Peoplefeeders, Inc. and Subsidiaries - Page 21




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          regarded or treated as “repayments” of any debt obligation, but             
          rather simply as a process of placing all of the cash receipts of           
          each of petitioner's related restaurants and corporate entities             
          into a single cash pot for purposes of cash management, credit              
          enhancement, and payment of bills.  Such transfers into the                 
          account were contingent on the amount of cash receipts received             
          from sales, a feature not typically associated with the payment             
          of genuine debt obligations.                                                
               In its brief, petitioner refers to the "ebb and flow" of               
          funds into and out of the Intercompany bank account.  Such "ebb             
          and flow" in the transfer of cash between petitioner's related              
          entities reflected the mere management of funds and cash-flow and           
          an apparently efficient way for Peoplefeeders to move funds                 
          between itself and related entities, not the establishment of               
          genuine debt obligations.                                                   
               Because of the absence of fixed maturity dates and repayment           
          terms associated with the payment out of the Intercompany bank              
          account of Peoplefeeders’ expenses and loan payments, Square Pan            
          had no means of establishing Peoplefeeders' default and no basis            
          for seeking to enforce repayment of alleged debt principal or               
          payment of interest.                                                        
               The evidence does not indicate that Square Pan ever                    
          requested repayment from Peoplefeeders of the purported                     
          $3,751,930 debt obligation, and in the minutes of Square Pan's              






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Last modified: May 25, 2011