IN THE CIRCUIT COURT OF THE FIFTEENTH JUDICIAL CIRCUIT IN AND FOR PALM BEACH COUNTY, FLORIDA

OFFICE OF THE ATTORNEY GENERAL, Plaintiff(s)

v. INTERFACE 3 LLC, ROMAN VINTFELD, !TALENT.COM LLC, 33 WATER STREET LLC, GOT TALENT LLC, INTERFACE OPERATIONS GROUP LLC, INTERFACE HOLDINGS GROUP LLC, INTERFACE MANAGEI\IBNT GROUP LLC, INTERFACE IP GROUP LLC, MIKE (MIKHAIL) WINFELD, INTERFACE I LLC, INTERFACE SONO LLC, . HILLSIDE MANAGEMENT GROUP INC, DANIELLE VINTFELD,

Defendant( s ).

CIRCUIT CIVIL DIVISION AH CASE NO. 50-2014-CA-012606-XXXX-MB

NOTICE OF FILING STIPULATED PERMANENT INJUNCTION AND CONSET . FINAL JUDGMENT

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Notice of Filing STIPULATED PERMANENT INn.JNCTION AND CONSET FINAL JUDGMENT Case No. 50-2014-CA-012606-XXXX-MB

THE COURT hereby files the STIPULATED PERMANENT INJUNCTION AND

CONSET FINAL JUDGMENT in the above-styled cause of action. See Supreme Court Order

No. SC14-721 In Re: Amendments to Florida Rule of Judicial Administration 2.520.

DONE AND ORDERED in Chambers, at West Palm Beach, Palm Beach County,

Florida, this 24th day of February, 2016.

Copies furnished to:

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GENEVIEVE BONAN, 1515 N.FLAGLER DRIVE STE 900, OFFICE OF ATTORNEY GENERAL, WEST PALM BEACH, FL 33401 SARAH L SHULLMAN, 1515 NORTH FLAGLER DRIVE, SUITE 900, OFFICE OF ATTORNEY GENERAL, WEST PALM BEACH, FL 33401 JOHN R WHITTLES, 301 PINE ST, MATHISON WHITTLES, LLP, WEST PALM BEACH, FL 33401

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, .

IN THE CIRCUIT COURT OF THE FIFfEENTH JUDICIAL CIRCUIT IN AND FOR PALM BEACH COUNTY, FLORIDA

OFFICE OF THE A TIORNEY GENERAL, DEPARTMENT OF LEGAL AFFAIRS, STATE OF FLORIDA,

Plaintiff, •

vs. Case No. 2014CA012606XXXXMB-AH

INTERFACE 3 LLC, f/k/a INTERFACE BOCA LLC, a Florida limited liability company, ROMAN VINTFELD, an individual, !TALENT.COM LLC, a Delaware limited liability company, 33 WATER STREET LLC, a Delaware limited liability company, GOT TALENT LLC, a New Jersey limited liability company, INTERFACE OPERATIONS GROUP LLC, a New Jersey limited liability company, INTERFACE HOLDINGS GROUP LLC, a New Jersey limited liability company, INTERFACE MANAGEMENT GROUP LLC, a New Jersey limited liability company, INTERFACE I LLC, a New Jersey limited liability company, INTERFACE SONO LLC, a Delaware limited liability company, and INTERFACE IP GROUP LLC d/b/a OTRIAD LLC, a Delaware limited liability company,

Defendants,

IIlLLSIDE MANAGEMENT GROUP, INC., a New Jersey corporation, DANIELLE VINTFELD, an individual, and MIKE (MIKHAIL) WINFELD a/k/a MIKE VINTFELD, an individual,

Relief Defendants.

STIPULATED PERMANENT INJUNCTION AND CONSENT FINAL JUDGMENT

WHEREAS, on October 13, 2014, Plaintiff commenced this action upon the filing of a

Complaint alleging violations by Defendants of the Florida Deceptive and Unfair Trade Practices

Act, Chapter 501, Part II, Florida Statutes ("FDUTPA");

.. ..

WHEREAS, on October 23, 2014, the Court entered an Order Granting Plaintiff's

Motion for Temporary Injunction and Asset Freeze Without Notice and Denying Plaintiff's

Request for an Emergency Hearing (the "Injunction Order");

WHEREAS, on November 7, 2014, the Court entered an Order Denying Defendants'

Motion to Modify or Dissolve the Injunction Order, which Order is currently on appeal before

the Fourth District Court of Appeal, State of Florida;

WHEREAS, the Parties desire to resolve this action to avoid the cost, expense,

distraction, uncertainty, delay, and inconvenience associated therewith and have reached an

amicable agreement resolving the issues in controversy and concluding this action without the

need for further action, and without Defendants having admitted to any violation of law or

finding of fact.

