you return the Vehicle, a professional appraisal financed by NMAC; plus Vehicle's wholesale value or comparable value made by an independent third alt past-due monthly payments, and other charges under this Lease: plus : agreeable to both you and us (the “Professional Appraisal"). If a Professional Appra any amounts owed as a resuit of excessive wear and use. as disclased in Section 20: used to value the Vehicle, no amounts.disclased in Section 20 will be due from you. plus \n the event early termination of this Lease oceurs at your election pursuant to Section any Excess Mileage Charge at iease maturity, or an Excess Mileage Charge for the you hereby agree that the Fair Market Wholesale Value is the wholesale value, loan ve period for which this Lease was in etteci pro-rated monthly, as disclosed in Section comparable value listed for the Vehicle, at the time of the early termination, in one 6; plus following used vehicle valuation guides, at our election: National □□□□□□□□□□ D any taxes related to the termination. Association (NADA), Kelley or Black Book, Termination Ef Purchase Option . Conditions for YOUR early termination. At any time alter either 12 monthly You have the option ta puzchase this Vehiclé "ASIS" {rom the originating dealer, or payments have been paid,-or, if earlier, the first fifty percent of the total number location we specify, in cash for the Purchase Opticn Price, plus any official fees and of months constituting the full scheduled lease term have elapsed, you may vehicle inspection costs required in connection with the purchase, and a Purchase { voluntarily terminate this Lease if this Lease is not in default, and if you pay the Fee of $300, OD, which fees, taxes and costs are not included in the Purchase Optian early termination liability as set forth in Section 14.¢), Early termination may agreed fo in Section 6. If you purchase the Vehicle at the end of the lease term, the Pur require you to pay a Substantial charge. Option Price will be the Residual Value shown in Section 5.4). If you purchase the V Conditions for OUR early termination. We may terminate this Lease before the end before the end of the lease term, the Purchase Option Price will be the Adjusted at the lease term under Section 26 ar if you are in default as'described in Section 25. Balance disclosed in Section 14). In either case, you mustalso pay other amaunts due. Amounts you will owe at Early Termination, |f this Lease is terminated before the this Lease at the time of purchase. . . :

responsible for the following minimum types and amounts of coverage (“Required installation) within 30 days after instailation. The switch must be instatled by an □□□□ during the lease term: a} Comprehensive, including fire and theft insurance if Nissan dealer using Nissan parts. If an airbag on/off switch is installed, you release □□ is a car, oF fire, theft and combined additional coverage if this Vehicle is a truck, any claims, losses or damages resulting frem such installation, improper installati maximum deductible of $1,000; b) Collision insurance. with a maximum deductible your use of improper use of the switch. For an electric vehicle, you agree that we ov c) Property damage liability of $50,000 per occurrence; and d) Bodily injury hattery and that you may repiace it only with our permission and only with a genuine N of $100,000 per person and $300,000 per occurrence. Your insurance poticy battery specified for use with the vehicle. Any such replacement battery will be deem us as loss payee on Coverages (a} and (b) and provide us with primary coverage accession to the vehicle and our property. We may elect to abandon any interest we h additional insured on coverages {c) and {d}. You wil! provide us with proof ot charging accessories. You agree io indemnify us for any Joss, liability or expense a at Our request. Your insurance policy must provide us with at least 30 days notice from the use or condition ot-this Vehicle. You agree to keep this Vehicle free from lien reduction of other material change in coverage. You appaint us as your encumbrances. li you leased this Vehicle in the 48 contiguous United States, you w ey-in-faci to arrange tor and procure payment of insurance loss proceeds directly with remove this Vehicle from these 48 states without our prior consent. If you lease cartier(s) and to endorse, present and collect insurance loss proceeds Vehicle in Alaska, Hawaii, or Guam, you will not remove this Vehicle from that st: territory without our prior consent. If you remove this Vehicle from your state of resi DAMAGE OR LIABILITY INSURANCE COVERAGE FOR or the garaging address identified ia this Lease such that new registration or ticensin INJURY OR PROPERTY OAMAGE CAUSED TO OTHERS IS be required, you will notify us immediately in writing and will bear ali related expenses IN THIS LEASE. will provide and complete any document necessary to comply with any applicable fe . egarding thi i i . Charge, Returned Check Charge, Fines, and Fees ey or [bea Taw regaraing fis Vehicle or this Lease monthly payment is not received in futl by us within 1D days after its due date. you Excessive Wear and Use alate charge of 5% of the monthly payment due or $25.00, whichever is less or You are responsible for all repairs to this Vehicde that are not the result of normal wea by state law, plus any applicable taxes. Payments shall be applied to the mast use. At the end of the lease term or at early termination, you will pay us either the □ payment first. If any payment (including any electronic funds transfer) you make cost of repairs-paid by us that are not the result of normal wear and use □□ the ama not honored, of is charged back to us, in addition to any late charge, you will pay a true itemized estimate of the cost of such Tepairs, Wi required by law, any such iter service charge, or such other charge as allowed by law, plus any applicable statement will be determined by an appraiser licensed pursuant to the N.Y, Vehiel You will pay when due any official fee or fine imposed on this Vehicle, such as a toll Traffic Law § 398(d) as selected by us, At early termination, you will pay for all repa parking ticket, traffic or toll violation. Should we have to pay any such fee or fine the Vehicle that are mot the result of normal wear and use which we actually pay for. | behaif, you will pay us the amount of the fine or fee plus a $20.00 administrative repairs include, but are not limited to, the costs necessary to: or such other charge as allowed by law, plus any applicable taxes. a) REPAIR: inoperative mechanical parts including power □□□□□□□□□□□□ d scratches, chips or rusted areas on the body: mismatched paint: broken windo Fees and Taxes inoperative window mechanisms: broken headlight lenses or sealed beams; c ill pay when due ail official fees afid.taxes, including registration. title and license fees, cuts, scratches or gouges in the bumper; braken grilles or dents in the grilles: :