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UNITED STATES BANKRUPTCY COURT

SOUTHERN DISTRICT OF FLORIDA

FORT LAUDERDALE DIVISION

IN RE: Chapter 11

WHOA NETWORKS, INC., a Florida corp., Case No.: 20-21883-BKC-SMG

WHOA NETWORKS, INC., a Delaware corp. Case No.: 20-21884-BKC-SMG

HIPSKIND TECHNOLOGY SOLUTIONS Case No.: 20-21885-BKC-SMG

GROUP INCORPORATED, 

PLATINUM SYSTEMS HOLDINGS, LLC, Case No.: 20-21886-BKC-SMG

Debtors. (Jointly Administered under

________________________________/ Case No.: 20-21883-BKC-SMG)

U.S. BANK’S MOTION FOR RELIEF FROM 

AUTOMATIC STAY OR, IN THE ALTERNATIVE, 

MOTION TO COMPEL PAYMENT OF ADEQUATE PROTECTION 

U.S. Bank National Association d/b/a U.S. Bank Equipment Finance (“U.S. Bank”), by 

and through its counsel, respectfully moves this Court for an order modifying the automatic stay 

pursuant to 11 U.S.C. §362 to allow U.S. Bank to repossess certain collateral from Debtor

Hipskind Technology Solutions Group Incorporated (“Hipskind” or the “Debtor”), or, in the 

alternative, an order compelling Debtor to make adequate protection payments pursuant to 11 

U.S.C. §§ 361 and 363 (the “Motion”). In support of the Motion, U.S. Bank states as follows:

JURISDICTION AND VENUE

1. The Court has jurisdiction in regard to this matter pursuant to 28 U.S.C. §§ 157 and 

1334. The statutory predicates for the relief requested in this Motion are 11 U.S.C. §§ 361, 362 

and 363. 

2. On October 29, 2020, the Debtor filed its voluntary petition for relief under Chapter 

11 of the Bankruptcy Code (the “Petition Date”).

3. On November 3, 2020, the Court granted the motion for joint administration of the 

above referenced bankruptcy cases. 

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4. The Debtor, as Debtor in Possession, has continued in possession of its property, 

pursuant to 11 U.S.C. §§1107 and 1108.

5. Venue is proper in this court pursuant to 28 U.S.C. § 1409 as the relief requested 

by this Motion constitutes a proceeding arising under and related to Debtor’s Chapter 11 

bankruptcy proceeding which is currently pending before this court.

BACKGROUND

6. On July 13, 2018, Western Equipment Finance, Inc. (“Western”), as lender, and 

Hispkind, as borrower, entered into Master Equipment Finance Agreement No. xx8973-E (the 

“Master Equipment Finance Agreement”) wherein Western agreed to provide financing to the 

Debtor secured by items of collateral described in any schedule executed in connection therewith. 

See Master Equipment Finance Agreement attached hereto as Exhibit 1. 

7. On or about July 18, 2018, Western and the Debtor entered into Schedule No. 

xx8972 to the Master Equipment Finance Agreement (the Master Equipment Finance Agreement 

and Schedule No. xx8972 are collectively identified as the “Agreement”) wherein Western 

financed the Debtor’s acquisition of the computer equipment identified on Schedule A attached 

thereto, including six (6) Dell Poweredge R640 Servers, five (5) Dell Networking Port Switches, 

eleven (11) Dell Networking Transceivers, and Professional Services (the “Collateral”). A true 

and correct copy of Schedule No. xx8972 is attached hereto as Exhibit 2.

8. Pursuant to Schedule No. xx8972, the Debtor agreed to make sixty (60) consecutive 

monthly payments in the amount of $3,173.50. See Exhibit 2.

9. The Debtor signed a delivery and acceptance certificate verifying that the Collateral

was delivered, inspected and is operating satisfactorily in all respects for all of the Debtor’s 

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intended uses and purposes. A true and correct copy of the delivery of acceptance certificate for 

the Collateral is attached hereto as Exhibit 3.

10. On September 25, 2018, Western assigned all its right, title and interest in the 

Agreement, Collateral and right to payment under the Agreement to U.S. Bank as set forth in the 

Assignment Schedule No. 15 made pursuant to the Master Assignment Agreement dated 

December 19, 2013 entered between Western and U.S. Bank. A true and correct copy of the 

Assignment Schedule for the Agreement is attached hereto as Exhibit 4.

11. U.S. Bank has properly perfected its security interest in the Collateral. True and 

correct copies of the UCC-1 financing statement for the Collateral filed by Western on July 16, 

2018 and the UCC-3 Financing Statement Amendment filed by U.S. Bank on March 5, 2020 are 

attached hereto as Group Exhibit 5.

12. The Debtor defaulted under the Agreement by failing to make the payment due 

January 15, 2020, and all payments due thereafter. 

13. U.S. Bank fully performed its obligations under the Agreement.

14. On December 3, 2020, U.S. Bank filed its claim (Claim No. 5-1) in the amount of 

$133,763.03 against the Debtor. 

15. U.S. Bank estimates the value of the Collateral at $23,888.00, depending on 

condition and mode of sale.

16. The value of the Collateral is less than the amount due U.S. Bank. As such, the 

Debtor has no equity interest in the Collateral.

17. Upon information and belief, the Collateral remains in the exclusive possession and 

control of the Debtor. 