NOW THEREFORE, Defendants having agreed and stipulated to the entry of this

Stipulated Permanent Injunction and Consent Final Judgment ("Judgment"), the findings of fact

set forth below, and that this Court has jurisdiction to enter a permanent injunction and final

judgment in this matter, and the Court having reviewed the file and necessary papers, the Court

makes the following findings:

I. FINDINGS

1. Plaintiff, Office of the Attorney General, Department of Legal Affairs, State of

Florida (the "Department"), is an agency of the State of Florida and the enforcing authority under

FDUTPA, Florida Statutes Section 501.201 et seq.

2. Defendant InterFACE 3 LLC, £'k/a InterFACE Boca LLC ("InterFACE"), is a

Florida limited liability company with a principal place of business in Boca Raton, Palm Beach

County, Florida.

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3. Defendant Interface 3 LLC, f/k/a Interface Boca LLC ("Interface"), is a Florida

limited liability company with a principal place of business in Boca Raton, Palm Beach County,

Florida.

4. Defendant Roman Vintfeld ("Vintfeld") is an individual residing in Mahwah,

Bergen County, New Jersey, is not in the military and is otherwise sui Juris.

5. Defendant Interface Holdings Group LLC ("Interface Holdings") is a New

Jersey limited liability company with a principal place of business in East Brunswick, Middlesex

County, New Jersey.

6. Defendant Interface Operations Group LLC ("Interface Operations") is a New

Jersey limited liability company with a principal place of business in East Brunswick, Middlesex

County, New Jersey.

7. Defendant Interface Management Group LLC ("Interface Management") is a

New Jersey limited liability company with a principal place of business in East Brunswick,

Middlesex County, New Jersey.

8. Defendant GOT TALENT LLC ("Got Talent") is a Delaware limited liability

company with a principal place of business in Edgewater, New Jersey.

9. Defendant Interface I LLC ("Interface I") is a New Jersey limited liability

company with a principal place of business in East Brunswick, New Jersey.

10. Defendant INTERFACE SONO LLC ("Interface SoNo") is a Delaware limited

liability company with a principal place of business in Framingham, Massachusetts.

11. Defendant Interface IP Group LLC, d/b/a Otriad LLC ("Otriad") is a Delaware

limited liability company with a principal place of business in New York, New York.

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12. Defendant iTalent.com LLC ("iTalent") is a New Jersey limited liability company

with a principal place of business in Atlanta, Georgia.

13. Defendant 33 Water Street LLC ("33 Water Street") is a Delaware limited

liability company with a principal place of business in Norwalk, Connecticut.

14. Defendants InterFace, Interface Operations, Interface Holdings, Interface

Management, Interface I, Interface SoNo, Otriad, iTalent, 33 Water Street, and Got Talent are

hereinafter collectively referred to herein as the "Corporate Defendants."

15. Defendants Vintfeld, Interface, Interface Operations, Interface Holdings,

Interface Management, Interface I, lnterFace SoNo, Otriad, iTalent, 33 Water Street, and Got

Talent are hereinafter collectively referred to herein as the "Defendants."

16. The Department initiated an investigation into allegations that Defendants

engaged in acts or practices that were misleading, unfair, deceptive, and/or unconscionable in the

soliciting, advertising, selling and providing of talent and modeling marketing services.

17. During the relevant time period, namely from October 2009 through October

2014, Defendants solicited, marketed, advertised, sold, and provided talent and modeling

marketing services to consumers in the State of Florida.

18. The Defendants engaged in the occupation or business of procuring or attempting

to procure, directly or indirectly, engagements for artists, including models, singers, musicians,

and actors, in exchange for fees.

19. At all material times hereto, Defendant Vintfeld owned, managed and controlled,

and/or had the ability to control, the Defendants' operations.

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20. The Defendants made representations to consumers about the nature, costs, and

results of their services that are alleged to be false and misleading as described in more detail in

the Complaint.

21. Plaintiff contends that the practices of the Defendants constitute unfair, deceptive,

and unconscionable trade practices that were likely to deceive a consumer acting reasonably

under the circumstances.

22. Plaintiff contends that the acts and practices described above are in violation of

the Florida Deceptive and Unfair Trade Practices Act Section 501.201 et seq., and Chapter 468,

Part VII, Florida Statutes, pertaining to Talent Agencies.

23. Consumers in the State of Florida reasonably relied upon the Defendants'

representations and were actually injured by the alleged unfair, deceptive and unconscionable

practices of the Defendants.

WHEREFORE, based upon the foregoing factual findings, it is hereby ORDERED

AND ADJUDGED:

1. Final judgment is hereby entered on the cause of action asserted under FDUTP A

[Counts I and II of the Complaint] in favor of the Department, 1515 N. Flagler Drive, Suite 900,

West Palm Beach, Florida 33401 and against Defendants Vintfeld, Interface, Interface

Operations, Interface Holdings, Interface Management, Interface I, Interface SoNo, Otriad,

iTalent, 33 Water Street, and Got Talent, jointly and severally, with an address of 47 Cortland

Trail, Mahwah, NJ 07430-1596.

