On March 28, 2025, Justice Patel of the New York County Commercial Division issued a decision in ACM Zoomcar Convert LLC v. Zoomcar Holdings Inc., 2025 NY Slip Op. 31374(U), holding that the need for proof of the failure to pay does not bar a motion for summary judgment in lieu of complaint, explaining:
Defendant argues that Plaintiff is not entitled to summary judgment under CPLR § 3213 because extrinsic proof is required to establish both of the alleged Events of Default and entitlement to expedite relief thereon. Defendant specifically argues that determining whether Defendant entered into a Variable Rate Transaction in violation of Section 6(a)(viii) of the Note would require the Court to look at (1) Defendant’s Form 8-K reporting the White Lion Agreement; and (2) a Securities Purchase Agreement, which was entered into concurrently with the Note and which defines Variable Rate Transaction.
Defendant separately argues that to determine whether Defendant incurred debt in violation of Section 6(a)(xii), the Court would have to look at (1) Defendant’s Form 8-K reporting the Aegis Agreement; and (2) various operative documents comprising the Aegis Agreement to determine whether that transaction falls within the definition of Excluded Debt as defined in the Note.
It is true that relief under CPLR § 3213 is unavailable if outside proof is needed, other than simple proof of nonpayment or a similar de minimis deviation from the face of the document. However, proof of failure to make payments called for by the terms of an instrument necessarily requires evidence extrinsic to the writing itself and has always been permitted within CPLR 3213 procedures. Similarly, where an accelerated obligation to pay arises from an event of default, proof of such event necessarily requires evidence extrinsic to the writing itself. Therefore, here, where both Form 8-Ks are offered as evidence that an event of default occurred under the Note, the Court may rightly consider them under CPLR § 3213.
(Internal quotations and citations omitted).