18. U.S. Bank does not know if the Collateral is insured or otherwise safe from damage. 

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19. Upon information and belief, there are no other entities that may have a legal or 

equitable interest in the Collateral. 

RELIEF SOUGHT

A. Relief from Stay.

20. Section 362(d) of the Bankruptcy Code provides that:

(d) On request of a party in interest and after notice and a hearing, the court 

shall grant relief from the stay provided under subsection (a) of this section, 

such as by terminating, annulling, modifying or conditioning such stay-

(1) for cause, including the lack of adequate protection of an interest in property 

of such party in interest;

(2) with respect to a stay of an act against property under subsection (a) of this 

section, if-

(A) the debtor does not have an equity in such property; and

(B) such property is not necessary for an effective reorganization.

See 11 U.S.C. §362(d) (West 2021); see also In re Feingold, 730 F.3d 1268, 1277 (11th Cir. 2013); 

In re Ramos, 357 B.R. 669, 671 (Bankr. S.D. Fla. 2006).

21. The amount of U.S. Bank’s claim is $133,763.03, which exceeds the value of the 

Collateral of $23,888.00.

22. Cause exists to modify the automatic stay, because the Debtor has no equity in the 

Collateral.

23. The Collateral is not necessary for an effective reorganization. 

24. The Collateral continues to depreciate, thereby diminishing U.S. Bank’s interest in 

the Collateral.

25. U.S. Bank will suffer irreparable damage if the relief requested is not granted 

immediately, as the interest of U.S. Bank is not adequately protected.

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26. The automatic stay must be terminated or modified to allow U.S. Bank to liquidate 

the Collateral to afford U.S. Bank the opportunity to minimize its losses and claims against the 

Debtor.

B. Adequate Protection of U.S. Bank’s Interest in the Collateral.

27. Section 363(e) of the Bankruptcy Code requires that adequate protection be given 

to an entity whose interest in the property is affected by the debtor’s use, sale, or lease of property.

See 11 U.S.C. §363(e) (West 2021); see also In re George Ruggiere Chrylser-Plymouth, Inc., 727 

F.2d 1017, 1019 (11th Cir. 1984) (court shall condition use of secured property as is necessary to 

provide adequate protection of such interest). 

28. Section 361 of the Bankruptcy Code provides that when adequate protection of an 

interest in property is required under §363, such adequate protection may be provided by way of 

cash payments, the granting of additional liens, or such other relief as will result in the realization 

by such entity of the indubitable equivalent of such entity’s interest in such property.

29. If the Debtor claims that the Collateral is necessary for an effective reorganization 

and intends to retain possession and use of the Collateral, then this Court, pursuant to § 363(e) of 

the Bankruptcy Code, should condition the continued use of the Collateral on the Debtor’s payment 

of adequate protection to U.S. Bank to protect U.S. Bank’s interest in the Collateral, including, at 

a minimum, cure of all post-petition defaults and requiring periodic cash payments to U.S. Bank

thereafter.

30. U.S. Bank will suffer irreparable damage if such relief is not granted immediately, 

as the Debtor has no equity in the Collateral, the interest of U.S. Bank is not adequately protected, 

and the Collateral continues to depreciate.

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WHEREFORE, U.S. Bank National Association d/b/a U.S. Bank Equipment Finance

respectively requests:

a. that the automatic stay be modified or terminated to permit U.S. Bank to 

dispose of the Collateral;

b. that the provisions of Bankruptcy Rule 4001(a)(3) not apply to this Order 

modifying the stay;

c. that, if relief from stay is not granted as to the Collateral, in the alternative 

the Debtor be ordered to cure all post-petition defaults and pay to U.S. Bank

regular payments for post-petition possession and use of the Collateral; and 

requiring the Debtor to continue making monthly installment payments to 

U.S. Bank until such time as the Collateral may be surrendered to U.S. 

Bank; and

d. that U.S. Bank have such other and further relief as this Court deems just 

and proper. 

Dated: March 18, 2021

THE LAW OFFICES OF RONALD S. CANTER, LLC,

By: /s/Ronald S. Canter

Ronald S. Canter, Esquire

Florida Bar No. 335045

200A Monroe Street, Suite 104

Rockville, MD 20850

301-424-7490 (office)

301-424-7470 (fax)

301-943-6111 (cell)

rcanter@roncanterllc.com

400 S. Dixie Hwy. Suite 322

Boca Raton, FL 3342

Local Address 

Attorney for U.S. Bank National Association 

d/b/a U.S. Bank Equipment Finance

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CERTIFICATE OF SERVICE

The undersigned does hereby certify that a true and correct copy of the foregoing has been 

filed by CM/ECF on March 18, 2021, and that a copy will be furnished to all parties required to 

receive notice under the Federal Rules of Bankruptcy Procedure and this Court’s Local Rules, 

either by transmission of an electronic copy to the electronic notice list by transmission of Notices 

of Electronic Filing generated by CM/ECF or by mail. I also certify that a true and correct copy 

of the foregoing was served via First Class Mail, Postage Prepaid on March 18, 2021 to: 

Hipskind Technology Solutions Group, Inc. 

W220 22nd Street, Suite 450

Villa Park, IL 60181 

/s/ Ronald S. Canter

Ronald S. Canter, Esquire

Attorney for U.S. Bank National 

Association d/b/a U.S. Bank Equipment 

Finance 

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