II. INJUNCTIVE TERMS

2. Definitions. "Clear and Conspicuous" (including "Clearly and Conspicuously")

means that a statement, representation, claim, disclosure, or term being conveyed is presented in

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a way that a consumer will notice and understand it. The following, without limitations, shall be

considered in determining whether a statement, claim, disclosure, term, or representation is clear

and conspicuous:

a. Whether it is of sufficient prominence in terms of font, size, placement, color, contrast, duration of appearance, sound, and speed, as compared with accompanying statements, claims, terms, or representations, so that it is readily noticeable and understandable, and likely to be read by the person to whom it is directed; and, if written or conveyed electronically, that it is not buried on the back or bottom, in a hyperlink, in unrelated information, or placed on the page where a person would not think it important to read;

b. Whether it is presented to the person(s) to whom it is directed in a coherent and meaningful sequence with respect to other terms, representations, claims, or statements being conveyed;

c. Whether it is near to or in close proximity to the statement, representation, claim, disclosure, or term it clarifies, modifies, explains, or to which it otherwise relates;

d. Whether it contradicts, or renders ambiguous or confusing, any other information with which it is presented;

e. Whether, if it is oral, it is at an understandable pace in the same tone and volume as the sales offer;

f. Whether it appears for a duration sufficient to allow listeners or viewers to have a reasonable opportunity to notice, read, or otherwise understand;

g. Whether the language and terms used are commonly understood by the consumer in the context in which they are used;

h. Whether it is presented in such a way as to be free of distractions, including but not limited to sound, graphics, text, or other offers that compete for the attention of the consumer; and,

1. Whether, in advertising on the Internet, it is made on the same page as any other term, statement, claim, or representation that it modifies, and not in a separate hyperlink.

3. The purpose of FDUTP A is to "protect the consuming public and legitimate

business enterprises from those who engage in unfair methods of competition, or

unconscionable, deceptive, or unfair acts or practices in the conduct of any trade or commerce."

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§ 501.202(2), Fla. Stat. To that end, " reasonable restrictions upon the future activities of any

defendant to impede her or him [sic] from engaging in or establishing the same type of

endeavor" are permitted by the Act, and courts may "order any defendant to divest herself or

himself of any interest in any enterprise." § 501.207(3), Fla. Stat. Prohibiting business activities

is constitutional when the limitation is rationally related to the State's objective of preventing

deceptive practices. Fraternal Order of Police v. Dept. of State, 392 So. 2d 1296, 1302 (Fla.

1980) (upholding regulations in the Law Enforcement Funds Act even though they were not "the

best possible means to eradicate the evils perceived" because they were not "wholly unrelated"

to the legislature's purpose). As such, a permanent injunction is appropriate.

4. The Court hereby PERMANENTLY ENJOINS Defendants, as well as their

owners, officers, directors, managers, agents, servants, employees, and attorneys, and those

persons in active concert or participation with them who receive actual notice of this Order,

directly or indirectly, from the following:

a. Any acts or practices that violate the Florida Deceptive and Unfair Trade

Practices Act, Chapter 501, Part II, Florida Statutes;

b. Any acts or practices that violate the Florida Telemarketing Act, Chapter

501, Part IV, Florida Statutes;

c. Any acts or practices that violate Chapter 468, Part VII, Florida Statutes,

pertaining to Talent Agencies;

d. Marketing, soliciting, advertising, selling, providing, promoting,

rendering, engaging in, or accepting payment for any modeling, acting,

singing, entertainment, or talent services of any kind in the State of

Florida; and,

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e. Making any false or misleading representations, or false or deceptive

statements or omissions of material fact, in any communications with

consumers in the conduct of any trade or commerce.

5. Defendants, including their representatives, agents, owners, officers, directors,

managers, employees, successors, assigns, independent contractors or any other person who acts

under, by, through, or on behalf of Defendants, directly or indirectly, or through any corporate or

other entity, in the conduct of any trade or commerce, shall hereinafter:

a. Comply with all applicable laws of Florida, including but not limited to

the Florida Deceptive and Unfair Trade Practices Act, Chapter 501, Part

II, Florida Statutes; the Florida Telemarketing Act, Chapter 501, Part IV,

Florida Statutes; and Chapter 501, Florida Statutes, pertaining to

Consumer Protection;

b. Not engage in any unlicensed activity for which Florida law requires a

license for such activity;

c. Not make any false or misleading representations, or omissions of material

fact, in the sale or marketing of any goods or services to Florida

consumers;

d. Clearly and Conspicuously disclose all material tenns applicable to the

consumer's purchase of a good or service, and all other information

reasonably necessary to fully inform each consumer of such material

terms, prior to accepting payment for such good or service;

e. Clearly and Conspicuously disclose the total costs associated with the

conswner~s purchase of a good or service (including upfront and future

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costs, if any, that are necessary to obtain the full value of a good or

service), prior to acceptance of any payment;

f. Clearly and Conspicuously disclose the full nature, scope, extent, quality,

features and characteristics of a good or service that are included in the

consumer's purchase, as well as any reasonably expected features or

characteristics that are excluded or require additional fees, prior to

acceptance of any payment; and

g. Honor all advertised prices, sales and promotions, and comply with all

advertised and/or written refund and cancellation policies, in the sale or

marketing of any goods or services to Florida consumers.

III. MONETARY TERMS AND PARTIAL SUSPENSION OF JUDGMENT

A. Consumer Restitution and Attorneys' Fees

6. FDUTP A authorizes reimbursement to consumers who have been damaged by

deceptive trade practices. § 501.207(3), Fla. Stat. It also authorizes recovery of the actual

damages caused by the deceptive practices. § 501.207(1)(b), Fla. Stat. All consumers who paid

money in response to a deceptive trade practice are entitled to their money back, and there is no

need for an individualized inquiry into how each consumer reacted to the practice. F.T.C. v.

Wilcox, 926 F. Supp. 1091, 1105 (S.D. Fla. 1995); F.T.C. v. People's Credit First, No. 8:03-CV-

2353-T, 2005 WL 3468588 (M.D. Fla. Dec. 18, 2005).

7. Judgment in the amount of Twenty Two Million Dollars ($22,000,000.00) for

consumer restitution ("Restitution Amount"), is hereby entered against the Corporate

Defendants, jointly and severally, for which let execution issue forthwith. Judgment is hereby

entered against Defendant Vintfeld for Five Hundred Thousand ($500,000.00) of the Restitution

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Amount, jointly and severally with the Corporate Defendants, for which let execution issue

forthwith.

8. The Restitution Amount shall be paid by wire transfer, certified funds, or

cashier's checks, payable to the Department of Legal Affairs Escrow Fund, and shall be sent

to Sarah Shullman, Assistant Attorney General, Office of the Attorney General, 1515 N. Flagler

Drive, Suite 900, West Palm Beach, Florida 33401, provided, however, that Defendant

Vintfeld's payment obligation for the foregoing Restitution Amount is partially suspended

subject to the cionditions set forth in paragraphs 17-23.

9. In the event actual restitution for future complainants exceeds the Restitution

Amount, then the Restitution Amount will be distributed pro-rata to the complainants determined

by the Department to be eligible for restitution. In no event shall any individual consumer

receive more than the amount they are actually owed. If any restitution monies remain after the

distribution of the Restitution Amount, the Department will deposit the remaining monies into

the Department of Legal Affairs Revolving Trust Fund and it shall be used to defray the costs of

restitution distribution and any attorneys' fees and costs incurred in enforcing this Judgment, or

as fees and costs associated with ongoing and future enforcements initiatives pursuant to Chapter

501, Part II, Florida Statutes.

10. Additionally, Section 501.2105 provides that the prevailing party may recover

fees and costs from the non-prevailing party. Humane Society of Broward County v. the Florida

Humane Society, 951 So. 2d 966, 969 (Fla. 4th DCA 2007); Smith v. Bi/gin, 534 So. 2d 852, 854

(Fla. 1st DCA 1998). The Court finds that the Department is entitled to payment of its attorneys'

fees and costs in the amount of$500,000.

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11. Judgment in the amount of Five Hundred Thousand Dollars ($500,000) for

attorneys' fees and costs ("Fees Amount"), is hereby entered against Defendants, jointly and

severally, for which let execution issue forthwith. The Fees Amount shall be paid by wire

transfer, certified funds, or cashier's checks, payable to the Department of Legal Affairs

Revolving Trust Fund, and shall be sent to Sarah Shullman, Assistant Attorney General, Office

of the Attorney General, 1515 N. Flagler Drive, Suite 900, West Palm Beach, Florida 33401,

provided, however, that Defendant Vintfeld's payment obligation for the foregoing Fees Amount

is partially suspended subject to the conditions set forth in paragraphs 17-23.

12. Upon receipt, the above payment(s) shall be deposited into the Department of

Legal Affairs Escrow Fund, in accordance with Section 501.2101(1), Florida Statutes for

distribution to consumers and for payment of future investigative fees and costs according to the

sole business judgment of the Department.

B. Civil Penalties.

13. While restitution serves the purpose of restoring an injured person to the financial

position held before a defendant received an unlawful benefit, with a civil penalty "the law

exacts payment by way of punishment for doing some act which is prohibited . ... " Sun Coast

Intern. Inc. v. Dept. of Business Regulation, 596 So. 2d 1118, 1121 (Fla. 1st DCA 1992) (internal

citations omitted). Anyone who has engaged in a trade practice found to be unlawful under the

Act is liable for a civil penalty of up to $10,000 per violation, or $15,000 per violation

committed against senior citizens or handicapped persons. §§ 501.2075, 501.2077, Fla. Stat.

Each instance in which a deceptive representation is disseminated constitutes a violation. US. v.

Reader's Digest Ass 'n, Inc., 662 F. 2d 955, 966 (3d Cir. 1981).

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14. The parties stipulate to a penalty in the amount of $10,000 per violation, for a

total civil penalty of $3,530,000.00.

15. Judgment in the amount of Three Million Five Hundred Thirty Thousand Dollars

($3,530,000) is hereby entered against Defendants jointly and severally as a civil penalty,

pursuant to Sections 501.2075 and 501.2077, Florida Statutes (the "Penalty Amount").

However, Defendant Vintfeld's payment obligation for the foregoing Penalty Amount is partially

suspended subject to the conditions set forth in paragraphs 17-23.

16. The Defendants agree that the Penalty Amount represents a civil penalty owed to

the State of Florida as a result of the facts stated herein and is not compensation for actual

pecuniary loss. The Defendants agree that the Penalty Amount is not subject to discharge under

the Bankruptcy Code pursuant to 11 U.S.C. § 523(a)(7). The Defendants further agree not to

object to the Department's claim for non-dischargeability of the Penalty Amount in any

voluntary or involuntary bankruptcy proceeding. In any subsequent proceedings, all of the

allegations of the Complaint and findings of this Court may be taken as true and correct without

further proof.

C. Partial Suspension

17. Based upoi:J. his inability to pay the full amounts due under this Judgment,

Defendant Vintfeld may satisfy his payment obligations under this Judgment through full and

timely compliance with the following (the "Partial Suspension"):

a. Payment in the amount of One Hundred Five Thousand Dollars ($105,000.00) to

be paid towards the Restitution Amount, due simultaneously with execution of

this Judgment by all parties and payable to the Department of Legal Affairs

Escrow Fund. This payment may be made through the release of frozen funds as

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provided in paragraph 27 and the balance paid through wire transfer, certified

funds or cashier check as set forth in paragraph 8; and

b. Payment in the amount of Two Hundred Thousand Dollars ($200,000) to be paid

towards the Penalty Amount, due simultaneously with execution of this Judgment

by all parties and payable to the Department of Legal Affairs Escrow Fund, for

which let execution issue forthwith. This payment obligation represents a civil

penalty owed to the State of Florida and is not compensation for actual pecuniary

loss. The parties agree that non-payment of the $200,000 amount will not operate

as an event of default to trigger any other penalty or judgment under this

Agreement.

18. The payments required under paragraph 17 (a) and (b) shall hereinafter be

collectively referred to as the "Satisfaction Amount." Any amount that is not satisfied by

funds understood by the parties to be currently available through frozen funds may be paid by

Vintfeld through other means within thirty (30) days of the execution of this Judgment.

19. The Department's agreement to this Judgment and the Partial Suspension is

expressly premised upon the truthfulness, accuracy, and completeness of Defendant Roman

Vintfeld and his spouse's sworn financial statements and supporting documents submitted to the

Department on September 30, 2014, which shall be updated by January 29, 2016, and signed

under penalty of perjury. These sworn financial statements and representations of the

Defendants include material information upon which the Deparbnent relied in negotiating and

agreeing to this Judgment. The financial disclosure procedure contemplated in this paragraph

shall be in lieu of providing the Fact Information Sheet under the Florida Rules of Civil

Procedure.

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20. If, upon motion by the Department, this Court finds that: 1) Defendants fail to

pay the $105,000 owed under paragraph 17(a); or 2) Defendants' financial statements failed to

disclose any material asset or materially misstated the value of any asset, or made any other

material misstatement or omission; or 3) Defendants transferred material assets out of their

individual names within the last year with the intent to avoid their obligations under this lawsuit;

or 4) if any of the Defendants files or is involuntarily placed into a bankruptcy, foreclosure,

assignment for the benefit of creditors, receivership, conservatorship, or any other insolvency or

other proceeding in which the courts assume control of or supervision over any of the

Defendants' assets, within 91 days after payment of any monies towards the amounts owed

under Paragraph 17(a), then the Court shall lift the Partial Suspension of the Judgment and

require immediate payment of the full amount of the Restitution Amount ($500,000) and the

Penalty Amount ($3,530,000), with credit given for all payments made to date.

21. Failure to satisfy any portion of the $105,000 payment obligation under paragraph

17(a) due to: 1) an adverse order or decisioI). by the Bankruptcy Court, or 2) a difference between

the amount of frozen funds that are understood by both parties to be currently available to satisfy

the $105,000 payment and amounts that are actually available, shall not operate to trigger a

default under paragraph 20 or lift the Partial Suspension, but shall result in entry of a consent

judgment for additional civil penalties in an amount equal to the balance of $105,000 minus

payments actually made and/or released to the Department.

22. If, upon motion by the Department, this Court finds that any of the Defendants

failed to comply with the non-monetary obligations under this Judgment (i.e., the Injunctive

Terms in Part II, above), then the Court shall lift the Partial Suspension of the Judgment and ·

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require immediate payment of the full amount of the Penalty Amount ($3,530,000), with credit

given for all payments made to date.

23. In all other respects, this Judgment shall remain in full force and effect, unless

otherwise ordered by the Court. Proceedings instituted under this subsection are in addition to,

and not in lieu of, any other civil or criminal remedies that may be provided by law, including

any other proceedings the Department may initiate to enforce this Judgment.

D. Security

24. Defendants shall secure all amounts owed under this Judgment by executing a lien

on Defendant Vintfeld's spouse's interest in the real property located at 47 Cortland Trail,

Mahwah, Bergen County, NJ (the "Residence"), in favor of the Department and in a form

acceptable to the Department, in the amount of Two Hundred Thousand Dollars ($200,000),

which amount is specifically intended to secure the judgment amount set forth in paragraph l 7(b)

above.

25. Upon the sale of the Residence (whether voluntary, involuntary through

foreclosure, auction, or otherwise), Defendants shall relinquish all equity proceeds to the

Department towards satisfaction of the amounts owed under this Judgment, up to $200,000, and

shall provide any and all records and documentation regarding the sale upon request by the

Department. In the event of a voluntary sale, Defendants agree to act in good faith toward

selling the Residence, and shall negotiate a sale at arm's length and for fair market value based

on an independent appraisal.

26. Upon Defendants' full and timely compliance with paragraph 17(b), the security

interest shall be discharged and the Department shall take any and all action necessary to release

the security interest provided therein.

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IV. SURRENDER AND SALE OF ASSETS

27. Effective upon the date this Judgment is entered by the Court (the "Effective

Date''), the Defendants and Relief Defendants surrender to the Department all control, title,

dominion, and interest in the frozen funds in the Bank of America accounts ending with 3701,

7425, and 2618 (approximate balances of $761.25, $570.11 and $10,716.93, respectively); the

Citibank accounts ending with 5072, 2217 and 4747 (approximate total balance of $40,814.52);

the J.P. Morgan Chase accounts ending with 8972 and 3912 (approximate balances of $2,729.74

and $3,488.09, respectively); Morgan Stanley account ending with 4960 (approximate balance of

$2,308.00); Pershing LLC accounts ending with· 2748 and 3070 (approximate balances of

$572.80 and $776.00, respectively); and TD Bank accounts ending with 4647, 9407, 8459, 4556

and 9449 (approximate balances of $11,865.01, $1,444.29, $2,597.03, $11,087.54 and $0,

respectively), pursuant to the Order Granting Temporary Injunction and Asset Freeze Without

Notice (the "Injunction Order") dated October 14, 2014, which funds shall be credited towards

payment of the Restitution Amount.

28. To effect the surrender of the funds identified in Paragraph 27, the Court directs

that the entity(ies) holding the funds or their successors shall, immediately upon receiving notice

of this Judgment, remit the funds to the Department by certified check(s) or other guaranteed

funds payable to the Department of Legal Affairs Escrow Fund, or by wire transfer in accordance

with directions provided by counsel for the Department. To the extent any identified third party

cannot comply with this Paragraph without the assistance of Defendants, such party must, within

three (3) business days of receiving this Judgment, notify such Defendant(s) and counsel for the

Department of its inability to comply. Such notification shall specify the actions by such

Defendant(s) that are necessary to comply with this Judgment. Defendants shall immediately

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complete any action necessary to facilitate the identified third party's ability to timely comply

with this Subsection, and the failure of such Defendant(s) to complete such action within ten (10)

days shall be deemed a violation of the Judgment and interest at the rate prescribed in the Florida

statutes shall immediately begin to accrue.

29. Defendants relinquish all dominion, control, and title to the assets surrendered or

paid to the fullest extent permitted by law. Defendants shall make no claim to or demand return

of these assets, directly or indirectly, through counsel or otherwise.

30. The asset freeze set forth in the Injunction Order is otherwise hereby lifted and

released in its entirety, effective ninety-one (91) days from the date of full payment and

satisfaction of the Restitution Amount. Any financial institution affected by the Injunction Order

is instructed and authorized to process credits, debits, deposits and payments and any other

regular business activity of Defendants in the usual manner upon receipt of notice by the

Department, which shall be provided promptly upon the expiration of 91 days following receipt

of payment.

V. COMPLIANCE MONITORING

31. Defendants shall not destroy, mutilate, conceal, alter, or dispose of Defendants'

books, records, contracts, financial records, consumer files and financial information, regardless

of the manner in which it is stored, for a period of three (3) years from the Effective Date.

Defendants shall maintain and make available to the Department's representative, upon any

reasonable written request, all books, records, and other documents, except privileged

documents, in the format in which they exist, which reflect the implementation of the terms of

this Judgment and compliance with its terms. Any such records requested by the Department

shall be made available for inspection within ten (10) business days of the Defendants' receipt of

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the request. The Defendants shall honor any request from the Department to make any records in

their possession available without legal process.

32. Defendant Vintfeld shall provide current, sworn financial affidavits to the

Department every one (1) year for a period of two (2) years, upon request of the Department,

commencing on the Effective Date.

33. Within seven (7) days of the Effective Date, Defendant Vintfeld must:

1. Designate at least one telephone number and email, physical, and postal address as points of contact, which the Department may use to communicate with such Defendant;

2. Identify all businesses the Defendant owns, or directly or indirectly controls, by all of their names, telephone numbers, and physical, postal, email, and Internet addresses;

3. Describe the activities of each such business, including the products and services offered, and the means of advertising, marketing, and sales;

4. Describe in detail such Defendant's current employment, whether as an employee, independent contractor, owner, manager, consultant or partner, and describe the nature of such employment including such Defendant's title, role, responsibilities, participation, authority, control, and ownership.

34. Each Defendant shall notify the Department of the filing of a bankruptcy petition

by such Defendant within ten (10) days of filing.

VI. FUTURE VIOLATIONS

35. Any failure to comply with the terms and conditions of this Judgment is by statute

prima facie evidence of a violation of Chapter 501, Part II, Florida Statutes, and will subject such

Defendant to any and all civil penalties and sanctions authorized by law, including attorneys'

fees and costs. In the event that a court of competent jurisdiction makes a determination that a

violation of any provision of this Judgment has occurred, then the Defendant(s) who engaged in

the violation shall be liable for a minimum of $500,000.00 (Five Hundred Thousand Dollars) in

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additional civil penalties, as well as any additional attorneys' fees and costs, and other relief as

may be allowed by law.

36. The Defendants agree not to transfer or convey financial assets of any type

(whether monetary, personal property, real property or otherwise) to each other or to any other

third person or entity as a means to avoid enforcement of this Judgment or payment of any

amounts due hereunder. Any such transfer or conveyance that is demonstrated was intended to

avoid enforcement of this Judgment shall be deemed a violation of this Judgment and subject the

applicable Defendant(s) to the full Penalty Amount, which shall become immediately due and

payable upon a finding by this Court that such transfer occurred.

VII. MISCELLANEOUS TERMS

3 7. Upon entry of this Judgment by the Court, the Relief Defendants shall dismiss

their appeal currently pending in the Fourth District Court of Appeal, State of Florida (the

"Appeal"). Relief Defendant Mike Vintfeld shall dismiss his adversary complaint in the U.S.

Bankruptcy Court for the District of New Jersey (the "Adversary Action") in a stipulation for

dismissal filed in that action. The Department's agreement to this Judgment is expressly

contingent upon the dismissal of the Appeal and the Adversary Action.

38. Relief Defendant Mike Vintfeld shall also seek bankruptcy court approval for

payment of the exempt portion of his frozen funds to the Department as described in paragraph

27. In the event such approval is not granted, Defendant Roman Vintfeld agrees to entry of a

consent judgment for additional civil penalties in an amount equal to the balance of $105,000

minus payments actually made and/or released to the Department, as provided in paragraph 21.

Within five (5) days of the latter of the dismissal of the Appeal and the Adversary Action and the

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bankruptcy court's approval, the Department shall dismiss the Relief Defendants from this action

through a stipulation for dismissal agreed to by the parties.

39. Defendants shall not affect any change in the form of doing business or the

organizational identity of any of the existing business entities or create any new business entities

as a method of avoiding the terms and conditions set forth in this Judgment.

40. This Judgment is continuing in nature and shall be binding on any and all

successors or assigns of Defendants.

41. The claims asserted m the instant action will remain outstanding until the

expiration of 91 days following the latter of full execution of this Consent Final Judgment and/or

receipt of all payments due hereunder from the Defendants, provided the Defendants have fully

and completely performed all obligations owing to date and no voluntary or involuntary petition

for bankruptcy or other declaration of insolvency has been filed as to any of the Defendants.

42. This Judgment is not a waiver of any private rights of any person or release of any

private rights, causes of action, or remedies of any person against Defendants or any other person

or entity. Notwithstanding any other provision of this Judgment, nothing herein shall be

construed to impair, compromise or affect any right of any government agency other than the

Office of the Attorney General for the State of Florida relating to the operative facts at issue in

this action.

43. Nothing herein shall affect Defendants' (a) testimonial obligations, or (b) right to

take legal or factual positions in defense of litigation or other legal proceedings to which the

Department is not a party.

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44. This Court retains jurisdiction of this case to enforce the terms of this Judgment

and enter any further Orders as may be necessary to ensure compliance with this Judgment,

including by contempt, civil, and/or criminal proceedings.

45. The parties jointly participated in the negotiation of the terms articulated in this

Judgment, and all parties consulted counsel or had the ability to do so. This Judgment is the

final, complete, and exclusive statement of the parties' agreement on the matters contained in

this Judgment, and it supersedes all previous negotiations and agreements. Other than any

representation expressly stated in this Judgment, the parties have not made any representations or

warranties to each other, and neither party's decision to enter into this Judgment is based upon

any statements by the other party outside of those in this Judgment.

46. If any term of this Judgment is to any extent unenforceable, invalid or illegal,

such term shall be excluded to the extent of such invalidity or unenforceability; all other terms

hereof shall remain in full force and effect; and, to the extent permitted and possible, the invalid

or unenforceable term shall be deemed replaced by a term that is valid and enforceable and that

comes closest to expressing the intention of such invalid or unenforceable term.

47. Acceptance of this Judgment by the Department shall be established by the

signature of the Deputy Attorney General.

48. This document is signed in anticipation of this Judgment being submitted to the

Court for approval, without necessity of hearing, which is hereby WAIVED by all parties. The

signatures below indicate the parties' consent and agreement to this Judgment.

SIGNATURES TO FOLLOW

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By: -------'--J_rV_ A __ RO_MAN_V_INTFELD

Defendant Roman Vintfeld, individually and on behalf of INTERFACE OPERATIONS GROUP LLC, INTERFACE HOLDINGS GROUP LLC, INTERFACE MANAGEMENT GROUP LLC, GOT TALENT LLC, INTERFACE I LLC, INTERFACE SONO LLC, INTERFACE 3 LLC, f/k/a INTERFACE BOCA LLC, IT ALENT.COM LLC, 33 WATER STREET LLC, and INTERFACE IP GROUP LLC d/b/a OTRIAD LLC

~ ~e1'\<. STATEOFNWN'~EY ) COUNTY OF B~EN )

~~ 'lo•"' BEFORE ME, an officer duly authorized to take acknowledgments in the State of New J~y, Roman Vintfeld, personally appeared individually and as authorized agent of the referenced entities. He acknowledged before me that he executed the foregoing instrument for the purposes therein stated on the ~ day of ":;)."'"'1 , 2016.

Subscribed to before me this~ day of~"' M/ '2016.

N<Yf AR~

Personally known or Produced Identification :6 (check one) Type of Identification Produced: · "..J ~ Ss ~ ,. "'°'"* l. ~~

Approved as to form by:

John R. Whittles, Esq. Mathison Whittles, LLP 301 Pine Street West Palm Beach, Florida 33407

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Feb 161 605:12a J Arthurs Restaurant

By: ----.c.-1 (l) __ )\~•~OMAN~YJNTli'EI~ .n

Defendant Roman Vmt:feld, individually and on behalf of INTERFACE OPERATIONS GROUP LLC. INTERFACE HOLDINGS GROUP U.C, INTERFACE MANAGEMENT GROUP U.C, GOTTAIA~U.~ INTERFACE 1 I.LC, INTERFACE SONO LLC, INTBRFACE 3 LLC, flk/a INTERFACE BOCA I.LC, ITALENT.COM I.LC, 33 WATER STREET~ and JNTF.RFACE JP GROUP U.C dlb/a OTlUAD ILC

STATBOF~~~~ ) COUNIYOF~ )

~~ .....

8289260019 p.1

~ ~BEFORE MB, an officer duly authoiized to take acknowledgments in the 81* of New J~, Roman Vmtfelcf. personally appeared individually and as authorized agc:nt of the refetenced entities. .He acknowledged befbre me that he executed 1bc foregoing instrument for tDe purposes therein stated OD the~ day Of 411-., • 2016.

Subscnbed tn before me this~ ay of~•" .. 7 . 2016.

Approved~ \

JohnR. Ma11rlson 301 Pines West Palm Beach, Florida 33407

'\ .

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OFFICE OF THE ATTORNEY GENERAL

By: ~z?g:_ /Sarah L. ShullmruV

:::Chief-1("ttorney General Office of the Attorney General Consumer Protection Division 1515 N. Flagler Drive, Suite 900 West Palm Beach, FL 33401

Dated: / / ~ '/ i ~ ---~;'-----

By: ------leJ-,:.....,._&.---__;_A._C-___· ---­Patricia A. Conners Deputy Attorney General Office of the Attorney General PL-01, The Capitol Tallahassee, FL 32399-1050

Dated: J/; 1/J/, _ __,_, ~~. ---

SO ORDERED. Approved and Entered in Chambers in Palm Beach County, Florida this 2. tfi<A-

day of fe.bJU~1' 2016.

By: ~IJ:g Circi itCOUrt Judge Lisa S. Small

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